MIRA INFORM REPORT

 

 

Report No. :

334207

Report Date :

29.07.2015

 

IDENTIFICATION DETAILS

 

Name :

MAHINDRA AND MAHINDRA LIMITED

 

 

Registered Office :

Gateway Building, Apollo Bunder, Mumbai – 400 001, Maharashtra

Tel No.:

91-22-22021031

 

 

Country :

India

 

 

Financials (as on) :

31.03.2015

 

 

Date of Incorporation :

02.10.1945

 

 

Com. Reg. No.:

11-004558

 

 

Capital Investment / Paid-up Capital :

Rs. 2957.000 Million

 

 

CIN No.:

[Company Identification No.]

L65990MH1945PLC004558

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMM01692F

 

 

PAN No.:

[Permanent Account No.]

Not Available

 

 

Legal Form :

A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.

 

 

Line of Business :

Manufacturer of Light Commercial Vehicles, Agricultural Tractors, Implements and Utility Vehicles.

 

 

No. of Employees :

19,836 [Approximately]

 

 

                                                                  RATING & COMMENTS

 

MIRA’s Rating :

Aa (80)

 

RATING

STATUS

PROPOSED CREDIT LINE

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

 

Status :

Excellent

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Exist

 

 

Comments :

Subject is a well-established and reputed company having fine track record.

 

Mahindra and Mahindra Limited is a Public Company incorporated on 02 October 1945. It is classified as Indian Non-Government Company and is registered at Registrar of Companies, Mumbai.

 

Subject is among the leading tractor manufacturers in the world and is the market leader in the UV segment in India. The Mahindra Group, through its subsidiaries and group companies, has a presence in varied sectors such as, information technology, financial services and vacation ownership. In addition, Mahindra enjoys a strong presence in the agribusiness, aerospace, components, consulting services, defense, energy, industrial equipment, logistics, real estate, retail, steel, commercial vehicles and two wheeler industries.

 

Subject has strong financial risk profile marked by healthy liquidity position supported by strong net worth base, good profitability, sizeable cash balance and healthy debt coverage.

 

These rating strengths are partially offset by subject's exposure to inherent cyclicality in tractor and auto segments, increasing competitive intensity in UV (Utility Vehicles) and LCV (Light Commercial Vehicles) segments.

 

However, trade relations are fair. Business is active. Payments are reported to be regular and as per commitments.

 

In view of good and long track record of operations, vast experience of the promoters and well qualified management, the company can be considered for business dealings at usual trade terms and conditions.

 

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

CRISIL

Rating

Long term rating: AAA

Rating Explanation

Highest degree of safety and lowest credit risk.

Date

26.12.2014

 

Rating Agency Name

CRISIL

Rating

Short term rating: A1+

Rating Explanation

Very strong degree of safety and lowest credit risk.

Date

26.12.2014

 

 

RBI DEFAULTERS’ LIST STATUS

 

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

 

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

 

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2013.

 

INFORMATION DENIED

 

MANAGEMENT NON COOPERATIVE. (91-22-22021031/ 24901441)

 

LOCATIONS

 

Registered Office :

Gateway Building, Apollo Bunder, Mumbai – 400 001, Maharashtra, India

Tel. No.:

91-22-22021031

Fax No.:

91-22-22028780 / 22875485

E-Mail :

mahindra@giasbm01.vsnl.net.in

narayan.shankar@mahindra.com

Website :

http://www.mahindra.com

 

 

Head Office :

Mahindra Towers, G.M. Bhosale Marg, Worli, Mumbai - 400 018, Maharashtra, India

Tel No.:

91-22-24931441 / 24961441

Fax No.:

91-22-24975081

 

 

Factory :

Akurli Road, Kandivali (East), Mumbai, Maharashtra, India

Tel. No.:

91-22-28849800

Fax No.:

91-22-28468523

 

 

Factory  :

Also Located At:

 

  • Nashik
  • Nagpur
  • Zaheerabad  
  • Rudrapur
  • Haridwar
  • Pune

 

 

Branch Office :

Located At :

 

  • Chennai
  • Kolkata
  • New Delhi
  • Bangalore

 

 

DIRECTORS

 

As on 31.03.2015

 

Name :

Mr. Keshub Mahindra

Designation :

Chairman Emeritus

 

 

Name :

Mr. Anand G Mahindra

Designation :

Chairman and Managing Director

 

 

Name :

Mr. Bharat Doshi

Designation :

Executive Director and Group Chief Financial Officer

 

 

Name :

Dr. Pawan Goenka

Designation :

Executive Director

 

 

Name :

Mr. Deepak S. Parekh

Designation :

Director

 

 

Name :

Mr. Nadir B Godrej

Designation :

Director

 

 

Name :

Mr. M. M. Murugappan

Designation :

Director

 

 

Name :

Mr. R. K. Kulkarni

Designation :

Director

 

 

Name :

Mr.  Anupam Puri

Designation :

Director

 

 

Name :

Dr. Vishakha N Desai

Designation :

Director

Date of Appointment :

30.05.2012

 

 

Name :

Mr. Vikram Singh Mehta

Designation :

Director

Date of Appointment :

30.05.2012

 

 

Name :

Mr. S. B. Mainak

Designation :

Nominee of Life Insurance Corporation of India

 

 

                                                                      KEY EXECUTIVES

 

Name :

Narayan Shankar

Designation :

Company Secretary

 

 

Committees of The Board :

 

Audit Committee :

  • Mr. Deepak S. Parekh - Chairman
  • Mr. Nadir B. Godrej
  • Mr. M. M. Murugappan
  • Mr. R. K. Kulkarni
  • Mr. Bharat Doshi

 

Stakeholders Relationship Committee

 

  • Mr. R. K. Kulkarni - Chairman
  • Mr. Anand G. Mahindra
  • Mr. Bharat Doshi
  • Dr. Vishakha N. Desai

 

Governance, Remuneration and Nomination Committee

 

  • Mr. M. M. Murugappan - Chairman
  • Mr. Nadir B. Godrej
  • Mr. Vikram Singh Mehta
  • Mr. R. K. Kulkarni

 

Corporate Social Responsibility Committee

 

  • Dr. Vishakha N. Desai - Chairperson
  • Mr. Anand G. Mahindra
  • Dr. Pawan Goenka
  • Mr. Bharat Doshi
  • Mr. R. K. Kulkarni
  • Mr. Vikram Singh Mehta

 

Strategic Investment Committee

 

  • Mr. Anand G. Mahindra - Chairman
  • Mr. Bharat Doshi
  • Mr. Deepak S. Parekh
  • Mr. Nadir B. Godrej
  • Mr. Vikram Singh Mehta
  • Mr. Anupam Puri

 

Loan And Investment Committee

 

  • Mr. Anand G. Mahindra - Chairman
  • Mr. Bharat Doshi
  • Dr. Pawan Goenka
  • Mr. R. K. Kulkarni
  • Mr. Vikram Singh Mehta

 

Research and Development Committee

 

  • Mr. M. M. Murugappan - Chairman
  • Mr. Anand G. Mahindra
  • Dr. Pawan Goenka
  • Mr. Bharat Doshi
  • Mr. Nadir B. Godrej

 

Risk Management Committee

 

  • Dr. Pawan Goenka - Chairman
  • Mr. Deepak S. Parekh
  • Mr. Nadir B. Godrej
  • Mr. M. M. Murugappan
  • Mr. R. K. Kulkarni
  • Mr. Bharat Doshi

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 30.06.2015

 

Category of Shareholder

Total No. of Shares

Total Shareholding as a % of total No. of Shares

(A) Shareholding of Promoter and Promoter Group

 

 

http://www.bseindia.com/include/images/clear.gif(1) Indian

 

 

http://www.bseindia.com/include/images/clear.gifIndividuals / Hindu Undivided Family

3998552

0.68

http://www.bseindia.com/include/images/clear.gifBodies Corporate

71128386

12.13

http://www.bseindia.com/include/images/clear.gifAny Others (Specify)

83235423

14.20

http://www.bseindia.com/include/images/clear.gifESOP / ESOS

29369339

5.01

http://www.bseindia.com/include/images/clear.gifTrusts

2030870

0.35

http://www.bseindia.com/include/images/clear.gifTrusts

51835214

8.84

http://www.bseindia.com/include/images/clear.gifSub Total

158362361

27.01

http://www.bseindia.com/include/images/clear.gif(2) Foreign

 

