MIRA
INFORM REPORT
|
Report Date : |
15.12.2008 |
IDENTIFICATION
DETAILS
|
Name : |
TATA JOHNSON
CONTROLS AUTOMOTIVE LIMITED |
|
|
|
|
Registered
Office : |
Plot No. 1,
Survey No. 235/245, Hinjewadi, Taluka - Mulshi, Pune – 411 027, Maharashtra |
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|
|
|
Country : |
India |
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|
|
|
Financials (as
on) : |
31.03.2008 |
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|
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|
Date of
Incorporation : |
05.01.1996 |
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|
|
|
Com. Reg. No.: |
25-15038 /
11-95979 |
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|
|
|
CIN No.: [Company
Identification No.] |
U34300PN1996PLC015038
/ U99999MH1996PTC095979 |
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|
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|
TAN No.: (Tax Deduction
& Collection Account No.) |
CHETO2597A |
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|
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|
Legal Form : |
A closely held
public limited liability company |
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|
|
|
Line of
Business : |
Manufacturing of Automotive
Seating Systems and Providing Engineering Services. |
RATING &
COMMENTS
|
MIRA’s Rating
: |
Ba |
RATING
|
STATUS |
PROPOSED
CREDIT LINE |
|
|
41-55 |
Ba |
Overall operation
is considered normal. Capable to meet normal commitments. |
Satisfactory |
|
|
|
|
|
|
Maximum Credit
Limit : |
USD 1300000 |
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|
|
|
Status : |
Satisfactory |
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|
|
|
Payment
Behaviour : |
Usually Correct |
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|
Litigation : |
Clear |
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|
Comments : |
It is a well
established joint venture company between Tatas and Johnson Control Inc.,
USA. The company is engaged in the business as manufacturers and suppliers of
automotive seating systems and allied products. It is a closely held public
limited company. Subject is making good progress in its turnover and profits.
Financial
position is good. Trade relations are reported as fair. Payments are correct
and as per commitments. The company can
be considered god for normal business dealings at usual trade terms and
conditions. |
LOCATIONS
|
Registered
Office/Factory : |
Plot No. 1,
Survey No. 235/245, Hinjewadi, Mulshi, Pune-411027, Maharashtra, India |
|
Tel. No.: |
91-20-22932115 / 66738756 |
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Fax No.: |
91-20-22932638 |
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E-Mail : |
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Website : |
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Location : |
Owned |
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|
Factory : |
Pune plant and foam
unit Chennai plant Engineering
business |
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|
|
|
Overseas Offices : |
Tata Johnson Systems Engineering 49200
Halyard Drive, Post Office Box 8010, Plymouth, MI 48170, USA Tata
Johnson Controls Automotive Limited Gautam Bose, COO
(Engineering) Marketing - Pune: Kiran
Rathi, Head Purchase Pune Marketing - Chennai: D. Prashant, Plant Manager, Chennai Career opportunities |
DIRECTORS
|
Name : |
Mr. Devender
Sarup Gupta |
|
Designation : |
Chairman |
|
Address : |
Panorama
Chambers, Ground 203, Walkeshwar Road, Mumbai-400006 |
|
Date of
Birth/Age : |
19.03.1950 |
|
Date of
Appointment : |
05.01.1996 |
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|
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|
Name : |
Mr. Rajendra R. Bhinge
|
|
Designation : |
Director |
|
Address : |
54-B, Miramar
Nepean Sea Road, Mumbai-400036 |
|
Date of
Birth/Age : |
29.05.1952 |
|
Date of
Appointment : |
25.07.1996 |
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|
|
|
Name : |
Mr. Nitin R.
Anturkar |
|
Designation : |
Director |
|
Address : |
7, Shubham
Apartments, Kanchan Galli, Erandawana, Pune-411004, Maharashtra, India |
|
Date of
Birth/Age : |
09.09.1959 |
|
Date of
Appointment : |
02.03.1999 |
|
Date of
Ceasing : |
14.06.2005 |
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|
|
|
Name : |
Mr. Raman K.
Nanda |
|
Designation : |
Director |
|
Address : |
V-16, sacred
Heart Town, Wanoworie, Pune-411040, Maharashtra, India |
|
Date of
Birth/Age : |
15.03.1956 |
|
Date of
Appointment : |
23.02.2006 |
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|
|
|
Name : |
Mr. Cardwell J.
Garrett |
|
Designation : |
Director |
|
Address : |
147 Scott Road, #
17-03/04, Goldbell Tower, Singapore-228223 |
|
Date of
Birth/Age : |
25.11.1945 |
|
Date of
Appointment : |
29.061999 |
|
|
|
|
Name : |
Mr. Jack Billy
Hall |
|
Designation : |
Director |
|
Address : |
A1101, Far East
International Plaza, Xian Xia Road, Shanghai,China-200051 |
|
Date of
Birth/Age : |
05.02.1965 |
|
Date of
Appointment : |
19.09.2002 |
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|
|
|
Name : |
Mr. Van Vang
Nguyen |
|
Designation : |
Director |
|
Address : |
19, Jalan
Berjaya, Singapore |
|
Date of
Birth/Age : |
28.11.1950 |
|
Date of
Appointment : |
08.06.2000 |
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|
|
|
Name : |
Mr. R. R.
