MIRA INFORM REPORT

 

 

Report Date :

19.05.2012

 

IDENTIFICATION DETAILS

 

Name :

WABCO INDIA LIMITED (w.e.f. 06.09.2011)

 

 

Formerly Known As :

WABCO-TVS (INDIA) LIMITED (w.e.f. 03.05.2007)

AUTO (INDIA) ENGINEERING LIMITED

 

 

Registered Office :

Plot No.3 (SP), III Main Road, Ambattur Industrial Estate, Chennai – 600 058, Tamilnadu

 

 

Country :

India

 

 

Financials (as on) :

31.03.2011

 

 

Date of Incorporation :

18.11.2004

 

 

Com. Reg. No.:

18-054667

 

 

Capital Investment / Paid-up Capital :

Rs.94.838 millions

 

 

CIN No.:

[Company Identification No.]

L34103TN2004PLC054667

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

CHEW03321D

 

 

PAN No.:

[Permanent Account No.]

AAFCA6421P

 

 

Legal Form :

A Public Limited Liability Company. The company’s shares are listed on the Stock Exchanges.

 

 

Line of Business :

The Company is engaged in the business of manufacture of automotive components and related services.

 

 

No. of Employees :

1108 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (66)

 

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 15469000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having fine track. Financial position of the company appears to be sound. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments.

 

The company can be considered good for normal business dealings at usual trade terms and conditions. 

 

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

 

ECGC Country Risk Classification List – September 30, 2011

 

Country Name

Previous Rating

(30.06.2011)

Current Rating

(30.09.2011)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

LOCATIONS

 

Registered Office/ Factory 1 :

Plot No.3 (SP), III Main Road, Ambattur Industrial Estate, Chennai – 600 058, Tamilnadu, India

Tel. No.:

91-44-30902600/ 42242000

Fax No.:

91-44-26211278/ 30902609/ 42242009

E-Mail :

madhavan.rajagopalan@wabco-auto.com

Website :

http://www.wabco-auto.com

 

 

Factory 2 :

Large Sector, Adityapur Industrial Area, Gamharia, Seraikella-Kharsawan - 832 108, District Jharkhand, India

Tel. No.:

91-657-6616800

Fax No.:

91-657-2387997

 

 

Factory 3 :

Plot No.AA8, Central Avenue, Auto Ancillary SEZ, Mahindra World City, Natham Sub-Post, Chengalpet, Kancheepuram District - 603 002,  Tamilnadu, India

Tel. No.:

91-44-47442000

Fax No.:

91-44-47490006

 

 

Software Design Centres :

“Ispahani Centre”, 7th and 5th Floor, 123/124 Nungambakkam High Road, Chennai - 600 034, Tamilnadu, India 

Tel. No.:

91-44-28285000

Fax No.:

91-44-28332212

 

 

Global Headquarters :

WABCO Europe BVBA

Chaussée de Wavre, 1789, 1160 Brussels, Belgium

Tel: +32 2 663 98 00

Fax: +32 2 675 43 42

 

WABCO Holdings Inc.

1 Centennial Avenue Piscataway, New Jersey 08855, Unites States

Tel: +1 732 369 7450

 

 

DIRECTORS

 

As on 31.03.2011

 

Name :

M. Lakshminarayan

Designation :

Chairman (from 25th October 2010)

 

 

Name :

D.E. Udwadia

Designation :

Director

 

 

Name :

Narayan K Seshadri

Designation :

Director

 

 

Name :

C.N. Prasad

Designation :

Director (upto 12th May 2011)

 

 

Name :

Mr. Nikhil Madhukar Varty

Designation :

Director

 

 

Name :

Leon Liu

Designation :

Director

 

 

Name :

Trevor Lucas

Designation :

Director

 

 

Name :

Kurt Lehmann

Designation :

Director

 

 

Name :

P. Kaniappan

Designation :

Whole-Time Director

 

 

KEY EXECUTIVES

 

Name :

T.S. Rajagopalan

Designation :

Chief Financial Officer

 

 

Name :

R. Madhavan

Designation :

General Manager - Finance and Secretary

 

 

Audit Committee :

Mr. Narayan K. Seshadri - Chairman

D.E. Udwadia

C.N. Prasad (upto 12th May 2011)

Trevor Lucas (from 12th May 2011)

 

 

Investors’ Grievance Committee :

Mr. Narayan K. Seshadri - Chairman

P. Kaniappan

C.N. Prasad (upto 12th May 2011)