 

http://www.bseindia.com/include/images/clear.gifIndividuals (Non-Residents Individuals / Foreign Individuals)

605772

0.10

http://www.bseindia.com/include/images/clear.gifSub Total

605772

0.10

Total shareholding of Promoter and Promoter Group (A)

158968133

27.11

(B) Public Shareholding

 

 

http://www.bseindia.com/include/images/clear.gif(1) Institutions

 

 

http://www.bseindia.com/include/images/clear.gifMutual Funds / UTI

16063222

2.74

http://www.bseindia.com/include/images/clear.gifFinancial Institutions / Banks

1278448

0.22

http://www.bseindia.com/include/images/clear.gifCentral Government / State Government(s)

742168

0.13

http://www.bseindia.com/include/images/clear.gifInsurance Companies

95813983

16.34

http://www.bseindia.com/include/images/clear.gifForeign Institutional Investors

204925367

34.95

http://www.bseindia.com/include/images/clear.gifAny Others (Specify)

27006987

4.61

http://www.bseindia.com/include/images/clear.gifOthers

27006987

4.61

http://www.bseindia.com/include/images/clear.gifSub Total

345830175

58.98

http://www.bseindia.com/include/images/clear.gif(2) Non-Institutions

 

 

http://www.bseindia.com/include/images/clear.gifBodies Corporate

29759248

5.08

http://www.bseindia.com/include/images/clear.gifIndividuals

 

 

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital up to Rs. 0.100 Million

36639830

6.25

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital in excess of Rs. 0.100 Million

8794365

1.50

http://www.bseindia.com/include/images/clear.gifAny Others (Specify)

6325982

1.08

http://www.bseindia.com/include/images/clear.gifNon Resident Indians

1934517

0.33

http://www.bseindia.com/include/images/clear.gifOverseas Corporate Bodies

1607960

0.27

http://www.bseindia.com/include/images/clear.gifTrusts

1782340

0.30

http://www.bseindia.com/include/images/clear.gifClearing Members

555701

0.09

http://www.bseindia.com/include/images/clear.gifOthers

444895

0.08

http://www.bseindia.com/include/images/clear.gifOthers

569

0.00

http://www.bseindia.com/include/images/clear.gifSub Total

81519425

13.90

Total Public shareholding (B)

427349600

72.89

Total (A)+(B)

586317733

100.00

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

0

0.00

http://www.bseindia.com/include/images/clear.gif(1) Promoter and Promoter Group

0

0.00

http://www.bseindia.com/include/images/clear.gif(2) Public

34774651

0.00

http://www.bseindia.com/include/images/clear.gifSub Total

34774651

0.00

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

621092384

0.00

 

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Promoter and Promoter Group

 

Sl.No.

Name of the Shareholder

No. of Shares held

As a % of grand total (A)+(B)+(C)

No

As a percentage

As a % of
grand total
(A)+(B)+(C) of sub-clause (I)(a)

Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital

1

Keshub Mahindra

3,73,644

0.06

0

0.00

0.00

0.06

2

Keshub Mahindra

68,652

0.01

0

0.00

0.00

0.01

3

Anand Gopal Mahindra

7,15,004

0.12

0

0.00

0.00

0.12

4

Anjali Mehra

85,000

0.01

0

0.00

0.00

0.01

5

Anjali Kumari Mehra

57,604

0.01

0

0.00

0.00

0.01

6

Anuja P Sharma

34,259

0.01

0

0.00

0.00

0.01

7

Anuradha Mahindra

2,28,545

0.04

0

0.00

0.00

0.04

8

Deveshwar Jagat Sharma

12,000

0.00

0

0.00

0.00

0.00

9

Dhruv S Sharma

12,000

0.00

0

0.00

0.00

0.00

10

Gautam P Khandelwal

300

0.00

0

0.00

0.00

0.00

11

Leena S Labroo

3,93,092

0.06

0

0.00

0.00

0.06

12

Leena S Labroo

3,93,100

0.06

0

0.00

0.00

0.06

13

Radhika Nath

46,808

0.01

0

0.00

0.00

0.01

14

Sanjay Labroo

72,720

0.01

70000

96.26

0.01

0.01

15

Sudha K Mahindra

71,164

0.01

0

0.00

0.00

0.01

16

Sudha K Mahindra

1,07,728

0.02

0

0.00

0.00

0.02

17

Sudha K Mahindra

1,60,000

0.03

0

0.00

0.00

0.03

18

Sudha K Mahindra

1,73,792

0.03

0

0.00

0.00

0.03

19

Sudha Keshub Mahindra

2,13,332

0.03

0

0.00

0.00

0.03

20

Uma R Malhotra

2,59,932

0.04

0

0.00

0.00

0.04

21

Uma R Malhotra

2,59,932

0.04

0

0.00

0.00

0.04

22

Uma R Malhotra

2,59,944

0.04

0

0.00

0.00

0.04

23

Kema Services International Private Limited

3,67,416

0.06

0

0.00

0.00

0.06

24

Prudential Management And Services Private Limited

2,28,95,790

3.69

0

0.00

0.00

3.69

25

Prudential Management And Services Private Limited

1,62,40,766

2.61

0

0.00

0.00

2.61

26

Prudential Management And Services Private Limited

1,24,88,463

2.01

0

0.00

0.00

2.01

27

Prudential Management And Services Private Limited

90,81,984

1.46

2475000

27.25

0.40

1.46

28

Prudential Management And Services Private Limited

66,01,156

1.06

3810000

57.72

0.61

1.06

29

Prudential Management And Services Private Limited

23,14,815

0.37

2314815

100.00

0.37

0.37

30

Prudential Management And Services Private Limited

10,17,900

0.16

0

0.00

0.00

0.16

31

Prudential Management And Services Private Limited

1,20,096

0.02

0

0.00

0.00

0.02

32

Anand Mahindra, Bharat Doshi, A.K. Nanda - Trustees, Mahindra And Mahindra Employees Stock Option Trust

2,19,47,074

3.53

0

0.00

0.00

3.53

33

Anand Mahindra, Bharat Doshi, A.K. Nanda - Trustees, Mahindra And Mahindra Employees Stock Option Trust

35,10,637

0.57

0

0.00

0.00

0.57

34

Anand Mahindra, Bharat Doshi, A.K. Nanda - Trustees, Mahindra And Mahindra Employees Stock Option Trust

20,00,000

0.32

0

0.00

0.00

0.32

35

Anand Mahindra, Bharat Doshi, A.K. Nanda - Trustees, Mahindra And Mahindra Employees Stock Option Trust

19,11,628

0.31

0

0.00

0.00

0.31

36

A M Choksey, M A Nazareth - Trustees - M And M Employees Welfare Fund

12,63,156

0.20

0

0.00

0.00

0.20

37

A M Choksey, M A Nazareth - Trustees- M And M Farm Equipment Sector Employees Welfare Fund

6,82,914

0.11

0

0.00

0.00

0.11

38

A M Choksey, M A Nazareth - Trustees - Msl Employees Welfare Fund

84,800

0.01

0

0.00

0.00

0.01

39

Bharat N Doshi, A.K. Nanda - Trustees - M&M Benefit Trust

5,18,35,214

8.35

0

0.00

0.00

8.35

40

Yuthica Keshub Mahindra

6,05,772

0.10

0

0.00

0.00

0.10

 

Total

15,89,68,133

25.59

8669815

5.45

1.40

25.59

 

(*) The term encumbrance has the same meaning as assigned to it in regulation 28(3) of the SAST Regulations, 2011.

 

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Public and holding more than 1% of the total number of shares

 

Sl. No.

Name of the Shareholder

No. of Shares held

Shares as % of Total No. of Shares

Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital

1

Life Insurance Corporation Of India

78181359

12.59

12.59

 

2

Dodge And Cox International Stock Fund

16522808

2.66

2.66

 

3

Aranda Investments (Mauritius) Pte Limited

11915039

1.92

1.92

 

4

National Westminster Bank Plc As Depositary Of First State Asia Pacific Fund Of First State Investments Icvc Leaders Fund A Sub

11607861

1.87

1.87

 

5

Government Of Singapore

11504326

1.85

1.85

 

6

Icici Prudential Life Insurance Company Limited

11482670

1.85

1.85

 

7

Europacific Growth Fund

10840000

1.75

1.75

 

8

General Insurance Corporation Of India

7935400

1.28

1.28

 

 

Total

159989463

25.76

25.76

 

 

Shareholding of securities (including shares, warrants, convertible securities) of persons (together with PAC) belonging to the category “Public” and holding more than 5% of the total number of shares of the company

 

Sl. No.