Vasudevan |
|
Designation : |
Managing Director
|
|
Address : |
Flat No. 115, New
Market Plaza, Clover Village, Wanoworie, Pune-411040, Maharashtra, India |
|
Date of Birth/Age
: |
24.09.1951 |
|
Date of
Appointment : |
18.09.2001 |
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|
|
|
Name : |
Mr. Shailesh S.
Bettadapur |
|
Designation : |
Director |
|
Address : |
42, Merryn Road,
Singapore-289491 |
|
Date of
Birth/Age : |
20.03.1960 |
|
Date of
Appointment : |
16.03.2004 |
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Date of
Ceasing : |
06.03.1960 |
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|
|
|
Name : |
Mr. Sanjay Dube |
|
Designation : |
Alternate
Director |
|
Address : |
14-B, Peregrine,
400 Veer Savarkar Marg, Prabhadevi, Mumbai-400025, Maharashtra |
|
Date of
Birth/Age : |
26.04.1962 |
|
Date of
Appointment : |
26.12.2006 |
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|
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|
Name : |
Mr. Lamach W
Michael |
|
Designation : |
Director |
|
Address : |
17961 Ridgeview,
North Ville, Michigan, USA – 48167 |
|
Date of
Birth/Age : |
8TH
May, 1963 |
|
Date of
Appointment : |
25th
March, 2003 |
|
|
|
|
Name : |
Mr. Mahinder P
Chugh |
|
Designation : |
Director |
|
Address : |
2792, Alisop
Place, # 207, Troy M1, USA 48084 |
|
Date of
Birth/Age : |
17.04.1951 |
|
Date of
Appointment : |
14.06.2005 |
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|
|
|
Name : |
Mr. Jeffery S
Edwardas |
|
Designation : |
Director |
|
Address : |
771, Kozono
Ayase, Kanagawa, Japan-2521121 |
|
Date of
Birth/Age : |
29.09.1962 |
|
Date of
Appointment : |
09.12.2004 |
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|
Name : |
Mr. S Asokan |
|
Designation : |
Director |
|
Address : |
701, Cypress
Marigolo, Premises, Kalyani Nagar, Pune-411014, Maharashtra |
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Date of
Birth/Age : |
07.01.1958 |
|
Date of
Appointment : |
09.12.2004 |
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|
|
|
Name : |
Mr. Franz
Cerwinka Moeller |
|
Designation : |
Director |
|
Address : |
1-5-3# 2301,
Roppongi Maito KY, Tokyo, Japan-1066023 |
|
Date of
Birth/Age : |
14.09.1969 |
|
Date of
Appointment : |
06.03.2005 |
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|
|
|
Name : |
Mr. A T Ramkumar |
|
Designation : |
Director |
|
Address : |
402, Vinspa 6
Boat, Club Road, Pune – 411 001, Maharashtra, India |
|
Date of
Birth/Age : |
29.12.1965 |
|
Date of
Appointment : |
27.06.2006 |
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|
|
|
Name : |
Mr. Derrick Louis
Williams |
|
Designation : |
Director |
|
Address : |
17 Gold Hill
Place, Singapore – 308 927 |
|
Date of
Birth/Age : |
16.09.1959 |
|
Date of Appointment
: |
14.03.2006 |
|
|
|
|
Name : |
Mr. John Garret
Cardwell |
|
Designation : |
Director |
|
Address : |
18927 De Enclave,
Sanantonio, Texas, USA 78258 |
|
Date of
Birth/Age : |
25.11.1946 |
|
Date of
Appointment : |
29.06.1999 |
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|
|
|
Name : |
Mr. Shantanu
Charu Rudra |
|
Designation : |
Director |
|
Address : |
Flat No. 303,
Wing 4, Willngton Mews, Koregaon Park, Pune – 411 001, Maharashtra, India |
|
Date of
Birth/Age : |
03.10.1957 |
|
Date of
Appointment : |
25.10.2005 |
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|
|
|
Name : |
Mr. K R Murali |
|
Designation : |
Director |
|
Address : |
A-9/201, Ganga
Satellite, Wanawadi, Pune – 411 040, Maharashtra, India |
|
Date of
Birth/Age : |
28.06.1963 |
|
Date of
Appointment : |
15.12.2005 |
|
|
|
|
Name : |
Mr. Hemant
Prabhakar Mohgaonkar |
|
Designation : |
Director |
|
Address : |
Flat No. 2,
Building B3, Ragadari Apartments, D P Road, Aundh, Pune – 411 007,
Maharashtra, India |
|
Date of
Birth/Age : |
02.09.1964 |
|
Date of
Appointment : |
26.09.2007 |
|
|
|
|
Name : |
Mr. Charles Robert
Baker |
|
Designation : |
Director |
|
Address : |
18744 Bayberry
Way North Ville Michigan NorthVille 48168 |
|
Date of
Birth/Age : |
03.09.1956 |
|
Date of
Appointment : |
26.09.2007 |
KEY EXECUTIVES
|
Name : |
Mr. Umesh M.