Trevor Lucas (from 12th May 2011)

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.03.2012

 

Category of Shareholders

No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

(1) Indian

 

 

(2) Foreign

 

 

Bodies Corporate

14,225,684

75.00

Sub Total

14,225,684

75.00

Total shareholding of Promoter and Promoter Group (A)

14,225,684

75.00

(B) Public Shareholding

 

 

(1) Institutions

 

 

Mutual Funds / UTI

2,075,825

10.94

Financial Institutions / Banks

402

--

Foreign Institutional Investors

207,773

1.10

Sub Total

2,284,000

12.04

(2) Non-Institutions

 

 

Bodies Corporate

438,151

2.31

Individuals

 

 

Individual shareholders holding nominal share capital up to Rs.0.100 million

1,693,206

8.93

Individual shareholders holding nominal share capital in excess of Rs.0.100 million

295,839

1.56

Any Others (Specify)

30,704

0.16

Non Resident Indians

30,704

0.16

Sub Total

2,457,900

12.96

Total Public shareholding (B)

4,741,900

25.00

Total (A)+(B)

18,967,584

100.00

(C) Shares held by Custodians and against which Depository Receipts have been issued

--

--

(1) Promoter and Promoter Group

--

--

(2) Public

--

--

Sub Total

--

--

Total (A)+(B)+(C)

18,967,584

--

 

 

BUSINESS DETAILS

 

Line of Business :

The Company is engaged in the business of manufacture of automotive components and related services.

 

 

Products :

Item Code No. (ITC Code)

8708.00

Product Description

Air assist and full air actuation systems for automotive and non-automotive applications and elements thereof

 

PRODUCTION STATUS (AS ON 31.03.2011)

 

Particulars

Production meant for sale

Qty.

Manufactured items

 

Air assist and full air actuation system for automotive and non-automotive applications and elements thereof

463,785

 

Licensed / installed capacities information is not furnished in view of the abolition of the Industrial Licensing requirements

 

GENERAL INFORMATION

 

No. of Employees :

1108 (Approximately)

 

 

Bankers :

State Bank of India, Corporate Accounts Group Branch, 3rd Floor, Sigappi Achi Building, 18/3, Rukmanilakshmipathy Road, Egmore, Chennai - 600 008, Tamilnadu, India

 

 

Facilities :

Secured Loans

31.03.2011

Rs. In Millions

31.03.2010

Rs. In Millions

From banks

 

 

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

5.690

71.923

Total

5.690

71.923

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

S.R. Batliboi and Associates

Chartered Accountants

Address :

2nd Floor, TPL House, No.3, Cenotaph Road, Chennai - 600 018, Tamilnadu, India

 

 

Solicitors and Advocates :

 

Name :

Udwadia and Udeshi

Solicitors and Advocates

Address :

Elphinstone House, 1st Floor, 17 Murzban Road, Mumbai - 400 001, Maharashtra, India

 

 

Holding company

Clayton Dewandre Holdings Limited, (CDH) Rotterdam, The Netherlands (became a subsidiary of this company from 3rd June 2009)

 

 

Ultimate holding company

WABCO Holdings Inc., USA

 

 

Fellow Subsidiary companies

v      WABCO Fahrzeugsysteme, GmbH, Germany

v      WABCO China Company Limited, China

v      WABCO France SAS, France

v      Meritor WABCO Vehicle Control Systems, USA

v      Shandong Weiming Automotive Products Company Limited, China

v      WABCO (Shanghai) Management Company Limited, China

v      WABCO Automotive South Africa

v      WABCO Automotive UK Limited, United Kingdom

v      WABCO Asia Private Limited, Singapore (Direct subsidiary of CDH)

v      WABCO Compressor Manufacturing Company USA

v      WABCO Hong Kong Limited, Hong Kong

v      WABCO Japan Inc, Japan

v      WABCO Korea Limited, Korea

v      WABCO Polska Sp.z o.o. Poland

v      WABCO Development GmbH, Germany

v      WABCO Logistics GmbH, Germany

v      WABCO Australia Pty Limited, Australia (Subsidiary of CDH through WABCO Asia Private Limited)