Name(s) of the shareholder(s) and the Persons Acting in Concert (PAC) with them

No. of Shares

Shares as % of Total No. of Shares

Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital

1

Life Insurance Corporation Of India

65922316

10.61

10.61

 

2

Lic Of India Money Plus Growth Fund

4308643

0.69

0.69

 

3

Life Insurance Corporation Of India P & Gs Fund

2593670

0.42

0.42

 

4

Lic Of India Market Plus Non Unit Fund

1879600

0.30

0.30

 

5

Life Insurance Corporation Of India -Ulif004200910Licend+Grw512

999409

0.16

0.16

 

6

Lic Of India Samridhi Plus Fund

849804

0.14

0.14

 

7

Lic Of India Wealth Plus Fund

366568

0.06

0.06

 

8

Lic Of India Profit Plus Growth Fund

246359

0.04

0.04

 

9

Lic Of India Profit Plus Non Unit Fund

161155

0.03

0.03

 

10

Lic Of India Market Plus Growth Fund

160612

0.03

0.03

 

11

Lic Of India Future Plus Growth Fund

137188

0.02

0.02

 

12

Lic Of India Jeevan Plus Non Unit Fund

102000

0.02

0.02

 

13

Lic Of India Pension Plus Mixed Fund

82000

0.01

0.01

 

14

Lic Of India Jeevan Plus Growth Fund

75629

0.01

0.01

 

15

Lic Of India Market Plus 1 Non Unit Fund

60000

0.01

0.01

 

16

Lic Of India Health Plus Non Unit Fund

41508

0.01

0.01

 

17

Lic Of India Bima Plus Risk Fund

31943

0.01

0.01

 

18

Lic Of India Future Plus Non Unit Fund

25500

0.00

0.00

 

19

Lic Of India Health Plus Fund

25400

0.00

0.00

 

20

Lic Of India Money Plus 1 Growth Fund

23716

0.00

0.00

 

21

Lic Of India Health Protection Plus Fund

23303

0.00

0.00

 

22

Lic Of India Fortune Plus Growth Fund

21131

0.00

0.00

 

23

Lic Of India Market Plus 1 Growth Fund

9605

0.00

0.00

 

24

Life Insurance Corporation Of India -Ulif003200910Licend+Bal512

9000

0.00

0.00

 

25

Lic Of India Bima Plus Non Unit Fund

5500

0.00

0.00

 

26

Lic Of India Gratuity Plus Growth Fund

4850

0.00

0.00

 

27

Lic Of India Jeevan Saathi Plus Growth Fund

2600

0.00

0.00

 

28

Lic Of India Profit Plus Balanced Fund

2000

0.00

0.00

 

29

Lic Of India Future Plus Balanced Fund

1550

0.00

0.00

 

30

Lic Of India Money Plus Balanced Fund

1500

0.00

0.00

 

31

Lic Of India Future Plus Income Fund

1050

0.00

0.00

 

32

Lic Of India Health Protection Plus Non Unit

1000

0.00

0.00

 

33

Lic Of India Money Plus 1 Balanced Fund

800

0.00

0.00

 

34

Lic Of India Jeevan Plus Balanced Fund

600

0.00

0.00

 

35

Lic Of India Profit Plus Secured Fund

600

0.00

0.00

 

36

Lic Of India Money Plus Secured Fund

500

0.00

0.00

 

37

Lic Of India Gratuity Plus Balance Fund

500

0.00

0.00

 

38

Lic Of India Fortune Plus Balanced Fund

500

0.00

0.00

 

39

Lic Of India Money Plus 1 Secured Fund

450

0.00

0.00

 

40

Lic Of India Money Plus 1 Non Unit Fund

300

0.00

0.00

 

41

Lic Of India Fortune Plus Secured Fund

300

0.00

0.00

 

42

Lic Of India Jeevan Plus Secured Fund

300

0.00

0.00

 

43

Lic Of India Jeevan Saathi Plus Secured Fund

150

0.00

0.00

 

44

Lic Of India Jeevan Saathi Plus Balanced Fund

150

0.00

0.00

 

45

Lic Of India Child Fortune Plus Balanced Fund

100

0.00

0.00

 

 

Total

78181359

12.59

12.59

 

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturer of Light Commercial Vehicles, Agricultural Tractors, Implements and Utility Vehicles.

 

 

Products :

Product Description

Item Code No.

Tractors

8701

Motor vehicles for the transport of more than six persons, excluding the driver

8702

Other motor vehicles principally designed for the transport of persons

8703

 

 

Brand Names :

Not Divulged

 

 

Agencies Held :

Not Divulged

 

 

Exports :

Not Divulged

 

 

Imports :

Not Divulged

 

 

Terms :

Not Divulged

 

PRODUCTION STATUS NOT AVAILABLE

 

GENERAL INFORMATION

 

Suppliers :

Reference :

Not Divulged

Name of the Person :

Not Divulged

Contact No.:

Not Divulged

Since How Long Known :

Not Divulged

Maximum Limit Dealt :

Not Divulged

Experience :

Not Divulged

Remark:

Not Divulged

 

 

Customers :

Reference :

Not Divulged

Name of the Person :

Not Divulged

Contact No.:

Not Divulged

Since How Long Known :

Not Divulged

Maximum Limit Dealt :

Not Divulged

Experience :

Not Divulged

Remark:

Not Divulged

 

 

No. of Employees :

19,836 [Approximately]

 

 

Bankers :

  • Bank of America N.A.
  • Bank of Baroda
  • Bank of India
  • Canara Bank
  • Central Bank of India
  • HDFC Bank Limited
  • Standard Chartered Bank
  • State Bank of India
  • Union Bank of India

 

 

Facilities :

(Rs. In Million)

SECURED LOAN

As on

31.03.2015

As on

31.03.2014

LONG TERM BORROWING

 

 

Debentures/Bonds

0.000

1333.400

Term Loans from Banks

0.000

1607.100

SHORT TERM BORROWING

 

 

Loans and Advances on cash credit account from Banks

0.000

0.500

Total

0.000

2941.000

 

NOTE:

 

LONG TERM BORROWING

                          

Debentures/Bonds :

 

Debentures/Bonds include Secured Non Convertible debentures carrying an interest rate of 11.95% for a period of seven years and are repayable in three equal annual installments from December, 2013. These debentures are secured by tangible assets of the Company at certain locations including immovable items therein and by way of a first pari-passu charge on the movable plant and machinery, machinery spares, tools and accessories and other movables, both present and future (save and except book debts) situated at certain locations of the Company. Rs. 1333.400 Million payable in December, 2015 is shown under current maturities of long term borrowings.

 

Term loans from banks were secured by way of first ranking pari-passu charge on certain immovable and movable properties both present and future, relating to Medium and Heavy Commercial Vehicle (MHCV) project as well as second charge on certain current assets, relating to MHCV project. These loans were carrying floating rate of interest ranging from 11.00% to 11.80%. The loans have been fully repaid during the year.

 

SHORT TERM BORROWING

 

Loans and Advances on cash credit accounts from the Company’s bankers are secured by a first charge on a pari-passu basis on the whole of the current assets of the Company namely inventories, book debts, outstanding monies, receivables, claims etc. both present and future.

