Voltas23 And22
Voltas23 And22
Voltas23 And22
Dear Sirs,
We take reference to our letter dated 28th April, 2023 informing that the 69th Annual General
Meeting (AGM) of the Company will be held on Thursday, 22nd June, 2023 at 3.00 p.m (IST)
by Video Conferencing / Other Audio Visual Means.
2. Pursuant to Regulation 34(1) of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015, we enclose herewith Annual
Report for the financial year 2022-23 along with Notice of 69th AGM which are also being sent
through electronic mode to those Members whose email addresses are registered with the
Company / Registrar & Transfer Agent or Depositories.
3. The Notice of 69th AGM and Annual Report 2022-23 are also available on the website of the
Company at www.voltas.com.
Thanking you,
Yours faithfully,
VOLTAS LIMITED
VARUN Digitally signed by
VARUN PRAKASH
PRAKASH MALHOTRA
Date: 2023.05.26
MALHOTRA 20:42:01 +05'30'
V. P. Malhotra
Head- Taxation, Legal
& Company Secretary
Encl.
From Roots to Wings
A Journey of Transformation
ANNUAL REPORT 2022-23
Across the Pages
01 02
CORPORATE OVERVIEW statutory reports
An Eventful Journey 2 Management Discussion and Analysis 92
Voltas has been on an eventful journey since its establishment in 1954 through
a partnership between TATA Sons and Volkart Brothers. Voltas is India’s largest
air conditioning company and a provider of intelligent solutions for Air
Conditioning and Cooling Products (Unitary Cooling Products), Engineering
Projects, and Engineering Products & Services.
Voltas has been leading India’s air conditioning market This internal restructuring will lead to:
for several years with an unwavering focus on customer
More focused management and functioning of the
satisfaction. Its experience across cooling products,
businesses
engineering projects, textile machinery and mining equipment
has enabled the Company to excel across multiple domains. Commercial ease through execution of projects under one
With this undeterred commitment, the Company continues to entity
deliver marquee projects and services to its clients. Better flexibility for the Company to expand its business
further in the B2C space
The Company constantly strives to provide its customers and
industries with the highest quality goods and services. Through Moving along its orbit, Voltas aims to partner in developing the
its joint venture with Arçelik for Voltas Beko, the Company has nation while keeping the community as its core priority.
added an extensive range of home appliances, providing a
one-stop solution for its customers. Voltas has continued on this journey since 1954, constantly
expanding the range of products, improving services, and
During the year, the Business Transfer Agreement (BTA) for providing innovative solutions to meet the evolving needs of
transferring its B2B businesses relating to Projects business its customers. Today, as the Company continues on its path, it is
comprizing Mechanical Electrical and Plumbing (MEP)/Heating, determined to remain committed to excellence in everything
Ventilation and Air-Conditioning (HVAC) and Water projects, the Company does to ensure the utmost customer satisfaction.
Mining and Construction Equipment (M&CE) business and
Textile Machinery Division (TMD) business to its wholly owned
subsidiary, Universal MEP Projects & Engineering Services
Limited (UMPESL) was consummated with effect from
1 August, 2022. Through this subsidiary, the Company provides
a wide range of engineering solutions.
A Journey of
Transformation
corporate overview statutory reports financial statements
Voltas emphasizes on technology and sustainability, which has played a significant role in the Company’s continued progress. It is
evident that the Company is now on a Transformational Journey from Roots to Wings as it takes flight towards greater heights.
With a strong focus on innovation, and value engineering, Voltas is relentlessly working towards strengthening its position as a market
leader in the room air conditioning industry – offering its customers the best possible products and services, while at the same time
remaining close to the roots in India and contributing to ”AatmaNirbhar” (self-reliant) India.
In alignment with the Company’s commitment to a sustainable world, Voltas is leveraging its strong foundation in efficient
engineering to develop sustainable solutions for turnkey projects both in India and abroad. With its unyielding passion, the Company
has also expanded its horizons into the Textile Machinery Division (TMD). Under the Mining & Construction Equipment Division, Voltas
has come a long way post establishing itself in Earthmoving, Mining and Agricultural machinery (EMA) since 1954.
It is remarkable how the Company has evolved from its roots to spread its wings and soar to new heights, achieving greater success
and impacting communities in a positive way.
At Voltas, the Company’s story deeply resonates with its stakeholders – a tale of passion, innovation, and
unwavering commitment. The Company is dedicated to making a lasting impact and feels privileged to be a
part of the journey that enriches the lives of its stakeholders.
6 Voltas Limited
Our Offerings
Mission
We will offer our customers appropriate engineering
solutions in the form of Products, Projects and Services of
superior value in our area of expertise and experience – Air
Conditioning, Refrigeration, Electro-Mechanical Works, Water
Management and Industrial Capital Equipment to build and
sustain market leadership.
Integrity
We will be fair, honest, transparent and ethical in our conduct;
everything we do must stand the test of public scrutiny.
Excellence
We will be passionate about achieving the highest standards
of quality, always promoting meritocracy.
Unity
We will invest in our people and partners, enable continuous
Values are the guiding principles that we use across the Responsibility
verticals to underpin decision-making, guide our conduct
We will integrate environmental and social principles in our
and define our culture. By working together with these
businesses, ensuring that what comes from the people goes
Values every day, we build a sustainable business that is
back to the people many times over.
more successful and a better place to work.
Pioneering
We will be bold and agile, courageously taking on challenges,
and using deep customer insights to develop innovative
solutions.
8 Voltas Limited
corporate overview statutory reports financial statements
Cultural Pillars
10 Voltas Limited
corporate overview statutory reports financial statements
Dear Shareholders, and better private consumption. a testament to the trust and
Moreover, initiatives such as ‘Make commitment brand Voltas carries with
As we reflect on the past year, I am
in India’, ‘AatmaNirbhar Bharat’, the end consumers.
grateful to all our stakeholders who
‘Production Linked Incentives (PLI)’ are
continuously supported and believed Besides these, Voltas is involved in
playing a pivotal role in enhancing
in our Company. It was a year filled engineering projects and infrastructure
Voltas’ demand at a macro level and are
with mixed emotions, marked by both solutions space. As part of the
working positively for the Company’s
significant challenges and promising Company’s domestic projects business
journey as we travel ahead with
opportunities. But despite it all, we in India, Voltas has been a part of some
optimism.
kept cruising ahead on our course with of the largest iconic projects in India.
determination and commitment. These Proving its mettle we have enriched
Our Journey
traits have helped us sail through the our experience by successfully working
short-term blips and as we embark on Our journey began in 1954 as a joint on metro projects, hospitals and social
another journey for our Company in venture between Tata Sons and Volkart infrastructure projects viz water &
2023-24, I take pride in reflecting on Brothers, and today, we are a diversified electricals in major cities across the
the distance we have covered over business house ranging from country.
the past seven decades, which have consumer goods to MEP to textiles
provided us with invaluable lessons, machinery to Mining & Construction Financial Book: Our Roots
experiences, achievements, and a Equipment. We are constantly evolving Securing the Next
sense of pride. and transforming to meet the dynamic
The Company’s consolidated total
needs of our customers. As we reflect
income for the year stood at
Economic Overview on our achievements, we are proud
` 9,667 crores, reflecting a ~19%
to share that Voltas has become one
The year saw major impact on the growth over the previous year’s income
of the top ten companies in the TATA
global economy erupting out of the of ` 8,124 crores. The profit before
group, with a consolidated revenue
prolonged Russia and Ukraine war, share of profit/loss of joint ventures
exceeding billion dollars.
causing supply chain disruptions, and associates and tax stood at
significant surge in prices for essential Entering the new fiscal, I am optimistic ` 672 crores. The Company’s profit
goods worldwide. To cushion the that our Company’s growth trajectory before tax (after the share of profit/
effect of the accelerated inflation will continue. We have constantly loss of joint ventures/associates)
rates, central banks worldwide acted expanded our horizons, spreading was recorded at ` 307 crores. During
promptly by hiking the interest rates to our wings towards newer product the year, the Company made a
mitigate its impact. categories. Our emphasis on growth is significant provision of ` 244 crores
reflected in the rise of Voltas Beko – a under exceptional items, relating to
In an effort to bolster the nation’s
JV brand that offers home appliances the termination of a contract and
growth and development in 2022-23,
and provides a comprehensive encashment of bank guarantees for
the Government of India extended
one-stop solution for all the valued two overseas projects in Dubai and
its support by allocating funds for
customers of Voltas under one roof Qatar, respectively. We have taken the
domestic capacity expansion and
in joint venture with the leader of necessary legal steps to protect our
infrastructure development. This move
appliances, Arçelik. Today, Voltas is not interests and to recover the monies
was targeted at stimulating demand,
just a room air conditioner company owed to us.
generating employment opportunities,
but is also making forays in the
and fostering growth across various
consumer durable space along with a Operational Highlights
industries. The Government has
markable presence in the segments it During the year, the Unitary Cooling
implemented various structural reforms
operates in. Products business has relatively
aimed at improving macroeconomic
activities, those which will contribute In four years, Voltbek has sold performed better amid the lower
towards increasing disposable income an impressive 3.3 million units, consumer sentiment towards
12 Voltas Limited
corporate overview statutory reports financial statements
Commercial Refrigeration. In the The Voltas team also participates in in our Commercial Refrigeration
water cooling solutions space, we are the ‘Joy of Giving’ festival with Goonj, Freezers.
expanding our business by adding encouraging its employees and their
Moving towards a circular economy,
newer products and technologies social circles to donate necessary items
we are using recycled plastic in
to our product portfolio. Voltas also to benefit urban and rural communities
the manufacturing of the finished
aims to strengthen its JV brand Voltas in need. products.
Beko, by introducing a range of new
products while remaining committed Sustainability at Core Promoting star rated products that
to the ‘Make in India’ initiative. consume less water and electricity
Voltas is mainly looking at moving
The Company launched a line of in our Voltas Beko range of Washing
towards renewable energy with the
home appliances, including ‘Smart Machines. We have also pioneered
goal to become carbon neutral for
Hygiene’ dishwashers, new Frost-free the first washing machine made
its operations and water positive from recycled plastic.
refrigerators, and Top-load washing
by 2030. Based on the products, we
machines. Partnering with producer
are actively looking out for using
lesser raw materials and/or replacing responsibility organizations (PRO)
Community Focused
it with sustainable alternates. Our to efficiently collect the e-waste by
For Voltas, giving back to the impetus is towards making products following CPCB guidelines to ensure
community is a core value that drives appropriate waste recycling and
and solutions more energy efficient.
its business decisions across the value disposal.
To this end, we have already made
chain. Guided by the TATA Group
significant progress, with our Waghodia As I look back at our achievements in
philosophy, the Company recognizes
manufacturing facility currently the past year, I express gratitude to our
the community as a key stakeholder
operating at approximately 30% dedicated team for their tireless efforts.
across its operations, including
renewable energy, and the corporate I am proud to recognize the resilience
customers, people, business partners,
office running entirely on 100% solar and commitment of our employees at
environment, and society.
energy. Furthermore, we have also all levels and business partners who
Voltas has adopted a mantra of installed an electric vehicle charging enabled us to succeed against all odds.
‘Engage, Equip, and Empower’ to facility at our corporate office, I extend my deepest appreciation to
guide its community engagement which is powered by solar energy, the Board of Directors, investors and
efforts. As part of this commitment, demonstrating our commitment to stakeholders for unrelenting support
Voltas has internally identified the reducing our carbon footprint. as we embark on the next phase of our
evolving consumer preference of Life journey towards even greater success.
Rejuvenation, Self-care, Immersive To further strengthen our commitment, Together, we can continue to lead the
Consumer Experience, Time for more, we have undertaken several macro- way and make an impact in the world.
and G’Local to better understand level steps to reduce the environmental
the community’s needs. By mapping impact of our operations, some of
these trends, the Company aims to which include: With my best wishes,
develop programmes and initiatives Using refrigerants like R32 in Air Pradeep Bakshi
aligned with the community’s needs Conditioners, which have Zero MD & CEO
and aspirations, empowering and Ozone Depleting Potential. We Voltas Limited
supporting them. have also optimized the design
Further, as part of its commitment to of the Air Conditioning Outdoor
corporate social responsibility, Voltas units, resulting in reduced copper
is focused on sustainable livelihood, consumption and refrigerant
community development, and issues gas usage. We have introduced
of national importance. hydrocarbon (R290) refrigerants
Our Offerings
Room Air Chest Freezers
Conditioners (RAC) Medical Refrigeration
Air Coolers Ducted AC
Air purifiers Variable Refrigerant
Visi Coolers Flow (VRF)
Water Dispensers Cassette AC
Water Coolers Tower AC
Cold Rooms Chillers
16 Voltas Limited
corporate overview statutory reports financial statements
24.20 25.20
23.70 23.40
21.60
25,000+
Touchpoints
64
New RAC SKUs
51
Voltas Fresh Air Coolers SKUs
23
New Commercial Refrigeration SKUs
Our Offerings
Refrigerators
Washing Machines
Microwaves
Dishwashers
18 Voltas Limited
corporate overview statutory reports financial statements
Offers
Cashback
Upto 3 years comprehensive warranty with 12 years warranty
7,000+
Touchpoints
on Compressors/Motors on select range of products
Attractive EMI Options on Select Products
Zero Down Payment with Long-term EMI of up to 18 months
150+
SKUs
Our Offerings
20 Voltas Limited
corporate overview statutory reports financial statements
` 2,356 crores
Order Book
Infrastructure Solutions
Our Offerings
` 5,799 crores
Order Book
Our Offerings
10+
Average years of association with major
principals of textile machinery from India
and overseas
24 Voltas Limited
corporate overview statutory reports financial statements
Our Offerings
India
Gulf Cooperation Headquarters
Council (GCC)
– Mumbai
This map is a generalized illustration only for the ease of the reader to understand the locations and is not intended to be used for reference purposes. The representation of
political boundaries and the names of geographical features/States do not necessarily reflect the actual position. The Company or any of its Directors, officers or employees
cannot be held responsible for any misuse or misinterpretation of any information or design thereof.
26 Voltas Limited
corporate overview statutory reports financial statements
Team Marksmen recognized Voltas UPBG as one of Voltas iobg bagged CBNME MEP AWARDS
India’s most trusted brands on 28 March, 2022 on 5 April, 2022
Voltas IOBG won ‘Technical Facilities Voltas IOBG Oman bagged three awards at the
Management Company of the Year’ at OER MEED Project Awards on 13 September, 2022
Manufacturing Excellence Summit on 30 June, 2022
Voltas CSR felicitated at FICCI CSR Summit Voltas TBEM recognized by the Tata Business
on 20 December, 2022 Excellence Group at BEC on 20 December, 2022
28 Voltas Limited
corporate overview statutory reports financial statements
Universal MEP Projects & Engineering Services Limited Voltas Limited & its creative partner - SGA Adsvita Communique -
won two awards at the 65th ‘Annual Mines Safety Week proudly receive the esteemed Platinum Award, showcasing remarkable
industry performance in crafting an exceptional annual report for
2022’ on 5 January, 2023
2021-22
Voltas Limited and SGA Adsvita Communique shine as a Voltas Limited & SGA Adsvita Communique (creative partner)
global leader, securing the impressive #22 spot among the receive the prestigious Technical Achievement Award for their
Top 100 Reports Worldwide for 2021-22 excellence in annual report communications, setting new
standards in the industry for 2021-22
Stakeholder Engagement
32 Voltas Limited
corporate overview statutory reports financial statements
Direct Stakeholders
Shareholders and Lenders Promote capital growth Annual Report and AGM
Long-term support Periodic conference/Investor meets
Provide financial resources Investor conferences and roadshows
Analyst calls and meetings
Materiality Assessment
Materiality assessment helps Voltas identify the most significant issues relevant
to its stakeholders. The goal is to ensure that the Company’s sustainability
efforts are aligned with the needs and expectations of its stakeholders’, as well
as the Company’s own goals and values.
Sustainability Matters
Voltas is in the process Voltas is putting efforts towards Voltas prioritizes people, health,
of developing a localized decarbonizing by switching to and safety to reduce work-related
ecosystem with an aim to reduce eco-friendly refrigerants and by incidents over the years
dependency on imports improving operational energy
efficiency
Company Targets
34 Voltas Limited
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36 Voltas Limited
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Voltas’ Offerings:
Evolving Customer Landscape witnessing exponential demand growth in the power and
transport sectors. India aims to extract and refine this material,
In line with the TATA Group Philosophy, community is the key reducing mineral imports and accelerating the development
stakeholder for the Company’s business, critical to its success. of its electric vehicle industry while advancing clean-energy
The community of Voltas comprizes of its shareholders, goals. This achievement presents a promising outlook for the
customers, business partners, the environment and society. Mining and Construction Equipment Division moving forward.
Each member of the Company’s community is a consumer In case of the Company’s Cooling products segment,
in his/her own right. Voltas has always focused on consumer customers are now seeking aspirational products and
needs and preferences. services that prioritize energy efficiency, high star ratings,
inverter technology, environmental consciousness, and cost-
effectiveness. This applies to both Room Air Conditioners
Sustainable Landscape and Commercial Refrigeration Products, aligning with the
governing BEE star ratings in both categories.
A significant discovery of an untapped 5.9 million-ton lithium
reserve in the Jammu and Kashmir region has positioned India
as the 7th largest global lithium resource. Lithium-ion batteries,
crucial for electric cars and renewable energy storage, are
Climatic Change
The demand for air conditioners is being influenced by
changing climatic conditions and increasing humidity.
However, the currently available air conditioning technologies,
used to control indoor humidity, have negative environmental
implications. These technologies consume significant amount
of electricity, utilize CFC-based refrigerants that contribute
to global warming, and their manufacturing and delivery
processes release greenhouse gases. Consequently, there is a
growing need for new technologies that can minimize these
emissions. Voltas is prepared to meet this demand by offering
products that adhere to new environmental standards and
aim to reduce their environmental impact.
Further, Voltas is responding to the pressing need for AC quality control and testing line at Pantnagar
environmental sustainability by launching new eco-friendly
products and revising operational processes that consume
fewer resources by manufacturing more inverter ACs and high
star-rated products. After successfully delivering split inverter
ACs, the Company has recently started producing and selling
Window inverter AC. Further, the Company’s product basket
also includes Voltas Maha Adjustable Inverter AC, Pure-Air
Inverter AC with HEPA filter, Air Conditioners with a protective
coating to the cooling coil, Chest freezers and Chest Coolers
with R290 refrigerant, among others. Voltas also promotes
environmental conservation by supporting clients in solar
infrastructure projects and building Solid Waste Management
and other initiatives for communities.
Water Landscape
Water is a crucial natural resource, and Government of India is
taking an intiative to boost the infrastructure towards ensuring
that tap water reaches every house across the country. The
Indian water and wastewater treatment (WWT) technology
market is projected to register a CAGR higher than 8.5% during
the forecast period of 2023-28.
Government Landscape TMD will have a positive impact with the opening of textile
parks to gain orders. Further, in the long-run, the PLI scheme,
To push the textile sector with ‘Make in India’ and ‘Make for as the incentive given to the Man-Made fabrics and apparel,
the World’ initiative, the Government announced the ` 4,445 would draw investments in back-end processes. TMD’s
crores ‘PM MITRA mega textile parks’ to be set up in Tamil customers would be availing these benefits and needing the
Nadu, Telangana, Karnataka, Maharashtra, Gujarat, MP and machines offered by the business (Spinning, Knitting, Weaving
UP. The implementation of this initiative is expected to have and Processing), which will indirectly benefit UMPESL.
a significant positive impact on the textiles sector, aligning
In Solar Business ~ 350 GW worth of projects are expected to
it with the overarching 5F vision of seamless integration
come up in the next nine years till 2030 as per GOI targets. This
across the entire value chain, from farm to fibre to factory to
is acting as an opportunity for EPC, with ~` 5,00,000 crores set
fashion to foreign. The establishment of mega textile parks
to come up in next nine years i.e. ~` 58,000 crores every year.
is a significant step towards transforming the textiles sector,
A mere 3% market share will mean ~` 1,700 crores worth of
providing it with modern and state-of-the-art infrastructure
business for UMPESL.
to enhance its competitiveness in the global marketplace and
create job opportunities. Furthermore, under another Government initiative of ‘Har Ghar
Bijli’, UMPESL, secured several project orders worth ~` 1,770
Additionally, Government launched the Production Linked
crores in the Electrical Power Distribution business, for the fiscal
Incentive (PLI) Scheme with an approved outlay of ~` 10,683
year 2022-23. The Company’s ability to win these orders in a
crores to promote the production of Man-Made Fabric
Apparels and Products of Technical Textiles to enable the
textiles industry to achieve size and scale and to become
competitive.
40 Voltas Limited
corporate overview statutory reports financial statements
Financial capital
Operating Working Capital ` 1,827 crores
Owners Funds ` 5,452 crores
Debt (mainly overseas operations) ` 651 crores
Total Assets ` 10,279 crores Eng
ine
er
Net Worth ` 5,422 crores s in
ct
g
Total Capital Employed ` 5,494 crores
od
Pr
it y Un
Pr
oj
gr it
ec
y
te
tar
ts
y
manufactured capital
In
Uni
Existing Manufacturing Locations 4
Facilities Added in last 5 years 2
nsibil y
(Waghodia and Sanand)
Pioneer
it
Enginee
Manufacturing Capacity (CAC) 5 lakh ton
Manufacturing Capacity (AC) 2.7 million units
i ng
sp
ring
Re
les
Pr
intellectual capital
ab
o
Excellence
ur
du
Investment in R&D ` 16.17 crores
rD
ct
e sa
R&D Team Strength 38 um nd
Research & Development Centres ns So
5 Co ions
lu t
human capital
Investments towards Employee ` 2.13 crores
Training, Programmes 886
Employee engagement Initiatives 54
during the Year
Average Work Experience Of Senior 25+ years
Management
Spend on Employee Safety ` 50 lakhs
Total No. of Employees 9,600 +
Outcome
Providing Stakeholder Value
natural capital Suppliers Industry Association
Renewable Energy Generated 4,472 GJ
Water Consumption 46,089 KL Shareholders and Community
Energy Consumption 46,840 Gj Lenders
Media and Academic
Energy Savings 4,739 Gj
Customers Institutions
42 Voltas Limited
corporate overview statutory reports financial statements
outputs
Financial capital
Market Capitalization ` 27,075 crores
Return on Capital Employed 6%
Return on Equity 2.50%
Dividend Payout Ratio (before exceptional 33%
item)
Total Income ` 9,667 crores
Profit Before Exceptional Item & Tax ` 551 crores
Innovation, Profit Before Tax ` 307 crores
Development, Design Profit After Tax ` 136 crores
Credit Ratings (ICRA) AA+
Procurement Debt: Equity ratio 0.11:1
EPS (per Share) ` 4.08
Manufacturing
intellectual capital
No. of 5 Star SKUs Launched during the Year 21
Room AC Market Share 21.60%
Window AC Market Share 36.40%
human capital
Place Turnover per Permanent Employee ` 3.22 crores
Process Percentage of Employees Trained 92%
Total Training Mandays 75,000+
Lost Time Injury Frequency Rate 0%
Strategic
Focus Areas
5Ps
natural capital
Water Recycled and Reused 5,767 KL
Price
E-waste Recycled 17,500+ MT
product
Financial Capital
The Company has remained resilient and innovative despite facing global geopolitical
tension and supply chain issues. Elevated inflation had kept the discretionary spend for
the end-consumers in check during the year, this is more relevant for the categories having
lower penetration like ACs and even in case of Voltas Beko products. Mix of events which
were beyond the Company’s control, such as increased input costs and lag in passing
these costs to the end-consumer due to slump in demand and competitive intensity in
product business to garner the market share impacted the margins for the Company. In
International projects business, the unilateral actions in few of the contracts has resulted
into an invocation of the bank guarantees, creating a roadblock in the profitability of
projects business.
44 Voltas Limited
corporate overview statutory reports financial statements
The Company has always considered Cash as a key yard stick in considering profitability in its business. Healthy position of cash and
bank balance including investments continues to remain a strong support system for various initiatives, including the proposed capex
plan for expansion of production capacities and various other organic/inorganic growth avenues.
The Company will also prioritize securing healthy order books with clients who have strong financial and operational capabilities and
ensure the timely execution of projects in the Project business.
Forex Risk:
The Company understands the risks associated with fluctuations in foreign currency due to its imports. The Company maintains a
minimum hedge of 25% on its foreign currency exposure for subsequent three months to address this challenge. The Company has
implemented several measures to achieve this target, including reserving a portion of its earnings in foreign currency through the
Exchange Earners Foreign Currency (EEFC) account and entering into forward contracts in a timely manner to safeguard against any
depreciation in the currency of its business operations. By actively managing its foreign currency exposure, Voltas aims to mitigate
risks and ensure financial stability for the Company.
Capital Trade-off
Natural Shareholders
Vendors
Manufacturing Capital
46 Voltas Limited
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Using Recycled Plastic in Washing Machines or Other (TMD) business to its wholly owned subsidiary viz. Universal
Products MEP Projects & Engineering Services Limited (‘UMPESL’) via
slump sale was consummated w.e.f 1 August, 2022.
As part of its commitment to ecological sustainability,
the Company actively works towards minimizing its In furtherance to focus on the Products business, the Voltas
plastic consumption in packaging and has adopted more Board recently decided to transfer its international projects
environment friendly alternatives as substitutes. One key business to its step-down 100% wholly owned subsidiary –
approach the Company has undertaken is incorporating a Universal MEP Projects Pte Limited (UMPPL), in the Republic
of Singapore. The Company’s direct investments in some
certain percentage of recycled plastic into its merchandize.
of the other overseas subsidiaries would also be transferred
Additionally, the Company is progressively phasing out the use
to UMPPL. The aforesaid internal restructuring would be
of non-recyclable plastic components in packaging.
subject to requisite approvals, as may be required. With
this, the international business operations will be housed
Way Forward in a separate entity – UMPPL. This will facilitate sustained
The Company is doubling the production capacity for the profitable growth both in Products and Projects businesses,
air conditioning and commercial refrigeration categories in independent of each other.
Chennai and Waghodia. This, alongwith the development of
components ecosystem in the consumer durable sector, the
Company is committing a total capex outflow in the range of
` 450-500 crores which will be incurred over next 18-24
months.
Business Restructuring
During the year, transfer of domestic B2B businesses of Voltas Focus Areas
relating to Projects business comprizing Mechanical Electrical
Enhancement of manufacturing capabilities
and Plumbing (MEP)/Heating, Ventilation and Air-Conditioning
(HVAC) and Water projects, Mining and Construction Localization of supply chain efficiencies
Equipment (M&CE) business and Textile Machinery Division
Capital Trade-off
Natural Stakeholders
Vendors
Intellectual Capital
Technological Developments during the Launched a new line of Glass-top Deep freezers for
Year 2022-23 commercial refrigerators, with improved aesthetics and
energy efficiency.
Voltas adopted a cloud-first approach for new IT
implementations to enhance speed, scalability, and In Air Coolers, Voltas uses recycled materials without
enablement. Existing applications were modernized to be compromizing quality.
cloud-ready for migration as per business needs. Cyber Security Working on localization of design for medical freezers
was formalized with strategy and governance. Upgrades pursuant to the technology license agreement entered
and refreshes were undertaken to improve security and into with Vestfrost Solutions, Denmark.
productivity. Analytics, including Data Lake and Customer
Data platforms, were utilized. Voltas In-Shop Demonstration
Applications (VISA) migrated to Amazon Web Services (AWS) Focus Areas
for better performance. Overall, these measures ensure Initiatives to remain future-ready
improved IT efficiency and performance during the year.
Further, the Company is working on a digital transformational Support new growth engines
journey in an enterprise-wide single program, ‘V-Vartana’. Build robust system
48 Voltas Limited
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Outlook
To enhance customer experience, Voltas has several ongoing
projects and initiatives covering services, complaints and
new opportunities. In 2023-24 and beyond, the Company
plans to offer an omni-channel experience by implementing
a Customer Data Platform (CDP) to ensure seamless customer
engagement across various channels. Additionally, it has
undertaken steps to address the issue of technicians’
unavailability during peak season times by bringing in
Mobiforce, which provides extra bandwidth to deploy service
engineers. Future priorities include improving customer
engagement, promptly fulfilling orders, upgrading the Siebel
platform, implementing digital solutions for inventory and
workforce management, upgrading the SAP environment,
implementing a Product Life cycle Management solution, and
introducing IoT-based solutions for maintenance and plant
operations.
Waghodia Factory - Pantnagar
Capital Trade-offs
Government
Stakeholders
Vendors
Your Company’s products are designed to cater to the evolving needs of modern consumers
who seek advanced features for enhanced comfort and convenience. Voltas’ new RAC range
offers a variety of advanced features, including Super Silent Operation for peaceful sleep, Ice
Wash and Filter Cleaning Indicators for optimal performance, and an Anti-Corrosive Coating.
These features are carefully crafted to offer its customers the best experience possible, ensuring
their needs are satisfied. As consumers increasingly rely on technology to upgrade their home
appliances, Voltas is proud to offer innovative solutions to address common concerns.
Key Features
HEPA Filter: The new AC range comes with HEPA Ice Wash Technology: Quick freezing and de-
Filter along with PM1.0 sensor and AQI Indicator to freezing of the condenser coil results in complete coil
deliver pure air cleaning. Thus enhancing the cooling performance
Multi-Adjustable Mode: This gives the option of Filter Clean Indicator: Indicates and informs the
intelligent switching within multiple tonnages, basis user to clean the Air Filter for better performance
ambient heat and the number of people in the room Anti-Corrosive Coating: Gives the condenser coil
Super Silent Operation: Ultra quiet performance a longer life and helps in cooling better and for a
for noiseless sleep longer time
50 Voltas Limited
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Key Features
Super UVC: Powered with Super UVC technology Ice Wash Technology: Quick freezing and de-
and TiO2-coated air filtration system freezing of the condenser coil results in complete coil
cleaning. Thus enhancing the cooling performance
Multi-Adjustable Mode: Gives the option of
intelligent switching within multiple tonnages, basis Filter Clean Indicator: Indicates and informs the
ambient heat and the number of people in the room user to clean the Air Filter for better performance
Super Silent Operation: Ultra quiet performance Anti-Corrosive Coating: Gives the condenser coil
for noiseless sleep added life and helps in cooling better and longer
Key Features
Flexible Air Conditioning: Comes with a unique Superdry Mode: Controls the humidity levels in
value proposition that allows the user to choose the room by quick dehumidification
from multiple tonnage options.
Eco-friendly Refrigerant: Uses green R32
Multi-Adjustable Mode: Intelligent switching refrigerant, which is environment-friendly
within multiple tonnages, basis ambient heat and
High Ambient Cooling: Keeps user comfortable
the number of people in the room, leading to
even at 52° C
savings and reduced running cost
Key Features
Smart Humidity Controller: Optimizes the humidity Pre-Soaking: Pre-cools the Honeycomb pads before
in the air starting the fan, releasing cool and fresh air
Mosquito Repellent: Resists mosquito breeding and 4 Side Honeycomb Cooling Pads: Better and faster
keeps them away cooling without letting dirt and sediment deposit and
more durable
Turbo Air Throw: Large fan size delivers powerful air
throw to cool large spaces
Key Features
Hot, normal and cold-water
functionality
LED indicator
Ease of use
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Key Features
Key Features
Convertible models with galvanized Iron inner sheet Cold room
Full glass door visi-coolers The Company’s Cold Room Refrigeration systems are
Glass top models with LED eco-friendly, energy-efficient, and IoT-enabled solutions,
New table-top chocolate coolers FOW (Freezer on designed to meet varied industry demands.
Wheels) models
Condensing units for supermarket equipment
Key Features
StoreFresh+TM: Keeps fruits and vegetables fresh for Active Fresh Blue Light: Simulates natural
longer duration by minimizing temperature fluctuation and lighting conditions inside the refrigerator to
maintaining precise moisture levels preserve Vitamin C in fruits and vegetables by
NeoFrost ™ Dual Cooling: Uses two separate cooling circuits continuing the process of Photosynthesis inside
ensuring that cool air is distributed evenly throughout the
refrigerator
ProSmart™ Invertor Motor: Smart and fast cooling system
with inverter compressor makes the refrigerator four times
quieter during operation
Fresh GuardTM: Comes with a specially coated filter and UV
LEDs that remove 90% of odour. Runs frequently and over
shorter periods, which makes it more energy efficient in
comparison to other refrigerators
Voltas Beko’s range of microwave ovens includes Solo, Grill and Convention model types and combinations of the same.
These microwaves are designed to suit the needs of Indian households.
Key Features
Auto cook programme
Large urntable to maximize the cooking and heating space
Perfect aesthetics look which complements cooking and kitchen
Advanced feather touch digital display
Active Defrost technology
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Key Features
Jet Wash: Additional tap on top which throws water Hand Wash Port: Cleans collars and cuffs effectively
at high-speed enabling better mixing of detergent 5 Star Rating: Energy efficient and keeps electricity
and deep cleaning bills in check
Fountain Wash: Fountain-like water spray to avoid StainExpertTM: A Special treatment to remove
detangling clothes tough stains effortlessly. Fight dirt without damaging
Steam WashTM: Loosens up stains and minimizes your clothes
creases by passing steam through clothes
Hygiene+: Targets bacteria and viruses for a germ-
free wash
Silent Invertor Motor: Highly efficient and durable
with low noise levels
Key Features
Unique and functional range of full-size and tabletop Cleaning at a high temperature of 70° C
dishwashers Eliminating stubborn and sticky stains left by oil,
AquaflexTM technology for faster, more efficient and grease and fat
gentle washing of utensils
AquasenseTM technology for heavily soiled pots and
pans
CornerIntense™ ensures that dishes in every corner are
rinsed out effortlessly
The ProSmart™ Inverter Motor increases the washing
temperature, and adjusts the water pressure. This
function also speeds up washing cycles up to 3 times
Key Features
Wide indoor unit selection range
DC brushless fan motor
High efficiency heat exchanger
Precise temperature control
Reliable inverter drive technology
Key Features
High performance range (Thermo & Tropico)
Energy Efficient
BMS Compatible
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Key Features
Instacool compressor
Silent operation
Uniform cooling
High efficiency
Key Features
Wide capacity range 15 TR to 2500 TR
Eco-friendly refrigerant
High efficiency
Compact design
Environment
Environmental, Social and Governance (ESG) has always been our means to achieve
a growth for our businesses that is equitable, inclusive and sustainable. Under the
Environmental aspect, the Company aims towards catalyzing decarbonization
through renewable energy and energy efficiency not only in operations but also
through its products and services. It also includes the Company’s journey towards
being water positive for its operations and recycling and reducing waste.
Under Social, the Company’s intent is to develop its workforce, empower
communities through skill development and drive positive change, engage with its
stakeholders to create beneficial and responsible outcomes.
The governance aspect pertains to the Company’s adherence to compliance and
standards in its business practices as well as enhancing transparency and integrity.
ESG Priorities
Decarbonizing operations
Adopting digitalization
1,200 MWP
E
1,006 Net Zero
Solar energy Total tCO2e emissions Aspirational goal towards
installed capacity mitigated through carbon neutrality for the
clean energy Company’s operations
100%
Zero Ozone 17,500+ MT
Depleting of E-waste sent for
recycling
Environment potential refrigerants
for RAC products
30,000+
S
9,600+ 100%
Number of people Workforce Reduction in Lost Time
benefited through CSR Injury frequency rate
initiatives since 2020-21
16,500+
Individuals trained
upto 2022-23 under Recognition
Social of Prior Learning (RPL)
G 8
Board Committees
712
New hires
75,000+
Behavioural and Technical -
training person-days for the workforce
Governance
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Voltas has set an ambitious objective to achieve carbon neutrality and water
positivity in its operations, reflecting its strong commitment to sustainability. Voltas’
comprehensive ‘To Do List’ encompasses several key areas: adopting cleaner energy
sources, enhancing energy efficiency in products, promoting sustainable products
and services to customers; establishing sustainable supply chain; optimizing waste
recycling and reuse; prioritizing health and well-being; and leveraging technology and
digitalization. Additionally, the Company has revamped its Enterprise Risk Management
(ERM) framework to include ESG (Environmental, Social, and Governance), highlighting
its recognition of the importance of sustainable practices in mitigating risks.
Reducing Investing in
Emissions New Technology
Under commercial refrigeration, the Company’s combo cooler enables energy savings of up to 40%.
The air-cooled chillers utilize multiple compressors in most models with independent refrigerant circuits. The microprocessor
controller ensures that only the required number of compressors operate during part-load conditions, thereby saving power.
Voltas’ Maha adjustable AC has a unique adjustable mode that can run on multiple tonnages (0.7/1.2/1.5/1.7/2) depending on
ambient temperature or the number of people. Thus, saving electricity costs due to energy efficiency.
Voltas uses zero ODP refrigerants for room air conditioners and promotes the sale of more energy-efficient products, for example,
inverter ACs.
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Waste Management
Voltas strongly emphasizes its environmental commitment by
actively implementing the 3R approach: Reduce, Reuse, and
Recycle. The Company proactively manages factory waste, carefully
tracking and segregating hazardous and non-hazardous materials
for appropriate disposal. Voltas is dedicated to minimizing waste
generation and maximizing opportunities for recycling and reusing
as part of its ongoing efforts
Key Elements
Water conservation, consumption and distribution with water-saving initiatives
Water quality management: Monitoring and controlling water quality to ensure its safe use for various purposes
Integrated water resources management: Coordinating water management activities across all of the Company’s business
verticals and stakeholders to ensure a holistic and sustainable approach
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COVER STORY
A TALE OF SEVENTY
YEARS
“Our journey can be broken
down into three
parts,” Bakshi says.
“The first part is the
inception of the company
in the 1950s which
was followed by 40 years
of unchallenged
leadership when factories
and manufacturing
lines were being set up.
The second phase
began in 1993 when
a lot of multinationals
came to India and we the
lost out our leadership too,” answers Bakshi, suggesting that
position for more than the economic growth journey of this region
“We slid from the
a decade. company’s services and portfolio of work
and the industry at large.”
to the number seven
number one position make it the preferred choice in the market.
position during this
period. And then came
phase three in 2005 STAYING AHEAD OF THE CURVE
TECHNOLOGY
when the new management
came in and the The competition is fierce with many is constantly shaping
Technology
baton was given to us to companies competing and new entrants
change the fortunes one the MEP industry, creating innovative
of the company,” says constantly entering the market. So, we
Bakshi as he talks solutions, and helping us rethink how
might ask – what makes Voltas Limited
STEERING
passionately and enthusiastica Wafi Hotel & Mall project, Dubai, UAE.
lly about “In GCC, a lot of investments have been build infrastructure, design cities
and
the company’s history international radar and in India,” Bakshi stand out from the crowd? the
spanning almost trusted with creating nine out of the thirty announced by the different governments. a consume energy. Keeping up with
seventy years. that Voltas Limited is not just a room
air
says. “Our focus has always remained “India is a growing economy with
new stadiums. These are testaments to the governments’ break-neck pace of technological innovation
“From 2006 until today, conditioner company but is also leading
in
customer-centricity. That’s what has been huge consumer base. People are looking
VOLTAS LIMITED
the its forward
we not only Voltas Limited also boasts a major commitment towards enhancing a can be difficult as it continues
regained our leadership the consumer durable space where it goes at the back of our minds since we began at entering the Indian market and taking
position back, but in international presence when it comes to their economic well-being of those geographies. are drive across the industry.
went on to become one by the brand name Voltas Beko – created in our transformation from a loss-making
to
have been share of the pie. More than 50 brands cognizant
of the most
brands in the air conditioning profitable projects business, having been involved KSA and UAE, especially, For Voltas Limited, remaining
partnership with a Turkish conglomerate a profit-making company. We continue
to available in India today but Voltas Limited in
space - not major projects across the Middle East
and creating benchmarks. In fact, they have of of the evolving standards and the trends
has already created a niche in the minds
TO NEW HORIZONS
– which includes refrigerators, washing we
only in India but the remain market leaders so much so that not
international market beyond, such as the Burj Khalifa, Mall of the been throwing open these opportunities the global market has proved helpful. “Our
as well. machines, microwave ovens, and
widened the gap between the number
one the consumer with our product offerings
Emirates, Hong Kong Airport, Hong Kong just for locals, but are also inviting people the R&D and manufacturing teams continue
“Today, we are overall dishwashers. Besides these, another major and number two players,” he adds. and services. Our market share is
more than a billion- in is Metro, and most recently, the Thomson- from outside of the countries,” responds sold to work around the clock, interrupting
dollar group with Voltas business that the company is involved Voltas Limited also brought innovation largest with one out of every four ACs
Limited being East Coast Line in Singapore. With
its Bakshi when asked about the MEP the smart technologies for our valuable
In an exclusive conversat one of the top ten companies that of projects. into the market by being the first one in India being a Voltas AC.
ion with Voltas Limited in the TATA headquarters in Dubai, the company has industry’s economic situation in the future consumers using the Internet of Things,
MEP Middle East editor group,” he adds. As part of the company’s domestic in India to tap into energy-efficiency “In the GCC too, we’ve been around is
Almas Tholot explores CEO Pradeep Bakshi, offices across GCC. in the region. four decades and carried artificial intelligence, and more. This
the seven-decade-long projects business in India, Voltas Limited in their products. He adds: “I see great potential in working for more than products and
our brought to the core of our
legacy of the company DIVERSE BUSINESS has been a part of some of the largest out several large projects. Because of as
PORTFOLIO STRATEGY in this region and we will continue to provide new services which helps both our products
Speaking about the iconic projects in India which include MENA MEP MARKET STATUS proven track records, not only are
12 MEP Middle East | January company’s diverse “If we talk about strategy and how
we the support that is required at our level. to well as project businesses to remain ahead
2023 business portfolio, Bakshi metro projects, hospitals, and large With an array of investments announced, clients approaching us but we continue
stresses the fact have remained relevant to the consumers We’ve been in this geography for forty years of the curve,” he adds.
buildings in major cities across
the
I’d Voltas Limited remains positive about
the to get repeated orders from our existing clients
and sustained our leadership position, and will continue to remain committed
www.mepmiddleeast.com country. For the Commonwealth games the growth of the MEP industry in the region.
www.mepmiddleeast.com was say we’re blessed with a great team on January 2023 | MEP Middle East 15
that India hosted in 2010, Voltas
www.mepmiddleeast.com
January 2023 | MEP Middle www.mepmiddleeast.com
East 13
14 MEP Middle East | January 2023
COVER STORY
COVER STORY
ENERGY EFFICIENCY of India’s office of the Ministry of
Data indicates that the construction Environment, Forest and Climate Change,
industry accounts for 40% of worldwide by using 70% less energy than conventional
energy usage and 40% of carbon dioxide offices with LED lighting and chilled
emissions. Despite concerted efforts being beam air conditioning. “We would like to
made towards green construction, energy replicate the same internationally. We’ve
efficiency is still a major concern. been working on several projects that target
Voltas Limited has been addressing the LEED Gold and LEED Platinum standards,
topic of energy efficiency by investing in and we are ready and have been offering this
technology in its MEP project segment. to our clients,” explains Bakshi.
“We have been using the infrastructure
which is smarter and enabled digitally PREFABRICATION
helping us save energy,” says Bakshi. Prefabrication offers advantages
“We have always remained ahead of over conventional construction
time. Today, the brand name “Voltas” is methodologies, especially for projects
synonymous with energy efficiency since executed in remote locations. Voltas adopted
we were the first ones to introduce it in the Modular MEP approach back in 2015.
the market. We also educate consumers on Bakshi explains: “Prefabrication is
energy efficiency as to how one can save absolutely at the bottom of our hearts. The
money by saving electricity,” he adds. off-site construction method offered us
Voltas was also the first to carry out a advantages in terms of space and cost. We
net-zero green building project in India – had better software abilities to work on the
the Indira Paryavaran Bhawan. It is India’s coordinated design for the prefabrication,
first on-site net-zero building located in New and integrated project planning was
Delhi, India. Voltas Limited transformed the made possible by doing it off-site and
Indira Paryavaran Bhawan, the Government with a nimble supply chain. These were
all instrumental and helped in doing our
Yas Water Park project, Abu Dhabi, UAE. activities on the prefab front which saved
us time and costs. Changi Water Reclamation Plant project, Singapore.
“Our idea was to innovate and remain
ahead of the industry, and this was
appreciated by all our clients since we
were able to hand over projects on time.
Innovation need not be only in the product,
innovation can also be in your ideas.”
SAUDI AR ABIA
Voltas Limited has always expressed
optimism about the Saudi Arabian market
and has been involved in several projects in
the kingdom.
“With the new administration, things
are shaping up afresh. Saudi Arabia is
developing fast and needs a contractor
like us to have the MEP work carried out
efficiently and smoothly. We’ve carried out
several large-sized projects in other Middle
Eastern countries, and want to replicate
those in Saudi Arabia,” says Bakshi.
He adds: “We are the top MEP contractor
in the region and remain to be reliable,
technically strong and trustworthy MEP
partners in GCC. We are committed and,
in Saudi Arabia, we look forward to signing Yas Mall project, Abu Dhabi, UAE.
up more contracts. My team has already
UAE is still space for Voltas to grow since a
been working on several other projects.
So, what lies in store for the company in lot of new projects are being announced
They are at the tendering stage and in the
the near future in the UAE? in the UAE. My team in the UAE is
next few months, I will be in a position
Voltas Limited began its Middle already involved in the execution of four
to share some more news with you on
Eastern journey in the UAE with to five large projects and several smaller
that front.”
the majority of its regional projects ones currently. We shall continue our
In Saudi Arabia, the company recently
carried out in the UAE. “Despite our growth strategy in the UAE and beyond,”
won a major water park project which will
major presence in the market here, there concludes Bakshi.
be mobilised shortly.
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Work Culture
Voltas believes in empowering its workforce, driving transformation within the business,
and fostering diverse teams. The commitment is to create ample opportunities for the
Company’s workforce at all levels, enabling them to thrive and excel in their roles.
Capability Building
Employer Branding
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20,000
to easily track the learning and development progress,
including assessment scores and course completion.
Workforce Trained with Digital platforms
Workforce Engagement
Workforce engagement, according to Voltas, encompasses
the Company’s commitment to creating a conducive
work environment. Voltas places great importance on the
satisfaction of its workforce, considering it a key indicator of
overall Company satisfaction. The Company believes that
effective communication, opportunities for growth, feedback
mechanisms, events, organizational improvements, rewards,
strong leadership, and fostering a positive work-life balance
are crucial factors in promoting workforce engagement.
Additionally, Voltas encourages the alignment of individual
and business goals to foster a sense of purpose and
accomplishment.
Capital Trade-off
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Customer-First Approach
Social: Customers
Focus Areas
Increase in the number of EBOs and Experience Zones
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The Next
To elevate customer care, the Company is fostering a mindset
Our Outstanding Focus on
that embraces the notion that the future of service is centred Customer Satisfaction has been
on ‘care’. Voltas’ approach is rooted in the ‘Serve, Care, Love’
philosophy. Additionally, the Company is in the initial stage of
acknowledged through various
implementing various initiatives, including slot management, Accolades, including:
ITI (Industrial Training Institute) training, voice bots, and
automated spare planning, to enhance convenience, skill TATA Business Excellence Group award for best
development, and efficiency in catering to its customers. These customer-centric practices
measures reflect the Company’s commitment to constantly Recognition from FLIPKART for achieving the Best
improving its services and providing the best possible NPS (Net Promoter Score) and Speed of Service
experience to its valued customers.
OHSSAI Safety Award for Safety
Scan to watch
https://www.youtube.com/watch?v=7Rn_u5jgc30
#HumseDeshKiPehchaan
Voltas came up with a new digital film #HumseDeshKiPehchaan, to commemorate the 76th Independence Day of India. The
campaign aimed to honour the spirit of 300 million blue-collar workers in India. The film gives voice to the community of blue-
collar workers who have been relentlessly trying to skill themselves to a continual journey of being ‘AatmaNirbhar’, making India
stronger than ever.
Scan to watch
https://www.youtube.com/watch?v=KK2bCGvbtHo
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Retail Branding
Innovative Initiatives
The campaign kicked off during Navratri, creating an unprecedented buzz for Voltas among consumers. During the campaign,
Voltas invited social media influencers to showcase the brand’s strengths and value proposition.
Scan to watch
https://www.youtube.com/watch?v=gJdoUa0U11w&t=14s
Instore Promotions
The Festive Mela had a special treat in store for visiting customers. Visitors could upload images from the Experience Zone and define
their ‘World of Smart Homes’ by tagging @MyVoltas and @VoltasBeko on Instagram. The most innovative captions were chosen for
exciting prizes from Voltas.
Video Branding
#VoltasBekoDishwashers #HygieneWash
A new ad campaign for Voltas Beko dishwashers hits germs for
a clean sweep!
The YouTube campaign focuses on the power of the smart
solution for hygiene and offers an alternate option to
traditional cleaning methods. Check out the two videos below
that demonstrate the effectiveness of the product
~ 2 Million
Views on YouTube
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Voltas’ CSR endeavors follow an ‘Engage, Equip, and Empower’ approach, focusing on
addressing the needs of society in a sustainable manner, particularly reaching out to the
most marginalized sections at the bottom of the social pyramid. Affirmative Action is a
common thread for all the CSR initiatives of Voltas, where projects actively work towards
inclusion of SC and ST communities, women and People with Disabilities (PWD). With
every passing year, the Company strengthens its CSR interventions for optimum impact.
₹ 14.60 crores
Spent on CSR Initiatives
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Our Programmes
Sustainable Livelihood
16,500+
Individuals trained upto 2022-23
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Community Development
Supporting Education
Support for children in need of education in Mumbai: For the past four years,
Voltas has been providing financial assistance to a centre for children with
special needs. This endeavour includes providing instructional materials,
teaching aids, etc. 42 Schools
Mid-day meals
Voltas has also provided support for the refurbishment of classrooms at
Bai RFD Panday Girls School in Mumbai and Navjyoti Manovikas Kendra in
Jodhpur. Other care initiatives include providing mid-day meals to schools in
Waghodia, supporting skill development centres in Chennai, and supporting
libraries to fulfil book-reading needs in the digital era. 3.80 Lakh meals to
Mid-day meal, Waghodia and Panvel: Voltas provided mid-day meals to
42 schools surrounding Voltas’ plant at Waghodia through Akshaya Patra
Foundation. It also provided mid-day meals to 40 tribal children in the Raigad
2,700 Children
School upgradation
One of the key projects under this vertical is the Participatory Ground Water Management and Sustainable Agriculture Project in the
Beed district of Maharashtra. Through this initiative, Voltas takes proactive measures to mitigate drought, manage groundwater, and
promote sustainable agriculture.
The Company initiated a project in six villages of Maharashtra in collaboration with Action for Food Production (AFPRO) to encourage
sustainable farming practices and implement strategic interventions to enhance farmer capacity and water resource management.
Another focus area for Voltas under this segment was implementing Integrated Sanitation Project in Waghodia. It has four
components: (a) Household Toilets (b) School Sanitation (c) Solid Waste Management (d) Menstrual Hygiene Management. The
Project was implemented in 10 villages around Voltas Waghodia Plant, emphasizing community participation and convergence with
Government programmes and schemes.
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Women Empowerment
Voltas has added women-oriented courses such as Tally, nursing assistant, and BFSI.
To empower women battling divorce or domestic violence cases, a special initiative was launched in cooperation with the
Bandra and Thane Family Courts in Mumbai.
A Farmer Producing Organization (FPO) with four female directors has been formed.
Furthermore, women are supported with vermicomposting units as an alternative livelihood source.
Workshops are conducted to raise awareness about Menstrual Health Management (MHM) among women of various ages.
Providing water-connectivity support for daily chores of households in 10 villages.
Voltas has set a target of training and creating a pool of 45,000 technicians by 2025
Cultivating intellectual capital using training modules
Emphasizing skill-building programmes through affirmative action
Developing entrepreneurship
Fostering collaborations with NGOs, NSDC, and Sector Skill Council
Increasing value by concentrating on safety, client service, soft skills, ethics, and values
Capital Trade-off
Vendors
Investment Committee
Policy- Building Healthy Work Culture
Whistle Blower Policy Risk Management Committee
Voltas has adopted a Whistle Blower Policy as required Shareholders Relationship Committee
under Section 177(9) of the Companies Act and SEBI Listing Safety-Health-Environment Committee
Regulations. The policy allows employees, directors, business
Project Committee
associates, channel partners, or customers of the Company to
make a protected disclosure related to matters concerning the Nomination and Remuneration Committee
Company or any other Tata Company.
Risk Management
ERM Framework
The principal objective of Voltas ERM framework is to formulate a resilient and robust methodology to identify, manage and mitigate
key enterprise, business segment and functional risks. The ERM framework clearly defines the roles and responsibilities of key ERM
stakeholders, along with standard reporting templates, for effective reporting and monitoring of risk profiles across the Company.
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Voltas conducts a rigorous risk identification exercise linking strategic business plans and emerging risks,
Risk Identification considering an ever-evolving business landscape. Various risk identification techniques are leveraged across
functions and business segments to conduct an ongoing risk assessment based on business operations.
Once identified, the risks are evaluated using the standard risk assessment scale to ascertain their risk
exposure levels, i.e., potential impact, the likelihood of occurrence, and risk velocity. These risks are further Risk Assessment
classified into Critical, High, Medium and Low based on their overall assessment score.
Based on the outcomes of risk assessment and risk rating scores, risk prioritization is done considering
the potential consequences for the Company if the risks were to materialize, the likelihood of those risk
Risk Prioritization
events occurring and the speed with which the risk may affect Voltas. Risk prioritization enables optimized
deployment of the Company’s resources for effectively managing risks that matter.
Relevant risk response strategies and controls are defined for the identified risks based on exposure
vis-à-vis the Company’s overall risk appetite. Risk responses are devised to reduce the potential impact Risk Response
or the likelihood of risk occurrence.
Risk Monitoring Risks and defined response action plans are regularly assessed, updated and reported at appropriate
and Reporting levels within the Company to maintain ongoing oversight.
Forex risks
The Company has a well-defined and continuously monitored forex policy for hedging currency exposure in place. The Company’s forex
policy guiding it to ensure that atleast 25% of its subsequent three months exposure remains hedged alongwith its initiative of conserving
earnings in foreign currency in Exchange Earners’ Foreign Currency (EEFC) account, helps the Company reduce the severity of impact of steep
currency depreciation we that it witnessed during the year.
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Investment Committee
Safety-Health-Environment Committee
Project Committee
Saurabh Mahesh Agrawal Audit Committee
Non-Independent Non-Executive
Risk Management Committee
Director
95
Business Overview
107
Financial Performance
112
Risks and Concerns
114
Human Resource
114
Internal control systems
and their adequacy
Global Economy an improvement in labour market conditions, particularly in the
formal sector; increasing consumer confidence; an expected
Despite witnessing major challenges in 2022—Omicron, recovery in rural demand; and higher purchasing power with
conflict between Russia and Ukraine, extraordinary global moderating inflation.
monetary tightening, and the China slowdown—the global
economy did better than expected. The Euro area steered clear The investment cycle is expected to strengthen further,
of deep economic contraction while the US economy remained supported by higher private capex and the Government’s
more resilient than expected. Strong private sector balance continued focus on capital spending. A pickup in private capex
sheets provided a meaningful buffer against a significant will be led by healthier balance sheets of companies and banks
downturn in 2022. along with improving capacity utilization in manufacturing.
