MIRA INFORM REPORT

 

 

Report Date :

19.02.2008

 

IDENTIFICATION DETAILS

 

Name :

SUNDARAM CLAYTON LIMITED

 

 

Registered Office :

Jayalakshmi Estates No. 29 [Old No. 28], Haddows Road, Chennai 600006, Tamilnadu

 

 

Country :

India

 

 

Financials (as on) :

31.03.2007

 

 

Date of Incorporation :

24.05.1962

 

 

Com. Reg. No.:

004792

 

 

CIN No.:

[Company Identification No.]

L35999TN1962PLC004792

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

CHES00554B

 

 

PAN No.:

[Permanent Account No.]

AAACS4920J

 

 

Legal Form :

It is a Public Limited Liability Company.  The company's shares are listed on the Stock Exchanges.

 

 

Line of Business :

Manufacturers and Sellers of air and air assisted braking system for medium / heavy commercial vehicles, vacuum product for light commercial vehicle and aluminium pressure and gravity die castings.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A

 

RATING

STATUS

PROPOSED CREDIT LINE

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

 

Maximum Credit Limit :

USD 13760000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well established and reputed company having fine track.  Trade relations are fair.  Business is active.  Payments are reported as usually correct and as per commitments.

 

The company can be considered good for any normal business dealings.

 

 

LOCATIONS

 

Registered Office :

Jayalakshmi Estates No. 29 [Old No. 28], Haddows Road, Chennai 600006, Tamilnadu, India

Tel. No.:

91-44-28272233

Fax No.:

91-44-28257121

E-Mail :

corpsec@scl.co.in

Website :

www.sundaramclayton.com

 

 

Factory 1 :

Padi, Chennai 600 050

Tel. No.:

91-44-26258212

Fax No.:

91-44 -26257177

E-Mail :

cn.prasad@scl.co.in

 

 

Factory 2 :

No.3 III Main Road, South Phase Off Ambattur Industrial Estate, Ambattur Chennai 600 058

Tel. No.:

91-44-42242000/2623800

Fax No.:

91-44-2623 8009

E-Mail :

cn.prasad@scl.co.in

 

 

Factory 3 :

Hosur - Thally Road, Belagondapalli, Hosur 635 114

Tel. No.:

91-4347-233445 Extn:1100

Fax No.:

91-4347-233014

 

 

DIRECTORS

 

Name :

Mr. Suresh Krishna

Designation :

Chairman

 

 

Name :

Dr. Christian Wiehen

Designation :

Managing Director

 

 

Name :

Venu Srinivasan

Designation :

Director

 

 

Name :

Mr. Nikhil Madhukar Varty

Designation :

Director

 

 

Name :

Mr. Gopal Srinivasan

Designation :

Director

 

 

Name :

Mr. Leon Liu

Designation :

Director

 

 

Name :

Mr. K. Mahesh

Designation :

Director

 

 

Name :

Mr. D. E. Udwadia

Designation :

Director

 

 

Name :

Mr. T K Balaji

Designation :

Director

 

 

Name :

Mr. Pascale F. Rahman

Designation :

Director

 

 

KEY EXECUTIVES

 

Name :

Mr. H. Lakshmanan

Designation :

Executive Director

Date of Birth/Age :

70 years

Qualification :

S.S.L.C.

Experience :

53 years

 

 

Name :

Mr. C. N. Prasad

Designation :

President – Automotive Products

 

 

Name :

Mr. V. N. Venkatnathan

Designation :

Senior Vice President – Finance

Date of Birth/Age :

58 years

Qualification :

B.Com., B.L., ACA, ACS

Experience :

34 years

 

 

Name :

Mr. S. Muralidharan

Designation :

Secretary

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

Names of Shareholders

No. of Shares

Percentage of Holding

Foreign collaborator

7430000

39.17

Indian promoters

7744064

40.83

Foreign institutional investors

85776

0.45

NRI – Individuals

21740

0.11

Public financial institutions

26665

0.14

Mutual funds

1421443

7.50

Banks

357

--

Other companies

288961

1.53

Public

1948578

10.27

Total

18967584

100.00

 

BUSINESS DETAILS

 

Line of Business :

Manufacturers and Sellers of air and air assisted braking system for medium / heavy commercial vehicles, vacuum product for light commercial vehicle and aluminium pressure and gravity die castings.

 

 

GENERAL INFORMATION

 

No. of Employees :

1612

 

 

Bankers :

Ø       State Bank of India

            Corporate Accounts Group Branch,

            Greams Dugar, Greams Road, Chennai 600 006, Tamilnadu, India

 

Ø       State Bank of Mysore

      Whites Road Branch, Chennai 600014, Tamilnadu, India

 

 

 

Facilities :

Particulars

As on 31.03.2007

 [Rupees in Millions]

SECURED LOAN

 

From Banks

 

Secured by hypothecation of raw materials, components, work-in-process, finished goods, book debts, stores, spares and tools.