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Deloittee Haskins and Sells

Chartered Accountants

Address :

Tower 3, 27th – 32nd Floor, Indiabulls Finance Centre, Elphinstone Mill Compound, Senapati Bapat Marg, Elphinstone (West), Mumbai 400 013, Maharashtra, India

Tel No.:

91-22-61854000

Fax No.:

91-22-61854501/4601

 

 

Advocate :

 

Name :

Khaitan and Company

Address :

One Indiabulls Centre, 13th Floor, 841, Senapati Bapat Marg, Elphinstone Road, Mumbai 400 013, Maharashtra, India

 

 

Memberships :

--

 

 

Collaborators

--

 

 

Subsidiaries :

1 Mahindra Engineering and Chemical Products Limited

2 Mahindra Steel Service Centre Limited

3 Mahindra First Choice Wheels Limited

4 Mahindra USA Inc.

5 Mahindra Gujarat Tractor Limited

6 Mahindra Shubhlabh Services Limited

7 Mahindra and Mahindra South Africa (Proprietary) Limited

8 Mahindra Engineering Services Limited (upto 8th December, 2014)

9 Mahindra Gears and Transmissions Private Limited (upto 10th December, 2014)

10 Mahindra Overseas Investment Company (Mauritius) Limited

11 Mahindra Europe S.r.l.

12 Jiangxi Mahindra Yueda Tractor Co. Limited (upto 17th June, 2014)

13 Mahindra-BT Investment Company (Mauritius) Limited

14 Mahindra Intertrade Limited

15 Mahindra MiddleEast Electrical Steel Service Centre (FZC)

16 Mahindra Consulting Engineers Limited

17 Mahindra Holidays and Resorts India Limited

18 Mahindra Holidays and Resorts USA Inc (upto 19th May, 2014)

19 Mahindra Hotels and Residences India Limited

20 Mahindra Holdings Limited

21 NBS International Limited

22 Mahindra Ugine Steel Company Limited (upto 10th December, 2014)

23 Mahindra and Mahindra Financial Services Limited

24 Mahindra Insurance Brokers Limited

25 Mahindra Rural Housing Finance Limited

26 Bristlecone Limited

27 Bristlecone Inc.

28 Bristlecone UK Limited

29 Bristlecone India Limited

30 Bristlecone (Singapore) Pte. Limited

31 Bristlecone GmbH

32 Bristlecone (Malaysia) Sdn.Bhd.

33 Mahindra Automobile Distributor Private Limited

34 Mahindra Trucks and Buses Limited

35 Mahindra Engineering Services (Europe) Limited (upto 8th December, 2014)

36 Mahindra Engineering GmbH (upto 8th December, 2014)

37 Mahindra Lifespace Developers Limited

38 Mahindra Infrastructure Developers Limited

39 Mahindra World City (Jaipur) Limited

40 Mahindra Integrated Township Limited

41 Mahindra Residential Developers Limited

42 Mahindra World City Developers Limited

43 Mahindra World City (Maharashtra) Limited

44 Knowledge Township Limited

45 Mahindra Vehicle Manufacturers Limited

46 Mahindra Logistics Limited

47 Mahindra Heavy Engines Private Limited

48 Mahindra Aerospace Private Limited

49 Heritage Bird (M) Sdn.Bhd.

50 Mahindra First Choice Services Limited

51 Mahindra Graphic Research Design S.r.l.

52 Mahindra Gears International Limited (upto 10th December, 2014)

53 Mahindra Gears Global Limited (upto 10th December, 2014)

54 Mahindra Gears Cyprus Ltd (upto 15th September, 2014)

55 Metalcastello S.p.A (upto 10th December, 2014)

56 Mahindra Bebanco Developers Limited

57 Industrial Township (Maharashtra) Limited

58 Crest Geartech Private Limited (upto 10th December, 2014)

59 Mahindra Business and Consulting Services Private Limited

60 Mahindra Two Wheelers Limited

61 Mahindra Automotive Australia Pty. Limited

62 Mahindra Internet Commerce Private Limited (formerly known as Mahindra United Football Club Private Limited)

63 Defence Land Systems India Limited (formerly known as Defence Land Systems India Private Limited)

64 Mahindra Yueda (Yancheng) Tractor Company Limited

65 Mahindra Electrical Steel Private Limited

66 Mahindra Aerospace Australia Pty. Limited

67 Aerostaff Australia Pty. Limited

68 Mahindra Reva Electric Vehicles Private Limited

69 Bristlecone Consulting Limited

70 Anthurium Developers Limited

71 Gipp Aero Investments Pty. Limited

72 Gippsaero Pty. Limited

73 GA8 Airvan Pty. Limited

74 GA200 Pty. Limited

75 Airvan Flight Services Pty. Limited

76 Nomad TC Pty. Limited

77 Mahindra Emirates Vehicle Armouring FZ-LLC

78 Mahindra Integrated Business Solutions Private Limited

79 Mahindra Aerostructures Private Limited

80 Ssangyong Motor Company

81 Ssangyong European Parts Center B.V.

82 Ssangyong Motor (Shanghai) Company Limited

83 Mahindra EPC Services Private Limited

84 Bristlecone International AG

85 EPC Industrie Limited

86 Mahindra Telecommunications Investment Private Limited

87 Mahindra Sanyo Special Steel Private Limited

88 Bell Tower Resorts Private Limited (upto 31st July, 2014)

89 Mahindra Racing S.r.l.

90 Swaraj Automotives Limited

91 Mahindra Defence Naval Systems Private Limited

92 Mahindra Defence Systems Limited

93 Divine Heritage Hotels Private Limited

94 Gables Promoters Private Limited

95 2 X 2 Logistics Private Limited

96 Holiday on Hills Resorts Private Limited

97 MH Boutique Hospitality Limited

98 Infinity Hospitality Group Company Limited

99 Mahindra Tractor Assembly Inc.

100 Industrial Cluster Private Limited (formerly known as Mahindra Housing Private Limited)

101 Mahindra Telephonics Integrated Systems Limited

102 Mahindra Investments (India) Private Limited

(upto 10th December, 2014)

103 Mahindra HZPC Private Limited (formerly known as Mahindra Investments (International) Private Limited)

104 Mahindra Offgrid Services Private Limited

105 Mahindra Asset Management Company Private Limited

106 Mahindra Trustee Company Private Limited

107 Cleansolar Renewable Energy Private Limited

108 Brightsolar Renewable Energy Private Limited

109 Mahindra Auto Steel Private Limited Mahindra 'Electoral Trust' Company

111 Mahindra North American Technical Centre, Inc.

112 Raigad Industrial and Business Park Limited

113 Retail Initiative Holdings Limited

114 Mahindra Retail Private Limited

115 Mahindra Technologies Services Inc. (upto 8th December, 2014)

116 Mahindra Punjab Tractors Private Limited

117 Mahindra Namaste Private Limited

118 Mahindra Conveyor Systems Private Limited (upto 31st July, 2014)

119 Competent Hotels Private limited (w.e.f 18th June, 2014)

120 Mahindra Racing UK Limited (w.e.f 22nd May, 2014)

121 Mahindra UNIVEG Private Limited (w.e.f 9th July, 2014)

122 MHR Holdings (Mauritius) Limited (w.e.f. 11th July, 2014)

123 Convington S.á.r.l. (w.e.f. 17th July, 2014)

124 Lords Freight (India) Private Limited (w.e.f. 7th August, 2014)

125 Mriyalguda Farm Solution Limited (w.e.f. 11th August, 2014)

126 Mahindra Two Wheelers Europe Holdings S.á.r.l. (w.e.f. 2nd December, 2014)

127 Mahindra Industrial Park Chennai Limited (w.e.f. 22nd December, 2014)

128 Peugeot Motocycles S.A.S. (w.e.f. 19th January, 2015)

129 Peugeot Motocycles Italia S.p.A (w.e.f. 19th January, 2015)

130 Peugeot Motocycles Deutschland GmbH (w.e.f. 19th January, 2015)

 

 

Associates :

  • Swaraj Engines Limited
  • Tech Mahindra Limited
  • Mahindra & Mahindra Contech Limited
  • Mahindra CIE Automotive Limited
  • Mahindra Tsubaki Conveyor Systems Private Limited (Formerly known as Mahindra Conveyor Systems Private Limited) (w.e.f. 1st August, 2014)

 

 

Joint Venture :

  • Mahindra Sona Limited

 

 

Joint Venture of a Subsidiary :

  • Mahindra Solar One Private Limited
  • Mahindra Water Utilities Limited

 

 

Enterprise over which KMP is able to exercise significant influence :

  • Prudential Management & Services Private Limited

 

 

Welfare Funds :

  • M&M Benefit Trust
  • M&M Employees’ Welfare Fund
  • M&M Employees’ Farm Equipment Sector Employees’ Welfare Fund
  • Mahindra World School Education Trust

 

 

CAPITAL STRUCTURE

 

As on 31.03.2015

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

1200000000

Ordinary (Equity) Shares

Rs.5/- each

Rs.6000.000 Million

2500000

Unclassified Shares

Rs.100/- each

Rs.250.000 Million

 

Total

 

Rs.6250.000 Million

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

621092384

Ordinary (Equity) Shares

Rs.5/- each

Rs.3105.500 Million

29700106

Less : Ordinary (Equity) Shares

Rs.5/- each

Rs.148.500 Million

 

Total

 

Rs.2957.000 Million

 

 

Reconciliation of number of Ordinary (Equity) Shares and amount outstanding :

 

 

2015

 

No. of shares

Rupees in Million

Issued and Subscribed :

 

 

Balance as at the beginning of the year

615892384

3079.500

Add :

 

 

Shares issued to ESOP Trust

5200000

26.000

Balance as at the end of the year

621092384

3105.500

Less :

 

 

Shares issued to ESOP Trust but not allotted to Employees

29700106

148.500

Adjusted : Issued and Subscribed Share Capital

591392278

2957.000

 

 

The Ordinary (Equity) shares of the Company rank pari-passu in all respects including voting rights and entitlement to dividend.