While slowing global growth will drag exports, India’s rising
Looking ahead, the global economy will remain fragile in the share in global manufacturing exports will provide some
next fiscal. As per IMF’s latest World Economic Outlook report cushion as will the growth in services exports. Key risks to India’s
(April 2023), global growth is expected to moderate to 2.8% in growth outlook include a significant tightening in financial
2023 from an estimated 3.4% in 2022. conditions to contain high inflation, a sharp rise in commodity
Emerging markets (EM) are set to outperform developed prices and protracted recessionary tendencies in DMs.
markets (DM) in 2023, following two years of developed market
outperformance. EM outperformance is expected to be led by
international Growth
a recovery in China on the back of its exit from its zero-Covid
policy and relatively strong growth in India and Indonesia, Markets of Voltas
supported by domestic demand.
MENA
Most DM central banks raised policy rates at an unprecedented
pace in 2022. The US Federal Reserve raised the policy rate by As per IMF’s latest World Economic Outlook report (April 2023),
a cumulative 425 bps to 4.25% - 4.50% in 2022, the fastest pace the Middle East and North Africa (MENA) region is anticipated
of tightening since the early 1970’s. As the inflation peaks, major to grow by 3.1% in 2023. The global environment presents great
DM central banks are expected to slow their pace of rate hikes. opportunities for Gulf Cooperation Council (GCC) countries and
That said, as inflation is expected to remain above central banks’ developing oil exporters, as oil and gas prices continue to be
targets, policy rates will remain higher for longer. significant sources of export earnings and fiscal revenues.
UAE
indian Economy UAE’s GDP is forecasted to grow by 3.5% in 2023 as against
As per IMF’s latest World Economic Outlook report (April 2023), 7.4% in 2022. Being a major beneficiary of the higher oil prices,
India’s growth is expected to slow down to 6.1% in 2023-24 UAE is expected to be favourably positioned to counter the
from ~6.8% in 2022-23 (estimated) due to tightening financial economic challenges posed due to the geo-political tensions.
conditions and global headwinds. Still, India’s growth outlook With sanctions being imposed on Russia, countries are turning
remains solid on strong domestic fundamentals such as a to the Middle East as a partner of choice to meet their energy
relatively low level of inflation compared to the DMs, a prudent demands. UAE is also reaping the rewards of its timely response
monetary and fiscal policy mix and as a consequence of several to the COVID-19 pandemic and is focusing on improving its
reforms carried out in recent years, in addition to political non-oil GDP.
stability. Indeed, India will continue to be the fastest growing
major economy for the third consecutive year. QATAR
India’s growth outperformance is expected to lead to strong Qatar’s GDP is expected to grow at slower pace of 2.4% in 2023
domestic demand, partially offsetting the impact of global as against 4.2% in 2022. The country’s growth is anticipated
headwinds. Consumption growth will remain healthy, to be driven by fixed capital formation due to investment
supported by a sustained recovery in consumer services (retail activity, especially in the country’s Liquified Natural Gas (LNG)
sales, hotels and restaurants, transport and communications); infrastructure. Having received the opportunity to host the
94 Voltas Limited
corporate overview statutory reports financial statements
prestigious FIFA World Cup, Qatar is also expected to benefit Voltbek Home Appliances Private Limited (Voltbek) is a joint
from increased tourism activity.. venture with an equal partnership between Voltas and Arçelik
–one of Europe’s largest household appliance manufacturers.
SAUDI ARABIA This partnership has enabled Voltas to leverage Arçelik’s
Saudi Arabia is the world’s 18 largest economy, and grew by robust R&D capabilities and combine them with Voltas’ strong
8.7% in 2022. However, its growth is expected to be slow (3.1%) distribution network. As a result, Voltas Beko has become one
in 2023 because of the decision taken by the Organization of the fastest-growing brands in India. Voltas Beko brand has
of Petroleum Exporting Countries (OPEC) and its allies to sold over 3.3 million units of Home Appliances, including
reduce oil output. Nevertheless, structural reforms to improve Refrigerators, Washing Machines, Microwaves and Dishwashers,
the business environment are expected to catalyse private thus becoming one of the first few new brands to reach this
investment and ensure robust non-oil growth. landmark in a short tenure.
Source: IMF World Economic Outlook report (April 2023) Voltas has also established a strong foundation in efficient
engineering and is responsible for creating sustainable solutions
for turnkey projects both, in Indian and overseas markets and
Business Overview benefits from providing engineering solutions to a diverse
As an integral member of the Tata Group, Voltas has established range of industries – Rural Electrification, Textile Machinery,
itself as a leader in India in cooling products, and prides itself Mining and Construction Equipment, Water Management and
on being the country’s No.1 Room Air Conditioner brand. Treatment and several more.
Moreover, the Company has a diversified footprint in other
In the face of a turbulent global scenario, Voltas has exhibited
business domains, including Engineering Products and
its resilience. The Company’s leadership in the Unitary Cooling
Electromechanical Projects and Services. The Company has
Products business, and strong execution track record in the
maintained its market leadership over the years by consistently
Projects business have enabled it to navigate through macro-
delivering high-quality products to its customers. Voltas
economic challenges such as rising input costs and tightened
maintains its market positioning in India and in the MENA
consumer spending.
region.
96 Voltas Limited
corporate overview statutory reports financial statements
98 Voltas Limited
corporate overview statutory reports financial statements
Voltas has a proven track record of executing large scale plants, and utility plants, water treatment solutions, irrigation
complex projects for over 4 decades in the overseas markets. and landscaping and solar power systems. Voltas has set up
The Company is one of the premier MEP contractors in the GCC a MEP prefabrication - Modular Solutions Factory at Jebel
countries, primarily focusing on UAE and other countries such Ali, Dubai, serving the region through various contractors.
as Oman, Qatar and Bahrain. The Company also has a strong foothold in the UAE’s Facility
Management / Operation & Maintenance work.
We have won several awards in the Middle East on the strength
of engineering prowess, safety practices and superior execution The Company exercised caution due to geopolitical
skills. Recently, the Company also ranked #1 in MEP Contractors uncertainties coupled with higher commodity prices, and
List 2022. has adopted a selective bidding approach.
Voltas specializes in MEP, electro-mechanical works comprizing
HVAC, electrical systems for buildings, plumbing, firefighting,
ELV and specialized systems, building security, district cooling
Qasr Al Hosn
Opportunities
Outlook and Opportunities The industry has strong support from the Government in the
form of the Production-Linked Incentive (PLI), the Rebate of State
India’s textile industry not only caters to the rising domestic
and Central Levies and Taxes (RoSCTL) Scheme, the Remission
demand but also has the potential to establish India as a hub
of Duties and Taxes on Exported Products (RoDTEP), and the 7
for exporting textile products, representing the largest export
Mega Integrated Textile Region and Apparel (PM MITRA) Parks,
opportunity. The Indian Textile and Apparel industry is valued
with a total investment of `4,445 crores, all contributing to the
at about USD 2.5 billion, which is currently growing at a rate
textile industry’s continued growth potential.
of 5% annually. India’s textile and apparel industry is moving
from labour-intensive production to a more developed and
industrialized sector, which bodes well for Voltas.
Threats
The most significant concern surrounding the textile machinery During the year under review, the M&CE business was
industry is its cyclic nature and also the lack of break through transferred from Voltas to UMPESL and UMPESL continues to
innovation in the past few years. The global macro-economic operate as an engineering solutions provider, adding value
environment has also resulted in reduced spending globally, to the global mining industry by maintaining earthmoving
which has been a barrier towards increasing the capital equipment at a competitive cost. Heavy mining equipment
expenditure in the textiles’ sector. is the backbone behind the production process in the global
TMD however, believes in adding value through robust opencast mining sector. UMPESL assures high availability
technological solutions. The Company has worked closely with and reliability of the equipment, leading to a considerable
industry stalwarts to integrate technology in its business. It has difference in the overall performance, allowing operators to
ramped up its ‘After-Sales’ offerings to de-risk the business from reduce the overall output cost per ton.
the industry’s capital cyclical nature.
Mozambique Business
India Business
The Construction Equipment industry in India has the biggest Increase in export duty fines on iron ore has marginally
prospects for expansion and opportunities in terms of growth impacted the demand for capital equipment and has an
and investment. The major factors currently driving demand impact on the profitability of operations. The construction
in India are the infrastructure projects by public and private equipment manufacturers face the challenge of bringing new
enterprises like building construction, tunnels, maintenance, technology. Lack of special incentives or schemes to finance
road construction, power plants, ports, and urban infrastructural the import of hi-tech construction equipment for infrastructure
developments, including smart cities. This will help the business projects limits innovation in the industry. However, a customer
immensely. centric approach and pool of highly skilled engineers shall help
the M&CE business to continue leadership in the Crushing &
In addition, UMPESL intends to broaden the scope of its
Screening equipment and securing contracts for the mining
service agreements in Mozambique. In India, the focus will
business in India and in Mozambique.
be to increase the customer reach through strategic service
partnerships for various mining equipment running in coal
mines.
(D) PROFITABILITY
` in crores
2022-23 2021-22 Change Change%
Profit before exceptional items and tax 551 697 (146) (21)
Exceptional items (244) - (244) (100)
Profit before tax 307 697 (390) (56)
Profit after tax 136 506 (370) (73)
Due to severe competition and aggressive pricing adopted by competitors, the margins in RAC business remained under pressure. Further,
due to delays in certifications and release of payments in Projects businesses, the Company has in line with its prudent policy created
provisions on the receivables, thereby impacting the profitability.
At the same time, due to the unilateral encashment of bank guarantees by the Main Contractors, including the termination of a contract as
a sequel to the termination of the Main Contract by the Client, the Company has made a provision of `244 crores in respect of receivables
and bank guarantees encashed for two overseas contracts of the Project business and the same have been reflected under Exceptional
items. The Company has initiated legal proceedings against the Main Contractors for recovery of the proceeds of bank guarantees
encashed and other amounts due from these Main Contractors.
(B) INVESTMENTS
` in crores
2022-23 2021-22 Change Change%
Non-current investments 2,801 3,181 (380) (12)
Current investments 307 434 (127) (29)
Total 3,108 3,615 (507) (14)
Investments include debt mutual funds, investment in bonds, preference shares and strategic equity instruments in Tata group
companies and in joint ventures and associates. Drop in value of investments is offset by investments in bank and other deposits
classified under Other Financial Assets.
(c) INVENTORIES
` in crores
2022-23 2021-22 Change Change%
Raw materials, components, stores and spares 771 567 204 36
Work-in-progress (net) 9 7 2 29
Finished goods 492 598 (106) (18)
Stock-in-trade of goods (for trading) 320 489 (169) (35)
Total 1,592 1,661 (69) (4)
Movement in inventory reflects the mix of high level of raw materials to meet the seasonal demand and low level of inventory in finished
goods and stock-in-trade, signifying higher sales volumes during 2022-23.
Other financial assets (current and non-current) comprise security deposits, deposits with customers and fixed deposits. Other assets
(current and non-current) primarily include balance with Government authorities and capital advances. Contract assets represent contract
revenues recognized in Projects business, in excess of certified bills. In Projects business, revenues are recognized on the basis of the
percentage of completion method, in line with the accounting standards.
Current liabilities include contract liabilities, borrowings, trade payables, short-term provisions, income tax liabilities and other current
liabilities. Non-current liabilities consist of long-term provisions, trade payables and deferred tax liabilities. Provisions (long-term and
short-term) are towards employee benefits – gratuity, pension, medical benefits and compensated absences, trade guarantees and
contingencies, among others.
The Board of Directors of Voltas had earlier at its Meeting held on 12 February, 2021, approved the transfer of domestic B2B businesses
relating to Projects business comprising Mechanical Electrical and Plumbing (MEP)/ Heating, Ventilation and Air-Conditioning (HVAC) and
Water projects, Mining and Construction Equipment (M&CE) business and Textile Machinery Division (TMD) business to its wholly owned
subsidiary, Universal MEP Projects & Engineering Services Limited (‘UMPESL’) via slump sale through a Business Transfer Agreement (‘BTA’),
which was consummated on 1 August, 2022, being the ‘Closing Date’. Accordingly, total revenue of the Company (stand-alone) includes
revenue of transferred businesses for part of the year and therefore not comparable with last year.
Other income comprises rental income, dividend from investments, interest income and profit from sale of investments.
(c) EMPLOYEE BENEFITS EXPENSE
` in crores
2022-23 2021-22 Change Change%
Employee benefits expense 437 489 (52) (11)
Employee benefits expense comprise salary, wages, and commission to the Directors and Company’s contribution to Provident Fund and
other funds, gratuity and staff welfare expenses.
(g) PROFITABILITY
` in crores
2022-23 2021-22 Change Change%
Profit before exceptional items and tax 553 763 (210) (28)
Exceptional items (net) 975 - 975 100
Profit before tax 1,528 763 765 100
Profit before exceptional items was lower on account of lower margins in RAC business and provisions made in Project businesses.
Exceptional items (net) comprises gain on transfer of businesses to UMPESL; reversal of provision earlier made for diminution in value of
investments in UMPESL and provisions on account of cancellation of contract and encashment of bank guarantee.
Borrowings were primarily for execution of overseas projects which have increased due to higher bank credit facilities availed in UAE.
(B) INVESTMENTS
` in crores
2022-23 2021-22 Change Change%
Non-current investments 4,655 3,691 964 26
Current investments 307 434 (127) (29)
Non-current investments comprise investment in subsidiaries, joint ventures, associates and investment in Mutual Funds, Bonds and
Preference Shares. Current investment comprise investment in Mutual Funds and Bonds/Debentures. The increase in Non-current
investments was primarily on account of additional capital infusion in UMPESL and Voltbek. The movement in Current and Non-Current
investments is also on account of re-classification based on cash outflow forecast for next 12 months.
(c) INVENTORIES
` in crores
2022-23 2021-22 Change Change%
Raw materials, components, stores and spares 762 562 200 36
Work-in-progress (net) 8 7 1 14
Finished goods 491 597 (106) (18)
Stock-in-trade of goods (for trading) 286 489 (203) (42)
Total 1,547 1,655 (108) (7)
Inventories as at year end is a mix of high inventory of raw material built up for the peak season and low level of finished goods and
stock-in-trade representing higher sales volume during the year 2022-23.
Due to better focus on cash collections across businesses, trade receivables were lower by 15% in 2022-23 as compared to last year.
Cash and bank balance at the year-end stood at `374 crores. Reduction in current liabilities is on account of lower trade payables due to
shift in procurement – to domestic vendors as compared to overseas suppliers with whom the Company had longer credit period.
Other financial assets (current and non-current) mainly comprise security deposit and fixed deposit with maturity of more than 12 months
and security deposits. Other assets (current and non-current) comprise balance with Government authorities, capital advances and
advance to suppliers. Contract assets represents contract revenues recognized in excess of certified bills. Revenues in Projects business are
recognized on the basis of percentage completion method, in line with the relevant accounting standards.
Current liabilities comprise contract liabilities, short-term borrowings, trade payables, short-term provisions, income tax liabilities and
other current liabilities. Non-current liabilities consist of long-term provisions and trade payables.
Risk Governance
Maintain an oversight of the ERM systems and Set the tone at the top to establish risk aware
review top enterprise level risks which may culture and provide guidance and feedback to
threaten the existence of the organization manage key enterprise level risks to management
Identify, assess, monitor and review key Develop effective ERM systems Provide an independent assurance while
functional and business segment level risks and standard templates to facilitate communicating key audit findings and
and cascade top risks to the management consistent implementation of risk risk identified during audit assignment to
for their feedback, guidance and support management processes across Voltas the management
all financial and operating functions. The controls are designed The Audit Committee regularly reviews significant audit
in line with the Companies Act 2013, and the Guidance Note findings, adequacy and reliability of financial reporting and
on ‘Audit of Internal Financial Controls over Financial Reporting’ internal control and risk management frameworks. During the
issued by The Institute of Chartered Accountants of India (ICAI). year, the operating effectiveness of internal controls was tested
The Company’s internal control systems are periodically tested as part of the Management’s control testing program. Based
by the Voltas’ Management, Statutory and Internal Auditors. on the assessment and evaluation of the results thereof, the
Board, with the concurrence of the Audit Committee, was of
The Company has an independent internal audit function
the opinion that the Company’s Internal Financial Controls were
headed by the Chief Internal Auditor supported by co-sourced
adequate and operating effectively as of 31 March, 2023.
audit teams from leading Chartered Accountant firms. The
Chief Internal Auditor reports to the Board Audit Committee
and the Internal Audit department is staffed by qualified and
CAUTIONARY STATEMENT
experienced personnel. The statement, forming a part of this Report, may contain certain
‘forward-looking’ remarks with the meaning of applicable
Internal audit (IA) carries out a focused and risk-based annual
Securities Law and Regulations. Many factors could cause the
internal audit plan approved by the Board Audit Committee.
actual results, performances, or achievements of the Company
The scope and coverage of audits include review and reporting
to be materially different from any future results, performances,
on key process risks, adherence to operating guidelines and
or achievements. Significant factors that could make a
statutory compliances. IA also provides recommendations for
difference to the Company’s operations include domestic and
control improvements and enhancement in the efficiency of
international economic conditions, changes in Government
operations.
regulations, tax regime and other statutes.
2017-18 2016-17 2015-16 2014-15 2013-14 1994-95 1984-85 1974-75 1964-65 1954-55
6,380 6,033 5,720 5,166 5,280 811 266 159 42 10 1
222 274 164 148 123 8 2 ** ** ** 2
(587) (618) (635) (590) (595) (100) (32) (10) (4) (1) 5
8,118 8,429 8,741 8,424 9,101 10,667 8,147 7,252 5,082 2,324
804 719 534 468 318 23 1 2 2 ** 6
1 1 29 46 22 (1) — — — — 7
805 720 563 514 340 22 1 2 2 ** 8
12.6 11.9 9.8 9.9 6.4 2.7 0.5 1.0 5.9 2.5
19.9 20.7 18.3 23.1 16.3 5.0 1.1 4.6 18.3 6.5
227 200 170 128 94 ** — 1 1 ** 9
578 520 393 386 246 22 1 1 1 ** 10
9.1 8.6 6.9 7.5 4.7 2.7 0.5 0.5 2.3 1.4
14.8 15.7 14.0 18.4 13.5 13.2 4.1 6.7 17.6 9.1
572 517 387 384 245 — — — — — 11
Your Directors present their 69th Annual Report and the Audited Statement of Accounts for the year ended 31 March, 2023.
1. Financial Results
` in crores
Consolidated Standalone
2022-23 2021-22 2022-23 2021-22
Total Income 9,667 8,124 7,850 7,266
Profit for the year after meeting all expenses but before 742 870 601 811
exceptional items, interest and depreciation
Interest 30 26 12 15
Depreciation and amortisation 40 37 36 33
Profit before exceptional items, share of profit/(loss) of joint 672 807 553 763
ventures and associates and tax
Exceptional items (244) - 975 -
Share of profit/(loss) of joint ventures and associates (121) (110) - -
Profit before tax 307 697 1,528 763
Tax expenses 171 191 123 180
Profit after tax 136 506 1,405 583
Other comprehensive income (net) (38) 170 (57) 166
Total comprehensive income 98 676 1,348 749
In Air Coolers, introduction of SKUs across all product development along with sector specific production linked
sub-categories and targeted secondary scheme with incentive scheme announced.
channel partners resulted in profitable growth for the
Voltbek, the joint venture company for white goods
category alongwith increase in market share over the
has, despite being a relative new entrant, achieved a
previous year. Investments in product differentiation which
cumulative sales volume in excess of 3.3 million units
secure long term benefits of value engineering has started
which is a good milestone, demonstrating the trust in
delivering the desired result, which will further strengthen
the Voltas-Beko brand and acceptance of the products
the brand recognition in future.
across the value chain. The efforts of substituting imports
The Company is expanding its production capacity by inhouse manufacturing of high value added products,
for both, Air-conditioner (to produce 2 million room ACs) the launch of innovative and customer centric products
and Commercial Referigeration products to cater to the and the focus on channel expansion by leveraging the
increased demand and balance the supply chain. The strength of the joint venture partners has enabled Voltbek
capex outflow for the above is expected to be in the range to accelerate its overall performance.
of ` 450-500 crores, to be incurred over the next 18-24
Your Company has achieved a higher turnover compared
months. The capex will be largely funded through internal
to the previous year and the consolidated total income
accruals. However, other funding options may also
be evaluated. from operations was ` 9,667 crores. The consolidated
Profit before share of profit/loss from joint ventures and
Resumption of commercial activities at an accelerated associates and exceptional items was ` 672 crores and
pace, expansion of retail outlets and focus on retrofit consolidated Net Profit after tax was significantly lower at
jobs along with high customer retentions enabled the ` 136 crores. Voltas ended the year with an Earnings per
Commercial Air Conditioning (CAC) business achieve Share of ` 4.08 (Face Value per share of ` 1).
growth in turnover and profitability as compared to
last year. The Company’s balance sheet continues to remain strong
and healthy. The borrowings are primarily for the overseas
A lower carry forward order book position and muted
operations. The tight control on the working capital with
order inflow during the first half of the year under review
focus on collections in Projects business has improved the
kept the growth under pressure for the Projects business.
overall cash flow and the investments.
However, the order inflow has significantly improved
in the latter part of the year. The delay in closure of few 3. Reserves
critical projects, cost escalations and provisions made An amount of ` 20 crores was transferred to the General
due to the unilateral action of the Main Contractors by Reserve out of the Profit available for appropriation.
encashing bank guarantees issued by the Company for 2
overseas projects, including termination of a sub-contract 4. Dividend Distribution Policy
in the UAE, have significantly impacted the performance In accordance with Regulation 43A of the SEBI (Listing
and profitability of the international business operations. Obligations and Disclosure Requirements) Regulations,
The Company has made a provision of ` 244 crores 2015 (‘Listing Regulations’), the Board of Directors of the
towards the encahsed bank guarantees amount and other Company has adopted a Dividend Distribution Policy
moneys receivable from the Main Contractors and has (‘Policy’) based on the need to balance the twin objectives
initiated legal proceedings against the Main Contractors. of appropriately rewarding the Company’s shareholders
The said provisions have been reflected as exceptional with dividend, and of conserving resources to meet its
items in the financial statements.
future requirements. The Policy is attached to this Report
The Engineering Products and Services comprising as Annexure I, and the same is also available on the
Mining & Construction Equipment and Textile Machinery Company’s website at https://www.voltas.com/images/_
have performed better given the revival in the capital ansel_image_collector/DIVIDEND_DISTRIBUTION_
cycle, focus by the Government on the Infrastructure POLICY_1.pdf.
in order to have ease for the overseas business (SPA) for each company respectively, subject to
operations and considering close proximity and requisite approvals as may be required.
better connect, VNBV has, during the year under
The ‘Closing Date’ for transfer of overseas branch
review, transferred its entire ownership in the
operations and investments in overseas subsidiaries
shareholding of the following joint ventures/
is targeted to be completed by end December
subsidiaries : Universal Voltas LLC – 49%; Saudi Ensas
2023 or such other date as may be mutually agreed
Company for Engineering Services WLL (Saudi Ensas) between Voltas and UMPPL. With the aforesaid
– 8%; Voltas Oman SPC – 100% and Lalbuksh Voltas internal re-structuring, international operations of
Engineering Services Trading LLC (Lalvol) – 40%, to the Company, including the Company’s investments
its wholly owned subsidiary, Universal MEP Projects in overseas joint ventures/subsidiaries would be
Pte Limited (UMPPL), established in the Republic housed in a separate wholly owned subsidiary –
of Singapore, by way of its capital contribution. UMPPL. The consideration for transfer of Voltas
The legal process for change in the ownership has overseas branch offices and investments in overseas
been completed and the Commercial Registration subsidiaries would be at arm’s length based on
Certificates of the aforesaid companies have been an independent valuation, subject to necessary
suitably amended to reflect the name of UMPPL adjustments, if required in accordance with the
as a shareholder in place of VNBV. VNBV has also provisions of BTA and SPA, respectively at the
approved transfer of its 49% shareholding in Voltas time of Closing.
Qatar WLL and the legal process for change in the
This internal restructuring would enable the
Commercial Registration Certificate of Voltas Qatar
Company focus on the Products businesses and
WLL is in progress.
Projects businesses, independent of each other and
The Board has, at its Meeting held on 26 April, 2023, to expand their respective growths. It woud also
also approved the proposal for transfer of overseas provide flexibility to Voltas to expand its Product
branch offices of the Company in Dubai, Abu Dhabi, businesses further in the B2C space.
Sharjah in United Arab Emirates (UAE), Doha in
Qatar, Bahrain and Singapore to UMPPL, the wholly 8. Tata Business Excellence Model (TBEM)
owned subsidiary of Voltas Netherlands B.V. (VNBV), Voltas has launched a digital centralised repository –
and a step-down subsidiary of Voltas. The transfer of ‘Nirantar Privriddhi’ for facilitating knowledge management
business operations of Voltas overseas branch offices and sharing of best practices by the Business Excellence
would be on a slump sale basis through execution of and Quality Assurance (QA) team. This portal makes all the
Business Transfer Agreement (BTA) for each branch quality standards and QA reports available centrally. As
separately, subject to satisfactory completion of part of capturing the voice of customers, CAST survey is
‘Conditions Precedent’, as on the ‘Closing Date’, initiated for all the consumer businesses.
including novation of existing contracts of Voltas Voltas also actively participated in TATA Innovista and
in favour of UMPPL by the Main Contractors/Clients contributed 5 entries which are currently under evaluation
and such other compliances/procedures necessary at the group level.
or as may be applicable in the respective local
The Company will continue its efforts towards achieving
jurisdictions.
business excellence.
The Board has also approved transfer of Voltas direct
investments in overseas subsidiary companies – 9. IT Initiatives
Weathermake FZE (100%) in Jebel Ali Free Zone, During the year under review, the Company’s IT team
UAE; Saudi Ensas in Kingdom of Saudi Arabia (92%) ensured the smooth transitions of all systems and
and Lalvol in Sultanate of Oman (20%) to UMPPL applications in line with the Company’s new organisation
through execution of Share Purchase Agreement structure. Further, to enhance speed, scalability and
Voltas supports the social issues of national importance, The Consolidated Financial Statements of the Company
including disaster management. Two major projects and its subsidiaries for the year 2022-23 are prepared in
pursued under this vertical are: compliance with the applicable provisions of the Act
and as stipulated under Regulation 33 of the Listing
(i)
Integrated Sanitation Project, Waghodia Regulations, as well as in accordance with the Indian
(Gujarat):
Accounting Standards notified under the Companies
The Company initiated this project in 10 villages of (Indian Accounting Standards) Rules, 2015. The Audited
the Waghodia District in Gujarat through Coastline Consolidated Financial Statements, together with the
Salinity Prevention Cell (CSPC), an independent Auditor’s Report thereon, forms part of this Annual Report.
qualifications, positive attributes and independence role of the Board/ Committees was also discussed at the
of an Independent Director, alongside the criteria for Board Meeting held on 26 April, 2023. The performance
Performance Evaluation of individual Directors, the Board evaluation of Independent Directors was done by
as a whole and the Committees. The Company’s Policy the entire Board, excluding the Independent Director
on Directors’ appointment and remuneration, and other being evaluated.
matters provided in Section 178(3) of the Act is disclosed
in the Corporate Governance Report, which is a part of the 18. Statutory Auditors
Annual Report and is also available on https://www.voltas. At the 68th Annual General Meeting (AGM) held on
com/images/_ansel_image_collector/DISCLOSURE_OF_ 24 June, 2022, the Members of the Company approved
REMUNERATION_POLICY_FOR_DIRECTORS.pdf the reappointment of S R B C & Co. LLP (SRBC) as Statutory
Auditors as well as Branch Auditors of the Company
17. Evaluation of Performance of Board, its Committees for a second term of five years from the conclusion of
and Directors 68th AGM till the conclusion of 73rd AGM of the Company
Pursuant to the provisions of the Act and Regulation 17 to be held in the year 2027, to examine and audit the
of the Securities and Exchange Board of India (Listing accounts of the Company for five consecutive financial
Obligations and Disclosure Requirements) Regulations, years between 2022-23 and 2026-27.
2015 (Listing Regulations), the Board carried out an
The Auditors’ Report for 2022-23 does not contain any
evaluation of its performance, Committees and individual
qualifications, reservations or adverse remarks, except for
Directors. The performance of the Board as a whole,
Key Audit Matters.
Committees and individual Directors was evaluated
by seeking inputs from all Directors based on certain 19. Cost Auditors
parameters as per the Guidance Note on Board Evaluation The Company has maintained the accounts and cost
issued by SEBI such as: Board structure and composition; records as specified by the Central Government under
Meetings of the Board in terms of frequency, agenda, Section 148(1) of the Companies Act, 2013. The Board had
discussions and dissent, if any, recording of Minutes and appointed M/s. Sagar and Associates, Cost Accountants
dissemination of information; Functions of the Board, as the Cost Auditors for 2022-23, and they have been
including governance and compliance, evaluation of reappointed as Cost Auditors of the Company for 2023-24.
risks, stakeholder value and responsibility, Board and Approval of the Members is being sought for ratification
Management, including evaluation of the performance of their remuneration at the ensuing AGM.
of the Management. The Directors also made their
self-assessment on certain parameters – attendance, 20. Secretarial Auditor
contribution at meetings and guidance/support M/s. N. L. Bhatia and Associates, the Practicing Company
extended to the Management. The feedback received Secretaries were appointed as Secretarial Auditor to
from the Directors was discussed and reviewed by the undertake the Secretarial Audit of the Company for the
Independent Directors at their separate Annual Meeting year 2022-23. Their Secretarial Audit Report, in prescribed
held on 21 March, 2023, and also shared with the NRC/ Form No. MR-3, is annexed to the Directors Report as
Board. At the separate Annual Meeting of Independent Annexure IV, and does not contain any qualification,
Directors, the performance of Non-Independent Directors, reservation or adverse remarks. M/s. N. L. Bhatia and
including the Chairman, Board as a whole and various Associates have been reappointed as the Secretarial
Committees was discussed. The Independent Directors Auditor for 2023-24.
in the said meeting also evaluated the quality, quantity
and timeliness of the flow of information between the 21. Audit Committee
Management and the Board, that is necessary for the The Audit Committee comprises Mr. Zubin Dubash
Board to effectively and reasonably perform their duties. (Chairman), Mr. Debendranath Sarangi and Mr. Arun Kumar
They expressed their satisfaction in respect thereof. The Adhikari, all Independent Directors, in line with Section
performance of the individual Directors, performance and 177 of the Act. The Board accepted the recommendations
(g)
A statement containing names of top ten
Directors, Chief Executive % Increase in
Officer, Chief Financial Remuneration employees, in terms of remuneration drawn and the
Officer and Company in 2022-23 over particulars of employees as required under Section
Secretary 2021-22 197(12) of the Act, read with Rule 5(2) and 5(3) of
Mr. Zubin Dubash (1.00) the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, is provided in a
Mr. Saurabh Agrawal (46.81)
separate Annexure in this Report. Further, the Report
Mr. Jitender P. Verma ** and the Accounts are being sent to the Members,
(Chief Financial Officer) excluding the aforesaid Annexure. In terms of
Mr. V. P. Malhotra 12.37 Section 136 of the Act, the said Annexure is open for
(Company Secretary) inspection at the Registered Office of the Company.
* As no commission was paid to Mr. Noel Tata Any Shareholder interested in obtaining a copy
for 2021-22, being in employment with another of the same may write to the Company Secretary.
Group company, the percentage increase in his None of the employees listed in the said Annexure
remuneration is not comparable and hence, not are related to any Director of the Company.
mentioned.
26. Employee Stock Option, Sweat Equity and Equity
** Since remuneration for 2021-22 is for part of the Shares with Differential Voting Rights
year, the percentage increase in his remuneration is The Company did not issue any Employee Stock Options,
not comparable and hence, not mentioned. Sweat Equity shares and Equity shares with differential
voting rights.
(c) P
ercentage increase in the median
remuneration of employees in 2022-23: 27.
Conservation of Energy, Technology Absorption,
15.38% Foreign Exchange Earnings and Outgo
Information pursuant to Section 134(3)(m) of the Act
(d) N
umber of permanent employees on the rolls
relating to conservation of energy, technology absorption,
of the Company:
foreign exchange earnings and outgo is given as
1,689 employees.
Annexure III to this Report.
(e) A
verage percentile increase already made
28. Directors and Key Managerial Personnel (KMP)
in the salaries of employees other than the
During the year under review, there has been no change
managerial personnel in the last financial
in Directors and KMP of the Company.
year and its comparison with the percentile
increase in the managerial remuneration and In accordance with the provisions of the Act and the
justification thereof, and point out if there were Company’s Articles of Association, Mr. Noel Tata and
any exceptional circumstances for increase in Mr. Saurabh Agrawal retire by rotation and being
managerial remuneration: eligible, offer themselves for re-appointment.
Average percentile increase in salary of employees
During the year under review, the Non-Executive
other than managerial personnel was 8.67%. Average
Directors of the Company had no pecuniary relationship
percentile increase in managerial remuneration was
or transactions with the Company, other than sitting fees,
12.11% in 2022-23 over 2021-22.
commission and reimbursement of expenses incurred by
(f) ffirmation that the remuneration is as per the
A them (if any) for the purpose of attending Meetings of the
Remuneration Policy of the Company: Board/Committees of the Company.
33. Particulars of Loans, Guarantees or Investments under Section 186 of the Act during 2022-23
Details of loans, guarantees and investments covered under the provisions of Section 186 of the Act, made during the year as also
given in the Notes to the financial statements are given below:
Name of the Entity Nature of Particulars of Loan, Guarantees given Purpose for which
Transaction or Investments made during 2022-23 the loans, guarantees
Loan/ ICD Investment Guarantee and investments are
(` in crores) (` in crores) (` in crores) proposed to be utilised
LIC Housing Finance Limited Inter Corporate 85.00 -- -- General Corporate purpose
Deposit (ICD)
UP Power Corporation Limited Investment in Bonds -- 25.64 -- General Corporate purpose
ICICI Home Finance Limited ICD 110.001 -- -- General Corporate purpose
Mahindra & Mahindra Financial ICD 70.00 2
-- -- General Corporate purpose
Services Limited
L&T Finance Limited Investment in Bonds -- 42.273 -- General Corporate purpose
Bajaj Finance Limited Investment in NCDs -- 9.93 -- General Corporate purpose
Housing Development Finance Investment in NCDs -- 30.45 -- General Corporate purpose
Corporation Limited
Universal MEP Projects & Subscription of -- 1,190.00 -- Strategic investment
Engineering Services Limited* Rights equity shares
Guarantee to Bank -- -- 750.00 Business purpose, as a
collateral
Voltbek Home Appliances Subscription of -- 122.50 -- Strategic investment
Private Limited# Rights equity shares
* wholly-owned subsidiary
# Joint-venture company
1. including ` 30 crores repaid during the year. As on 31 March, 2023, the outstanding amount was ` 80 crores.
2. including ` 50 crores repaid during the year. As on 31 March, 2023, the outstanding amount was ` 20 crores.
3. Entire amount of ` 42.27 crores redeemed on maturity during the year.
34.
Particulars of Contracts or Arrangements with 36. Details of Significant and Material Orders passed by
Related Parties the Regulators/Courts/Tribunal
During the year under review, the Company did not No significant and material orders were passed by the
have any contracts or arrangements with related Regulators or the Courts or Tribunals impacting the going
parties in terms of Section 188(1) of the Act, except the concern status and Company’s operations in future.
consummation of the Business Transfer Agreement (BTA)
37. Proceeding under Insolvency and Bankruptcy Code,
earlier executed in March 2021 for transfer of domestic
2016
B2B businesses to UMPESL on a slump sale basis, whereby
the existing contracts/agreements/arrangements have There are no proceedings, either filed by the Company or
been assigned/novated by Voltas to UMPESL. Accordingly, against the Company, pending under the Insolvency and
the disclosure of related party transactions as required Bankruptcy Code, 2016 as amended, before the National
under Section 134(3)(h) of the Act in Form No. AOC-2 for Company Law Tribunal or other Courts as on 31 March, 2023.
2022-23 forms part of this Annual Report as Annexure V.
38. Deposits from Public
35. Secretarial Standards The Company has not accepted any deposits from public
The Company has complied with the provisions of and as such, no amount on account of principal or interest
Secretarial Standards on Meetings of the Board of on deposits from public was outstanding as on the
Directors (SS-1) and on General Meetings (SS-2). 31 March, 2023.
(iii) they have taken proper and sufficient care to the best (b) issue of shares (including sweat equity shares) to
employees of the Company under any scheme;
of their knowledge and ability, for the maintenance
of adequate accounting records in accordance with (c) raising of funds through preferential allotment or
the provisions of the Act, for safeguarding the assets qualified institutional placement;
of the Company and for preventing and detecting
(d) instance of one-time settlement with any bank or
fraud and other irregularities; financial institution.
(iv) they have prepared the annual accounts on a going
43. General
concern basis;
The Notes forming part of the Accounts are self-
(v) they have laid down internal financial controls to explanatory or, to the extent necessary, have been dealt
be followed by the Company and that such internal with in the preceding paragraphs of the Report.
financial controls were adequate and operating
effectively; and On behalf of the Board of Directors
Noel Tata
(vi)
they have devised proper system to ensure
Chairman
compliance with the provisions of all applicable
laws and that such systems were adequate and Date: 26 April, 2023
operating effectively. Place: Mumbai
ANNEXURE I
DIVIDEND DISTRIBUTION POLICY
Background (b) Earnings stability
The Securities and Exchange Board of India (“SEBI”) has, by (c) Working Capital requirements and surplus
notification dated 8 July, 2016, amended the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 by (d) Liquidity position
inserting a new Regulation 43A. The said Regulation mandates (e) Quantum of profits
the top 500 listed entities (based on the market capitalisation
(f )
Future fund requirements, including for Brand /
calculated as on 31 March of every financial year) to formulate
Business Acquisitions, Expansion/ Modernisation of
a dividend distribution policy and disclose the same in their
annual reports and on their websites. Accordingly, the Company existing business
has formulated its Dividend Distribution Policy, which has been (g) Providing for unforeseen events and contingencies
approved and adopted by the Directors at the Board Meeting
(h) Any other financial factor as the Board may deem fit
held on 22 March, 2017.
This Policy is based on the need to balance the twin objectives (a) Business expansion plan
of appropriately rewarding the shareholders with dividend in a (b) Investment plans
fair and consistent manner and of conserving cash resources to
(c) Contractual restrictions
meet the Company’s growth and business exigencies.
(d) Contingent liabilities
Dividend Payout
(e) Past dividend trends
Dividend will be declared out of the relevant financial year’s
Profit after Tax of the Company after complying with the (f ) Any other factor as deemed fit by the Board
provisions of the Companies Act, 2013 and Rules thereunder
• External factors:
and SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. (a) Industry outlook and business cycles for underlying
businesses
Only in exceptional circumstances, including but not limited
to Loss after Tax in any particular financial year, the Board may (b) Overall economic / regulatory environment
consider utilising Retained Earnings for declaration of dividend, (c) Capital market
subject to the applicable provisions of the Companies Act, 2013.
Frequency of Dividend
The Board may recommend special dividend as and when it
deems fit. The Companies Act, 2013 provides for two forms of Dividend:
The Board will endeavour to maintain a dividend payout ratio in • Final Dividend:
the range of 25% to 45% of the annual standalone Profit after
The final dividend is paid once for the financial year after
tax, taking into consideration and balancing the interests of the
the annual accounts are prepared. The Board of Directors
business, the Company’s financial creditors and shareholders.
of the Company has the power to recommend the
Criteria to be considered for determining the quantum of payment of final dividend to the shareholders for their
dividend approval at the General Meeting of the Company.
The Board will consider various financial, internal and external • Interim Dividend:
factors, including but not limited to the following before
Interim dividend can be declared by the Board of Directors
making any recommendation for dividend:
once or more during the financial year as may be deemed
• Financial Factors: fit. The Board shall have the absolute power to declare
(a) Result of Operations interim dividend during the financial year, in line with
In case the Board proposes not to distribute profit, the grounds The Policy will be disclosed on the Company’s website at
thereof and information on utilisation of undistributed profit, if www.voltas.com and in the Annual Report.
any, shall be disclosed to the shareholders in the Annual Report
of the Company.
ANNEXURE II
ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY ACTIVITIES
for financial year 2022-23
[Pursuant to Section 135 of the Companies Act, 2013 and The Companies (Corporate Social Responsibility Policy) Rules, 2014]
3. Web-link(s) where Composition of CSR Committee, CSR Policy and CSR Projects approved by the Board are disclosed
on the website of the Company:
T he CSR activities undertaken are within the broad framework of Schedule VII of the Companies Act, 2013. Details of the CSR
Committee composition, CSR Policy and projects/ programmes undertaken by the Company along with the implementing
agencies / partners are available on links given below:
• ttps://www.voltas.in/images/_ansel_image_collector/ImpactAssessmentReport-SustainableLivelihoodProgram-
h
March2023.pdf
5. (a) Average net profit of the Company as per Section 135(5): ` 717.46 crores.
(b) Two percent of average net profit of the Company as per Section 135(5): `14.35 crores.
(c) Surplus arising out of the CSR projects or programmes or activities of the previous financial years: Nil
(d) Amount required to be set-off for the financial year, if any: Nil
(e) Total CSR obligation for the financial year [(b)+(c)-(d)]: ` 14.35 crores.
6. (a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project): ` 13.45 crores.
(b) Amount spent in Administrative overheads: ` 0.73 crore.
(c) Amount spent on Impact Assessment, if applicable: ` 0.42 crore.
(d) Total amount spent for the Financial Year [(a)+(b)+(c)]: ` 14.60 crores.
(e) CSR amount spent or unspent for the Financial Year:
7. Details of Unspent Corporate Social Responsibility amount for the preceding three financial years:
(1) (2) (3) (4) (5) (6) (7) (8)
Sl. Preceding Amount Balance Amount Amount transferred Amount Deficiency,
No. Financial transferred to Amount in Spent to a Fund as specified remaining to if any
Year(s) Unspent CSR Unspent CSR in the under Schedule VII as be spent in
Account under Account under Financial per second proviso of succeeding
Section 135(6) Section 135(6) Year section 135(5), if any Financial Years
(₹ in crores) (₹ in crores) (₹ in crores) Amount Date of (₹ in crores)
(₹ in crores) transfer
1 2021-22 Nil Nil 12.94 Nil NA Nil Nil
2 2020-21 Nil Nil 11.71 Nil NA Nil Nil
3 2019-20 NA Nil 10.10 Nil NA Nil Nil
8. Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in
the Financial Year:
Yes No
Details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the
Financial Year: Not Applicable
9. Specify the reason(s), if the Company has failed to spend two per cent of the average net profit as per Section 135(5):
Not Applicable
I. Sustainable Livelihood Programmes: the RPL candidates were consulted virtually. Interviews
The Company has through its various implementing and focused group discussions were conducted with
partners such as Tata Community Initiative Trust (Tata other stakeholders, including parents, employers, and
Strive), Greysym Learnings Foundation, GMR Varalakshmi implementing partners to gain their insights. Majority of
Foundation, Care Foundation, etc., promoted sustainable the parents reported that the training was very helpful
livelihood and economic development through youth to improve the technical/non-technical knowledge and
employment, education and training from 27 Skill crucial to make the youths employable across industries.
Centers spread across 13 States in India, to enhance They also complimented Voltas for such free of cost
the skillsets and make the youth/candidates industry programmes to ensure social mobility and access to
ready. The Company offers technical courses in room equal opportunities. The Employers reported that they
air conditioning (RAC), commercial air conditioning conducted on-campus recruitment drive to assess the
(CAC), plumbing and electrical, which are industry- knowledge of the candidate about the sector and final
oriented and relevant to market requirements. The non- fitment before offering the job. They were generally
technical courses include banking, financial services and satisfied with the performance of the candidates. The
insurance, retail, IT-enabled services, tally and accounting, Centre staff reported that the programme covered all
nursing assistant and tailoring. The Company has up to important aspects of skill training, including practical
2022-23 trained over 23,000 youths through its technical exposure, distinct pedagogy, lectures and trainings
and non-technical programmes. from Subject Matter Experts ensuring robust internal
assessments and certifications.
Recognition of Prior Learning (RPL) programme helps the
existing workforce with skill upgradation and certification The key findings of their study are as under:
and this initiative positively impacts the work efficiency, • 9 8% respondents expressed that the curriculum is
productivity and income of the existing unskilled relevant.
and semiskilled technicians. Over 16,500 RAC/CAC • 9 6% respondents expressed complete satisfaction
technicians have been formally trained and certified about improved knowledge and skill.
under the RPL programme.
• 8 2% respondents reported to be in jobs, while 18%
The aforesaid courses are conducted by experienced have turned entrepreneurs.
trainers and they combine classroom lectures with
• 8 5% respondents reported increase in the household
practical training to provide a holistic learning experience.
income after placements.
During 2022-23, the Company appointed KPMG to
study the status and impact of CSR intervention under II. Integrated Sanitation Programme:
Sustainable Livelihood, including the perception amongst The Integrated Sanitation programme provides Water,
key stakeholders. KPMG covered 558 trainees and 180 key Sanitation and Hygiene (WASH) intervention in 10 villages
stakeholders, including candidates currently enrolled and of the Waghodia District in Gujarat and was implemented
undergoing training at the Skill Centers, candidates who through Coastline Salinity Prevention Cell (CSPC), an
have already completed their training, candidates certified independent agency. These interventions include
through RPL programme, parents, staff of Skill Centers construction of toilets, menstrual hygiene management
and employers. The study adopted a mixed method training for women, water-connectivity support for daily
approach leveraging both, quantitative and qualitative chores of households, WASH infrastructural support for
research and was conducted across 11 locations of Voltas Anganwadis and Schools, and provision of soak-pits
training centres through in-person interactions and and vermicomposting beds. Voltas Waghodia plant
officials and volunteers played a pivotal role in shaping in 6 villages of Beed District of Maharashtra through
up the project through regular ideation and support in Action for Food Production (AFPRO), an independent
implementing and monitoring the programme. agency. This programme aims to build capacity of the
farmers through strategic interventions and technology
Menstrual Health Management (MHM) awareness was
transfer for creation and efficient management of water
conducted through workshops, with women across
resources and promoting sustainable farming practices
different age groups on structured modules. The water-
to address or mitigate perennial drought situation in the
connectivity initiative has brought water directly at the
area. Beneficiaries were provided with water harvesting/
homes of beneficiaries and has become a self-sustaining
recharging structures within the village at community
community activity. Anganwadi centres and schools were
level and individual level. Beneficiaries were also provided
supported either in the form of drinking water facilities,
with various trainings on better crop management,
repair/ construction of toilets or overall beautification of
vermicomposting unit and exposure visits to support
the institution.
them in improving productivity and knowledge. Water
The Company appointed PW to assess the overall impact Committees were formed in each village which played a
of these interventions. For this study, PW collected a vital role in identification of project sites and in convincing
sample size of 144 beneficiaries through focus group the people to support in providing space for stream
discussions and in-depth interviews. Additionally, 41 widening and deepening.
physical visits through purposive sampling for constructed
The Company appointed PW to assess the impact of the
toilets, soak pits, vermicompost units and WASH support
programme on the lives of community/beneficiaries. A
provided to Anganwadis and Schools were conducted.
mixed method approach leveraging both quantitative
The key findings of PW are as under: and qualitative research was deployed. A sample size of
• 1 00% respondents reported using the toilets, soak- 111 beneficiaries through quantitative survey and 284
pits and water pipeline constructed during the samples were covered through qualitative method - 14
programme. Focussed Group Discussions with 245 beneficiaries and
In-Depth Interviews with 6 Farmer Producer Organisations
• 1 00% respondents can identify and share about
members and 16 Panchayati Raj Institution members.
the health benefits of usage of toilets, soak-pits and
Additionally, 11 physical visits through purposive
water pipeline constructed during the programme.
sampling for Community level and individual level water
• 9 2% women respondents reported doing away with harvesting/ recharging structures and 6 vermicompost
myths and misconceptions regarding menstrual units were conducted.
cycle, except for the religious ones.
The key findings of PW for this initiatives are as under:
• 8 5% women respondents reported having access to
• Average monthly income has increased by 39%.
hygienic menstrual cycle management mechanisms.
• verage yield increased by 2697 kg in Rabi and
A
• 6 7% of beneficiaries belong to Scheduled Caste
by 1042 kg in Kharif season. Average land under
(SC) and Scheduled Tribe (ST) category contributing
irrigation increased from 2 acres to 4.2 acres, per
towards the Affirmative Action principle of Voltas.
household.
III.
Participatory Ground Water Management and • opulation with potable water throughout the year
P
Sustainable Agriculture Programme: has increased from 10% to 65%.
The Company had initiated the Participatory Ground • opulation migrating for 4 to 6 months for livelihood
P
Water Management and Sustainable Agriculture project has reduced from 53% to 38%.
(b)
Old pumps were replaced with new energy-efficient, (g) Developed Air conditioners with new features like Ultra
high capacity pumps with VFD (Variable Frequency Drive) Silent (for low noise operation), Ice wash (for better
resulting in annual saving of 479 MW of electricity at cleaning of evaporator) and Filter Clean Indicator (for
Waghodia Plant. reminding customer to clean filter).
(c) Waghodia Plant deploys material handling equipment (h) Developed and implemented using recycled material in
which operates on 100% electric power, ensuring clean Air coolers.
and eco-friendly operation while reducing overall (i) The Company has entered into a Technology Licence
energy costs. Agreement with Vestfrost Solutions, Denmark
(d)
Capacity enhancement at Waghodia Plant and for manufacturing, selling, marketing, operation,
improvement in productivity has resulted in 22% reduction maintenance and servicing of medical refrigeration and
in electricity consumption per TR manufactured, resulting vaccine storage equipment in India.
in cost savings and a reduced carbon footprint.
RESEARCH & DEVELOPMENT (R&D):
(e) 250W High bay Sodium vapour lights replaced by 100W
LED lights resulting in annual power saving of 76,000 KWH Specific areas in which R&D carried out by the Company:
and also savings in cost. (a) In the area of Energy Efficiency and HCFC Phase Out:
(f ) Replaced 30” industrial fans with HVLS fans resulting in (i) Developed full range of products from 1 ton to 2 ton
power saving of 51,195 KWH. Window and Split Air Conditioners as per upgraded
BEE Energy Efficiency Regulations.
(g) Installed Solar Street lights and flame proof LED lights
resulting in power saving. (ii) Developed new range of Glass Top Deep Freezers
with improved aesthetics as well as improved
TECHNOLOGY ABSORPTION: energy efficiency levels.
The following initiatives have been taken which has resulted in (b)
Products and Processes Developed through in-house
product improvement / product development and reduction in technology:
cost to end consumer and also as an import substitution.
(i)
Developed Energy efficient Water Cooled Screw
(a) Developed in-house manufactured Heat Exchangers (BIS Chillers for Metro Stations.
accredited).
(ii)
Developed AHRI (Air Conditioning, Heating and
(b) Use of 5mm copper tubes in Heat Exchangers in place of Refrigeration Institute) certified Air Cooled Scroll
7mm copper tubes reduced the size of Heat Exchangers, Chillers for Metro Stations.
(iii) Developed Side Discharge VRF (Variable Refrigerant FOREIGN EXCHANGE EARNINGS AND OUTGO:
Flow) of 8 HP, 10 HP and 12 HP with R410A refrigerant. Earnings in foreign exchange: ` 178.99 crores
(iv) Developed Oil Free Magnetic Bearing Chillers up to Expenditure in foreign currency: ` 0.67 crore
180 TR.
Value of import on CIF basis: ` 1,052.85 crores
(v) Developed Heat Exchangers for Dual independent
circuit Air Cooled Chillers with common tube sheet.
Other Laws applicable to the Company are as given in passed unanimously and with requisite majority at the
Annexure A. Sixty-Eighth Annual General Meeting (AGM) held during
2022-23.
We have also examined compliance with the applicable clauses
of Secretarial Standards issued by The Institute of Company We further report that there are adequate systems and
Secretaries of India with respect to Board and General Meetings. processes in the Company commensurate with the size and
operations of the Company to monitor and ensure compliance
During the period under review, the Company has complied
with applicable Laws, Rules, Regulations and Guidelines.
with the provisions of the Act, Rules, Regulations, Guidelines,
Standards, etc. mentioned above. We further report that during the audit period, the
shareholders of the Company have at the 68th AGM passed
We further report that the Board of Directors of the Company
a Special Resolution approving change in place of keeping
is duly constituted with proper balance of Executive Director,
registers and records.
Non-Executive Directors and Independent Directors. There was
no change in the composition of the Board of Directors during
the period under review.
For M/s N. L. Bhatia & Associates
Adequate notice is given to all Directors to schedule the Board
Practicing Company Secretaries
Meetings, Agenda and detailed Notes on Agenda were sent
UIN: P1996MH055800
seven days in advance for Meetings other than those held by
PR No.: 700/2020
a shorter notice, and a system exists for seeking and obtaining
further information and clarifications on the Agenda items
before the Meetings and for meaningful participation at the Bhaskar Upadhyay
Meetings. Partner
Majority decision is carried through while the dissenting FCS: 8663
members’ views, if any, are captured and recorded as part of Date: 24 April, 2023 CP. No. 9625
the minutes. All the decisions at the Board Meetings were Place: Mumbai UDIN: F008663E000175027
To,
The Members,
VOLTAS LIMITED
Bhaskar Upadhyay
Partner
FCS: 8663
Date: 24 April, 2023 CP. No. 9625
Place: Mumbai UDIN: F008663E000175027
ANNEXURE V
FORM NO. AOC-2
[Pursuant to clause (h) of sub-section (3) of Section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014]
During the year, the Business Transfer Agreement On behalf of the Board of Directors
(BTA) earlier executed in March 2021 for transfer of Noel Tata
domestic B2B businesses to UMPESL on a slump sale Date: 26 April, 2023 Chairman
basis, was consummated effective 1 August, 2022. Place: Mumbai
The Board of Directors exercise their fiduciary In terms of Regulation 25(8) of the Listing Regulations,
responsibilities towards all stakeholders by ensuring the Independent Directors have confirmed that
transparency and independence in the decision making they are not aware of any circumstance or situation
process. The Company has adopted the Tata Business which exist or may be reasonably anticipated, that
Excellence Model as a means of driving excellence and could impair or impact their ability to discharge
for tracking progress on long term strategic goals. The their duties. The Board of Directors of the Company
Company has also adopted the Tata Code of Conduct confirm that in its opinion, the Independent Directors
which serves as a guide to each employee, including the fulfill the conditions specified in Listing Regulations
Managing Director, on the standards of values, ethics and are independent of the Management of the
and business principles. The Whistle Blower Policy of the Company. None of the Independent Directors of
Company provides a mechanism for the employees to the Company is a Wholetime Director of any listed
approach the Chairman of Board Audit Committee/Ethics company and does not serve as an Independent
Counsellor and disclose information that may evidence Director in more than 7 listed companies. The
unethical or improper activity concerning the Company. Independent Directors are appointed for a term of
five years, subject to maximum of 2 terms of 5 years
2. BOARD OF DIRECTORS each or upto the age of retirement, whichever is
earlier, as per the Retirement Age Policy adopted
(a) Composition
by the Company. The Company has issued letter of
The present Board comprises 9 members: 8 Non- appointment/re-appointment to the Independent
Executive Directors (NEDs) and a Managing Director Directors in the manner as provided in the Act. The
& CEO. Of the 8 NEDs, 5 are Independent Directors, terms and conditions of their appointment/ re-
including a Woman Director. The Company has appointment have been disclosed on the website of
a Non-Executive Chairman and the number of the Company.