532.500

Secured by hypothecation of specified plant and machinery

636.000

Total

1168.500

 

 

UNSECURED LOAN

 

From banks

988.400

From others

1.000

Total

989.400

 

 

 

Banking Relations :

Good

 

 

Auditors :

 

Name :

Sundaram & Srinivasan

Chartered Accountants

Address :

23 Sir C P Ramaswamy Road, Alwarpet, Chennai 600 018.

 

 

Membership :

Confederation of Indian Industry

 

 

Associates:

Ø                   T. V. Sundram Iyengar & Sons Limited, Madurai, Tamilnadu

Ø                   Sundaram Industries Limited, Madurai, Tamilnadu

Ø                   Southern Roadways Limited, Madurai, Tamilnadu 

 

 

Subsidiaries :

Ø                   Anusha Investments Limited, Chennai, Tamil Nadu, India

Ø                   Harita Stocks Limited, Chennai, Tamil Nadu, India

Ø                   TVS Investments Limited, Chennai, Tamil Nadu, India

Ø                   TVS Electronics Limited, Chennai, Tamil Nadu, India

Ø                   ICL Foundries Limited, Chennai, Tamil Nadu, India

Ø                   Sundram Telematics Limited, Chennai, Tamil Nadu, India

Ø                   AuctionIndia.com Limited, Chennai, Tamil Nadu, India

Ø                   Harita Technical Services Limited, Chennai, Tamil Nadu, India

Ø                   Harita Properties Limited, Chennai, Tamil Nadu, India

Ø                   Sundram Infosel Limited, Chennai, Tamil Nadu, India

Ø                   TVS eTechnology Limited, Chennai, Tamil Nadu, India

Ø                   TVS Motor Company Limited (w.e.f. 15.11.2001), Chennai, Tamil Nadu, India

Ø                   Lakshmi Auto Components Limited (w.e.f. 15.11.2001), Chennai, Tamil Nadu, India

Ø                   TVS Finance and Services Limited, Chennai, Tamil Nadu, India

 

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

20000000

Equity Shares

Rs. 10/- each

Rs. 200.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

18967584

Equity Shares

Rs. 10/- each

Rs. 189.675 Millions

 

Of the above

 

[i] 94,460 equity shares of Rs. 10/- each have been allotted for consideration other than cash against supply of machinery.

 

ii) 1,70,09,529 equity shares of Rs.10/- each have been allotted as bonus shares by capitalization of general reserve to the extent of Rs.158.714 Millions and capitalisation of share premium of Rs.11.380 Millions.

 

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2007

31.03.2006

31.03.2005

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

189.700

189.700

189.700

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

3252.500

2704.600

2210.900

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

3442.200

2894.300

2400.600

LOAN FUNDS

 

 

 

1] Secured Loans

1168.500

834.000

342.500

2] Unsecured Loans

989.400

627.200

749.400

TOTAL BORROWING

2157.900

1461.200

1091.900

DEFERRED TAX LIABILITIES

193.500

154.000

0.000

 

 

 

 

TOTAL

5793.600

4509.500

3492.500

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

3132.300

2851.400

2339.200

Capital work-in-progress

132.000

173.700

412.100

 

 

 

 

INVESTMENT

822.900

710.300

570.900

DEFERREX TAX ASSETS

0.000

0.000

 

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

1029.200

726.600

417.200

 

Sundry Debtors

1384.700

1146.800

942.800

 

Cash & Bank Balances

97.100

147.800

26.100

 

Other Current Assets

1.700

4.800

0.000

 

Loans & Advances

612.900

353.700

464.700

Total Current Assets

3125.600

2379.700

1850.800

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

975.600

1050.300

1271.900

 

Provisions

443.600

555.600

409.200

Total Current Liabilities

1419.200

1605.900

1681.100

Net Current Assets

1706.400

773.800

169.700

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.300

0.600

 

 

 

 

TOTAL

5793.600

4509.500

3492.500

 


PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2007

31.03.2006

31.03.2005

Sales Turnover

8161.900

6292.700

6225.900

Other Income

486.200

453.300

332.700

Total Income

8648.100

6746.000

6558.600

 

 

 

 

Profit/(Loss) Before Tax

1280.800

1063.200

763.300

Provision for Taxation

1012.500

848.600

230.700

Profit/(Loss) After Tax

268.300

214.600

532.600

 

 

 

 

Expenditures :

 

 

 

 

Raw Material Consumed

4309.700

3069.800

2863.400

 

Traded Goods consumed

18.000

20.900

862.900

 

Power and Fuel Cost

0.000

0.000

221.500

 

Salaries, wages

2559.300

2244.200

0.000

 

Interest

152.400

78.900

45.800

 

Depreciation

327.900

269.000

214.200

 

Other Manufacturing Expenses

0.000

0.000

493.800

 