Gosavi |
|
Designation : |
Company Secretary |
|
Address : |
Vasant 61B,
Rambaug Colony, Paud Road, Pune-411038, Maharashtra, India |
|
Date of Birth/Age
: |
07.02.1963 |
|
Date of
Appointment : |
14.03.2000 |
MAJOR SHAREHOLDERS
/ SHAREHOLDING PATTERN
(As on
28.08.2006)
|
Names
of Shareholders |
No. of Shares |
|
6350000 |
|
|
Johnson Controls Internationals,
Netherlands |
6350000 |
|
|
|
|
Total |
12700000 |
Equity Share
Breakup (As on 30.09.2006)
|
Category |
Percentage of
Holding |
|
Foreign holdings |
50.00 |
|
Bodies corporate |
50.00 |
|
Total |
100.00 |
BUSINESS DETAILS
|
Line of
Business : |
Manufacturing of
Automotive Seating Systems and Providing Engineering Services. |
|
|
|
|
Products : |
·
Automobile
Sealing Systems ·
Accessories
(Seat Covers) for automotive seating systems ·
Seating Systems
and Components |
GENERAL
INFORMATION
|
Customers : |
·
Audi ·
Araco
Automative ·
BMW ·
Daimler
Chyrsler ·
Fiat ·
Ford ·
General
Motors ·
Honda ·
Royal
Enfield ·
Hyundai
–Korea ·
Mitsubishi ·
Nissan ·
Tata Motors ·
Peugeot ·
Renault ·
Rover ·
Skoda ·
Toyota ·
Vokswagon Export ·
John Deere ·
Johnson
Controls |
|
|
|
|
No. of
Employees : |
600 |
|
|
|
|
Bankers : |
·
Corporation
Bank Aditi Commerce Centre, Camp Branch, Pune Camp, Pune - 411001,
Maharashtra, India ·
HSBC Bank
Mauritius Limited 5th Floor, LES Cascades Building, Edith Cavell Street, Port
Louis Mauritius |
|
|
|
|
Banking Relations : |
Satisfactory |
|
|
|
|
Auditors : |
·
M G Shankar Chartered Accountant Address : Allahabad
Bank Building, Bombay Samachar Marg, Mumbai – 400001, Maharashtra, India ·
A F Ferguson
and Company Chartered Accountant Address : Allahabad
Bank Building, Mumbai Samachar Marg, Mumbai – 400001, Maharashtra, India |
|
|
|
|
Associates : |
·
Tata Autocomp
Systems Limited Bombay House, 24 Homi Mody Street, Mumbai-400001 ·
Johnson
Controls International BV 2 Mertinus Nijhofflan, 2624 EF Delet Netherland ·
Tata
Industries Limited Bombay House, 24 Homi Mody Street, Mumbai-400001 ·
Johnson Controls
Seatin SrL |
|
|
|
|
Subsidiaries : |
Tata Johnson Systems Engineering LLC |
CAPITAL STRUCTURE
Authorised
Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
12700000 |
Equity Shares |
Rs.10/- Each |
Rs.127.000
Millions |
Issued, Subscribed
& Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
12700000 |
Equity Shares |
Rs.10/- Each |
Rs.127.000
Millions |
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE SHEET
|
SOURCES
OF FUNDS |
31.03.2008 |
31.03.2007 |
31.03.2006 |
|
|
SHAREHOLDERS
FUNDS |
|
|
|
|
|
1] Share Capital |
127.000 |
127.000 |
127.000 |
|
|
2] Share
Application Money |
0.000 |
0.000 |
0.000 |
|
|
3] Reserves &
Surplus |
139.667 |
73.401 |
50.367 |
|
|
4] (Accumulated
Losses) |
0.000 |
0.000 |
0.000 |
|
NETWORTH
|
266.667 |
200.401 |
177.367 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
225.451 |
111.979 |
102.109 |
|
|
2] Unsecured
Loans |
0.000 |
1.271 |
0.000 |
|
TOTAL
BORROWING
|
225.451 |
113.250 |
102.109 |
|
|
DEFERRED TAX
LIABILITIES |
9.200 |
20.300 |
35.300 |
|
|
|
|
|
|
|
TOTAL
|
501.318 |
333.951 |
314.776 |
|
|
|
|
|
|
|
APPLICATION OF FUNDS
|
|
|
|
|
|
|
|
|
|
|
FIXED ASSETS [Net Block]
|
492.962 |
378.058 |
421.685 |
|
Capital work-in-progress
|
47.168 |
104.228 |
15.970 |
|
Advances on Capital Account
|
54.019 |
18.704 |
0.000 |
|
|
|
|
|
|
|
INVESTMENT
|
53.568 |
13.069 |
13.069 |
|
DEFERREX TAX ASSETS
|
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
CURRENT ASSETS, LOANS & ADVANCES
|
|
|
|
|
|
|
Inventories
|
225.111
|
179.852
|
117.477
|
|
|
Sundry Debtors
|
371.768
|
437.253
|
365.171
|
|
|
Cash & Bank Balances
|
176.489
|
28.138
|
23.666
|
|
|
Other Current Assets
|
0.000
|
0.000
|
0.000
|
|
|
Loans & Advances
|
262.748
|
249.149
|
162.865
|
Total Current Assets
|
1036.116
|
894.392 |
669.179
|
|
Less : CURRENT LIABILITIES & PROVISIONS
|
|
|
|
|
|
|
Current Liabilities
|
1021.340
|
964.580
|
763.194
|
|
|
Provisions
|
168.402
|
114.054
|
41.933
|
Total Current Liabilities
|
1189.742
|
1078.634 |
805.127
|
|
Net
Current Assets
|
(153.626)
|
(184.242) |
(135.948)