Independent Directors is more than 50% of the
total number of Directors. Except Independent The Board has adopted the Governance Guidelines
Directors, all other Directors are liable to retire by on Board Effectiveness, formulated by Group HR.
rotation. None of the Directors on the Board holds Accordingly, the Company followed the process for
directorship in more than ten public companies. evaluation of the Directors, Board as a whole and
None of the Directors on the Board has attained the evaluation of the respective Committees, based
age of 75 years. on certain criteria and questionnaires filled in by
the Directors. The Nomination and Remuneration
(b) Independent Directors Committee has laid down the evaluation criteria
All the Independent Directors of the Company for performance evaluation of Individual Directors
have confirmed that they satisfy the criteria of (including Independent Directors) which also
Independence as indicated in the Companies includes the attendance of Directors, commitment/
Act, 2013 (the Act) and SEBI (Listing Obligations contribution at Board/Committee Meetings and
guidance/support to Management outside Board/ particular year. The aforesaid Resolution was for the
Committee Meetings. The Directors freely interact financial years commencing from 1 April, 2020.
with the Management on information that may be
(e) Other provisions as to Board and Committees
required by them.
During 2022-23, seven Board Meetings were held
During financial year 2022-23, a separate Meeting on the following dates and the gap between
of Independent Directors of the Company was two consecutive Board Meetings did not exceed
held on 21 March, 2023 to discuss the performance 120 days.
evaluation based on the self-assessment of Directors
and the Board and also to assess the quality, content 12 April, 2022; 5 May, 2022; 2 August, 2022;
and timeliness of flow of information between 1 November, 2022; 6 December, 2022; 9 February,
the Management and the Board, including the 2023 and 10 March, 2023.
quality of Board Agenda papers and Minutes. The annual calendar of Board/Committee Meetings
The Independent Directors at their meeting also is agreed upon at the beginning of the year and
reviewed the performance of the Chairman of the Notice for Board Meetings and detailed agenda
Company. They have expressed their satisfaction papers are circulated to all the Directors 7 days in
and complimented the good process followed by advance for Meetings (other than if held by shorter
the Company, including conduct of Board Meetings notice) to enable them to attend and take informed
and quality of Minutes. decisions at the Meetings.
The Directors of the Company are familiarised with The information as required under Regulation 17(7)
the Company’s operations, business, industry and of the Listing Regulations is made available to the
environment in which it functions and the regulatory Board. In addition, all proposals of investments,
environment applicable to it. The familiarisation divestments and decisions in respect of properties
programme for Directors has been disclosed on the of the Company (beyond certain threshold limits)
website of the Company- www.voltas.com and the are placed before the Board for its consideration
weblink is https://www.voltas.in/images/_ansel_ and appropriate decision in the matter. The annual
image_collector/FAMILIARIZATION_PROGRAMME_ budgets – Revenue, Capital as well as the Divisional
FOR_INDEPENDENT_DIRECTORS_1.pdf Budgets/Annual Operating Plans, including Strategic
Business Plan (SBP) are presented in detail to the
(c) Performance Evaluation
Directors and their valuable inputs/suggestions are
Pursuant to the provisions of the Act and Listing taken and implemented. Similarly, actions in respect
Regulations, the Board has carried out the of suggestions made/decisions taken at Board/
performance evaluation of the Directors, Board as a Committee Meetings are reported and reviewed
whole and Committees. regularly at subsequent Meetings by the Directors/
(d)
Non-Executive Directors’ compensation and Committee Members. Considerable time is spent
disclosures by the Directors on discussions and deliberations
at the Board/Committee Meetings and their active
Sitting fees paid to NEDs, including Independent
participation is reflected by the number of meetings
Directors for attending Board/Committee Meetings
held during the year and attended by the Directors.
are within the limits prescribed under the Act.
Same amount of Sitting fees is paid to Independent No Director is a Member of more than 10
and other NEDs. The shareholders have at the Committees and Chairman of more than 5
66th Annual General Meeting (AGM) held on Committees (Committees being Audit Committee
21 August, 2020 passed an Ordinary Resolution and and Shareholders’ Relationship Committee as per
approved payment of commission to NEDs not Regulation 26(1) of the Listing Regulations), across all
exceeding 1% or 3% per annum of the net profits the public companies of which he/she is a Director.
of the Company as the case may, to be calculated Necessary disclosures regarding Committee
in accordance with the provisions of the Act for that positions have been made by all the Directors.
Mr. Pradeep Bakshi, Managing Director & CEO, Mr. Bahram N. Vakil and Mr. Zubin Dubash, Independent Directors of the
Company are not a Director of any other listed entity.
(i)
Matrix setting out the skills/expertise/ on the Board of various Tata Group companies,
competence of Board of Directors including as the Chairman of Trent Limited,
The Company has diverse businesses and is one Tata International Limited, Voltas Limited and
of the largest air-conditioning company in India Tata Investment Corporation Limited and
and a reputed engineering solution provider as the Vice Chairman of Tata Steel Limited and
specialising in project management (domestic and Titan Company Limited. His last executive
international). The Company has a competent Board assignment was as the Managing Director
with adequate background and knowledge of the of Tata International Limited, where, the
Company’s businesses - consumer durables, retail company witnessed a growth in turnover
and marketing, projects, engineering solutions, from USD 500 million to over USD 3.7 billion
under his leadership. Prior to Tata International,
finance, legal, accounts and general administration
Mr. Tata served as the Managing Director of
and management. The Board comprise Directors
Trent Limited where he has overseen the
with diverse experience, qualifications, skill sets and
growth of Trent from a one store operation
gender and are aligned with the Company’s overall
in 1998 to over 550 stores across formats
businesses, long term strategy, including corporate
today. Mr. Tata having served as the Managing
ethics, values and culture. The brief profile and skill
Director of Trent and Tata International brings
sets of the Board Members are highlighted as under:
with him valuable leadership experience
(1) Mr. Noel Tata, Non-Executive Chairman of the in managing the issues faced by large and
Company is a graduate from Sussex University complex organisations. The Company and the
(UK) and has done the International Executive Board will immensely benefit by leveraging his
Programme (IEP) from INSEAD, France. demonstrated leadership capability, general
Mr. Noel Tata has been associated with the business acumen, exposure to consumer
Tata group for 40 years and currently serves and retail sector and knowledge of issues
Science from University of Delhi and M.Sc. in leading to a merger with the Bank of Baroda.
Economics from University of Swansea, Prior to that, Ms. Anjali Bansal was a Global
U.K. While in service, Mr. Sarangi has Partner and Managing Director with TPG
held high-level responsibilities in several Growth PE, responsible for India, South East
departments including that of Chief Secretary. Asia, Africa and the Middle East. She started her
Mr. Sarangi is also on the Board of UMPESL career as a strategy consultant with McKinsey
and his knowledge and experience in and Co. in New York. She has chaired the India
general administration and management in Board of Women’s World Banking, a leading
Government Sector helps the Company and global livelihood-promoting institution.
UMPESL, especially in the Electrical business Ms. Anjali Bansal is on the Board of Open
relating to Rural Electrification and also in Network for Digital Commerce (ONDC),
projects of Water business under the Rural a Government of India initiative as an
Water Supply Scheme. Independent Director. She was listed as one of
(5)
Mr. Bahram N. Vakil, Independent Director the “Most Powerful Women in Indian Business”
of the Company is a Master of Law (LL.M.) by India’s leading publication, Business Today,
from the Columbia University. He is amongst and by Fortune India. She was awarded “best
India’s foremost restructuring, infrastructure women director” for Leadership, Corporate
and project finance attorneys and has been Governance, Sustainability & CSR at the
acknowledged as a leading project finance 8th Asia Business Responsibility e-Summit
lawyer by most international publications for held in November 2021. She is a member of
decades. He has been on several governments the Young Presidents’ Organisation and a
constituted committees including the charter member of TiE. Her experience and
Viswanathan Committee on Bankruptcy knowledge is helpful for taking appropriate
law reform and played a key role in drafting decisions for technology and digital, growth
the Insolvency and Bankruptcy Code. His strategy, as well as organisation development
knowledge of law and litigation experience related matters.
helps the Board of Directors to take appropriate
(7)
Mr. Arun Kumar Adhikari, Independent
decisions. Mr. Bahram Vakil is also the Chairman
Director of the Company is a B. Tech (Chemical
of Nomination and Remuneration Committee
Engineering) from the Indian Institute of
of the Company.
Technology, Kanpur and has done his MBA
(6)
Ms. Anjali Bansal, Independent Director of from the Indian Institute of Management,
the Company is a Bachelor in Computer Kolkata. Mr. Adhikari has also attended the
Engineering and a Master in International Advanced Management Program in 1997 at
Finance and Business from Columbia The Wharton School, University of Pennsylvania,
University. She is the founder of Avaana Capital, USA. He joined Hindustan Unilever Limited
investing in technology and innovation-led (HUL) in 1977 and was with Unilever Group,
start-ups which are catalyzing climate action working in India and overseas in series of senior
and sustainability and delivering exponential roles across Sales, Marketing and Consumer
returns. Ms. Anjali Bansal has invested in Research till he retired in 2014. Post retirement
and mentored various successful start- from HUL in 2014, he worked as a Senior
ups including Delhivery, Urban Company, Advisor with Mckinsey, supporting them on
Darwinbox, Nykaa, Lenskart and Coverstack. Marketing and Sales strategy related areas.
Previously, Ms. Anjali Bansal has been the Taking into consideration his vast knowledge
Non-Executive Chairperson of Dena Bank, and experience in Sales and Marketing,
appointed by the Government of India to steer Mr. Adhikari has also been appointed as a
the resolution of the stressed bank, eventually Director of Voltbek Home Appliances Private
(c) Terms of reference and role of Audit Committee monitoring agency, monitoring the utilisation
The terms of reference, powers and role of Audit of proceeds of a public or rights or private
Committee are in accordance with Regulation 18(3) placement issue, and make appropriate
and Schedule II of the Listing Regulations read recommendations to the Board;
with Section 177(4) of the Act. The broad terms of • Approve appointment of the CFO;
reference/functions of BAC are as under:
• eview of the disclosures from the CEO and
R
• versight of the Company’s financial reporting
O CFO made in connection with the certifications
process and disclosure of its financial as regards the Company’s quarterly and annual
information, to ensure that the financial reports filed with the Stock Exchanges;
statements are correct, sufficient and credible; • eview analysis of the effects of alternative
R
• eview with the Management and auditors
R accounting methods on the financial
the annual/half yearly/quarterly financial statements;
statements and auditor’s report before • eview utilisation of loans and/or advances
R
submission to the Board, with particular from/investment by the holding company in
reference to: the subsidiary exceeding ` 100 crores or 10%
- Matters required to be included in the of the asset size of the subsidiary, whichever
Directors’ Responsibility Statement in the is lower;
Board’s report; • rovide recommendations to the Board
P
related to the appointment, re-appointment,
-
Disclosure under Management
remuneration and terms of appointment of
Discussion and Analysis of financial
the auditors of the Company;
position and results of operations;
• eview
R and monitor the auditor’s
- Review of accounting policies, practices
independence and performance and
& standards and reasons for change,
effectiveness of the audit process;
if any;
• old timely discussions with
H external/
-
Major accounting entries involving
statutory auditors regarding:
estimates based on exercise of
judgement by Management; - The nature, scope and staffing of Audit
as well as post-Audit discussion/review
- Qualifications/modified opinion in the
for dealing with any area of concern prior
draft audit report;
to commencement of audit.
-
Significant adjustments made in the
-
All critical accounting policies and
financial statements arising out of audit
practices.
findings;
- Significant financial reporting issues and
-
Compliance with listing and other
judgements made in connection with
legal requirements relating to financial
preparation of the Company’s financial
statements;
statements;
- Disclosure of related party transactions;
• rovide approval of payment to statutory
P
• S crutinise inter-corporate loans and auditors for any other services rendered by the
investments; statutory auditors;
• eview the statement of uses/applications of
R • eview, with the external auditors, certain
R
funds by major category and the statement information relating to the auditor’s
of funds utilised for purposes other than as judgements about the quality of the
mentioned in the offer document/prospectus/ Company’s accounting principles as applied
notice and the report submitted by the to its financial reporting;
The attendance of each member of the Committee is presentations on the risk mitigation plans are presented
given below: by the respective Risk Owners to RMC.
Name of Members No. of Meetings 6. RELATED PARTY TRANSACTIONS
attended
Mr. Zubin Dubash 3 The Company has in line with the requirements of
Mr. Debendranath Sarangi 3 the Listing Regulations formulated a revised Policy on
Mr. Arun Kumar Adhikari 3 materiality of Related Party Transactions (RPTs) and also on
dealing with RPTs. The said policy also defines the material
The quorum of RMC Meetings is two Members or one
modifications of RPTs and is uploaded on the website
third of the Members, whichever is greater and the
of the Company at www.voltas.com and the weblink is
gap between two meetings was not more than 180
https://www.voltas.in/images/_ansel_image_collector/
days. The Company has formulated a Risk Management
Related_Party_Transactions_05052022.pdf
Policy and RMC Charter to establish an effective and
integrated framework for the risk management process. The Audit Committee had granted omnibus approval
The RMC monitor and oversee implementation of the Risk upto certain threshold limits for RPTs during 2022-23
Management Policy including evaluating the adequacy of and the actual value of transactions were reviewed on
risk management systems. The RMC periodically reviews quarterly basis vis-à-vis the limits. The Company had no
the policy, once in two years. considering the changing materially significant RPTs that could have any potential
industry dynamics and evolving complexities, if any. After conflict with the interest of the Company. During the
discussions/deliberations and workshops at Corporate as year under review, besides the transactions reported in
well as Divisional level, the Company has prioritised top the Notes to Accounts (Refer Note No. 48), there were
ten Enterprise Level risks (external as well as internal) which no other RPTs with promoters, directors, management,
comprise financial, operational, sectoral and sustainability joint ventures/subsidiaries, etc. that had any potential
and its mitigation measures which are closely reviewed conflict with the interest of the Company at large. All
by the respective Businesses/Corporate and changes transactions with Related Parties were on arm’s length
if any, along with mitigation measures are reported to basis, in the normal course of business during 2022-23,
the RMC. The SBP of the respective Divisions factor the except for transfer of domestic B2B business to UMPESL,
risks associated with the businesses and discussed at a wholly owned subsidiary, for which requisite approvals
Board Meetings. The Minutes of the RMC Meetings and of the Audit Committee and Board of Directors were
presentations made to RMC are circulated to the Board obtained. The transaction was at arm’s length. The interest
of Directors along with Agenda for subsequent Board of Directors, if any, in transactions are disclosed at Board
Meetings. The Board of Directors has accepted all the Meetings and the interested Director does not participate
in the discussion or vote on such transactions.
recommendations made by RMC from time to time.
(c) Overall remuneration should be reflective of by the Board. In addition to commission, the NEDs
the size of the Company, complexity of the of the Company are paid sitting fees for attending
sector/industry/Company’s operation and the Board/Committee Meetings, as under:
Company’s capacity to pay the remuneration.
Meetings Fees per
(d)
Overall remuneration practices should be Meeting
consistent with the recognised best practices.
• Board Meeting ` 50,000
(e) The NRC will recommend to the Board, the
quantum of commission for each Director • Board Audit Committee Meeting ` 30,000
based on the outcome of the evaluation • Nomination and Remuneration
process which also includes attendance and Committee Meeting ` 30,000
time spent by the Directors for Board and
• Investment Committee Meeting ` 15,000
Committee Meetings, individual contributions
made by Directors at the Meetings and other • Project Committee Meeting ` 15,000
than in Meetings. • Safety-Health-Environment
The remuneration of the Managing Director & Committee Meeting ` 15,000
CEO is reviewed by the NRC based on certain • Corporate Social Responsibility
criteria such as industry benchmarks, Company’s Committee Meeting ` 15,000
performance and the responsibilities shouldered by
• Risk Management Committee
him. The remuneration of the Managing Director &
Meeting ` 15,000
CEO comprises salary, perquisites, allowances and
benefits and commission or incentive remuneration. • Shareholders Relationship Committee
Annual salary increment and commission or Meeting ` 15,000
incentive remuneration is decided by the NRC • Annual Independent Directors
within the overall ceilings prescribed under the Act Meeting ` 30,000
and in line with the terms and conditions approved
Remuneration to Directors
by the shareholders. The recommendation of the
The Directors’ remuneration paid/payable and sitting fees
NRC is placed before the Board for its approval.
paid in 2022-23 and their shareholding in the Company as
Revision in pension amounts payable to the retired
on date are given below:
Managing Directors/Executive Directors from time to
time, are also reviewed by NRC and recommended • Non-Executive Directors
to the Board for approval. Name of Directors Commission Sitting No. of
for 2022-23 Fees paid Shares
The remuneration of NEDs, by way of sitting fees and in 2022-23 held
commission is decided and approved by the Board (` in lakhs)
of Directors based on recommendations of the NRC. Mr. Noel Tata 4.70 --
The shareholders have at the 66th AGM held on Mr. Vinayak Deshpande 3.10 --
21 August, 2020 approved payment of commission Mr. Debendranath Sarangi 6.65 --
Mr. Bahram N. Vakil Refer 4.70 --
to NEDs of a sum not exceeding 1% per annum or Note (1)
3% per annum of the net profits of the Company, Ms. Anjali Bansal below 5.00 --
as the case may be calculated in accordance with Mr. Arun Kumar Adhikari 4.75 --
the provisions of the Act for that particular financial Mr. Zubin Dubash 5.55 --
year. The aforesaid Resolution was for financial years Mr. Saurabh Agrawal 2.50 --
commencing from 1 April, 2020. Commission for Notes:
financial year 2022-23 will be distributed amongst (1) Provision of ` 2 crores made in the books of
the NEDs in accordance with the directives given accounts. Commission to the Non-Executive
Mr. V. P. Malhotra, Head – Taxation, Legal & Company Ms. Anjali Bansal, Independent Director of the
Secretary liaise with SEBI and other Regulatory authorities Company are members of the Investment
in the matter of investors complaints. The Board has Committee. Two Meetings were held during
nominated Mr. V. P. Malhotra as the Compliance Officer 2022-23 on 24 January, 2023 and 9 March, 2023.
of the Company for monitoring the share transfer Status of investments made and returns/dividends
process and other related matters. He is also the earned on Mutual Funds are reported to the
Nodal Officer for IEPF matters. His e-mail id is Investment Committee on a monthly basis and to
vpmalhotra@voltas.com and his contact details are the Board, on quarterly basis.
022-66656251 and 022-66656258.
(d)
The Committee of Board (COB) comprise
Mr. Noel Tata, Mr. Bahram N. Vakil, Ms. Anjali Bansal,
9. OTHER COMMITTEES
Mr. Zubin Dubash and Mr. Pradeep Bakshi. The
In addition to the above Committees, the Board has
COB periodically meet to discuss and guide the
constituted certain other Committees i.e. Corporate Social
Management on various strategic issues. No
Responsibility Committee, Board Committee, Investment
Meetings of COB were held during 2022-23.
Committee, Committee of Board, Project Committee and
Safety-Health-Environment Committee. (e)
Project Committee comprising Mr. Vinayak
Deshpande (Chairman) and Mr. Pradeep Bakshi,
(a)
Corporate Social Responsibility (CSR) Committee
review and monitor the progress and execution of
comprise Mr. Noel Tata (Chairman), Mr. Bahram
projects. During 2022-23, two Meetings were held
N. Vakil, Mr. Pradeep Bakshi and Ms. Anjali Bansal.
on 7 June, 2022 and 6 January, 2023.
A CSR Policy has been formulated by the Committee,
which has been approved by the Board, to (f ) The Safety-Health-Environment (S-H-E) Committee
undertake CSR projects/activities. During 2022-23, comprising Mr. Vinayak Deshpande (Chairman),
one Meeting was held on 18 August, 2022. The Mr. Pradeep Bakshi and Mr. Debendranath
scope of the CSR Committee includes approving Sarangi review and monitor the Safety standards
the budget of CSR activities, reviewing the CSR and practices followed by the Company.
programmes, formulation of annual action plan and Mr. Debendranath Sarangi was appointed
monitoring the CSR spends. The Board of Directors as a Member of S-H-E Committee in place of
has accepted all the recommendations made by Ms. Anjali Bansal with effect from 5 May, 2022.
CSR Committee from time to time. During 2022-23, two Meetings of S-H-E Committee
were held on 7 June, 2022 and 6 January, 2023.
(b) The Board Committee comprising any two Directors
is authorised to approve routine matters such as 10. GENERAL BODY MEETINGS
opening/closing and changes in the operation
The 66, 67 and 68 AGMs were held through video
of bank accounts of the Company, to grant
conferencing/other audio visual means as permitted by
limited power of attorney to the officers of the
the Ministry of Corporate Affairs (MCA) and Securities
Company, etc. During 2022-23, three Meetings
and Exchange Board of India (SEBI). The date and time
were held on 29 August, 2022; 6 January, 2023 and
of the AGMs held during preceding three years are as
21 March, 2023.
given below.
(c)
The Investment Committee considers and
takes appropriate decisions for deployment of Date of AGM Time
surplus funds of the Company/investments in 66 AGM- 21 August, 2020 3.00 p.m.
Mutual Funds. The Company has formulated 67 AGM- 27 August, 2021 3.00 p.m.
an Investment Policy in consultation with the
68 AGM- 24 June, 2022 3.00 p.m.
Investment Committee, which has been approved
by the Board. Mr. Pradeep Bakshi, Managing (a) Special Resolution for change in place of keeping
Director & CEO, Mr. Jitender P. Verma, CFO and Register and Records of the Company at the office
Company. Report issued by them is filed with Stock forms part, towards services rendered by them,
Exchanges on quarterly basis. as under:
The Company has obtained Annual Credit Rating The Company has not adopted the discretionary
from ICRA Limited (ICRA) for ` 2,400 crores Line of requirements in regard to maintenance of Non-
Credit (LOC), pursuant to an Agreement between Executive Chairman’s office and sending half-
ICRA and Voltas. ICRA has rated the Company as yearly financial results to the shareholders at their
‘AA+ for long-term’ and ‘A1+ for short-term’ LOC residence.
[fund base and non-fund base bank facilities].
• Dividend Distribution Policy
• Consolidated payment to Statutory Auditors
The Company has formulated Dividend Distribution
During 2022-23, ` 4.61 crores was paid on Policy which is available on the website of the
consolidated basis to Statutory Auditors of the Company at www.voltas.com and the weblink has
Company and all entities in the network firm/ been provided in Directors’ Report and also annexed
network entity of which the Statutory Auditors to the Directors’ Report for ready reference.
• Stock Code
- BSE : 500575
- NSE : VOLTAS
- ISIN for NSDL/CDSL : INE226A01021
• Market Information
Market price data-monthly high/low and trading volumes during the last financial year on the BSE/NSE depicting liquidity of
the Company’s Equity Shares of ` 1 each on the said exchanges is given hereunder:
Month BSE BSE Limited (BSE) National Stock Exchange of India Limited
Sensex (NSE)
High ` Low ` No. of Shares Turnover High ` Low ` No. of Shares Turnover
Traded ` in crores Traded ` in crores
2022
April 57,061 1,347.75 1,225.00 9,45,885 121.23 1,347.65 1,222.70 2,15,79,044 2,768.02
May 55,566 1,266.60 923.50 21,84,247 227.45 1,266.60 922.55 3,78,43,792 3,878.56
June 53,019 1,073.55 934.40 9,76,592 97.60 1,058.95 933.60 2,01,49,552 1,994.70
July 57,570 1,063.45 932.60 13,88,701 136.01 1,064.95 932.50 2,39,94,895 2,371.19
August 59,537 1,050.55 958.00 10,42,675 104.31 1,051.30 958.45 2,56,25,362 2,554.49
September 57,427 1,000.20 868.70 21,43,593 199.94 999.90 868.00 2,88,18,126 2,695.18
October 60,747 935.65 857.90 16,10,111 141.92 936.00 857.35 1,80,53,927 1,593.45
November 63,100 927.50 804.00 21,53,757 179.73 928.00 803.60 3,28,55,695 2,766.48
December 60,841 864.95 770.55 10,75,584 88.85 862.40 770.00 1,93,03,946 1,600.65
2023
January 59,550 840.20 737.60 6,96,226 55.14 834.00 737.20 2,23,05,085 1,764.85
February 58,962 927.75 784.60 16,51,678 143.09 927.40 784.00 3,80,99,681 3,303.10
March 58,992 933.50 805.55 7,99,186 69.78 934.00 805.50 2,46,19,102 2160.85
62000
1300
60000
Share Price on BSE
BSE Sensex
1150
58000
56000 1000
54000
850
52000
50000 700
April May June July Aug Sept Oct Nov Dec Jan Feb Mar
• Shareholders holding more than 1% Equity Shares of the Company as on 31 March, 2023
Name of Shareholder No. of % of
Shares held Issued Share Capital
Tata Sons Private Limited 8,81,31,780 26.64
Life Insurance Corporation of India 3,39,03,563 10.25
Tata Investment Corporation Limited 99,62,330 3.01
T. Rowe Price Emerging Markets Stock Fund 99,60,127 3.01
Emerging Markets Equity Trust 85,54,773 2.59
Mirae Asset Mutual Fund 82,88,596 2.50
HDFC Life Insurance Company Limited 82,83,720 2.50
NPS Trust 65,23,395 1.97
Nippon Life India Trustee Limited 60,98,641 1.84
Franklin India Mutual Fund 45,49,818 1.38
Axis Mutual Fund 38,66,802 1.17
SBI Life Insurance Company Limited 38,36,829 1.16
Kotak Mutual Fund 35,86,760 1.08
• Unclaimed Dividends
Pursuant to Section 125 of the Act, the amount of dividend remaining unpaid or unclaimed for a period of seven years
from the date of its transfer to the Unpaid Dividend Account of the Company is required to be transferred to the Investor
Education and Protection Fund (IEPF) established by the Central Government. Shareholders are advised to claim the
un-cashed dividends lying in the unpaid dividend accounts of the Company before the due date. Given below are the dates
of declaration of dividend and due dates for claiming dividend.
Date of declaration of dividend Dividend for Due for transfer to the IEPF Amount lying in unpaid
the year dividend Accounts as on
31 March, 2023
` in crores
29 August, 2016 2015-16 29 September, 2023 1.09
28 August, 2017 2016-17 28 September, 2024 1.44
27 August, 2018 2017-18 27 September, 2025 1.13
9 August, 2019 2018-19 9 September, 2026 1.06
21 August, 2020 2019-20 21 September, 2027 0.91
27 August, 2021 2020-21 27 September, 2028 0.93
24 June, 2022 2021-22 24 July, 2029 0.99
Pursuant to Section 124 of the Act read with the Investor Education and Protection Fund Authority (Accounting, Audit,
Transfer and Refund) Rules, 2016 (as amended from time to time), the Equity Shares of the Company in respect of which
dividend has remained unclaimed or unpaid for seven consecutive years or more are required to be transferred by the
• Dematerialisation of Shares
Shareholders presently holding shares in physical form are requested to convert their physical holding into demat holding.
• Nomination facility
Shareholders should register their nominations in Form SH-13 in case of physical shares with the Company’s Registrar &
Transfer Agent – TSR Consultants Private Limited. In case of dematerialised shares, nomination should be registered by the
shareholders with their DP. Nomination would help the nominees to get the shares transmitted in their favour in a smooth
manner without much documentation/legal requirements. For change/cancellation of Nomination, Form SH-14 shall be
filed with the RTA in case of physical shares and with DP in case of shares held in demat form. The said Forms can be
downloaded from the website of the Company www.voltas.com under investor section.
• Common and Simplified Norms for updation of PAN and Know Your Customer (KYC) details
SEBI had vide circular dated 16 March, 2023 introduced Common and Simplified Norms for furnishing PAN, KYC details and
Nomination by the Shareholders in supersession of circular dated 3 November, 2021, according to which, all shareholders
holding shares in physical form are mandatorily required to furnish PAN (compulsorily linked with Aadhaar), nomination,
contact details, bank account details and specimen signature to RTA. Further, it is mandated that the RTA shall not process
any service request or complaint of shareholders till PAN, KYC and nomination document/details are received. In case any
one of aforesaid documents are not available on or after 1 October, 2023, the folios shall be frozen by the RTA.
Shareholders holding shares in physical form are therefore requested to provide following Forms for updation of their
signatures, PAN, Nomination as the case may be. The said Forms can be downloaded from the website of the Company
https://www.voltas.in/investors/kyc-forms-physical-shareholder/ under Investor section:
(a) From ISR-1: PAN and KYC details;
(b) Form ISR-2: Updation of signature;
(c) Form ISR-3: Declaration for opting out of Nomination;
(d) Form SH-13: Nomination Form;
(e) Form SH-14: Cancellation/variation of Nomination;
In accordance with the above SEBI circulars, the Company had last year sent communication along with the said forms to
all the shareholders holding shares in physical form requesting for updating their KYC details. Further, the Company had on
8 March, 2023, sent a reminder along with the aforesaid forms to the Shareholders who have not yet updated their KYC details.
DECLARATION BY THE MANAGING DIRECTOR & CEO ON COMPLIANCE WITH THE CODE OF CONDUCT
I hereby declare that all the Directors and Senior Management personnel have as on 31 March, 2023 affirmed compliance of their
respective Codes of Conduct adopted by the Company and confirmation to that effect has been given by each of them.
To,
The Members of
VOLTAS LIMITED
We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Voltas Limited
(CIN: L29308MH1954PLC009371) and having its registered office at Voltas House ‘A’, Dr. Babasaheb Ambedkar Road, Chinchpokli,
Mumbai 400033 (hereinafter referred to as ‘the Company’), produced before us by the Company for the purpose of issuing this
Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
In our opinion and to the best of our information and according to the verifications [including Director Identification Number (DIN)
status on the portal https://www.mca.gov.in/content/mca/global/en/home.html as considered necessary and explanations furnished
to us by the Company and its officers, we hereby certify that for the Financial Year ended 31 March, 2023, none of the Directors on
the Board of the Company as stated below have been debarred or disqualified from being appointed or continuing as Directors of
companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs, or any such other Statutory Authority.
This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the
Management has conducted the affairs of the Company.
Bhaskar Upadhyay
Partner
FCS No. 8663
Date: 24 April, 2023 COP No. 9625
Place: Mumbai PR No.: 700/2020
Management’s Responsibility
2. The preparation of the Corporate Governance Report is the responsibility of the Management of the Company including
the preparation and maintenance of all relevant supporting records and documents. This responsibility also includes
the design, implementation and maintenance of internal control relevant to the preparation and presentation of the
Corporate Governance Report.
3. The Management along with the Board of Directors are also responsible for ensuring that the Company complies with the
conditions of Corporate Governance as stipulated in the Listing Regulations, issued by the Securities and Exchange Board of India.
Auditor’s Responsibility
4. Pursuant to the requirements of the Listing Regulations, our responsibility is to provide a reasonable assurance in the form of an
opinion whether, the Company has complied with the conditions of Corporate Governance as specified in the Listing Regulations.
5. We conducted our examination of the Corporate Governance Report in accordance with the Guidance Note on Reports or
Certificates for Special Purposes and the Guidance Note on Certification of Corporate Governance, both issued by the Institute of
Chartered Accountants of India (“ICAI”). The Guidance Note on Reports or Certificates for Special Purposes requires that we comply
with the ethical requirements of the Code of Ethics issued by ICAI.
6. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms
that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements.
7. The procedures selected depend on the auditor’s judgement, including the assessment of the risks associated in compliance of
the Corporate Governance Report with the applicable criteria. Summary of procedures performed include:
i. Read and understood the information prepared by the Company and included in its Corporate Governance Report;
ii. Obtained and verified that the composition of the Board of Directors with respect to executive and non-executive directors
has been met throughout the reporting period;
iii. Obtained and read the Register of Directors as on March 31, 2023 and verified that atleast one independent woman director
was on the Board of Directors throughout the year;
iv. Obtained and read the minutes of the following committee meetings / other meetings held between April 01, 2022 to
March 31, 2023:
(a) Board of Directors;
(b) Audit Committee;
(c) Annual General Meeting (AGM);
(d) Nomination and Remuneration Committee;
(e) Stakeholders Relationship Committee;
vi. Obtained and read the policy adopted by the Company for related party transactions.
vii. Obtained the schedule of related party transactions during the year and balances at the year end. Obtained and read the
minutes of the audit committee meeting where in such related party transactions have been pre-approved by the audit
committee.
viii.
Performed necessary inquiries with the management and also obtained necessary specific representations from
management.
8. The above-mentioned procedures include examining evidence supporting the particulars in the Corporate Governance Report
on a test basis. Further, our scope of work under this report did not involve us performing audit tests for the purposes of expressing
an opinion on the fairness or accuracy of any of the financial information or the financial statements of the Company taken
as a whole.
Opinion
9. Based on the procedures performed by us, as referred in paragraph 7 above, and according to the information and explanations
given to us, we are of the opinion that the Company has complied with the conditions of Corporate Governance as specified in
the Listing Regulations, as applicable for the year ended March 31, 2023, referred to in paragraph 4 above.
11. This report is addressed to and provided to the members of the Company solely for the purpose of enabling it to comply with its
obligations under the Listing Regulations with reference to compliance with the relevant regulations of Corporate Governance
and should not be used by any other person or for any other purpose. Accordingly, we do not accept or assume any liability or
any duty of care or for any other purpose or to any other party to whom it is shown or into whose hands it may come without our
prior consent in writing. We have no responsibility to update this report for events and circumstances occurring after the date of
this report.
II. Product/Services
14 Details of business S.No. Description of Main Description of Business Activity % Turnover of
activities (accounting Activity the Entity
for 90% of the 1 Unitary Cooling Products Room Air Conditioners, Air Coolers, 85.54%
turnover) Commercial Refrigeration products and
Commercial Air Conditioning.
2 Electro-Mechanical Projects Mechanical, Electrical and Plumbing 12.06%
and Services (MEP) and Water projects.
3 Engineering Products and Textile Machinery and Mining & 2.40%*
Services Construction Equipment Business.
15 Products/Services S.No. Product/Service NIC Code % of Total
sold by the entity Turnover
(accounting for 90% contributed
of the turnover) 1 Unitary Cooling Products 28192 85.54%
2 Electro-Mechanical Projects 43219/43229 12.06%
and Services
3 Engineering Products and 33125/33127/46595/46599 2.40%*
Services
* Note: Represents Turnover for part of the year as business was transferred to 100% Subsidiary during 2022-23.
IV. Employees
18. Details as at the end of Financial Year
a. Employees and workers (including differently-abled)
S.No. Particulars Total (A) Male Female
No. (B) % (B/A) No. (C) % (C/A)
Employees
1 Permanent (D) 2,070 1,953 94% 117 6%
2 Other than Permanent (E) 1,992 1,957 98% 35 2%
3 Total Employees (D+E) 4,062 3,910 96% 152 4%
Workers
4 Permanent (F) 1,032 1,028 99.61% 4 0.39%
5 Other than Permanent (G) - - - - -
6 Total Workers (F+G) 1,032 1,028 99.61% 4 0.39%
20. Turnover rate for permanent employees and workers for past 3 years
Category 2022-23 2021-22 2020-21
Male Female Total Male Female Total Male Female Total
Permanent Employees 27% 30% 27% 16% 20% 17% 11% 14% 11%
Permanent Workers - - - - - - - - -
23. Complaints/Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible
Business Conduct
Being a Tata Group company, Voltas Limited abides by the Tata Code of Conduct (TCoC), which is a comprehensive
document for ethical conduct for all internal and external stakeholders of the Company covering 100% of its operations.
TCoC consists of 10 sections with sub-clauses that cover employees, customers, communities and the environment, value
S.No. Material Whether Rationale for identifying the risk/ In case of risk, approach to Financial
Issue risk or opportunity adapt or mitigate implications
Identified opportunity of the risk or
opportunity
(Indicate
positive or
negative
implications)
1 Climate Opportunity Climate change provides an opportunity to NA Positive
Change innovate smart engineering products which
are energy and resource efficient that enable
to lead a comfortable living.
Through the commercial refrigeration
business, the Company intends to decrease
food wastage which would further help in
reducing Greenhouse Gas (GHG) emissions
due to food wastages.
Studies have suggested that climate change
would also increase the spread of infectious
diseases. The Company has entered into a
Technology License Agreement to develop,
manufacture, sell and service medical
refrigeration and vaccine storage equipment.
2 Climate Risk Climate change-related extreme weather • Safety trainings and Negative
Change conditions expose the Company’s operations, awareness sessions are a
as well as the safety and well-being of its mandate across operations,
employees, at risk. Additionally, economic sites and offices. This
disruptions caused by transition risks could also includes emergency
have an adverse effect on the growth and evacuation due to natural
profitability of the Company. disasters.
• Designing and Smart
Engineering Products which
are more sustainable and
energy efficient, in order to
meet the growing consumer
demand as well as address
the concerns related to
climate change.
• By switching to renewable
energy for business
operations, the Company
aims to achieve Net Zero.
Increasing the green cover
in the locations where the
Company operates aids in
promoting biodiversity.
S.No. Material Whether Rationale for identifying the risk/ In case of risk, approach to Financial
Issue risk or opportunity adapt or mitigate implications
Identified opportunity of the risk or
opportunity
(Indicate
positive or
negative
implications)
8 Regulatory Opportunity Regulatory compliance provides: an increase in NA Positive
Compliance the efficiency of products; reduce risks; enables
competitive advantage; and creates new
business opportunities. Regulatory compliant
businesses are less likely to face legal or
regulatory action, and damage to reputation.
9 Digitalization Opportunity Digitalization helps to automate and NA Positive
streamline business processes by reducing
errors and therefore improves efficiency and
accuracy.
The Company can understand and meet the
needs of their customers in a better way by
leveraging customer data and insights can
personalise their offerings and improve the
customer experience.
10 Customer Opportunity Customer centricity provides an opportunity, NA Positive
Centricity to develop new products that are designed
with a focus on increased efficiency, safety
and quality. It also helps in receiving customer
feedback and understanding their needs and
concerns to create products that are not only
safe, but also meet the needs of customers.
11 Business Risk Failure to adhere to business ethics can result The Company adheres to the Tata Negative
Ethics in significant risks for a company. If a company Code of Conduct which serves
is found to be engaging in unethical behavior, as a guide to each employee and
it can damage the company’s reputation entire value chain, on the standards
and erode public trust creating a loss of of values, ethics, and business
customers, investors, and other stakeholders. principles. The Whistle Blower
Policy of the Company provides a
mechanism for the employees to
approach the Chairman of Board
Audit Committee/Ethics Counsellor
and disclose information that may
evidence unethical or improper
activity concerning the Company.
12 Economic Opportunity Economic performance and market share NA Positive
Performance provides an opportunity which can attract
& Market investment and it is key for current investors
Share to be satisfied with consistent returns.
13 Diversity and Opportunity Diversity and inclusion give an opportunity NA Positive
Inclusion to individuals with different backgrounds,
experiences, and viewpoints to come
together in a workforce that is diverse
and inclusive. It can open a wide range of
possibilities, including improved decision-
making, increased consumer base, stronger
employer brand, fostering economic
development and improved reputation.
Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
Policy and Management Processes
1 a. Whether your entity’s policy/policies cover each principle
Y Y Y Y Y Y Y Y Y
and its core elements of the NGRBCs. (Yes/No)
b. Has the policy been approved by the Board? (Yes/No) Y Y Y Y Y Y Y Y Y
c. Web Link of the Policies, if available https://www.voltas.in/about/corporate-governance/
2 Whether the entity has translated the policy into procedures.
Y Y Y Y Y Y Y Y Y
(Yes / No)
3 Do the enlisted policies extend to your value chain partners?
Y Y Y Y Y Y Y Y Y
(Yes/No)
4 Name of the national and international codes/certifications/labels/ Voltas policies are based on the NVG principles and aligned
standards (e.g., Forest Stewardship Council, Fairtrade, Rainforest to the international standards like ISO 45001, ISO 9001
Alliance, Trustee) standards (e.g., SA 8000, OHSAS, ISO, BIS) adopted and United Nations SDGs. Voltas follows GRI standards for
by your entity and mapped to each principle. measuring and reporting its sustainability performance.
5 Specific commitments, goals and targets set by the entity with Voltas is committed to providing customers with energy-
defined timelines, if any. efficient products and aspires to become net zero and
water positive.
6 Performance of the entity against the specific commitments, goals Performance of each of the principles is reviewed
and targets along-with reasons in case the same are not met. periodically by various Committees led by the Management
and Board of Directors.
Governance, Leadership and Oversight
7 Statement by director responsible for the business responsibility report, highlighting ESG related challenges, targets and
achievements
At Voltas, we have always believed in driving business with purpose. Through reporting, we would like to communicate to our
stakeholders, our progress on Environmental, Social and Corporate Governance performance. Sustainability enables businesses
to thrive in dynamically changing environments. Innovation and adaptation will be key to overcoming challenges and building
resilience, especially in the ever-changing environments around us. We have been working in the past year to strengthen our
commitments towards Sustainability, this includes integrating ESG risks to our Enterprise Risk Management framework; building
aspirational goals of carbon neutral and water positive for our operations; investing in products and processes that are energy
efficient; promoting products and services that help in lowering environmental impact; partnering with waste recyclers; and
supporting communities. We believe Sustainability is a journey, and while we believe there is more work to be done, we are also
poised to take up challenges and improvements through transforming our ways of doing business.
8 Details of the highest authority responsible for Managing Director & CEO
implementation and oversight of the Business
Responsibility policy (ies).
9 Does the entity have a specified Committee of the Board/ Director Yes, the Company has a Board level SHE Committee. SHE
responsible for decision making on sustainability related issues? (Safety, Health and Environment) Committee gives direction
(Yes / No). If yes, provide details. and guidance to the Management on the aspects of Health,
Safety and Sustainability. Further the SHE Committee looks
into the overall safety management, industrial hygiene and
occupational health requirements, not only required by law
but through industry best practices. There is also a Board
level CSR Committee that monitors CSR expenditures and
implementation of projects based on annual action plans.
PRINCIPLE 1: Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical,
Transparent and Accountable
ESSENTIAL INDICATORS
1. Percentage coverage by training and awareness programmes on any of the principles during the financial year.
The TCoC’s principles serve as the foundation for Voltas Limited. The Company expect its workers to be familiar with the TCoC
and to behave in accordance with its guidelines. To ensure thorough distribution of what is deemed ethical conduct and the
consequences of non-adherence, there are regular training sessions for new hires and annual digital certification/re-certification
learning program.
Segment Total number Topics/principles covered under the training and its impact %age of persons
of training in respective
and awareness category covered
programmes by the awareness
held programmes
Board of - Communication to and discussion with the Board Audit
Directors Committee on TCoC cases, annual compliance report that covers -
aspects of the TCoC and update on Ethics survey outcomes.
Key Management 2 on health and 1. Anti-Bribery & Anti-Corruption (ABAC) Policy
Personnel safety 2. Tata Code of Conduct (TCoC)* 100%
2 on Ethics/TCoC
3. Prevention of Sexual Harassment (POSH)
Employees other 5,196 on health 1. ABAC
than BODs and and safety 2. TCoC*
KMPs 3,191 - TCOC/ 100%
3. POSH*
POSH/ETHICS
4. Health & Safety
Workers 11,810 on safety 1. TCoC
29 on TCoC/ 2. POSH 100%
POSH/ETHICS
3. Health & Safety
*Mandatory programme every 2 years.
3. Of the instances disclosed in Question 2 above, details of the Appeal/ Revision preferred in cases where monetary or
non-monetary action has been appealed.
Not Applicable
4. Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available, provide
a web-link to the policy.
Being a Tata group company, Voltas Limited adheres to the Tata Code of Conduct (TCoC). Clause 10 of TCoC focuses on anti-
corruption or anti-bribery policy, Section D: Our Employees, the guidance on Bribery and Corruption is outlined as: Our employees
and those representing us, including agents and intermediaries, shall not, directly, or indirectly, offer or receive any unauthorised
or inappropriate payments or similar benefits that are thought to be designed to procure favorable advantages for the manner
in which our business is conducted. Emphasis is laid on violation by even a single employee of any law relating to anti-bribery,
anti-corruption, anti-competition, data privacy, etc. resulting in severe financial penalties and irreparable reputational damage
to the Company. The Company’s Ethics Counsellor, Officers, and Ethics Committee encourage and enable ethical behavior both
internally and with all agencies or business partners (including but not limited to customers and vendors) in their interactions with
the Company. People are given the opportunity to voice any concerns they may have about unethical behavior, and such issues
are appropriately investigated in strict confidence so that the individual or people who report them do not face any repercussions.
Please refer to the link TATA_CODE_OF_CONDUCT_FOR_VOLTAS_ASSOCIATES_1.pdf for information on anti- corruption policy.
5. Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law enforcement
agency for the charges of bribery/ corruption.
No Directors/KMPs/employees/workers were involved in bribery/corruption during the year under review and no action was
taken by any law enforcement agency.
7. Provide details of any corrective action taken or underway on issues related to fines / penalties / action taken by
regulators/ law enforcement agencies/ judicial institutions, on cases of corruption and conflicts of interest.
Not Applicable
LEADERSHIP INDICATORS
1. Awareness programmes conducted for value chain partners on any of the Principles during the financial year
Total number of Topics/principles covered under the training and its impact %age of persons in value
training and awareness chain covered by the
programmes held awareness programmes
4-5 Annually, the Company conducts a two day vendor meet regionally 81% of total vendors
with vendors who provide contractual workforce, where Environment, are critical suppliers of
Health & Safety practices are discussed. These meets also include contractual workforce.
awards for Vendors who showcase good health and safety track
record as well as environmental initiatives. Further, the Company also
has a contractor management system based on an online platform for
the purpose of tracking and maintaining information. The Company
emphasises and ensures that suppliers adhere to TCoC, Health and
Safety policy and sustainability indicatives.
2. Does the entity have processes in place to avoid/ manage conflict of interests involving members of the Board? (Yes/
No) If Yes, provide details of the same.
Yes. The Company has a process to manage the conflict of interest involving Board Members. As per the requirements of the
Companies Act, the disclosure of interest is required to be given by the Directors in prescribed Form MBP-1 which is brought to
the attention at a Board Meeting and taken on record. Further, any transaction in which a Director is interested is brought to the
attention of the Board and the interested Director (if any) does not participate in that discussion.
PRINCIPLE 2: Businesses should provide goods and services in a manner that is sustainable and safe
ESSENTIAL INDICATORS
1. Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the environmental
and social impacts of product and processes to total R&D and capex investments made by the entity, respectively.
2. a. Does the entity have procedures in place for sustainable sourcing? (Yes/No)
Yes. Company has a supplier sustainability code for RAC equipment and has established process for vendor selection. This
includes various principles and guidelines such as Safety, Health and Environment Policy, Legal Compliance, adherence to
TCoC, ISO Certification, etc. The Company has started carrying out a Sustainability assessment of its key suppliers for the
Room Air Conditioner and Air Cooler businesses.
4. Whether Extended Producer Responsibility (EPR) is applicable to the entity’s activities (Yes / No). If yes, whether the
waste collection plan is in line with the Extended Producer Responsibility (EPR) plan submitted to Pollution Control
Boards? If not, provide steps taken to address the same.
Yes. Extended Producer Responsibility is currently applicable to the Company’s activities and waste collection plan is in line with
Pollution Control Board requirements. Annually, the Company submits the report to Pollution Control Board on the waste collected
as per the EPR plan. Waste management plan of the Company considers the evolving regulations both from a waste minimisation
and recycling/reuse perspective.
LEADERSHIP INDICATORS
1. Has the entity conducted Life Cycle Perspective / Assessments (LCA) for any of its products (for manufacturing
industry) or for its services (for service industry)? If yes, provide details.
No Life Cycle Assessment carried out for any product of the Company.
2. If there are any significant social or environmental concerns and/or risks arising from production or disposal of your
products / services, as identified in the Life Cycle Perspective / Assessments (LCA) or through any other means, briefly
describe the same along-with action taken to mitigate the same.
Not Applicable
3. Percentage of recycled or reused input material to total material (by value) used in production (for manufacturing
industry) or providing services (for service industry).
Nil
4. Of the products and packaging reclaimed at end of life of products, amount (in metric tonnes) reused, recycled, and
safely disposed.
2022-23 2021-22
Re-Used Recycled Safely Re-Used Recycled Safely
Disposed Disposed
Plastics (including packaging) NA 539.9 NA NA - NA
E-waste NA 17,559 NA NA 13,277 NA
Hazardous waste NA 860 NA NA 650 NA
Other waste NA 758 NA NA 573 NA
5. Reclaimed products and their packaging materials (as percentage of products sold) for each product category.
Indicate product category Reclaimed products and their packaging materials as %
of total products sold in respective category
Nil Nil
PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their
value chains
ESSENTIAL INDICATORS
3. Accessibility of workplaces: Are the premises / offices of the entity accessible to differently abled employees and
workers, as per the requirements of the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are
being taken by the entity in this regard.
Yes, all working locations are accessible for differently-abled employees.
5. Return to work and Retention rates of permanent employees and workers that took parental leave.
6. Is there a mechanism available to receive and redress grievances for the following categories of employees and
worker? If yes, give details of the mechanism in brief.
Category Yes/No Details of the mechanism in brief
Permanent Workers Yes
Other than Permanent Workers Yes The mechanism to receive and redress grievances are POSH
Internal Committee, Ethics Committee, Locational Ethics
Permanent Employees Yes Councellors, Business HRs and CHRO.
Other than Permanent Employees Yes
7. Membership of employees and worker in association(s) or Unions recognised by the listed entity.
Category 2022-23 2021-22
Total No. of employees / % (B/A) Total No. of employees / %(D/C)
employees / workers in employees / workers in
workers in respective category, workers in respective category,
respective who are part of respective who are part of
category (A) association(s) or category (C) association(s) or
Union (B) Union (D)
Permanent Employees
Male - - - - - -
Female - - - - - -
Total - - - - - -
Permanent Workers
Male 169 131 78% 138 101 73%
Female 6 6 100% 4 4 100%
Total 175 137 78% 142 105 74%
a. Whether an occupational Yes, the Occupational Health and Safety (OHS) system covers the Company’s employees,
health and safety contract employees, vendors, and visitors.
management system has
been implemented by the
entity? (Yes/No). If yes, What
is the coverage of such
system?
b. What are the processes used The Company provides periodic trainings to its employees and contractual workers
to identify work-related on Health and Safety for identifying and reporting unsafe practices and areas. A robust
hazards and assess risks on a framework is in place to identify and report unsafe practices and areas, to ensure safe
routine and non-routine basis working conditions. Inspections of the workspace, and evaluations of the equipment,
by the entity? tools, and machinery help to ensure workplace safety. Quantitative analysis; Hazard
Identification and Risk Assessment; Internal and External Safety audits; SHE review
meetings by Senior Management; Safety leadership audits enable robust work-related
hazard identification and risk assessment. There is a Safety, Health and Environment
(SHE) policy that serves as a framework to prevent and report injuries at workplace.
c. Whether you have processes Yes. Employees and workers can report work-related hazards, near miss’s and incidents
for workers to report the through manual and digital platforms in the form of safety portal, mobile app and QR
work related hazards and to code. The Hazard Identification and Risk Assessment (HIRA) process involves identifying
remove themselves from such work-related hazards; reporting unsafe practices and conditions; calculating the risk
risks. (Yes/No) levels and taking control measures to prevent such incidents.
d. Do the employees/ workers Yes. Employees and workers have access to non-occupational medical healthcare
of the entity have access to services like pre-employment and periodic health check up.
non-occupational medical
and healthcare services? (Yes/
No)
12. Describe the measures taken by the entity to ensure a safe and healthy workplace.
Voltas’ Safety-Health-Environment (S-H-E) Policy also highlights ‘environment friendly processes’, ‘prevention of pollution’ and
‘overall environmental protection’. The S-H-E Policy extends to all, including the Suppliers, Contractors and NGOs working with the
Company.
Following are the measures taken by VOLTAS to ensure safe and healthy workplace:
• Top driven Health and Safety management program.
• SHE policy by top management.
• Safety leadership program.
• Digitisation for reporting of Hazard, Near miss and incident reporting.
• E-Learning platform for SHE training.
• SHE reviews by the Board S-H-E Committee.
• SHE internal and external audits.
• SHE inspection.
• Integrated (ISO 45001 and 14001) management certification.
• Contractor SHE management system.
• SHE competency building program.
• SHE conclave for contractors and vendors.
15. Provide details of any corrective action taken or underway to address safety-related incidents (if any) and on
significant risks / concerns arising from assessments of health & safety practices and working conditions.
The corrective actions include amendment in risk assessment, competency building program for employees and contract
employees, actions on area of improvements, consequence management and reward and recognition.
LEADERSHIP INDICATORS
1. Does the entity extend any life insurance or any compensatory package in the event of death of (A) Employees (Y/N)
(B) Workers (Y/N).
a. Employees (Yes/No): Yes
2. Provide the measures undertaken by the entity to ensure that statutory dues have been deducted and deposited by
the value chain partners.
100% of statutory dues have been deducted and deposited by the value chain partners.
3. Provide the number of employees / workers having suffered high consequence work related injury / ill-health
/ fatalities (as reported in Q11 of Essential Indicators above), who have been rehabilitated and placed in suitable
employment or whose family members have been placed in suitable employment.
Category Total no. of affected No. of employees/workers that are
employees/ workers rehabilitated and placed in suitable
employment or whose family members
have been placed in suitable employment
2022-23 2021-22 2022-23 2021-22
Employees - - - -
Workers - - - -
4. Does the entity provide transition assistance programs to facilitate continued employability and the management of
career endings resulting from retirement or termination of employment?
There are no transition assistance programs to facilitate continued employability and management of career endings resulting
from retirement or termination of employement.
6. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from
assessments of health and safety practices and working conditions of value chain partners.
The corrective actions from assessments of health and safety practices and working conditions of value chain partners are
Contractor Safety management, Consequence management, SHE conclave for awareness on safety.
PRINCIPLE 4: Businesses should respect the interests of and be responsive to all its stakeholders
ESSENTIAL INDICATORS
1. Describe the processes for identifying key stakeholder groups of the entity.
Voltas Limited identifies its stakeholder groups through the Stakeholder Engagement.
2. List stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder
group.
Stakeholder Group Whether Channels of communication Frequency of Purpose and scope
identified as (Email, SMS, Newspaper, engagement of engagement
Vulnerable & Pamphlets, Advertisement, (Annually/ Half including key
Marginalised Community Meetings, Notice yearly/ Quarterly) topics and concerns
Group (Yes/No) Board, Website) raised during such
engagement
Communities Yes Meetings Need base -
Contractors No Surveys and Feedback Half yearly -
Contractor Management Portals
Customers No Customer Feedback and Frequently -
Complaint Mechanism
Dealers and Distributors No Feedback and Surveys Half yearly -
Government and Regulatory No Meetings Need base -
Authorities
Industry Associations No Conference Half yearly -
LEADERSHIP INDICATORS
1. Provide the processes for consultation between stakeholders and the Board on economic, environmental, and social
topics or if consultation is delegated, how is feedback from such consultations provided to the Board.