Employee Cost

0.000

0.000

660.500

 

Selling and Administration Expenses

0.000

0.000

356.800

 

Miscellaneous Expenses

0.000

0.000

164.900

 

Stock Adjustments

0.000

0.000

[88.500]

Total Expenditure

7367.300

5682.800

5795.300

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.06.2007

30.09.2007

31.12.2007

Type

1st Quarter

2nd Quarter

3rd Quarter

Sales Turnover

2013.700

2104.000

2475.900

Other Income

80.600

125.600

100.300

Total Income

2094.300

2229.600

2576.200

Total Expenditure

1707.600

1779.300

2092.200

Operating Profit

386.700

450.300

484.000

Interest

47.400

38.800

38.100

Gross Profit

339.300

411.500

445.900

Depreciation

84.400

93.900

104.100

Tax

54.000

84.100

107.400

Reported PAT

182.300

233.500

234.400

 


 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2007

31.03.2006

31.03.2005

PAT / Total Income

(%)

3.10

3.18

8.12

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

15.69

16.89

12.26

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

20.46

20.32

18.21

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.37

0.36

0.31

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

1.03

1.05

1.15

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

2.20

1.48

1.10

 

 

LOCAL AGENCY FURTHER INFORMATION

 

HISTORY

 

Subject was incorporated on 24th May, 1962 at Chennai in Tamil Nadu having Company Registration Number 4792.

 

It was jointly promoted by T. V. Sundaram Iyengar & Sons and Clayton Dewandre Holdings [CDH], U.K. was engaged in the manufacture of air brakes actuation systems, which finds applications in automotive, non-automotive and industrial segments.  It enjoys a virtual monopoly with a 75% market share in this particular product.  The company was not only prominent in the HCV segment but is also a supplier of castings to the passenger car segment.

 

The company had entered into a license and technical assistance agreement with Clayton Dewandre Company [CDC], U.K. in June 1981 [which holds 39.17% stake] to manufacture system protection valves.  The company also entered into technical assistance agreements with WABCO and Gahreugbremsesm, Germany, to manufacture dual brake valves, trailer control valves and hand-operated brake valves.  It entered into another technical assistance agreement with the Union Switch and Signal Division of American Standard, US, to manufacture signalling relays, point machines and related hardware.  To meet the additional demand for scooter project to TVS-Suzuki, the company set up a foundry unit at Belagondapalli, Hosure, Tamil Nadu with an annual capacity of 1,100.

 

Brakes and foundry divisions were certified ISO 14001 accreditation during 2001-02.  The company is planning to develop new technology products like drying and distribution unit, redesigned Type 24*80 spring brake actuator, vacuum brake valve with zero dead stroke and compressor with improved life.

 

 

PERFORMANCE 

During the year the vehicle industry continued the positive growth. The production of medium/heavy commercial vehicles (MCV/ HCV), passenger cars and two wheelers registered a growth of 34%, 18% and 11% respectively over the previous year 2005-06. The production of light commercial vehicles (LCV) registered a growth of 31% during the same period. 


Against this backdrop, the Brakes division of the company achieved a turnover of Rs.4870 Millions as against Rs.409 crores during 2005-06. The increase was mainly driven by continued increase in sales to original equipment manufacturers, namely Tata Motors, Ashok Leyland and Eicher in view of their increased production of HCV/MCV, increase in content per vehicle and sales to after-market. 

 
During the year 2006-07, the die casting division of the company sold 19,541 tonnes as against 16,320 tonnes in 2005-06 registering a growth of 20% (by tonnage). The export sales also increased from Rs.76 crores in 2005-06 to Rs.132 crores in 2006-07, recording a growth of 74%. This was due to the increased export sales to Cummins, Volvo and their subsidiaries. 



SCHEME OF ARRANGEMENT 

With the announcement of liberalization policies by the Government and globalization of businesses, the foreign promoters of the company, namely the American Standard Inc., are providing updated technology in air brake systems required by Indian commercial vehicle manufacturers. They are also interested in utilizing the Company as one of its sources for meeting their global requirements. 


Similarly, the Non-brakes business of the company, viz., aluminium die casting business needs focused attention particularly considering the growing export markets. 


Taking these into consideration, the board of directors of the company decided to reorganize the business activities by demerging the brakes business into a wholly owned subsidiary of the company, presently named WABCO-TVS (INDIA) LIMITED so that the two businesses will have independent management attention. 


The board of directors of the company, at their meeting held on 14th May 2007, approved a Scheme of Arrangement in terms of section 391-394 of the Companies Act, 1956 for demerging the brakes business with WABCO-TVS (INDIA) LIMITED, from the appointed date, namely 1st January 2007, subject to the approval of the shareholders of both the companies and other regulatory authorities and approval of the Hon'ble High Court of Madras. 
 