 

 

Details of Ordinary (Equity) shares held by shareholders holding more than 5% of the aggregate shares in the Company :

 

Name of the Shareholder

2015

 

 

No. of shares

% shareholding

(i) Life Insurance Corporation of India

7,82,03,359

12.59

(ii) Prudential Management and Services Private Limited

7,07,60,970

11.39

(iii) M&M Benefit Trust

5,18,35,214

8.35

(iv) The Bank of New York Mellon (for GDR holders)

3,34,13,833

5.38

 

Issued and Subscribed Share Capital includes an aggregate of 40,647 (2014 : 40,647) Ordinary (Equity) Shares of Rs. 5 each allotted as fully paid-up pursuant to schemes of arrangement without payment having been received in cash, for a period of five years immediately preceding the end of the financial year.

 


 

FINANCIAL DATA

[all figures are in Rupees Million]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

31.03.2015

31.03.2014

31.03.2013

 

 

 

 

I.              EQUITY AND LIABILITIES

 

 

 

(1)Shareholders' Funds

 

 

 

(a) Share Capital

2957.000

2951.600

2951.600

(b) Reserves & Surplus

189593.900

164960.300

143637.600

(c) Money received against share warrants

0.000

0.000

0.000

 

 

 

 

(2) Share Application money pending allotment

0.000

0.000

0.000

Total Shareholders’ Funds (1) + (2)

192550.900

167911.900

146589.200

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

25141.300

37444.200

31724.400

(b) Deferred tax liabilities (Net)

9797.000

8896.500

6148.500

(c) Other long term liabilities

6143.400

5862.700

4154.000

(d) long-term provisions

6073.400

5103.300

4415.900

Total Non-current Liabilities (3)

47155.100

57306.700

46442.800

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

1062.500

7.400

546.300

(b) Trade payables

53654.500

60688.000

55797.100

(c) Other current liabilities

20411.300

11335.600

10521.700

(d) Short-term provisions

14614.400

15636.900

14638.800

Total Current Liabilities (4)

89742.700

87667.900

81503.900

 

 

 

 

TOTAL

329448.700

312886.500

274535.900

 

 

 

 

II.          ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

57954.400

57063.000

47510.600

(ii) Intangible Assets

1340.200

1706.500

2068.000

(iii) Capital work-in-progress

7556.700

3948.600

4955.400

(iv) Intangible assets under development

14230.900

8335.800

3679.400

(b) Non-current Investments

113727.400

97877.300

105715.000

(c) Deferred tax assets (net)

0.000

0.000

0.000

(d)  Long-term Loan and Advances

32322.600

30181.200

20874.700

(e) Other Non-current assets

1034.400

884.900

298.500

Total Non-Current Assets

228166.600

199997.300

185101.600

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

17654.200

15921.200

12619.600

(b) Inventories

24375.700

28036.300

24197.700

(c) Trade receivables

25580.300

25098.400

22083.500

(d) Cash and cash equivalents

20647.700

29503.900

17814.100

(e) Short-term loans and advances

7731.000

9458.300

7634.000

(f) Other current assets

5293.200

4871.100

5085.400

Total Current Assets

101282.100

112889.200

89434.300

 

 

 

 

TOTAL

329448.700

312886.500

274535.900

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2015

31.03.2014

31.03.2013

 

SALES

 

 

 

 

Income

389454.200

405085.000

404411.600

 

Other Income

8489.400

7179.900

5491.700

 

TOTAL (A)

397943.600

412264.900

409903.300

 

 

 

 

 

Less

EXPENSES

 

 

 

 

Cost of Materials Consumed

202724.800

216300.800

207498.700

 

Purchases of Stock-in-Trade

73593.700

80769.200

97526.800

 

Changes in inventories of finished goods, work-in-progress and Stock-in-Trade

3236.300

(2746.700)

(780.300)

 

Employees benefits expense

23169.300

21637.200

18664.500

 

Other expenses

46005.700

42942.800

35240.100

 

Cost of Manufactured Products Capitalised

(1009.900)

(1030.400)

(831.200)

 

Exceptional Item

(3357.200)

(527.900)

(906.200)

 

TOTAL (B)

344362.700

357345.000

356412.400

 

 

 

 

 

Less

PROFIT/ (LOSS)  BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (C)

53580.900

54919.900

53490.900

 

 

 

 

 

Less

FINANCIAL EXPENSES (D)

2143.000

2592.200

1911.900

 

 

 

 

 

 

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

51437.900

52327.700

51579.000

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION (F)

9749.000

8633.400

7108.100

 

 

 

 

 

 

PROFIT/ (LOSS)  BEFORE TAX (E-F)   (G)

41688.900

43694.300

44470.900

 

 

 

 

 

Less

TAX (H)

8477.800

6110.800

10942.700

 

 

 

 

 

 

PROFIT/ (LOSS)  AFTER TAX  (G-H)   (I)

33211.100

37583.500

33528.200

 

 

 

 

 

 

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD 

123250.000

99520.000

79050.000

 

 

 

 

 

 

TRANSFER TO DEBENTURE REDEMPTION RESERVE

170.000

170.000

150.000

 

 

 

 

 

 

REVERSAL OF INCOME TAX ON DIVIDEND PAID FOR 2013-14

30.000

0.000

0.000

 

 

 

 

 

 

APPROPRIATIONS

 

 

 

 

Transfer to General Reserve

0.000

4000.000

4000.000

 

Proposed Dividends

7450.000

8620.000

7980.000

 

Income-tax on Proposed Dividend

1020.000

1040.000

930.000

 

Depreciation as per transitional provision specified in Schedule II of the Companies Act, 2013 – [Net of Tax of Rs. 182.400 Million

350.000

0.000

0.000

 

Dividend for 2012-13 paid on shares issued in June, 2013

0.000

20.000

0.000

 

Balance Carried to the B/S

147500.000

123250.000

99520.000

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

Export of goods on F.O.B. basis

22247.900

21252.900

22250.200

 

Interest

156.400

199.100

179.200

 

Consultancy fees

41.900

51.500

0.000

 

Others

913.800

1095.800

1104.300

 

TOTAL EARNINGS

23360.000

22599.300

23533.700

 

 

 

 

 

 

IMPORTS

 

 

 

 

Raw Materials

52.700

47.100

9.600

 

Components, Spare Parts

4617.600

5352.500

7068.600

 

Capital Goods

2590.900

1419.700

1418.800

 

Items imported for Resale

10.300

150.100

462.400

 

TOTAL IMPORTS

7271.500

6969.400

8959.400

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

 

 

 

Basic

56.23

63.67

56.85

Diluted

53.66

61.07

54.61

 

 

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

 

Particulars

 

31.03.2015

31.03.2014

31.03.2013

Current Maturities of Long term debt

84069.900

68943.900

54823.100

Cash generated from operations

40662.400

46218.600

50189.400

Net Cash From Operating Activities

32194.900

37276.400

41457.100

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2015

31.03.2014

31.03.2013

Net Profit Margin

(PAT / Sales)

(%)

8.53

9.28

8.29

 

 

 

 

 

Operating Profit Margin

(PBIDT/Sales)

(%)

13.76

13.56

13.23

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

21.50

21.55

27.76

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.22

0.26

0.30

 

 

 

 

 

Debt Equity Ratio

(Total Debt /Networth)

 

0.57

0.63

0.59

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.13

1.29

1.10

 

STOCK PRICES

 

Face Value

Rs.5.00/-

Market Value

Rs.1338.00/-

 

 

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

 

DEBT EQUITY RATIO

 

Particular

31.03.2013

31.03.2014

31.03.2015

 

(Rs. In Million)

(Rs. In Million)

(Rs. In Million)

Share Capital

2951.600

2951.600

2957.000

Reserves & Surplus

143637.600

164960.300

189593.900

Money received against share warrants

0.000

0.000

0.000

 Share Application money pending allotment

0.000

0.000

0.000

Net worth

146589.200

167911.900

192550.900

 

 

 

 

long-term borrowings

31724.400

37444.200

25141.300

Short term borrowings

546.300

7.400

1062.500

Current maturities of long-term debts

54823.100

68943.900

84069.900

Total borrowings

87093.800

106395.500

110273.700

Debt/Equity ratio

0.594

0.634

0.573

 

 

YEAR-ON-YEAR GROWTH

 

Year on Year Growth

31.03.2013

31.03.2014

31.03.2015

 

(Rs. In Million)

(Rs. In Million)

(Rs. In Million)

Sales

404411.600

405085.000

389454.200

 

 

0.167

-3.859

 

 

 

NET PROFIT MARGIN

 

Net Profit Margin

31.03.2013

31.03.2014

31.03.2015

 

(Rs. In Million)

(Rs. In Million)

(Rs. In Million)

Sales

404411.600

405085.000

389454.200

Profit

33528.200

37583.500

33211.100

 

8.29%

9.28%

8.53%

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Sr. No.

Check list by info agents

Available in Report (Yes/No)

1

Year of establishment

Yes

2

Constitution of the entity -Incorporation details

Yes

3

Locality of the entity

Yes

4

Premises details

No

5

Buyer visit details

--

6

Contact numbers

Yes

7

Name of the person contacted

No

8

Designation of contact person

No

9

Promoter’s background

Yes

10

Date of Birth of Proprietor / Partners / Directors

Yes

11

Pan Card No. of Proprietor / Partners

No

12

Voter Id Card No. of Proprietor / Partners

No

13

Type of business

Yes

14

Line of Business

Yes

15

Export/import details (if applicable)

No

16

No. of employees

No

17

Details of sister concerns

Yes

18

Major suppliers

No

19

Major customers

No

20

Banking Details

Yes

21

Banking facility details

Yes

22

Conduct of the banking account

--

23

Financials, if provided

Yes

24

Capital in the business

Yes

25

Last accounts filed at ROC, if applicable

Yes

26

Turnover of firm for last three years

Yes

27

Reasons for variation <> 20%

--

28

Estimation for coming financial year

No

29

Profitability for last three years

Yes

30

Major shareholders, if available

Yes

31

External Agency Rating, if available

Yes

32

Litigations that the firm/promoter involved in

Yes

33

Market information

--

34

Payments terms

No

35

Negative Reporting by Auditors in the Annual Report

No

 

LITIGATION DETAILS

                                                                                                                                                                                    

LITIGATION DETAILS

                                                        Bench:- Bombay

Presentation Date : 12/05/2014

 

 

 

 

 

 

 

Lodging No.:-

ITXAL/1005/2014

Filing Date:-

12/05/2014

Reg. No.:-

ITXA/1148/2014

Reg. Date:-

22/07/2014

Petitioner:-

COMMISSIONER OF INCOME TAX-2

Respondent:-

M/S. MAHINDRA AND MAHINDRA LTD.

Petn.Adv.:-

Suresh Kumar (I2100)

District:-

MUMBAI

Bench:-

DIVISION

 

 

Status:-

Pre-Admission

Category:-

TAX APPEALS

Next Date:-

31/07/2015

Stage:-

 

Coram:-

ACCORDING TO SITTING LIST

ACCORDING TO SITTING LIST

 

 

 

Act :-

Income Tax Act, 1961

Under Section:-

260A

 

 

PERFORMANCE REVIEW

 

AUTOMOTIVE DIVISION:

 

The Company’s Automotive Division recorded total sales of 3,96,534 vehicles and 59,404 three-wheelers as compared to 4,34,505 vehicles and 64,510 three-wheelers in the previous year registering a decline of 8.7% in vehicle sales and a decline of 7.9% in three-wheeler sales.

 

On the domestic sales front, the Company sold 223,968 Passenger Vehicles [including 2,06,837 Utility Vehicles (UVs), 13,947 Multi Purpose Vehicles (MPVs) and 3,184 Cars] which is a decline of 11.9% over the previous year’s volumes of 2,54,344 Passenger Vehicles [including 2,19,421 UVs, 25,189 MPVs and 9,734 Cars]. In the commercial vehicle segment, the Company sold 1,45,010 vehicles [including 15,255 vehicles < 2T GVW and 1,29,755 vehicles between 2-3.5T GVW] registering a decline of 4.8% over the previous year’s volume of 1,52,398 commercial vehicles, [including 29,223 vehicles < 2T GVW and 1,23,175 vehicles between 2-3.5T GVW]. In the three-wheeler segment, the Company sold 56,764 three-wheelers registering a decline of 9.3% over the previous year’s volume of 62,614 three-wheelers.

 

For the year, the Passenger Vehicle (PV) industry has shown signs of revival, but this has been patchy. The Car industry growth is largely driven by new launches. The Company’s volume decline in the UV segment is a reflection of the UV market shift towards compact UVs attracting lower excise rates. The < 2T Light Commercial Vehicle (LCV) industry continues to shrink and the 2 to 3.5T LCV industry (Pik-

Ups) suffered due to slowdown in Agri incomes and finance availability.

 

The Company’s UV sales volume declined by 5.7%, but the Company continued to maintain its leadership position in the domestic UV market by posting a market share of 37.4%. During this year, Bolero sales once again crossed the milestone of 1 lakh sales in a year. This is the fourth consecutive year that Bolero has achieved this milestone. Also, Bolero retained the title of India’s largest selling Sports Utility Vehicle (SUV) for the 9th consecutive year. It is also the 5th highest selling passenger Stabilisation and recovery are the two words that best characterise India’s economic performance in the Financial Year 2014-15. Supported by benign prices across the commodity complex – food, metals and crude oil, the country’s macros witnessed a sharp and reassuring consolidation. The centre’s fiscal deficit dropped to 4.1% from 4.4% a year ago and is set to consolidate further in the current Financial Year. The country’s balance of payments registered a healthy surplus, while the current account deficit came in below 2% of GDP for the second year in succession. Furthermore, consumer price inflation is currently trending around the 5% mark, a sharp drop from the entrenched double digit price acceleration experienced during the last couple of years and considerably below the 8% target that the RBI had set for itself a year ago. The latter’s monetary stance has, consequently, eased considerably and may ease further in the coming months. Economic activity, at the same time, witnessed a steady, albeit slow, recovery through the year. While the regulatory and procedural reforms undertaken by the new Government since taking office in June last year did help improve the business climate prevailing in the country, weak demand continued to constrain private sector activity for the second year in succession. With global growth across developed and emerging markets remaining below par in 2014, external demand remained tepid and uninspiring through the year. At the same time, a poor monsoon season coupled with benign food prices severely constrained rural incomes and domestic demand. The one bright spot was the turnaround in investment plans and expenditures signalled by the sharp pick up in capital goods production and new project announcements in the second half of 2014-15, which portends well for future growth.

 

However, even amidst this scenario, the Company demonstrated resilience to economic cycles with a decline of only 3.47% in net income at Rs. 397940.000 Million in the year as against Rs. 412260.000 Million in the previous year. The Profit for the year before Depreciation, Finance Costs, Exceptional items and Taxation recorded a decrease of 7.67% at Rs. 5,0220.000 Million as against Rs. 5,4390.000 Million in the previous year. Similarly, Profit after tax declined by 11.62% at Rs. 3,3210.000 Million as against Rs. 3,7580.000 Million in the previous year. Vehicle in India. In September, 2014, the Company launched the New Generation Scorpio. The New Generation Scorpio is built on an all new platform and comes with contemporary styling and advanced technology features. New Generation Scorpio is all set to take the Scorpio brand to new heights.

 

The Scorpio posted record sales since launch and strengthened its iconic status with sales of over 50,000 units for the fourth successive year. The XUV500 continued to be the customer’s choice in the premium UV segment with sales of over 34,000 units in the year.

 

In the Pik-Up segment of commercial vehicles (LCV 2 to 3.5T), the Company strengthened its leadership position with a market share of 73.3% (a gain of 9.5% points). The Company recorded total sales of 8,912 commercial vehicles [including 5,413 LCVs in the LCV > 3.5T segment and 3,499 HCVs (Heavy Commercial Vehicles)] which is a growth of 9.2% over the previous year’s volumes of 8,161 commercial vehicles [including 5,876 LCVs in the LCV > 3.5T segment and 2,285 HCVs].

 

In the Overseas market, the Company’s volume grew 1.8% over the previous year. While the markets of Sri Lanka, Nepal, Bangladesh and Bhutan witnessed good growth, there was a decline in Chile and South Africa. During the year, the Company sold 27,556 vehicles and 2,640 three-wheelers in the overseas market as compared to 27,763 vehicles [including 452 vehicles sourced from the erstwhile “Trucks and Bus Division of Mahindra Trucks and Buses Limited” which subsequently got demerged into the Company] and 1,896 three-wheelers in the previous year.

 

Spare parts sales for the year stood at Rs. 1,6099.000 Million (including exports of Rs. 1040.400 Million) as compared to Rs. 1,4278.100 Million (including exports of Rs. 929.800 Million) in the previous year, registering a growth of 12.8%.

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

Mahindra and Mahindra Limited (MandM) or (Mahindra) is the flagship company of the Mahindra Group, which consists of 137 companies with diverse business interests across the globe and aggregate revenues of around US $ 16.9 billion. The Financial Year 2014-15 was characterised by an economic environment that was lukewarm. A below par monsoon affected domestic demand even while global demand remained sluggish. While, as compared to the previous year, the automotive industry was in better shape overall it is still some distance away from full recovery. During the year, the tractor industry also faced strong headwinds and steep industry slowdown. Impact of this sluggish economic environment was felt by the Company as well, with the Automotive Sector registering a decline of 8.3% in vehicle sales and tractor sales declining by 12.6%, respectively, compared to the previous year. Even amidst this scenario, the Company demonstrated its resilience, with a Net Income for the year of Rs. 39,7940.000 Million, a decline of only 3.5%, as compared to the previous year and Profit Before Tax of Rs. 4,1690.000 Million, a decline of only 4.6% over the previous year.

 

INDUSTRY STRUCTURE, OVERVIEW AND TRENDS

 

The Indian automotive industry comprises of a number of players, both Indian and multinational, with varying degrees of presence in different segments. Currently, nine of the top ten global automotive manufacturers have a presence in India, which clearly points to India’s importance as a strategic automotive market. After more than a decade of establishing a manufacturing base in India, MNC OEMs have garnered an 84.9% share of the domestic Passenger Vehicles (PV) market and are also increasingly using India as an export base. Currently, 22.1% of MNC production is exported from India. However, in the Commercial Vehicle (CV) space, Indian OEMs continue to dominate the industry with 96.1% market share.

 

Global Automotive Industry

 

In the calendar year (CY) 2014, global automotive sales stood at a record 88.2 million vehicles, a growth of around 3% over the previous year. This growth was primarily driven by China, USA and Japan, which collectively account for 52% of the global automotive market. Source: OICA (Organisation International des Constructeurs d’Automobiles). China retained the distinction of being the world’s largest automotive market for the 6th consecutive year with total sales of 23.5 million vehicles, a growth of around 7%. The US market

which had hit a low in 2008 has been on a slow recovery path registering a growth of 6% in CY 2014. However, the China- US market size gap widened to 6.6 million vehicles from 4.5 million vehicles in CY 2012.

 

European auto sales turned positive after two years of decline. Growth was seen in key markets like Germany (3%), France (0.2%) and Italy (5.1%). However, the UK market posted 9.5% growth on the back of stronger consumer confidence. The automotive markets in Brazil and Russia continued to decline for the second consecutive year. In CY 2014, the Brazilian automotive market was down 7.1% while the Russian automotive market registered a decline of 15.1%.

 

OUTLOOK – AUTOMOTIVE and FARM SECTORS

 

Both the Automotive and Farm Sectors strive to maintain their leadership position in the domestic market and at the same time explore global opportunities. Simultaneously, the Company continues its focus on achieving cost leadership through focused cost optimisation, productivity improvements, value engineering, improved efficiency measures like supply chain management and exploiting synergies between its sectors. The mid-term outlook for the Indian auto industry is very positive. SIAM (Society of Indian Automobile Manufacturers) has forecasted that the potential size of the Indian vehicle market (PV + CV) by the Financial Year 2018-19 will be as large as ~5.8 million vehicles (current size 3.8 million) which is an annual growth rate of 11%.

 

In the Financial Year 2015-16, growth in the automotive industry will be driven by economic recovery, overall positive sentiment in the country and increased investment in infrastructure. However, some challenges do exist in the short term, in the form of a low agri sentiment that impacts rural India in general. This aspect has to be carefully watched in the coming months when the monsoon will act as an important driver of sentiment.

 

The cost of ownership of vehicles is likely to see a marginal increase due to a rise in both fuel and commodity prices. However, interest rates are likely to soften from current levels. For the Financial Year 2015-16, SIAM forecasts single digit growth for the Indian auto industry. The Passenger Vehicle segment is expected to grow by 5-7%, LCV Goods by 3-5%, MHCV Goods by 12-14%, three wheelers by 2-4% and two wheelers by 7-9%.

 

On the export front, they see some opportunity for growth which will be aided by an upswing in the global auto industry, especially in the European Union and Africa. On the tractor front, the unseasonal rains in Q4F15, resulting in lower Rabi crop production, coupled with subdued crop prices, is expected to have a negative effect on agri incomes. This is also likely to have an adverse impact on domestic tractor demand in the early part of the Financial Year 2015-16. However, a timely and near normal monsoon has the potential to help improve the sentiment and lead to industry growth.

 

The impact of this is likely to be felt only in the latter part of the Financial Year 2015-16. On the international front, the Company plans to strengthen its presence in existing markets of USA, South and Central America, China, Africa and South East Asia and at the same evaluate opportunities in new geographies.

 

UNSECURED LOAN

 

(Rs. In Million)

Particulars

As on

31.03.2015

As on

31.03.2014

LONG TERM BORROWING

 

 

Debentures

5000.000

5000.00

Term Loans from Banks

9375.000

17974.500

Fixed Deposits

216.900

587.100

Other Loans

10549.400

10942.100

SHORT TERM BORROWING

 

 

Term Loan from Bank

1062.500

0.000

Fixed Deposits

0.000

6.900

Total

26203.800

34510.600

NOTE:

 

LONG TERM BORROWING

 

Debentures are Senior Redeemable Non-Convertible Debentures carrying an interest rate of 9.55% with a tenure of 50 years, repayable in July, 2063.

 

Term loans from banks comprise of :

 

USD External Commercial Borrowings carrying an average margin of 157 basis points over three month USD Libor and are repayable after five years and one day from the date of respective availment of loan i.e. Rs. 6250.000 Million in August, 2016 and Rs. 3125.000 Million in September, 2016. Rs. 9375.000 Million payable in February, 2016 is shown under current maturities of long term borrowings.

 

Fixed deposits are repayable three years from the date of deposit and carry an interest rate of 9.75%.

 

Other loans comprise deferred sales tax loans which are interest free and repayable in five equal installments after ten years from the year of availment of respective loan. These loans are repayable :

(Rs. In Million)

Particulars

As on

31.03.2015

As on

31.03.2014

(i) In the second year

595.100

390.800

(ii) In the third to fifth year

2698.900

2354.200

(iii) After five years

7255.400

8197.100

 

10549.400

10942.100

 

Current maturities in respect of long term borrowings have been included in Note 10 as under

 

(Rs. In Million)

Particulars

As on

31.03.2015

As on

31.03.2014

(i) Debentures/Bonds

1333.400

1333.400

(ii) Term Loans from Banks

9375.000

1559.000

(iii) Fixed Deposits

366.200

109.300

(iv) Other Loans

6.200

0.000

 

11080.800

3001.700

 

SHORT TERM BORROWING

 

Term loan from bank is an Export credit facility carrying interest rate of 0.58% and is repayable within a year from the date of availment of loan.

 

 

 

INDEX OF CHARGES

 

S.NO.