The Management periodically conducts Stakeholder Engagement and Materiality Assessment through which it consults
the stakeholders on key ESG topics and arrive at material topics. This Materiality Assessment is reported to S-H-E Committee.
Consumers have the accessibility to provide feedback on product efficiency.
2. Whether stakeholder consultation is used to support the identification and management of environmental, and
social topics (Yes / No). If so, provide details of instances as to how the inputs received from stakeholders on these
topics were incorporated into policies and activities of the entity.
Yes. Stakeholder inputs are obtained as part of our Stakeholder Engagement and Materiality Assessment, which serves as the
foundation for developing material topics. Thereafter, a roadmap and goals are developed using the identified material topics.
3. Provide details of instances of engagement with, and actions taken to, address the concerns of vulnerable/
marginalised stakeholder groups.
The CSR Committee reviews the CSR activities pursued by the Company, comprising skill upgradation programs, participatory
Ground Water Management and Sustainable Agriculture Programme, Integrated Sanitation Programme etc., for marginalised
communities. The Skill Training/RPL programs provide certifications and placement opportunities to the students.
1. Employees and workers who have been provided training on human rights issues and policy(ies) of the entity.
3. Details of remuneration/salary/wages.
Male Female
Number Median Number Median
remuneration/ remuneration/
salary/ wages of salary/ wages of
respective category respective category*
Board of Directors (BoD) 8 ` 46 lakhs 1 ` 41 lakhs
Key Managerial Personnel 3** ` 260 lakhs - Nil
Employees other than BoD and KMP 1,185 ` 11.57 lakhs 65 ` 9.99 lakhs
Workers 138 ` 7.79 lakhs 4 ` 11.97 lakhs
*The remuneration related information mentioned is based on the employees from India only as their base location.
**Also includes MD & CEO.
4. Do you have a focal point (Individual/ Committee) responsible for addressing human rights impacts or issues caused
or contributed to by the business? (Yes/No)
The Company has specific clauses as part of the TCoC included in the business agreements and contracts / purchase orders.
Human rights form a part of the TCoC. The Company does not employ children at its workplaces and does not use forced labour
in any form. The Company’s Ethics Counsellor (CFO) receives complaints related to TCoC which are investigated and addressed.
5. Describe the internal mechanisms in place to redress grievances related to human rights issues.
The grievances related to human rights issues are addressed according to the Company policy.
7. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases.
The Company has adopted a Whistle Blower Policy which enables the employees to report concerns about unethical behavior,
actual or suspected fraud or violation of Code of Conduct. The mechanism provides for adequate safeguards against victimisation
of employees and provides direct access to the Chairman of the Board Audit Committee on concerns relating to financial matters.
1. As part of Whistleblower Policy and POSH Policy, the Company has a section mentioned on the protection of identity of the
complainant. All such matters are dealt in strict confidence.
2. Also, as part of its Code of Conduct, the Company does not tolerate any form of retaliation against anyone reporting
legitimate concerns. Anyone involved in targeting such a person will be subject to disciplinary action.
10. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the
assessments at Question 9 above.
Not Applicable
LEADERSHIP INDICATORS
1. Details of a business process being modified / introduced as a result of addressing human rights grievances/
complaints.
No such grievances on Human Rights violations.
2. Details of the scope and coverage of any Human rights due diligence conducted.
Not Applicable
3. Is the premise/office of the entity accessible to differently abled visitors, as per the requirements of the Rights of
Persons with Disabilities Act, 2016?
Yes
5. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the
assessments at Question 4 above.
A declaration of adherence to the TCoC is obtained from the value chain partners as part of their contract / purchase orders.
The contracts are not renewed or are terminated in case of non-adherence to the Code of Conduct agreed upon.
PRINCIPLE 6: Businesses should respect and make efforts to protect and restore the environment
ESSENTIAL INDICATORS
1. Details of total energy consumption (in Joules or multiples) and energy intensity.
Parameter 2022-23 2021-22
Total electricity consumption (A) (GJ) 42,651.46 52,842.77
Total fuel consumption (B) (GJ) 4,188.63 17,055.59
Energy consumption through other sources (C) (GJ) - -
Total energy consumption (A+B+C) (GJ) 46,840.09 69,898.36
Energy intensity per rupee of turnover (Total energy consumption/ 0.614 0.999
turnover in rupees) (GJ per million `)
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency.
No
2. Does the entity have any sites / facilities identified as designated consumers (DCs) under the Performance, Achieve
and Trade (PAT) Scheme of the Government of India? (Y/N) If yes, disclose whether targets set under the PAT scheme
have been achieved. In case targets have not been achieved, provide the remedial action taken, if any.
No. None of the facilities have been identified as designated consumers (DCs) under the Performance, Achieve and Trade (PAT)
Scheme of the Government of India.
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency.
No
4. Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and
implementation.
Zero liquid discharge system is installed at the Waghodia factory as per the norms by the Pollution Control Board, as stated in the
License to operate. The factories in Pantnagar are situated in an industrial zone with a common ETP to discharge wastewater.
No
6. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity.
Parameter Unit 2022-23 2021-22
Total Scope 1 emissions (Break-up of the GHG into tCO2e 829.07 1,252
CO2, CH4, N2O, HFCs, PFCs, SF6, NF3, if available)
Total Scope 2 emissions (Break-up of the GHG into tCO2e 8,602.45 7,016.04
CO2, CH4, N2O, HFCs, PFCs, SF6, NF3, if available)
Total Scope 1 and Scope 2 emissions per rupee of tCO2e/₹ 1.14 x 10-7 1.18 x 10-7
turnover
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency.
No
7. Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide detail.
Yes, since scope 1 and 2 emissions are governed by the energy consumption across all the operational locations. Various energy
saving initiatives mentioned above have also been contributing to reducing the overall carbon emissions. The Company intends,
to increase the renewable energy usage in its business operations, thus reducing carbon emissions. At Waghodia plant, the
Company conducts periodic energy audits, which help reduce energy consumption and improve the energy efficiency.
*Non-hazardous waste is efficiently managed and whatever can be sent for recycling is sent to the authorised vendors. Hazardous
waste generated is disposed through Pollution Control Board certified waste collectors.
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency.
No
9. Briefly describe the waste management practices adopted in your establishments. Describe the strategy adopted by
your company to reduce usage of hazardous and toxic chemicals in your products and processes and the practices
adopted to manage such wastes.
The hazardous waste from the manufacturing and operational plants primarily includes paint containers, used oil and paint. The
non-hazardous waste in factories/offices are efficiently managed and sent for recycling to the authorised vendors. It typically
consists of plastic and paper.
10. If the entity has operations/offices in/around ecologically sensitive areas (such as national parks, wildlife sanctuaries,
biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.) where environmental
approvals / clearances are required, specify details.
S.No. Location of Type of operations Whether the conditions of environmental approval /
operations/offices clearance are being complied with? (Y/N) If no, the reasons
thereof and corrective action taken, if any.
Not Applicable No offices or operations are present in ecologically sensitive areas
11. Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the
current financial year.
Name and EIA Notification Date Whether conducted Results Relevant Web
brief details of No. by independent communicated in link
project external agency public domain
(Yes / No) (Yes / No)
Not Applicable
LEADERSHIP INDICATORS
1. Provide break-up of the total energy consumed (in Joules or multiples) from renewable and non-renewable sources.
Parameter 2022-23 2021-22
in GJ in GJ
From renewable sources
Total electricity consumption (A) 4,471.17 3,815.36
Total fuel consumption (B) - -
Energy consumption through other sources (C) - -
Total energy consumed from renewable sources (A+B+C) 4,471.17 3,815.36
From non-renewable sources
Total electricity consumption (D) 38,179.74 49,027.40
Total fuel consumption (E) 4,188.63 17,055.59
Energy consumption through other sources (F) - -
Total energy consumed from non-renewable sources (D+E+F) 42,368.37 66,082.99
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency.
Yes. The Company has carried out third party energy audit for energy consumption at Waghodia plant. Soham Technologies is the
agency that conducted the same.
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency. - No
3. Water withdrawal, consumption, and discharge in areas of water stress (in kilolitres).
For each facility / plant located in areas of water stress, provide the following information:
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency - No.
5. With respect to the ecologically sensitive areas reported at Question 10 of Essential Indicators above, provide
details of significant direct & indirect impact of the entity on biodiversity in such areas along-with prevention and
remediation activities.
Not Applicable
6. If the entity has undertaken any specific initiatives or used innovative technology or solutions to improve resource
efficiency, or reduce impact due to emissions / effluent discharge / waste generated, please provide details of the
same as well as outcome of such initiatives.
The specific initiatives and innovative technology undertaken for the Company’s products and services is described in the below
table:
7. Does the entity have a business continuity and disaster management plan?
The Company has On Site Emergency Management Plan (OSEMP) that explains the code of conduct of all personnel in the plant
along with the actions to be carried out in the event of an emergency. This plan gives guidelines for employees, contractors,
transporters, etc. It not only defines the responsibilities of individuals but also explains about prompt rescue operations,
8. Disclose any significant adverse impact to the environment, arising from the value chain of the entity. What mitigation
or adaptation measures have been taken by the entity in this regard.
No. The Company ensures that the waste recyclers responsibly handle the e-waste collected and further send it for recycling.
Mechanisms are in place to prevent leakage of refrigerant gases. The Company’s energy efficient products help to reduce the
energy consumption.
9.
Percentage of value chain partners (by value of business done with such partners) that were assessed for
environmental impact.
86% of RAC and Air Coolers suppliers (OEMs) were assessed for environmental impact during 2022-23.
PRINCIPLE 7: Businesses when engaging in influencing public and regulatory policy, should do so in a manner
that is responsible and transparent
ESSENTIAL INDICATORS
(b) List the top 10 trade and industry chambers/ associations (determined based on the total members of such
body) the entity is a member of/ affiliated to.
S.No. Name of the trade and industry chambers/ associations Reach of trade and industry
chambers/ associations
(State/National)
1 Refrigeration and Airconditioning Manufacturers Association (RAMA) National
2 Bureau of Indian Standards (BIS) National
3 ODS Committee formed by MoEF & CC (Ministry of Environment, Forest, and National
Climate Change)
4 Consumer Electronics and Appliances Manufacturers Association (CEAMA) National
5 Bombay Chamber of Commerce & Industry (BCCI) National
6 Indian Merchants Chamber (IMC) National
7 Indian Society of Heating, Refrigerating & Air Conditioning Engineers (ISHRAE) National
2. Provide details of corrective action taken or underway on any issues related to anti-competitive conduct by the
entity, based on adverse orders from regulatory authorities
Name of Authority Brief of the case Corrective action taken
No cases
LEADERSHIP INDICATORS
2. Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by
your entity.
The Company has not undertaken any Rehabilitation and Resettlement (R&R) as none of its business activities have direct / indirect
impact that required R&R.
4. Percentage of input material (inputs to total inputs by value) sourced from local or small-scale suppliers?
2022-23 2021-22
Directly sourced from MSMEs/ Small producers 20% 15%
Sourced directly from within the district and neighboring districts 8.43% 10.14%
LEADERSHIP INDICATORS
1. Provide details of actions taken to mitigate any negative social impacts identified in the Social Impact Assessments
(Reference: Question 1 of Essential Indicators above).
Not Applicable.
2. Provide the following information on CSR projects undertaken by your entity in designated aspirational districts as
identified by government bodies.
S.No State Aspirational District Amount spent (₹)
1 Uttarakhand Udham Singh Nagar 44.92 lakhs
2 Andhra Pradesh Vizianagaram 3.55 lakhs
3 Bihar Muzaffarpur Since this is a knowledge partnership, Voltas supports the implementing
partner with content curation, technical knowhow, monitoring of the
project, training the trainers, conducting assessment of the students etc.
3. Do you have a preferential procurement policy where you give preference to purchase from suppliers comprising
marginalised /vulnerable groups? (Yes/No)
No. The Tata Affirmative Action Programme offers development programs to encourage vendor-entrepreneurs and source from
vendors in marginalised communities.
4. Details of the benefits derived and shared from the intellectual properties owned or acquired by your entity (in the
current financial year), based on traditional knowledge.
Not Applicable, no benefits derived and shared from the intellectual properties owned or acquired.
PRINCIPLE 9: Businesses should engage with and provide value to their consumers in a responsible manner
ESSENTIAL INDICATORS
1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback.
The Company receives consumer grievances and servicing requests through telephone and digital medium (Emails, Whatsapp,
Dealer application), and endeavours to provide support within 24 hours. Further, for the Commercial Air-Conditioning business,
the Company provides operations and maintenance (O&M) contracts, retrofit design and execution, predictive maintenance.
Following are the steps involved in the customer service request,
(a) Customer can create the service request on Voltas customer care through Phone call / Whatsapp.
(b) Align technician to resolve product issue.
(c) After satisfactory resolution-technician receives an OTP from customer for Service Request closure in system.
(d) As soon as customer service request is closed in the Voltas system, the customer will get the NPS web-link via SMS on
registered number to share the feedback.
2. Turnover of products and/ services as a percentage of turnover from all products/service that carries below
information.
As a percentage to total turnover
Environmental and social parameters relevant to the product 100%
Safe and responsible usage 100%
Recycling and/or safe disposal 100%
* Total pending consumer court cases as at the end of the respective financial year, includes cases pending from previous years
that were not closed.
5. Does the entity have a framework/ policy on cyber security and risks related to data privacy? (Yes/No) If available,
provide a web-link of the policy.
Yes, The Company has an IT security policy to ensure proper use of its IT Systems, which may include but is not limited to E-mail,
applications, computers, peripherals, network, communication Systems, IT equipment, IT facilities, IT infrastructure, Information,
and Data, Users of the Company’s IT Systems are aware of what the Company deems to be acceptable and unacceptable use of
IT Systems. This policy additionally ensures the protection of any confidential and proprietary information of the business or of
customers, vendors, or partners.
6. Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery of essential
services; cyber security and data privacy of customers; re-occurrence of instances of product recalls; penalty / action
taken by regulatory authorities on safety of products / services.
No known data breach / incident related to Customer data. Hence, not applicable. However, on a continuous basis, the Company
keeps enhancing its IT Security Posture as part of Cyber Security preparedness, by implementing tools, practices, policies,
awareness etc.
LEADERSHIP INDICATORS
1. Channels / platforms where information on products and services of the entity can be accessed (provide web link, if
available).
The information on the products can be accessed on the www.voltas.com.
2. Steps taken to inform and educate consumers about safe and responsible usage of products and/or services.
Apart from the labels that give out specific information related to products from energy consumption, efficiency, disposal etc,
various online platforms like websites and social media platforms are used to communicate safe product usage from unpacking
to connecting with customer service for installation, service and maintenance. Components and their mechanisms related to
products are also explained through videos for awareness of the consumers as well as service technicians.
• E ssential Applications / Job sites such as Hospitals etc. mostly have centralised AC equipment (chillers), with adequate
redundancy built into the HVAC System, in the form of standby Units. Through periodic Preventive Maintenance Services
as well as by Remote Monitoring of Chillers (under AMC) all the AC equipment, including standby units, it is ensured that
all these are always functional. This, therefore enables zero disruption even in cases of breakdown due to unforeseen
circumstances.
• F or external disruptions, such as lockdown during COVID, uninterrupted maintenance services were rendered by AMC
Engineers to Hospitals and COVID Centres, by arranging special travel passes for emergency services with the support from
the customers from the respective essential services.
4. Does the entity display product information on the product over and above what is mandated as per local laws? (Yes/
No/Not Applicable)? If yes, provide details in brief.
Yes. Apart from the product information required as per mandates, the Company displays additional information depending on
the type of products: like the type of refrigerant; type of air conditioner – Inverter or fixed speed; customer service information;
safety instructions; details on the blowing agent for commercial refrigeration products etc.
5. Did your entity carry out any survey regarding consumer satisfaction relating to the major products / services of the
entity, significant locations of operation of the entity or the entity as a whole? (Yes/No)
Yes, Voltas is actively engaged with its customers through various initiatives and feedback processes. The Company is committed
to deliver innovative and efficient product solutions to drive customer satisfaction and trust. At present, customer satisfaction
score stands at 84.1%.
6. Provide the information related to number of instances of data breaches along-with its impact and percentage of
data breaches involving personally identifiable information of customers.
The Company did not have any incidents of data breach related to customer information.
We assessed the design and tested the operating
effectiveness of relevant controls in relation to the process
adopted by management for testing the impairment of
these receivables and the contract assets.
Key audit matters How our audit addressed the key audit matter
Out of the total trade receivables and contract assets of Electro- In respect of impairment allowance on receivable of this
mechanical projects and service segment, INR 1,391.48 crores segment and recovery of certain trade receivable and
represent trade receivable and contract assets of international contract assets of international business operation we tested
business operation. Recoverability of certain receivables and the ageing of trade receivable and contract assets. We tested
contract assets are impacted due to several factors like the the management’s assessment of the customer’s financial
customer profile, delays in obtaining completion certification circumstances, ability to repay the dues based on historical
in certain projects due to long project tenure, project disputes payment trends, assumption used for determining likely
resulting in future claims against the Group and financial ability losses and delays in collection of trade receivables including
of the customers etc. any project disputes which may result in future claims
against the Group.
As regards the receivable of this segment, the Group follows
‘simplified approach’ in accordance with Ind AS 109- ‘Financial We evaluated the assumptions used by management in
Instruments’, for recognition of impairment loss allowance on trade calculation of the expected credit loss impairment including
receivables and contract assets. In calculating the impairment the impact of the future uncertainties in the economic
loss allowance, the Group has considered its credit assessment environment.
for its customers. Owing to the long settlement period involved
We assessed the disclosures on the contract assets and trade
in a few of the government projects, management also considers
receivables in Note 15 and Note 16 respectively and the
the likely delays involved in the settlement process as part of the
related risks such as credit risk and liquidity risk in Note 54 of
impairment allowance calculation.
the consolidated Ind AS financial statements.
The assessment of the impairment of such trade receivables and
contract assets requires significant management judgment and
hence same is considered as Key Audit Matter.
Information Other than the Financial Statements and Responsibilities of Management for the Consolidated Ind
Auditor’s Report Thereon AS financial statements
The Holding Company’s Board of Directors is responsible for The Holding Company’s Board of Directors is responsible for
the other information. The other information comprises the the preparation and presentation of these consolidated Ind
information included in the Annual report, but does not include AS financial statements in terms of the requirements of the
the consolidated Ind AS financial statements and our auditor’s Act that give a true and fair view of the consolidated financial
report thereon. position, consolidated financial performance including
other comprehensive income, consolidated cash flows and
Our opinion on the consolidated Ind AS financial statements
consolidated statement of changes in equity of the Group
does not cover the other information and we do not express
including its associates and joint ventures in accordance
any form of assurance conclusion thereon.
with the accounting principles generally accepted in India,
In connection with our audit of the consolidated Ind AS including the Indian Accounting Standards (Ind AS) specified
financial statements, our responsibility is to read the other under section 133 of the Act read with the Companies (Indian
information and, in doing so, consider whether such other Accounting Standards) Rules, 2015, as amended. The respective
information is materially inconsistent with the consolidated Ind Board of Directors of the companies included in the Group
AS financial statements or our knowledge obtained in the audit and of its associates and joint ventures are responsible for
or otherwise appears to be materially misstated. If, based on the maintenance of adequate accounting records in accordance
work we have performed, we conclude that there is a material with the provisions of the Act for safeguarding of the assets of
misstatement of this other information, we are required to their respective companies and for preventing and detecting
report that fact. We have nothing to report in this regard. frauds and other irregularities; selection and application of
We are responsible for the direction, supervision and are therefore the key audit matters. We describe these matters
performance of the audit of the financial statements of such in our auditor’s report unless law or regulation precludes
entities included in the consolidated Ind AS financial statements public disclosure about the matter or when, in extremely
of which we are the independent auditors. rare circumstances, we determine that a matter should
not be communicated in our report because the adverse
We communicate with those charged with governance of
consequences of doing so would reasonably be expected to
the Holding Company and such other entities included in the
outweigh the public interest benefits of such communication.
consolidated Ind AS financial statements of which we are the
independent auditors regarding, among other matters, the Report on Other Legal and Regulatory Requirements
planned scope and timing of the audit and significant audit
1. As required by the Companies (Auditor’s Report) Order,
findings, including any significant deficiencies in internal
2020 (“the Order”), issued by the Central Government of
control that we identify during our audit.
India in terms of sub-section (11) of section 143 of the Act,
We also provide those charged with governance with a according to the information and explanations given to us
statement that we have complied with relevant ethical and based on the CARO reports issued by the respective
requirements regarding independence, and to communicate auditors of companies included in the consolidated
with them all relationships and other matters that may financial statements, to which reporting under CARO is
reasonably be thought to bear on our independence, and applicable, we report as under:
where applicable, related safeguards.
Qualifications or adverse remarks by the respective
From the matters communicated with those charged with auditors in the Companies (Auditors Report) Order (CARO)
governance, we determine those matters that were of most reports of the companies included in the consolidated
significance in the audit of the consolidated Ind AS financial financial statements are:
statements for the financial year ended March 31, 2023 and
2. As required by Section 143(3) of the Act, we report, of Other Comprehensive Income, the Consolidated
to the extent applicable, that: Cash Flow Statement and Consolidated Statement
(a) We have sought and obtained all the information of Changes in Equity dealt with by this Report are
and explanations which to the best of our knowledge in agreement with the books of account maintained
and belief were necessary for the purposes of for the purpose of preparation of the consolidated
our audit of the aforesaid consolidated Ind AS Ind AS financial statements;
financial statements; (d) In our opinion, the aforesaid consolidated Ind AS
(b) In our opinion, proper books of account as required financial statements comply with the Accounting
by law relating to the preparation of the aforesaid Standards specified under Section 133 of the Act,
consolidation of the financial statements have read with Companies (Indian Accounting Standards)
been kept so far it appears from our examination Rules, 2015, as amended;
of those books; (e) On the basis of the written representations received
(c) The Consolidated Balance Sheet, the Consolidated from the directors of the Holding Company as on
Statement of Profit and Loss including the Statement March 31, 2023 taken on record by the Board of
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013
(“the Act”)
In conjunction with our audit of the consolidated Ind AS financial statements of Voltas Limited (hereinafter referred to as the “Holding
Company”) as of and for the year ended March 31, 2023, we have audited the internal financial controls with reference to consolidated
Ind AS financial statements of the Holding Company and its subsidiaries (the Holding Company and its subsidiaries together referred to
as “the Group”) , its associates and joint operations, which are companies incorporated in India, as of that date.
Auditor’s Responsibility
Our responsibility is to express an opinion on the Holding Company’s internal financial controls with reference to consolidated Ind AS
financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, specified under section 143(10) of the Act, to
the extent applicable to an audit of internal financial controls, both, issued by ICAI. Those Standards and the Guidance Note require that
we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal
financial controls with reference to consolidated Ind AS financial statements was established and maintained and if such controls
operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference
to consolidated Ind AS financial statements and their operating effectiveness. Our audit of internal financial controls with reference to
consolidated financial statements included obtaining an understanding of internal financial controls with reference to consolidated
Ind AS financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating
effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the
assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained, is sufficient and appropriate to provide a basis for our audit opinion on the
internal financial controls with reference to consolidated Ind AS financial statements.
Meaning of Internal Financial Controls With Reference to Consolidated Ind AS Financial Statements
A company’s internal financial control with reference to consolidated Ind AS financial statements is a process designed to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes
in accordance with generally accepted accounting principles. A company’s internal financial control with reference to consolidated
Ind AS financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable
detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management
and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised
acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls With Reference to Consolidated Ind AS Financial Statements
Because of the inherent limitations of internal financial controls with reference to consolidated Ind AS financial statements, including
the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and
not be detected. Also, projections of any evaluation of the internal financial controls with reference to consolidated Ind AS financial
statements to future periods are subject to the risk that the internal financial controls with reference to consolidated Ind AS financial
statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures
may deteriorate.
Opinion
In our opinion, the Group , its associates and joint ventures, which are companies incorporated in India, have, maintained in all material
respects, adequate internal financial controls with reference to consolidated Ind AS financial statements and such internal financial
controls with reference to consolidated Ind AS financial statements were operating effectively as at March 31, 2023, based on the
internal control over financial reporting criteria established by the Holding Company considering the essential components of internal
control stated in the Guidance Note issued by the ICAI.
` in crores
Voltas Limited
Balance as at 01 April, 2021 33.08
Changes in equity share capital -
Balance as at 31 March, 2022 33.08
Changes in equity share capital *
Balance as at 31 March, 2023 33.08
* value below ` 50,000/-
B. OTHER EQUITY
` in crores
Reserves and Surplus (Refer Note 22) Items of Other Total Non- Total
Comprehensive Income attributable controlling other
(Refer Note 22) to owners interests equity
Capital Capital Securities General Staff Legal Retained Equity Exchange of the
Reserve Redemption Premium Reserve Welfare Reserve earnings instruments difference Company
Reserve Reserve fair value on
through other translation
comprehensive of foreign
income operations
Balance as at 01 April, 2021 14.25 1.26 4.77 1,418.15 0.01 2.68 2,857.90 626.85 34.40 4,960.27 36.10 4,996.37
Net profit for the year - - - - - - 504.09 - - 504.09 1.91 506.00
Other comprehensive income for the - - - - - - (15.77) 179.00 4.95 168.18 1.64 169.82
year (net of tax)
Total comprehensive income for - - - - - - 488.32 179.00 4.95 672.27 3.55 675.82
the year (net of tax)
Transferred on divestment of (0.53) - - - - - 0.53 - - - - -
subsidiary, joint venture and associate
Payment of dividend - - - - - - (166.06) - - (166.06) - (166.06)
Transfer from Retained earnings - - - - - 0.04 (0.04) - - - - -
Dividend paid by subsidiary to - - - - - - - - - - (1.57) (1.57)
minority
Transfer to General Reserve - - - 20.00 - - (20.00) - - - - -
Balance as at 31 March, 2022 13.72 1.26 4.77 1,438.15 0.01 2.72 3,160.65 805.85 39.35 5,466.48 38.08 5,504.56
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)
` in crores
Reserves and Surplus (Refer Note 22) Items of Other Total Non- Total
Comprehensive Income attributable controlling other
(Refer Note 22) to owners interests equity
Capital Capital Securities General Staff Legal Retained Equity Exchange of the
Reserve Redemption Premium Reserve Welfare Reserve earnings instruments difference Company
Reserve Reserve fair value on
through other translation
comprehensive of foreign
income operations
Net profit for the year - - - - - - 135.01 - - 135.01 1.21 136.22
Other comprehensive income for the - - - - - - 16.32 (69.57) 11.63 (41.62) 3.22 (38.40)
year (net of tax)
Total comprehensive income for - - - - - - 151.33 (69.57) 11.63 93.39 4.43 97.82
the year (net of tax)
Payment of dividend - - - - - - (181.99) - - (181.99) - (181.99)
Transfer from Retained earnings - - - - - 0.85 (0.85) - - - - -
Dividend paid by subsidiary to - - - - - - - - - - (0.86) (0.86)
minority
Transfer to General Reserve - - - 20.00 - - (20.00) - - - - -
CORPORATE OVERVIEW
As per our report of even date For and on behalf of the Board
STATUTORY REPORTS
215
CONSOLIDATED CASHFLOW STATEMENT
FOR THE YEAR ENDED 31 MARCH, 2023
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
A. CASH FLOW FROM OPERATING ACTIVITIES
Profit before tax 307.14 697.30
Adjustments for :
Share of loss of joint ventures and associates 120.65 110.31
Depreciation and amortisation expenses 39.62 37.26
Allowance for doubtful debts and advances 360.04 93.49
Unrealised foreign exchange (gain) / loss (net) (3.34) 3.88
Interest income (44.59) (4.01)
Dividend income (6.91) (5.02)
Gain arising on financial assets measured at Fair Value through Profit (63.24) (81.09)
or Loss (FVTPL) (net)
Finance costs 29.59 25.87
Unclaimed credit balances written back (7.66) (9.79)
(Gain) / loss on disposal of property, plant and equipment 1.90 1.14
Rental income (24.60) (24.40)
401.46 147.64
Operating profit before working capital changes 708.60 844.94
Changes in Working Capital:
Adjustments for (increase) / decrease in operating assets:
Inventories 69.42 (381.79)
Trade receivables (287.48) (386.81)
Contract assets (248.34) 300.20
Other financial assets (211.19) (5.93)
Other non-financial assets (33.50) (46.53)
Adjustments for increase / (decrease) in operating liabilities:
Trade payables 80.76 485.27
Contract liabilities 168.73 (64.50)
Other financial liabilities (17.76) 7.66
Other non-financial liabilities 78.96 15.77
Provisions 16.76 32.83
(383.64) (43.83)
Cash generated from operations 324.96 801.11
Income tax paid (Net of refunds) (165.58) (216.88)
NET CASH FLOW FROM OPERATING ACTIVITIES (A) 159.38 584.23
B. CASH FLOW FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment and intangible assets (179.93) (48.16)
(including capital advances and capital work-in-progress)
Proceeds from disposal of property, plant and equipment 2.49 1.26
Investment in fixed deposits (186.74) 43.64
Purchase of investments (1,697.84) (1,103.84)
Investment in Inter corporate deposit (185.00) -
Proceeds from sale of investments 2,094.85 712.82
Interest received 36.19 9.22
The accompanying notes are an integral part of the Ind AS financial statements.
As per our report of even date For and on behalf of the Board
The consolidated financial statements for the year ended C. BASIS OF CONSOLIDATION
31 March, 2023 were approved by the Board of Directors The consolidated financial statements comprise the
and approved for issue on 26 April, 2023. financial statements of the Company and entities
controlled by the Company and its subsidiaries as at
2. SIGNIFICANT ACCOUNTING POLICIES 31 March, 2023.
A. BASIS OF PREPARATION Control is achieved when the Group is exposed, or has
The consolidated financial statements of the Group have rights, to variable returns from its involvement with
been prepared in accordance with Indian Accounting the investee and has the ability to affect those returns
Standards (Ind AS) notified under the Companies through its power over the investee. Specifically, the
(Indian Accounting Standards) Rules, 2015 (as amended Group controls an investee if and only if the Group has:
from time to time) and presentation requirements of • ower over the investee (i.e. existing rights that give
P
Division II of Schedule III to the Companies Act, 2013, it the current ability to direct the relevant activities of
(Ind AS compliant Schedule III), as applicable to the the investee)
consolidated financial statements.
• E xposure, or rights, to variable returns from its
The consolidated financial statements have been involvement with the investee, and
prepared on a historical cost basis, except for certain
• T he ability to use its power over the investee to
financial assets and liabilities measured at fair value as
affect its returns.
explained in accounting policy of fair value measurement
(Note 2 (G)) and financial instruments (Note 2 (Q)) below. Generally, there is a presumption that a majority of voting
rights result in control. To support this presumption and
The accounting policies adopted for preparation and
when the Group has less than a majority of the voting
presentation of financial statement have been consistent or similar rights of an investee, the Group considers all
with the previous year. relevant facts and circumstances in assessing whether it
The consolidated financial statements are presented in has power over an investee, including:
` and all values are rounded to the nearest crores, except • T he contractual arrangement with the other vote
when otherwise indicated. holders of the investee
The stage of completion is measured by input method Contract liabilities
i.e. the proportion that costs incurred to date bear to A contract liability is the obligation to transfer goods or
the estimated total costs of a contract. The total costs services to a customer for which the Group has received
of contracts are estimated based on technical and consideration (or an amount of consideration is due) from
other estimates. In the event that a loss is anticipated the customer. If a customer pays consideration before
on a particular contract, provision is made for the the Group transfers goods or services to the customer, a
estimated loss. contract liability is recognised when the payment is made,
Level 2 — Valuation techniques for which the lowest level (ii) Defined Benefit Plans
input that is significant to the fair value measurement is The Group’s liabilities towards gratuity, pension
directly or indirectly observable. and post-retirement medical benefit schemes
Level 3 — Valuation techniques for which the lowest level are determined using the projected unit credit
input that is significant to the fair value measurement is method, with actuarial valuation being carried
unobservable. out at the end of each annual reporting period.
For assets and liabilities that are recognised in the Provident and Pension Fund: The eligible
financial statements on a recurring basis, the Group employees of the Company are entitled to
determines whether transfers have occurred between receive benefits under provident fund schemes
which are in substance, defined benefit plans, salaries and compensated absences and which
in which both employees and the Company are expected to be availed within twelve months
make monthly contributions at a specified immediately following the year end are reported
percentage of the covered employees’ salary as expenses during the year in which the employee
(currently 12% of employees’ salary). The performs the service that the benefit covers and the
contributions are paid to the provident funds liabilities are reported at the undiscounted amount
and pension fund set up as irrevocable trusts of the benefit expected to be paid in exchange of
by the Company. The Company is generally related service. Where the availment or encashment
liable for annual contributions and any shortfall is otherwise not expected to wholly occur within
in the fund assets based on the government the next twelve months, the liability on account
specified minimum rates of return is recognised of the benefit is actuarially determined using the
as an expense in the year incurred. projected unit credit method at the present value
Re-measurement, comprising actuarial of the estimated future cash flow expected to be
gains and losses and the return on plan made by the Group in respect of services provided
assets (excluding net interest), is reflected by employees up to the reporting date. The Group
immediately in the Balance Sheet with a charge presents the leave as a current liability in the
or credit recognised in other comprehensive Balance Sheet, to the extent it does not have an
income in the period in which they occur. unconditional right to defer its settlement for 12
months after the reporting date.
Re-measurement recognised in other
comprehensive income is reflected I. PROPERTY, PLANT AND EQUIPMENT
immediately in retained earnings and will not
Capital work in progress is stated at cost. Property, plant
be reclassified to profit or loss. Past service cost
and equipment are stated at cost less accumulated
is recognised in statement of profit and loss in
depreciation and accumulated impairment losses, if any.
the period of a plan amendment. Net interest
The cost of property, plant and equipment comprises
is calculated by applying the discount rate at
its purchase price, including import duties and non-
the beginning of the period to the net defined
refundable taxes and any directly attributable cost of
benefit liability or asset. Defined benefit costs
bringing an asset to working condition and location for its
are categorised as follows:
intended use.
• Service cost (including current service
Projects under which the property, plant and equipment
cost, past service cost, as well as gains and
is not yet ready for their intended use are carried as capital
losses on curtailments and settlements);
work-in-progress at cost determined as aforesaid.
• Net interest expense or income; and
Depreciable amount for assets is the cost of an asset,
• Re-measurement. or other amount substituted for cost, less its estimated
The Group represents the first two components residual value. Depreciation is recognised so as to write
of defined benefit costs in the statement of off the depreciable amount of assets (other than free hold
profit and loss in the line item “Employee land and assets under construction) over the useful lives
Benefits Expenses”. Curtailment gains and using the straight-line method. The estimated useful lives
losses are accounted for as past service costs. are as follows:
The defined benefit obligation recognised in Assets Useful life
the Balance Sheet represents the actual deficit Factory Building 30 years
or surplus in the Groups defined benefit plans. Residential Building 60 years
Plant and Equipment 8-15 years
(b) S
hort term and other long term employee Office Equipment 3-15 years
benefits Furniture and fixtures 10 years
Benefits accruing to employees in respect of wages, Vehicles 8 years
prevailing on the Balance Sheet date and exchange assets are measured at cost, less any accumulated
gains and losses arising on settlement and restatement depreciation and impairment losses, and adjusted
are recognised in the Statement of Profit and Loss. Non- for any remeasurement of lease liabilities. The
monetary items denominated in a foreign currency are cost of right-of-use assets includes the amount
measured at historical cost and translated at exchange of lease liabilities recognised, initial direct costs
rate prevalent at the date of transaction. incurred, and lease payments made at or before
For the purposes of presenting these consolidated the commencement date less any lease incentives
financial statements, the assets and liabilities of the received. Right-of-use assets are depreciated
Group’s foreign operations are translated into ` using on a straight-line basis over the shorter of the
exchange rates prevailing at the end of each reporting lease term and the estimated useful lives of the
period. Income and expense items are translated at the assets, as follows:
average exchange rates for the period, unless exchange Leasehold land 99 years
rates fluctuate significantly during that period, in which
case the exchange rates at the dates of the transactions are Leasehold building 1-5 years
used. Exchange differences arising, if any, are recognised
The right-of-use assets are also subject to
in other comprehensive income and accumulated in impairment. Refer to the accounting policies in
equity (and attributed to non- controlling interests as section R Impairment of non-financial assets.
appropriate).
(b) Lease Liabilities
On disposal of a foreign operation, the associated
exchange differences are reclassified to Statement of At the commencement date of the lease, the Group
Profit and Loss as part of the gain or loss on disposal. recognises lease liabilities measured at the present
Goodwill and fair value adjustments to identifiable assets value of lease payments to be made over the lease
acquired and liabilities assumed through acquisition of a term. The lease payments include fixed payments
foreign operation are treated as assets and liabilities of the (including in substance fixed payments) less any
foreign operation and translated at the rate of exchange lease incentives receivable, variable lease payments
prevailing at the end of each reporting period. Exchange that depend on an index or a rate, and amounts
differences arising are recognised in other comprehensive expected to be paid under residual value guarantees.
income. The lease payments also include the exercise price
of a purchase option reasonably certain to be
M. LEASES exercised by the Group and payments of penalties
The Group assesses at contract inception whether a for terminating the lease, if the lease term reflects
contract is, or contains, a lease. That is, if the contract the Group exercising the option to terminate.
conveys the right to control the use of an identified asset Variable lease payments that do not depend on an
for a period of time in exchange for consideration. index or a rate are recognised as expenses (unless
Group as a lessee they are incurred to produce inventories) in the
The Group applies a single recognition and measurement period in which the event or condition that triggers
approach for all leases, except for short-term leases and the payment occurs.
leases of low-value assets. The Group recognises lease In calculating the present value of lease payments,
liabilities to make lease payments and right-of-use assets the Group uses its incremental borrowing rate at
representing the right to use the underlying assets. the lease commencement date because the interest
rate implicit in the lease is not readily determinable.
(a) Right-of-use assets
After the commencement date, the amount of lease
The Group recognises right-of-use assets at the liabilities is increased to reflect the accretion of
commencement date of the lease (i.e., the date the interest and reduced for the lease payments made.
underlying asset is available for use). Right-of-use In addition, the carrying amount of lease liabilities
Inventories including Work-in-Progress are valued at cost Deferred tax relating to items recognised outside profit
or net realisable value, whichever is lower. Cost being or loss is recognised outside profit or loss (either in other
determined based on weighted average basis. Cost comprehensive income or in equity). Deferred tax items
includes all charges incurred for bringing the goods to are recognised in correlation to the underlying transaction
their present location and condition. Net realisable value either in OCI or directly in equity
represents the estimated selling price for inventories less
Deferred tax assets and deferred tax liabilities are offset
all estimated costs of completion and costs necessary to
if a legally enforceable right exists to set off current tax
make the sale.
assets against current tax liabilities and the deferred
taxes relate to the same taxable entity and the same Contingencies
taxation authority. Contingent liabilities exist when there is a possible
obligation arising from past events, the existence of
Minimum Alternate Tax
which will be confirmed only by the occurrence or
inimum alternate tax (MAT) paid in a year is charged
M non-occurrence of one or more uncertain future events
to the statement of profit and loss as current tax for the not wholly within the control of the Group, or a present
year. The deferred tax asset is recognised for MAT credit obligation that arises from past events where it is either
available only to the extent that it is probable that the not probable that an outflow of resources will be required
concerned company will pay normal income tax during or the amount cannot be reliably estimated. Contingent
the specified period, i.e., the period for which MAT credit liabilities are appropriately disclosed unless the possibility
is allowed to be carried forward. In the year in which the of an outflow of resources embodying economic
Group recognises MAT credit as an asset, it is created by benefits is remote.
way of credit to the statement of profit and loss and shown
as part of deferred tax asset. The Group reviews the “MAT Environment Liabilities
credit entitlement” asset at each reporting date and writes
E-Waste (Management) Rules, 2016, as amended,
down the asset to the extent that it is no longer probable requires the group to complete the Extended Producer
that it will pay normal tax during the specified period. Responsibility targets measured based on sales made in
the preceding 10th year, if it is a participant in the market
P. PROVISIONS AND CONTINGENCIES
during a financial year. Accordingly, the obligation event
Provisions for e-waste obligation arises only if the Group participate
Provisions are recognised when there is a present in the markets in those years.
obligation (legal or constructive) as a result of past event,
where it is probable that there will be outflow of resources Q. FINANCIAL INSTRUMENTS
to settle the obligation and when a reliable estimate of A financial instrument is any contract that gives rise to
the amount of the obligation can be made. a financial asset of one entity and a financial liability or
equity instrument of another entity.
The amount recognised as a provision is the best estimate
of the consideration required to settle the present Financial Assets
obligation at the end of the reporting period, taking • Initial recognition and measurement
into account the risks and uncertainties surrounding the
All financial assets are recognised initially at fair value
obligation.
plus, in the case of financial assets not recorded
If the effect of the time value of money is material, at fair value through profit or loss, transaction
provisions are discounted using a current pre-tax rate that costs that are attributable to the acquisition of the
reflects, when appropriate, the risks specific to the liability. financial asset.
When discounting is used, the increase in the provision
• Subsequent measurement
due to the passage of time is recognised as a finance cost.
All recognised financial assets are subsequently
Warranties (Trade Guarantees) measured in their entirety at either amortised cost
The estimated liability for product warranties is recorded or fair value, depending on the classification of the
when products are sold / project is completed. These financial assets.
estimates are established using historical information on
• Financial assets at amortised cost
the nature, frequency and average cost of warranty claims
Financial assets are subsequently measured at
and management estimates regarding possible future
amortised cost if these financial assets are held within
incidence based on corrective actions on product failures.
a business model whose objective is to hold assets
The timing of outflows will vary as and when warranty
for collecting contractual cash flows and contractual
claims arise being typically upto five years. terms of the asset give rise on specified dates to
loss include financial liabilities held for trading of an existing liability are substantially modified,
and financial liabilities designated upon initial such an exchange or modification is treated as
recognition as at fair value through profit or loss. the derecognition of the original liability and the
Financial liabilities are classified as held for trading if recognition of a new liability. The difference in the
they are incurred for the purpose of repurchasing in respective carrying amounts is recognised in the
the near term. This category also includes derivative statement of profit and loss.
financial instruments entered into by the Group that
• Offsetting of financial instrument
are not designated as hedging instruments in hedge
Financial assets and financial liabilities are offset and
relationships as defined by Ind AS 109.
the net amount is reported in the Balance Sheet if
• Financial liabilities at amortised cost there is a currently enforceable legal right to offset
the recognised amounts and there is an intention to
After initial recognition, interest-bearing loans
settle on a net basis, to realise the assets and settle
and borrowings are subsequently measured at
the liabilities simultaneously.
amortised cost using the EIR method. Gains and
losses are recognised in statement of profit and R. IMPAIRMENT
loss when the liabilities are derecognised as well as
through the EIR amortisation process. (a) Financial assets
The Group assesses the expected credit losses
Amortised cost is calculated by taking into account
associated with its assets carried at amortised cost
any discount or premium on acquisition and fees
and fair value through other comprehensive income
or costs that are an integral part of the EIR. The EIR based on the Group’s past history of recovery, credit
amortisation is included as finance costs in the worthiness of the counter party and existing market
statement of profit and loss. conditions.
• Financial guarantee contracts For all financial assets other than trade receivables,
Financial guarantee contracts issued by the Group expected credit losses are measured at an amount
are those contracts that require a payment to be equal to the 12-month expected credit loss (ECL)
unless there has been a significant increase in credit
made to reimburse the holder for a loss it incurs
risk from initial recognition in which case those are
because the specified debtor fails to make a
measured at lifetime ECL. For trade receivables and
payment when due in accordance with the terms of
contract assets, the Group has applied the simplified
a debt instrument. Financial guarantee contracts are
approach for recognition of impairment allowance
recognised initially as a liability at fair value, adjusted
as provided in Ind AS 109 which requires the
for transaction costs that are directly attributable to
expected lifetime losses from initial recognition of
the issuance of the guarantee. Subsequently, the the receivables.
liability is measured at the higher of the amount
of loss allowance determined as per impairment (b) Non-financial assets
requirements of Ind AS 109 and the amount The Group assesses, at each reporting date,
recognised less cumulative amount of income whether there is an indication that an asset may be
recognised in accordance with the principles of impaired. If any indication exists, or when annual
Ind AS 115 amortisation. impairment testing for an asset is required, the
Group estimates the asset’s recoverable amount.
• Derecognition An asset’s recoverable amount is the higher of an
A financial liability is derecognised when the asset’s or cash-generating unit’s (CGU) fair value less
obligation under the liability is discharged or costs of disposal and its value in use. Recoverable
cancelled or expires. When an existing financial amount is determined for an individual asset, unless
liability is replaced by another from the same the asset does not generate cash inflows that are
lender on substantially different terms, or the terms largely independent of those from other assets or
In assessing value in use, the estimated future cash U. SEGMENT REPORTING
flows are discounted to their present value using a
Segments are identified based on the manner in which
pre-tax discount rate that reflects current market
the chief operating decision-maker (CODM) decides
assessments of the time value of money and the
about the resource allocation and reviews performance.
risks specific to the asset. In determining fair value
less costs of disposal, recent market transactions are Segment revenue, segment expenses, segment assets
taken into account. If no such transactions can be and segment liabilities have been identified to segments
identified, an appropriate valuation model is used. on the basis of their relationship to the operating activities
of the segment.
Impairment losses including impairment on inventories
are recognised in the statement of profit and loss. Inter-segment revenue is accounted on the basis of
transactions which are primarily determined based on
For assets excluding goodwill, an assessment is market / fair value factors. Revenue, expenses, assets
made at each reporting date to determine whether and liabilities which relate to the Group as a whole and
there is an indication that previously recognised are not allocable to segments on reasonable basis have
impairment losses no longer exist or have decreased. been included under “unallocated revenue / expenses /
If such indication exists, the Group estimates the assets/liabilities”.
asset’s or CGU’s recoverable amount. A previously
recognised impairment loss is reversed only if there V. CASH DIVIDEND
has been a change in the assumptions used to The Group recognises a liability to pay dividend to
determine the asset’s recoverable amount since the equity shareholders of the parent when the distribution
last impairment loss was recognised. The reversal is is authorised and the distribution is no longer at the
limited so that the carrying amount of the asset does discretion of the Company. As per the corporate laws in
not exceed its recoverable amount, nor exceed the India, a distribution is authorised when it is approved by
carrying amount that would have been determined, the shareholders. A corresponding amount is recognised
net of depreciation, had no impairment loss been directly in equity.
recognised for the asset in prior years. Such reversal
is recognised in the statement of profit and loss. W. BORROWING COSTS
Borrowing costs directly attributable to the acquisition,
For contract assets, the Group has applied the
construction or production of an asset that necessarily
simplified approach for recognition of impairment
takes a substantial period of time to get ready for its
allowance as provided in Ind AS 109 which requires
intended use or sale are capitalised as part of the cost
the expected lifetime losses from initial recognition
of the asset. All other borrowing costs are expensed in
of the contract assets.
the period in which they occur. Borrowing costs consist
of interest and other costs that an entity incurs in
S. CASH & CASH EQUIVALENTS
connection with the borrowing of funds. Borrowing cost
Cash and cash equivalent in the balance sheet comprise also includes exchange differences to the extent regarded
cash at banks and on hand and short-term deposits with as an adjustment to the borrowing costs.
an original maturity of three months or less, which are
subject to an insignificant risk of changes in value. X. GOVERNMENT GRANTS
Government grants are recognised where there is
T. EARNINGS PER SHARE (EPS)
reasonable assurance that the grant will be received,
Basic EPS is calculated by dividing the profit or loss and all attached conditions will be complied with. When
attributable to equity shareholders of the Group by the the grant relates to an expense item, it is recognised as
weighted average number of equity shares outstanding income on a systematic basis over the periods that the
related costs, for which it is intended to compensate, 2A. RECENT ACCOUNTING PRONOUNCEMENTS ISSUED
are expensed. When the grant relates to an asset, it is BUT NOT YET EFFECTIVE
recognised as income in equal amounts over the expected The Ministry of Corporate Affairs has notified Companies
useful life of the related asset.
(Indian Accounting Standards) Amendment Rules, 2023
When the Group receives grants of non-monetary assets, dated 31 March 2023 to amend the following Ind AS
the asset and the grant are recorded at fair value amounts which are effective from 01 April 2023.
and released to profit or loss over the expected useful
(i)
Definition of Accounting Estimates -
life in a pattern of consumption of the benefit of the
Amendments to Ind AS 8
underlying asset i.e. by equal annual instalments.
The amendments clarify the distinction between
Y. OPERATING CYCLE changes in accounting estimates and changes
The operating cycle is the time between the acquisition of in accounting policies and the correction of
assets for processing and their realisation in cash and cash errors. It has also been clarified how entities use
equivalents. A portion of the Group`s activities (primarily measurement techniques and inputs to develop
long-term project activities) has an operating cycle that accounting estimates.
exceeds one year. Accordingly, assets and liabilities related
The amendments are effective for annual reporting
to these long-term contracts, which will not be realised/
periods beginning on or after 1 April 2023 and apply
paid within one year, have been classified as current. For
to changes in accounting policies and changes in
all other activities, the operating cycle is twelve months.
accounting estimates that occur on or after the start
Z. CURRENT V/S NON-CURRENT CLASSIFICATION of that period.
The Group presents assets and liabilities in the balance The amendments are not expected to have a
sheet based on current/ non-current classification. An material impact on the Group’s financial statements.
asset is treated as current when it is: (ii)
Disclosure of Accounting Policies -
• E xpected to be realised or intended to be sold or Amendments to Ind AS 1
consumed in normal operating cycle,
The amendments aim to help entities provide
• Held primarily for the purpose of trading,
accounting policy disclosures that are more
• E xpected to be realised within twelve months after useful by replacing the requirement for entities to
the reporting period, or disclose their ‘significant’ accounting policies with a
• ash or cash equivalent unless restricted from being
C requirement to disclose their ‘material’ accounting
exchanged or used to settle a liability for at least policies and adding guidance on how entities apply
twelve months after the reporting period. the concept of materiality in making decisions about
All other assets are classified as non-current. accounting policy disclosures.
A liability is current when: The amendments to Ind AS 1 are applicable for
• It is expected to be settled in normal operating cycle, annual periods beginning on or after 1 April 2023.
Consequential amendments have been made in Ind
• It is held primarily for the purpose of trading,
AS 107.
• It is due to be settled within twelve months after the
reporting period, or The Group is currently revisiting their accounting
• T here is no unconditional right to defer the policy information disclosures to ensure consistency
settlement of the liability for at least twelve months with the amended requirements.
after the reporting period. (iii) Deferred Tax related to Assets and Liabilities
The Group classifies all other liabilities as non-current. arising from a Single Transaction - Amendments
Deferred tax assets and liabilities are classified as non- to Ind AS 12
current assets and liabilities. The amendments narrow the scope of the initial
Group engages third party qualified valuers to perform Useful lives of property, plant and equipment and
the valuation. The Management works closely with the intangible assets
qualified external valuers to establish the appropriate T he Group has estimated useful life of each class of assets
valuation techniques and inputs to the model. based on the nature of assets, the estimated usage of the
Information about valuation techniques and inputs used asset, the operating condition of the asset, past history
in determining the fair value of various assets is disclosed of replacement, anticipated technological changes, etc.
The Group reviews the useful life of property, plant and
in Note 53.
equipment and intangible assets as at the end of each
Litigations reporting period. This reassessment may result in change in
depreciation and amortisation expense in future periods.
From time to time, the Group is subject to legal
proceedings the ultimate outcome of each being Warranty provisions (trade guarantees)
always subject to many uncertainties inherent in The Group gives warranties for its products, undertaking
litigation. A provision for litigation is made when it is to repair or replace the product that fail to perform
considered probable that a payment will be made and satisfactory during the warranty period. Provision made
the amount of the loss can be reasonably estimated. at the year-end represents the amount of expected cost
Significant judgement is made when evaluating, of meeting such obligations of rectification / replacement
among other factors, the probability of unfavourable which is based on the historical warranty claim information
outcome and the ability to make a reasonable estimate as well as recent trends that might suggest that past cost
of the amount of potential loss. Litigation provisions information may differ from future claims. Factors that
are reviewed at each Balance Sheet date and revisions could impact the estimated claim information include the
made for the changes in facts and circumstances. success of the Group’s productivity and quality initiatives.
Provision for litigations and contingent liabilities are Provision towards warranty is disclosed in Note 35.
disclosed in Note 47 (c).
Impairment of Goodwill
Defined benefit plans Determining whether goodwill is impaired requires an
T he cost of the defined benefit plans and the present value estimation of the value in use of the cash generating
of the defined benefit obligation are based on actuarial units to which the goodwill is allocated. The value in use
valuation using the projected unit credit method. An calculations requires the directors to estimate the future
actuarial valuation involves making various assumptions that cash flows expected to arise from the cash generating unit
may differ from actual developments in the future. These and suitable discount rate in order to calculate the present
include the determination of the discount rate; future salary value. Where the actual future cash flows expected to
increases and mortality rates. All assumptions are reviewed at arise are less than expected a material impairment loss
each Balance Sheet date and disclosed in Note 48. may arise.
(b) Title deeds of Immovable Property not held in the name of the Company
` in crores
Relevant Description Gross carrying value Title Whether title Property Reason for not being held in
line of item of As at As at deeds deed holder is a held since the name of the Company
item in property 31 March, 31 March, held promoter, director which
Balance 2023 2022 in the or relative of date
sheet name of promoter / director
or employee of
promoter / director
PPE Building 0.06 0.06 Tata Group Company 31 August, These flats are constructed
16 Flats in Services 1965 on land owned by Tata
Tata Colony, Limited Services Limited in line with
Lallubhai arrangement amongst Tata
Park, Services Limited and Tata
Andheri (W), Group of companies (incl. Voltas
Mumbai Limited)
4000063 Pending certain procedural
aspects, title to the undivided
share of land relating to the
flats owned by Voltas Limited
has not yet been transferred in
the name of Voltas Limited.
Building 8.90 8.90 Universal Group Company 11 This building was acquired
Plot No. 1, Comfort September, pursuant to a scheme of
Sector 10, Products 2020 amalgamation and continued
SIDCUL Limited to be registered in the name of
Rudrapur, amalgamating Company.
IIE Pantnagar, However, the deed of merger
Udham has been registered by the
Singh Nagar, Company.
Uttarakhand-
263153
Right Building 0.23 0.23 Bombay Others 15 June, The said building was taken
of use Voltas Port Trust 2017 on lease by Company from
assets House, 23 J Bombay Port Trust.
N Heredia The Lease has expired on 14
Marg, Ballard June, 2017. The Company has
Estate, submitted an application for
Mumbai- renewal (in accordance with
400001 contractual right) of lease on 15
December, 2016.
Leasehold 2.56 2.56 Universal Group Company 11 This land was acquired pursuant
land Comfort September, to a scheme of amalgamation
Plot No. 1, Products 2020 and continued to be registered
Sector 10, Limited in the name of amalgamating
SIDCUL Company.
Rudrapur, IIE However, the deed of merger
Pantnagar, has been registered by the
Udham Company.