The Company has filed the draft Scheme of arrangement with the Stock Exchanges and on their approval, will file the Scheme with the Hon'ble High Court of Madras. On the directions of the Hon'ble High Court, a special shareholders meeting will be held to consider and approve the Scheme of Arrangement. 



OUTLOOK 
The HCV/MCV vehicle sale is expected to register a negative growth (-15%) during 2007-2008. The factors that are likely to impact the growth of the industry are rising input costs of commercial vehicles, increase in interest rates, slowdown in overall economy besides loss of share of freight transport to railways. However, the following factors may help the growth of MCV/ HCV vehicle sale, namely increased activity in construction and road sector (national highway projects such as North-South and East-West corridors, port connectivity projects) and effective implementation of ban on overloading'. Passenger car and two wheeler segments are likely to register a growth of 10% and 2% respectively over 2006-07. 

 
The brakes business of the company is geared up to meet any extra demand that would be generated by HCV/MCV segments both in respect of volume and upgraded technology products. The business of the die casting division is expected to grow by 14% due to increased sale of machined castings. This growth is mainly to come from the ramp-up of new business from overseas customers. 



SUBSIDIARIES 
During the year the company disinvested its entire investments held in M/s Harita Stocks Limited (HSL) in favour of another wholly owned subsidiary of the company, namely M/s Anusha Investments Limited (AIL). As both these companies are engaged in similar business activities, namely investment, the board of directors of these companies decided to amalgamate HSL with AIL to achieve synergies in business activities and eliminate duplication of costs of administration under a scheme of amalgamation. 

 
After completing the required legal formalities in terms of section 391-394 of the Companies Act, 1956, the Hon'ble High Court of Madras sanctioned the said scheme of amalgamation vide its order dated 9th March, 2007 and dissolved HSL in pursuance of the said scheme. Accordingly, the HSL ceased to be a subsidiary of the company from the effective date, namely 30th March 2007. 


During the year under review, AIL acquired the entire paid up capital of M/s Padi Automotive Systems Limited (PASL) (formerly known as Padi Air Brake Systems Limited) consisting of 50,000 equity shares of Rs.10/- each on 22nd December 2006 and thereby it became a wholly owned subsidiary of AIL. PASL, by virtue of the provisions of section 4(1)(c) of the Companies Act, 1956, became a subsidiary of the company effective that date. PASL is yet to commence its business activities. 


During the year under review, the Company was allotted 46,25,000 equity shares of Rs.10/- each at a premium of Rs.10/- per share, aggregating to Rs.92.500 Millions, by the wholly owned subsidiary of the company, namely TVS Investments Limited (TVSI), for transfer of lands owned by the company.

 
M/s TVS Investments Limited and M/s TVS Electronics Limited, Chennai, subsidiaries of the company, have promoted the following new companies as their wholly owned subsidiaries, TVS-E Access India Limited effective 27th April 2007 and TVS-E Servicetec Limited effective 17th May 2007 respectively with an initial capital of Rs.0.500 Millions each. 


These newly promoted companies proposed to engage in the activities of customer support services, distribution, trading and dealing, repair and maintenance and other services relating to computers, electronic power, telecommunication, software and other products. These companies are yet to commence their business activities. 


During the year, the name of the wholly owned subsidiary of the company, namely Auto (India) Engineering Limited was changed to WABCO-TVS (INDIA) LIMITED effective 3rd May 2007, to which the brakes business of the company is planned to be demerged as explained in this report earlier. 

 

 
Industry Structure and Development: 

The Indian economy continued to record a good overall performance during 2006-07. GDP registered a 9.4% increase, facilitated by 10.9% improvement in industrial production, 2.7% in agriculture and 11% growth in the services sector. 


The development of road infrastructure is a key factor that influences the growth of the Indian commercial vehicle industry. The various projects initiated by National Highway Authority of India (NHAI) are progressing in line with the plan and following is the status of various projects as on 31st March 2007.

 
Besides growth in the Indian economy, the implementation of Supreme Court's ban on  overloading of vehicles and the export growth of commercial vehicles (22%) have helped the commercial vehicle industry to register a high growth rate. 


The shift towards higher tonnage vehicles, which favour better operating economy for the fleet operators, was more visible during the year. The sales of higher tonnage vehicles such as multi-axle and tractor-trailer grew by 64% and 105%, much higher than the industry growth rate of 34%. 


The growth in compact segment and the launch of new models in all segments resulted in the sales growth in the domestic car market. India is emerging as one of the preferred centres of small car manufacturing in the world, which drives export-led manufacturing. 


During the first half of 2006-07, the motorcycle industry saw sales soaring by 21% over the corresponding period of last year. However, there was a dramatic slowdown during the second half with growth decelerating to 13% and 5% respectively in the third and fourth quarters due to increased inflationary pressure and rise in interest rates. For the full year, the motorcycles registered a 15% growth un-geared scooters registered an increase of 10% and mopeds continued at 4%. 