v      WABCO Europe BVBA, Belgium

v      WABCO Austria GesmbH, Austria

v      WABCO Belgium BVBA/SPRL, Belgium

v      WABCO do Brasil Industria e Comercio de Freios Ltda, Brazil

v      WABCO Brzdy K Vozidlum spol S.R.O, Czech Republic

v      WABCO GmbH, Germany

v      WABCO Radbremsen GmbH, Germany

v      WABCO Automotive Italia SRL, Italy

v      WABCO BV, Netherlands

v      WABCO Europe Holdings BV, Netherlands

v      WABCO Espana SLU, Spain

v      WABCO Automotive AB, Sweden

v      WABCO (Schweiz) GmbH, Switzerland

v      WABCO Automotive B.V, Netherlands

v      WABCO ARAC Kontrols Sistemleri Destek VE Pazarlama Limited Sirketi , Turkey

v      WABCO Middle East and Africa FZCO, Dubai

v      WABCO Centro de Distribuicao de pecas Automotives Ltda, Brazil

v      WABCO Foundation Brakes Private Limited, Chennai (Subsidiary of CDH through WABCO Asia Private Limited)

v      WABCO IP Holdings LLC

v      WABCO Automotive Products Limited

v      WABCO Air Compressor Holdings Inc.

v      WABCO Automotive Control Systems Inc.

v      WABCO Group Inc.

v      WABCO Group International Inc.

 

 

 

 

CAPITAL STRUCTURE

 

As on 31.03.2011

 

Authorised Capital :

No. of Shares

Type

Value

Amount

20000000

Equity Shares

Rs. 5/- each

Rs.100.000 millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

18967584

Equity Shares

Rs. 5/- each

Rs.94.838 millions

 

 

 

 

 

Notes:

a) Pursuant to the scheme of demerger of Brakes division in to the company from Sundaram-Clayton Limited, Chennai, (SCL) the shareholders of SCL were entitled for allotment of 1,89,67,584 equity shares of Rs.5/- each fully paid up for consideration other than in cash.

b) These shares are deemed to be issued, subscribed and fully paid up in terms of the scheme of arrangement. These shares were allotted on 7th May 2008.

c) On 3rd June 2009, Clayton Dewandre Holdings Limited, Rotterdam, The Netherlands (CDH) acquired 67,95,684 equity shares of Rs 5/- each fully paid up in the company. Consequently the aggregate number of equity shares held in the company stood at 1,42,25,684 equity shares. Thus the company became a subsidiary of CDH on and from the above date.


FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2011

31.03.2010

31.03.2009

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

94.838

94.838

94.838

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

3772.447

2608.352

1881.752

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

3867.285

2703.190

1976.590

LOAN FUNDS

 

 

 

1] Secured Loans

5.690

71.923

552.044

2] Unsecured Loans

0.000

0.000

50.000

TOTAL BORROWING

5.690

71.923

602.044

DEFERRED TAX LIABILITIES

81.522

32.457

39.993

 

 

 

 

TOTAL

3954.497

2807.570

2618.627

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

1803.916

1801.603

1913.957

Capital work-in-progress

99.173

66.131

38.837

 

 

 

 

INVESTMENT

122.024

22.024

90.069

DEFERRED TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

798.629

460.675

463.040

 

Sundry Debtors

1711.838

1193.785

702.603

 

Cash & Bank Balances

128.597

23.828

12.791

 

Other Current Assets

0.460

0.455

0.886

 

Loans & Advances

420.975

196.454

109.226

Total Current Assets

3060.499

1875.197

1288.546

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

860.589

743.457

535.760

 

Other Current Liabilities

0.000

0.000

0.000

 

Provisions

270.526

213.928

177.022

Total Current Liabilities

1131.115

957.385

712.782

Net Current Assets

1929.384

917.812

575.764

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

3954.497

2807.570

2618.627

 


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2011

31.03.2010

31.03.2009

 

SALES

 

 

 

 

 

Income

8677.973

5912.580

4259.458

 

 

Other Income

314.318

182.769

198.320

 

 

TOTAL                                     (A)

8992.291

6095.349

4457.778

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Materials consumed

4949.588

3302.405

2461.778

 

 

Salaries & wages, stores consumed and other expenses

1983.050

1435.568

1262.589

 

 

TOTAL                                     (B)

6932.638

4737.973

3724.367

 

 

 

 

 

Less

PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B)      (C)

2059.653

1357.376

733.411

 

 

 

 

 

Less

INTEREST                                                         (D)

1.692

29.608

68.542

 

 

 

 

 

 

PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D)                                       (E)

2057.961

1327.768

664.869

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

144.245

144.449

139.321

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

1913.716

1183.319

525.548

 

 

 

 

 

Less

TAX                                                                  (H)

639.398

401.423

170.327

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

1274.318

781.896

355.221

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

1163.666

515.652

251.510

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Proposed dividend

94.838

47.420

0.000

 

 

Dividend Tax payable

15.385

7.876

0.000

 

 

Transfer to general reserve

127.432

78.586

35.600

 

 

Interim dividend paid

0.000

0.000

47.420

 

 

Dividend Tax payable

0.000

0.000

8.059

 

BALANCE CARRIED TO THE B/S

2200.329

1163.666

515.652

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Exports (on FOB basis)

1144.186

536.731

343.318

 

 

Freight and insurance recovery

33.711

15.817

10.044

 

 

Software service

138.358

99.774

104.140

 

 

R & D Service

38.461

8.743

37.340

 

 

Others

60.729

99.530

66.222

 

TOTAL EARNINGS

1415.445

760.595

561.064

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw materials and components

766.508

411.547

314.755

 

 

Stores and tools

18.670

14.976

19.388

 

 

Capital goods

20.746

15.453

74.382

 

TOTAL IMPORTS

805.924

441.976

408.525

 

 

 

 

 

 

Earnings Per Share (Rs.)

67.18

41.22

18.73

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.06.2011

30.09.2011

31.12.2011

Type

1st Quarter

2nd Quarter

3rd Quarter

Net Sales

2449.930

2644.220

2554.470

Total Expenditure

1929.680

2025.410

1984.250

PBIDT (Excl OI)

520.250

618.810

570.220

Other Income

9.190

12.410

19.120

Operating Profit

529.440

631.230

589.340

Interest

0.220

0.000

0.550

Exceptional Items

0.000

0.000

0.000

PBDT

529.220

631.230

588.790

Depreciation

36.830

38.060

38.390

Profit Before Tax

492.380

593.170

550.400

Tax

150.920

167.160

173.960

Provisions and contingencies

0.000

0.000

0.000

Profit After Tax

341.460

426.010

376.430

Extraordinary Items

0.000

0.000

0.000

Prior Period Expenses

0.000

0.000

0.000

Other Adjustments

0.000

0.000

0.000

Net Profit

341.460

426.010

376.430

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2011

31.03.2010

31.03.2009

PAT / Total Income

(%)

14.17

12.83

7.97

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

22.05

20.01

12.34

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

39.34

32.18

16.41

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.49

0.44

0.27

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

0.29

0.38

0.67

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

2.71

1.96

1.81

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Check List by Info Agents

Available in Report (Yes / No)

1) Year of Establishment

Yes

2) Locality of the firm

Yes

3) Constitutions of the firm

Yes

4) Premises details

No

5) Type of Business

Yes

6) Line of Business•

Yes

7) Promoter’s background

No

8) No. of employees

Yes

9) Name of person contacted

No

10) Designation of contact person

No

11) Turnover of firm for last three years

Yes

12) Profitability for last three years

Yes

13) Reasons for variation <> 20%

--

14) Estimation for coming financial year

No

15) Capital in the business

Yes

16) Details of sister concerns

Yes

17) Major suppliers

No

18) Major customers

No

19) Payments terms

No

20) Export / Import details (if applicable)

No

21) Market information

--

22) Litigations that the firm / promoter

--

23) Banking Details

Yes

24) Banking facility details

Yes

25) Conduct of the banking account

--

26) Buyer visit details

--

27) Financials, if provided

Yes

28) Incorporation details, if applicable

Yes

29) Last accounts filed at ROC

Yes

30) Major Shareholders, if available

Yes

 

BACKGROUND

 

WABCO-TVS (INDIA) Limited was incorporated originally as Auto (India) Engineering Limited on 18th November 2004. The name of the company was changed to WABCO-TVS (INDIA) Limited on 3rd May 2007. The company is into its present business pursuant to the scheme of demerger of the brakes division of Sundaram-Clayton Limited into the company. The Company is primarily engaged in the manufacture of air brake actuation systems for commercial vehicles. The Company also provides software development services to the group companies of WABCO.

 

On June 3, 2009, Clayton Dewandre Holdings Limited increased its percentage ownership to 75% by acquiring the shares from the other joint venture partner, TVS Group. Post acquisition, the Company has become a subsidiary of Clayton Dewandre Holdings Limited and the company's ultimate holding company is WABCO Holdings Inc.