Singh Nagar,
Uttarakhand-
263153
As at 31 March, 2023
` in crores
Particulars <1 year 1-2 years 2-3 years > 3 years Total
(a) Projects in progress 46.08 51.86 - 0.31 98.25
(b) Projects temporarily suspended - - - - -
46.08 51.86 - 0.31 98.25
As at 31 March, 2022
` in crores
Particulars <1 year 1-2 years 2-3 years > 3 years Total
(a) Projects in progress 57.27 1.45 0.45 0.12 59.29
(b) Projects temporarily suspended - - - - -
57.27 1.45 0.45 0.12 59.29
5 INVESTMENT PROPERTY
` in crores
Freehold Land Buildings Total
Gross carrying amount
As at 1 April, 2021 0.14 70.64 70.78
Additions - - -
Disposals - 2.03 2.03
Transfers in / (out ) - 0.95 0.95
As at 31 March, 2022 0.14 69.56 69.70
Accumulated depreciation
As at 1 April, 2021 - 15.23 15.23
Charge for the year - 1.09 1.09
Disposals - 0.34 0.34
Transfers in / (out ) - 0.40 0.40
As at 31 March, 2022 - 16.38 16.38
Net carrying amount as at 31 March, 2022 0.14 53.18 53.32
Gross carrying amount
As at 1 April, 2022 0.14 69.56 69.70
Additions - - -
Disposals - 2.99 2.99
As at 31 March, 2023 0.14 66.57 66.71
Accumulated depreciation
As at 1 April, 2022 - 16.38 16.38
Charge for the year - 1.06 1.06
Disposals - 0.14 0.14
As at 31 March, 2023 - 17.30 17.30
Net carrying amount as at 31 March, 2023 0.14 49.27 49.41
Footnotes :
(1) The amount included in transfers in / (out) represents the assets transferred from Property, Plant and Equipment (PPE) to Investment
Property when it is held for the purpose of earning rental income / capital appreciation.
The Group has no restriction on the realisability of its Investment properties and no contractual obligation to construct and
develop investment properties.
6 RIGHT-OF-USE ASSETS
` in crores
Leasehold Leasehold Total
Land Buildings
Gross carrying amount
As at 1 April, 2021 5.69 17.73 23.42
Additions - 15.46 15.46
Disposals - 2.58 2.58
Exchange differences on consolidation - 0.02 0.02
As at 31 March, 2022 5.69 30.63 36.32
Accumulated depreciation
As at 1 April, 2021 0.90 9.23 10.13
Charge for the year 0.06 7.13 7.19
Disposals - 1.43 1.43
As at 31 March, 2022 0.96 14.93 15.89
Net carrying amount as at 31 March, 2022 4.73 15.70 20.43
Gross carrying amount
As at 1 April, 2022 5.69 30.63 36.32
Additions - 23.43 23.43
Exchange differences on consolidation - 0.38 0.38
As at 31 March, 2023 5.69 54.44 60.13
` in crores
Leasehold Leasehold Total
Land Buildings
Accumulated depreciation
As at 1 April, 2022 0.96 14.93 15.89
Charge for the year 0.06 8.41 8.47
Exchange differences on consolidation - 0.08 0.08
As at 31 March, 2023 1.02 23.42 24.44
Net carrying amount as at 31 March, 2023 4.67 31.02 35.69
(ii) The Goodwill has been allocated for impairment, testing purposes to Segment-B (Electro-mechanical Projects and Services).
The Goodwill is tested annually for impairment, more frequently if there are any indications that Goodwill may be impaired.
(iii) The recoverable amount of Segment-B (Electro-mechanical Projects and Services) CGU has been determined using the
value in use calculation. The calculation uses five years projections based on the order book position. Value in use has
been determined based on future cashflows after considering current economic conditions and trends, estimated future
operating results, growth rates and anticipated future economic conditions.
(v) The Management believes that no reasonable change in any of the key assumptions used in the value in use calculation
would cause the carrying value of the CGU to materially exceed its value in use.
8. INVESTMENTS
Currency Face As at As at
Value 31 March, 2023 31 March, 2022
No. ` in crores No. ` in crores
8 (i) Non- current Investments
A Investments in Associates & Joint Ventures
(Fully paid - Unquoted Investments; accounted as
per Equity Method)
1 Investments in Associate Companies
Brihat Trading Private Limited ` 10 3,352 * 3,352 *
Naba Diganta Water Management Limited ` 10 47,97,000 9.38 47,97,000 9.38
9.38 9.38
2 Investments in Joint Ventures :
Voltas Water Solutions Private Limited (Refer ` 10 - - 28,41,500 0.07
footnote 8 (f )) (#)
Universal Voltas L.L.C., UAE AED 1,000 3,430 56.63 3,430 51.82
Olayan Voltas Contracting Company Limited, SR 100 50,000 - 50,000 -
Saudi Arabia
(including Share application money)
Voltbek Home Appliances Private Limited ` 10 62,57,34,900 204.51 50,32,34,900 204.87
Gross Investments in Joint Ventures 261.14 256.76
Less : Impairment in value of Investments (#) - 0.07
261.14 256.69
Investments accounted as per Equity Method 270.52 266.07
Currency Face As at As at
Value 31 March, 2023 31 March, 2022
No. ` in crores No. ` in crores
B Other Investments
1 Investments in Subsidiary Companies
(at cost less impairment unless otherwise
stated):
Agro Foods Punjab Limited (Refer footnote 8 (a)) ` 100 2,80,000 - 2,80,000 -
(Beneficial rights transferred pending transfer
of shares)
Westerwork Engineers Limited (Under ` 100 9,600 1.09 9,600 1.09
Liquidation) (#)
Gross Investments in Subsidiary Companies 1.09 1.09
Less : Impairment in value of Investments (#) 1.09 1.09
- -
2 Investments in Other Companies
(Investments at Fair Value through Other
Comprehensive Income)
(Refer footnote 8 (d))
(a) Fully Paid Unquoted Equity Instruments
Lakshmi Ring Travellers (Coimbatore) Limited ` 10 - - 1,20,000 34.55
(Refer footnote 8 (g))
Agrotech Industries Limited USD 1 3,67,500 - 3,67,500 -
Tata International Limited (Refer footnote 8 (h)) ` 1,000 15,000 74.42 15,000 33.90
Tata Services Limited (Refer footnote 8 (b)) ` 1,000 448 0.04 448 0.04
Tata Industries Limited (Refer footnote 8 (b)) ` 100 13,05,720 20.72 13,05,720 20.72
Tata Projects Limited (Refer footnote 8 (i)) ` 5 1,10,62,170 181.60 1,10,62,170 298.72
Premium Granites Limited ` 10 4,91,220 - 4,91,220 -
OMC Computers Limited ` 10 4,04,337 - 4,04,337 -
Avco Marine S.a.S, France EURO 10 1,910 - 1,910 -
Voltas Employees Consumers Co-operative ` 10 750 * 750 *
Society Limited
Saraswat Co-operative Bank Limited ` 10 10 * 10 *
Super Bazar Co-operative Stores Limited ` 10 500 * 500 *
276.78 387.93
(b) Fully Paid Quoted Equity Instruments
Lakshmi Automatic Loom Works Limited ` 100 61,520 - 61,520 -
(Refer footnote 8 (e))
Tata Chemicals Limited ` 10 2,00,440 19.49 2,00,440 19.54
Tata Consumer Products Limited ` 1 2,28,501 16.22 2,28,501 17.76
Lakshmi Machine Works Limited ` 10 5,79,672 578.00 5,79,672 558.20
Reliance Industries Limited (Refer footnote 8 (c)) ` 10 2,640 - 2,640 -
613.71 595.50
890.49 983.43
8. INVESTMENTS (Contd.)
Currency Face As at As at
Value 31 March, 2023 31 March, 2022
No. ` in crores No. ` in crores
3 Investment in Preference Shares
Fully Paid Unquoted Preference Shares
(at amortised cost)
Tata Capital Limited
7.50% Cumulative Redeemable Preference ` 1,000 2,50,000 25.00 2,50,000 25.00
Shares
7.10% Cumulative Redeemable Preference ` 1,000 2,00,000 20.00 2,00,000 20.00
Shares
7.33% Cumulative Redeemable Preference ` 1,000 50,000 5.00 50,000 5.00
Shares
50.00 50.00
4 Investment in Unquoted Mutual funds (at 1,448.09 1,700.94
fair value through profit or loss)
5 (i) Investment in Debenture/Bonds (at
amortised cost)
Fully Paid Quoted Debenture/Bonds:
Rural Electrification Corporation Limited :
8.01% Tax Free Bonds ` 1,000 - - 50,000 5.26
7.17% Tax Free Bonds ` 10,00,000 70 7.31 70 7.37
5.75% Tax Free Bonds ` 10,000 - - 500 0.53
8.18% Tax Free Bonds ` 10,00,000 - - 50 5.31
National Housing Bank
8.26% Tax Free Non Convertible Debentures ` 5,000 - - 18,049 9.49
Housing and Urban Development Corporation
Limited
8.51% Tax Free Bonds ` 1,000 - - 1,50,000 15.84
7.07% Tax Free Bonds ` 10,00,000 50 5.27 50 5.30
Indian Railway Finance Corporation Limited
8.35% Tax Free Bonds ` 10,00,000 - - 250 27.69
Tata Motors Finance Limited
11.50% Non Convertible Debentures ` 10,00,000 500 54.50 500 54.50
UP Power Corporation Limited
9.70% Non Convertible Debentures ` 10,00,000 250 25.38 - -
92.46 131.29
(ii) Investment in Debenture/Bonds (at
fair value through profit or loss)
Fully Paid Quoted Debenture/Bonds:
TMF Holdings Limited
7.2962% Perpetual Non Convertible ` 10,00,000 500 49.92 500 49.39
Debentures
49.92 49.39
Currency Face As at As at
Value 31 March, 2023 31 March, 2022
No. ` in crores No. ` in crores
6 Investment in Others
Government Securities ` * *
* *
Other Investments 2,530.96 2,915.05
Total : Non-current Investments - Net 2,801.48 3,181.12
Footnotes :
(i) Aggregate amount of quoted investments and 756.09 776.18
market value thereof
(ii) Aggregate amount of unquoted investments 2,046.48 2,406.10
(iii) Aggregate amount of impairment in value of 1.09 1.16
investments
Footnotes:
8(a) Under a loan agreement for ` 0.60 crore (fully drawn and outstanding) entered into between Agro Foods Punjab Limited
(AFPL) and the Punjab State Industrial Development Corporation Limited (PSIDC), the Group has given an undertaking
to PSIDC that it will not dispose off its shares in AFPL till the monies under the said loan agreement between PSIDC and
AFPL remain due and payable by AFPL to PSIDC. During 1998-99, the Group had transferred its beneficial rights in the
shares of AFPL.
8(b) For these unquoted investments categorised under Level 3, their respective cost 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.
8(c) In respect of the Group’s investment in 2,640 equity shares of Reliance Industries Limited, there is an Injunction Order passed by
the Honourable High Court of Kanpur restraining the transfer of these shares. The share certificates are, however, in the possession
of the Group. Pending disposal of the case, dividend and fair value on these shares has not been recognised.
8(d) Investments at Fair Value Through Other Comprehensive Income (FVTOCI) reflect investment in quoted and unquoted equity
shares. These equity shares are designated as FVTOCI as they are not held for trading purpose and are not in similar line of business
as the Group, thus disclosing their fair value change in profit and loss will not reflect the purpose of holding.
8(e) During the previous year, Lakshmi Automatic Loom Works Limited had consolidated the face value of equity shares from `10/-
each to face value of ` 100/- each.
8(f ) During the current year, Voltas Water Solutions Private Limited, a dormant joint venture of the Company, had been struck off
from Registrar of Companies records w.e.f. 26 July, 2022 and accordingly investment had been written off by utilising impairment
allowance.
8(g) During the current year, shares of Lakshmi Ring Travellers (Coimbatore) Limited were tendered pursuant to the Buy Back offer
received by the Company.
8(h) Fair value has been determined basis offer of issuance of equity shares on preferential basis.
8(i) Fair value has been determined basis right issue offer announced.
9. CURRENT INVESTMENTS
Currency Face As at As at
Value 31 March, 2023 31 March, 2022
No. ` in crores No. ` in crores
A Investment in Debenture/Bonds
(at amortised cost)
Fully Paid Quoted:
The Tata Power Company Limited
10.75% Non Convertible Debentures ` 10,00,000 - - 500 52.52
Tata International Limited
9.85% Non Convertible Debentures ` 10,00,000 - - 500 50.57
Rural Electrification Corporation Limited :
8.01% Tax Free Bonds ` 1,000 50,000 5.18 - -
5.75% Tax Free Bonds ` 10,000 500 0.53 - -
8.18% Tax Free Bonds ` 10,00,000 50 5.23 - -
National Housing Bank
8.26% Tax Free Non Convertible Debentures ` 5,000 18,049 9.33 - -
Housing and Urban Development Corporation
Limited
8.51% Tax Free Bonds ` 1,000 1,50,000 15.54 - -
Indian Railway Finance Corporation Limited
8.35% Tax Free Bonds ` 10,00,000 250 27.29 - -
Bajaj Finance Limited
5.50% Non Convertible Debentures ` 10,00,000 100 10.40 - -
Housing Development Finance Limited
6.95% Non Convertible Debentures ` 10,00,000 200 21.28 - -
7.20% Non Convertible Debentures ` 10,00,000 100 10.59
105.37 103.09
B Investment in Unquoted Mutual funds 201.79 291.18
(at fair value through profit or loss)
C Investment in Inter Corporate Deposits - 40.00
(at amortised cost)
11 OTHER FINANCIAL ASSETS (NON-CURRENT) (UNSECURED, CONSIDERED GOOD UNLESS OTHERWISE STATED)
(AT AMORTISED COST)
` in crores
As at As at
31 March, 2023 31 March, 2022
(a) Security deposits 7.57 6.72
(b) Deposits with customers / others 8.63 4.67
(c) Fixed deposits with remaining maturity of more than 12 months 255.48 71.82
(d) Others 15.59 15.59
Less: Impairment Allowance 15.41 15.41
Total other financial assets (Non-current) 271.86 83.39
Footnotes :
(1) Break up of security details of other financial assets (non-current)
(i) Unsecured, considered good 271.86 83.39
(ii) Credit impaired 15.41 15.41
287.27 98.80
(2) Impairment Allowance
(i) Unsecured, considered good - -
(ii) Credit impaired 15.41 15.41
15.41 15.41
` in crores
As at As at
31 March, 2023 31 March, 2022
(i) Deferred Tax Assets
Deferred tax assets 35.56 44.00
Deferred tax liabilities - -
Deferred Tax Assets (net) 35.56 44.00
(ii) Deferred Tax Liabilities
Deferred tax assets 128.13 141.81
Deferred tax liabilities (133.41) (154.16)
Deferred tax liabilities (net) (5.28) (12.35)
` in crores
As at As at
31 March, 2023 31 March, 2022
Reconciliation of deferred tax assets (net):
Opening balance 44.00 55.77
Tax income/(expense) during the period recognised in profit or loss (8.53) 4.37
Tax income/(expense) during the period recognised in OCI - (0.07)
Exchange gain/(loss) on translation of foreign operations 0.09 -
Reclassified to deferred tax liabilities - (16.08)
Closing balance 35.56 44.00
Reconciliation of deferred tax liabilities (net):
Opening balance (12.35) -
Tax income/(expense) during the period recognised in profit or loss (12.01) (5.27)
Tax income/(expense) during the period recognised in OCI 19.08 (23.16)
Reclassified from deferred tax assets - 16.08
Closing balance (5.28) (12.35)
` in crores
As at Reclassifi- (Charged) (Charged) Exchange As at
31 March, cation to / credited / credited gain/(loss) on 31 March,
2022 deferred to to other translation 2023
tax statement compre- of foreign
liabilities of profit hensive operations
and loss income
` in crores
As at Reclassifi- (Charged) (Charged) Exchange As at
31 March, cation to / credited / credited gain/ 31 March,
2021 deferred to to other (loss) on 2022
tax statement compre- translation
liabilities of profit hensive of foreign
and loss income operations
Provision for employee benefits (including Voluntary 35.96 (35.85) 0.09 (0.07) - 0.13
Retirement Scheme)
Allowance for receivables, loans and advances 96.23 (77.92) 7.02 - - 25.33
Provision for contingencies and claims 8.55 (8.04) - - - 0.51
Unpaid statutory liabilities 3.31 (3.31) - - - -
Government Grant 1.70 (1.70) - - - -
Estimated Loss on Projects 1.15 (0.98) 0.79 - - 0.96
Unutilised brought forward loss and unabsorbed 6.79 - (6.41) - - 0.38
depreciation
MAT credit entitlement 13.58 - 2.73 - - 16.31
Free Maintenance services 6.06 (6.06) - - - -
Others 0.91 (0.86) 0.33 - - 0.38
Deferred Tax Assets 174.24 (134.72) 4.55 (0.07) - 44.00
` in crores
As at Reclassifi- (Charged) (Charged) Exchange As at
31 March, cation to / credited / credited gain/ 31 March,
2021 deferred to to other (loss) on 2022
tax statement compre- translation
liabilities of profit hensive of foreign
and loss income operations
Property, plant and equipment and intangible (30.61) 30.78 (0.17) - - -
assets
Unrealised gains on fair valuation of investments (60.47) 60.47 - - - -
through Other Comprehensive Income
Unrealised gains on fair valuation of Mutual funds (27.39) 27.39 - - - -
Deferred Tax Liabilities (118.47) 118.64 (0.17) - - -
Deferred Tax Assets (net) 55.77 (16.08) 4.37 (0.07) - 44.00
(3) Trade receivables are non interest bearing and are generally on terms of 7 to 30 days in case of sale of products and in case of long
term construction contracts, payment is generally due upon completion of milestone as per terms of contract. In certain contracts,
short term advances are received before the performance obligation is satisfied.
(4) The Group applies the expected credit loss (ECL) model for measurement and recognition of impairment losses on trade
receivables and contract assets. The Group follows the simplified approach for recognition of impairment allowance on trade
receivables and contract assets. The application of the simplified approach does not require the Group to track changes in credit
risk. Rather, it recognises impairment allowance based on lifetime ECLs at each reporting date. ECL impairment loss allowance (or
reversal) recognised during the period is recognised in the Statement of Profit and Loss. This amount is reflected under the head
‘other expenses’ in the Statement of Profit and Loss.
` in crores
As at As at
31 March, 2023 31 March, 2022
Balance at the beginning of the year 504.59 442.82
Allowances / (write back) during the year 223.27 93.49
Written off against past provision (32.96) (31.72)
Balance at the end of the year 694.90 504.59
250
(6) Trade receivables (current) ageing :
As at 31 March, 2023
Voltas Limited
` in crores
Particulars Not Due Outstanding for following periods from due date of payment Total
Less than 6 6 months- 1-2 years 2-3 years More than
months 1 year 3 Years
(i) Undisputed Trade Receivables - Considered Good 934.49 717.98 241.71 252.00 59.35 40.81 2,246.34
(ii) Undisputed Trade Receivables - Considered Doubtful - - - 66.05 130.41 106.11 302.57
(iii) Disputed Trade Receivables - Considered Good - - - 71.94 0.05 14.66 86.65
(iv) Disputed Trade Receivables - Considered Doubtful - - - 7.42 6.19 104.02 117.63
Total : Trade receivables (Current) 934.49 717.98 241.71 397.41 196.00 265.60 2,753.19
As at 31 March, 2022
` in crores
Particulars Not Due Outstanding for following periods from due date of payment Total
Less than 6 6 months- 1-2 years 2-3 years More than
months 1 year 3 Years
(i) Undisputed Trade Receivables - Considered Good 1,135.20 711.26 200.20 123.29 49.09 29.73 2,248.77
(ii) Undisputed Trade Receivables - Considered Doubtful - - - 0.87 52.08 136.52 189.47
(iii) Disputed Trade Receivables - Considered Good - - - 10.31 7.64 15.01 32.96
(iv) Disputed Trade Receivables - Considered Doubtful - - - - 0.14 27.96 28.10
Total : Trade receivables (Current) 1,135.20 711.26 200.20 134.47 108.95 209.22 2,499.30
CORPORATE OVERVIEW STATUTORY REPORTS FINANCIAL STATEMENTS
` in crores
Particulars As at 31 March, 2023
Borrowings Lease liabilities
Opening balance 343.19 17.64
Cash flows 272.78 (9.99)
New leases - 23.43
Accretion of interest - 3.53
Closing balance 615.97 34.61
` in crores
Particulars As at 31 March, 2022
Borrowings Lease liabilities
Opening balance 251.40 9.21
Cash flows 91.79 (8.70)
New leases - 15.46
Foreign exchange management * -
Accretion of interest - 1.67
Closing balance 343.19 17.64
* less than ` 50,000/-
(b) At 31 March, 2023, the Group had available ` 869.65 crores (31 March, 2022: ` 1,130.51 crores) of undrawn committed borrowing
facilities. Sanction limits of domestic operations are secured against inventories, receivables and other current assets.
` in crores
As at As at
31 March, 2023 31 March, 2022
Earmarked balances - unpaid dividend Accounts 7.55 7.79
Margin money 8.11 4.98
Total Other Bank balances 15.66 12.77
Footnote :
Margin money deposit is placed as guarantee to project customers and Government authorities.
20
OTHER FINANCIAL ASSETS (CURRENT) (UNSECURED, CONSIDERED GOOD UNLESS OTHERWISE STATED)
(AT AMORTISED COST)
` in crores
As at As at
31 March, 2023 31 March, 2022
(a) Security deposits 17.98 20.18
(b) Inter-corporate deposits 185.00 -
(c) Due from related parties 39.44 -
(d) Interest accrued 13.70 5.30
(e) Recovery against bank guarantees encashment 135.83 -
(f ) Fixed deposits with remaining maturity of less than12 months - 0.04
(g) Others 106.98 60.68
489.93 86.20
Less: Impairment Allowance 146.04 6.35
Total other financial assets (Current) 352.89 79.85
Footnotes :
22 SHARE CAPITAL
` in crores
As at As at
31 March, 2023 31 March, 2022
Authorised:
1,10,00,00,000 (31 March, 2022: 1,10,00,00,000) Equity Shares of ` 1/- each 110.00 110.00
40,00,000 (31 March, 2022: 40,00,000) Preference Shares of ` 100/- each 40.00 40.00
150.00 150.00
Issued, Subscribed and Paid up:
33,08,84,740 (31 March, 2022: 33,08,84,740) Equity Shares of ` 1/- each 33.09 33.09
Less :Calls-in-Arrears [1,19,850 shares (31 March, 2022: 1,22,500 shares) 0.01 0.01
[Refer footnote 22 (d)]
Total share capital 33.08 33.08
Footnotes:
Terms / Rights attached to equity shares
(a) The Company has one class of equity shares having a par value of ` 1 per share. Each shareholder is eligible for one vote per
share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders at the ensuing Annual
General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the
remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding and are subject
to preferential rights of the Preference Shares (if issued).
(b) A reconciliation of the number of shares outstanding at the beginning and at the end of the reporting period :
(c) Details of equity shares held by shareholders holding more than 5% shares in the Company:
(d) As per the records of the Company, no calls remained unpaid by the Directors and Officers of the Company as on 31 March, 2023
(31 March, 2022 : Nil).
23 OTHER EQUITY
` in crores
As at As at
31 March, 2023 31 March, 2022
(1) Capital Reserve 13.72 13.72
(2) Capital Redemption Reserve 1.26 1.26
(3) Securities Premium 4.77 4.77
(4) General Reserve 1,458.15 1,438.15
(5) Staff Welfare Reserve 0.01 0.01
(6) Exchange difference on translation of foreign operations through other 50.98 39.35
comprehensive income
(7) Legal Reserve 3.57 2.72
(8) Equity instruments fair value through other comprehensive income 736.28 805.85
(9) Retained Earnings 3,150.25 3,160.65
Total other equity 5,418.99 5,466.48
` in crores
As at As at
31 March, 2023 31 March, 2022
(c) Deductions :
- Dividend 181.99 166.06
- Transfer to Legal Reserve 0.85 0.04
- Transfer from other comprehensive income (net of tax) - 15.77
- Transfer to General Reserve 20.00 20.00
202.84 201.87
Closing Balance 3,150.25 3,160.65
Total other equity 5,418.99 5,466.48
Securities Premium :
Securities Premium represents the surplus of proceeds received over the face value of shares, at the time of issue of shares. This reserve
can be utilised only for limited purposes such as issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.
Legal Reserve :
In case of some foreign subsidiaries, an amount equal to 10% of the annual net profit is transferred to Legal Reserve in compliance with
requirement of local laws. This reserve is not available for distribution.
Retained Earnings :
The balance in the Retained Earnings primarily represents the surplus after payment of dividend and transfer to reserves.
28 PROVISIONS (NON-CURRENT)
` in crores
As at As at
31 March, 2023 31 March, 2022
Provision for employee benefits :
(i) Provision for gratuity (Refer Note 48) 43.72 57.72
(ii) Pension obligations (Refer Note 48) 38.84 39.56
(iii) Provision for compensated absences 3.32 0.22
(iv) Post retirement medical benefits (Refer Note 48) 6.09 5.53
Total non-current provisions 91.97 103.03
Footnote :
Government grants have been received for the purchase of certain items of property, plant and equipment. There are no unfulfilled
conditions or contingencies attached to these grants.
33 TRADE PAYABLES
` in crores
As at As at
31 March, 2023 31 March, 2022
Trade payables :
(a) Total outstanding dues of micro and small enterprises 248.33 144.19
(b) Total outstanding dues of creditors other than micro and small enterprises 2,764.30 2,797.86
Total trade payables 3,012.63 2,942.05
Footnotes :
(1) Trade payables are non interest bearing and are normally settled on 30 days to 365 days credit term.
260
(2) Trade payables ageing :
As at 31 March, 2023
` in crores
Voltas Limited
Particulars Unbilled Not Due Outstanding for following periods from due Total
date of payment
Less than 1 1-2 years 2-3 years More than
year 3 years
(i) MSME - 90.47 139.45 11.16 3.14 4.11 248.33
(ii) Others 110.68 1,048.74 1,322.23 96.68 52.31 132.23 2,762.87
(iii) Disputed dues – MSME - - - - - - -
(iv) Disputed dues - Others - - - - - 1.43 1.43
Total 110.68 1,139.20 1,461.69 107.84 55.45 137.77 3,012.63
As at 31 March, 2022
` in crores
Particulars Unbilled Not Due Outstanding for following periods from due Total
date of payment
Less than 1 1-2 years 2-3 years More than
year 3 years
(i) MSME - 69.47 69.21 2.37 1.45 1.69 144.19
(ii) Others 59.32 1,631.01 904.94 56.85 51.17 92.69 2,795.98
(iii) Disputed dues – MSME - - - - - - -
(iv) Disputed dues - Others - - - - 0.42 1.46 1.88
Total 59.32 1,700.48 974.15 59.22 53.04 95.84 2,942.05
CORPORATE OVERVIEW STATUTORY REPORTS FINANCIAL STATEMENTS
35 PROVISIONS (CURRENT)
` in crores
As at As at
31 March, 2023 31 March, 2022
(a) Provision for employee benefits
(i) Provision for gratuity (Refer Note 48) 5.14 9.47
(ii) Pension obligations (Refer Note 48) 3.79 3.56
(iii) Provision for compensated absences 27.89 37.20
(iv) Post retirement medical benefits (Refer Note 48) 0.24 0.29
(b) Provision for Trade Guarantees 87.31 63.76
(c) Provision for Contingencies for tax matters 41.63 44.57
Total provision (current) 166.00 158.85
Footnotes :
A. Provisions for trade guarantees
Opening balance 63.76 46.98
Addition 67.60 53.94
Less : Utilisation 43.34 33.47
Less : Reversal 0.71 3.69
Closing balance 87.31 63.76
38 OTHER INCOME
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
(a) Dividend Income
- From equity investments measured at FVTOCI 6.91 5.02
(b) Interest Income
- On sundry advances, deposits, customers’ balances, etc. 0.03 28.68
- On Inter corporate deposits and deposits with banks 16.27 2.82
- On Income-tax refunds 2.48 1.17
- On financial instruments measured at amortised cost 25.81 26.51
(c) Gain on sale / fair valuation of financial assets measured at FVTPL 63.24 81.09
(d) Exchange differences (Net) 7.46 8.85
(e) Rental income 24.60 24.40
(f ) Other non-operating income 21.65 10.65
Total other income 168.45 189.19
41 FINANCE COSTS
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
Interest expense
(a) on borrowings from banks and others 26.06 22.67
(b) on delayed payment of income tax - 1.52
(c) on lease liabilities 3.53 1.68
Total finance costs 29.59 25.87
44 EXCEPTIONAL ITEMS
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
Provision arising out of cancellation of contract and encashment of bank guarantees (243.82) -
(Refer footnote)
Total exceptional Items (243.82) -
Footnote :
It denotes provision made in respect of receivables and bank guarantees issued under two overseas contracts, pursuant to the unilateral
encashment of the bank guarantees/termination of the Contract by the Contractors. The Company has initiated legal proceedings
against the main contractors for recovery of the proceeds of bank guarantees and due amounts from them.
45 INCOME TAX
Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate for the year ended 31 March, 2023
and 31 March, 2022
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
Profit before tax 307.14 697.30
Indian statutory income tax rate 25.17% 25.17%
Income-tax expense at India’s statutory income tax rate 77.30 175.50
Effect of adjustments to reconcile the expected tax expense to reported income tax
expense:
Effect of exempt income (2.91) (2.85)
Effect of unused tax losses 83.44 27.41
Effect of non-deductible expenses 4.28 5.59
Effect of income which is taxed at special rates (0.20) (11.01)
Adjustment of tax relating to earlier periods (0.95) (1.41)
Effect of different tax rates in the components 8.93 0.17
Change in Tax rate 4.48 -
Others (3.45) (2.10)
170.92 191.30
(A) Commitments :
` in crores
As at As at
31 March, 2023 31 March, 2022
(i) Estimated amount of contracts remaining to be executed on capital 126.91 101.13
account and not provided for
(ii) As per the E-Waste (Management) Rules, 2016, as amended, the Group has an obligation to complete the Extended Producer
Responsibility targets, only if it is a participant in the market during a financial year. The obligation for a financial year is
measured based on sales made in the preceding 10th year and the Group has fulfilled its obligation for the current financial
year. In accordance with Appendix B of Ind AS 37, ‘Provisions, Contingent Liabilities and Contingent Assets’, the Group will
have an e-waste obligation for future years, only if it participates in the market in those years.
48 EMPLOYEE BENEFITS
The Company has defined benefit Gratuity, Post retirement medical benefits, Pension plans and Trust managed Provident fund
plan as given below:
(i) Gratuity
Every employee who has completed five years of services, is entitled to Gratuity benefits. The Gratuity plan for Indian
employees is governed by the Payment of Gratuity Act, 1972. The Gratuity plan provides lumpsum payments to vested
employees at retirement, death while in employment, or termination of employment being an amount equivalent to 15
days salary for each completed year of service. The Company also provides similar Gratuity benefits to overseas employee.
The Gratuity plan for Indian employees is funded and for overseas employees is unfunded.
(a) The following table summaries the components of net benefit expenses recognised in statement of profit or loss, other
comprehensive income, the funded status and amount recognised in the balance sheet for the respective plans as on
the reporting dates:
` in crores
Gratuity funded Gratuity unfunded Pension Post retirement
medical benefits
2022-23 2021-22 2022-23 2021-22 2022-23 2021-22 2022-23 2021-22
Current service cost 6.23 3.40 9.35 7.75 - - 0.19 0.19
Net interest expense 1.10 (0.69) 2.06 1.57 3.16 2.88 0.43 0.42
Components of defined benefit costs 7.33 2.71 11.42 9.32 3.16 2.88 0.62 0.61
recognised in profit or loss
Remeasurement on the defined benefit plans:
Return on plan assets (0.68) (2.13) - - - - - -
Actuarial (gains) / losses arising from changes in - (0.04) 0.10 - - 2.96 - 0.50
demographic assumptions
Actuarial (gains) / losses arising from changes in (4.63) 9.70 (14.04) 10.15 (0.60) (1.28) (0.11) (0.18)
financial assumptions
Actuarial (gains) / losses arising from experience (1.45) 0.52 (1.19) (1.19) 0.62 0.71 1.28 (0.13)
adjustments
Components of defined benefit costs (6.76) 8.05 (15.13) 8.96 0.02 2.39 1.18 0.19
recognised in other comprehensive income
Change in benefit obligation
Opening defined benefit obligation 51.43 40.20 62.35 51.95 43.12 41.37 5.82 6.06
CORPORATE OVERVIEW
adjustments
Transfer of obligation on account of transfer of 0.02 0.05 - - - - - -
employee from group companies
Exchange differences on foreign plans - - 3.28 2.19 - - - -
Benefits paid (4.51) (5.19) (13.06) (10.07) (3.68) (3.52) (1.28) (1.04)
Closing defined benefit obligation 51.60 51.43 48.86 62.35 42.63 43.12 6.33 5.82
267
48 EMPLOYEE BENEFITS (Contd.)
268
Change in plan assets
` in crores
2022-23 2021-22
Voltas Limited
Opening fair value of plan assets 46.59 50.14
Interest income 3.41 3.49
Remeasurement gain / (losses):
Return on plan assets 0.68 2.13
Contributions from the employer 13.57 (3.98)
Benefits paid (4.51) (5.19)
Closing fair value of plan assets 59.74 46.59
The amount included in the Balance Sheet arising from the Company’s obligation in respect of its defined benefit plans are as follows:
` in crores
Gratuity funded Gratuity unfunded Pension Post retirement
medical benefits
2022-23 2021-22 2022-23 2021-22 2022-23 2021-22 2022-23 2021-22
Present value of funded defined benefit obligation (51.60) (51.43) (48.86) (62.35) (42.63) (43.12) (6.33) (5.82)
Fair value of plan assets 59.74 46.59 - - - - - -
Net (liability) / asset arising from defined 8.13 (4.84) (48.86) (62.35) (42.63) (43.12) (6.33) (5.82)
benefit obligation
(b) The major categories of plan assets as a percentage of total plan:
Category of investments:
Gratuity funded
As at As at
31 March, 2023 31 March, 2022
Government of India securities 57% 56%
Corporate bonds 31% 33%
Mutual funds 8% 8%
Others (Interest accrued, Balances with banks) 4% 3%
100% 100%
48 EMPLOYEE BENEFITS (Contd.)
(c) The principal assumptions used for the purposes of the actuarial valuations are as follows.
` in crores
Gratuity funded Gratuity unfunded Pension Post retirement
medical benefits
As at As at As at As at As at As at As at As at
31 March, 31 March, 31 March, 31 March, 31 March, 31 March, 31 March, 31 March,
2023 2022 2023 2022 2023 2022 2023 2022
Projected benefit obligations on current 51.60 51.43 48.86 62.35 42.63 43.12 6.33 5.82
assumptions
+1% increase in discount rate (2.99) (4.27) (3.73) (6.15) (2.93) (3.15) (0.14) (0.13)
STATUTORY REPORTS
-1% decrease in discount rate 3.39 4.97 4.34 7.33 3.36 3.63 0.18 0.17
+ 1% increase in salary/pension/medical cost 3.24 4.79 4.42 7.19 3.38 3.64 0.15 0.13
inflation
-1% decrease in salary/pension/medical cost (1.35) (1.75) (3.86) (6.16) (3.00) (3.21) (0.15) (0.13)
inflation
+1% increase in rate of employee turnover 0.11 (0.22) 1.03 (0.45) NA NA (0.04) (0.03)
-1% decrease in rate of employee turnover (0.13) 0.25 (1.15) 0.51 NA NA 0.03 0.03
269
48 EMPLOYEE BENEFITS (Contd.)
270
The above sensitivity analysis may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions
would occur in isolation of one another as some of the assumptions may be correlated.
Further, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit
Voltas Limited
method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognised in the balance
sheet.
The expected maturity analysis of undiscounted defined benefit obligation (Funded and Unfunded) is as follows:
` in crores
Gratuity funded Gratuity unfunded Pension Post retirement
medical benefits
As at As at As at As at As at As at As at As at
31 March, 31 March, 31 March, 31 March, 31 March, 31 March, 31 March, 31 March,
2023 2022 2023 2022 2023 2022 2023 2022
Within 1 year 7.04 3.80 4.94 4.51 3.79 3.56 0.27 0.29
Between 1 and 2 years 5.20 2.09 2.37 2.71 3.84 3.63 0.28 0.30
Between 2 and 3 years 5.03 4.68 3.61 3.74 3.87 3.68 0.29 0.32
Between 3 and 4 years 5.23 3.47 2.82 3.54 3.88 3.71 0.31 0.33
Between 4 and 5 years 4.25 3.90 3.86 2.64 3.87 3.73 0.33 0.35
Beyond 5 years 24.89 33.49 31.26 45.22 23.38 24.81 4.85 4.23
The contribution expected to be made by the Company during the financial year 2022-23 is ` 6.00 crores (31 March, 2022: ` 6.00 crores).
The average duration of the defined benefit plan obligation at the end of the reporting period is 12 years (31 March, 2022: 11 years).
Contribution to Provident Fund is made to trusts administered by the Company. In terms of guidance note issued by the Institute of Actuaries of India, the
Actuary has provided a valuation of Provident fund liability based on the assumptions listed and determined that there is no shortfall as at 31 March, 2023.
The details of the fund and plan assets position are as follows:
` in crores
As at As at
31 March, 2023 31 March, 2022
Fair value of plan assets 239.74 323.55
Present value of defined obligation 231.93 316.17
Contribution during the year (Employee and Employer Contribution) 24.45 30.09
48 EMPLOYEE BENEFITS (Contd.)
The principal assumptions used for the purposes of the actuarial valuations are as follows:
As at As at
31 March, 2023 31 March, 2022
% %
Guaranteed Interest rate 8.15% 8.50%
Discount Rate for the remaining term to maturity of Interest portfolio 7.52% 7.33%
Risk Analysis
The Company is exposed to the following Risks in the defined benefits plans :
Investment Risk: The present value of the defined benefit obligation is calculated using a discount rate which is determined by reference to market yields at
the end of the reporting period on government bonds. If the return on plan assets is below this rate, it will create a plan deficit.
Interest risk: A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by increase in the return on the plan’s debt
investments.
Longevity risk: The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both
during and after their employment. An increase in the life expectancy of the plan participants will increase the plan’s liability.
Salary growth risk: The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. An increase in the
CORPORATE OVERVIEW
271
49. (A) SEGMENT INFORMATION
For management purposes, the Group is organised into business units based on its products and services and has three reportable
segments, as follows:
Engaged in manufacturing, selling and after sales services of cooling appliances and cold storage products.
Facilities Maintenance and Hard Services: Operations and Maintenance (O&M) contracts in various sectors, AMCs, Retrofits and
Energy Management, etc.
Electro-Mechanical Projects (MEP): Electricals, HVAC (Heating, Ventilation & Air Conditioning), Plumbing, Fire Fighting, Extra Low
Voltage (ELV) and Specialised services.
Water Solutions: Comprises Water Treatment solutions for Industrial, Oil and Gas and Domestic Sewage Segments and last mile
connectivity of water tab under various Government schemes.
Textile Machinery : Sales and Service of capital machinery for Textile Industry and sale of spares and accessories for Textile
equipment.
Mining and Construction Equipment: Engaged in selling of mining and construction equipment and providing operations
and maintenance services for mining and construction industry.
1 SEGMENT REVENUE
` in crores
2022-23 2021-22
(a) Segment - A ( Unitary Cooling Products ) 6,474.50 4,881.92
(b) Segment - B ( Electro - Mechanical Projects and Services ) 2,402.91 2,470.49
(c) Segment - C ( Engineering Products and Services ) 521.96 488.66
Segment Total 9,399.37 7,841.07
Add : Other operating income 99.40 93.38
Revenue from operations 9,498.77 7,934.45
Footnotes :
(i) Revenue contributed by any single customer in any of the operating segments, whether reportable or otherwise, does not
exceed ten percent of the Group’s total revenue.
(ii) The Group’s reportable segments are organised based on the nature of products and services offered by these segments.
Accordingly, additional disclosures for revenue information about products and services are not applicable.
(2) Saudi Ensas Company for Saudi Arabia 100.00 0.03 1.84 2.35 3.20 0.40 (0.16) 3.11 3.04
Engineering Services W.L.L.
(3) Voltas Netherlands B.V. The Netherlands 100.00 1.47 80.40 2.06 2.81 (11.33) 4.35 7.32 7.16
(4) Voltas Oman SPC Sultanate of 100.00 (0.80) (43.44) 1.35 1.84 11.33 (4.35) (2.56) (2.51)
(subsidiary through Voltas Oman
Netherlands B.V. w.e.f. 25
November, 2021)
(5) Weathermaker FZE Dubai, United 100.00 0.55 30.05 (1.16) (1.58) (6.94) 2.67 1.11 1.09
STATUTORY REPORTS
Arab Emirates
(6) Voltas Qatar W.L.L. Qatar 97.00 (0.56) (30.66) (152.78) (208.12) (18.56) 7.13 (205.47) (200.99)
(7) Universal MEP Projects Pte Singapore 100.00 1.31 71.42 (0.21) (0.28) 4.60 (1.77) (2.10) (2.05)
Limited (w.e.f. 04 August,
2021)
(c ) Non-controlling interests in all (0.76) (41.65) 0.89 1.21 - - 1.24 1.21
subsidiaries
275
50 ADDITIONAL INFORMATION AS REQUIRED BY PARAGRAPH 2 OF THE GENERAL INSTRUCTIONS FOR PREPARATION OF CONSOLIDATED FINANCIAL
276
STATEMENTS TO SCHEDULE III TO THE COMPANIES ACT, 2013 (Contd.)
Name of the Entity Country of Ownership Net assets (total assets Share of profit or (loss) Share in other Share in total
Incorporation in % minus total liabilities) comprehensive income comprehensive income
Voltas Limited
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated ` in crores consolidated ` in crores consolidated ` in crores consolidated ` in crores
net assets profit or loss other total
comprehensive comprehensive
income income
As at Year ended Year ended Year ended
31 March, 2023 31 March, 2023 31 March, 2023 31 March, 2023
III Joint Ventures
(a) Indian
(1) Voltbek Home Appliances India 49.00 (7.73) (421.22) (90.19) (122.86) - - (125.60) (122.86)
Private Limited
(b) Foreign
(1) Olayan Voltas Contracting Saudi Arabia 50.00 (0.37) (20.24) - - - - - -
Company Limited
(2) Universal Voltas L.L.C. United Arab 49.00 0.96 52.22 0.21 0.28 (9.28) 3.56 3.94 3.85
Emirates
IV Adjustments arising out of (28.31) (1,544.26) (802.49) (1,093.13) 7.67 (2.94) (1,120.51) (1,096.08)
consolidation
V Associates
(a) Indian
(1) Naba Diganta Water India 26.00 0.08 4.59 1.42 1.93 - - 1.97 1.93
Management Limited
(2) Brihat Trading Private Limited India 33.23 - - - - - - - -
100.00 5,452.07 100.00 136.22 100.00 (38.40) 100.00 97.82
* Value below ` 50,000/-
50 ADDITIONAL INFORMATION AS REQUIRED BY PARAGRAPH 2 OF THE GENERAL INSTRUCTIONS FOR PREPARATION OF CONSOLIDATED FINANCIAL
STATEMENTS TO SCHEDULE III TO THE COMPANIES ACT, 2013 (Contd.)
Name of the Entity Country of Ownership Net assets (total assets Share of profit or (loss) Share in other Share in total
Incorporation in % minus total liabilities) comprehensive income comprehensive income
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated ` in crores consolidated ` in crores consolidated ` in crores consolidated ` in crores
net assets profit or loss other total
comprehensive comprehensive
income income
As at Year ended Year ended Year ended
31 March, 2022 31 March, 2022 31 March, 2022 31 March, 2022
I Voltas Limited (Parent Company) 101.26 5,568.70 115.31 583.47 97.73 165.97 110.89 749.44
II Subsidiaries
(a) Indian
(1) Universal MEP Projects & India 100.00 2.78 153.10 1.52 7.70 0.08 0.13 1.16 7.83
Engineering Services Limited
(formerly known as Rohini
Industrial Electricals Limited)
(2) Hi-Volt Enterprises Private India 100.00 * 0.01 * * - - * *
Limited (w.e.f. 13 September,
2021)
(b) Foreign
CORPORATE OVERVIEW
(1) Lalbuksh Voltas Engineering Sultanate of 60.00 1.68 92.16 0.95 4.79 2.32 3.94 1.29 8.73
Services and Trading L.L.C. Oman
(2) Saudi Ensas Company for Saudi Arabia 100.00 (0.02) (1.32) (0.15) (0.76) 0.85 1.44 0.10 0.68
Engineering Services W.L.L.
(3) Voltas Netherlands B.V. The Netherlands 100.00 1.33 73.24 4.03 20.39 (0.66) (1.12) 2.85 19.27
(4) Voltas Oman SPC Sultanate of 100.00 (0.76) (41.96) 0.63 3.17 (1.19) (2.01) 0.17 1.16
(subsidiary through Voltas Oman
Netherlands B.V. w.e.f. 25
November, 2021) (formerly
known as Voltas Oman L.L.C.)
STATUTORY REPORTS
(5) Weathermaker FZE Dubai, United 100.00 0.53 28.96 (1.06) (5.37) 0.45 0.77 (0.68) (4.60)
(formerly known as Arab Emirates
Weathermaker Limited) (Re-
domiciliation
from earlier Isle
of Man)
(6) Voltas Qatar W.L.L. Qatar 97.00 3.09 170.19 5.75 29.11 (0.17) (0.28) 4.27 28.83
(7) Universal MEP Projects Pte Singapore 100.00 * (0.05) (0.01) (0.05) * * (0.01) (0.05)
277
subsidiaries
50 ADDITIONAL INFORMATION AS REQUIRED BY PARAGRAPH 2 OF THE GENERAL INSTRUCTIONS FOR PREPARATION OF CONSOLIDATED FINANCIAL
278
STATEMENTS TO SCHEDULE III TO THE COMPANIES ACT, 2013 (Contd.)
Name of the Entity Country of Ownership Net assets (total assets Share of profit or (loss) Share in other Share in total
Incorporation in % minus total liabilities) comprehensive income comprehensive income
Voltas Limited
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated ` in crores consolidated ` in crores consolidated ` in crores consolidated ` in crores
net assets profit or loss other total
comprehensive comprehensive
income income
As at Year ended Year ended Year ended
31 March, 2022 31 March, 2022 31 March, 2022 31 March, 2022
III Joint Ventures
(a) Indian
(1) Voltas Water Solutions Private India 50.00 - - - - - - - -
Limited
(2) Voltbek Home Appliances India 49.00 3.73 204.87 (21.52) (108.91) - - (16.12) (108.91)
Private. Limited
(b) Foreign
(1) Olayan Voltas Contracting Saudi Arabia 50.00 - - (0.05) (0.25) - - - -
Company Limited
(2) Universal Voltas L.L.C. United Arab 49.00 0.94 51.82 (0.52) (2.64) - - (0.39) (2.64)
Emirates
IV Adjustments arising out of (14.03) (771.47) (5.54) (28.05) (0.38) (0.65) (4.29) (28.97)
consolidation
V Associates
(a) Indian
(1) Naba Diganta Water India 26.00 0.17 9.38 0.30 1.50 - - 0.22 1.50
Management Limited
(2) Brihat Trading Private Limited India 33.23 - - - - - - - -
100.00 5,499.56 100.00 506.00 100.00 169.82 100.00 675.82
* Value below ` 50,000/-
CORPORATE OVERVIEW STATUTORY REPORTS FINANCIAL STATEMENTS
Party Relation
Tata 1mg Technologies Private Limited (w.e.f. 9 June, 2021)
Tata Advanced Systems Limited (merged with TAL Manufacturing Solutions Limited)
Tata Africa Holdings (Kenya) Limited
Tata AIA Life Insurance Company Limited
Tata AIG General Insurance Company Limited
Tata Asset Management Private Limited (formerly known as Tata Asset Management Limited)
Tata Autocomp Hendrickson Suspensions Private Limited (formerly known as Taco Hendrickson
Suspensions Private Limited)
Tata Autocomp Systems Limited
Tata Boeing Aerospace Limited (formerly known as Tata Aerospace Limited)
Tata Capital Financial Services Limited
Tata Capital Housing Finance Limited
Tata Capital Limited
Tata Communications Limited
Tata Communications Payment Solutions Limited
Tata Communications Transformation Services Limited
Tata Consultancy Services Limited
Tata Consulting Engineers Limited
Tata De Mocambique, Limitada
Tata Digital Private Limited (formerly known as Tata Digital Limited)
Tata Electronics Private Limited (formerly known as TRIL Bengaluru Real Estate Four Private
Limited)
Tata Elxsi Limited
Tata Ficosa Automotive Systems Private Limited (formerly known as Tata Ficosa Automotive
Systems Limited)
Tata Housing Development Company Limited
Tata Industries Limited
Tata International Limited
Tata International Metals (UK) Limited (formerly known as Tata Steel International (UK) Limited)
Tata International Vehicle Applications Private Limited (formerly known as Tata International DLT
Private Limited)
Tata Investment Corporation Limited
Tata Lockheed Martin Aerostructures Limited
Tata Medical and Diagnostics Limited
Tata Play Limited (formerly known as Tata Sky Limited)
Tata Play Broadband Private Limited
Tata Realty and Infrastructure Limited
Tata Sikorsky Aerospace Limited (formerly known as Tara Aerospace Systems Limited)
Tata Teleservices (Maharashtra) Limited
Tata Teleservices Limited
Tata Toyo Radiator Limited
Tata Unistore Limited (w.e.f. 9 December, 2022)
TCS Foundation
TM Automotive Seating Systems Private Limited
TRIL Infopark Limited (upto 8 July, 2022)
TRIL IT4 Private Limited (formerly known as Albrecht Builder Private Limited)
TRIL Urban Transport Private Limited
281
51 RELATED PARTY DISCLOSURES (Contd.)
282
(b) Related Party Transactions (Contd.)
` in crores
Sr. Year Transactions Associates Joint Promoter Subsidiaries Key Directors Employee Total
No. Ventures and Joint Management Benefit
Voltas Limited
Ventures of Personnel Funds
Promoter
14 2022-23 Consulting expenses - - - 0.06 - - - 0.06
2021-22 - - - 1.97 - - - 1.97
15 2022-23 Tata Brand Equity - - 13.65 - - - - 13.65
2021-22 - - 12.70 - - - - 12.70
16 2022-23 Purchase of goods / services for - 6.85 - 0.03 - - - 6.88
execution of contracts
2021-22 - 19.59 - - - - - 19.59
17 2022-23 Impairment in value of Investment - - - - - - - -
2021-22 - 0.25 - - - - - 0.25
18 2022-23 Other Expenses- Recovery of - 39.44 - 0.28 - - - 39.72
expenses
2021-22 - 36.30 0.15 1.13 - - - 37.58
19 2022-23 Other Expenses- Reimbursement - 8.20 0.13 18.08 - - - 26.42
of expenses
2021-22 - 0.20 - 14.82 - - - 15.02
20 2022-23 Purchase of property, plant and - 0.01 - 0.05 - - - 0.06
equipment
2021-22 - * - 0.95 - - - 0.95
21 2022-23 Redemption of Investments in - - - 50.00 - - - 50.00
Bonds / Debentures
2021-22 - - - 3.00 - - - 3.00
22 2022-23 Investments in Equity shares - 122.50 - - - - - 122.50
2021-22 - 93.10 - - - - - 93.10
23 2022-23 Security deposit at the end of the - - - 3.03 - - - 3.03
year
2021-22 - - - 3.02 - - - 3.02
24 2022-23 Security Deposit Refunded - - - - - - - -
2021-22 - - - 4.48 - - - 4.48
25 2022-23 Provision for Debts and Advances - * - 0.66 - - - 0.66
at year end
2021-22 - * * 0.72 - - - 0.72
51 RELATED PARTY DISCLOSURES (Contd.)
(b) Related Party Transactions (Contd.)
` in crores
Sr. Year Transactions Associates Joint Promoter Subsidiaries Key Directors Employee Total
No. Ventures and Joint Management Benefit
Ventures of Personnel Funds
Promoter
26 2022-23 Advance Outstanding at year end - - - 0.12 - - - 0.12
2021-22 - - 0.04 0.12 - - - 0.16
27 2022-23 Debit Balance Outstanding at year 0.03 32.85 - 70.26 - - - 103.14
end
2021-22 0.51 33.44 - 71.51 - - - 105.46
28 2022-23 Credit Balance Outstanding at - * 9.87 1.99 4.00 2.70 - 18.56
year end
2021-22 - - 8.74 0.08 3.08 2.30 4.38 18.58
29 2022-23 Guarantees Outstanding at year end - 82.13 - - - - - 82.13
2021-22 - 75.75 - - - - - 75.75
30 2022-23 Contract Revenue in excess of - 0.01 - 4.28 - - - 4.29
Billing
2021-22 - * - 2.88 - - - 2.88
31 2022-23 Billing in excess of Contract - - - 0.90 - - - 0.90
CORPORATE OVERVIEW
Revenue
2021-22 - 0.04 - 1.60 - - - 1.64
32 2022-23 Contribution to Employee benefit - - - - - - 13.21 13.21
fund
2021-22 - - - - - - 11.59 11.59
* Value below ` 50,000/-
STATUTORY REPORTS
283
52 RESEARCH AND DEVELOPMENT EXPENDITURE
` in crores
2022-23 2021-22
Expenditure at Department of Scientific and
Industrial Research (DSIR) approved R&D centers
(1) Revenue expenditure 2.01 2.58
UPBG, Pantnagar 1.92 1.34
CAC-PS , Thane 0.09 1.24
(2) Capital expenditure 1.04 0.97
UPBG, Pantnagar 1.04 0.97
Expenditure at other R&D centers
(UPBG at Faridabad, Waghodia and Pantnagar)
(1) Revenue expenditure 12.76 10.19
(2) Capital expenditure 0.36 0.51
Total R&D expenditure 16.17 14.25
(1) Revenue expenditure 14.77 12.77
UPBG 9.54 11.53
CAC-PS 5.23 1.24
(2) Capital expenditure 1.40 1.48
UPBG 1.32 1.48
CAC-PS 0.08 -
Business Segments :
UPBG : Unitary Cooling Products
CAC-PS : Commercial AC - Product Sales
* The above Investments does not include equity investments in associates and joint ventures which are accounted as per equity method and hence are not required to
be disclosed as per Ind AS 107 “Financial Instruments Disclosures”.
STATUTORY REPORTS
Management has assessed that Cash and cash equivalents, Other balances with banks, Loans, Trade receivables, Other financial assets, Trade payables, Borrowings, Lease
liabilities and Other financial liabilities carried at amortised cost approximate their carrying amounts largely due to the short-term maturities of these instruments.
Abbreviations :
FVTPL - Fair Value Through Profit or Loss. FVTOCI - Fair Value Through Other Comprehensive Income.