CHARGE ID

DATE OF CHARGE CREATION/MODIFICATION

CHARGE AMOUNT SECURED

CHARGE HOLDER

ADDRESS

SERVICE REQUEST NUMBER (SRN)

1

10144031

03/03/2009

4,000,000,000.00

AXIS TRUSTEE SERVICES LIMITED

MAKER TOWERS 'F', 13TH FLOOR, CUFFE PARADE, COLAB
A, MUMBAI, MAHARASHTRA - 400005, INDIA

A57476277

2

80017445

08/05/2004 *

20,000,000.00

BANK OF BARODA

INDUSTRIAL FINANCE BRANCH, MUMBAI, MAHARASHTRA - 4
00001, INDIA

-

3

80017447

16/08/2002 *

500,000,000.00

ICICI LIMITED

BACKBAY RECLAMATION, MUMBAI, MAHARASHTRA -400020,
INDIA

-

4

80017449

16/08/2002 *

1,000,000,000.00

ICICI LIMITED

BACKBAY RECLAMATION, MUMBAI, MAHARASHTRA -400020,
INDIA

-

5

80017450

06/09/2002 *

700,000,000.00

ICICI LIMITED

BACKBAY RECLAMATION, MUMBAI, MAHARASHTRA -400020,
INDIA

-

6

90172400

08/01/1996

30,000,000.00

INDIAN OVERSEAS BANK

762 ANNA SALAI, MADRAS, TAMIL NADU, INDIA

-

7

80017435

28/06/2000 *

61,600,000.00

ICICI LIMITED

BACKBAY RECLAMATION, MUMBAI, MAHARASHTRA -400020,
INDIA

-

8

80017433

28/06/2000 *

44,800,000.00

ICICI LIMITED

BACKBAY RECLAMATION, MUMBAI, MAHARASHTRA - 400020,
INDIA

-

9

80017432

21/09/1998 *

784,772,330.00

ICICI LIMITED

BACKBAY RECLAMATION, MUMBAI, MAHARASHTRA - 400020,
INDIA

-

10

90168101

27/04/1987

2,100,000.00

IND. FINANCE CORP. OF INDIA

BANK OF BARODA BUILD ., 16 SANSAD MARG P.O. BOX
NO. 363, NEW DELHI, DELHI - 110001, INDIA

-

 

* Date of charge modification

 

CONTINGENT LIABILITIES:

 

(Rs. in Million)

PARTICULARS

31.03.2015

31.03.2014

 

 

 

a)     Guarantees given by the Company

For other companies

13444.000

8965.300

 

(b) Claims against the Company not acknowledged as debts comprise of :

 

(i) Excise Duty, Sales Tax and Service Tax claims disputed by the Company relating to issues of applicability and classification aggregating Rs. 2,0032.600 Million before tax (2014 : Rs. 1,7507.700 Million before tax).

 

(ii) Other matters (excluding claims where amounts are not ascertainable): Rs. 285.300 Million before tax (2014 : Rs. 284.900 Million before tax).

 

(c) Taxation matters :

 

(i) Demands against the Company not acknowledged as debts and not provided for, relating to issues of deductibility and taxability in respect of which the Company is in appeal and exclusive of the effect of similar matters in respect of assessments remaining to be completed :

 

– Income-tax : Rs. 5264.900 Million (2014 : Rs. 4955.800 Million).

 

(ii) Items in respect of which the Company has succeeded in appeal, but the Income-tax Department is pursuing/likely to pursue in appeal/reference and exclusive of the effect of similar matters in respect of assessments remaining to be completed :

 

– Income-tax matters : Rs. 1536.500 Million (2014 : Rs. 1552.200 Million).

 

– Surtax matters : Rs. 1.300 Million (2014 : Rs. 1.300 Million).

 

(d) The Customs, Excise and Service Tax Appellate Tribunal (CESTAT) by its order dated 7th December, 2009 has rejected the Company’s appeal against the order dated 30th March, 2005 passed by the Commissioner of Central Excise (Adjudication), Navi Mumbai confirming the demand made on the Company for payment of differential excise duty (including penalty) of Rs. 3041.000 Million in connection with the classification of Company’s Commander range of vehicles, during the years 1991 to 1996. Whilst the Company had classified the Commander range of vehicles as 10-seater attracting a lower rate of excise duty, the Commissioner of Central Excise (Adjudication), Navi Mumbai, has held that these vehicles could not be classified as 10-seater as they did not fulfil the requirement of 10-seater vehicles, as provided under the Motor Vehicles Act, 1988 (MVA) read with Maharashtra Motor Vehicles Rules, 1989 (MMVR) and as such attracted a higher rate of excise duty. The Company has challenged the CESTAT order in the Supreme Court.

 

In earlier collateral proceedings on this issue, the CESTAT had, by an order dated 19th July, 2005 settled the controversy in the Company’s favour. The CESTAT had accepted the Company’s submission that MVA and MMVR could not be referred to for determining the classification for the purpose of levy of excise duty and rejected the Department’s appeal against the order of the Collector, Central Excise classifying the Commander range of vehicles as 10-seater. The Department had challenged the CESTAT order in the Supreme Court.

 

Without prejudice to the grounds raised in this appeal, the Company has paid an amount of Rs. 400.000 Million in January, 2010. The Supreme Court has admitted the Company’s appeal and has stayed the recovery of the balance amount till further orders.

 

Both these orders of the Tribunals were heard and disposed off by the Honourable Supreme Court, in August 2014. Since contrary views were expressed by the Tribunals in two parallel proceedings, the Honourable Supreme Court directed that a larger bench of the Tribunal be constituted to hear the appeals without expressing any opinion on the issues.

 

The Larger Bench of the CESTAT heard the matter in February, 2015 and by an order dated 27 February, 2015, remanded the matter to the Commissioner of Central Excise for consideration of the case afresh keeping all issues open.

 

The company strongly believes, based on legal advice it has received, that it has a good case on merits so as to ultimately succeed in the matter.

 

In another case relating to Armada range of vehicles manufactured during the years 1992 to 1996, by the Company at its Nashik facility, the Commissioner of Central Excise, Nashik passed an order dated 20th March, 2006 confirming a demand of Rs. 247.500 Million, on the same grounds as adopted for Commander range of vehicles. The CESTAT has given an unconditional stay against this order. The final hearing in this matter has been adjourned till the disposal of the appeal by the Supreme Court in the matter relating to Commander range of vehicles.

 

As such, the Company does not expect any liability on this account. However, in view of the CESTAT orders and subsequent proceedings, pending their final outcome, the Company has reflected the above amount aggregating Rs. 3288.500 Million (2014 : Rs. 3288.500 Million) and the interest of Rs. 3414.400 Million (2014 : Rs. 3053.400 Million) accrued on the same upto 31st March, 2015,

 

FIXED ASSETS:

·         Land

·         Buildings

·         Plant and Equipment

·         Office Equipment

·         Furniture and Fixture

·         Aircraft

·         Vehicles

·         Technical Knowhow

·         Development Expenditure

·         Computer Software

 

CMT REPORT (Corruption, Money Laundering & Terrorism]

 

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

 

1]         INFORMATION ON DESIGNATED PARTY

No exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

 

2]         Court Declaration :

No exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

 

3]         Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                                       None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                        None

 

6]         Records on Int’l Anti-Money Laundering Laws/Standards :

            Charges or investigation registered against subject:                                                        None

 

7]         Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

 

8]         Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

 

9]         Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

 

10]        Press Report :

            No press reports / filings exists on the subject.

 

 

CORPORATE GOVERNANCE

 

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

 

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

 

 

                                                                      CONTRAVENTION

 

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.64.03

UK Pound

1

Rs.99.72

Euro

1

Rs.70.88

 

 

INFORMATION DETAILS

 

Information Gathered by :

DIP

 

 

Analysis Done by :

SAN

 

 

Report Prepared by :

KVT


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

9

PAID-UP CAPITAL

1~10

9

OPERATING SCALE

1~10

9

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

9

--PROFITABILITY

1~10

8

--LIQUIDITY

1~10

9

--LEVERAGE

1~10

9

--RESERVES

1~10

9

--CREDIT LINES

1~10

9

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

YES

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

DEFAULTER

 

 

--RBI

YES/NO

NO

--EPF

YES/NO

NO

TOTAL

 

80

 

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.