With Indian companies gaining the recognition as manufacturers of high quality automotive components in the international market, the component industry has recorded a healthy growth through a combination of increased domestic and exports sales. This trend is likely to continue as the economy grows further and vehicle manufacturers increase their production. Exports will also grow, driven by the urge of international manufacturers to source from low cost countries. This trend will continue to benefit the Company's businesses. 


Business outlook and overview 

In 2007-08, the GDP is projected to grow at 8.2% with a growth of 6% in per capita income. However, the increased interest rates and inflationary pressures are likely to adversely impact the buying behaviour of the consumers leading to reduction in demand. This trend is expected to continue, at least till the first half of 2007-08

 

This subdued outlook of the economy will impact the automotive sector, which will see a slowdown in growth rates in 2007-08 when compared to the high growth rates registered in the past few years. Medium and heavy commercial vehicle (M&HCV) industry is likely to decline by 15% in the year 2007-08. The motorcycle industry is expected to grow at a marginal rate of 2%. Also there is a likelihood of the motorcycle industry declining by 7% due to the lower disbursement of loans by retail financiers and high trade stock levels. Ungeared scooters segment will see a growth of around 13% due to a higher number of product launches and greater availability. Mopeds are expected to grow steadily at 5%. Passenger cars are expected to grow by about 10% over the previous year. 

 
The US truck market is seeing a transition from the US04 emission regulations to the US07 emission regulations issued by the Environmental Protection Agency (EPA) during the year. To beat the change in regulation norms, customers resorted to pre-buy during the year 2006-07. Consequently sales of Class 8 trucks in the US market are projected to decline by 40% during 2007-08. European heavy truck sales are expected to grow by 3%. 


Opportunities & Threats 

The Company caters to the requirements of commercial vehicle, passenger car and two wheeler segments of the automotive industry and also to the diesel engine segment.

 
With improved road infrastructure, the demand for faster vehicles that carry higher payloads is increasing. To ensure road safety, Government of India had introduced regulation for mandatory fitment of anti-lock braking systems (ABS) for commercial vehicles carrying hazardous goods from October 2006. The government plans to extend such regulation for other categories of commercial vehicles during 2007. 


ABS is expected to become mandatory for tractor-trailers and buses with national permit, which are manufactured on or after 1st October 2007. The Company has done extensive application engineering for the above category of vehicles and has offered total solution to the domestic OEMs. This regulation will further improve Company's sales opportunity. The company has made its test track facility available for government agencies for certification testing, which is the only test track of its kind available in the country today. 

 


Product development and component manufacturing are being undertaken to cater to the global requirement of our collaborators. This is expected to bring in additional sales opportunities for the Company. 

 
The Company has commissioned 106 authorized service centers at strategic locations across the country, to provide quicker and better service on air brake aggregates. Further, to improve availability of quality service in rural areas, the Company has commissioned 53 certified workshops during the year 2006-07. These initiatives would result in improved service practices, availability of genuine parts and generate additional revenue for the Company. 
 
The projected growth of the domestic car industry and the ambitious export programme of OEMs are likely to benefit the Company's aluminum casting business. New orders that have been received from existing domestic customers will be met during 2007-08, thus increasing the sales. 

 
The sale of Class 8 trucks in North American market is expected to improve during the second half of the year. Ramping-up of new products developed for the US07 regulations and new orders received from international customers will enhance the growth of aluminium castings business. 

 
The Company's competitors, Knorr-Bremse Systems for Commercial Vehicles India Private Limited, (a joint venture of Tata Auto Components (TACO) and Knorr-Bremse AG), commenced their operations from their new plant in Pune in 2005 and has started regular supplies to Tata Motors. This development has led to reduction in the Company's share of business from Tata Motors and will impact the top line growth of the Company. However, the regulations for mandatory fitment of ABS, product development and component exports to the collaborator are likely to improve the Company's sales performance. 


With the increasing opportunities for exporting aluminum castings from India, many captive Indian die casting units and new manufacturers are setting up facilities to enter into this market. This could result in increased competition for export of castings in the future. 

 
The import of components from China will be a threat to the Indian auto component industry. The OEM customers across the world would continue their pressure on price reduction from their suppliers. The increase in the cost of raw materials such as steel and aluminium may not be fully compensated by the OEM customers and these might affect the Company's profit performance. 


Risks and concerns 

The cyclical nature of the Indian commercial vehicle industry (Company's major customer segment) might affect the demand. To control inflation, the Government has initiated actions to control money supply such as hiking Cash Reserve Ratio (CRR) through RBI. It is expected that money supply to industry could become a constraint and in case of need, borrowers may have to pay higher rate of interest to avail of bank credit. Restriction in money supply is likely to cause lower off take of two wheelers and four wheelers. The rising crude oil prices will further impact the profitability of the fleet operators and hence the demand for commercial vehicles might be affected. These factors will affect the company's domestic sales. The fluctuations in the prices of aluminium and crude oil will increase the manufacturing cost of die casting components. 