285
53 FINANCIAL INSTRUMENTS (Contd.)
B. Fair value hierarchy :
The fair value measurement hierarchy of the Group’s assets and liabilities are as follows:
` in crores
Level 1 Level 2 Level 3
As at As at As at As at As at As at
31 March, 31 March, 31 March, 31 March, 31 March, 31 March,
2023 2022 2023 2022 2023 2022
Financial assets
At fair value through profit or loss
- Investment 1,649.88 1,992.12 49.92 49.39 - -
At fair value through Other Comprehensive
Income
- Investment 613.71 595.50 - - 276.78 387.93
TOTAL 2,263.59 2,587.62 49.92 49.39 276.78 387.93
` in crores
Level 1 Level 2 Level 3
As at As at As at As at As at As at
31 March, 31 March, 31 March, 31 March, 31 March, 31 March,
2023 2022 2023 2022 2023 2022
Financial liabilities
At fair value through profit or loss
- Derivative financial liabilities - - 0.25 0.33 - -
TOTAL - - 0.25 0.33 - -
The Group uses the following hierarchy for determining and/or disclosing the fair value of financial instrument by valuation
techniques:
(i) Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities;
(ii) Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly
or indirectly observable;
(iii) Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is
unobservable.
The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a
current transaction between willing parties. The following methods and assumptions were used to estimate the fair values:
- The fair value of quoted equity investment and mutual funds are based on price quotations at the reporting date.
- The fair value of unquoted equity investments are based on Market multiple approach. Market multiple of EV/EBITDA are
considered after applying suitable discounts for size, liquidity and other company specific discounts.
- The Group enters into derivative financial instruments with various counterparties, principally with banks. Foreign exchange
forward contracts are valued using valuation techniques, which employs the use of market observable inputs. The model
incorporates various inputs including the credit quality of counter parties, foreign exchange spot and forward rates.
` in crores
As at 1 April, 2021 273.71
Add: Fair valuation gain recognised in OCI 34.23
Add / Less: Investment made during the year 79.99
Closing balance as at 31 March, 2022 387.93
Add: Fair valuation (loss) recognised in OCI (73.19)
Add / Less: Investment (disposed off ) during the year (37.96)
Closing balance as at 31 March, 2023 276.78
The Group is exposed to market risk, credit risk and liquidity risk. The Board of Directors of the Group oversee the management of
these financial risks through its Risk Management Committee as per Group’s existing policy.
Given the portfolio of investments in debt mutual funds. the Group has exposure to interest rate risk with respect to
returns realised. It is estimated that an increase in 25 bps change in 10 year Government bond yield would result in
a loss of approximately ` 4.12 crores (31 March, 2022: ` 4.98 crores) whereas a decrease in 25 bps change in 10 year
Government bond yield would result in a profit of approximately ` 4.12 crores (31 March, 2022: ` 4.98 crores). This
estimate is based on key assumption with respect to seamless transition of rates across debt instruments in the market
and also basis the duration of debt instruments in turn held by mutual funds that the Group has invested in.
The following tables demonstrate the sensitivity of outstanding foreign currency denominated monetary items to a
reasonably possible change in exchange rates, with all other variables held constant. The impact on the Group’s profit
before tax is due to changes in the fair value of financial assets and liabilities:
` in crores
Particulars Effect on Profit before tax Effect on Equity
As at As at As at As at
31 March, 2023 31 March, 2022 31 March, 2023 31 March, 2022
USD +5% (7.52) (11.62) (5.62) (8.69)
USD -5% 7.52 11.62 5.62 8.69
AED +5% 0.43 8.62 0.32 6.45
AED -5% (0.43) (8.62) (0.32) (6.45)
QAR +5% (8.69) 5.12 (6.51) 3.83
QAR -5% 8.69 (5.12) 6.51 (3.83)
SGD +5% (0.22) (2.45) (0.16) (1.83)
SGD -5% 0.22 2.45 0.16 1.83
OMR +5% (0.97) 0.13 (0.73) 0.10
OMR -5% 0.97 (0.13) 0.73 (0.10)
CNY +5% (3.90) - (2.92) -
CNY -5% 3.90 - 2.92 -
Details of notional value of derivative contracts entered by the Group and outstanding as at Balance Sheet date
` in crores
Particulars As at As at
31 March, 2023 31 March, 2022
Forward contracts - Buy (USD/`) 47.41 57.14
Forward contracts - Buy (CNY/`) 9.15 -
The fair value of the Group’s derivatives position recorded under financial assets and financial liabilities are as follows:
` in crores
Particulars Liabilities Assets
As at As at As at As at
31 March, 2023 31 March, 2022 31 March, 2023 31 March, 2022
Forex Forward Cover 0.25 0.33 - -
The following table summarises the sensitivity to change in the price of equity securities held by the Group on the
Group’s Equity and OCI. These changes would not have an effect on profit or loss.
` in crores
Impact on other components
of equity (OCI)
As at As at
31 March, 2023 31 March, 2022
NSE Nifty 50 : +5% 30.69 29.78
NSE Nifty 50 : -5% (30.69) (29.78)
Credit risk on trade receivables and contract assets are managed by each business unit subject to the Group’s established
policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed and
individual credit limits are defined in accordance with this assessment. Moreover, given the diverse nature of the Group’s
businesses, trade receivables and contract assets are spread over a number of customers with no significant concentration
of credit risk. The Group has a total recoverable of ` 387.81 crores from Redco Construction-Almana (Qatar) as at 31 March,
2023 which is more than 10% of the total trade receivables and contract assets balances. The Group had a total recoverable
of ` 471.77 crores from Redco Construction-Almana (Qatar) as at 31 March, 2022 which is more than 10% of the total trade
receivables and contract assets balances.
For trade receivables and contract assets, as a practical expedient, the Group computes credit loss allowance based on a
provision matrix. The provision matrix is prepared based on historically observed default rates over the expected life of trade
receivables and contract assets and is adjusted for forward-looking estimates.
For Mutual Fund Investments, counterparty risk are in place to limit the amount of credit exposure to any one counterparty.
This, therefore, results in diversification of credit risk for Group’s mutual fund investments.
Credit risk from cash and cash equivalents and balances with banks is managed by the Group’s treasury department in
accordance with the Group’s treasury policy.
The Credit risk on mutual fund investments, cash and cash equivalents, and other bank balances are limited as the
counterparties are banks and fund houses with high-credit ratings assigned by credit rating agencies.
The carrying value of the financial assets represents the maximum credit exposure. The Group’s maximum exposure to Credit
risk is disclosed in Note 53 Financial Instruments. The maximum credit exposure on financial guarantees given by the Group
for various financial facilities is disclosed in Note 47 Commitments and Contingencies.
Maturities of financial liabilities: The table below summarises the maturity profile of the Group’s financial liabilities based on
contractual undiscounted payments.
` in crores
Contractual maturities of financial liabilities Less than More than Total
(31 March, 2023) 1 year 1 year
Non-derivatives
Borrowings (*) 615.67 21.75 637.42
Lease Liabilities 9.22 31.84 41.06
Trade payables 3,012.63 - 3,012.63
Other financial liabilities 98.88 15.69 114.57
Total Non-derivative liabilities 3,736.40 69.28 3,805.68
Derivatives (net settled) 0.25 - 0.25
The amount included in Note 47(B) for financial guarantee contracts are the maximum amounts that the Group may be liable
to settle under the respective arrangements for the full guaranteed amount if that amount is claimed by the counterparty
for the guarantee. Based on the expectations as at the end of reporting period, the Group considers that it is more likely than
not that such amount shall not be payable under the respective arrangements. However, this estimate is subject to change
depending upon the probability of the counterparty claiming under the guarantee which is a function of the likelihood that
the financial receivables held by the counterparty which are guaranteed suffer credit losses.
* Maturity amount of borrowings is including the interest that will be paid on these borrowings.
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
Summarised statement of profit and loss
Revenue 83.16 72.15
Profit for the year 3.02 4.79
Other comprehensive income 8.45 3.94
Total comprehensive income 11.47 8.73
Profit allocated to NCI 1.21 1.92
Dividend paid to NCI 0.85 1.58
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
Summarised cash flows
Cash flow from operating activities (3.37) 3.99
Cash flow from investing activities (0.72) 0.32
Cash flow from financing activities 1.93 (3.94)
(2.16) 0.37
` in crores
Name of entity Place of Principal activities % of Relationship Accounting Carrying amount
business ownership method As at As at
interest 31 March, 2023 31 March, 2022
Universal Voltas L.L.C. United Building maintenance, 49% Joint venture Equity 56.63 51.82
Arab Onshore and off shore oil method
Emirates and gas fields and facilities
services.
Olayan Voltas Contracting Kingdom Execution of maintenance and 50% Joint venture Equity - -
Company Limited of Saudi construction contracts, Water method
Arabia and sewage installation
Voltbek Home Appliances India Engaged in the business of 49% Joint venture Equity 204.51 204.87
Private Limited trading & manufacturing of method
Home Appliances
CORPORATE OVERVIEW
293
55 INTEREST IN OTHER ENTITIES (Contd.)
294
(ii) Summarised financial information for material joint ventures :
The information disclosed reflects the amounts presented in the financial statements of the relevant joint ventures and not the Voltas’s share in those amounts.
Voltas Limited
` in crores
Summarised balance sheet Universal Olayan Voltas Contracting Voltbek Home Appliances
Voltas L.L.C. Company Limited Private Limited
As at As at As at As at As at As at
31 March, 2023 31 March, 2022 31 March, 2023 31 March, 2022 31 March, 2023 31 March, 2022
Current assets
- Cash and cash equivalents 4.82 4.87 0.76 1.48 23.36 6.07
- Other assets 223.12 213.68 0.02 - 856.65 859.94
Current liabilities
- Trade payables 126.56 125.11 2.01 2.34 319.19 361.84
- Other liabilities (29.22) (26.15) 0.31 0.28 480.93 528.45
Net current assets 130.60 119.59 (1.54) (1.14) 79.89 (24.28)
Non-current assets 0.85 0.55 - - 534.32 584.54
Non-current liabilities 15.88 14.07 - - 196.84 142.20
Net non-current assets / liabilities (15.03) (13.52) - - 337.48 442.34
Net assets / liabilities 115.57 106.07 (1.54) (1.14) 417.37 418.06
` in crores
Reconciliation to the carrying Universal Olayan Voltas Contracting Voltbek Home Appliances
amounts: Voltas L.L.C. Company Limited Private Limited
As at As at As at As at As at As at
31 March, 2023 31 March, 2022 31 March, 2023 31 March, 2022 31 March, 2023 31 March, 2022
Opening net assets 106.07 108.20 - 0.50 418.06 450.44
Profit / (Loss) for the year 0.57 (5.39) (0.28) (1.65) (250.73) (222.26)
Other comprehensive income 0.15 0.01 (2.17) (0.72) 0.12 (0.12)
Consolidation adjustment - foreign 8.78 3.25 2.45 1.87 (0.08) -
currency translation adjustment
Issue of equity shares during the year - - - - 250.00 190.00
Dividend paid - - - - - -
Closing net assets 115.57 106.07 - - 417.37 418.06
Group’s share in % 49.00 49.00 50.00 50.00 49.00 49.00
55 INTEREST IN OTHER ENTITIES (Contd.)
` in crores
Reconciliation to the carrying Universal Olayan Voltas Contracting Voltbek Home Appliances
amounts: Voltas L.L.C. Company Limited Private Limited
As at As at As at As at As at As at
31 March, 2023 31 March, 2022 31 March, 2023 31 March, 2022 31 March, 2023 31 March, 2022
Group’s share in closing net assets 56.63 51.82 - - 204.51 204.87
Goodwill / (Capital Reserve) - - - - - -
Carrying amount 56.63 51.82 - - 204.51 204.87
` in crores
Summarised statement Universal Olayan Voltas Contracting Voltbek Home Appliances
of profit and loss: Voltas L.L.C. Company Limited Private Limited
Year ended Year ended Year ended Year ended Year ended Year ended
31 March, 2023 31 March, 2022 31 March, 2023 31 March, 2022 31 March, 2023 31 March, 2022
Revenue 301.81 281.20 - - 1,101.78 944.49
Interest income 0.44 0.04 - - 0.65 0.44
Depreciation and amortisation 0.31 0.37 - - 50.90 46.44
Interest expense - - - - 42.89 22.59
CORPORATE OVERVIEW
Profit / (Loss) for the year 0.57 (5.39) (0.28) (1.65) (250.73) (222.26)
Other comprehensive income 0.15 0.01 (2.17) (0.72) 0.12 (0.12)
Total comprehensive income 0.72 (5.38) (2.45) (2.37) (250.61) (222.38)
(iii) Commitments and Contingent liabilities in respect of associates and joint ventures:
` in crores
As at As at
31 March, 2023 31 March, 2022
STATUTORY REPORTS
295
55 INTEREST IN OTHER ENTITIES (Contd.)
(iv) Individually immaterial associates and joint ventures:
In addition to the interests in joint ventures disclosed above, the Group also has interests in a number of individually
immaterial joint ventures and associates that are accounted using the equity method.
` in crores
As at As at
31 March, 2023 31 March, 2022
Aggregate carrying amount of individually immaterial associates (Net) 9.38 9.38
Aggregate amount of the group’s share of:
Profit / (loss) for the year 1.93 1.50
Other comprehensive income - -
Total comprehensive income 1.93 1.50
Aggregate carrying amount of individually immaterial joint ventures (Net) * - -
Share of profits from associates for the year 1.93 1.50
Share of profits from joint ventures for the year (122.58) (111.81)
Total share of profits from associates and joint ventures for the year (120.65) (110.31)
* Carrying value is Nil, since immaterial joint ventures are under liquidation.
* Value below ` 50,000/-
56 AGGREGATION OF EXPENSES DISCLOSED IN CONSUMPTION OF MATERIALS, COST OF JOBS AND SERVICES AND
OTHER EXPENSES IN RESPECT OF SPECIFIC ITEMS ARE AS FOLLOWS (REFER NOTE 43)
` in crores
Nature of expenses 2022-23
Grouped under
Consumption of Other expenses Total
materials, cost of
jobs and services
(1) Rent 1.88 26.63 28.51
(2) Power and Fuel 4.54 15.16 19.70
(3) Insurance charges 4.84 16.35 21.19
(4) Travelling and Conveyance 2.00 56.73 58.73
(5) Printing and Stationery 0.30 12.35 12.65
(6) Legal and Professional charges 0.65 38.41 39.06
(7) Clearing charges 0.96 69.98 70.94
(8) Outside Service charges 60.44 143.52 203.96
(9) Repairs to Plant and Machinery 0.34 13.90 14.24
(10) Other miscellaneous expenses 18.92 138.89 157.81
56 AGGREGATION OF EXPENSES DISCLOSED IN CONSUMPTION OF MATERIALS, COST OF JOBS AND SERVICES AND
OTHER EXPENSES IN RESPECT OF SPECIFIC ITEMS ARE AS FOLLOWS (REFER NOTE 43) (Contd.)
Nature of expenses 2021-22
Grouped under
Consumption of Other expenses Total
materials, cost of
jobs and services
(1) Rent 2.03 27.00 29.03
(2) Power and Fuel 0.81 11.95 12.76
(3) Insurance charges 7.29 14.82 22.11
(4) Travelling and Conveyance 2.27 39.77 42.04
(5) Printing and Stationery 0.71 11.63 12.34
(6) Legal and Professional charges 0.12 25.07 25.19
(7) Clearing charges 1.50 74.46 75.96
(8) Outside Service charges 52.63 115.97 168.60
(9) Repairs to Plant and Machinery 0.39 11.95 12.34
(10) Other miscellaneous expenses 30.10 110.54 140.64
57 LEASES
Group as a lessee
The Group has lease contracts for its office premises and storage locations with lease term between 1 year to 5 years. The Group’s
obligations under its leases are secured by the lessor’s title to the leased assets. Generally, the Group is restricted from assigning
and subleasing the leased assets.
The Group also has certain leases of office premises and storage locations with lease terms of 12 months or less. The Group applies
the ‘short-term lease’ recognition exemptions for these leases.
(a) The movement in lease liabilities during the year ended 31 March, 2023 and 31 March, 2022 is as follows:
` in crores
As at As at
31 March, 2023 31 March, 2022
Balance at the beginning 17.64 9.21
Additions 23.43 15.46
Accretion of interest 3.53 1.67
Payment of lease liabilities (9.99) (8.70)
Balance at the end 34.61 17.64
Non-current 25.39 12.68
Current 9.22 4.96
(b) The following are the amounts recognised in profit or loss:
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
Depreciation on right-of-use assets 8.47 7.19
Interest expense on lease liabilities 3.53 1.67
Expense relating to short-term leases (Refer footnote c) 96.61 101.46
Total amount recognised in statement of profit and loss 108.61 110.32
Footnotes:
(a) The maturity analysis of lease liabilities are disclosed in Note 54 (iii) Liquidity Risk Management.
(b) The effective interest rate for lease liabilities is 9%, with maturity between 2023-2028.
(c) Expense relating to short-term leases are disclosed under the head rent and clearing charges in other expenses
(Refer Note 43).
(d) The Group had total cash flows for leases of ` 9.99 crores on 31 March, 2023 (31 March, 2022 : ` 8.70 crores).
Group as a lessor
The Group has entered into operating leases on its investment property portfolio consisting of land and office premises.
These leases have lease terms between 1 year to 5 years, The Company has the option under some of its leases to lease the
assets for additional periods. An amount of ` 24.60 crores is recognised as lease income in the statement of profit and loss
account for the year ended 31 March, 2023 (31 March, 2022 : ` 24.40 crores).
` in crores
As at As at
31 March, 2023 31 March, 2022
(a) Not later than one year 6.30 2.77
(b) Later than one year but not later than five years 4.60 3.03
(c) Later than five years - -
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
Segment - A ( Unitary Cooling Products )
(a) Sale of products 5,687.20 4,215.12
(b) Sale of services 787.30 666.80
Sub-total : 6,474.50 4,881.92
Segment - B ( Electro - Mechanical Projects and Services )
(a) Sale of products 20.42 24.29
(b) Construction contract revenue 2,290.02 2,395.87
(c) Sale of services 92.47 50.33
Sub-total : 2,402.91 2,470.49
Segment - C ( Engineering Products and Services )
(a) Sale of products 349.62 341.99
(b) Sale of services 172.34 146.67
Sub-total : 521.96 488.66
Total revenue from contracts with customers 9,399.37 7,841.07
(C) Reconciling the amount of revenue recognised in the statement of profit and loss with the contracted price.
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
Revenue as per contracted price 8,596.09 7,234.24
Adjustments
Add: (a) Unbilled on account of work under certification 1,048.01 751.56
Less: (b) Billing in excess of contract revenue (244.73) (144.73)
Revenue from contract with customers 9,399.37 7,841.07
59 CAPITAL MANAGEMENT :
The capital structure of the Group consists of net debt and total equity of the Group. The Group manages its capital to ensure
that the Group will be able to continue as going concern while maximising the return to stakeholders through an optimum mix
of debt and equity within the overall capital structure. The Group monitors capital using a gearing ratio, which is net debt divided
by total capital plus net debt. The Company includes within net debt, interest bearing loans and borrowings, less cash and cash
equivalents.
` in crores
As at As at
31 March, 2023 31 March, 2022
Borrowings (Refer Note 25 and 31) 615.97 343.19
Less: Cash and cash equivalents (Refer Note 17) (692.72) (558.90)
Net Debt (76.75) (215.71)
Equity 5,452.07 5,499.56
Total Capital 5,452.07 5,499.56
Capital and Net Debt 5,375.32 5,283.85
Gearing Ratio (1.43%) (4.08%)
(ii) The Group does not have any transactions with companies struck off.
(iii) The Group does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period,
(iv) The Group has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(v) The Group has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the understanding that the Intermediary shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of
the Company (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
(vi) The Group has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the Group shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of
the Funding Party (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,
(vii) The Group has no such transaction which is not recorded in the books of accounts that has been surrendered or disclosed
as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other
relevant provisions of the Income Tax Act, 1961).
(viii) The Group has complied with the number of layers prescribed under clause (87) of section 2 of the Companies Act, 2013
read with the Companies (Restriction on number of Layers) Rules, 2017.
(ix) The Group is maintaining its books of account in electronic mode and these books of account are accessible in India at all
times and the back-up of books of account has been kept in servers physically located in India on a daily basis from the
applicability date of the Companies (Accounts) Rules, 2014, i.e. 5 August, 2022 onwards.
61
The Board of Directors of Voltas Limited (‘Holding Company’) at its meeting held on 12 February, 2021, have approved the transfer
of domestic B2B businesses of the Holding Company relating to Projects business comprising Mechanical Electrical and Plumbing
(MEP)/ Heating, Ventilation and Air-Conditioning (HVAC) and Water projects, Mining and Construction Equipment (M&CE) business
and Textile Machinery Division (TMD) business to its wholly owned subsidiary viz. Universal MEP Projects & Engineering Services
Limited (‘UMPESL’) (formerly Rohini Industrial Electricals Limited) via slump sale through a Business Transfer Agreement (‘BTA’). The
BTA transaction has been consummated on 1 August, 2022, being the closing date for the transfer of business for a consideration
of ` 1,190 crores. .
(iii) Upon consummation of the aforesaid transactions, the international business operations would get housed in the Singapore
entity – UMPPL.
(ii) The Board of Directors of Parent Company have approved an amount of ` 20.00 crores to be transferred to General Reserve
from Retained Earnings after the balance sheet date.
64 RATIO ANALYSIS
Sr. Ratio Numerator Denominator As at As at % Reason for variance
No 31 March, 31 March, change
2023 2022
1 Current ratio Current Assets Current Liabilities 1.40 1.45 (3.73%) -
2 Debt- Equity Borrowings Total equity 0.11 0.06 80.92% Increase is on account of
Ratio borrowings availed for
International operation
for working capital
management of projects
executed.
3 Debt Service Earnings for debt Debt service = Interest 7.72 22.03 (64.95%) Decrease is on account
Coverage ratio service = Net Profit payable & Lease of lower net profit earned
before tax+ Non-cash Payments + Principal during the year due
operating expenses- Repayments of long to provisions created
depreciation and term borrowings in overseas business
amortisation+ towards customer dues,
Finance Cost+ other contract assets and
adjustments like Loss encashment of bank
on sale of property, guarantees.
plant and equipment
4 Return on Net Profit after taxes Average total equity 0.02 0.10 (74.21%) Decrease is on account
Equity ratio of lower net profit earned
during the year due
to provisions created
in overseas business
towards customer dues,
contract assets and
encashment of bank
guarantees.
5 Inventory Cost of goods sold Average Inventory 3.38 2.77 22.23% -
Turnover ratio excluding cost of
jobs and services of
Segment - B (Electro
- Mechanical Projects
and Services)
6 Trade Revenue from Average Trade 3.12 2.74 13.80% -
Receivable Operations Receivable
Turnover Ratio
65 revious year’s figures have been regrouped / reclassified wherever necessary to correspond with the current year’s classification/
P
disclosure.
As per our report of even date For and on behalf of the Board
Key audit matters How our audit addressed the key audit matter
(a) Revenue recognition for long term Mechanical, Electrical and Plumbing (MEP) contracts
The Company’s revenues include revenue from long-term Our audit procedures included the following:
Mechanical, Electrical and Plumbing (MEP) contracts amounting
Read the Company’s revenue recognition accounting
to INR 895.57 crores, disclosed under Note 36 ‘Revenue from
policies and assessed compliance of the policies with
contracts with customers’ as construction contract revenue,
Ind AS 115.
which are recognized over a period of time in accordance with
the requirements of Ind AS 115, ‘Revenue from Contracts with We assessed the design and tested the operating
Customers’. effectiveness of controls over revenue recognition through
inspection of evidence of performance of these controls with
Due to the nature of the contracts, revenue is recognized based
specific focus on determination of progress of completion,
on percentage of completion method which is determined
recording of costs incurred, estimation of costs to complete
based on proportion of contract costs incurred to date compared
and the remaining contract obligations.
to estimated total contract costs, which involves significant
judgments including estimate of future costs, revision to original We performed test of details, on a sample basis and evaluated
estimates based on new knowledge such as delay in timelines, management estimates and assumptions.
changes in scope and consequential revised contract price and We assessed management’s estimates by comparing
recognition of the liability for loss making contracts/ onerous estimated cost with actual costs and discussion on the
obligations. project specific considerations with the relevant project
Accuracy of revenues, onerous obligations and profits may managers including on our project site visits. We assessed
deviate significantly on account of change in judgements and that, fluctuations in commodity and currency prices,
estimates. delays, cost overruns related to the performance of work
are appropriately taken into consideration while estimating
Considering the variability of assumptions involved in estimation
costs to come and also assessed the accounting treatment
of revenues, the same has been considered as a key audit matter.
of expected loss on projects including variable consideration
which is recognized in accordance with the Company’s
accounting policy of revenue recognition.
We tested contracts with low or negative margins, loss
making contracts, contracts with significant changes in
planned cost estimates and probable penalties due to delay
in contract execution, on sample basis.
Key audit matters How our audit addressed the key audit matter
Impairment of Investments in Universal MEP Projects & Engineering Services Limited
The Company has an investment of INR 1487.93 crores in its Our audit procedures included the following:
wholly owned subsidiary Universal MEP Projects & Engineering We assessed the design and tested the operating
Services Limited (‘UMPESL’) as of March 31, 2023. During the earlier effectiveness of relevant controls in relation to the process
years, the management had identified impairment indicators on adopted by management for testing the impairment of
the investment made in UMPESL and accordingly accounted an Investment in UMPESL.
impairment provision of INR 32.57 crores. On an annual basis,
the Company performs an annual impairment assessment by We assessed the Company’s valuation methodology
comparing the carrying value to their recoverable amounts in applied in determining the recoverable amount. In making
order to determine whether any additional impairment provision/ this assessment, we also evaluated the objectivity and
reversal is required. independence of Company’s specialists involved in the
process.
For the purposes of above impairment assessment, the Company
We assessed the assumptions around the key drivers of the
engages specialists to determine value in use by discounting
cash flow forecasts including projected order value and
forecasted cash flows and considering the inherent nature of
margins, discount rates, expected growth rates and terminal
these calculations being subject to sensitivity to the inputs
growth rates used. Further, assessed the recoverable
used for forecasting the cash flows and judgements used by
value headroom by performing sensitivity testing of key
management in such forecasts, the assessment of impairment of
assumptions used.
investment in UMPESL was determined to be a key audit matter
in our audit of the standalone Ind AS financial statements. We discussed potential changes in key drivers as compared
to previous year / actual performance with management
in order to evaluate whether the inputs and assumptions
used in the cash flow forecasts were suitable and same are
approved by UMPESL Board of Directors.
We tested the arithmetical accuracy of the models.
We evaluated the accounting and disclosure of investments
in the standalone Ind AS financial statements.
Transfer of business to wholly owned subsidiary on a slump sale basis
The Board of Directors of the Company at its meeting held on Our audit procedure included the following:
February 12, 2021, have approved the transfer of domestic We obtained and read the Business Transfer Agreement
businesses of the Company relating to Projects business (‘BTA’) for transfer of business.
comprising Mechanical Electrical and Plumbing (MEP)/Heating,
Ventilation and Air-Conditioning (HVAC) and Water projects, We assessed the design and tested the operating
Mining and Construction Equipment (M&CE) and Textile effectiveness of relevant controls in relation to accounting
Machinery Division (TMD) businesses to its wholly owned for business transfer.
subsidiary viz. Universal MEP Projects & Engineering Services We verified the consideration received for business transfer is
Limited (“UMPESL”) via slump sale through a Business Transfer as per Board approved consideration.
Agreement (“BTA”). The BTA transaction has been consummated We verified net assets transferred and resultant gain on
on August 01, 2022, being the ‘closing date’ for transfer of business transfer of business is in accordance with the terms of the
for a consideration of INR 1,190 crores. business transfer agreement and examined management’s
As the business transfer is a significant event that has occurred assessment of the income tax implications of the business
during the current year, the same has been considered as a Key transfer on slump sale basis.
Audit Matter. We evaluated the accounting and disclosures of business
transfer in the standalone Ind AS financial statements.
• Conclude on the appropriateness of management’s use of we give in the “Annexure 1” a statement on the matters
the going concern basis of accounting and, based on the specified in paragraphs 3 and 4 of the Order.
audit evidence obtained, whether a material uncertainty
2. As required by Section 143(3) of the Act, we report that:
exists related to events or conditions that may cast
(a) We have sought and obtained all the information
significant doubt on the Company’s ability to continue
and explanations which to the best of our knowledge
as a going concern. If we conclude that a material
and belief were necessary for the purposes of our
uncertainty exists, we are required to draw attention
audit;
in our auditor’s report to the related disclosures in the
financial statements or, if such disclosures are inadequate, (b) In our opinion, proper books of account as required
to modify our opinion. Our conclusions are based on the by law have been kept by the Company so far it
audit evidence obtained up to the date of our auditor’s appears from our examination of those books.
report. However, future events or conditions may cause (c) The Balance Sheet, the Statement of Profit and Loss
the Company to cease to continue as a going concern. including the Statement of Other Comprehensive
• Evaluate the overall presentation, structure and content of Income, the Cash Flow Statement and Statement of
the standalone Ind AS financial statements, including the Changes in Equity dealt with by this Report are in
disclosures, and whether the standalone Ind AS financial agreement with the books of account;
statements represent the underlying transactions and (d)
In our opinion, the aforesaid standalone Ind AS
events in a manner that achieves fair presentation. financial statements comply with the Accounting
Standards specified under Section 133 of the Act,
We communicate with those charged with governance
read with Companies (Indian Accounting Standards)
regarding, among other matters, the planned scope and
Rules, 2015, as amended;
timing of the audit and significant audit findings, including
any significant deficiencies in internal control that we identify (e) On the basis of the written representations received
during our audit. from the directors as on March 31, 2023 taken
on record by the Board of Directors, none of the
We also provide those charged with governance with a directors is disqualified as on March 31, 2023 from
statement that we have complied with relevant ethical being appointed as a director in terms of Section
requirements regarding independence, and to communicate 164 (2) of the Act;
with them all relationships and other matters that may
(f ) With respect to the adequacy of the internal financial
reasonably be thought to bear on our independence, and
controls with reference to these standalone Ind As
where applicable, related safeguards.
financial statements and the operating effectiveness
From the matters communicated with those charged with of such controls, refer to our separate Report in
governance, we determine those matters that were of most “Annexure 2” to this report;
significance in the audit of the standalone Ind AS financial
(g) In our opinion, the managerial remuneration for the
statements for the financial year ended March 31, 2023 and
year ended March 31, 2023 has been paid / provided
are therefore the key audit matters. We describe these matters
by the Company to its directors in accordance with
in our auditor’s report unless law or regulation precludes
the provisions of section 197 read with Schedule V
public disclosure about the matter or when, in extremely to the Act;
rare circumstances, we determine that a matter should
(h) With respect to the other matters to be included
not be communicated in our report because the adverse
in the Auditor’s Report in accordance with Rule 11
consequences of doing so would reasonably be expected to
of the Companies (Audit and Auditors) Rules, 2014,
outweigh the public interest benefits of such communication.
as amended in our opinion and to the best of our
Report on Other Legal and Regulatory Requirements information and according to the explanations
1. As required by the Companies (Auditor’s Report) Order, given to us:
2020 (“the Order”), issued by the Central Government of i. The Company has disclosed the impact of
India in terms of sub-section (11) of section 143 of the Act, pending litigations on its financial position
(b)
The management has represented
that, to the best of its knowledge and For S R B C & CO LLP
belief, other than as disclosed in the Chartered Accountants
Note 56(vi) to the standalone Ind AS ICAI Firm Registration Number: 324982E/E300003
financial statements, no funds have
been received by the Company from per Dolphy D’Souza
any persons or entities, including foreign Partner
entities (“Funding Parties”), with the Membership Number: 038730
understanding, whether recorded in UDIN: 23038730BGYSNG9540
writing or otherwise, that the Company Place: Mumbai
shall, whether, directly or indirectly, lend Date: April 26, 2023
ANNEXURE ‘1’ REFERRED TO IN PARAGRAPH UNDER THE HEADING “REPORT ON OTHER LEGAL AND REGULATORY
REQUIREMENTS” OF OUR REPORT OF EVEN DATE
(b) All Property, Plant and Equipment have not been physically verified by the management during the year but there is a
regular programme of verification which, in our opinion, is reasonable having regard to the size of the Company and the
nature of its assets. No material discrepancies were noticed on such verification.
(c) The title deeds of immovable properties (other than properties where the Company is the lessee and the lease agreements
are duly executed in favour of the lessee) disclosed in Note 4 and 6 to the financial statements are held in the name of the
Company except for the following:
Description of Gross Held in the Whether Period held Reason for not being held in
Property Carrying name of promoter, director (since) name of company also indicate
value (in or their relative or if in dispute and period for
INR crores) employee which it has been held
16 Flats in Tata 0.06 Tata Services Group Company Aug 1965 These flats are constructed on land
Colony, Lallubhai Ltd owned by Tata Services Limited in
Park, Andheri (W), line with arrangement amongst Tata
Mumbai 400063 Services Limited and Tata Group of
companies (incl. Voltas Limited)
Pending certain procedural aspects,
title to the undivided share of land
relating to the flats owned by Voltas
Limited has not yet been transferred
in the name of Voltas Limited.
Voltas House, 0.23 Bombay Port Others June 2017 The said building was taken on
23 J N Heredia Trust lease by the Company that expired
Marg, Ballard in June’17. The Company has
Estate, Mumbai submitted an application for renewal
400001 (in accordance with contractual
right) of lease on December 15,
2016.
Building & 11.46 Universal Group company September These properties were acquired
Leasehold land- Comfort 2020 pursuant to a scheme of
Pantnagar Products amalgamation and continued
Limited to be registered in the name of
amalgamating company.
However, the deed of merger has
been registered by the Company.
(d) The Company has not revalued its Property, Plant and Equipment (including Right of use assets) or intangible assets during
the year ended March 31, 2023.
(e) There are no proceedings initiated or are pending against the Company for holding any benami property under the
Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder.
(iii) (a) During the year the Company has not provided loans, advances in the nature of loans, or provided security to companies,
firms, Limited Liability Partnerships or any other parties. Further, during the year the Company has stood guarantee to
companies as follows:
Particulars Amount (INR Crores)
Aggregate amount of guarantee provided during the year
- Subsidiaries 782.85
- Joint Ventures --
- Associates --
- Others --
Balance outstanding as at balance sheet date in respect of above cases
- Subsidiaries 2,733.13
- Joint Ventures 82.13
- Associates --
- Others --
(b) During the year, the Company has not provided security and granted loans and advances in the nature of loans to companies,
firms, Limited Liability Partnerships or any other parties. Further, during the year the investments made and guarantees
provided to companies are not prejudicial to the Company’s interest.
(c) The Company has not granted loans and advances in the nature of loans to companies, firms, Limited Liability Partnerships
or any other parties. Accordingly, the requirement to report on clause 3(iii)(c), (d), (e) and (f ) of the Order is not applicable to
the Company.
(iv) There are no loans and security in respect of which provisions of sections 185 and 186 of the Companies Act, 2013 are applicable.
Further, investments made and guarantees provided in respect of which provision of sections 185 and 186 of the Companies
Act, 2013 are applicable have been complied by the Company.
(v) The Company has neither accepted any deposits from the public nor accepted any amounts which are deemed to be deposits
within the meaning of sections 73 to 76 of the Companies Act and the rules made thereunder, to the extent applicable. Accordingly,
the requirement to report on clause 3(v) of the Order is not applicable to the Company.
(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central
Government for the maintenance of cost records under section 148(1) of the Companies Act, 2013, related to the manufacture
of engineering machinery, and are of the opinion that prima facie, the specified accounts and records have been made and
maintained. We have not, however, made a detailed examination of the same.
(vii) (a) The Company is regular in depositing with appropriate authorities undisputed statutory dues including goods and services
tax, provident fund, employees’ state insurance, income-tax, custom duty, cess and other statutory dues applicable to it.
According to the information and explanations given to us and based on audit procedures performed by us, no undisputed
amounts payable in respect of these statutory dues were outstanding, at the year end, for a period of more than six months
from the date they became payable.
(b) The dues of goods and services tax, provident fund, employees’ state insurance, income-tax, sales-tax, service tax, duty of
custom, duty of excise, value added tax, cess, and other statutory dues have not been deposited on account of any dispute,
are as follows:
Name of Statute Nature of Dues Forum where case is Period to which the Amount Relates Amount
pending (INR in
Crores)
The Central Excise Excise Duty High Court 2011-12 0.67
Act, 1944 Customs, Excise and 2002, 2009-10 to 2014-15 13.69
Service Tax Appellate
Tribunal (CESTAT)
Commissionerate 1981-82, 1983-84, 1985-86 to 1990-91, 4.48
1992-93 to 1993-94,1999-00 to 2000-01,
2004-05, 2011-12, 2012-13
Finance Act, 1994 Service Tax Service Tax Appellate 1999-00 to 2002-03, 2004-05 to 2009-10, 12.02
Tribunal (CESTAT) 2017-18
Commissionerate 2003-04 to 2015-16 5.10
Custom Act, 1962 Custom duty Commissionerate 2019-20 0.99
Sales Tax Act (1) Value Added Tax Supreme Court 1993-94 0.40
(2) Central Sales Tax High Court 1987-88, 1988-89, 1989-90, 1990-91, 7.26
(3) Entry Tax 1996-97, 1997-98, 1998-99, 2003-04
(including
Appellate Tribunal 1986-87, 1999-00 to 2000-01, 2004-05 to 15.79
penalty and
2006-07, 2008-09 to 2014-15, 2017-18
interest)
Appellate Revisional Board 2007-08, 2014-15 to 2016-17 4.94
Commissioner 1988-89, 1990-91 to 1991-92, 1996-97, 9.33
(Assessment) 1998-99, 2000-01 to 2001-02, 2009-10
to 2017-18
Commissioner of Appeals 1989-90 to 1990-91, 1994-95 to 2001-02, 24.13
2005-06 to 2017-18
Goods and Service Goods and Service High Court 2017-18, 2018-19 2.58
Tax Act, 2017 Tax Commissioner of Appeals 2018-19 to 2020-21 1.05
(viii) The Company has not surrendered or disclosed any transaction, previously unrecorded in the books of account, in the tax
assessments under the Income Tax Act, 1961 as income during the year. Accordingly, the requirement to report on clause 3(viii) of
the Order is not applicable to the Company.
(ix) (a) The Company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any
lender.
(b) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government
authority.
(c) Term loans were applied for the purpose for which the loans were obtained.
(d) On an overall examination of the financial statements of the Company, no funds raised on short-term basis have been used
for long-term purposes by the Company.
(e) On an overall examination of the financial statements of the Company, the Company has not taken any funds from any entity
or person on account of or to meet the obligations of its subsidiaries, associates or joint ventures.
(f ) The Company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures or
associate companies. Hence, the requirement to report on clause 3(ix)(f ) of the Order is not applicable to the Company.
(b) The Company has not made any preferential allotment or private placement of shares /fully or partially or optionally
convertible debentures during the year under audit and hence, the requirement to report on clause 3(x)(b) of the Order is
not applicable to the Company.
(xi) (a) No fraud by the Company or no material fraud on the Company has been noticed or reported during the year.
(b) During the year, no report under sub-section (12) of section 143 of the Companies Act, 2013 has been filed by secretarial
auditor or by us in Form ADT – 4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central
Government.
(c) We have taken into consideration the whistle blower complaints received by the Company during the year while determining
the nature, timing and extent of audit procedures.
(xii) The Company is not a nidhi Company as per the provisions of the Companies Act, 2013. Therefore, the requirement to report on
clause 3(xii)(a)(b)(c) of the Order are not applicable to the Company.
(xiii) Transactions with the related parties are in compliance with sections 177 and 188 of Companies Act, 2013 where applicable and
the details have been disclosed in the notes to the financial statements, as required by the applicable accounting standards.
(xiv) (a) The Company has an internal audit system commensurate with the size and nature of its business.
(b) The internal audit reports of the Company issued till the date of the audit report, for the period under audit have been
considered by us.
(xv) The Company has not entered into any non-cash transactions with its directors or persons connected with its directors and hence
requirement to report on clause 3(xv) of the Order is not applicable to the Company.
(xvi) (a) The provisions of section 45-IA of the Reserve Bank of India Act, 1934 (2 of 1934) are not applicable to the Company.
Accordingly, the requirement to report on clause 3(xvi)(a) of the Order is not applicable to the Company.
(b) The Company has not conducted any Non-Banking Financial or Housing Finance activities. Accordingly, the requirement to
report on clause (xvi)(b) of the Order is not applicable to the Company.
(c) The Company is not a Core Investment Company (CIC) as defined in the regulations made by Reserve Bank of India.
Accordingly, the requirement to report on clause 3(xvi) of the Order is not applicable to the Company.
(d) According to the information and explanation given to us by the management, the Group has 5 CIC’s which are registered
with Reserve Bank of India and 1 CIC which is not required to be registered with Reserve Bank of India.
(xvii) The Company has not incurred cash losses in the current and immediately preceding financial year.
(xviii) There has been no resignation of the statutory auditors during the year and accordingly requirement to report on Clause 3(xviii)
of the Order is not applicable to the Company.
(xix) On the basis of the financial ratios disclosed in Note 60 to the financial statements, ageing and expected dates of realization of
financial assets and payment of financial liabilities, other information accompanying the financial statements, our knowledge
of the Board of Directors and management plans and based on our examination of the evidence supporting the assumptions,
nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit
report that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due
within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability
of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give
any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get
discharged by the Company as and when they fall due.
(xx) (a) In respect of other than ongoing projects, there are no unspent amounts that are required to be transferred to a fund
specified in Schedule VII of the Companies Act (the Act), in compliance with second proviso to sub section 5 of section 135
of the Act. This matter has been disclosed in Note 42(B) to the financial statements.
(b) There are no unspent amounts in respect of ongoing projects, that are required to be transferred to a special account in
compliance of provision of sub section (6) of section 135 of Companies Act. This matter has been disclosed in Note 42(B) to
the financial statements.
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013
(“the Act”)
We have audited the internal financial controls with reference to standalone financial statements of Voltas Limited (“the Company”) as
of March 31, 2023 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on
that date.
Auditor’s Responsibility
Our responsibility is to express an opinion on the Company’s internal financial controls with reference to these standalone Ind AS
financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, as specified under section 143(10) of the Act, to
the extent applicable to an audit of internal financial controls, both issued by ICAI. Those Standards and the Guidance Note require that
we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal
financial controls with reference to these standalone Ind AS financial statements was established and maintained and if such controls
operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference
to these standalone Ind AS financial statements and their operating effectiveness. Our audit of internal financial controls with reference
to standalone Ind AS financial statements included obtaining an understanding of internal financial controls with reference to these
standalone Ind AS financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and
operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement,
including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
Company’s internal financial controls with reference to these standalone Ind AS financial statements.
Meaning of Internal Financial Controls With Reference to these Standalone IND AS Financial Statements
A Company’s internal financial controls with reference to standalone Ind AS financial statements is a process designed to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes
in accordance with generally accepted accounting principles. A company’s internal financial controls with reference to standalone
Ind AS financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable
detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management
and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised
acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls with Reference to Standalone Ind AS Financial Statements
Because of the inherent limitations of internal financial controls with reference to standalone Ind AS financial statements, including the
possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not
be detected. Also, projections of any evaluation of the internal financial controls with reference to standalone Ind AS financial statements
to future periods are subject to the risk that the internal financial control with reference to standalone Ind AS financial statements
may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may
deteriorate.
Opinion
In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to standalone Ind AS
financial statements and such internal financial controls with reference to standalone Ind AS financial statements were operating
effectively as at March 31, 2023, based on the internal control over financial reporting criteria established by the Company considering
the essential components of internal control stated in the Guidance Note issued by the ICAI.
As per our report of even date For and on behalf of the Board
Voltas Limited
` in crores
Balance as at 01 April, 2021 33.08
Changes in equity share capital -
Balance as at 31 March, 2022 33.08
Changes in equity share capital *
Balance as at 31 March, 2023 33.08
*Value below Rs. 50,000/-
B. OTHER EQUITY
` in crores
Reserves and Surplus Items of Other Total other
(Refer Note 22) Comprehensive equity
income
(Refer Note 22)
Capital Capital Securities General Staff Retained Equity instruments
Reserve Redemption Premium Reserve Welfare earnings fair value through
Reserve Reserve Other Comprehensive
income
Balance as at 01 April, 2021 12.25 1.26 6.28 1,406.83 0.01 2,898.14 626.85 4,951.62
Net profit for the year - - - - - 583.47 - 583.47
Other comprehensive income for the year (net of tax) - - - - - (13.03) 179.00 165.97
Total comprehensive income for the year (net of tax) - - - - - 570.44 179.00 749.44
Payment of dividends - - - - - (165.44) - (165.44)
Transfer to General Reserve - - - 20.00 - (20.00) - -
STANDALONE STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH, 2023 (Contd.)
` in crores
Reserves and Surplus Items of Other Total other
(Refer Note 22) Comprehensive equity
income
(Refer Note 22)
Capital Capital Securities General Staff Retained Equity instruments
Reserve Redemption Premium Reserve Welfare earnings fair value through
Reserve Reserve Other Comprehensive
income
Balance as at 31 March, 2022 12.25 1.26 6.28 1,426.83 0.01 3,283.14 805.85 5,535.62
Net profit for the year - - - - - 1,405.31 - 1,405.31
Other comprehensive income for the year (net of tax) - - - - - 12.69 (69.57) (56.88)
Total comprehensive income for the year (net of tax) - - - - - 1,418.00 (69.57) 1,348.43
Payment of dividends - - - - - (181.99) - (181.99)
Transfer to General Reserve - - - 20.00 - (20.00) - -
Gain realised on sale of equity instrument classified as - - - - - 37.96 - 37.96
FVTOCI
CORPORATE OVERVIEW
Balance as at 31 March, 2023 12.25 1.26 6.28 1,446.83 0.01 4,537.11 736.28 6,740.02
As per our report of even date For and on behalf of the Board
321
STANDALONE CASHFLOW STATEMENT
FOR THE YEAR ENDED 31 MARCH, 2023
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
A. CASH FLOW FROM OPERATING ACTIVITIES
Profit before tax 1,528.17 763.16
Adjustments for :
Depreciation and amortisation expenses 36.33 33.13
Allowance for doubtful debts and advances 150.03 32.02
Unrealised foreign exchange (gain) / loss (net) (3.34) 3.88
Provision for diminution in value of investments (net) (32.57) 0.25
Loss on disposal of property, plant and equipment 1.31 1.28
Finance costs 12.46 14.55
Interest income (44.34) (3.65)
Dividend income (9.26) (7.15)
Gain arising on financial assets measured at Fair Value (63.24) (81.09)
through Profit or Loss (FVTPL) (net)
Financial guarantee contract income (3.72) (2.58)
Unclaimed credit balances written back (7.57) (9.70)
Gain on transfer of business (Refer Note 57) (1,049.04) -
Rental income (29.27) (24.70)
(1,042.22) (43.76)
Operating profit before working capital changes 485.95 719.40
Changes in working capital:
Adjustments for (increase) / decrease in operating assets:
Inventories 65.64 (381.49)
Trade receivables (161.63) (83.67)
Contract assets 3.76 54.14
Other financial assets (153.03) (4.88)
Other non-financial assets (47.57) (58.35)
Adjustments for increase / (decrease) in operating liabilities:
Trade payables (114.28) 631.84
Contract liabilities 7.58 (63.47)
Other financial liabilities 2.90 7.66
Other non-financial liabilities 63.58 18.44
Provisions (2.05) 31.08
(335.10) 151.30
Cash generated from operations 150.85 870.70
Income tax paid (net of refunds) (115.56) (202.20)
NET CASH FLOW FROM OPERATING ACTIVITIES (A) 35.29 668.50
B. CASH FLOW FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment and intangible assets (175.77) (47.32)
(including capital advances and capital work-in-progress)
Proceeds from disposal of property, plant and equipment 3.08 1.31
Investment in fixed deposits (186.06) 36.27
Purchase of investments (1,697.84) (1,103.85)
Investment in equity shares of subsidiary (1,190.00) -
Investment in inter corporate deposit (185.00) -
Proceeds from sale of investments 2,094.85 712.82
Proceeds from transfer of business 1,190.00 -
Interest received 35.63 8.84
As per our report of even date For and on behalf of the Board
Though the Company measures investment property The Company assesses at contract inception whether
using cost-based measurement, the fair value of a contract is, or contains, a lease. That is, if the contract
investment property is disclosed in the notes. Fair values conveys the right to control the use of an identified asset
are determined based on an annual evaluation performed for a period of time in exchange for consideration.
by an accredited external independent valuer applying
Company as a lessee
a valuation model recommended by the International
Valuation Standards Committee.
The Company applies a single recognition and
measurement approach for all leases, except for short-
Transfers are made to (or from) investment properties only term leases and leases of low-value assets. The Company
when there is a change in use. recognises lease liabilities to make lease payments and
I. INTANGIBLE ASSETS right-of-use assets representing the right to use the
underlying assets.
Intangible assets acquired separately are measured on
initial recognition at cost. Following initial recognition, (a) Right-of-use assets
intangible assets are carried at cost less any accumulated The Company recognises right-of-use assets at the
amortisation and accumulated impairment loss, if any. commencement date of the lease (i.e., the date the
underlying asset is available for use). Right-of-use in the lease term, a change in the lease payments
assets are measured at cost, less any accumulated (e.g., changes to future payments resulting from a
depreciation and impairment losses, and adjusted change in an index or rate used to determine such
for any remeasurement of lease liabilities. The lease payments) or a change in the assessment of
cost of right-of-use assets includes the amount an option to purchase the underlying asset. The
of lease liabilities recognised, initial direct costs Company’s lease liabilities are included in Interest-
incurred, and lease payments made at or before bearing borrowings.
the commencement date less any lease incentives
(c) Short-term leases and leases of low-value assets
received. Right-of-use assets are depreciated on
a straight-line basis over the shorter of the lease
The Company applies the short-term lease
term and the estimated useful lives of the assets, as recognition exemption to its short-term leases of
follows: office premises and storage locations (i.e., those
leases that have a lease term of 12 months or less
Leasehold land 99 years
from the commencement date and do not contain
Leasehold building 1-6 years a purchase option). It also applies the lease of low-
The right-of-use assets are also subject to value assets recognition exemption to leases of
impairment. Refer to the accounting policies in office equipment that are considered to be low
section P Impairment of non-financial assets. value. Lease payments on short-term leases and
leases of low-value assets are recognised as expense
(b) Lease liabilities on a straight-line basis over the lease term.
At the commencement date of the lease, the
Company recognises lease liabilities measured at Company as a lessor
the present value of lease payments to be made
Leases in which the Company does not transfer
over the lease term. The lease payments include substantially all the risks and rewards of ownership of
fixed payments (including in substance fixed an asset are classified as operating leases. Rental income
payments) less any lease incentives receivable, arising is accounted on a straight-line basis over the lease
variable lease payments that depend on an index terms. Initial direct costs incurred in negotiating and
or a rate, and amounts expected to be paid under arranging an operating lease are added to the carrying
residual value guarantees. The lease payments also amount of the leased asset and recognised over the lease
include the exercise price of a purchase option term on the same basis as rental income. Contingent
reasonably certain to be exercised by the Company rents are recognised as revenue in the period in which
and payments of penalties for terminating the lease, they are earned.
if the lease term reflects the Company exercising the
option to terminate. Variable lease payments that L. INVENTORIES
do not depend on an index or a rate are recognised Inventories including Work-in-Progress are valued at cost
as expenses (unless they are incurred to produce or net realisable value, whichever is lower, cost being
inventories) in the period in which the event or determined on weighted average basis. Cost includes all
condition that triggers the payment occurs. charges for bringing the goods to their present location
In calculating the present value of lease payments, and condition. Net realisable value represents the
the Company uses its incremental borrowing rate at estimated selling price for inventories less all estimated
the lease commencement date because the interest costs of completion and costs necessary to make the sale.
rate implicit in the lease is not readily determinable. M. TAXES ON INCOME
After the commencement date, the amount of lease
liabilities is increased to reflect the accretion of Current Income Tax
interest and reduced for the lease payments made.
Current income tax assets and liabilities are measured at
In addition, the carrying amount of lease liabilities the amount expected to be recovered from or paid to the
is remeasured if there is a modification, a change taxation authorities in accordance with Income Tax Act, 1961.
Financial instruments included within the FVTOCI • I nvestments in subsidiaries, joint ventures and
category are measured initially as well as at each associates
reporting date at fair value. Fair value movements Investment in subsidiaries, joint ventures and
are recognised in the other comprehensive income associates are carried at cost in the financial
(OCI). However, the Company recognises interest statements.
The operating cycle is the time between the acquisition The amendments clarify the distinction between changes
of assets for processing and their realisation in cash and in accounting estimates and changes in accounting
cash equivalents. A portion of the Company`s activities policies and the correction of errors. It has also been
(primarily long-term project activities) have an operating clarified how entities use measurement techniques and
cycle that exceeds one year. Accordingly, assets and inputs to develop accounting estimates.
The amendments aim to help entities provide accounting The estimates and underlying assumptions are reviewed
policy disclosures that are more useful by replacing the on an ongoing basis. Revisions to accounting estimates
requirement for entities to disclose their ‘significant’ are recognised in the period in which the estimates are
accounting policies with a requirement to disclose their revised if the revision affects only that period or in the
‘material’ accounting policies and adding guidance on period of the revision and future periods if the revision
how entities apply the concept of materiality in making affects both current and future periods.
decisions about accounting policy disclosures.
Key sources of estimation uncertainty
The amendments to Ind AS 1 are applicable for annual The following are the key assumptions concerning the
periods beginning on or after 1 April 2023. Consequential future, and other key sources of estimation uncertainty at
amendments have been made in Ind AS 107. the reporting date, that have a significant risk of causing a
The Group is currently revisiting their accounting policy material adjustment to the carrying amount of assets and
information disclosures to ensure consistency with the liabilities within the next financial year:
amended requirements. Cost to complete
(iii) Deferred Tax related to Assets and Liabilities arising Management estimates the costs to complete for each
from a Single Transaction - Amendments to Ind AS 12 project for the purpose of revenue recognition and
recognition of anticipated losses on projects, if any. In the
The amendments narrow the scope of the initial
process of calculating the cost to complete, Management
recognition exception under Ind AS 12, so that it no longer
conducts regular and systematic reviews of actual results
applies to transactions that give rise to equal taxable and
and future projections with comparison against budget.
deductible temporary differences.
This process requires monitoring controls including
The amendments should be applied to transactions financial and operational controls and identifying
that occur on or after the beginning of the earliest major risks facing the Company and developing and
comparative period presented. In addition, at the implementing initiatives to manage those risks. The
beginning of the earliest comparative period presented, Company’s Management is confident that the costs to
a deferred tax asset (provided that sufficient taxable complete the project are fairly estimated.
profit is available) and a deferred tax liability should also
Percentage of completion
be recognised for all deductible and taxable temporary
differences associated with leases and decommissioning Management’s estimate of the percentage of completion
obligations. Consequential amendments have been on each project for the purpose of revenue recognition is
made in Ind AS 101. The amendments to Ind AS 12 are through conducting some weight analysis to assess the
actual quantity of the work for each activity performed
applicable for annual periods beginning on or after 1
during the reporting period and estimate any future
April 2023.
costs for comparison against the initial project budget.