 

PERFORMANCE

 

During the year 2010-11, the sales of medium and heavy commercial vehicles (MHCV) registered a positive growth of 33% over the previous year 2009-10 and the sale of light commercial vehicles (LCV) registered a positive growth of 28% during the same period. Overall, the commercial vehicle (CV) industry ended with a positive growth of 30% over the previous year.

 

During the year, the Company achieved a total turnover of Rs.8990.000 millions as against turnover of Rs.6090.000 millions registered a growth of 47%. The growth in the turnover is due to improved economy resulted in growth in CV industry as explained in the above paragraph and also increased sales from aftermarket and exports.

 

The Company has outperformed MHCV market growth in OE through,

a. Increased content per sale; and

b. Improved market share

 

CHANGE OF NAME OF THE COMPANY

 

In terms of the scheme of demerger approved by the Hon'ble Madras High Court and consequent to the acquisition of 35.83% of shares of their Company by Clayton Dewandre Holdings Limited from Indian promoters, viz., TVS group of Companies on 3rd June 2009, a Name and Trademark Licence Agreement was entered into with Sundaram-Clayton Limited (SCL).

 

Pursuant to this Agreement, SCL has granted WABCO-TVS (INDIA) Limited a non exclusive licence to use the Trademark "TVS" in its corporate name and as a Trademark and logo in connection with the promotion, sales, marketing and distribution of the Company's products including for the purpose of branding the Company's products, subject to the terms and conditions stated therein, for a period of 3 years from the agreement date i.e. up to 2nd June 2012.

 

The Company and SCL have however mutually agreed in writing to (i) the corporate name being changed by omitting therefrom SCL's trade mark 'TVS' and (ii) the Company continuing to use the trade mark 'TVS' on products sold, prior to the change of name being effective to distributors/ secondary channels upto December 2011. The change of the Company's corporate name to WABCO INDIA LIMITED requires the approval of its shareholders and Central Government under the applicable provisions of the Companies Act, 1956.

 

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

 

The financial year 2010-11 represents the first full year of operations of the Company after the raising of ownership position to 75 % by WABCO Holdings Inc., USA a global technology leader and tier one supplier to the commercial vehicle industry through its indirectly owned subsidiary Messrs. Clayton Dewandre Holdings Limited, U.K.

 

The Company recorded all time high sales of Rs.8990.000 millions during 2010-11 as against Rs.6090.000 millions in 2009-10, registering a growth of 47%. Profit before tax also recorded all time high at Rs.1910.000 millions as against Rs.1180.000 millions in the previous year, representing an increase of 62%.

 

The commercial vehicle industry registered a significant revival in 2010-11 with a growth of 33% in Medium and Heavy Commercial Vehicles (MHCV) sales volume. This was a result of heightened industrial activity, government focus on infrastructure development, rapid urbanization, robust freight demand and improved transporter profitability.

 

The development of road infrastructure is a key factor that influences the growth of the Indian commercial vehicle industry. With the government paving the way for increased private investment in the road sector, the total investment is set to more than double to Rs.6,370 billion over 2010-11 to 2014-15 from Rs.2,595 billion during the preceding five year period. Since better quality of roads will improve transporters' turnaround time and fuel efficiency and improve their cash flow and profitability, demand for commercial vehicles will rise.

 

Industry Structure and Development:

 

India's real Gross Domestic Product (GDP) increased by 8.9% in the first half of 2010-11, reflecting strong domestic demand, especially private consumption and investment, and improving external demand. Pumped by a strong agriculture growth and allied activities (estimated 5.4% in FY11), the economy is expected to grow at 8.6% during the current financial year as against 8% a year ago. However, inflation is increasing and is expected to be around at 9.3% for the year.

 

Owing to the above growth drivers and enablers, the production of Medium and Heavy Commercial Vehicles (MHCV) in 2010-11 compared to 2009-10 has recorded a growth of 38% as per data given below:

 

Category

2010-11

2009-10

growth

Medium and Heavy Commercial Vehicles Production

344542

250171

38%

 

Indian companies are gaining recognition as manufacturers of high quality automotive components in the international market. Presence of global players like VOLVO, MAN, Navistar and Daimler will drive technology in their Market.

 

Business outlook and overview

 

In 2011-12, GDP growth will be propelled by a strong performance by the Industrial sector and growth in the Agricultural and allied sectors. The services sector too is expected to do well. The industrial sector is projected to grow by 7.9% mainly due to growth in manufacturing sector. Agriculture sector is expected to grow at 2.1% and Services sector is expected to grow at 9.9%.

 

This improved outlook of the economy is expected to have positive impact in the automotive sector, which will see a growth in 2011-12. The increased infrastructure development projects in the domestic market and increase in agricultural output will result in improved freight availability, and hence the MHCV industry is likely to register a positive growth of 10 ~ 12% in the year 2011-12.

 

Operations review

 

Manufacturing

As part of expansion and to set up a plant near the major customers, the company has purchased land near Lucknow in the State of Uttar Pradesh and will take steps to set up the manufacturing facility there in the year 2012-13.

 

The Company's manufacturing facilities follow the best practices such as Total Quality Management (TQM), Total Productive Maintenance (TPM) and Lean Manufacturing and has best-inclass practices for safety, work environment, water and energy conservation. These initiatives are deployed company wide to achieve significant improvement in productivity and reduction in manufacturing cost.

 

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

 

During the year, the Company obtained "Super Platinum" award, for its manufacturing excellence from Frost and Sullivan.

 

CONTINGENT LIABILITIES:

 

Particulars

31.03.2011

(Rs. in millions)

i) On counter guarantee given to bankers

3.792

ii) On letters of credit opened with bankers

2.208

iii) On account of future export obligations (under Export Promotion Capital Goods scheme and Advance Licence)

--

iv) Bills discounted

858.658

 

FIXED ASSETS

v      Land

v      Leasehold Land

v      Buildings

v      Plant and Machinery, Dies and Jigs

v      Furniture, Fixtures and Equipments

v      Vehicles

v      Others Fixed Assets (Intangibles)

WEBSITE DETAILS:

PROFILE:

Subject, a majority owned subsidiary of WABCO Holdings Inc, has pioneered the manufacture of air-assisted and air brake systems for commercial vehicles in India. With a commitment for total satisfaction to customers, their company has achieved a leading position in both the OE (Original Equipment) market and in the aftermarket sector. Their Research and Development Center facilitates design, development, simulation and testing of conventional and advanced braking systems for local and global markets. A team of professional engineers, powered by the best production facilities, gears them up to translate design competence into excellence in manufacturing through concepts such as lean and cellular manufacturing. WABCO India has plants in Ambattur, Chennai, Jamshedpur and Mahindra World City, Chennai.

 

WABCO Vehicle Control Systems (NYSE: WBC) is a leading supplier of safety and control systems for commercial vehicles. For over 140 years, WABCO has pioneered breakthrough electronic, mechanical and mechatronic technologies for braking, stability, and transmission automation systems supplied to the world’s leading commercial truck, trailer, and bus manufacturers. With sales of $2.2 billion in 2010, WABCO is headquartered in Brussels, Belgium. WABCO’s track record of technology leadership features some of the commercial vehicle industry’s most important innovations. WABCO’s aftermarket network supports fleet and truck owners over the lifetime of their vehicles through a range of products and services, a global network of distributors and service centers, and state-of-the-art training centers

 

WABCO INDIA HISTORICAL MILESTONES

 

2009 WABCO takes majority ownership

2008 SCL Brakes division de-merged into WABCO-TVS (India) Limited

2008 Commenced production in the new plant in Mahindra World City, Chennai

2007 Commenced production in the new plant in Jamshedpur, Jharkhand

2004 Commenced production in the new plant in Ambattur, Chennai

2003 ACMA Gold Trophy for Manufacturing Excellence

2002 Second company outside Japan to win Japan Quality Medal

2001 ISO 14001 Certification

2001 ACMA Gold Medal for technology development

2000 QS 9000 Certification

2000 Launching of ABS

2000 Commissioning of proving ground

1999 TPM kick off

1998 First Indian Company to win Deming Prize

1987 Launching of TQM

1987 Manufacture of Vacuum Products

1982 Commenced production of dual brake systems

1962 Established as a Joint Venture with Clayton Devandre

 

WABCO INDIA TECHNOLOGICAL MILESTONES

 

2010 Launched localized Clutch Servo, Automatic Slack Adjusters, Air Processing and Distribution Unit (APDA)

2004 Products meeting global standards

2002 Launched locally developed Anti-Lock Braking System (ABS)

1999 Launched Air Dryers, Automatic brake adjustemt and load sensing valves

1994 Introduced products for Defence applications

1990 High Pressure Compressors

 

BUSINESS DESCRIPTION

 

Subject, formerly WABCO TVS (INDIA) Limited, is an India-based company. The Company is engaged in the manufacturing of automotive components. The Company provides air assist and full air actuation systems for automotive and non-automotive applications and elements thereof. The Company caters to the requirements of commercial vehicle segment of the automotive industry. It supplies original equipment fitments for vehicles manufactured by Ashok Leyland, TATA Motors, Vehicle Factory (Jabalpur), Bharat Earthmovers, TAFE, Volvo, SUTLEJ, CATERPILLAR, Eicher Motors, Swaraj Mazda, Force Motors, Mahindra and Mahindra, Tata Cummins (Engines) and a host of other trailer manufacturers. The Company’s holding company is Clayton Dewandre Holdings Limited, Rotterdam, The Netherlands (CDH). On June 3, 2009, CDH acquired 35.83% interest in the Company, after which the Company became a subsidiary of CDH. For the nine months ended 31 December 2010, Wabco-Tvs (India) Limited.'s revenues increased 58% to RS6.5B. Net income increased 81% to Rs.930.000 Millions. Revenues reflect an increase in income from the operation and higher other operating income. Net income also reflects a decrease in depreciation expense, an increase in other income, a fall in interest expense, higher operating profit margin and a decrease in taxation expenses.

 

BOARD OF DIRECTORS

 

M. Lakshminarayan

Chairman

 

Mr. M. Lakshminarayan is Independent Chairman of the Board of Wabco Tvs India Limited Mr. M Lakshminarayan holds Masters Degree in Technology from the Indian Institute of Technology, Mumbai. He has over 37 years experience in distinguished companies such as Tata Motors and Bosch Limited (formerly MICO). He has also headed a product group in Germany for over two years during his tenure in Bosch. He has served as Chairman of Southern Region at Confederation of Indian Industry and has been an Executive Council Member of the Indian machine Tool Manufacturer's Association. He is the Chairman of the Advisory Board of Central Manufacturing Technology Institute, Bangalore. At present he is the Managing Director of Harman International India Private Limited, a 100% subsidiary of the Audio giant Harman. He holds 50 shares in the company and he is not related to any other directors of the company.

 

P. Kaniappan

President, Whole-time Director

 

Mr. P. Kaniappan is President, Whole-time Director of Wabco Tvs India Limited He is a graduate in mechanical engineering from Regional Engineering College, Karnataka, India and postgraduate in manufacturing systems engineering from University of Warwick, UK. He also holds Executive MBA degree from Great Lakes Institute of Management Chennai. His experience includes 10 years in TVS Motor Company Limited, Hosur responsible for production management in different areas such as machining, fabrication, painting, engine and vehicle assembly. He was in the purchase department of brakes division in Sundaram-Clayton Limited (SCL) in various capacities during 1993 to 1999 and was in the rank of General Manager before elevated as business head of Foundry division of SCL. He held this position from 1999 to 2001 and became Operations head of brakes division of SCL from 2001 to May 2009 (since demerged to WABCO-TVS (INDIA) Limited (WTIL) from 28th March 2008

 

Kurt Lehmann

Non-Executive Non - Independent Director

 

Mr. Kurt Lehmann is Non-Executive Non - Independent Director of Wabco Tvs India Limited Mr. Lehmann is a graduate in mechanical engineering from Michigan Technology University USA. He is vice president - product development in WABCO since July 2008. Prior to his joining WABCO, he has gained nearly 25 years of experience in automotive engineering and was vice presidentsystems engineering at Continental Automotive, Frankfurt, Germany responsible worldwide for development processes, system engineering and product development.

 

Trevor Lucas

Non-Executive Non-independent director

 

Mr. Trevor Lucas is Non-Executive Non-independent director of WABCO TVS INDIA Limited Mr. Lucas is a Bachelor of Business Studies (Honours), University of Dublin and a Fellow member of the Institute of Chartered Accountants in Ireland. He has served KPMG, Dublin from 1975 to 1982 as General Practice Manager. He was with CPC Europe, holding various positions as Manager Finance and Taxes, Manager Financial Services and Systems and Manager Financial Accounting. He has also served as head of Finance for Council for Education, Recruitment and Training for the Hotel, Catering and Tourism Industry, Dublin. He was with Foods Europe/Africa/Middle East, Brussels (later part of the Unilever Group) during 1989-2002 as Director Finance and Taxes.

 

Narayan K. Seshadri

Non-Executive Independent Director

 

Mr. Narayan K. Seshadri is Non-Executive Independent Director of Wabco Tvs India Limited He is a graduate of Science from the University of Bangalore and a Chartered Accountant with over twenty five years of professional experience. He was the founder Chairman and CEO of Halcyon Group, an Investment Advisory and Management Services organization. Halcyon Group runs a USD 300 million Special Situations Fund investing in distressed companies and latent businesses with considerable potential for growth. Prior to establishing Halcyon, Mr Narayan K Seshadri was the Managing partner at KPMG's Business Advisory Service Practice which he helped turnaround and rebuild. Besides the industry sectors that he currently works with, Mr Narayan Seshadri has advised the Power, Banking and Financial Services, Agribusiness, Pharmaceutical, Healthcare, IT and ITES Sectors at different levels - from policy formulation to corporate strategy, restructuring and organization transformation. He is the Chairman of the Audit committee of directors and Investors' Grievance committee of directors of the Company. He does not hold any share in the Company and he is not related to any other directors of the Company.

 

PRESS RELEASES:

 

WABCO INDIA Joins Auto Expo 2012 in New Delhi; Shows Technology Innovations for Vehicle Safety and Environmental Sustainability

 

CHENNAI and NEW DELHI, India, January 5, 2012 – WABCO INDIA, the leading supplier in the commercial vehicle industry in India, today announced its participation at Auto Expo 2012 in New Delhi, one of Asia’s largest automotive shows. WABCO will showcase a suite of technology and product innovations from its global engineering network that address increasingly stringent requirements for vehicle safety and efficiency as well as environmental sustainability.

 

For decades, WABCO has pioneered the engineering and manufacture of air-assisted and air brake systems for commercial vehicles in India, and the company continues to expand its technology portfolio offered to manufacturers of trucks, buses and trailers. During Auto Expo 2012, WABCO will present its range of breakthrough technologies and systems, including its award-winning OptiDrive™ transmission automation system; anti-lock braking systems (ABS); electronic braking systems (EBS); integrated driveline pedal module, and other leading products that address advanced vehicle safety and efficiency, environmental sustainability, and driver effectiveness.

 

“India is the world’s fourth largest market for commercial vehicles and one of the world’s fastest growing,” said Leon Liu, WABCO President, Asia. “With its expected record number of exhibitors and visitors, Auto Expo 2012 is an industry crossroads of global trends and local perspectives. We look forward to meeting with customers, partners and other industry participants as we demonstrate WABCO’s passion for innovation and for serving customers locally and around the world.”

 

“We leverage WABCO’s powerful global technology portfolio and capitalize on our world-class development and manufacturing capabilities in India to maximize value for manufacturers of trucks, buses and trailers. In addition, our leading aftermarket network, with more than 7,000 WABCO outlets, provides customers nationally with broad access to our product support,” said Mr. P. Kaniappan, Whole Time Director, WABCO INDIA. “At Auto Expo 2012, we will showcase how technology leadership differentiates WABCO, serving local and global customers alike to make cleaner, greener, safer vehicles.”

 

WABCO INDIA at Auto Expo 2012 in Hall 1-B at Booth 35

 

Where: Pragati Maidan, New Delhi, India

Media Days: January 5 and 6

Public Days: January 7 to 11

 

About Auto Expo 2012

 

Auto Expo 2012 is one of Asia’s largest automotive shows. It is jointly organized by Automotive Components Manufacturers Association of India (ACMA), Confederation of Indian Industry (CII) and Society of Indian Automobile Manufacturers (SIAM). Auto Expo 2012 also has special focus on technological innovations in the areas of safety, environment and fuel efficiency. To know more, log on to www.autoexpo.in

 

About WABCO INDIA LIMITED

 

WABCO INDIA, the leading supplier in the commercial vehicle industry in India, has a major share of the original equipment manufacturer market as well as the domestic aftermarket, which it serves through a strong and very wide distribution network. WABCO INDIA has over 1,100 employees and reported sales of Rs. 899 Crs in 2010-11. With its outstanding engineering and manufacturing capabilities and local sourcing network, WABCO INDIA designs, manufactures and markets conventional braking products, advanced braking systems and other related air-assisted technologies, systems and products. It serves customers locally and through WABCO internationally.

 

 


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.54.39

UK Pound

1

Rs.86.56

Euro

1

Rs.69.30

 

 

INFORMATION DETAILS

 

Report Prepared by :

BSN


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

7

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

8

--PROFITABILIRY

1~10

8

--LIQUIDITY

1~10

7

--LEVERAGE

1~10

7

--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

NO

--EXPORT ACTIVITIES

YES/NO

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

66

 

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

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

-

NB

                                       New Business

-

 

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

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.