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES
|
7.227 |
4.134 |
0.000 |
|
|
|
|
|
|
|
TOTAL
|
501.318 |
333.951 |
314.776 |
|
PROFIT &
LOSS ACCOUNT
|
PARTICULARS |
31.03.2008 |
31.03.2007 |
31.03.2006 |
|
|
Sales Turnover |
4347.625 |
4073.210 |
3194.150 |
|
|
Other Income |
72.321 |
32.084 |
37.020 |
|
|
Total Income |
4419.946 |
4105.294 |
3231.170 |
|
|
|
|
|
|
|
|
Profit/(Loss) Before Tax |
305.577 |
204.815 |
144.210 |
|
|
Provision for Taxation |
98.525 |
66.330 |
58.850 |
|
|
Profit/(Loss) After Tax |
207.052 |
138.485 |
85.360 |
|
|
|
|
|
|
|
|
Export turnover : |
|
|
|
|
|
|
Sale of goods manufactured |
65.456 |
67.044 |
NA |
|
|
Sale or supply of services |
900.016 |
816.944 |
NA |
|
Total |
965.472 |
883.988 |
NA |
|
|
|
|
|
|
|
|
Expenditures : |
|
|
|
|
|
|
Raw Material Consumed |
2726.862 |
2658.878 |
0.000 |
|
|
Purchases made for re-sale |
47.301 |
59.542 |
0.000 |
|
|
Consumption of stores and spares parts |
15.890 |
10.570 |
0.000 |
|
|
Increase/(Decrease) in Finished Goods |
2.099 |
(2.995) |
0.000 |
|
|
Salaries, Wages, Bonus, etc. |
625.692 |
458.973 |
0.000 |
|
|
Managerial Remuneration |
5.584 |
5.106 |
0.000 |
|
|
Payment to Auditors |
1.671 |
1.211 |
0.000 |
|
|
Interest |
12.387 |
17.838 |
13.430 |
|
|
Insurance Expenses |
14.168 |
9.959 |
0.000 |
|
|
Power & Fuel |
24.301 |
21.507 |
0.000 |
|
|
Depreciation & Amortization |
106.321 |
118.923 |
114.470 |
|
|
Other Expenditure |
532.093 |
540.967 |
2959.060 |
|
Total Expenditure |
4114.369 |
3900.479 |
3086.960 |
|
KEY RATIOS
|
PARTICULARS |
|
31.03.2008 |
31.03.2007 |
31.03.2006 |
PAT / Total Income
|
(%)
|
4.68 |
3.37 |
2.64
|
|
|
|
|
|
|
Net Profit Margin
(PBT/Sales) |
(%) |
7.03 |
5.03 |
4.51
|
|
|
|
|
|
|
Return on Total Assets
(PBT/Total
Assets} |
(%) |
19.98 |
16.10 |
13.22
|
|
|
|
|
|
|
Return on Investment (ROI)
(PBT/Networth) |
|
1.15 |
1.02 |
0.81
|
|
|
|
|
|
|
Debt Equity Ratio
(Total Liability/Networth) |
|
5.31 |
5.95 |
5.12
|
|
|
|
|
|
|
Current Ratio
(Current
Asset/Current Liability) |
|
0.87 |
0.83 |
0.83
|
ABRIDGED BALANCE SHEET
Tata Johnson Systems Engineering LLC
|
SOURCES
OF FUNDS |
|
31.03.2003 |
31.03.2002 |
|
|
SHAREHOLDERS
FUNDS |
|
|
|
|
|
1] Share Capital |
|
13.069 |
13.069 |
|
|
2] Share
Application Money |
|
0.000 |
0.000 |
|
|
3] Reserves &
Surplus |
|
0.438 |
0.000 |
|
|
4] (Accumulated
Losses) |
|
0.000 |
(4.563) |
|
NETWORTH
|
|
13.507 |
8.506 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
|
0.000 |
0.000 |
|
|
2] Unsecured
Loans |
|
0.233 |
0.740 |
|
TOTAL
BORROWING
|
|
0.233 |
0.740 |
|
|
DEFERRED TAX
LIABILITIES |
|
0.000 |
0.000 |
|
|
|
|
|
|
|
TOTAL
|
|
13.740 |
9.246 |
|
|
|
|
|
|
|
APPLICATION OF FUNDS
|
|
|
|
|
|
|
|
|
|
|
FIXED ASSETS [Net Block]
|
|
0.761 |
0.991 |
|
Capital work-in-progress
|
|
0.000 |
0.000 |
|
|
|
|
|
|
|
INVESTMENT
|
|
0.000 |
0.000 |
|
DEFERREX TAX ASSETS
|
|
0.000 |
0.000 |
|
|
|
|
|
|
|
CURRENT ASSETS, LOANS & ADVANCES
|
|
|
|
|
|
|
Inventories
|
|
0.000 |
0.000 |
|
|
Sundry Debtors
|
|
11.488 |
2.740 |
|
|
Cash & Bank Balances
|
|
2.306 |
4.494 |
|
|
Loans & Advances
|
|
0.457 |
1.723 |
Total Current Assets
|
|
14.251 |
8.957 |
|
Less : CURRENT LIABILITIES & PROVISIONS
|
|
|
|
|
|
|
Current Liabilities
|
|
1.272 |
0.702 |
|
|
Provisions
|
|
|
|
Total Current Liabilities
|
|
1.272 |
0.702 |
|
Net
Current Assets
|
|
12.979 |
8.255 |
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES
|
|
0.000 |
0.000 |
|
|
|
|
|
|
|
TOTAL
|
|
13.740 |
9.246 |
|
PROFIT &
LOSS ACCOUNT
|
PARTICULARS |
|
31.03.2003 |
31.03.2002 |
Sales Turnover [including other income]
|
|
71.292 |
30.318 |
|
|
|
|
|
Profit/(Loss) Before Tax
|
|
5.002 |
(4.563) |
Provision for Taxation
|
|
0.000 |
0.000 |
Profit/(Loss) After Tax
|
|
5.002 |
(4.563) |
|
|
|
|
|
Total Expenditure
|
|
66.290 |
34.880 |
KEY RATIOS
|
PARTICULARS |
|
|
31.03.2003 |
31.03.2002 |
PAT / Total Income
|
(%)
|
|
7.01 |
(15.05) |
|
|
|
|
|
|
Net Profit Margin
(PBT/Sales) |
(%) |
|
7.01 |
(15.05) |
|
|
|
|
|
|
Return on Total Assets
(PBT/Total
Assets} |
(%) |
|
33.32 |
(45.86) |
|
|
|
|
|
|
Return on Investment (ROI)
(PBT/Networth) |
|
|
0.37 |
(0.53) |
|
|
|
|
|
|
Debt Equity Ratio
(Total
Liability/Networth) |
|
|
0.11 |
0.16 |
|
|
|
|
|
|
Current Ratio
(Current
Asset/Current Liability) |
|
|
11.20 |
12.75 |
BUSINESS DETAILS
Form No. 8
|
Name of the company |
TATA JOHNSON
CONTROLS AUTOMOTIVE LIMITED |
|
Presented By |
TATA JOHNSON
CONTROLS AUTOMOTIVE LIMITED |
|
1) Date and description of instrument creating the change |
02.08.1997 – Common
Deed of Hypothecation of Movable / Assets / Debts |
|
2) Amount secured by the charge/amount owing on the securities of charge |
Rs.95.000
millions |
|
3) Short particular of the property charged. If the property acquired is subject to charge, date of the acquired of the property should be given |
Hypothecation of
Stock in trade consisting of Raw Material, Work – in – Progress, Finished
Goods Hypothecation of
Book Debts Fixed Assets
Rs.48.298 millions |
|
4) Gist of the terms and conditions and extent and operation of the charge. |
As per Common
Deed of Hypothecation of Movables / Assets / Debts as on 02.08.1997 Rate of Interest
: PLR + 1% + Tax (i.e. 15.5% p.a. at present inclusive of interest tax)
subject to revision from time to time. Repayment : On
demand subject to review / renewal every year. |
|
5) Name and Address and description of the person entitled to the charge. |
Corporation Bank Aditi Commerce
Centre, Camp Branch, Pune Camp, Pune - 411001, Maharashtra, India |
|
6) Date and brief description of instrument modifying the charge |
·
15.01.1999
First supplemental Common Deed of Hypothecation. ·
30.12.1999
Second supplemental Common Deed of Hypothecation. Continuity Letter
F 331 |
|
7) Particulars of modifications specifying the terms and conditions or the extent of operations of the charge in which modification is made and the details of the modification. |
Second Charge
extended from Rs.222.000 millions to Rs.247.000 millions Rate of interest
modified from PLR + Interest Tax to PLR (excluding tax), All charges
created and modified continue to be security for the enhanced limit and
facility. All other terms
and conditions remain same. |
|
Corporate identity
number of the company |
U34300PN1996PLC015038 |
|
Name of the
company |
TATA JOHNSON
CONTROLS AUTOMOTIVE LIMITED |
|
Address of the
registered office or of the principal place of business in India of the company |
Plot No. 1,
Survey No. 235/245, Hinjewadi, Taluka - Mulshi, Pune – 411 027, Maharashtra,
India |
|
This form is for |
Creation of
charge |
|
Type of charge |
Movable Property
(not being pledge) |
|
Particular of
charge holder |
HSBC Bank
Mauritius Limited 5th Floor,
LES Cascades Building, Edith Cavell Street, Port Louis Mauritius |
|
Nature of
instrument creating charge |
Deed of
Hypothecation dated August 9, 2007 for creation of First Parri passu charge on
all movable plant and machinery (Both present and future) of the company as
more described in the Agreement. |
|
Date of
instrument Creating the charge |
09.08.2007 |
|
Amount secured by
the charge |
Rs.220.000
millions |
|
Brief of the
principal terms an conditions and extent and operation of the charge |
·
Rate of
interest Rate of interest shall be the sum of the margin (i.e. 0.70% p.a.) and
LIBOR for the relevant interest period. ·
Terms of
repayment The Borrower shall repay the loan in three equal installments as from
the end of 2nd, 3rd and 4th Year. ·
Margin 70 BPS Per Annum ·
Extent and
operation of the charge The First Pari Passu charge on the entire plant and machinery (Fixed
and movable) of the company with an asset cover of 1.25* at all times within
the aggregate of US$ five million (INR Rs.220 million @ US$1=INR 44) to
secure the repayment if advances together with interest cost and all other
charges. |
|
Particulars of
the property charged |
All the assets
(both present and future) are hypothecated to Corporation Bank, Camp Branch,
Pune 411 001 India for the Financial Facilities granted by them. This first
Parri Passu charge on the entire Plant and Machinery created by Deed of
Hypothecation dated August 9, 2007 and no objection certificate NO.
PNE/NVS/228/0708 dated 07.08.2007 issued by Corporation Bank, Camp Branch,
Pune 411 001 India. |
Fixed Assets
·
Freehold Land
·
Leasehold Land
·
Buildings
·
Plant and Machinery
·
Furniture and Fixtures
·
Motor Vehicles
PROFILE
Subject was
established in January 1996. TJC- Manufacturer of world class seating systems.
(50:50) Joint venture with Johnson Controls Inc. (JCI) - world leader in
automotive seating systems and associated products.
TJC combines established
technical and marketing strengths of its parent companies with the drive and
enthusiasm of a young enterprise – making it the market leader in India for
automotive seating products.
Subject has QS 9000
& ISO 14001 certificates.
AWARDS and CERTIFICATIONS
Year : 2003
ACMA silver trophy
for MFG execellence
Year :
2002
Jan 2002
Daimler Chrysler
Best Supplier Award for year 2000.
Year :
2001
Mar 2001
Chairman’s Award
for Customer Satisfaction (JD Power – Safari).
May 2001
ISO 14001 awarded.
May 2001
Best Case Study
Award for ERP.
Sep 2001
Chairman’s Merit
Award for Six Sigma Project.
Sep 2001
Won Team Rally
Competition in JCI Asia Pacific Region.
Dec 2001
Six Sigma Master
Black Belt award conferred on TJC employee.
Year :
2000
Mar 2000
JCI Chairman’s
award for MEQ System improvement.
May 2000
Johnson Control
Manufacturing System implemented.
Aug 2000
Business Operating
System accreditation.
Sep 2000
MBIL Supplier
Quality award for the year 1999.
Nov 2000
JCI Safety Gold
Award.
Year :
1999
Dec 1999
MFG Pro Fastest
Migration Award.
Year :
1998
Jan 1998
QS9000
accreditation from KPMG.
Aug 1998
JCI Chairman’s
award for Safari seats design and delivery.
JV RELATED NEWS ITEMS
·
Ford Motor Company
honors Johnson Controls as one of its top suppliers by awarding two World
Excellent Awards for 2001.
·
Forbes 500”
listings in 2002 ranks JCI as one of the top automotive component supplier.
·
JCI appears
for the 5th consecutive year on Industry Weeks Magazine list of ‘The world’s
100 best managed companies’.
·
JCI (North
America) is among a select group of suppliers to be honored with 2001 Honda
Quality Performance Awards.
·
New United
Motor Manufacturing Incorporated (NUMMI) honored JCI for outstanding
performance in supplying seat systems, headliners and foam pads for Toyota
Corolla cars and Toyota Tacoma pick up trucks.
Subject
is a 50:50 joint venture between TACO and JCI. It is one of the largest seating
systems suppliers in India with products spanning passenger cars, commercial
vehicles, utility vehicles, earth-moving equipment and two-wheelers.
Subject
has one of the largest offshore engineering centres in India, dedicated to
servicing the global automotive seating, interior and electronics design needs
of Johnson Controls Inc (JCI).
The
TJCAL edge
Manufacturing
Subject distinguishes itself from other seating system
suppliers by providing its customers a complete solution — design, development,
validation and programme management, efficient manufacturing and just-in-time -
sequence (JIT-S) supply.
Engineering
- Strong domain
knowledge, backed by manufacturing expertise
- Proven global delivery
model
- Cost-effective and
timely product development support
- More than 400 skilled
automotive engineers
- World-class design and
communication infrastructure
Products
Subject's products are designed and manufactured to meet aesthetic, comfort and
safety requirements. They have won recognition from its customers and
independent agencies such as JD Power. Product features are benchmarked with
best-in-class products and meet stringent international safety regulations.
The company's product range includes seating systems and components like foam,
head-rests, arm-rests, metal frames and seat trims.
Subject is in the process of launching electronic
instrument clusters for passenger cars and utility vehicles, with contemporary
technology from Johnson Controls.
Subject is in the process of launching Floor Center
Console for Honda Civic by June 2006.
Services
·
Design
·
Layout and
packaging
·
Component and
sub-system design
·
Mechanisms
design
·
GD and T,
tolerance stakking and product drawings
·
Product
modifications
·
Value analysis
and value engineering
·
Manufacturing
feasibility
·
Design
improvement
·
Analysis
·
Virtual test
and validation
·
Kinetics and
kinematics analysis
·
Crash
simulation
·
Mould-flow
·
Sheet-metal
formability
·
Prototype
development support
·
Testing
support
Engineering capabilities
In order to achieve this standard of comfort,
safety and styling, TJCAL's state-of-the-art facility for design, development,
prototyping and testing uses the latest technology and a highly capable team of
engineers.
The computer-aided design and manufacturing facilities are equipped with the
latest styling software, enabling the company's engineers to develop design
concepts into solid models.
Subject can design and develop products that meet stringent international
safety regulations. The facility's finite element analysis tools allow the simulation
of test conditions so that destructive physical tests can be minimised.
Promoters and
partners
Tata Johnson Controls Automotive Limited (TJC) is a
50:50 joint venture between Tata AutoComp Systems Limited and Johnson Controls
Inc, USA.
Tata
AutoComp Systems Limited
Established by the Tata Group, which has several
decades of experience in the automotive industry, the TACO group of companies
offers a range of products and services in the field of auto components to
automotive vehicle manufacturers all over the world.
TACO has three major businesses — manufacturing,
engineering and supply chain management. The group comprises the holding
company, Tata AutoComp Systems Limited (TACO), its joint ventures with global
auto component leaders and two subsidiaries in the plastics and stampings
product areas.
The TACO group, with its 14 manufacturing plants,
three engineering centre and three export-oriented units, is rapidly expanding
its business with vehicle manufacturers and tier-II suppliers to the automotive
industry. Its current original equipment customers include DaimlerChrysler,
Fiat, Ford, General Motors, Honda, Hyundai, Mahindra and Mahindra, Piaggio,
Tata Motors, Toyota, and Volvo.
Manufacturing
facilities
Subject uses Johnson Controls' manufacturing systems (JCMS) to deliver products of consistent quality at low costs. Driven by systems that assure quality, such as Six Sigma, Kaizen and continuous improvement, TJCAL's two manufacturing plants at Hinjewadi in Pune, India, and Chennai, India possess a range of facilities such as:
- Highly efficient cut-n-sew operations
using a CNC Gerber cutter
- Microprocessor-based German Durkopp
Adler sewing machines
- Automatic storage-and-retrieval
- Roll-through racking
- Mechanised seat loading
- Variable-speed conveyors
- Prototyping and trim engineering
facility
- Fully equipped quality lab with 3D Faro
arms, mannequins, foam hardness tester, profile projector and and
composite durability machine
- Just-in-time-sequence (JIT-S) assembly
- Foam plant with robotic foam pouring
All operations of the manufacturing facility are
totally integrated through the MfgPro ERP system. The combined production area
of Pune and Chennai plants is 7,550 square meter.
Engineering Facilities
As a part of the highly respected Tata Group, TJCAL
Engineering is able to attract a team of the brightest Indian engineers. The
team comprises specialists in the areas of structural engineering and analysis,
design and tooling of plastic components, comfort and safety engineering, trim
and aesthetics, product validation and testing, and prototype tooling
development.
Access to Tata Johnson Controls' manufacturing division provides its engineers
with experience of manufacturing technologies.
Subject
Engineering's engineering facility uses all the leading design and analysis
software to meet varied customer requirements. This includes:
|
CAD |
IDEAS, CATIA,
C3P, PDGS, UG |
|
CAE |
HYPERMESH,
MEDINA, LS DYNA, ABAQUS |
|
PDM |
TcAE (iMAN),
E-Matrix |
Quality systems
In the effort to exceed the
expectations of their customers, TJCAL Manufacturing has earned the following
certifications:
- ISO/TS16949:2002
- ISO 14001:2004
- OHSAS 18000:1999
- ISO 17025:1999
- Ford MS 9000
- Ford Q1
- Sox
Customer Recognitions
- Best Supplier Award by
DaimlerChrysler for 6 years in a row from 1999
- World Excellence Award
- Gold by Ford Motor Company in 2004
It has also earned recognition within the industry,
having been awarded the following industry awards:
- Manufacturing Excellence
Award from ACMA for the years 2003, 2004 and 2005
- CII Exim Commendation
Certificate for 'Serious Commitment to Excel' for the years 2004 and 2005
- Merit Certificate for
Energy Conservation from Ministry of Power, Government of India
TJC follows the best of Johnson Controls and Tata
Group operating systems. It follows the JCI global Business Operating System
(BOS) in all its operations and is audited by KPMG every year for compliance to
this system.
TJC Manufacturing has also adopted the Tata Business
Excellence Model and has been awarded the 'Serious Adoption Award' for the year
2004.
It has an impressive pool of 35 assessors, extensively trained by Tata Quality Management Services (TQMS). In an effort to share knowledge, TJC assessors also help other Tata Group companies in their journey to business excellence.
Chief
Executive Officer
K.
R. Murali
Education: BE (Mechanical) from University of Madras
K.
R. Murali joined Tata Johnson Controls in 1995 as engineering manager. In the
first five years he has held positions of engineering manager and
vice-president - Chennai operations, before taking over as the chief executive
officer of the company in 2001. Mr. Murali has 19 years of experience. Before
joining Tata Johnson Controls, Mr. Murali has worked with Chennai-based TVS
Group (Brakes India Ltd) and Maruti Udyog Limited.
CMT REPORT [Corruption, Money laundering
& Terrorism]
The Public Notice
information has been collected from various sources including but not limited
to: The Courts, India Prisons
Service, Interpol, etc.
1] INFORMATION
ON DESIGNATED PARTY
No exist designating subject or any of its beneficial owners,
controlling shareholders or senior officers as terrorist or terrorist
organization or whom notice had been received that all financial transactions
involving their assets have been blocked or convicted, found guilty or against
whom a judgement or order had been entered in a proceedings for violating
money-laundering, anti-corruption or bribery or international economic or
anti-terrorism sanction laws or whose assets were seized, blocked, frozen or
ordered forfeited for violation of money laundering or international
anti-terrorism laws.
2] Court
Declaration :
No exist to suggest that subject is or was the subject of any formal or
informal allegations, prosecutions or other official proceeding for making any
prohibited payments or other improper payments to government officials for
engaging in prohibited transactions or with designated parties.
3] Asset
Declaration :
No records exist to suggest that the property or assets of the subject
are derived from criminal conduct or a prohibited transaction.
4] Record
on Financial Crime :
Charges or conviction registered
against subject: None
5] Records
on Violation of Anti-Corruption Laws :
Charges or investigation registered
against subject: None
6] Records
on Int’l Anti-Money Laundering Laws/Standards :
Charges or investigation registered
against subject: None
7] Criminal
Records
No available
information exist that suggest that subject or any of its principals have been
formally charged or convicted by a competent governmental authority for any
financial crime or under any formal investigation by a competent government
authority for any violation of anti-corruption laws or international anti-money
laundering laws or standard.
8] Affiliation
with Government :
No record
exists to suggest that any director or indirect owners, controlling
shareholders, director, officer or employee of the company is a government
official or a family member or close business associate of a Government
official.
9] Compensation
Package :
Our market
survey revealed that the amount of compensation sought by the subject is fair
and reasonable and comparable to compensation paid to others for similar
services.
10] Press Report :
No press reports / filings exists on
the subject.
CORPORATE GOVERNANCE
MIRA INFORM as part
of its Due Diligence do provide comments on Corporate Governance to identify
management and governance. These factors often have been predictive and in some
cases have created vulnerabilities to credit deterioration.
Our Governance
Assessment focuses principally on the interactions between a company’s
management, its Board of Directors, Shareholders and other financial
stakeholders.
CONTRAVENTION
Subject is not
known to have contravened any existing local laws, regulations or policies that
prohibit, restrict or otherwise affect the terms and conditions that could be
included in the agreement with the subject.
FOREIGN EXCHANGE RATES
|
Currency |
Unit
|
Indian Rupees |
|
US Dollar |
1 |
Rs.48.71 |
|
UK Pound |
1 |
Rs.72.86 |
|
Euro |
1 |
Rs.64.70 |
SCORE & RATING
EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
5 |
|
PAID-UP CAPITAL |
1~10 |
5 |
|
OPERATING SCALE |
1~10 |
4 |
|
FINANCIAL
CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
6 |
|
--PROFITABILIRY |
1~10 |
3 |
|
--LIQUIDITY |
1~10 |
5 |
|
--LEVERAGE |
1~10 |
5 |
|
--RESERVES |
1~10 |
5 |
|
--CREDIT LINES |
1~10 |
4 |
|
--MARGINS |
-5~5 |
-- |
|
DEMERIT POINTS |
|
|
|
--BANK CHARGES |
YES/NO |
YES |
|
--LITIGATION |
YES/NO |
NO |
|
--OTHER ADVERSE
INFORMATION |
YES/NO |
NO |
|
MERIT POINTS |
|
|
|
--SOLE
DISTRIBUTORSHIP |
YES/NO |
NO |
|
--EXPORT
ACTIVITIES |
YES/NO |
NO |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
NO |
|
--OTHER MERIT
FACTORS |
YES/NO |
YES |
|
TOTAL |
|
42 |
This score serves as a reference to assess SC’s credit risk and
to set the amount of credit to be extended. It is calculated from a composite
of weighted scores obtained from each of the major sections of this report. The
assessed factors and their relative weights (as indicated through %) are as
follows:
Financial condition (40%) Ownership background (20%) Payment record (10%)
Credit history (10%) Market trend (10%) Operational size (10%)
RATING
EXPLANATIONS
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
>86 |
Aaa |
Possesses an extremely sound financial base with the strongest
capability for timely payment of interest and principal sums |
Unlimited |
|
71-85 |
Aa |
Possesses adequate working capital. No caution needed for credit
transaction. It has above average (strong) capability for payment of interest
and principal sums |
Large |
|
56-70 |
A |
Financial & operational base are regarded healthy. General
unfavourable factors will not cause fatal effect. Satisfactory capability for
payment of interest and principal sums |
Fairly Large |
|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
|
26-40 |
B |
Unfavourable & favourable factors carry similar weight in credit consideration.
Capability to overcome financial difficulties seems comparatively below
average. |
Small |
|
11-25 |
Ca |
Adverse factors are apparent. Repayment of interest and principal sums
in default or expected to be in default upon maturity |
Limited with
full security |
|
<10 |
C |
Absolute credit risk exists. Caution needed to be exercised |
Credit not
recommended |
|
NR |
In view of the lack of information, we have no basis upon which to
recommend credit dealings |
No Rating |
|