The amendments are not expected to have a material This process requires monitoring of financial and
impact on the Group’s financial statements operational controls. Management is of the opinion
(b) Title deeds of Immovable Property not held in the name of the Company
` in crores
Relevant Description Gross carrying value Title Whether title Property Reason for not being held in
line of item of As at As at deeds deed holder is a held since the name of the Company
item in property 31 March, 31 March, held promoter, director which
Balance 2023 2022 in the or relative of date
sheet name of promoter / director
or employee of
promoter / director
PPE Building 0.06 0.06 Tata Group Company 31 August, These flats are constructed
16 Flats in Services 1965 on land owned by Tata
Tata Colony, Limited Services Limited in line with
Lallubhai Park, arrangement amongst Tata
Andheri (W) Services Limited and Tata
Mumbai- Group of companies (incl. Voltas
400063 Limited)
Pending certain procedural
aspects, title to the undivided
share of land relating to the
flats owned by Voltas Limited
has not yet been transferred in
the name of Voltas Limited.
Building 8.90 8.90 Universal Group Company 11 This buiding was acquired
Plot No. 1, Comfort September, pursuant to a scheme of
Sector 10, Products 2020 amalgamation and continued
SIDCUL Limited to be registered in the name of
Rudrapur, IIE amalgamating Company.
Pantnagar,
However, the deed of merger
Udham
has been registered by the
Singh Nagar,
Company.
Uttarakhand-
263153
Right Building 0.23 0.23 Bombay Others 15 June, The said building was taken
of use Voltas Port Trust 2017 on lease by Company from
assets House, 23 J Bombay Port Trust.
N Heredia
The Lease has expired on 14
Marg, Ballard
June, 2017. The Company has
Estate,
submitted an application for
Mumbai-
renewal (in accordance with
400001
contractual right) of lease on 15
December, 2016.
Leasehold 2.56 2.56 Universal Group Company 11 This land was acquired pursuant
land Comfort September, to a scheme of amalgamation
Plot No. 1, Products 2020 and continued to be registered
Sector 10, Limited in the name of amalgamating
SIDCUL Company.
Rudrapur, IIE
However, the deed of merger
Pantnagar,
has been registered by the
Udham
Company.
Singh Nagar,
Uttarakhand-
263153
As at 31 March, 2022
` in crores
Particulars <1 year 1-2 years 2-3 years > 3 years Total
(a) Projects in progress 57.27 1.45 0.45 0.12 59.29
(b) Projects temporarily suspended - - - - -
57.27 1.45 0.45 0.12 59.29
5 INVESTMENT PROPERTY
` in crores
Freehold Land Buildings Total
Gross carrying amount
As at 1 April, 2021 0.14 70.64 70.78
Additions - - -
Disposals - 2.03 2.03
Transfers in / (out ) - 0.95 0.95
As at 31 March, 2022 0.14 69.56 69.70
Accumulated depreciation
As at 1 April, 2021 - 15.23 15.23
Charge for the year - 1.09 1.09
Disposals - 0.34 0.34
Transfers in / (out ) - 0.40 0.40
As at 31 March, 2022 - 16.38 16.38
Net carrying amount as at 31 March, 2022 0.14 53.18 53.32
Gross carrying amount
As at 1 April, 2022 0.14 69.56 69.70
Additions - - -
Disposals - 2.99 2.99
As at 31 March, 2023 0.14 66.57 66.71
Accumulated depreciation
As at 1 April, 2022 - 16.38 16.38
Charge for the year - 1.06 1.06
Disposals - 0.14 0.14
As at 31 March, 2023 - 17.30 17.30
Net carrying amount as at 31 March, 2023 0.14 49.27 49.41
Footnotes :
(1) The amount included in transfers in / (out) represents the assets transferred from Property, Plant and Equipment (PPE) to Investment
Property when it is held for the purpose of earning rental income / capital appreciation.
The Company has no restriction on the realisability of its Investment properties and no contractual obligation to construct and
develop investment properties.
6 RIGHT-OF-USE ASSETS
` in crores
Leasehold Leasehold Total
Land Buildings
Gross carrying amount
As at 1 April, 2021 5.69 14.32 20.01
Additions - 11.77 11.77
As at 31 March, 2022 5.69 26.09 31.78
Accumulated depreciation
As at 1 April, 2021 0.89 8.28 9.17
Charge for the year 0.06 5.90 5.96
As at 31 March, 2022 0.95 14.18 15.13
Net carrying amount as at 31 March, 2022 4.74 11.91 16.65
Gross carrying amount
As at 1 April, 2022 5.69 26.09 31.78
Additions - 22.82 22.82
Movement on account of business transfer (Refer Note 57) - (0.38) (0.38)
As at 31 March, 2023 5.69 48.53 54.22
` in crores
Leasehold Leasehold Total
Land Buildings
Accumulated depreciation
As at 1 April, 2022 0.95 14.18 15.13
Charge for the year 0.06 7.94 8.00
Movement on account of business transfer (Refer note 57) - (0.29) (0.29)
As at 31 March, 2023 1.01 21.83 22.84
Net carrying amount as at 31 March, 2023 4.68 26.70 31.38
7 INTANGIBLE ASSETS
` in crores
Manufacturing Software Total
Rights & Technical
Know- how
Gross carrying amount
As at 1 April, 2021 10.04 56.05 66.09
Additions - 2.05 2.05
Disposals 1.16 0.16 1.32
As at 31 March, 2022 8.88 57.94 66.82
Amortisation
As at 1 April, 2021 10.04 47.82 57.86
Charge for the year - 3.27 3.27
Disposals 1.16 0.16 1.32
As at 31 March, 2022 8.88 50.93 59.81
Net carrying amount as at 31 March, 2022 - 7.01 7.01
Gross carrying amount
As at 1 April, 2022 8.88 57.94 66.82
Additions - 1.51 1.51
Disposals - 4.27 4.27
As at 31 March, 2023 8.88 55.18 64.06
Amortisation
As at 1 April, 2022 8.88 50.93 59.81
Charge for the year - 2.93 2.93
Disposals - 4.27 4.27
As at 31 March, 2023 8.88 49.59 58.47
Net carrying amount as at 31 March, 2023 - 5.59 5.59
Currency Face As at As at
Value 31 March, 2023 31 March, 2022
No. ` in crores No. ` in crores
8 (i) Non- current Investments
A Investments in Subsidiaries, Joint Ventures
& Associates
(Fully paid Unquoted Equity Instruments)
1 Investments in Subsidiary Companies
(at cost less impairment unless
otherwise stated):
Weathermaker FZE, UAE AED 15,00,000 1 3.07 1 3.07
Voltas Netherlands B.V. EURO 45 13,635 2.65 13,635 2.65
Lalbuksh Voltas Engineering Services and RO 1 50,000 0.08 50,000 0.08
Trading L.L.C, Muscat, Sultanate of Oman
Agro Foods Punjab Limited (Refer footnote ` 100 2,80,000 - 2,80,000 -
8 (a)) (Beneficial rights transferred pending
transfer of shares)
Westerwork Engineers Limited (Under ` 100 9,600 1.09 9,600 1.09
Liquidation)
Universal MEP Projects & Engineering ` 10 1,34,18,25,782 1,487.93 15,18,25,782 294.20
Services Limited (Refer footnote 8 (e))
Hi-Volt Enterprises Private Limited ` 10 10,000 0.01 10,000 0.01
Saudi Ensas Company for Engineering SR 100 2,41,360 27.62 2,41,360 27.62
Services W.L.L., Saudi Arabia
Gross Investments in Subsidiary Companies 1,522.45 328.72
Less : Impairment in value of Investments (#) 28.71 61.28
1,493.74 267.44
(#) Impairment in value of Investments
pertains to :
Westerwork Engineers Limited (Under 1.09 1.09
Liquidation)
Universal MEP Projects & Engineering - 32.57
Services Limited (Refer footnote 8 (e))
Saudi Ensas Company for Engineering 27.62 27.62
Services W.L.L., Saudi Arabia
28.71 61.28
2 Investments in Joint Ventures:
(at cost less impairment unless
otherwise stated):
Voltas Water Solutions Private Limited (Refer ` 10 - - 28,41,500 2.85
footnote 8 (g)) (#)
Olayan Voltas Contracting Company Limited, SR 100 50,000 7.11 50,000 7.11
Saudi Arabia
Share Application Money - Olayan Voltas - - - 13.13 - 13.13
Voltbek Home Appliances Private Limited ` 10 62,57,34,900 625.73 50,32,34,900 503.23
Gross Investments in Joint Ventures 645.97 526.32
Less : Impairment in value of Investments (#) 20.24 23.08
625.73 503.24
8. INVESTMENTS (Contd.)
Currency Face As at As at
Value 31 March, 2023 31 March, 2022
No. ` in crores No. ` in crores
(#) Impairment in value of Investments
pertains to :
Voltas Water Solutions Private Limited - 2.85
Olayan Voltas Contracting Company Limited, 20.24 20.23
Saudi Arabia
20.24 23.08
3 Investments in Associate Companies:
(at cost less impairment unless
otherwise stated):
Brihat Trading Private Limited ` 10 3,352 * 3,352 *
Naba Diganta Water Management Limited ` 10 47,97,000 4.80 47,97,000 4.80
4.80 4.80
B Investments in Other Companies
(Investments at Fair Value through Other
Comprehensive Income)
(Refer footnote 8 (d))
1 Fully Paid Unquoted Equity Instruments:
Lakshmi Ring Travellers (Coimbatore) Limited ` 10 - - 1,20,000 34.55
(Refer footnote 8 (h))
Agrotech Industries Limited USD 1 3,67,500 - 3,67,500 -
Tata International Limited ` 1,000 15,000 74.42 15,000 33.90
(Refer footnote 8 (i))
Tata Services Limited (Refer footnote 8 (b)) ` 1,000 448 0.04 448 0.04
Tata Industries Limited (Refer footnote 8 (b)) ` 100 13,05,720 20.72 13,05,720 20.72
Tata Projects Limited (Refer footnote 8 (j)) ` 5 1,10,62,170 181.60 1,10,62,170 298.72
Premium Granites Limited ` 10 4,91,220 - 4,91,220 -
OMC Computers Limited ` 10 4,04,337 - 4,04,337 -
Avco Marine S.a.S, France EURO 10 1,910 - 1,910 -
Voltas Employees Consumers Co-operative ` 10 750 * 750 *
Society Limited
Saraswat Co-operative Bank Limited ` 10 10 * 10 *
Super Bazar Co-operative Stores Limited ` 10 500 * 500 *
276.78 387.93
2 Fully Paid Quoted Equity Instruments :
Lakshmi Automatic Loom Works Limited ` 100 61,520 - 61,520 -
(Refer footnote 8 (f ))
Tata Chemicals Limited ` 10 2,00,440 19.49 2,00,440 19.54
Tata Consumer Products Limited ` 1 2,28,501 16.22 2,28,501 17.76
Lakshmi Machine Works Limited ` 10 5,79,672 578.00 5,79,672 558.20
Reliance Industries Limited ` 10 2,640 - 2,640 -
(Refer footnote 8 (c))
613.71 595.50
Currency Face As at As at
Value 31 March, 2023 31 March, 2022
No. ` in crores No. ` in crores
C Investment in Preference Shares
(at amortised cost)
Fully Paid Unquoted Preference Shares :
Tata Capital Limited
7.50% Cumulative Redeemable ` 1,000 2,50,000 25.00 2,50,000 25.00
Preference Shares
7.10% Cumulative Redeemable ` 1,000 2,00,000 20.00 2,00,000 20.00
Preference Shares
7.33% Cumulative Redeemable ` 1,000 50,000 5.00 50,000 5.00
Preference Shares
50.00 50.00
D Investment in Unquoted Mutual funds (at 1,448.09 1,700.94
fair value through profit or loss)
E (i) Investment in Debenture/Bonds (at
amortised cost)
Fully Paid Quoted Debenture/Bonds:
Rural Electrification Corporation Limited :
8.01% Tax Free Bonds ` 1,000 - - 50,000 5.26
7.17% Tax Free Bonds ` 10,00,000 70 7.31 70 7.37
5.75% Tax Free Bonds ` 10,000 - - 500 0.53
8.18% Tax Free Bonds ` 10,00,000 - - 50 5.31
National Housing Bank
8.26% Tax Free Non Convertible ` 5,000 - - 18,049 9.49
Debentures
Housing and Urban Development
Corporation Limited
8.51% Tax Free Bonds ` 1,000 - - 1,50,000 15.84
7.07% Tax Free Non Convertible ` 10,00,000 50 5.27 50 5.30
Debentures
Indian Railway Finance Corporation Limited
8.35% Tax Free Bonds ` 10,00,000 - - 250 27.69
Tata Motors Finance Limited
11.50% Non Convertible Debentures ` 10,00,000 500 54.50 500 54.50
UP Power Corporation Limited
9.70% Non Convertible Debentures ` 10,00,000 250 25.38 - -
92.46 131.29
(ii) Investment in Debenture/Bonds (at fair
value through profit or loss)
Fully Paid Quoted Debenture/Bonds:
TMF Holdings Limited
7.2962% Perpetual Non Convertible ` 10,00,000 500 49.92 500 49.39
Debentures
49.92 49.39
8. INVESTMENTS (Contd.)
Currency Face As at As at
Value 31 March, 2023 31 March, 2022
No. ` in crores No. ` in crores
F Investment in Others :
Government Securities ` * *
* *
Total : Non-current Investments - Net 4,655.23 3,690.53
Footnotes:
(i) Aggregate value of Quoted Investments and 756.09 776.18
market value thereof
(ii) Aggregate value of Unquoted Investments 3,948.09 2,998.71
(iii) Aggregate value of impairment in value of 48.95 84.36
investments
Abbreviations for Currencies :
` : Indian Rupees SR : Saudi Riyal AED : United Arab Emirates Dirhams
RO : Omani Rial USD : United States Dollar EURO : European Union Currency
* value below ` 50,000/-
Footnotes:
8 (a) Under a loan agreement for ` 0.60 crore (fully drawn and outstanding) entered into between Agro Foods Punjab Limited
(AFPL) and the Punjab State Industrial Development (PSIDC), the Company has given an undertaking to PSIDC that it will
not dispose off its shares in AFPL till the monies under the said loan agreement between PSIDC and AFPL remain due and
payable by AFPL to PSIDC. During 1998-99, the Company had transferred its beneficial rights in the shares of AFPL.
8 (b) For these unquoted investments categorised under Level 3, their respective cost 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.
8 (c) In respect of the Company’s investment in 2,640 equity shares of Reliance Industries Limited., there is an Injunction Order
passed by the Honourable High Court of Kanpur restraining the transfer of these shares. The share certificates are, however,
in the possession of the Company. Pending disposal of the case, dividend and fair value of these shares have not been
recognised.
8 (d) Investments at Fair Value Through Other Comprehensive Income (FVTOCI) reflect investment in quoted and unquoted equity
shares. These equity shares are designated as FVTOCI as they are not held for trading purpose and are not in similar line of
business as the Company, thus disclosing their fair value change in profit and loss will not reflect the purpose of holding.
8 (e) The Company has conducted its annual impairment assessment of the investment in wholly owned subsidiary Universal
MEP Projects & Engineering Services Limited and obtained a valuation report from an independent registered valuer. The fair
value amount has been determined using the value in use method and calculated based on future cashflows for next five
years after considering the order book position, current and anticipated economic conditions and trends, estimated future
operating results and growth rates. The cash flows beyond five years are extrapolated using a steady growth rate of 5%
per annum. Key assumptions for the value in use calculations includes discount rate of 11.74% per annum (PY : 12.49% per
annum) applied to arrive at present value of the cash flows. The discount rate represents the weighted average cost of capital
adjusted for the risk specific to the Investment and appropriate industrial beta has been applied (based on the comparative
companies data) to arrive at the discount rate. Based on the assessment, the investment impairment of ` 32.57 crores has
been reversed during the current year.
8 (f ) During the previous year, Lakshmi Automatic Loom Works Limited had consolidated the face value of equity shares from
` 10/- each to face value of ` 100/- each.
Currency Face As at As at
Value 31 March, 2023 31 March, 2022
No. ` In crores No. ` In crores
8 (ii) Current Investments
A Investment in Debenture/Bonds (at amortised cost)
Fully Paid Quoted:
The Tata Power Company Limited
10.75% Non Convertible Debentures ` 10,00,000 - - 500 52.52
Tata International Limited
9.85% Non Convertible Debentures ` 10,00,000 - - 500 50.57
Rural Electrification Corporation Limited :
8.01% Tax Free Bonds ` 1,000 50,000 5.18 - -
5.75% Tax Free Bonds ` 10,000 500 0.53 - -
8.18% Tax Free Bonds ` 10,00,000 50 5.23 - -
National Housing Bank
8.26% Tax Free Non Convertible Debentures ` 5,000 18,049 9.33 - -
Housing and Urban Development Corporation
Limited
8.51% Tax Free Bonds ` 1,000 1,50,000 15.54 - -
Indian Railway Finance Corporation Limited
8.35% Tax Free Bonds ` 10,00,000 250 27.29 - -
Bajaj Finance Limited
5.50% Non Convertible Debentures ` 10,00,000 100 10.40 - -
Housing Development Finance Limited
6.95% Non Convertible Debentures ` 10,00,000 200 21.28 - -
7.20% Non Convertible Debentures ` 10,00,000 100 10.59 - -
105.37 103.09
B Investment in Unquoted Mutual funds (at fair 201.79 291.18
value through profit or loss)
C Investment in Inter Corporate Deposits (at - 40.00
amortised cost) :
Total : Current Investments 307.16 434.27
Footnotes:
(i) Aggregate value of Quoted investments and 105.37 103.09
market value thereof
(ii) Aggregate value of Unquoted investments 201.79 331.18
(iii) Aggregate value of impairment in value of - -
investments
` in crores
As at As at
31 March, 2023 31 March, 2022
Deferred tax assets 128.13 141.81
Deferred tax liabilities (133.41) (154.16)
Deferred tax liabilities (net) (5.28) (12.35)
` in crores
As at (Charged) / (Charged) / As at
31 March, credited to credited to other 31 March,
2022 statement of comprehensive 2023
profit and loss income
Provision for employee benefits (including Voluntary 38.37 (3.47) (4.27) 30.63
Retirement Scheme)
Allowance for receivables, loans and advances 77.12 (2.47) - 74.65
Provision for contingencies and claims 10.84 (1.77) - 9.07
Unpaid statutory liabilities 3.77 0.46 - 4.23
Government Grants 1.83 (0.17) - 1.66
Estimated loss on projects 0.78 (0.55) - 0.23
Free Maintenance services 5.73 0.33 - 6.06
Others 3.37 (1.77) - 1.60
Deferred Tax Assets 141.81 (9.41) (4.27) 128.13
Property, plant and equipment and intangible assets (31.80) (0.38) - (32.18)
Unrealised gains on fair valuation of investments through (88.01) - 23.35 (64.66)
Other Comprehensive Income
Unrealised gains on fair valuation of Mutual funds (34.35) (2.22) - (36.57)
Deferred Tax Liabilities (154.16) (2.60) 23.35 (133.41)
Deferred Tax Assets / (Liabilities) (net) (12.35) (12.01) 19.08 (5.28)
` in crores
As at (Charged) / (Charged) / As at
31 March, credited to credited to other 31 March,
2021 statement of comprehensive 2022
profit and loss income
Provision for employee benefits (including Voluntary 35.85 (1.86) 4.38 38.37
Retirement Scheme)
Allowance for receivables, loans and advances 77.92 (0.80) - 77.12
Provision for contingencies and claims 8.04 2.80 - 10.84
Unpaid statutory liabilities 3.31 0.46 - 3.77
Government Grants 1.70 0.13 - 1.83
Estimated loss on projects 0.98 (0.20) - 0.78
Free Maintenance services 6.06 (0.33) - 5.73
Others 0.86 2.51 - 3.37
Deferred Tax Assets 134.72 2.71 4.38 141.81
Property, plant and equipment and intangible assets (30.78) (1.02) - (31.80)
Unrealised gains on fair valuation of investments through (60.47) - (27.54) (88.01)
Other Comprehensive Income
Unrealised gains on fair valuation of Mutual funds (27.39) (6.96) - (34.35)
Deferred Tax Liabilities (118.64) (7.98) (27.54) (154.16)
Deferred Tax Assets / (Liabilities) (net) 16.08 (5.27) (23.16) (12.35)
(2) Trade receivables has decreased mainly on account of transfer of Domestic Project Business (DPG), Mining and Construction
Equipment (M&CE) business and Textile Machinery Division (TMD) business to Universal MEP Projects & Engineering Services
Limited (UMPESL) (Refer Note 57).
(3) Trade receivables are non interest bearing and are generally on terms of 7 to 30 days in case of sale of products and in case of long
term construction contracts, payment is generally due upon completion of milestone as per terms of contract. In certain contracts,
short term advances are received before the performance obligation is satisfied.
(4) The Company applies the expected credit loss (ECL) model for measurement and recognition of impairment losses on trade
receivables and contract assets. The Company follows the simplified approach for recognition of impairment allowance on trade
receivables and contract assets. The application of the simplified approach does not require the Company to track changes
in credit risk. Rather, it recognises impairment allowance based on lifetime ECLs at each reporting date. ECL impairment loss
allowance (or reversal) recognised during the period is recognised in the Statement of Profit and Loss. This amount is reflected
under the head ‘other expenses’ in the Statement of Profit and Loss.
` in crores
As at As at
31 March, 2023 31 March, 2022
Balance at the beginning of the year 281.75 284.74
Transferred to UMPESL under BTA (Refer Note 57) (42.50) -
Allowances / (write back) during the year 75.19 32.02
Written off against provision (41.41) (35.01)
Balance at the end of the year 273.03 281.75
` in crores
Particulars Not Due Outstanding for following periods from due date of payment Total
Less than 6 6 months- 1-2 years 2-3 years More than
months 1 year 3 Years
(i) Undisputed Trade Receivables - Considered Good 692.42 332.97 97.31 73.51 38.55 20.66 1,255.42
(ii) Undisputed Trade Receivables - Considered Doubtful - - - 29.65 41.41 43.79 114.85
(iii) Disputed Trade Receivables - Considered Good - - - 71.94 0.05 14.66 86.65
(iv) Disputed Trade Receivables - Considered Doubtful - - - 0.71 0.02 33.58 34.31
Total : Trade receivables (Current) 692.42 332.97 97.31 175.81 80.03 112.69 1,491.23
As at 31 March, 2022
` in crores
Particulars Not Due Outstanding for following periods from due date of payment Total
Less than 6 6 months- 1-2 years 2-3 years More than
months 1 year 3 Years
CORPORATE OVERVIEW
(i) Undisputed Trade Receivables - Considered Good 805.35 488.35 148.33 52.77 53.62 19.83 1,568.26
(ii) Undisputed Trade Receivables - Considered Doubtful - - - 0.12 3.14 87.64 90.90
(iii) Disputed Trade Receivables - Considered Good - - - 10.31 7.64 15.01 32.96
(iv) Disputed Trade Receivables - Considered Doubtful - - - - 0.14 27.96 28.10
Total : Trade receivables (Current) 805.35 488.35 148.33 63.20 64.54 150.44 1,720.22
STATUTORY REPORTS
351
16 CASH AND CASH EQUIVALENTS
` in crores
As at As at
31 March, 2023 31 March, 2022
Cash on hand 0.02 0.03
Cheques on hand 9.10 14.77
Remittance in-transit 0.02 -
Balances with banks
- On current accounts 364.68 436.32
Total Cash and cash equivalents 373.82 451.12
Footnotes :
(a) At 31 March, 2023, the Company had available ` 419.29 crores (31 March, 2022: ` 499.76 crores) of undrawn committed borrowing
facilities. Sanction limits of domestic operations are secured against inventories, receivables and other current assets.
(b) Changes in liabilities arising from financing activities :
` in crores
Particulars As at 31 March, 2023
Borrowings Lease liabilities
Opening balance 126.04 13.75
Cash flows 159.24 (9.51)
New leases - 22.82
Transfer on sale of business - (0.11)
Accretion of interest - 2.78
Closing balance 285.28 29.73
` in crores
Particulars As at 31 March, 2022
Borrowings Lease liabilities
Opening balance 101.84 6.62
Cash flows 24.19 (6.16)
New leases - 11.77
Foreign exchange management 0.01 -
Accretion of interest - 1.52
Closing balance 126.04 13.75
(c) The quarterly returns or statements of current assets filed by the Company against sanctioned working capital limits with banks
are in agreement with the books of accounts .
19 OTHER FINANCIAL ASSETS (CURRENT) (UNSECURED, CONSIDERED GOOD UNLESS OTHERWISE STATED) (AT
AMORTISED COST)
` in crores
As at As at
31 March, 2023 31 March, 2022
(a) Security deposits 12.93 17.92
(b) Inter-corporate deposits 185.00 -
(c) Due from related parties 71.93 29.42
(d) Interest accrued 13.58 4.87
(e) Recovery against bank guarantee encashment 73.10 -
(f ) Others 103.37 62.14
459.91 114.35
Less: Impairment Allowance 78.64 4.00
Total other financial assets (Current) 381.27 110.39
Footnotes :
(1) Break up of security details of other financial assets (current)
(i) Unsecured, considered good 381.27 110.35
(ii) Credit impaired 78.64 4.00
459.91 114.35
(2) Impairment Allowance
(i) Unsecured, considered good - -
(ii) Credit impaired
- Recovery against bank guarantees encashment 73.10 -
- Others 5.54 4.00
78.64 4.00
(c) Details of equity shares held by shareholders holding more than 5% shares in the Company:
Name of Shareholder Class of Equity Share Capital
Shares As at 31 March, 2023 As at 31 March, 2022
No. of % of Holding No. of % of Holding
Shares held Shares held
Tata Sons Private Limited Equity 8,81,31,780 26.64 8,81,31,780 26.64
Life Insurance Corporation of India Equity 3,39,03,563 10.25 1,55,82,206 4.71
(d) As per the records of the Company, no calls remained unpaid by the Directors and Officers of the Company as on 31 March, 2023
(31 March, 2022 : Nil).
(e) Details of shares held by promoter / promoter group*
Description As at 31 March, 2023
Name of the promoter / No. of Change No. of shares % of %
promoter group* shares at the during at the end of Total change
beginning of the the year Shares during
the year year the year
Equity shares of ` 1 each fully paid Tata Sons Private Limited 8,81,31,780 - 8,81,31,780 26.64% -
Tata Investment 99,62,330 - 99,62,330 3.01% -
Corporation Limited*
Ewart Investments Limited* 19,25,950 - 19,25,950 0.58% -
The Tata Power Company 2,33,420 - 2,33,420 0.07% -
Limited*
Total 10,02,53,480 - 10,02,53,480 30.30% -
22 OTHER EQUITY
` in crores
As at As at
31 March, 2023 31 March, 2022
(1) Capital Reserve 12.25 12.25
(2) Capital Redemption Reserve 1.26 1.26
(3) Securities Premium 6.28 6.28
(4) General Reserve 1,446.83 1,426.83
(5) Staff Welfare Reserve 0.01 0.01
(6) Equity instruments fair value through other comprehensive income 736.28 805.85
(7) Retained Earnings 4,537.11 3,283.14
Total other equity 6,740.02 5,535.62
` in crores
As at As at
31 March, 2023 31 March, 2022
(7) Retained Earnings
(a) As per last Balance Sheet 3,283.14 2,898.14
(b) Additions :
- Net Profit for the year 1,405.31 583.47
- Gain realised on sale of equity instrument classified as FVTOCI 37.96 -
- Transfer from other comprehensive income (net of tax) 12.69 -
1,455.96 583.47
(c) Deductions :
- Dividend 181.99 165.44
- Transfer from other comprehensive income (net of tax) - 13.03
- Transfer to General Reserve 20.00 20.00
201.99 198.47
Closing Balance 4,537.11 3,283.14
Total other equity 6,740.02 5,535.62
Capital Reserve :
Capital Reserve was created from capital surplus on sale of assets and on amalgamation of subsidiary.
Securities Premium :
Securities Premium represents the surplus of proceeds received over the face value of shares, at the time of issue of shares. This reserve
can be utilised only for limited purposes such as issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.
General Reserve :
General Reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the General Reserve
is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in
the General Reserve will not be reclassified subsequently to statement of profit and loss.
Retained Earnings :
The balance in the Retained Earnings primarily represents the surplus after payment of dividend and transfer to reserves.
Footnotes :
(i) Term loans are repayable in monthly equal installments over the period of 12 months and one bullet payment on the maturity
date of loan i.e. April 2024.
(ii) Term loans from banks carry an average interest rate of 7.00% (31 March, 2022 : Nil)
32 TRADE PAYABLES
` in crores
As at As at
31 March, 2023 31 March, 2022
Trade payables :
(i) Total outstanding dues of micro and small enterprises 112.94 143.46
(ii) Total outstanding dues of creditors other than micro and small enterprises 2,096.85 2,538.56
Total trade payables 2,209.79 2,682.02
Footnotes :
(i) Trade payables are non interest bearing and are normally settled on 30 days to 365 days credit term.
(ii) Disclosures under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006 (as amended) :
(i) (a) Principal amount remaining unpaid to any supplier 112.94 142.57
(b) Interest on (i)(a) above - -
(ii) The amount of interest paid along with the principal payment made to the supplier - -
(iii) Amount of interest due and payable on delayed payments - -
(iv) Amount of further interest remaining due and payable for the earlier years - 1.02
(v) Total outstanding dues of Micro and Small Enterprises
- Principal 112.94 142.44
- Interest - 1.02
360
(iii) Trade payables ageing :
As at 31 March, 2023
` in crores
Voltas Limited
Particulars Unbilled Not Due Outstanding for following periods from due Total
date of payment
Less than 1 1-2 years 2-3 years More than
year 3 years
(i) MSME - 59.05 45.20 3.28 2.13 3.28 112.94
(ii) Others 83.55 898.03 965.84 41.24 32.45 74.31 2,095.43
(iii) Disputed dues – MSME - - - - - - -
(iv) Disputed dues - Others - - - - - 1.43 1.43
Total 83.55 957.08 1,011.04 44.52 34.58 79.02 2,209.79
As at 31 March, 2022
` in crores
Particulars Unbilled Not Due Outstanding for following periods from due Total
date of payment
Less than 1 1-2 years 2-3 years More than
year 3 years
(i) MSME - 69.47 68.83 2.30 1.28 1.58 143.46
(ii) Others 136.68 1,528.97 732.74 45.69 28.64 63.96 2,536.68
(iii) Disputed dues – MSME - - - - - - -
(iv) Disputed dues - Others - - - - 0.42 1.46 1.88
Total 136.68 1,598.44 801.57 47.99 30.34 67.00 2,682.02
CORPORATE OVERVIEW STATUTORY REPORTS FINANCIAL STATEMENTS
34 PROVISIONS (CURRENT)
` in crores
As at As at
31 March, 2023 31 March, 2022
(a) Provision for Employee Benefits
(i) Provision for gratuity (Refer Note 47) 2.49 7.18
(ii) Pension obligations (Refer Note 47) 3.79 3.56
(iii) Provision for compensated absences 19.58 30.52
(iv) Post retirement medical benefits (Refer Note 47) 0.24 0.29
(b) Provision for Trade Guarantees 80.47 63.70
(c) Provision for Contingencies for tax matters 36.05 43.08
Total provision (current) 142.62 148.33
Footnotes :
A. Provisions for Trade Guarantees :
Opening balance 63.70 46.44
Additional provisions recognised 60.44 53.88
Less : Utilisation 39.90 32.93
Less : Reversal - 3.69
Less: Transferred to UMPESL under BTA (Refer Note 57) 3.77 -
Closing balance 80.47 63.70
37 OTHER INCOME
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
(a) Dividend Income :
From investment in subsidiaries, associates and joint ventures 2.35 2.13
From equity investments measured at FVTOCI 6.91 5.02
(b) Interest Income :
On sundry advances, deposits, customers’ balances etc. 0.02 0.02
On Inter corporate deposits and deposits with banks 16.03 2.46
On Income-tax refunds 2.48 1.17
On financial instruments measured at amortised cost 25.81 26.51
(c) Gain on sale / fair valuation of financial assets measured at FVTPL 63.24 81.09
(d) Exchange differences (Net) 7.06 9.00
(e) Rental income 29.27 24.70
(f ) Other non-operating income 22.03 15.79
Total other income 175.20 167.89
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
Inventories at the end of the year :
- Finished Goods including stock-in-trade 776.63 1,086.07
- Work-in-progress 8.56 7.43
785.19 1,093.50
Inventories at the beginning of the year :
- Finished Goods including stock-in-trade 1,086.07 904.83
- Work-in-progress 7.43 10.40
1,093.50 915.23
Net (increase) / decrease 308.31 (178.27)
40 FINANCE COSTS
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
Interest expense :
(a) on borrowings from banks and others 9.68 11.51
(b) on delayed payment of income tax - 1.52
(c) on lease liabilities 2.78 1.52
Total finance costs 12.46 14.55
42 OTHER EXPENSES
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
(a) Consumption of Stores and Spares 6.42 2.90
(b) Power and Fuel 13.69 10.26
(c) Rent 13.81 16.85
(d) Repairs to Buildings 2.82 1.50
(e) Repairs to Plant and Machinery 13.33 10.87
(f ) Insurance charges 12.31 10.47
(g) Rates and Taxes 3.81 5.98
(h) Travelling and Conveyance 33.06 27.75
(i) Payment to Auditors [Refer Note 42(A)] 2.98 3.00
(j) Legal and Professional fees 31.03 21.57
(k) Bad and Doubtful Debts / Advances [Refer footnote below] 43.60 32.02
(l) Loss on sale of property, plant and equipment 1.31 1.28
(m) Corporate Social Responsibility (CSR) [Refer Note 42(B)] 14.60 12.94
(n) Outside service charges 123.26 99.45
(o) Clearing charges 68.84 74.46
(p) Freight and forwarding charges 127.33 120.66
(q) Commission on sales 5.64 9.59
(r) Advertising 62.09 33.04
(s) Printing and stationery 8.25 8.05
(t) Miscellaneous expenses 111.15 93.17
Total other expenses 699.33 595.81
Footnote :
Bad and Doubtful Debts / Advances includes :-
(a) Expected credit loss for contract assets and trade receivables 40.62 32.02
(b) Allowance for doubtful debts and advances 2.98 -
Total 43.60 32.02
(i) The Board of Directors of Voltas Limited (‘Holding Company’) at its meeting held on 12 February, 2021, have approved the
transfer of domestic B2B businesses relating to Projects business comprising Mechanical Electrical and Plumbing (MEP)/ Heating,
Ventilation and Air-Conditioning (HVAC) and Water projects, Mining and Construction Equipment (M&CE) business and Textile
Machinery Division (TMD) business to its wholly owned subsidiary viz. Universal MEP Projects & Engineering Services Limited
(‘UMPESL’) via slump sale through a Business Transfer Agreement (‘BTA’). The BTA transaction has been consummated on 1 August,
2022, being the closing date for the transfer of business for a consideration of ` 1,190 crores and resultant gain on said transaction
of ` 1,049.04 crores has been disclosed as an Exceptional Item.
(ii) In respect of one of the overseas projects, the main contractor had unilaterally terminated the contract with Voltas and also
encashed the underlying bank guarantee pursuant to the termination of the main contractor’s contract by their customer. The
Company had considered a provision towards outstanding dues and encashed performance guarantee on the said project. The
Company has initiated legal proceedings against the main contractor for recovery of the proceeds of bank guarantee and due
amounts from them.
44 INCOME TAX
Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate for the year ended 31 March, 2023
and 31 March, 2022
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
Profit before tax 1,528.17 763.16
Indian statutory income tax rate 25.17% 25.17%
Income-tax expense at India’s statutory income tax rate 384.61 192.07
Effect of adjustments to reconcile the expected tax expense to reported income tax
expense:
Effect of exempt income (3.51) (3.38)
Effect of exempt income on account of business transfer under common control (264.02) -
(Refer Note 57)
Effect of non-deductible expenses 4.28 5.59
Effect of income which is taxed at special rates (0.20) (11.01)
Adjustment of tax relating to earlier periods (0.95) (3.58)
Effect of impairment / (reversal) of impairment provision on investments (8.20) 0.06
Effect of business transfer under common control 13.75 -
Others (2.90) (0.06)
122.86 179.69
A. Commitments :
` in crores
As at As at
31 March, 2023 31 March, 2022
(i) Estimated amount of contracts remaining to be executed on capital 126.91 101.13
account and not provided for
(ii) As per the E-Waste (Management) Rules, 2016, as amended, the Company has an obligation to complete the Extended
Producer Responsibility targets, only if it is a participant in the market during a financial year. The obligation for a financial
year is measured based on sales made in the preceding 10th year and the Company has fulfilled its obligation for the current
financial year. In accordance with Appendix B of Ind AS 37, ‘Provisions, Contingent Liabilities and Contingent Assets’, the
Company will have an e-waste obligation for future years, only if it participates in the market in those years.
368
The Company has defined benefit Gratuity, Post retirement medical benefits, Pension plans and Trust managed Provident fund plan as given below:
(i) Gratuity
Every employee who has completed five years of services, is entitled to Gratuity benefits. The Gratuity plan for Indian employees is governed by the Payment
Voltas Limited
of Gratuity Act, 1972. The Gratuity plan provides lumpsum payments to vested employees at retirement, death while in employment, or termination of
employment being an amount equivalent to 15 days salary for each completed year of service. The Company also provides similar Gratuity benefits to overseas
employee. The Gratuity plan for Indian employees is funded and for overseas employees is unfunded.
PRMB scheme is eligible for all those employees who are above management staff grade and have joined on or before 31 December, 2015.The scheme is
non-funded.
Pension plan benefit are provided to past Executive Directors and their specified relatives after completion of the services with the Company or Tata Group. The
scheme is non- funded.
(a) The following table summaries the components of net benefit expenses recognised in Statement of Profit or Loss, other comprehensive income, the
funded status and amount recognised in the Balance Sheet for the respective plans as on the reporting dates:
` in crores
Gratuity funded Gratuity unfunded Pension Post retirement
medical benefits
2022-23 2021-22 2022-23 2021-22 2022-23 2021-22 2022-23 2021-22
Current service cost 4.95 3.27 5.86 4.55 - - 0.19 0.19
Net interest expense 0.36 (0.69) 1.33 1.02 3.16 2.88 0.43 0.42
Components of defined benefit costs 5.32 2.58 7.19 5.57 3.16 2.88 0.62 0.61
recognised in profit or loss
Remeasurement on the defined benefit plans:
Return on plan assets (0.23) (2.12) - - - - - -
Actuarial (gains) / losses arising from changes in (3.35) 9.64 (11.90) 7.45 (0.60) (1.28) (0.11) (0.18)
financial assumptions
Actuarial (gains) / losses arising from experience (0.51) 0.80 (2.08) (0.88) 0.62 0.71 1.20 (0.13)
adjustments
Actuarial (gains) / losses arising from - (0.04) - (0.02) - 2.96 - 0.50
Demograhic Assumption
Components of defined benefit costs (4.09) 8.28 (13.99) 6.55 0.02 2.39 1.09 0.19
recognised in other comprehensive income
47 EMPLOYEE BENEFITS (Contd.)
` in crores
Gratuity funded Gratuity unfunded Pension Post retirement
medical benefits
2022-23 2021-22 2022-23 2021-22 2022-23 2021-22 2022-23 2021-22
Change in benefit obligation
Opening defined benefit obligation 51.04 39.73 39.89 32.53 43.12 41.37 5.82 6.06
Current service cost 4.95 3.27 5.86 4.55 - - 0.19 0.19
Interest cost 3.74 2.76 1.33 1.02 3.16 2.88 0.43 0.42
Remeasurement (gains)/losses:
Actuarial (gains)/losses arising from changes in (3.35) 9.64 (11.90) 7.45 (0.60) (1.28) (0.11) (0.18)
financial assumptions
Actuarial (gains)/losses arising from experience (0.51) 0.80 (2.08) (0.88) 0.62 0.71 1.20 (0.13)
adjustments
Actuarial (gains) / losses arising from - (0.04) - (0.02) - 2.96 - 0.50
Demograhic Assumption
Transfer of obligation on account of transfer of 0.02 0.05 - - - - - -
employee from group companies
Exchange differences on foreign plans - - 3.07 1.09 - - - -
Transfer of obligation on transfer of Business (18.67) - - - - - (0.28) -
CORPORATE OVERVIEW
369
47 EMPLOYEE BENEFITS (Contd.)
370
The amount included in the Balance Sheet arising from the Company’s obligation in respect of its defined benefit plans are as follows:
` in crores
Gratuity funded Gratuity unfunded Pension Post retirement
Voltas Limited
medical benefits
2022-23 2021-22 2022-23 2021-22 2022-23 2021-22 2022-23 2021-22
Present value of funded defined benefit (33.43) (51.04) (27.38) (39.89) (42.63) (43.12) (5.98) (5.82)
obligation
Fair value of plan assets 40.76 46.09 - - - - - -
Net (liability) / asset arising from defined 7.33 (4.95) (27.38) (39.89) (42.63) (43.12) (5.98) (5.82)
benefit obligation
(b) The major categories of plan assets as a percentage of total plan:
Category of investments:
` in crores
Gratuity funded
2022-23 2021-22
Government of India securities 57% 56%
Corporate bonds 31% 33%
Mutual funds 8% 8%
Others (Interest accrued, Balances with banks) 4% 3%
100% 100%
(c) The principal assumptions used for the purposes of the actuarial valuations are as follows.
` in crores
Gratuity funded Gratuity unfunded Pension Post retirement
medical benefits
As at As at As at As at As at As at As at As at
31 March, 31 March, 31 March, 31 March, 31 March, 31 March, 31 March, 31 March,
2023 2022 2023 2022 2023 2022 2023 2022
Discount rate 7.52% 7.33% 4.80% 3.20% 7.52% 7.33% 7.52% 7.33%
Attrition Rate 1.00% 1.00% 2% & 2.33% 2% & 2.33% 1.00% 1.00% 1.00% 1.00%
Mortality Rate Indian Indian Indian Indian Indian Indian Indian Indian
Assured Assured Assured Assured Assured Assured Assured Assured
Lives Lives Lives Lives Lives Lives Lives Lives
Mortality Mortality Mortality Mortality Mortality Mortality Mortality Mortality
2012-14 2012-14 2012-14 2012-14 2012-14 2012-14 2012-14 2012-14
(Urban) (Urban) (Urban) (Urban) (Urban) (Urban) (Urban) (Urban)
Expected rate of salary Increase / pension 7.00% 8.00% 2.00% 4.00% 6.00% 6.00% 5.00% 5.00%
escalation / medical cost inflation
47 EMPLOYEE BENEFITS (Contd.)
Further, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method
CORPORATE OVERVIEW
at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognised in the balance sheet.
The expected maturity analysis of undiscounted defined benefit obligation (Funded and Unfunded) is as follows:
` in crores
Gratuity funded Gratuity unfunded Pension Post retirement
medical benefits
As at As at As at As at As at As at As at As at
31 March, 31 March, 31 March, 31 March, 31 March, 31 March, 31 March, 31 March,
STATUTORY REPORTS
The average duration of the defined benefit plan obligation at the end of the reporting period is 12 years (31 March, 2022: 11 years).
371
47 EMPLOYEE BENEFITS (Contd.)
(iv) Provident Fund
Contribution to Provident Fund is made to trusts administered by the Company. In terms of guidance note issued by the
Institute of Actuaries of India, the Actuary has provided a valuation of Provident fund liability based on the assumptions listed
and determined that there is no shortfall as at 31 March, 2023.
The details of the fund and plan assets position are as follows:
` in crores
As at As at
31 March, 2023 31 March, 2022
Fair value of plan assets 239.74 323.55
Present value of defined obligation 231.93 316.17
Contribution during the year (Employee and Employer Contribution) 24.45 30.09
The principal assumptions used for the purposes of the actuarial valuations are as follows:
As at As at
31 March, 2023 31 March, 2022
% %
Guaranteed Interest rate 8.15% 8.50%
Discount Rate for the remaining term to maturity of Interest portfolio 7.52% 7.33%
Risk Analysis
The Company is exposed to the following Risks in the defined benefits plans :
Investment Risk: The present value of the defined benefit obligation is calculated using a discount rate which is determined
by reference to market yields at the end of the reporting period on government bonds. If the return on plan assets is below
this rate, it will create a plan deficit.
Interest risk: A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by
increase in the return on the plan’s debt investments.
Longevity risk: The present value of the defined benefit plan liability is calculated by reference to the best estimate of
the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan
participants will increase the plan’s liability.
Salary growth risk: The present value of the defined benefit plan liability is calculated by reference to the future salaries of
plan participants. An increase in the salary of the plan participants will increase the plan’s liability.
Party Relation
7 Air India Limited (w.e.f. 27 January, 2022) Subsidiaries and Joint Ventures
of Promoter
Air India SATS Airport Services Private Limited. (w.e.f. 27 January, 2022)
Ardent Properties Private Limited (w.e.f. 17 June, 2022)
Automotive Stampings and Assemblies Limited
C-Edge Technologies Limited
Ewart Investments Limited
Gurgaon Realtech Limited (upto 19 May, 2022)
Infiniti Retail Limited
Innovative Retail Concepts Private Limited
MahaOnline Limited
Mikado Realtors Private Limited (Upto 4 January, 2023)
Savis Retail Private Limited
Supermarket Grocery Supplies Private Limited
Sir Dorabji Tata Trust
Sir Ratan Tata Trust
Tata 1mg Healthcare Solutions Private Limited (w.e.f. 9 June, 2021)
Tata 1mg Technologies Private Limited (w.e.f. 9 June, 2021)
Tata Advanced Systems Limited (merged with TAL Manufacturing Solutions Limited)
Tata Africa Holdings (Kenya) Limited
Tata AIA Life Insurance Company Limited
Tata AIG General Insurance Company Limited
Tata Asset Management Private Limited(formerly known as Tata Asset Management Limited)
Tata Autocomp Hendrickson Suspensions Private Limited (formerly known as Taco Hendrickson
Suspensions Private Limited)
Tata Autocomp Systems Limited
Tata Boeing Aerospace Limited (formerly known as Tata Aerospace Limited)
Tata Capital Financial Services Limited
Tata Capital Housing Finance Limited
Tata Capital Limited
Tata Communications Limited
Tata Communications Payment Solutions Limited
Tata Communications Transformation Services Limited
Tata Consultancy Services Limited
Tata Consulting Engineers Limited
Tata De Mocambique, Limitada
Tata Digital Private Limited(formerly known as Tata Digital Limited)
Tata Electronics Private Limited(formerly known as TRIL Bengaluru Real Estate Four Private
Limited)
Tata Elxsi Limited
Party Relation
Tata Ficosa Automotive Systems Private Limited (formerly known as Tata Ficosa Automotive
Systems Limited)
Tata Housing Development Company Limited
Tata Industries Limited
Tata International Limited
Tata International Metals (UK) Limited (formerly known as Tata Steel International (UK) Limited)
Tata International Vehicle Applications Private Limited (formerly known as Tata International DLT
Private Limited)
Tata Investment Corporation Limited
Tata Lockheed Martin Aerostructures Limited
Tata Medical and Diagnostics Limited
Tata Play Limited (formerly known as Tata Sky Limited)
Tata Play Broadband Private Limited
Tata Realty and Infrastructure Limited
Tata Sikorsky Aerospace Limited (formerly known as Tara Aerospace Systems Limited)
Tata Teleservices (Maharashtra) Limited
Tata Teleservices Limited
Tata Toyo Radiator Limited
Tata Unistore Limited (w.e.f. 9 December, 2022)
TCS Foundation
TM Automotive Seating Systems Private Limited
TRIL Infopark Limited (upto 8 July, 2022)
TRIL IT4 Private Limited(formerly known as Albrecht Builder Private Limited)
TRIL Urban Transport Private Limited
376
(b) Related Party Transactions
` in crores
Sr. Year Transactions Subsidiaries Associates Joint Promoter Subsidiaries Key Directors Employee Total
Voltas Limited
No. Ventures and Joint Management Benefit
Ventures of Personnel Funds
Promoter
1 2022-23 Purchases of stock-in-trade - - 11.68 - - - - - 11.68
2021-22 - - 9.74 - - - - - 9.74
2 2022-23 Sale of Products 9.04 0.01 0.69 - 114.85 - - - 124.59
2021-22 0.13 - 0.10 - 57.25 - - - 57.48
3 2022-23 Service Income 4.05 - 0.78 0.07 64.06 - - - 68.96
2021-22 4.93 1.66 1.05 0.04 120.06 - - - 127.74
4 2022-23 Construction contract 0.22 - 0.01 - 8.63 - - - 8.86
revenue (Includes billed and
unbilled revenue)
2021-22 - - - - 6.37 - - - 6.37
5 2022-23 Interest Income - - - - 3.91 - - - 3.91
2021-22 - - - - 5.18 - - - 5.18
6 2022-23 Rental Income 4.67 - 0.80 - 5.84 - - - 11.31
2021-22 0.30 - 0.75 - 5.82 - - - 6.87
7 2022-23 Dividend Income 0.42 1.93 - - 4.04 - - - 6.39
2021-22 0.78 1.34 - - 3.85 - - - 5.97
8 2022-23 Income from business 16.71 - 3.40 - - - - - 20.11
support services
2021-22 28.35 - 5.16 - - - - - 33.51
9 2022-23 Sale of Business (net 1,190.00 - - - - - - - 1,190.00
consideration)
- UMPESL
2021-22 - - - - - - - - -
10 2022-23 Remuneration Paid - - - - - 12.06 2.00 - 14.06
/ Payable (including
commission)
2021-22 - - - - - 11.29 2.30 - 13.59
11 2022-23 Sitting Fees - - - - - - 0.37 - 0.37
2021-22 - - - - - - 0.53 - 0.53
12 2022-23 Dividend Paid - - - 48.47 6.54 - - - 55.01
2021-22 - - - 44.07 5.94 - - - 50.01
13 2022-23 Consulting expenses - - - - 0.06 - - - 0.06
2021-22 - - - - 1.97 - - - 1.97
48. RELATED PARTY DISCLOSURES (Contd.)
` in crores
Sr. Year Transactions Subsidiaries Associates Joint Promoter Subsidiaries Key Directors Employee Total
No. Ventures and Joint Management Benefit
Ventures of Personnel Funds
Promoter
14 2022-23 Tata Brand Equity - - - 13.05 - - - - 13.05
2021-22 - - - 12.70 - - - - 12.70
15 2022-23 Purchase of goods / 77.30 - 6.85 - 0.03 - - - 84.18
services for execution of
contracts
2021-22 113.32 - 19.59 - - - - - 132.91
16 2022-23 Deputation Charges paid 4.07 - 3.38 - - - - - 7.45
2021-22 - - - - - - - - -
17 2022-23 Impairment in value of - - - - - - - - -
investment
2021-22 - - 0.25 - - - - - 0.25
18 2022-23 Security Deposit Refunded - - - - - - - - -
2021-22 - - - - 4.48 - - - 4.48
19 2022-23 Other Expenses- Recovery 21.39 - 39.44 - 0.28 - - - 61.11
of expenses
CORPORATE OVERVIEW
377
2021-22 0.15 - - - 3.02 - - - 3.17
48. RELATED PARTY DISCLOSURES (Contd.)
378
` in crores
Sr. Year Transactions Subsidiaries Associates Joint Promoter Subsidiaries Key Directors Employee Total
No. Ventures and Joint Management Benefit
Ventures of Personnel Funds
Voltas Limited
Promoter
25 2022-23 Provision for Debts and 0.01 - - - 0.61 - - - 0.62
Advances at year end
2021-22 * - * * 0.72 - - - 0.72
26 2022-23 Advance Outstanding at - - - - 0.12 - - - 0.12
year end
2021-22 - - - 0.04 0.12 - - - 0.16
27 2022-23 Outstanding Share - - 13.13 - - - - - 13.13
Application Money at year
end
2021-22 - - 13.13 - - - - - 13.13
28 2022-23 Debit Balance Outstanding 34.71 0.03 32.85 - 38.23 - - - 105.82
at year end
2021-22 40.63 0.51 33.44 - 71.51 - - - 146.09
29 2022-23 Credit Balance 22.66 - - 9.87 1.99 4.00 2.00 - 40.52
Outstanding at year end
2021-22 67.93 - - 8.74 0.08 3.08 2.30 4.38 86.51
30 2022-23 Guarantees Outstanding at 2,733.14 - 82.13 - - - - - 2,815.27
year end
UMPESL 1,900.00 - - - - - - 1,900.00
Others 833.14 - - - - - - - 833.14
2021-22 2,115.59 - 75.75 - - - - - 2,191.34
UMPESL 1,350.00 - - - - - - - 1,350.00
Others 765.59 - 75.75 - - - - - 841.34
31 2022-23 Impairment in value of 28.71 - 20.24 - - - - - 48.95
Investments at year end
2021-22 61.28 1.56 23.08 - - - - - 85.92
32 2022-23 Contract Revenue in excess 0.05 - 0.01 - 1.09 - - - 1.15
of Billing
2021-22 - - * - 2.88 - - - 2.88
33 2022-23 Billing in excess of - - - - 0.20 - - - 0.20
Contract Revenue
2021-22 - - 0.04 - 1.60 - - - 1.64
34 2022-23 Contribution to Employee - - - - - - - 13.21 13.21
Benefit Funds
2021-22 - - - - - - - 11.59 11.59
* Value below ` 50,000/-
CORPORATE OVERVIEW STATUTORY REPORTS FINANCIAL STATEMENTS
380
A. Financial instruments by category:
The accounting classification of each category of financial instruments, their carrying value and fair value are as below:
` in crores
Voltas Limited
As at 31 March, 2023 As at 31 March, 2022
FVTPL FVTOCI Amortised Total Total Fair FVTPL FVTOCI Amortised Total Total
cost Carrying value cost Carrying Fair
value value value
Financial assets
Investments (*) 1,699.80 890.49 247.83 2,838.12 2,838.12 2,041.51 983.43 324.38 3,349.32 3,349.32
Loans - - 0.51 0.51 0.51 - - 2.01 2.01 2.01
Trade receivables - - 1,289.15 1,289.15 1,289.15 - - 1,520.23 1,520.23 1,520.23
Other financial assets - - 642.48 642.48 642.48 - - 185.97 185.97 185.97
Cash and cash equivalents - - 373.82 373.82 373.82 - - 451.12 451.12 451.12
Other balances with banks - - 15.66 15.66 15.66 - - 12.77 12.77 12.77
1,699.80 890.49 2,569.45 5,159.74 5,159.74 2,041.51 983.43 2,496.48 5,521.42 5,521.42
Financial liabilities
Borrowings - - 285.28 285.28 285.28 - - 126.04 126.04 126.04
Lease Liabilities - - 29.73 29.73 29.73 - - 13.75 13.75 13.75
Trade payables - - 2,209.79 2,209.79 2,209.79 - - 2,682.02 2,682.02 2,682.02
Other financial liabilities 0.25 - 128.98 129.23 129.23 0.33 - 117.79 118.12 118.12
0.25 - 2,653.78 2,654.03 2,654.03 0.33 - 2,939.60 2,939.93 2,939.93
*The above Investments does not include equity investments in subsidiaries, associates and joint ventures which are carried at costs and hence are not required to be
disclosed as per Ind AS 107 “Financial Instruments Disclosures”.
Management has assessed that Cash and cash equivalents, Other balances with banks, Loans, Trade receivables, Other financial assets, Borrowings, Lease liabilities, Trade
payables and Other financial liabilities carried at amortised cost approximate their carrying amounts largely due to the short-term maturities of these instruments.
Abbreviations :
FVTPL - Fair Value Through Profit or Loss. FVTOCI - Fair Value Through Other Comprehensive Income.
CORPORATE OVERVIEW STATUTORY REPORTS FINANCIAL STATEMENTS
` in crores
Level 1 Level 2 Level 3
As at As at As at As at As at As at
31 March, 31 March, 31 March, 31 March, 31 March, 31 March,
2023 2022 2023 2022 2023 2022
Financial liabilities
At fair value through profit or loss
- Derivative financial liabilities - - 0.25 0.33 - -
TOTAL - - 0.25 0.33 - -
The Company uses the following hierarchy for determining and/or disclosing the fair value of financial instrument by valuation
techniques:
(i) Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities;
(ii) Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or
indirectly observable;
(iii) Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.
- The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in
a current transaction between willing parties.
The following methods and assumptions were used to estimate the fair values:
- The fair value of quoted equity investment and mutual funds are based on price quotations at the reporting date.
- The fair value of unquoted equity investments are based on Market multiple approach. Market multiple of EV/EBITDA are
considered after applying suitable discounts for size, liquidity and other company specific discounts.
- The Company enters into derivative financial instruments with various counterparties, principally with banks. Foreign
exchange forward contracts are valued using valuation techniques, which employs the use of market observable inputs. The
model incorporates various inputs including the credit quality of counter parties, foreign exchange spot and forward rates.
` in crores
As at 1 April, 2021 273.71
Add: Fair valuation gain/(loss) recognised in OCI 34.23
Add / Less: Investment made during the year 79.99
Closing balance as at 31 March, 2022 387.93
Add: Fair valuation gain/(loss) recognised in OCI (73.19)
Add / Less: Investment made/ (disposed off ) during the year (37.96)
Closing balance as at 31 March, 2023 276.78
51 AGGREGATION OF EXPENSES DISCLOSED IN CONSUMPTION OF MATERIALS, COST OF JOBS AND SERVICES AND
OTHER EXPENSES IN RESPECT OF SPECIFIC ITEMS ARE AS FOLLOWS (REFER NOTE 42):
` in crores
Nature of expenses 2022-23
Grouped under
Consumption of Other expenses Total
materials, cost of
jobs and services
(1) Rent 0.03 13.81 13.84
(2) Power and Fuel * 13.69 13.69
(3) Insurance charges 1.39 12.31 13.70
(4) Travelling and Conveyance 0.19 33.06 33.25
(5) Printing and Stationery * 8.25 8.25
(6) Legal and Professional charges - 31.03 31.03
(7) Clearing charges - 68.84 68.84
(8) Outside Service charges 24.67 123.26 147.93
(9) Repairs to Plant and Machinery - 13.33 13.33
(10) Other miscellaneous expenses 3.51 111.15 114.66
The Company is exposed to market risk, credit risk and liquidity risk. The Board of Directors of the Company oversee the
management of these financial risks through its Risk Management Committee as per Company’s existing policy.
Given the portfolio of investments in debt mutual funds, the Company has exposure to interest rate risk with respect
to returns realised. It is estimated that an increase in 25 bps change in 10 year Government bond yield would result
in a loss of approximately ` 4.12 crores (31 March, 2022: ` 4.98 crores) whereas a decrease in 25 bps change in 10 year
Government bond yield would result in a profit of approximately ` 4.12 crores (31 March, 2022: ` 4.98 crores). This
estimate is based on key assumption with respect to seamless transition of rates across debt instruments in the market
and also basis the duration of debt instruments in turn held by mutual funds that the Company has invested in.
As at the end of the reporting period, the carrying amounts of the material foreign currency denominated monetary
assets and liabilities are as follows:
` in crores
Currency Liabilities Assets
As at As at As at As at
31 March, 2023 31 March, 2022 31 March, 2023 31 March, 2022
United States Dollar (USD) 304.30 445.78 85.98 156.34
United Arab Emirates Dirham (AED) 748.91 421.66 738.86 575.23
Qatari Riyal (QAR) 35.21 32.79 20.69 26.12
Chinese Yuan (CNY) 87.07 - - -
Singapore Dollar (SGD) 7.72 54.20 3.74 5.17
The following tables demonstrate the sensitivity of outstanding foreign currency denominated monetary items to a
reasonably possible change in exchange rates, with all other variables held constant. The impact on the Company’s
profit before tax is due to changes in the fair value of financial assets and liabilities:
` in crores
Particulars Effect on Profit before tax Effect on Equity
As at As at As at As at
31 March, 2023 31 March, 2022 31 March, 2023 31 March, 2022
USD +5% (8.55) (11.62) (6.39) (8.69)
USD -5% 8.55 11.62 6.39 8.69
AED +5% (0.50) 7.68 (0.38) 5.75
AED -5% 0.50 (7.68) 0.38 (5.75)
QAR +5% (0.73) (0.33) (0.54) (0.25)
QAR -5% 0.73 0.33 0.54 0.25
CNY +5% (3.90) - (2.92) -
CNY -5% 3.90 - 2.92 -
SGD +5% (0.20) (2.45) (0.15) (1.83)
SGD -5% 0.20 2.45 0.15 1.83
Details of notional value of derivative contracts entered by the Company and outstanding as at Balance Sheet date
` in crores
As at As at
31 March, 2023 31 March, 2022
Forward contracts - Buy (USD/`) 47.41 57.14
Forward contracts - Buy (CNY/`) 9.15 -
The fair value of the Company’s derivatives position recorded under financial assets and financial liabilities are as follows:
` in crores
Particulars Liabilities Assets
As at As at As at As at
31 March, 2023 31 March, 2022 31 March, 2023 31 March, 2022
Forex Forward Cover 0.25 0.33 - -
The following table summarises the sensitivity to change in the NSE index on the Company’s Equity and OCI. These
changes would not have an effect on profit or loss.
` in crores
Impact on other components
of equity (OCI)
As at As at
31 March, 2023 31 March, 2022
NSE Nifty 50 : +5% 30.69 29.78
NSE Nifty 50 : -5% (30.69) (29.78)
Credit risk on trade receivables and contract assets are managed by each business unit subject to the Company’s established
policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed and individual
credit limits are defined in accordance with this assessment. Moreover, given the diverse nature of the Company’s businesses, trade
receivables and contract assets are spread over a number of customers with no significant concentration of credit risk. No single
customer accounted for 10% or more of the trade receivables and contracted assets in any of the years presented.
For trade receivables and contract assets, as a practical expedient, the Company computes credit loss allowance based on a
provision matrix. The provision matrix is prepared based on historically observed default rates over the expected life of trade
receivables and contract assets and is adjusted for forward-looking estimates.
For Mutual Fund Investments, counterparty risk are in place to limit the amount of credit exposure to any one counterparty.
This, therefore, results in diversification of credit risk for Company’s mutual fund investments.
Credit risk from cash and cash equivalents and balances with banks is managed by the Company’s treasury department in
accordance with the Company’s treasury policy.
The Credit risk on mutual fund investments, cash and cash equivalents, and other bank balances are limited as the
counterparties are banks and fund houses with high-credit ratings assigned by credit rating agencies.
The carrying value of the financial assets represents the maximum credit exposure. The Company’s maximum exposure to
Credit risk is disclosed in Note 50 Financial Instruments. The maximum credit exposure on financial guarantees given by the
Company for various financial facilities is disclosed in Note 46 Commitments and Contingencies.
The amount included in Note 46(B) for financial guarantee contracts are the maximum amounts that the Company may
be liable to settle under the respective arrangements for the full guaranteed amount if that amount is claimed by the
counterparty for the guarantee. Based on the expectations as at the end of reporting period, the Company considers that it
is more likely than not that such amount shall not be payable under the respective arrangements. However, this estimate is
subject to change depending upon the probability of the counterparty claiming under the guarantee which is a function of
the likelihood that the financial receivables held by the counterparty which are guaranteed suffer credit losses.
* Maturity amount of borrowings is including the interest that will be paid on these borrowings.
53 LEASES
Company as a lessee
The Company has lease contracts for its office premises and storage locations with lease term between 1 year to 5 years. The
Company’s obligations under its leases are secured by the lessor’s title to the leased assets. Generally, the Company is restricted
from assigning and subleasing the leased assets.
The Company also has certain leases of office premises and storage locations with lease terms of 12 months or less. The Company
applies the ‘short-term lease’ recognition exemptions for these leases.
(a) The movement in lease liabilities during the year ended 31 March, 2023 and 31 March, 2022 is as follows:
` in crores
As at As at
31 March, 2023 31 March, 2022
Balance at the beginning 13.75 6.62
Transfer on sale of business (Refer Note 57) (0.11) -
Additions 22.82 11.77
Accretion of interest 2.78 1.52
Payment of lease liabilities (principle plus interest) (9.51) (6.16)
Balance at the end 29.73 13.75
Non-current 21.34 8.97
Current 8.39 4.78
53 LEASES (Contd.)
(b) The following are the amounts recognised in profit or loss:
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
Depreciation on right-of-use assets 8.00 5.96
Interest expense on lease liabilities 2.78 1.52
Expense relating to short-term leases (Refer footnote c) 82.65 91.31
Total amount recognised in statement of profit and loss 93.43 98.79
(c) Details of carrying amount of right-of-use assets and movement during the period is disclosed under Note 6
Footnotes:
(a) The maturity analysis of lease liabilities are disclosed in Note 52 (iii) Liquidity Risk Management
(b) The effective interest rate for lease liabilities is 9%, with maturity between 2023-2028.
(c) Expense relating to short-term leases are disclosed under the head rent and clearing charges in other expenses
(Refer Note 42).
(d) The Company had total cash flows for leases of ` 9.51 crores on 31 March, 2023 (31 March, 2022 : ` 6.16 crores).
Company as a lessor
The Company has entered into operating leases on its investment property portfolio consisting of land and office premises.
These leases have lease terms between 1 year to 5 years, The Company has the option under some of its leases to lease the
assets for additional periods. An amount of ` 29.27 crores is recognised as lease income in the statement of profit and loss
account for the year ended 31 March, 2023 (31 March, 2022: ` 24.70 crores).
` in crores
As at As at
31 March, 2023 31 March, 2022
(a) Not later than one year 6.30 2.77
(b) Later than one year but not later than five years 4.60 3.03
(c) Later than five years - -
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
Segment - A ( Unitary Cooling Products )
(a) Sale of products 5,687.20 4,215.12
(b) Sale of services 787.30 666.80
Sub-total : 6,474.50 4,881.92
Segment - B ( Electro - Mechanical Projects and Services )
(a) Sale of products 1.48 6.85
(b) Construction contract revenue 895.57 1,591.51
(c) Sale of services 17.24 20.89
Sub-total : 914.29 1,619.25
Segment - C ( Engineering Products and Services )
(a) Sale of products 126.15 341.99
(b) Sale of services 55.37 146.67
Sub-total : 181.52 488.66
Total revenue from contracts with customers 7,570.31 6,989.83
(C) Reconciling the amount of revenue recognised in the statement of profit and loss with the contracted price.
` in crores
Year ended Year ended
31 March, 2023 31 March, 2022
Revenue as per contracted price 7,190.40 6,468.95
Adjustments
Add: (a) Unbilled on account of work under certification 415.65 639.23
Less: (b) Billing in excess of contract revenue (35.74) (118.35)
Revenue from contract with customers 7,570.31 6,989.83
55 CAPITAL MANAGEMENT :
The capital structure of the Company consists of net debt and total equity of the Company. The Company manages its capital
to ensure that the Company will be able to continue as going concern while maximising the return to stakeholders through an
optimum mix of debt and equity within the overall capital structure. The Company monitors capital using a gearing ratio, which
is net debt divided by total capital plus net debt. The Company includes within net debt, interest bearing loans and borrowings,
less cash and cash equivalents.
` in crores
As at As at
31 March, 2023 31 March, 2022
Borrowings (Refer Note 24 and 30) 285.28 126.04
Less: Cash and cash equivalents (Refer Note 16) (373.82) (451.12)
Net Debt (88.54) (325.08)
Equity 6,773.10 5,568.70
Total Capital 6,773.10 5,568.70
Capital and Net Debt 6,684.56 5,243.62
Gearing Ratio (1.32%) (6.20%)
(ii) The Company does not have any transactions with companies struck off.
(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(v) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the understanding that the Intermediary shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of
the Company (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
(vi) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the Company shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of
the Funding Party (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,
(vii) The Company has no such transaction which is not recorded in the books of accounts that has been surrendered or
disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or
any other relevant provisions of the Income Tax Act, 1961).
(viii) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Companies Act, 2013
read with the Companies (Restriction on number of Layers) Rules, 2017.
(ix) The Company is maintaining its books of account in electronic mode and these books of account are accessible in India at
all times and the back-up of books of account has been kept in servers physically located in India on a daily basis from the
applicability date of the Companies (Accounts) Rules, 2014, i.e. 5 August, 2022 onwards.
(ii) The Board of Directors have also approved transfer of Voltas direct investments in overseas subsidiary companies –
Weathermaker FZE (100%), UAE, Saudi Ensas Company for Engineering Services W.L.L., Kingdom of Saudi Arabia (92%) and
Lalbuksh Voltas Engineering Services & Trading L.L.C., Sultanate of Oman (20%) to UMPPL through Share Purchase Agreement
(SPA) for each Company respectively, subject to requisite approvals as may be required in that behalf.
(iii) Upon consummation of the aforesaid transactions, the international business operations would get housed in the Singapore
entity – UMPPL.
(ii) The Board of Directors have approved an amount of ` 20.00 crores to be transferred to General Reserve from Retained
Earnings after the balance sheet date.
60 RATIO ANALYSIS
` in crores
Sr. Ratio Numerator Denominator As at As at % change Reason for
No 31 March, 31 March, variance
2023 2022
1 Current ratio Current Assets Current Liabilities 1.44 1.42 1.73% -
2 Debt- Equity Borrowings Total equity 0.04 0.02 86.09% Increase is on
Ratio account of
borrowings availed
for international
operation for
working capital
management of
projects executed.
3 Debt Service Earnings for Debt service = 50.30 39.21 28.26% Variance is on
Coverage ratio debt service = Interest payable account of gain on
Net Profit before & Lease Payments transfer of business
tax+ Non-cash + Principal to UMPESL
operating expenses- Repayments of long (Refer Note 57).
(depreciation and term borrowings
amortisation)+
Finance Cost+
other adjustments
like Loss on sale of
property, plant and
equipment
4 Return on Net Profit after taxes Average total equity 0.23 0.11 105.95% Variance is on
Equity ratio account of gain on
transfer of business
to UMPESL
(Refer Note 57).
5 Inventory Cost of goods sold Average Inventory 3.33 2.78 19.98% -
Turnover ratio excluding cost of
jobs and services of
Segment - B
(Electro - Mechanical
Projects and
Services)
6 Trade Revenue from Average Trade 4.03 3.33 20.92% -
Receivable Operations Receivable
Turnover Ratio
7 Trade Payable Cost of goods sold Average Trade 2.76 2.50 10.50% -
Turnover Ratio and other expenses Payables
8 Net Capital Revenue from Working capital = 5.49 4.77 15.00% -
Turnover Ratio Operations Current assets –
Current liabilities
9 Net Profit ratio Net Profit Revenue from 0.18 0.08 122.77% Variance is on
operations account of gain on
transfer of business
to UMPESL
(Refer Note 57).
` in crores
Sr. Ratio Numerator Denominator As at As at % change Reason for
No 31 March, 31 March, variance
2023 2022
10 Return on Earnings before Capital Employed 0.23 0.14 62.60% Variance is on
Capital interest and taxes = Tangible Net account of gain on
Employed worth + Total long transfer of business
term borrowings + to UMPESL
Deferred Tax Liability (Refer Note 57).
11 Return on -
Investment
(a) Mutual Funds Gain on sale / fair Monthly average 0.04 0.05 (12.66%) -
Investments valuation of Mutual investment in
Fund Mutual Funds
(b) Fixed Income Interest Income Monthly average 0.07 0.07 (6.37%) -
Investments investment in Fixed
Income invetments
(c) Quoted Equity Fair valuation of Quaterly average 0.03 0.36 (91.31%) Decrease in return
Instruments quoted investment investment in on investment
Investments + Dividend Income Quoted Equity from quoted
Instruments equity instruments
are on account
of fluctuation in
market prices.
61
Previous year’s figures have been regrouped / reclassified wherever necessary to correspond with the current year’s classification/
disclosure.
As per our report of even date For and on behalf of the Board
Name of the company HI-Volt Universal Universal MEP Weathermaker Saudi Ensas Lalbuksh Voltas Oman Voltas Voltas
Enterprises MEP Projects Projects & FZE (WMF) Company for Voltas SPC (VOLLC) Qatar W.L.L. Netherlands
Private Pte Limited Engineering Engineering Engineering (VQWLL) B.V. (VNBV)
Limited (UMPPL) Services Services Services &
Limited & Trading Trading L.L.C.
(formerly W.L.L. (Saudi (LALVOL)
known Ensas)
as Rohini
Industrial
Electricals
Limited)
1 Date since when subsidiary was acquired 13 September, 04 August, 04 September, 20 January, 28 January, 31 March, 27 March, 03 May, 31 December,
2021 2021 2008 2006 2009 2011 2011 2016 1999
2 Reporting Period 31 March, 31 March, 31 March, 31 March, 31 March, 31 March, 31 March, 31 March, 31 March,
2023 2023 2023 2023 2023 2023 2023 2023 2023
3 (i) Reporting currency ` SGD ` AED SR RO RO QAR EURO
(ii) Exchange rate as on the last date of the relevant – – – ` 22.38 ` 21.90 ` 213.51 ` 213.51 ` 22.49 ` 89.47
financial year
` in crores ` in crores ` in crores ` in crores ` in crores ` in crores ` in crores ` in crores ` in crores
4 Capital 0.01 73.39 1,341.82 3.07 32.41 3.03 29.52 2.05 2.65
CORPORATE OVERVIEW
5 Reserves & Surplus (Other Equity) # (1.97) (903.28) 26.98 (30.56) 98.33 (72.95) (32.71) 77.75
6 Total Assets 0.01 71.87 1,409.89 44.24 49.99 143.36 48.27 497.52 81.03
7 Total Liabilities # 0.45 971.35 14.19 48.15 42.00 91.71 528.18 0.63
8 Investments - 71.77 - - - - - - 74.30
9 Turnover (Revenue from Operations) - - 1,767.40 26.28 83.48 80.37 37.35 300.98 -
10 Profit / (loss) before Taxation # (0.28) 235.48 (1.58) 3.74 3.44 1.84 (208.66) 2.81
11 Provision for Taxation - - 59.04 - 0.54 0.42 - (0.55) -
12 Profit / (loss) after Taxation # (0.28) 176.44 (1.58) 3.20 3.02 1.84 (208.12) 2.81
13 (a) Interim Dividend - - - - - 2.05 - - -
(b) Proposed Dividend - - - - - - - - -
STATUTORY REPORTS
393
394
PART "B": ASSOCIATES AND JOINT VENTURES
Statement pursuant to Setion 129(3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures
` in crores
Name of the company Universal Olayan Voltas Naba Diganta Voltbek Home Brihat Trading
Voltas L.L.C. Contracting Water Appliances Private
Voltas Limited
Company Management Private Limited
Limited Limited Limited
1 Date on which the Associate/Joint Venture was associated or 26 August, 1981 08 February, 2012 17 March, 2008 18 August, 2017 21 August, 2012
acquired
2 Latest Audited Balance Sheet Date 31 March, 2023 31 March, 2023 31 March, 2023 31 March, 2023 31 March, 2023
3 Shares of Associate/Joint Ventures held by the Company on the
year end
(i) Number – 50,000 47,97,000 62,57,34,900 3,352
(ii) Amount of Investment in Associates/ Joint Ventures – 20.24# 4.80 625.73 **
(` in crores)
(iii) Extent of Holding % 49%* 50% 26% 49% 33.23%
4 Description of how there is significant influence Equity Investment more than 20%
5 Reason why the Associate/Joint Venture is not consolidated Not applicable Dormant
Company
6 Networth attributable to Shareholding as per latest Audited 56.63 – 9.38 204.51 Not Material
Balance Sheet (` in crores)
7 Profit / (loss) for the year
(i) Considered in Consolidation (` in crores) 0.28 1.93 (122.86) Not Material
(ii) Not considered in consolidation (` in crores) – – – – Not Material
*Share Capital is held by Universal MEP Projects Pte Limited (UMPPL), a step-down subsidiary of Voltas Limited.
** Value below ` 50,000/-.
# Includes ` 13.13 crores share application money.
THE SIXTY-NINTH ANNUAL GENERAL MEETING OF VOLTAS LIMITED will be held on Thursday, 22nd June, 2023
at 3.00 p.m. (IST) through Video Conferencing / Other Audio Visual Means to transact the following business:
ORDINARY BUSINESS
1. To receive, consider and adopt the Audited Stand-alone Financial Statements of the Company for the
financial year ended 31st March, 2023 together with the Reports of the Board of Directors and the
Auditors thereon.
2. To receive, consider and adopt the Audited Consolidated Financial Statements of the Company for the
financial year ended 31st March, 2023 together with the Report of the Auditors thereon.
3. To declare a dividend on Equity Shares for the financial year ended 31st March, 2023.
4. To appoint a Director in place of Mr. Noel Tata (DIN: 00024713), who retires by rotation and, being eligible,
offers himself for re-appointment.
5. To appoint a Director in place of Mr. Saurabh Agrawal (DIN: 02144558), who retires by rotation and, being
eligible, offers himself for re-appointment.
SPECIAL BUSINESS
6. Ratification of Cost Auditor’s Remuneration:
To consider and, if thought fit, to pass the following Resolution, as an Ordinary Resolution:
“RESOLVED that pursuant to the provisions of Section 148(3) and other applicable provisions, if any,
of the Companies Act, 2013, [including any statutory modification or re-enactment thereof for the time
being in force], and the Companies (Audit and Auditors) Rules, 2014, as amended from time to time, the
Company hereby ratifies the remuneration of ` 7.00 lakhs plus applicable taxes and reimbursement of
out-of-pocket expenses incurred in connection with the audit, payable to M/s. Sagar & Associates, the Cost
Accountants (Firm Registration Number 000118), who have been appointed by the Board of Directors on
the recommendation of the Audit Committee, as the Cost Auditors of the Company, to conduct the audit of
the cost records maintained by the Company for the financial year ending 31st March, 2024.”
NOTES:
1. In view of the COVID-19 pandemic, the Ministry of Corporate Affairs (MCA) has vide its General Circular
No. 20/2020 dated 5th May, 2020, read with other relevant circulars on the subject, including General Circular
No. 10/2022 dated 28th December, 2022 (collectively referred to as ‘MCA Circulars’) permitted the holding
of the Annual General Meeting (AGM) through Video Conferencing (VC)/ Other Audio Visual Means (OAVM),
without the physical presence of the Members at a common venue. In compliance with the provisions of
the Companies Act, 2013 (Act), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,
(Listing Regulations) and MCA Circulars, the 69th AGM of the Company is being held through VC/OAVM on
Thursday, 22nd June, 2023 at 3.00 p.m. (IST). The deemed venue for the 69th AGM shall be Voltas House ‘A’,
Dr. Babasaheb Ambedkar Road, Chinchpokli, Mumbai 400 033.
2. The Explanatory Statement pursuant to Section 102 of the Act, setting out the material facts concerning the
business under Item No. 6 of the Notice is annexed hereto. The relevant details pursuant to Regulation 36(3)
of the Listing Regulations and Secretarial Standard on General Meetings issued by the Institute of Company
Secretaries of India, in respect of Directors seeking re-appointment at this AGM are also annexed. The matter
under Special Business of the AGM Notice is considered to be unavoidable by the Board of Directors of the
Company and hence included.
1
3. PURSUANT TO THE PROVISIONS OF THE ACT, A MEMBER ENTITLED TO ATTEND AND VOTE AT THE
AGM IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE ON HIS/HER BEHALF AND THE PROXY
NEED NOT BE A MEMBER OF THE COMPANY. SINCE THIS AGM IS BEING HELD PURSUANT TO THE MCA
CIRCULARS THROUGH VC/OAVM, PHYSICAL ATTENDANCE OF MEMBERS HAS BEEN DISPENSED WITH.
ACCORDINGLY, THE FACILITY FOR APPOINTMENT OF PROXIES BY THE MEMBERS WILL NOT BE
AVAILABLE FOR THIS AGM AND HENCE, THE PROXY FORM AND ATTENDANCE SLIP AND ROUTE MAP
OF AGM ARE NOT ANNEXED TO THIS NOTICE.
4. The Members can join the AGM in the VC/OAVM mode 30 minutes before the scheduled time of the
commencement of the Meeting by following the procedure mentioned in the Notice and this mode will be
available throughout the proceedings of the Meeting. The Members will be able to view the proceedings
on the National Securities Depository Limited’s (NSDL) e-voting website at www.evoting.nsdl.com. The
facility of participation at the AGM through VC/OAVM will be made available to at least 1,000 Members on a
first come first serve basis as per the MCA Circulars. The detailed instructions for joining the Meeting though
VC/OAVM form part of the Notes to this Notice.
5. Institutional / Corporate Members intending to appoint their authorised representatives pursuant to
Section 113 of the Act, to attend the 69th AGM through VC/OAVM or to vote through remote e-voting are
requested to send a certified copy of the Board Resolution (PDF/JPG format) to the Scrutinizer by email at
bhaskar@nlba.in with a copy marked to evoting@nsdl.co.in.
6. The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of
reckoning the quorum under Section 103 of the Act.
7. In line with the MCA Circulars, the Notice of the AGM along with Annual Report 2022-23 is being
sent only through electronic mode to those Members whose e-mail addresses are registered with the
Company / Depositary Participants (DPs) / RTA. The Company shall send a physical copy of the Annual
Report to those members who request for the same at shareservices@voltas.com mentioning their
Folio No. / DP ID and Client ID. The Notice convening the 69th AGM and Annual Report 2022-23 has been
uploaded on the website of the Company at www.voltas.com, and may also be accessed from the
relevant section on the websites of the Stock Exchanges, i.e. BSE Limited and National Stock Exchange
of India Limited at www.bseindia.com and www.nseindia.com, respectively. The Notice of the AGM is
also available on the website of NSDL https://www.evoting.nsdl.com.
8. Book Closure and Dividend:
(i) The Register of Members and Share Transfer Books of the Company will remain closed from Saturday,
10th June, 2023 to Thursday, 22nd June, 2023, both days inclusive. The dividend of ` 4.25 per equity
share of ` 1 each (i.e. 425%), if approved and declared by the Members at the AGM, will be paid
subject to deduction of income tax at source (TDS) on or after Tuesday, 27th June, 2023, as under:
For Shares held in electronic (demat) form: To all the Beneficial Owners as at the end of the day
on Friday, 9th June, 2023 as per the list of beneficial owners to be furnished by the NSDL and Central
Depository Services (India) Limited (CDSL); and
For Shares held in physical form: To all the Members after giving effect to transmission and
transposition of shares in respect of valid requests lodged with the Company as of the close of business
hours on Friday, 9th June, 2023.
(ii) Pursuant to the Finance Act, 2020, dividend income is taxable in the hands of the Members with
effect from 1st April, 2020 and the Company is required to deduct income-tax at source from dividend
paid to the Members as per the rates prescribed under the Income Tax Act, 1961 (‘the IT Act’). In
general, to enable compliance with the TDS requirements, Members are requested to complete
and / or update their Residential Status, Permanent Account Number (PAN), Category as per the
IT Act with their Depository Participants (DPs) in respect of shares held in demat form or in case
the shares are held in physical form, with the Company by sending documents through e-mail by
Friday, 9th June, 2023. The documents can also be uploaded on the link https://tcpl.linkintime.
co.in/formsreg/submission-of-form-15g-15h.html. For detailed process, please click here:
‘Communication for deduction of Tax on Dividend’.
2
Updation of mandate for receiving dividends directly in bank account through Electronic
(iii)
Clearing System or any other means in a timely manner:
Shares held in physical form: Members are requested to send the following details/documents
to the Company’s Registrars and Transfer Agent (RTA), viz. TSR Consultants Private Limited at
C-101, 1st Floor, 247 Park, Lal Bahadur Shastri Marg, Vikhroli (West), Mumbai 400 083, latest by
Friday, 9th June, 2023:
(a) Form ISR-1 along with supporting documents. The said form is available on the website of the
Company at https://www.voltas.in/investors/kyc-forms-physical-shareholder/ and on the
website of the RTA at https://tcplindia.co.in/home-KYC.html
(b) The following are the documents required for change in / updation of bank details:
l Form ISR-1, duly signed by the shareholder(s);
l opy of the bank statement with details of bank name, branch, account number and IFS
C
Code duly attested by Bank Manager, or
Original cancelled cheque with the name of the first security holder duly printed on the
cheque leaf; and
(c) Self-attested copy of the PAN Card of all the holders; and
(d) Self-attested copy of any document (such as Aadhaar Card, Driving License, Election Identity
Card, Passport) in support of the address of the first holder as registered with the Company.
Further, Members are requested to refer to process detailed on https://tcplindia.co.in/home-KYC.html
and proceed accordingly.
Shares held in electronic form: Members may please note that their bank account details as furnished
by the respective DPs will be considered for remittance of dividend as per the applicable regulations
of the Depositories and the Company will not entertain any direct request from such Members for
change / addition / deletion in such bank details. Accordingly, the Members holding shares in demat
form are requested to update their Electronic Bank Mandate with their respective DPs.
Further, please note that instructions, if any, already given by Members in respect of shares held
in physical form, will not be automatically applicable to the dividend payable on shares held in
electronic form.
(iv) In respect of Members who are unable to receive the dividend directly in their bank accounts through
Electronic Clearing Service or any other means, due to non-registration of the Electronic Bank Mandate,
the Company shall dispatch the dividend warrant / Bankers’ cheque / demand draft to such Members.
9. As per Regulations 39 and 40 of the Listing Regulations, as amended, listed companies can effect issuance
of duplicate securities certificate; renewal / exchange, endorsement, sub-division / split, consolidation
of securities certificate; transfer, transmission and transposition, as applicable in Dematerialised
form only with effect from 24th January, 2022.
Further, SEBI vide its circular dated 16th March, 2023 in supersession of earlier circular dated 3rd November,
2021, read with clarification dated 14th December, 2021 introduced common and simplified norms for
processing investor’s service request by Registrar and Transfer Agent(s) (RTAs) and norms for furnishing PAN,
KYC details and Nomination. Accordingly, the RTA cannot process any service requests or complaints
received from the holder(s) / claimant(s), till PAN, KYC and Nomination documents / details are
updated. Moreover, on or after 1st October, 2023, in case any of the above cited documents / details
are not available in the folios, RTA shall be constrained to freeze such folios. The Company has sent
individual letters to all the Members holding shares of the Company in physical form for furnishing the
aforesaid details. This communication was also intimated to the Stock Exchanges and available on the
website of the Company. In view of this requirement and to eliminate all risks associated with physical
shares and for ease of portfolio management, Members holding shares in physical form are once again
3
requested to update their KYC details (through Form ISR-1, Form ISR-2 and Form ISR-3, as applicable) and
consider converting their holdings to dematerialized form. Members can download Forms to make their
service request with RTA from link https://www.voltas.com/investors/kyc-forms-physical-shareholder/
or contact the Company’s Registrar and Transfer Agent - TSR Consultants Private Limited (‘Registrar’ or ‘TCPL’)
at csg-unit@tcplindia.co.in for assistance in this regard.
As per the provisions of the Act and applicable SEBI Circular, Members holding shares in physical form
may file nomination in the prescribed Form SH-13 with TCPL or make changes to their nomination details
through Form SH-14 and Form ISR-3. In respect of shares held in dematerialised form, the nomination
form may be filed with the respective DPs. The relevant forms are available on the Company’s website at
https://www.voltas.com/investors/kyc-forms-physical-shareholder/.
10. Members are requested to intimate changes, if any, pertaining to their name, postal address, e-mail address,
telephone / mobile numbers, PAN, registration of nomination, Power of Attorney registration, Bank Mandate
details, etc. to their DPs in case the shares are held in electronic form and to the Registrar in case the shares
are held in physical form, quoting their folio no. Further, Members may note that SEBI has mandated the
submission of PAN by every participant in the securities market.
11. To prevent fraudulent transactions, Members are advised to exercise due diligence and notify the Company
of any change in address or demise of any joint holder / Member as soon as possible. Members are also
advised to periodically obtain / request their DP for statement of their shareholding and the same be verified
from time to time.
12. In case of joint holders, the Member whose name appears as the first holder in the order of names as per the
Register of Members of the Company will be entitled to vote at the AGM.
13. Transfer of Unclaimed/Unpaid Dividend to Investor Education Protection Fund (IEPF):
Pursuant to Sections 124 and 125 of the Act, read with the Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016 (‘IEPF Rules’), all unclaimed / unpaid dividend,
application money, debenture interest and interest on deposits as well as the principal amount of debentures
and deposits, as applicable, remaining unclaimed / unpaid for a period of seven years from the date they
became due for payment, have been transferred to the IEPF established by the Central Government. No
claim shall be entertained against the Company for the amounts so transferred.
As per Section 124(6) of the Act read with the IEPF Rules as amended, all the shares in respect of which
dividend has remained unclaimed or unpaid for seven consecutive years or more are required to be
transferred to an IEPF Demat Account.
Accordingly, the Company had, after sending reminders to the concerned Members, transferred the shares
in respect of dividends declared for financial year 2008-09 to 2014-15 and which had remained unclaimed
for seven consecutive years. Details of shares transferred to IEPF Authority are available on the website
of the Company. Please note that no claim shall lie against the Company in respect of the shares so
transferred to IEPF.
However, Members are entitled to claim their shares and uncashed dividends so transferred by the Company
from IEPF Authority by submitting an online application in the prescribed Form 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
the requisite documents enumerated in the Form IEPF-5.
Members who have not yet encashed their dividend warrant(s) for the financial year ended
31st March, 2016 or any subsequent financial years are requested to approach the Company or TCPL for
claiming the same. It may be noted that the unpaid dividend for the financial year ended 31st March, 2016
declared on 29th August, 2016 can be claimed by the Members before 29th September, 2023. Members
attention is particularly drawn to the “Corporate Governance” section of the Annual Report in respect of
unclaimed dividend.
4
14. The Company has uploaded the details of the unclaimed dividends in respect of the financial years
from 2014-15 as on 31st March, 2022 after the 68th AGM held on 24th June, 2022 on the website of the
IEPF - www.iepf.gov.in and on the website of the Company – www.voltas.com, under ‘Investor Section’.
15. The Register of Directors and Key Managerial Personnel and their shareholding, maintained under
Section 170 of the Act and the Register of Contracts and Arrangements in which Directors are interested,
maintained under Section 189 of the Act, will be available electronically for inspection by the Members
during the AGM. Members seeking to inspect such documents can send their request by an email to
shareservices@voltas.com mentioning their Name and Folio Number / DP ID and Client ID.
16. Mr. Bhaskar Upadhyay (FCS No. 8663) or failing him, Mr. Bharat Upadhyay (FCS No.5436) of M/s. N. L. Bhatia
& Associates, Practicing Company Secretaries, have been appointed as the Scrutinizer to scrutinize the
e-voting process in a fair and transparent manner.
17. Process for registering e-mail addresses to receive the Notice of AGM and Annual Report electronically
and cast votes electronically.
One time registration of e-mail addresses with TCPL: The Company has made special arrangements
(a)
with TCPL for registration of e-mail addresses of those Members (holding shares either in demat or
physical form) who wish to receive the Notice of AGM electronically and cast votes electronically.
Eligible Members whose e-mail addresses are not registered with the Company/ TCPL / DPs are
required to provide the same to TCPL on or before 5.00 p.m. (IST) on Thursday, 15th June, 2023.
The process to be followed for registration of e-mail addresses is as follows:
(i) Visit the link: https://tcpl.linkintime.co.in/EmailReg/Email_Register.html
(ii) Select the name of the Company from dropdown list: Voltas Limited.
(iii) Enter details in respective fields such as DP ID and Client ID (if shares held in electronic form)/
Folio Number and Certificate Number (if shares held in physical form), Shareholder Name, PAN,
mobile number and email id.
(iv) System will send OTP on mobile number and e-mail id.
(v) Enter OTP received on mobile number and e-mail id.
After successful submission of the e-mail address, NSDL will e-mail a copy of this AGM Notice and
Annual Report for FY 2022-23 along with the e-voting User ID and Password. In case of any queries,
Members may write to csg-unit@tcplindia.co.in or evoting@nsdl.co.in.
Registration of e-mail address permanently with TCPL / DP: Members are requested to register
(b)
their e-mail address with their concerned DPs, in respect of electronic holding and with TCPL, in
respect of physical holding, by writing to them at csg-unit@tcplindia.co.in. Further those Members
who have already registered their e-mail addresses are requested to keep their e-mail addresses
validated/updated with their DPs/TCPL to enable servicing of notices/documents/Annual Reports and
other communications electronically to their e-mail address in future.
18. Remote e-voting before/during the AGM:
(a) Pursuant to the provisions of Section 108 of the Act, read with Rule 20 of the Companies (Management
and Administration) Rules, 2014, as amended and Regulation 44 of the Listing Regulations, as amended
and also the MCA Circulars, the Company is providing facility of remote e-voting to its Members in
respect of the business to be transacted at the AGM. For this purpose, the Company has entered into
an agreement with NSDL for facilitating voting through electronic means, as the authorised agency.
The facility of casting votes by a Member using remote e-voting system as well as remote e-voting
during AGM will be provided by NSDL.
(b) Members of the Company holding shares either in physical form or in demat form as on the
cut-off date of Thursday, 15th June, 2023 may cast their vote by remote e-voting. A person who
is not a Member as on the cut-off date should treat this Notice for information purpose only. A
person whose name is recorded in the Register of Members or in the Register of Beneficial Owners
5
maintained by the Depositories as on the cut-off date only shall be entitled to avail the facility of
remote e-voting before the AGM as well as remote e-voting during the AGM. Any person holding
shares in physical form and shareholder other than individual shareholders who acquires shares
of the Company and becomes a Member of the Company after the Notice is sent through e-mail
and holding shares as on the cut-off date, i.e. Thursday, 15th June, 2023, may obtain the User ID
and Password by sending a request at evoting@nsdl.co.in. However, if you are already registered
with NSDL for remote e-voting, then you can use your existing user ID and password for casting
your vote. If you forgot your password, you can reset your password by using “Forgot User Details/
Password” or “Physical User Reset Password” option available on www.evoting.nsdl.com or
call on 022 - 4886 7000 or 022 - 2499 7000.
In case of Individual Shareholders holding shares in demat mode and who acquires shares of the
Company and becomes a Member of the Company after sending of the Notice and holding shares as
of the cut-off date, i.e. Thursday, 15th June, 2023, may follow steps mentioned below under “Access
to NSDL e-Voting system.”
(c) The remote e-voting period commences on Monday, 19th June, 2023 (9.00 a.m.) (IST) and ends on
Wednesday, 21st June, 2023 (5.00 p.m.) (IST). The remote e-voting module shall be disabled by NSDL
for voting thereafter. Once the vote on a Resolution is cast by the Member, the Member shall not
be allowed to change it subsequently. The voting rights of the Members shall be in proportion to
their share of the paid-up equity share capital of the Company as on the cut-off date, i.e. Thursday,
15th June, 2023.
(d) Members will be provided with the facility for voting through electronic voting system during the VC
proceedings at the AGM and Members participating at the AGM, who have not already cast their vote by
remote e-voting, will be eligible to exercise their right to vote at the end of discussion on the Resolutions
on which voting is to be held, upon announcement by the Chairman. Members who have cast their
vote on Resolution(s) by remote e-voting prior to the AGM will also be eligible to participate at the AGM
through VC/OAVM but shall not be entitled to cast their vote again on such Resolution(s). Subject to
the receipt of requisite votes, Resolutions shall be deemed to be passed on the date of the Meeting, i.e.
Thursday, 22nd June, 2023.
(e) The remote e-voting module on the day of the AGM shall be disabled by NSDL for voting 15 minutes
after the conclusion of the Meeting.
19. The Scrutinizer will submit his report to the Chairman or to any other person authorised by the Board after
the completion of the scrutiny of the e-voting (votes cast before/during the AGM), within two working
days from the conclusion of the AGM. The results declared along with the Scrutinizer’s Report shall be
communicated to the Stock Exchanges on which the Company’s shares are listed, NSDL and will also be
displayed on the Company’s website www.voltas.com.
20. Instructions for remote e-voting (before and during the AGM) and attending the AGM through
VC/OAVM are given below:
A. INSTRUCTIONS FOR REMOTE E-VOTING BEFORE / DURING THE AGM:
The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned
below:
Step 1: Access to NSDL e-Voting system
(a) Login method for e-Voting and joining virtual meeting for Individual shareholders holding
securities in demat mode:
In terms of SEBI circular dated 9th December, 2020 on e-Voting facility provided by listed
companies, Individual Shareholders holding securities in demat mode are allowed to vote
through their demat account maintained with Depositories and Depository Participants.
Shareholders are advised to update their mobile number and e-mail Id in their demat accounts
in order to access e-Voting facility.
6
Login method for Individual Shareholders holding securities in demat mode is given below:
7
Type of Login Method
shareholders
Individual 1. Users who have opted for CDSL Easi / Easiest facility, can login
Shareholders through their existing user id and password. Option will be made
holding available to reach e-Voting page without any further authentication.
securities in The users to login Easi / Easiest are requested to visit CDSL website
demat mode www.cdslindia.com and click on login icon and New System Myeasi
with CDSL Tab and then use your existing my easi username & password.
2. After successful login, the Easi / Easiest user will be able to see the
e-Voting option for eligible companies where the e-Voting is in
progress as per the information provided by Company. On clicking
the e-Voting option, the user will be able to see e-Voting page of
the e-Voting service provider for casting your vote during the
remote e-Voting period or joining virtual meeting and voting during
the meeting.
Individual 1. You can also login using the login credentials of your demat account
Shareholders through your Depository Participant registered with NSDL/CDSL for
(holding e-Voting facility.
securities in
demat mode) 2. Once logged in, you will be able to see e-Voting option. Once you
login through click on e-Voting option, you will be redirected to NSDL/CDSL
their depository Depository site after successful authentication, wherein you can see
participants e-Voting feature.
Important note: Members who are unable to retrieve User ID/ Password are advised to use
Forgot User ID and Forgot Password option available at respective websites.
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Helpdesk for Individual Shareholders holding securities in demat mode for any technical
issues related to login through Depository, i.e. NSDL and CDSL:
(b) ogin method for e-Voting and joining virtual meeting for Shareholders other than
L
Individual Shareholders holding securities in demat mode and Shareholders holding
securities in physical mode
1.
Visit the e-voting website of NSDL. Open web browser by typing the following
URL: https://www.evoting.nsdl.com/
2. Once the home page of e-voting system is launched, click on the icon “Login” which is
available under “Shareholders/Members” section.
3. A new screen will open. You will have to enter your User ID, your Password and a Verification
Code as shown on the screen.
Alternatively, if you are registered for NSDL e-services i.e. IDeAS, you can log-in at
https://eservices.nsdl.com/ with your existing IDeAS login. Once you log-in to NSDL
e-services after using your log-in credentials, click on e-Voting and you can proceed to
Step 2 i.e. cast your vote electronically.
In case Members are holding shares in demat account with NSDL, User ID is the
combination of 8 character DP ID followed by 8 digits Client ID.
In case Members are holding shares in demat account with CDSL, User ID is combination
of 16 digits Beneficiary ID.
l In case Members are holding shares in physical mode, User ID is the combination of
EVEN + Folio No.
(a) If you are already registered for e-voting, then you can use your existing password to
login and cast your vote.
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(b) If you are using NSDL e-voting system for the first time, you will need to retrieve the
‘initial password’ which was communicated to you by NSDL. Once you retrieve your
‘initial password’, you need to enter the ‘initial password’ and the system will request
you to change your password.
(i) If your e-mail ID is registered in your demat account or with the Company,
your ‘initial password’ is communicated to you on your e-mail ID. Trace the
e-mail sent to you from NSDL in your mailbox. Open the e-mail and open the
attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file
is your 8 digits Client ID for NSDL account, last 8 digits of Client ID for CDSL
account or folio number for shares held in physical form. The .pdf file contains
your ‘User ID’ and your ‘initial password’.
(ii) In case you have not registered your e-mail address with the Company/
Depository, please follow instructions mentioned in this Notice regarding
process for registration of e-mail ids.
6. If you are unable to retrieve or have not received the ‘initial password’ or have forgotten
your password:
Click on “Forgot User Details / Password?” (If you are holding shares in your demat
(a)
account with NSDL or CDSL) option available on www.evoting.nsdl.com.
“Physical User Reset Password?” (If you are holding shares in physical mode)
(b)
option available on www.evoting.nsdl.com.
(c) If you are still unable to get the password by aforesaid two options, you can send
a request at evoting@nsdl.co.in mentioning your demat account number / folio
number, your PAN, your name and your registered address.
(d) Members can also use the one-time password (OTP) based login for casting the votes
on the e-Voting system of NSDL.
7. After entering your password, click on Agree to “Terms and Conditions” by selecting on the
check box.
9. After you click on the “Login” button, Home page of e-voting will open.
Step-2: Cast your vote electronically and join virtual Meeting on NSDL e-Voting system
1. After successful login at Step 1, you will be able to see EVEN of all the companies in which you
are holding shares and whose voting cycle and General Meeting is in active status.
2. Select “EVEN” of the Company, i.e. 123880, for which you wish to cast your vote during the
remote e-Voting period and casting your vote during the AGM. For joining virtual meeting, you
need to click on “VC/OAVM” link placed under “Join Meeting”.
3. Now you are ready for e-Voting as the Voting page opens.
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4. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the
number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm”
when prompted.
6. You can also take the printout of the votes cast by you by clicking on the print option on the
confirmation page.
7. Once you confirm your vote on the Resolution, you will not be allowed to modify
your vote.
(i) Procedure for remote e-Voting during the AGM is same as the instructions mentioned above for
remote e-Voting since the Meeting is being held through VC/OAVM.
(ii) Only those Members, who will be present in the AGM through VC/OAVM facility and have not
cast their vote on the Resolutions through remote e-Voting and are otherwise not barred from
doing so, shall be eligible to vote through e-Voting system during the AGM.
(i) The Members will be provided with a facility to attend the AGM through VC/OAVM through
the NSDL e-Voting system and they may access by following the steps mentioned below
for access to NSDL e-Voting system. After successful login, you can see link of “VC/OAVM”
placed under “Join Meeting” menu against Company’s name. You are requested to click on
VC/OAVM link placed under Join Meeting menu. The link for VC/OAVM will be available in
Shareholder/Member login where the EVEN of the Company, i.e. 123880 will be displayed. On
clicking this link, the Members will be able to attend and participate in the proceedings of the
AGM. Please note that the Members who do not have the User ID and Password for e-Voting or
have forgotten the User ID/Password may retrieve the same by following the remote e-Voting
instructions mentioned in the Notice to avoid last minute rush.
(ii) Members may join the Meeting through Laptops, Smartphones, Tablets and IPads for better
experience. Further, Members will be required to use Internet with a good speed to ensure that
there is no disturbance during the Meeting. Members will need the latest version of Chrome,
Safari, Internet Explorer 11, MS Edge or Firefox. Please note that participants connecting from
Mobiles or Tablets or through Laptops connecting via Mobile Hotspot may experience Audio/
Video loss due to fluctuation in their respective network. It is therefore recommended to use
stable Wi-Fi or LAN connection to mitigate any glitches.
(iii) Members are requested to submit their questions, if any, in advance with regard to the
financial statements or any other matters to be placed at the 69th AGM, from their registered
e-mail address, mentioning their name, DP ID and Client ID number/folio number and mobile
number, at the Company’s e-mail address at shareservices@voltas.com before 3.00 p.m.
(IST) on Monday, 19th June, 2023. Such questions by the Members shall be suitably replied by
the Company.
(iv) Members who would like to express their views/ask questions as a Speaker at the Meeting
may pre-register themselves by sending a request from their registered e-mail address
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mentioning their names, DP ID and Client ID/ folio number, PAN and mobile number at
shareservices@voltas.com between Friday, 16th June, 2023 (9.00 a.m. IST) and Monday,
19th June, 2023 (5.00 p.m. IST). Only those Members who have pre-registered themselves
as a Speaker will be allowed to express their views/ask questions during the AGM. The
Company reserves the right to restrict the number of Speakers depending on the availability of
time for the AGM and other situational factors.
(v) Members who need technical assistance before or during the AGM to access and participate in
the Meeting may contact NSDL on evoting@nsdl.co.in / 022-4886 7000 or 022-2499 7000 or
contact Ms. Sarita Mote, Assistant Manager, NSDL at evoting@nsdl.co.in.
1. It is strongly recommended not to share your password with any other person and take utmost
care to keep your password confidential. Login to the e-Voting website will be disabled upon
five unsuccessful attempts to key in the correct password. In such an event, you will need to go
through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available
on https://www.evoting.nsdl.com to reset the password.
2.
In case of any queries/grievances pertaining to remote e-voting (before the AGM and
during the AGM), you may refer to the FAQs for Shareholders and e-voting user manual for
Shareholders available at the download section of https://www.evoting.nsdl.com or send a
request at evoting@nsdl.co.in or contact Ms. Sarita Mote from NSDL at the designated e-mail
id: evoting@nsdl.co.in or call at 022 - 4886 7000 or 022 - 2499 7000.
V.P. Malhotra
Head - Taxation, Legal
& Company Secretary
ACS No. 7634
Mumbai, 26th April, 2023
Registered Office:
12
EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013
As required by Section 102 of the Companies Act, 2013 (Act), the following Explanatory Statement sets out
all material facts relating to the business mentioned under Item No. 6 of the accompanying Notice dated
26th April, 2023.
2. Item No. 6:
Pursuant to Section 148 of the Act, read with the Companies (Cost Records and Audit) Rules, 2014, as
amended from time to time, the Company is required to have the audit of its cost records for products
covered under the aforesaid Rules conducted by a Cost Accountant in practice.
The Company is engaged in Unitary Cooling Products business and Electro-Mechanical Projects
and Services. Unitary Cooling Products comprises Room Air conditioners, Air Coolers, Commercial
Refrigeration Products, Commercial Air Conditioning such as Ductables, Package Units, VRF Chillers,
etc., Cost Audit is applicable only to such Unitary Cooling Products which are manufactured by
the Company.
The Board of Directors of the Company have, based on the recommendation of the Audit Committee,
approved the re-appointment and remuneration of M/s. Sagar & Associates, Cost Accountants (Firm
Registration Number 000118) as the Cost Auditors to examine and conduct audit of cost records of the
Company for the year ending 31st March, 2024, at a remuneration of ` 7.00 lakhs plus applicable taxes and
reimbursement of out-of-pocket expenses incurred in connection with the audit. M/s. Sagar & Associates
have furnished a certificate regarding their eligibility for appointment as Cost Auditor of the Company and
confirmed that they are not disqualified under the provisions of Section 148(5) read with Sections 139 and
141(3) of the Act and their appointment would be within the limits prescribed under Section 141(3)(g) of
the Act.
In accordance with the provisions of Section 148 of the Act, read with the Companies (Audit and
Auditors) Rules, 2014, the remuneration payable to the Cost Auditors has to be ratified by the Members of
the Company.
Accordingly, consent of the Members is being sought for passing an Ordinary Resolution as set out at Item
No. 6 of the Notice for ratification of the remuneration payable to the Cost Auditors for the year ending
31st March, 2024.
The Board commends the Resolution at Item No. 6 of the Notice for approval by the Members.
None of the Directors or Key Managerial Personnel of the Company and their respective relatives is, in
any way, concerned or interested, financially or otherwise, in the Resolution as set out at Item No. 6 of the
accompanying Notice.
By Order of the Board of Directors
V.P. Malhotra
Head - Taxation, Legal
& Company Secretary
ACS No. 7634
Mumbai, 26th April, 2023
Registered Office:
Voltas House ‘A’,
Dr. Babasaheb Ambedkar Road,
Chinchpokli, Mumbai 400 033.
Tel: 91 22 66656666
Fax: 91 22 66656231
CIN: L29308MH1954PLC009371
e-mail: shareservices@voltas.com
website: www.voltas.com
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Details of the Directors seeking re-appointment at the forthcoming Annual General Meeting
[In pursuance of Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and
Secretarial Standard - 2 on General Meetings]
Qualifications B.A. (Economics) from University of Graduate from the Indian Institute of
Sussex and IEP, INSEAD, France Technology, Roorkee. Post graduate
management degree from the Indian
Institute of Management, Calcutta.
Expertise in specific Marketing and Retail Business Investment Banker and Corporate Finance
functional areas and Please refer to his profile provided in Please refer to his profile provided in
Profile Corporate Governance Report Corporate Governance Report
l Inditex Trent Retail India Private l Tata AIG General Insurance Company
Limited Limited
14
Name of Director Mr. Noel Tata Mr. Saurabh Agrawal
(Chairman, (Non-Executive,
Non-Executive Director) Non-Independent Director)
Membership / l Trent Limited l Tata Sons Private Limited
Chairmanship of CSR & Sustainability Committee – Asset Liability Management Committee -
Committees in other Chairman Chairman
companies
Borrowing & Investment Group Risk Management Committee –
(excluding foreign
Committee - Chairman Member
companies)
as on 31st March, 2023 Property Committee – Chairman Risk Management Committee - Member
Executive Committee – Chairman l Tata Capital Limited
Finance Committee - Chairman Risk Management Committee –
Audit Committee – Member Chairman
Nomination & Remuneration Corporate Social Responsibility
Committee – Member Committee – Chairman
Nomination & Remuneration
l Titan Company Limited
Committee – Member
Nomination & Remuneration
Committee – Member l Tata AIA Life Insurance Company
Limited
l Tata Investment Corporation Corporate Social Responsibility
Limited Committee – Chairman
Investment Committee - Chairman Nomination & Remuneration
Nomination & Remuneration Committee – Member
Committee – Member Investment Committee - Member
l Tata International Limited l Tata Steel Limited
Corporate Social Responsibility Audit Committee - Member
Committee – Member Risk Management Committee –
Nomination & Remuneration Member
Committee - Member Executive Committee of the Board -
Committee of Directors – Member Member
Allotment Committee – Member l Tata AIG General Insurance Company
NCD Allotment Committee - Limited
Member Investment Committee - Chairman
Nomination & Remuneration
l Trent Hypermarket Private
Committee - Member
Limited
Corporate Social Responsibility
Nomination & Remuneration
Committee - Member
Committee - Member
Property Committee – Member l The Tata Power Company Limited
Audit Committee - Member
l Tata Steel Limited
l Tata Play Limited
Safety, Health and Environment Corporate Social Responsibility
Committee - Chairman Committee - Chairman
Nomination & Remuneration
Committee - Member
15
Name of Director Mr. Noel Tata Mr. Saurabh Agrawal
(Chairman, (Non-Executive,
Non-Executive Director) Non-Independent Director)
l Tata Power Renewable Energy
Limited
Nomination & Remuneration
Committee - Member
Number of Meetings of
Board during 2022-23:
(a) Total Meetings 7 7
held during
respective tenure
(b) Attended 7 5
Details of remuneration Sitting Fees and Commission Sitting Fees as recommended by NRC and
sought to be paid as recommended by NRC and approved by the Board
approved by the Board
#In line with the internal guidelines of the Company, no commission is paid to Mr. Saurabh Agrawal, Non-Executive
Director of the Company, as he is in full-time employment with other Tata company.
16