Also, the increase in raw material cost for the brake system aggregates might not be fully compensated by the customer. The Company plans to mitigate this risk through cost reduction initiatives such as value engineering and global sourcing. 


The Company follows a de-risked business model for the export market by widening the customer base. The Indian rupee is appreciating to unprecedented levels in recent times. The rupee has appreciated nearly 11% against the dollar in the past six months, and approximately 5.6% against the pound and about 5.07% against the euro. The losses, if any, in exports due to rupee appreciation is partly offset by gains on the import of the raw material such as aluminium. However, the continued hardening of the Indian Rupee will affect the Company's competitiveness in the export market and profit performance. As the Company predominantly imports their raw material viz., virgin aluminum/ aluminum alloys, appreciating rupee would result in aluminum imports becoming cheaper. The benefit of lower cost of imported aluminum, shall have to be passed to the company's domestic customers as price reduction, which would affect the top line of the company. 


Delays in launch of new products at the customer-end might lead to short-term excess capacities, resulting in lower utilization levels. The die casting business being capital intensive, enough care is taken to protect the Company's interests in case of delays and drastic changes in the new product design at the customer-end. 



Operations review 


A. Manufacturing 

The Company's manufacturing facilities follow the best practices such as TQM, TPM and Lean manufacturing and has best-in-class practices for safety, work environment, water and energy conservation. 


Continuous improvement actions are implemented to improve manufacturing quality and productivity in all the manufacturing locations. 


To avail of tax benefit for exports, the Company has commenced construction of a new manufacturing plant in the Special Economic Zone (SEZ) in Mahindra City in Chennai. 


To meet the challenges of emerging competition and to serve the customers better, the company proposes to have manufacturing facilities nearer to major customers' plants. 

 


B. Quality 

The quality system at the factory aims at achieving total customer satisfaction through its focus on improving product quality to World Standards. This is achieved through total employee involvement and continuous improvement culture. Rigorous usage of poka-yokes, utilization of statistical tools for process optimization and control also contribute towards improving the product quality. 


The standardization of the quality procedures is aligned with QS 9000/ TS 16949 requirements. Both the divisions are certified for TS 16949. 


Total Quality Management (TQM) is a way of life at SCL. 100% participation in employee involvement has been successful for the past 8 years. 


Employees have completed more than 479 projects by applying statistical tools through QC Circles in 2006-07. The average number of suggestions implemented per employee in 2006-07 is 39. 



FIXED ASSETS

Ø       Land

Ø       Leasehold Land

Ø       Building

Ø       Plant and Machinery

Ø       Furniture and Fixtures

Ø       Vehicles

 

 

AS PER WEBSITE DETAILS:

                                                                                                                                               [Rs. In Millions]

Sr. No.

Particulars

Three months ended 31.12.2007

Corresponding three months ended in the previous year

31.12.2006

Year to date figures for current period

31.12.2007

Year to date figures for previous ended 31.12.2006

Previous accounting year ended

31.03.2007

 

 

Unaudited

Unaudited

Unaudited

Unaudited

Unaudited

 

 

[1]

[2]

[3]

[4]

[5]

 

 

 

 

 

 

 

1

Net sales / Income from operations

2475.900

2047.200

6593.600

5979.400

8161.900

2

Dividend income

--

72.400

21.500

140.200

157.300

3

Other income

100.300

86.400

257.000

227.900

328.900

4

Total income (1+2+3)

2576.200

2206.000

6872.100

6347.500

8648.100

5

Expenditure

 

 

 

 

 

 

a. (Increase)/decrease in stock in trade and work in progress

[93.400]

[39.500]

[150.000]

[123.300]

[147.300]

 

b. Consumption of materials

1342.100

1110.900

3482.200

3277.800

4457.000

 

c. Purchase of traded goods

42.900

--

117.900

--

18.000

 

d. Employees cost

272.900

229.900

774.700

683.800

874.200

 

e. Depreciation

104.100

81.900

282.400

239.800

327.900

 

f. Other expenditure

527.700

426.600

1354.300

1247.300

1685.100

 

Total

2196.300

1809.800

5861.500

5325.400

7214.900

6

Interest and finance charges (net)

38.100

45.400

96.300

118.800

152.400

7

Exceptional items

--

--

--

--

--

8

Profit from ordinary activities before tax

 

341.800

350.800

914.300

903.300

1280.800

9

Tax expense

107.400

111.000

264.100

253.300

369.200

10

Net profit from ordinary activities after tax (8-9)

234.400

239.800

650.200

650.000

911.600

11

Extraordinary items(Net of tax

-

--

--

--

--

12

Net profit for the period (10-11)

234.400

239.800

650.200

650.000

911.600

13

Paid-up equity share capital

(Face value of Rs.10/- each)

189.700

189.700

189.700

189.700

189.700

14

Reserves excluding revaluation reserves

as per balance sheet of previous accounting year

--

--

--

--

3252.500

15

Earnings per share (EPS)

 

 

 

 

 

 

a. Basic and diluted EPS before Extra- ordinary items for the period, for the last year to date and for previous year (not annualised)

123.600

126.400

342.800

342.700

480.600

 

b. Basic and diluted EPS after Extra- ordinary items for the period, for the last year to date and for previous year (not annualised)

123.600

126.400

342.800

342.700

480.600

16

Public shareholding

 

 

 

 

 

 

Number of shares of Rs.10/- each

3793520

3793520

3793520

3793520

3793520

 

Percentage of shareholding

20.00

20.00

20.00

20.00

20.00

 

Notes:

 

1 The company operates in only one segment viz., Automotive Components.

 

2. Interim Dividend:  At the meeting held on 30th October 2007 the directors declared an interim dividend of Rs.7.00 per share absorbing a sum of Rs.132.800 Millions for the year ending 31st March 2008.  The same was paid on 7th November 2007.

 

3.  Status of investor complaints:  No. of complaints received and disposed during the quarter - 9.  No. of complaints lying unresolved at the commencement and at the end of the quarter - NIL.

 

4. Interest and finance charges are net of a gain of Rs.0.400 Millions on restatement of foreign currency loans for the three ee months ended 31st December 2007 and a gain of Rs.28.400 Millions for the nine months ended 31st December2007

 

5. The Hon’ble High Court of Madras has heard the petitions for demerger filed by the company and WABCO-TVS (India) Limited (WABCO) in the last week of December 2007.  In terms of the scheme of arrangement, Company is deemed to be carrying on the brakes business in trust for and on behalf of WABCO until orders approving the demerger are received and filed ie.the Effective Date.  Current results, therefore, include operations of the brakes business proposed to be demerged into WABCO.

                                                                                                                                                                                           business proposed to be demerged into                                                                                                                                                                                                                                                                                                                            

6. The above unaudited financial results were reviewed by the audit committee and approved by the board of directors on 28th January 2008 and a limited review of the same has been carried out by the statutory auditors of the company.

 

7. The figures for the previous periods have been restated wherever necessary to conform to the current year's classification.

                                                                                                                                                                                          

 

PRESS RELEASE:

Chennai, Friday, June 24, 2005 Sundaram-Clayton, a Joint Venture between the renowned TVS Group and WABCO, a leading global commercial vehicle control systems supplier today inaugurated their new state-of-art facility for the manufacture of air brake systems for commercial vehicles at Ambattur, Chennai, Tamil Nadu. WABCO is a business of American Standard Companies, Inc. Mr. Ravi Kant, Executive Director, Tata Motors, who was the Chief Guest, inaugurated this new facility in the presence of a large gathering of invitees, well-wishers and industry leaders. Also among the dignitaries were Mr. Frederic M. Poses, Chairman and CEO of American Standard Companies, Mr.Jacques Esculier, President of WABCO and Mr. Vinod K. Dasari, Chief Operating Officer, Ashok Leyland, who was the Guest of Honour.

 

Speaking at the inauguration of the Plant, Mr. Suresh Krishna, Director TVS & Sons and Chairman, Sundaram-Clayton said, “On this momentous day, I would like to pay tribute to the excellent rapport, keen understanding and total support we enjoy with our collaborators. Our success today is testimony to that strong bond of trust and friendship that exists between us. It has been a long and rewarding journey. A journey that carries on based on mutual cooperation and admiration. I thank them once again for their unstinted support”

 

Speaking at the function, Mr. Frederic M. Poses, Chairman and CEO, American Standard Companies said, “This new facility owes its birth to a history of successes that has earned Sundaram-Clayton a leadership position in the national marketplace. He further added that, “For American Standard Companies this new facility is a commitment to serving our customers better. Investment in this plant recognizes the rich engineering talent resources India offers and thus provides an attractive employment opportunity for people.” 

 

Speaking at the inauguration, Mr. Venu Srinivasan, Managing Director, Sundaram-Clayton said, “This new facility improves Sundaram-Clayton’s ability to develop and deliver world class braking system products.” He added, “Facilities on site will push our future product development, as we continually seek to improve our range of products and their performance capabilities,”

 

Mr. Jacques Esculier, President of WABCO in his address said, “Already, this new facility manufactures a proven range of air brakes system components to world class standards for India’s truck trailer and bus vehicle manufacturers and for the growing aftermarket for parts and services.”

 

With Infrastructural development being given high priority, the nation has seen development of high quality roads linking cities and ports. Due to this, demand for faster vehicles with capacity for carrying higher payloads, has seen an increase. To ensure road safety, the Government of India has introduced regulations stipulating that reduce braking distances and require more powerful braking systems on commercial vehicles. Automatic slack adjuster and anti-lock braking systems (ABS) will also become mandatory from October 2006.

 

The new facility has been built at a cost of Rs. 58 Crores, with an objective to cater to emerging demand. This facility combines the strengths of the two JV partners – the manufacturing capabilities of TVS and the product technology of WABCO - to bring the Indian customers world class braking products at affordable prices. Sundaram-Clayton has over 75 authorized service centers spread all over India besides a well-organized distribution system ensuring easy availability of genuine replacement parts.

 

Sundaram-Clayton established its die casting division to produce quality and high precision aluminium castings for in house consumption. The division's two plants, one at Chennai and the other at Hosur are equipped with the latest technology in pressure die-casting, gravity die-casting and low pressure die-casting.

 

Media Contacts:

For Sundaram-Clayton, TVS Group:

Vijay Chacko, Clea Public Relations: +91 944 033 675, vijay.chacko@cleapr.com

 

For WABCO:

Susanne Mickan, Klenk & Hoursch: + 49 (69) 719 16812 susanne.mickan@klenkhoursch.de

 

For American Standard

Lisa Glover, +1 (732) 980 6048, Lglover@americanstandard.com

 

 

Editors Notes – American Standard

American Standard is a global manufacturer with market leading positions in three businesses: air conditioning systems and services, sold under the Trane and American Standard brands for commercial, institutional and residential buildings; bath and kitchen products, sold under such brands as American Standard and Ideal Standard; and vehicle control systems, including electronic braking and air suspension systems, sold under the WABCO name to the world’s leading manufacturers of heavy-duty trucks, buses, SUVs and luxury cars.  The company employs approximately 61,000 people and conducts business in more than 100 countries.  American Standard is included in the S&P 500. Website: www.americanstandard.com.

 

Editors Notes – TVS Group

The TVS Group, one of India’s most respected business conglomerates, is a leading supplier to the automotive sector with a combined turnover of more than US$2.2 billion. Founded in 1911 as a transport company, it aligned business opportunities with steady growth, expansion and diversification. Today the Group comprises over 30 operating companies with strong presence in manufacturing Motorcycles, Scooters, Automotive Components, Automotive Dealerships, Logistics, Finance, Insurance and Electronics.  These diverse business entities have taken the Group’s presence across the globe and employ more than 40,000 people. www.tvsiyengar.com

 

Editors Notes – Sundaram-Clayton (Chennai, India)

Sundaram-Clayton (SCL) is WABCO’s joint venture located in Chennai, (formerly Madras) the capital of Tamil Nadu province, on the east coast of India. The joint venture was formed in 1962 between leading Indian automotive component manufacturer TV Sundram Iyengar & Sons Limited (TVS) and Clayton Dewandre Holdings Limited.  In 1977, WABCO acquired Clayton Dewandre and today owns more than 39 percent of Sundaram-Clayton; 20 percent of the company has been listed on the National, Bombay and Madras stock exchanges since 1983. Sundaram-Clayton develops and manufactures air brake components and systems and aluminum castings, is a leading supplier to the national original equipment (OE) manufacturers and aftermarket, and also serves some export markets. The company currently employs more than 1200 employees, including approximately 50 development engineers. The Chennai braking and die-cast facilities are certified to ISO 9001 (quality); the die-cast facility is also certified to ISO 14001 (environmental) standards. The nearby Sundaram-Clayton test track was built in 2000 to standards certified by MIRA, the independent UK automotive testing organization and TUV, the independent German safety and quality accreditation group. Sundaram Clayton was the first company in India to earn two prestigious quality awards: The Deming Prize in 1998 and the Japan Quality Medal in 2002.  www.sundaram-clayton.com

 

Editors Notes - WABCO

WABCO, the vehicle control systems business of American Standard Companies, is one of the world's leading producers of electronic braking, stability, suspension and transmission control systems for heavy duty commercial vehicles.  WABCO products are also increasingly used in luxury cars and sport utility vehicles (SUVs).  Customers include the world’s leading commercial truck, trailer, bus and passenger car manufacturers. Founded in the US 136 years ago as Westinghouse Air Brake Company, WABCO was acquired by American Standard in 1968. Headquartered in Brussels, Belgium, the business today employs nearly 6700 people in 30 office and production facilities worldwide. In 2004, WABCO contributed US$1.72 billion to American Standard’s total sales of more than US$9.50 billion. Website: www.wabco-auto.com

 

 

 

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 records 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 records 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. 40.07

UK Pound

1

Rs. 77.98

Euro

1

Rs. 59.02

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

8

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

9

--PROFITABILIRY

1~10

6

--LIQUIDITY

1~10

8

--LEVERAGE

1~10

8

--RESERVES

1~10

8

--CREDIT LINES

1~10

7

--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

YES

--EXPORT ACTIVITIES

YES/NO

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

68

 

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

 

 

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions