About
CEAT Ltd
CEAT, the flagship company of RPG Group, was established in 1958 as Ceat Tyres of India Ltd in collaboration with Tata Group. CEAT produces best-in-class, high performance tyres for a wide range of vehicles, including tyres for 2/3 Wheelers, Passenger and Utility
Vehicles, Commercial Vehicles and Off-Highway Vehicles and produces over 45.07 Million Tyres in a year. The Company's business is manufacturing of automotive tyres, tubes and flaps.
CEAT has footprint in over 110 countries across the world. CEAT has 6 manufacturing plants and 17 outsourcing units and plants are located in Nashik, Mumbai, Halol, Ambernath,Chennai and Nagpur. Ambernath plant is undertaken by CEAT's wholly owned subsidiary. CEAT also has a manufacturing facility in Sri Lanka through its overseas joint ventures. CEAT is aggressively working on expanding its manufacturing capacities across product; categories for 2-Wheeler tyres in Nagpur, Commercial Vehicles Radial tyre plant in Halol and Off-Highway tyres in Ambernath while also setting up a greenfield facility for Passenger Car tyres in Chennai.
The company's network currently extends to more than 4,000 dealers & channel partners and over 35,000 sub-dealers. The company has 4 manufacturing facilities at Bhandup, Nashik, Nagpur and Halol and is setting up a green field project. It has its representative offices at Indonesia, Germany and the United Arab Emirates to serve customers in foreign markets.
CEAT Specialty Tyres Limited (CSTL), a wholly owned subsidiary of the Company, is engaged in manufacturing and sale of tyres for off-the-road vehicles and equipments, which find application across industries including ports, construction, mining and agriculture. CSTL has set up an overseas subsidiary viz. CEAT Specialty Tires Inc. in USA.
CEAT operates in Sri Lanka through a 50:50 Joint Venture (JV) named CEAT Kelani Holdings Company (Private) Ltd. Through CEAT Specialty Tyres Limited, its wholly owned subsidiary, CEAT has an off-highway tyre manufacturing plant at Ambernath, Maharashtra, which commenced commercial production in FY 2017-18. CEAT has invested heavily in the development of a state-of-the-art R&D centre at Halol to enable a funnel of innovative new products.
Ceat Ltd. was established with the main object to construct, produce, prepare, manufacture, press, vulcanize, repair, retread, purchase, sell, import and to deal in tyres, semi-tyres for all types of vehicles and inner tubes, flaps and repairs material in general.
In February 22, 1960, the first tyre rolled out from the company's factory at Bhandup in Mumbai. In the year 1972, they set up a Research and Development unit at their plant in Bhandup. In the year 1981, Deccan Fibre Glass Ltd was amalgamated with the company with effect from June 1, 1981.
In the year 1982, the RPG Group acquired the company. The company along with the Pradeshiya Industrial and Investment Corporation of UP Ltd. promoted a joint venture company, namely UPCOM Cables Ltd in technical collaboration with Ceat Cari of Italy.
During the year, CTI Investments Ltd, Ceat Investment Ltd and Ceat Finance Co Ltd became the wholly owned subsidiaries of the company. The company also entered into a collaboration agreement with Yokohama Rubber Company of Japan in order to keep abreast of the technological progress in the tyre industry as also developing radial tyres suitable to the Indian road conditions.
In the year 1983, Atlantic Holdings Ltd and Malabar Coastal Holdings Ltd, became the subsidiaries of the company. In the year 1987, the company entered into a technical collaboration agreement with Toray Industries Inc of Japan for setting up a factory for the production of nylon industrial yarn/cord and nylon tyre cord fabric at Malanpur, in Madhya Pradesh.
In the year 1988, the company entered into an agreement with Boseki Co Ltd, Japan for improved technology for expansion of the licensed capacity of the fibreglass division to 5,000 tonnes per annum. In August 1988, Meteoric Industrial Finance Co Pvt Ltd became a subsidiary of the company and in July 1989, Murphy India Ltd amalgamated with the company. Op-
The company changed their name from Ceat Tyres of India Ltd to Ceat Ltd on January 10, 1990. In the year 1993, the company entered into a collaboration agreement with Yokohama Rubber Company of Japan for the manufacture of Tyres at Nasik plant.
In the year 1996, the company launched a new radial car tyre 'Maestro', the first radial tyre in India to use state-of-the-art polyester tyre cord technology combined with steel belts. They also launched a new heavy-duty product 'Stamina', which is a light commercial vehicle tyre.
The radial tyre plant has commenced commercial production in Nasik and the formula one radial tyre was received in the market. Ceat is the first tyre company in India was awarded the International accreditation ISO/TS 16949 - 2002 Quality Standard Certification. The company entered into agreement with Pirelli of Italy for outsourcing radial tyres, which were marketed in the brand name, CEAT Spider Radials
During the year 2004-05, Malabar Coastal Holdings Ltd ceased to be a subsidiary company with effect from January 1, 2005. During the year 2005-06, CEAT Ventures Ltd, CEAT Holdings Ltd and Meteoric Industrial Finance Company Ltd, the wholly owned subsidiary companies amalgamated with the company with effect from April 1, 2006. During the year 2006-07, Associated Ceat Kelani Venture, the joint venture company in Sri Lanka commissioned their radial plant.
During the year 2007-08, the company proposes to set up two grassroot plants, one in Maharashtra for Specialty Tyres and the other for Radial Tyres for Cars, Utility Vehicles and Trucks at a total capital outlay of about Rs 900 crore. In March 2008, the company sold nearly seven acres of surplus land at Bhandup in Mumbai for Rs 1.3 billion.
During the year 2008-09, the company successfully implemented the scheme of arrangement and consequently, the investment undertaking of the company was transferred to CHI Investments Ltd with effect from July 1, 2007.
The company is in the process of setting up a plant in Halol, Gujarat with the initial capacity of 90 mt per day and a planned outlay of approximately Rs 500 crore. The plant is expected to be ready for commercial production during the financial year 2010-11.
CEAT has continuously focussed on new product launches and launched over a 100 new products in FY 2013-14. Product ranges like Gripp LN (low noise)' for passenger car radials and Zoom' for motorcycle tyres have been very successful. During the year under review, the company launched the Dhoom 3 branded, high-speed, special-edition tyres and also released video games based on the box-office monster. Its new Dhoom 3 tyre is targeted at the younger segment and has provided a boost to the company's image as a quality tyre manufacturer.
CEAT's R&D division rolled out over a hundred products between Sri Lanka and India, across categories, in FY 2013-14.
CEAT achieved a full ramp up of its Halol radial facility with 80 percent of its capacity utilisation in FY 2014.
During the year under review, Rado Tyres Limited became a subsidiary of the company pursuant to the Order dated August 5, 2013 passed by the Board of Industrial and Financial Reconstruction.
During the year under review, CEAT deferred a certain portion of its current maturities of long-term debt through fresh long-term funds, thereby improving the current ratio compared to the previous year. The company's robust performance enabled it to fetch a two-notch upgrade in the external credit rating assigned to its debt program, from BBB to A, by FITCH India Ratings. This will further strengthen the creditworthiness of the company in the market and help it improve on its finance cost.
Pursuant to the special resolution passed by the company's shareholders through Postal Ballot on March 7, 2012, CEAT had on March 12, 2012 issued and allotted 17,12,176 Warrants to one of the Promoter Group Companies viz Instant Holdings Limited (Instant) on a preferential basis convertible into an equal number of equity shares of face value of Rs 10/- each at a price of Rs 85.03 per Warrant. Of the said price, 25% was received upfront at the time of allotment. The Warrants were convertible into equity shares at the option of the allottee within a period of 18 months from the date of allotment, i.e. by September 11, 2013. The allottee exercised its option for conversion of the said warrants by paying the balance 75% i.e. Rs 63.77 per Warrant and accordingly, the said warrants were converted in to 17,12,176 equity shares and allotted to Instant on July 23, 2013. These 17,12,176 equity shares were listed on the BSE Limited and the National Stock Exchange of India Limited on August 27, 2013.
CEAT continued its focus on development of new products and launched a number of new products in FY 2014-15, which included tubeless tyres for 2-Wheelers, new size introduction for compact SUVs and off-road biking tyres. These products have received good responses in their respective markets and segments and contributed to 27% of the turnover. For CEAT's R&D division, the focus for the year was on developing products with superior grip, manifested in the dry and wet surface braking distance, to promote user safety without compromising on comfort.
CEAT Shoppe network, an exclusive retail channel of the company, reached closed to 200 outlets as compared to 125 plus outlets at the end of March 31, 2014. Further, to increase the reach to replacement market in lower pop strata, the company has also expanded its presence in the sub-urban and rural areas, mainly for 2-wheeler and passenger car tyres. As a result of this distribution drive the number of districts covered has gone up to 460 from almost 375 in last financial year.
During the year under review, CEAT embarked on a major capital expenditure programme to manufacture four wheeler passenger vehicle tyres and two/three wheeler tyres at its manufacturing facilities at Halol and Nagpur. CEAT Specialty Tyres Limited (CSTL) became a wholly owned subsidiary of CEAT with effect from 8 December 2014. Its business is manufacture and sale of tyres for off- the-road vehicles/equipment, which find application across industries including port, construction, mining and agriculture.
During the year under review, CEAT had, pursuant to the special resolution passed by the members at the AGM held on September 26, 2014 and through Postal Ballot on November 24, 2014, issued and allotted 44,94,382 equity shares at a price of Rs. 890/- per share aggregating to Rs. 40,000 Lacs to the eligible investors by way of Qualified Institutional Placement in accordance with the Chapter VIII of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 (ICDR). The said shares were listed on the BSE Limited and the National Stock Exchange of India Limited on December 1, 2014.
During the financial year ended 31 March 2016, CEAT launched a total of 70 new products. Notable product launches from CEAT in FY 2015-16 were Milaze, FuelSmarrt, CZAR Sport in PCR/UVR and Zoom Rad, Gripp XL, Pro Gripp and Milaze TL in the two-wheeler vehicle category. With regard to new product development, the high point for the year under review was product developments with superior grip, manifested in the dry and wet surface braking distance, to promote user safety without compromising on comfort.With an objective to penetrate further and improve customer reach, the Company continued to expand its distribution network. Further, to increase the reach in replacement market with lower population strata, the company has expanded its presence in the smaller towns and rural areas, through an extensive distributor network, mainly for two-wheeler and passenger car tyres. As a result, the number of districts covered has gone up to over 600 from around 460 in FY 2014-15. One key milestone for the company in the year gone by was adoption of its new purpose 'Making Mobility Safer and Smarter, Every day.
CEAT commissioned a greenfield unit for manufacturing two-three wheeler tyres at Butibori, near Nagpur, Maharashtra in March 2016. The company had undertaken expansion of capacity at its Halol Plant by 120 MT/day for manufacturing with a capital outlay of Rs. 650 Crores, which is expected to be fully ramped up by first quarter of FY 2017-18. Towards this, CEAT already commissioned a capacity of 39 MT/day by the end of March 2016.
In another key investment made during FY 2015-16, CEAT, through its subsidiary CEAT Specialty Tyres Limited (CSTL), invested in capacity for Off Highway Tyres (OHT) at Ambernath. The Ambernath land was transferred to CSTL in Q3 of FY 2015-16. During the year under review, CSTL commenced trading in Off- Highway tyres and sources these tyres from CEAT.
CEAT has been following an 'asset-light approach' for its manufacturing to conserve capital and increase returns to shareholders. Over the years, the company's outsourcing business has grown substantially both in terms of volumes and quality systems. Focus at the outsourcing units continues to be on two and three-wheeler vehicle tyre categories. During the year under review, CEAT's key OEM customer gave their approval to the company's outsourcing locations, which indicates their confidence in the quality of control systems initiated by the company at the partner locations.
During the year under review, CEAT's long term credit rating improved from A+ to AA- by its rating agencies viz. CARE and India Ratings (Fitch). The rating of AA- indicates high degree of safety regarding timely servicing of financial obligations and very low credit risk.
During the financial year ended 31 March 2017, CEAT launched a total of 92 new products across different product categories. A breakthrough innovation in the form of Puncture Safe' motorcycle tyres was launched to address a key pain area of customers. The company has filed a patent for the same. In the Truck and Bus Radial (TBR) segment, the company launched the 'WIN Series' and grew by 15% in the TBR replacement market. During the year under review, the company continued its efforts for channel expansion, in a bid to maximise customer reach.
In FY 2016-17, CEAT gained acceptance with premium brands in the OEM category viz. Royal Enfield Himalayan, Bajaj Vikrant, Honda Navi and Tork in two-wheelers and Verna Refresh, i10 refresh, Renault Sedan/ SUV and Nissan SUV in the PC/UV category.
During the year under review, CEAT completed the capacity expansion undertaken at its Halol Plant and ramped the capacity to 120MT/day. The company also set-up a green field manufacturing plant at Nagpur with an initial capacity of 120 MT/day for manufacture of two-three wheeler tyres at a capital outlay of Rs 420 crores. During the year under review, CEAT s wholly owned subsidiary CEAT Specialty Tyres Limited (CSTL) commenced setting up of its green field facility at Ambernath, in the State of Maharashtra with an initial capacity of 40 MT/ day, which would subsequently be ramped up to 100 MT/day, in the next phase.
Several marketing initiatives including Overdrive Kwid Drive from Delhi to Paris, MTV Roadies, MTV Chase the Monsoon and Mahindra Adventure were undertaken during the year. The company also strengthened its brand association with cricket through a bat endorsement by Ajinkya Rahane.
During the year under review, the long term credit rating of the company improved from 'AA-' to 'AA' with 'Stable' outlook by its rating agencies viz. CARE and India Ratings (Fitch). The rating of AA indicates high degree of safety regarding timely servicing of financial obligations and very low credit risk. A Stable' outlook indicates expected stability (or retention) of the credit ratings in the medium term on account of stable credit risk profile of the entity in the medium term.
During the year under review, CEAT discontinued its Fixed Deposit Scheme and repaid all the outstanding fixed deposits along with interest accrued up to 30 September 2016.
During the financial year ended 31 March 2018, CEAT became the first tyre company in the world, outside Japan, to receive the Deming Prize in 2017. The Deming Prize recognises companies that achieve business transformation by implementing Total Quality Management (TQM). The Deming Prize reinforces and consolidates the company's reputation as a high-quality producer of tyres and enables the company to gain ideal partner status for leading automobile companies in the world.
During the year under review, CEAT developed 65 new products. The company set up its European technical Centre at Frankfurt, Germany to focus on break through products for customers and focus on passenger segment. During the year under review, CEAT through its wholly owned subsidiary CEAT Specialty Tyres Limited commenced commercial production at the Ambernath plant for manufacture of off-the-road tyres for the specialty segment.
During the year under review, the company has launched a new safety initiative 'CEAT Safety Grip', yet another step towards making Mobility Safer and Smarter Everyday'. To overcome the common problem of tyre slippage faced by farmers, the company's Aayushmaan tyres offered superior grip leading to better yield and efficiency.
During the year under review, Tyresnmore Online Private Limited (TNM), a private limited company incorporated on June 2, 2014 having its registered office in New Delhi engaged in the business of selling automotive tyres, accessories and providing services of installing, fitting, wheel balancing and wheel alignment for automotive tyres, became an associate company of CEAT. On 23 June 2017, CEAT acquired approximate 31.93% of the fully diluted share capital of TNM by investing Rs 400 lacs through subscription of 50,855 Compulsorily Convertible Preference Shares (CCPS) of face of Rs 1 each and 100 Equity Shares of face of Rs 1 each of TNM.
During FY 2017-18, CEAT initiated a European Tech Centre in Frankfurt, Germany; to meet the stringent regulations and challenging requirements of the more matured European markets.
During the year 2018-19, the Company introduced 49 new products. The Company's network extends to more than 4,000 dealers and over 30,000 sub-dealers. The Company currently has 4 manufacturing facilities at Bhandup, Nashik, Nagpur and Halol and is setting up a new facility near Chennai. It has representative offices in Indonesia, Germany and the United Arab Emirates.
The Company's subsidiary, Rado Tyres Limited (RTL) has discontinued its operation after exploring all opportunities to revive /lease out the factory. The Government of Kerala gave their consent to close the factory permanently, vide their letter dated October 6, 2018. In order to reduce the losses, RTL had offered Voluntary Retirement Scheme (VRS) to all its employees and was successfully implemented.
During the year 2019, the Company invested a further amount of Rs. 300 Lacs through subscription of 12,741 CCPS of the face value of Rs. 1 each of TNM, and thereby holding 36.96% of the total share capital of TNM.
During the year, CEAT decided to merge CEAT Specialty Tyres Limited (CSTL) and the scheme was approved by the Board on April 3, 2019.
During the FY2020, the company spent towards Capex amounting to Rs 1028 crore.
During the year 2019-20, CEAT commissioned the initial phase of its greenfield project in Chennai, which has capacity to produce approximately up to 96 lacs tyres per annum of Passenger Car Radial Tyres when all the phases of the project is fully completed. CEAT's brownfield project in Nagpur is nearing completion of its first phase and the plant is likely to be commissioned in the coming financial year depending on supply and demand conditions. The capacity of the CEAT's 2-Wheeler Tyre capacity would be approximately 1.7 Crore tyres per annum when the project is fully completed. To date, CEAT has made investments in excess of Rs 2,000 Crore across its expansion projects in Chennai, Halol and Nagpur. More than Rs 3,500 Crores has been earmarked for capacity expansion projects and this includes investments made in Halol, Nagpur and Chennai capacity expansion. The remaining investments will be made in a staggered manner over the next 3 years.
The company ranked among top 20 companies having innovative diversity policies and practices by DivHERsity Award 2020. The company awarded for Best Risk Management Framework and Systems in Auto Ancillary segment from CNBC-TV18. The company also received Top Export Award by All India Rubber Industries Association for Excellence in Export for FY 2018-19. Also Awarded for Best Innovation in Employee Engagement and Best Use of Technology and Employee Engagement at Employee Engagement Summit and Awards 2020.
On 19 August 2020, the company received the certified copy of the order from NCLT,sanctioning the scheme of amalgamation of its subsidiary company CEAT Specialty Tyres Ltd with CEAT Ltd.The scheme takes effect from the Appointed Date being the 01 April 2019 and becomes operative from the effective date 01 September 2020.
The company has issued 2500 Non-Convertible Debentures of face value of Rs 10 lakhs each aggregating to Rs 250 crore on private placement in October 2020.
During FY 2021, Company automated certain processes forming part of Corporate Accounting, Export Collections, Import Collections, E-Collections and GST Vendor Reconciliation with the help of data analytics tools, automating routine tasks, transforming from manual data entry to digitized data collection and creating simplified dashboards.
During the year 2021, the Company took dedicated initiatives with focus on enhancing the efficiency of its operations. Plants in Bhandup, Nashik, Halol and Nagpur have progressed significantly in improving the energy efficiency. The plants in Chennai & Nagpur were awarded Platinum rating whereas, Halol plant received Gold rating by Indian Green Building Council (IGBC). It inaugurated 6th plant in India based in Kanchipuram near Chennai. This was followed by launch of Phase-II of Nagpur plant in August, 2020, which primarily caters to demands of two-wheeler tyre segment. The Company implemented Siemens' Manufacturing Execution System (MES) in its Nagpur and Chennai plants, while Halol plant already has a bespoke MES.
In FY 2020-21, the Company made several key strategic investments like investments into Computer Aided Designs (CADs), customization, Product LifeCycle Management (PLM) upgrades, supplier collaboration modules, simulation automation, material & testing lab digitization and Manufacturing Execution System (MES).
During the year 2021, the Company enhanced its production at the newly inaugurated greenfield manufacturing facility near Chennai for Passenger Vehicle Tyre and commissioned Phase-II of the Nagpur plant to produce 2-Wheeler Tyres for commercial purpose.
On April 20, 2022 the Company incorporated a wholly owned subsidiary, CEAT Auto Components Limited'. The Company launched industry first products like Colour Tread Wear Indicator (TWI). It launched a few new technologies at manufacturing plants such as 'Bias Belted Tyre technology' and 'Tandem Mixer' in Chennai and 'Intermix' at Halol In house bladder devulcanization technology & spring vent technology for 2W tyres. Digital Premier League (DPL) was launched in FY 2021-22 to create awareness and enhance digital skilling of its employees. In FY 2022, the Company commenced construction of its new Truck Bus Radial tyre capacity at its greenfield project in Chennai.
During FY 2020-21, CEAT Specialty Tyres Limited, a wholly-owned subsidiary of the Company, (the Transferor Company) was merged with the Company via Scheme of Amalgamation. And as a result of said Amalgamation, the assets and liabilities pertaining to the Transferor Company were transferred and vested into it, effective from April 1, 2019.
During the year 2022-23, 170 new products were launched. It launched a new platform for passenger utility vehicles in CrossDrive; It launched a new category of EV products range EnergyDrive (Passenger car), EnergyRide (2 Wheeler) and WinEnergyX3R (Truck Radial) etc. It launched Crossdrive AT, Energy Drive EV (TATA Nova, PSA eCCA4) apart from the products launched. It launched EV tyre platforms in India and Truck Bus Radial Tyres in Europe.
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CEAT Ltd
Company History
CEAT, the flagship company of RPG Group, was established in 1958 as Ceat Tyres of India Ltd in collaboration with Tata Group. CEAT produces best-in-class, high performance tyres for a wide range of vehicles, including tyres for 2/3 Wheelers, Passenger and Utility
Vehicles, Commercial Vehicles and Off-Highway Vehicles and produces over 45.07 Million Tyres in a year. The Company's business is manufacturing of automotive tyres, tubes and flaps.
CEAT has footprint in over 110 countries across the world. CEAT has 6 manufacturing plants and 17 outsourcing units and plants are located in Nashik, Mumbai, Halol, Ambernath,Chennai and Nagpur. Ambernath plant is undertaken by CEAT's wholly owned subsidiary. CEAT also has a manufacturing facility in Sri Lanka through its overseas joint ventures. CEAT is aggressively working on expanding its manufacturing capacities across product; categories for 2-Wheeler tyres in Nagpur, Commercial Vehicles Radial tyre plant in Halol and Off-Highway tyres in Ambernath while also setting up a greenfield facility for Passenger Car tyres in Chennai.
The company's network currently extends to more than 4,000 dealers & channel partners and over 35,000 sub-dealers. The company has 4 manufacturing facilities at Bhandup, Nashik, Nagpur and Halol and is setting up a green field project. It has its representative offices at Indonesia, Germany and the United Arab Emirates to serve customers in foreign markets.
CEAT Specialty Tyres Limited (CSTL), a wholly owned subsidiary of the Company, is engaged in manufacturing and sale of tyres for off-the-road vehicles and equipments, which find application across industries including ports, construction, mining and agriculture. CSTL has set up an overseas subsidiary viz. CEAT Specialty Tires Inc. in USA.
CEAT operates in Sri Lanka through a 50:50 Joint Venture (JV) named CEAT Kelani Holdings Company (Private) Ltd. Through CEAT Specialty Tyres Limited, its wholly owned subsidiary, CEAT has an off-highway tyre manufacturing plant at Ambernath, Maharashtra, which commenced commercial production in FY 2017-18. CEAT has invested heavily in the development of a state-of-the-art R&D centre at Halol to enable a funnel of innovative new products.
Ceat Ltd. was established with the main object to construct, produce, prepare, manufacture, press, vulcanize, repair, retread, purchase, sell, import and to deal in tyres, semi-tyres for all types of vehicles and inner tubes, flaps and repairs material in general.
In February 22, 1960, the first tyre rolled out from the company's factory at Bhandup in Mumbai. In the year 1972, they set up a Research and Development unit at their plant in Bhandup. In the year 1981, Deccan Fibre Glass Ltd was amalgamated with the company with effect from June 1, 1981.
In the year 1982, the RPG Group acquired the company. The company along with the Pradeshiya Industrial and Investment Corporation of UP Ltd. promoted a joint venture company, namely UPCOM Cables Ltd in technical collaboration with Ceat Cari of Italy.
During the year, CTI Investments Ltd, Ceat Investment Ltd and Ceat Finance Co Ltd became the wholly owned subsidiaries of the company. The company also entered into a collaboration agreement with Yokohama Rubber Company of Japan in order to keep abreast of the technological progress in the tyre industry as also developing radial tyres suitable to the Indian road conditions.
In the year 1983, Atlantic Holdings Ltd and Malabar Coastal Holdings Ltd, became the subsidiaries of the company. In the year 1987, the company entered into a technical collaboration agreement with Toray Industries Inc of Japan for setting up a factory for the production of nylon industrial yarn/cord and nylon tyre cord fabric at Malanpur, in Madhya Pradesh.
In the year 1988, the company entered into an agreement with Boseki Co Ltd, Japan for improved technology for expansion of the licensed capacity of the fibreglass division to 5,000 tonnes per annum. In August 1988, Meteoric Industrial Finance Co Pvt Ltd became a subsidiary of the company and in July 1989, Murphy India Ltd amalgamated with the company. Op-
The company changed their name from Ceat Tyres of India Ltd to Ceat Ltd on January 10, 1990. In the year 1993, the company entered into a collaboration agreement with Yokohama Rubber Company of Japan for the manufacture of Tyres at Nasik plant.
In the year 1996, the company launched a new radial car tyre 'Maestro', the first radial tyre in India to use state-of-the-art polyester tyre cord technology combined with steel belts. They also launched a new heavy-duty product 'Stamina', which is a light commercial vehicle tyre.
The radial tyre plant has commenced commercial production in Nasik and the formula one radial tyre was received in the market. Ceat is the first tyre company in India was awarded the International accreditation ISO/TS 16949 - 2002 Quality Standard Certification. The company entered into agreement with Pirelli of Italy for outsourcing radial tyres, which were marketed in the brand name, CEAT Spider Radials
During the year 2004-05, Malabar Coastal Holdings Ltd ceased to be a subsidiary company with effect from January 1, 2005. During the year 2005-06, CEAT Ventures Ltd, CEAT Holdings Ltd and Meteoric Industrial Finance Company Ltd, the wholly owned subsidiary companies amalgamated with the company with effect from April 1, 2006. During the year 2006-07, Associated Ceat Kelani Venture, the joint venture company in Sri Lanka commissioned their radial plant.
During the year 2007-08, the company proposes to set up two grassroot plants, one in Maharashtra for Specialty Tyres and the other for Radial Tyres for Cars, Utility Vehicles and Trucks at a total capital outlay of about Rs 900 crore. In March 2008, the company sold nearly seven acres of surplus land at Bhandup in Mumbai for Rs 1.3 billion.
During the year 2008-09, the company successfully implemented the scheme of arrangement and consequently, the investment undertaking of the company was transferred to CHI Investments Ltd with effect from July 1, 2007.
The company is in the process of setting up a plant in Halol, Gujarat with the initial capacity of 90 mt per day and a planned outlay of approximately Rs 500 crore. The plant is expected to be ready for commercial production during the financial year 2010-11.
CEAT has continuously focussed on new product launches and launched over a 100 new products in FY 2013-14. Product ranges like Gripp LN (low noise)' for passenger car radials and Zoom' for motorcycle tyres have been very successful. During the year under review, the company launched the Dhoom 3 branded, high-speed, special-edition tyres and also released video games based on the box-office monster. Its new Dhoom 3 tyre is targeted at the younger segment and has provided a boost to the company's image as a quality tyre manufacturer.
CEAT's R&D division rolled out over a hundred products between Sri Lanka and India, across categories, in FY 2013-14.
CEAT achieved a full ramp up of its Halol radial facility with 80 percent of its capacity utilisation in FY 2014.
During the year under review, Rado Tyres Limited became a subsidiary of the company pursuant to the Order dated August 5, 2013 passed by the Board of Industrial and Financial Reconstruction.
During the year under review, CEAT deferred a certain portion of its current maturities of long-term debt through fresh long-term funds, thereby improving the current ratio compared to the previous year. The company's robust performance enabled it to fetch a two-notch upgrade in the external credit rating assigned to its debt program, from BBB to A, by FITCH India Ratings. This will further strengthen the creditworthiness of the company in the market and help it improve on its finance cost.
Pursuant to the special resolution passed by the company's shareholders through Postal Ballot on March 7, 2012, CEAT had on March 12, 2012 issued and allotted 17,12,176 Warrants to one of the Promoter Group Companies viz Instant Holdings Limited (Instant) on a preferential basis convertible into an equal number of equity shares of face value of Rs 10/- each at a price of Rs 85.03 per Warrant. Of the said price, 25% was received upfront at the time of allotment. The Warrants were convertible into equity shares at the option of the allottee within a period of 18 months from the date of allotment, i.e. by September 11, 2013. The allottee exercised its option for conversion of the said warrants by paying the balance 75% i.e. Rs 63.77 per Warrant and accordingly, the said warrants were converted in to 17,12,176 equity shares and allotted to Instant on July 23, 2013. These 17,12,176 equity shares were listed on the BSE Limited and the National Stock Exchange of India Limited on August 27, 2013.
CEAT continued its focus on development of new products and launched a number of new products in FY 2014-15, which included tubeless tyres for 2-Wheelers, new size introduction for compact SUVs and off-road biking tyres. These products have received good responses in their respective markets and segments and contributed to 27% of the turnover. For CEAT's R&D division, the focus for the year was on developing products with superior grip, manifested in the dry and wet surface braking distance, to promote user safety without compromising on comfort.
CEAT Shoppe network, an exclusive retail channel of the company, reached closed to 200 outlets as compared to 125 plus outlets at the end of March 31, 2014. Further, to increase the reach to replacement market in lower pop strata, the company has also expanded its presence in the sub-urban and rural areas, mainly for 2-wheeler and passenger car tyres. As a result of this distribution drive the number of districts covered has gone up to 460 from almost 375 in last financial year.
During the year under review, CEAT embarked on a major capital expenditure programme to manufacture four wheeler passenger vehicle tyres and two/three wheeler tyres at its manufacturing facilities at Halol and Nagpur. CEAT Specialty Tyres Limited (CSTL) became a wholly owned subsidiary of CEAT with effect from 8 December 2014. Its business is manufacture and sale of tyres for off- the-road vehicles/equipment, which find application across industries including port, construction, mining and agriculture.
During the year under review, CEAT had, pursuant to the special resolution passed by the members at the AGM held on September 26, 2014 and through Postal Ballot on November 24, 2014, issued and allotted 44,94,382 equity shares at a price of Rs. 890/- per share aggregating to Rs. 40,000 Lacs to the eligible investors by way of Qualified Institutional Placement in accordance with the Chapter VIII of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 (ICDR). The said shares were listed on the BSE Limited and the National Stock Exchange of India Limited on December 1, 2014.
During the financial year ended 31 March 2016, CEAT launched a total of 70 new products. Notable product launches from CEAT in FY 2015-16 were Milaze, FuelSmarrt, CZAR Sport in PCR/UVR and Zoom Rad, Gripp XL, Pro Gripp and Milaze TL in the two-wheeler vehicle category. With regard to new product development, the high point for the year under review was product developments with superior grip, manifested in the dry and wet surface braking distance, to promote user safety without compromising on comfort.With an objective to penetrate further and improve customer reach, the Company continued to expand its distribution network. Further, to increase the reach in replacement market with lower population strata, the company has expanded its presence in the smaller towns and rural areas, through an extensive distributor network, mainly for two-wheeler and passenger car tyres. As a result, the number of districts covered has gone up to over 600 from around 460 in FY 2014-15. One key milestone for the company in the year gone by was adoption of its new purpose 'Making Mobility Safer and Smarter, Every day.
CEAT commissioned a greenfield unit for manufacturing two-three wheeler tyres at Butibori, near Nagpur, Maharashtra in March 2016. The company had undertaken expansion of capacity at its Halol Plant by 120 MT/day for manufacturing with a capital outlay of Rs. 650 Crores, which is expected to be fully ramped up by first quarter of FY 2017-18. Towards this, CEAT already commissioned a capacity of 39 MT/day by the end of March 2016.
In another key investment made during FY 2015-16, CEAT, through its subsidiary CEAT Specialty Tyres Limited (CSTL), invested in capacity for Off Highway Tyres (OHT) at Ambernath. The Ambernath land was transferred to CSTL in Q3 of FY 2015-16. During the year under review, CSTL commenced trading in Off- Highway tyres and sources these tyres from CEAT.
CEAT has been following an 'asset-light approach' for its manufacturing to conserve capital and increase returns to shareholders. Over the years, the company's outsourcing business has grown substantially both in terms of volumes and quality systems. Focus at the outsourcing units continues to be on two and three-wheeler vehicle tyre categories. During the year under review, CEAT's key OEM customer gave their approval to the company's outsourcing locations, which indicates their confidence in the quality of control systems initiated by the company at the partner locations.
During the year under review, CEAT's long term credit rating improved from A+ to AA- by its rating agencies viz. CARE and India Ratings (Fitch). The rating of AA- indicates high degree of safety regarding timely servicing of financial obligations and very low credit risk.
During the financial year ended 31 March 2017, CEAT launched a total of 92 new products across different product categories. A breakthrough innovation in the form of Puncture Safe' motorcycle tyres was launched to address a key pain area of customers. The company has filed a patent for the same. In the Truck and Bus Radial (TBR) segment, the company launched the 'WIN Series' and grew by 15% in the TBR replacement market. During the year under review, the company continued its efforts for channel expansion, in a bid to maximise customer reach.
In FY 2016-17, CEAT gained acceptance with premium brands in the OEM category viz. Royal Enfield Himalayan, Bajaj Vikrant, Honda Navi and Tork in two-wheelers and Verna Refresh, i10 refresh, Renault Sedan/ SUV and Nissan SUV in the PC/UV category.
During the year under review, CEAT completed the capacity expansion undertaken at its Halol Plant and ramped the capacity to 120MT/day. The company also set-up a green field manufacturing plant at Nagpur with an initial capacity of 120 MT/day for manufacture of two-three wheeler tyres at a capital outlay of Rs 420 crores. During the year under review, CEAT s wholly owned subsidiary CEAT Specialty Tyres Limited (CSTL) commenced setting up of its green field facility at Ambernath, in the State of Maharashtra with an initial capacity of 40 MT/ day, which would subsequently be ramped up to 100 MT/day, in the next phase.
Several marketing initiatives including Overdrive Kwid Drive from Delhi to Paris, MTV Roadies, MTV Chase the Monsoon and Mahindra Adventure were undertaken during the year. The company also strengthened its brand association with cricket through a bat endorsement by Ajinkya Rahane.
During the year under review, the long term credit rating of the company improved from 'AA-' to 'AA' with 'Stable' outlook by its rating agencies viz. CARE and India Ratings (Fitch). The rating of AA indicates high degree of safety regarding timely servicing of financial obligations and very low credit risk. A Stable' outlook indicates expected stability (or retention) of the credit ratings in the medium term on account of stable credit risk profile of the entity in the medium term.
During the year under review, CEAT discontinued its Fixed Deposit Scheme and repaid all the outstanding fixed deposits along with interest accrued up to 30 September 2016.
During the financial year ended 31 March 2018, CEAT became the first tyre company in the world, outside Japan, to receive the Deming Prize in 2017. The Deming Prize recognises companies that achieve business transformation by implementing Total Quality Management (TQM). The Deming Prize reinforces and consolidates the company's reputation as a high-quality producer of tyres and enables the company to gain ideal partner status for leading automobile companies in the world.
During the year under review, CEAT developed 65 new products. The company set up its European technical Centre at Frankfurt, Germany to focus on break through products for customers and focus on passenger segment. During the year under review, CEAT through its wholly owned subsidiary CEAT Specialty Tyres Limited commenced commercial production at the Ambernath plant for manufacture of off-the-road tyres for the specialty segment.
During the year under review, the company has launched a new safety initiative 'CEAT Safety Grip', yet another step towards making Mobility Safer and Smarter Everyday'. To overcome the common problem of tyre slippage faced by farmers, the company's Aayushmaan tyres offered superior grip leading to better yield and efficiency.
During the year under review, Tyresnmore Online Private Limited (TNM), a private limited company incorporated on June 2, 2014 having its registered office in New Delhi engaged in the business of selling automotive tyres, accessories and providing services of installing, fitting, wheel balancing and wheel alignment for automotive tyres, became an associate company of CEAT. On 23 June 2017, CEAT acquired approximate 31.93% of the fully diluted share capital of TNM by investing Rs 400 lacs through subscription of 50,855 Compulsorily Convertible Preference Shares (CCPS) of face of Rs 1 each and 100 Equity Shares of face of Rs 1 each of TNM.
During FY 2017-18, CEAT initiated a European Tech Centre in Frankfurt, Germany; to meet the stringent regulations and challenging requirements of the more matured European markets.
During the year 2018-19, the Company introduced 49 new products. The Company's network extends to more than 4,000 dealers and over 30,000 sub-dealers. The Company currently has 4 manufacturing facilities at Bhandup, Nashik, Nagpur and Halol and is setting up a new facility near Chennai. It has representative offices in Indonesia, Germany and the United Arab Emirates.
The Company's subsidiary, Rado Tyres Limited (RTL) has discontinued its operation after exploring all opportunities to revive /lease out the factory. The Government of Kerala gave their consent to close the factory permanently, vide their letter dated October 6, 2018. In order to reduce the losses, RTL had offered Voluntary Retirement Scheme (VRS) to all its employees and was successfully implemented.
During the year 2019, the Company invested a further amount of Rs. 300 Lacs through subscription of 12,741 CCPS of the face value of Rs. 1 each of TNM, and thereby holding 36.96% of the total share capital of TNM.
During the year, CEAT decided to merge CEAT Specialty Tyres Limited (CSTL) and the scheme was approved by the Board on April 3, 2019.
During the FY2020, the company spent towards Capex amounting to Rs 1028 crore.
During the year 2019-20, CEAT commissioned the initial phase of its greenfield project in Chennai, which has capacity to produce approximately up to 96 lacs tyres per annum of Passenger Car Radial Tyres when all the phases of the project is fully completed. CEAT's brownfield project in Nagpur is nearing completion of its first phase and the plant is likely to be commissioned in the coming financial year depending on supply and demand conditions. The capacity of the CEAT's 2-Wheeler Tyre capacity would be approximately 1.7 Crore tyres per annum when the project is fully completed. To date, CEAT has made investments in excess of Rs 2,000 Crore across its expansion projects in Chennai, Halol and Nagpur. More than Rs 3,500 Crores has been earmarked for capacity expansion projects and this includes investments made in Halol, Nagpur and Chennai capacity expansion. The remaining investments will be made in a staggered manner over the next 3 years.
The company ranked among top 20 companies having innovative diversity policies and practices by DivHERsity Award 2020. The company awarded for Best Risk Management Framework and Systems in Auto Ancillary segment from CNBC-TV18. The company also received Top Export Award by All India Rubber Industries Association for Excellence in Export for FY 2018-19. Also Awarded for Best Innovation in Employee Engagement and Best Use of Technology and Employee Engagement at Employee Engagement Summit and Awards 2020.
On 19 August 2020, the company received the certified copy of the order from NCLT,sanctioning the scheme of amalgamation of its subsidiary company CEAT Specialty Tyres Ltd with CEAT Ltd.The scheme takes effect from the Appointed Date being the 01 April 2019 and becomes operative from the effective date 01 September 2020.
The company has issued 2500 Non-Convertible Debentures of face value of Rs 10 lakhs each aggregating to Rs 250 crore on private placement in October 2020.
During FY 2021, Company automated certain processes forming part of Corporate Accounting, Export Collections, Import Collections, E-Collections and GST Vendor Reconciliation with the help of data analytics tools, automating routine tasks, transforming from manual data entry to digitized data collection and creating simplified dashboards.
During the year 2021, the Company took dedicated initiatives with focus on enhancing the efficiency of its operations. Plants in Bhandup, Nashik, Halol and Nagpur have progressed significantly in improving the energy efficiency. The plants in Chennai & Nagpur were awarded Platinum rating whereas, Halol plant received Gold rating by Indian Green Building Council (IGBC). It inaugurated 6th plant in India based in Kanchipuram near Chennai. This was followed by launch of Phase-II of Nagpur plant in August, 2020, which primarily caters to demands of two-wheeler tyre segment. The Company implemented Siemens' Manufacturing Execution System (MES) in its Nagpur and Chennai plants, while Halol plant already has a bespoke MES.
In FY 2020-21, the Company made several key strategic investments like investments into Computer Aided Designs (CADs), customization, Product LifeCycle Management (PLM) upgrades, supplier collaboration modules, simulation automation, material & testing lab digitization and Manufacturing Execution System (MES).
During the year 2021, the Company enhanced its production at the newly inaugurated greenfield manufacturing facility near Chennai for Passenger Vehicle Tyre and commissioned Phase-II of the Nagpur plant to produce 2-Wheeler Tyres for commercial purpose.
On April 20, 2022 the Company incorporated a wholly owned subsidiary, CEAT Auto Components Limited'. The Company launched industry first products like Colour Tread Wear Indicator (TWI). It launched a few new technologies at manufacturing plants such as 'Bias Belted Tyre technology' and 'Tandem Mixer' in Chennai and 'Intermix' at Halol In house bladder devulcanization technology & spring vent technology for 2W tyres. Digital Premier League (DPL) was launched in FY 2021-22 to create awareness and enhance digital skilling of its employees. In FY 2022, the Company commenced construction of its new Truck Bus Radial tyre capacity at its greenfield project in Chennai.
During FY 2020-21, CEAT Specialty Tyres Limited, a wholly-owned subsidiary of the Company, (the Transferor Company) was merged with the Company via Scheme of Amalgamation. And as a result of said Amalgamation, the assets and liabilities pertaining to the Transferor Company were transferred and vested into it, effective from April 1, 2019.
During the year 2022-23, 170 new products were launched. It launched a new platform for passenger utility vehicles in CrossDrive; It launched a new category of EV products range EnergyDrive (Passenger car), EnergyRide (2 Wheeler) and WinEnergyX3R (Truck Radial) etc. It launched Crossdrive AT, Energy Drive EV (TATA Nova, PSA eCCA4) apart from the products launched. It launched EV tyre platforms in India and Truck Bus Radial Tyres in Europe.
.
CEAT Ltd
Directors Reports
To,
The Members of CEAT Limited,
The Directors of the Company are pleased to present their Sixty-Fourth
report, together with the Standalone and Consolidated Audited Financial Statements of the
Company for the year ended March 31, 2023.
FINANCIAL SUMMARY AND HIGHLIGHTS
Standalone
(Rs. in Lacs)
Particulars |
FY 2022-23 |
FY 2021-22 |
| Total Revenue |
11,30,192 |
9,34,082 |
| Total Expenses (excluding exceptional items) |
10,99,429 |
9,25,067 |
| Profit Before Taxation |
27,421 |
7,724 |
Tax expense: |
|
|
| - Current Tax |
(368) |
(1,810) |
| - Deferred Tax charge / (credit) |
7,162 |
4,101 |
| Profit for the period |
20,627 |
5,433 |
| Other Comprehensive Income |
|
|
| Items that will not be reclassified to profit
or loss: |
|
|
| - Remeasurement gains / (losses) on defined
benefit plans |
(990) |
592 |
| - Income tax relating to the above |
249 |
(149) |
| Items that will be reclassified to profit or
loss: |
|
|
| - Effective portion of gains (losses) on
hedging instruments in cash flow hedges |
1,150 |
(56) |
| - Income tax relating to the above |
(289) |
14 |
Total Comprehensive Income for the year |
20,747 |
5,834 |
Consolidated
Particulars |
FY 2022-23 |
FY 2021-22 |
| Total Revenue |
11,33,182 |
9,37,481 |
| Total Expenses (excluding exceptional items) |
11,05,248 |
9,29,577 |
| Profit Before Taxation |
25,414 |
9,488 |
Tax expense: |
|
|
| - Current Tax |
186 |
(1,197) |
| - Deferred Tax charge / (credit) |
6,989 |
3,627 |
| Profit after tax, non-controlling interest
and share of profit from Joint Venture |
18,239 |
7,058 |
| Other Comprehensive Income |
|
|
| Items that will not be reclassified to profit
or loss: |
|
|
| - Remeasurement gains / (losses) on defined
benefit plans |
(817) |
550 |
| - Income tax relating to the above |
197 |
(141) |
| Items that will be reclassified to profit or
loss: |
|
|
| - Effective portion of gains (losses) on
hedging instruments in cash flow hedges |
1,150 |
(56) |
| - Exchange differences on translating the
financial statements of a foreign operation |
(918) |
(4,569) |
| - Income tax relating to movement in cash
flow hedges |
(289) |
14 |
Total Comprehensive Income for the year |
17,562 |
2,856 |
In the preparation of Financial Statements, no treatment different from
that prescribed in the relevant Accounting Standards has been followed.
During the year under review, on a standalone basis, the Company
recorded net revenue from operations of Rs. 11,26,326 Lacs, higher by 21%, compared to RS.
9,31,263 Lacs of the last financial year. The Company recorded a net profit of Rs.20,627
Lacs against a net profit of Rs. 5,433 Lacs of the last financial year. The Company's
EBITDA stood at Rs. 97,726 Lacs, an increase of 39% over EBITDA of Rs. 70,107 Lacs of the
last financial year. On a consolidated basis, the Company recorded net revenue from
operations of Rs. 11,31,488 Lacs, higher by 21%, compared to Rs. 9,36,341 Lacs for the
last financial year. The Company recorded a net profit of Rs. 18,239 Lacs, against a net
profit of Rs. 7,058 Lacs of the last financial year. The Company's EBITDA stood at
Rs. 98,203 Lacs, an increase of 33% over EBITDA of Rs. 73,854 Lacs of the last financial
year.
STATE OF COMPANY'S AFFAIRS
Domestic demand situation remained healthy as normalcy returned across
all walks of life with the Covid pandemic subsiding, while export growth was impacted by
global macro headwinds. Overall volumes grew by about 11.3% over FY 2021-22. Margins
remained under pressure during H1/FY23 after which there was a recovery aided by
moderating raw material prices. The Company continued its efforts towards better
management of working capital, operating cash flows and controlling capital expenditure
and borrowings. The Company continued to grow its reach in local as well as global
markets. The Company operates 6 (six) manufacturing facilities at Mumbai, Ambernath,
Nashik, Nagpur, Halol and Chennai and has a network of more than 5,200+ dealers, 600+
distributors and over 58,000+ sub-dealers. The Company currently has representative
offices in Indonesia, United Arab Emirates, the Philippines and an R&D centre at
Germany.
The Company as part of its drive towards ‘Industry 4.0'
achieved a significant milestone of ‘Lighthouse' recognition by the World
Economic Forum for its Halol plant. This is the first such recognition in the tyre
industry globally. Thrust on technology upgradation and R&D continued for the existing
as well as new products. The Company launched EV tyre platforms in India and Truck Bus
Radial Tyres in Europe.
With regard to sustainability, the Company had institutionalised its
purpose through the organisation-wide adoption of its purpose statement in 2015 and has
been working consistently towards these goals. Further progress on this front and various
initiatives being taken under the ambit of Environment, Social and Governance
(‘ESG') are more particularly described under the relevant sections as reported
in this Integrated Annual Report as well as the Business Responsibility and Sustainability
Report. The Company has begun making its mark in ESG and has achieved a higher score of 49
for FY 22 from the previous year score of 39, as assessed under the Corporate
Sustainability Assessment by S&P Global, showing a notable improvement in this
direction.
The Competition Commission of India (‘CCI') on February 02,
2022 had released its order dated August 31, 2018 against the Company and other Tyre
Manufacturers and also the Automotive Tyre Manufacturer Association (‘ATMA')
concerning contravention of the provisions of the Competition Act, 2002 in the year
2011-12 and imposed a penalty of Rs. 25,216 lacs on the Company. The Company had filed an
appeal against the CCI Order before the Honourable National Company Law Appellate Tribunal
(‘NCLAT'). NCLAT in its order dated December 01, 2022, has remitted the matter
to the CCI to reexamine the order and to consider reviewing the penalty pointing out
certain errors leading to wrong conclusions. CCI has filed an Appeal before the
Hon'ble Supreme Court against the Order passed by the NCLAT. Company is also a
Respondent in the said Appeal. After hearing the CCI, the Hon'ble Supreme Court on
April 10, 2023 has issued notice to all respondents returnable in September, 2023. No
interim order has been passed by the Hon'ble Supreme Court.
More details on the Company's business vis-?-vis the overall
industry, economy, markets and future outlook, etc. are given in the Management Discussion
and Analysis section which forms part of this Integrated Annual Report.
MATERIAL CHANGES AND COMMITMENTS, IF ANY AFFECTING THE FINANCIAL
POSITION OF THE COMPANY
There are no material changes and commitments, affecting the financial
position of the Company which has occurred between the close of the Financial Year as on
March 31, 2023, to which the Financial Statement relate and the date of this Report.
DIVIDEND
Considering the profits for the year under review and keeping in view
capital expenditure requirements of the Company, your Directors are pleased to recommend
the dividend of RS. 12 (i.e. 120%) per equity share of face value RS. 10/- each for the
Financial Year ended March 31, 2023.
DIVIDEND DISTRIBUTION POLICY
Pursuant to Regulation 43A of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations), the Company has
adopted the Dividend Distribution Policy which is available at https://www.ceat.com/
investors/corporate-governance.html.
TRANSFER TO RESERVE
As permitted under the Companies Act, 2013 (‘the Act'), the
Directors do not propose to transfer any sum to the General Reserve pertaining to FY
2022-23.
SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES
At the end of the year under review, the Company had the following 7
(seven) subsidiaries namely Rado Tyres Limited, Kochi, India, CEAT Auto Components
Limited, Mumbai, India, Taabi Mobility Limited, Mumbai, India, Associated CEAT Holdings
Company (Private) Limited, Colombo, Sri Lanka, CEAT AKKHAN LTD, Dhaka, Bangladesh, CEAT
Specialty Tyres B.V, Netherlands, CEAT Specialty Tires Inc., USA and an Associate Company
viz. Tyresnmore Online Private Limited, Delhi, India.
Rado Tyres Limited
Rado Tyres Limited (‘RTL') having stopped its operations
since 2018 did not report any operating income for FY 2022-23, however, reported other
income of Rs. 24.75 Lacs mainly from interest on Fixed Deposits (previous year Rs. 20.09
Lacs mainly from sale of its non-current assets) and a net profit of RS. 7.88 Lacs
(previous year profit H1.44 Lac).
As RTL has no other business activity, the accounts for the financial
year under review have not been prepared on a going concern basis.
CEAT Auto Components Limited
CEAT Auto Components Limited (‘CACL') was incorporated on
April 20, 2022 and did not have any operations during the year. CACL had no income and
reported net loss of RS. 0.006 Lacs for FY 2022-23.
Taabi Mobility Limited
Taabi Mobility Limited (‘TBL') was incorporated on September
16, 2022 and reported other income of RS. 0.62 Lacs mainly from interest on Fixed Deposits
and a net profit of RS. 0.41 Lacs for FY 2022-23.
OVERSEAS SUBSIDIARIES
CEAT Specialty Tyres B.V., Netherlands
During the year under review, CEAT Specialty Tyres B.V., Netherlands
(‘CSTBV') registered a higher revenue of Euro 12.26 Lacs (Rs. 1,025.67 Lacs) as
compared to Euro 8.81 Lacs (RS. 762.99 Lacs) in FY 2021-22. The profit after tax for FY
2022-23 has increased by 47 % to Euro 0.81 Lacs (RS. 68 Lacs) as compared to Euro 0.55
Lacs (RS. 49 Lacs) in FY 2021-22.
CEAT Specialty Tires Inc., USA
During the year under review, CEAT Specialty Tires Inc., USA
(‘CSTI') registered a higher revenue of USD 20.27 Lacs (RS. 1,629.81 Lacs) as
compared to USD 11.82 Lacs (RS. 880.94 Lacs) in FY 2021-22. The profit after tax for FY
2022-23 has increased by 181% to USD 1.49 Lacs (RS. 119.82 Lacs) as compared to USD 0.53
Lacs (RS. 39.61 Lacs) in FY 2021-22. Details of Associated CEAT Holdings Company (Private)
Limited, Colombo, Sri Lanka and CEAT AKKHAN LTD, Dhaka, Bangladesh are given below under
the heads ‘Joint Venture in Sri Lanka' and ‘Joint Venture in
Bangladesh'.
Joint Venture in Sri Lanka
Associated CEAT Holdings Company (Private) Limited (‘ACHL'),
the Company's investment arm in Sri Lanka, has a 50:50 joint venture company viz.
CEAT-Kelani Holdings Private Limited which operates 2 (two) manufacturing plants through
its wholly owned subsidiaries in Sri Lanka.
During the year under review, ACHL registered a higher revenue of LKR
237.56 Lacs (RS. 53.37 Lacs) as compared to LKR 48 Lacs (RS. 17 Lacs) in FY 2021-22. The
profit after tax for FY 2022-23 has decreased by 98% to LKR 168.57 Lacs (RS. 37.87 Lacs)
as compared to LKR 8,503 Lacs (RS. 3,116 Lacs) in FY 2021-22. ACHL's joint venture
continues to enjoy the overall market leadership in all categories of tyres in Sri Lanka.
ACHL has been consistently paying dividends and during the year under review, paid a
dividend to the Company of RS. 2,240 Lacs as compared to RS. 1,581 Lacs paid during the
last year.
The economic situation in Sri Lanka continues to have a bearing on
supply chain, import clearances, raw material prices and cost of operations amongst
others. The Company is closely monitoring the same and taking relevant mitigation steps.
As part of a restructuring, effective March 31, 2022, Asian Tyres
Limited and effective March 31, 2023 Ceat Kelani Radials (Pvt) Limited merged into their
holding company CEAT Kelani International Tyres (Pvt) Limited.
Joint Venture in Bangladesh
CEAT AKKHAN LTD (‘CAL') is a 70:30 joint venture of the
Company in Bangladesh. CAL is locally selling CEAT branded automotive tyres. For the year
under review, the revenue of CAL was BDT 16,318.25 Lacs (RS. 13,382.13 Lacs) as compared
to BDT 15,693 Lacs (RS. 13,702 Lacs) in FY 2021-22. The net loss for the year under review
was BDT (1,241) Lacs (H (1,272) Lacs) as compared to the net loss of previous year BDT 332
Lacs ( RS. 209 Lacs).
ASSOCIATE COMPANY
Tyresnmore Online Private Limited
During the year under review, Tyresnmore Online Private Limited
(‘TNM') registered a revenue of RS. 1,425.84 Lacs, a growth of 40% over the
previous year revenue of RS. 1,021.56 Lacs and a net loss of RS. 656.74 Lacs in FY 2022-23
(previous year net loss RS. 448 Lacs). A statement containing the salient features of the
subsidiaries, associate companies and joint ventures in the prescribed Form AOC-1 is
annexed separately.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with Section 129(3) of the Act and Regulation 34(2) of
the SEBI Listing Regulations, the Consolidated Financial Statements of the Company,
including the financial details of all the subsidiary companies, associate companies and
joint ventures of the Company, forms part of this Integrated Annual Report. The
Consolidated Financial Statements have been prepared as per the applicable Indian
Accounting Standards issued by the Institute of Chartered Accountants of India
(‘ICAI').
DIRECTORS AND KEY MANAGERIAL PERSONNEL
As approved by the shareholders at the Annual General Meeting held on
June 28, 2022, Mr. Anant Goenka (DIN: 02089850) was re-appointed as the Managing Director
and Chief Executive Officer of the Company for a term of 5 (five) years with effect from
April 1, 2022 on the terms and conditions set out in the Agreement dated March 31, 2022.
During the year, Mr. Anant Goenka (DIN: 02089850), expressed his desire to resign from the
position of the Managing Director and Chief Executive Officer of the Company, with effect
from the close of business hours of March 31, 2023, in order to take up strategic
functions at the group level, while continuing to be a Board member. Thereafter the Board
of Directors based on the recommendation of the Nomination and Remuneration Committee
appointed Mr. Anant Goenka (DIN: 02089850) as Non-executive Non-independent Director
designated as Vice-Chairman of the Company w.e.f. April 1, 2023 and the Members of the
Company approved the said appointment vide an Ordinary Resolution passed through Postal
Ballot on April 27, 2023. In line with the succession plan laid in place by the Board, the
Board at its the meeting held on March 20, 2023, on recommendation of the NRC appointed
Mr. Arnab Banerjee as Managing Director and Chief Executive Officer (‘MD and
CEO') for a period of 2 (two) years w.e.f. April 1, 2023 to March 31,
2025 (both days inclusive) on the terms and conditions set out in the
agreement dated March 23, 2023 and the Members of the Company approved the said
appointment vide an Ordinary Resolution passed through Postal Ballot on April 27, 2023.
Further, in accordance with the Companies Act, 2013 and Articles of Association of the
Company, Mr. Pierre Cohade (DIN: 00468035) retires by rotation and being eligible offers
himself for re-appointment.
Remuneration received by Managing / Whole-time Director from holding or
subsidiary company
Mr. Anant Goenka (DIN: 02089850), Managing Director & Chief
Executive Officer for the year 2022-23 and Mr. Arnab Banerjee (DIN: 06559516), Whole-time
Director designated as COO for the year 2022-23 did not receive any profit related
commission from the Company or any of the subsidiaries of the Company as prescribed under
Section 197(14) of the Act. No other remuneration is received by them from the subsidiary
company(ies).
Pursuant to the applicable provisions of section 197 of the Companies
Act, 2013 read with Regulation 17(6)(e) of the SEBI Listing Regulations , in view of the
possible insufficiency of profits of the Company for the year 2022-23, the approval of
shareholders was sought for payment of proposed remuneration for the year FY 2022-23 to
Mr. Anant Goenka which was approved vide Special Resolution passed through Postal Ballot
on April 27, 2023.
Company's Policy on Directors' appointment and remuneration
The Board has put in place a policy on appointment of Directors and
remuneration including criteria for determining qualifications, positive attributes,
independence of a Director as required under Section 178(3) of the Act. The said
Nomination and Remuneration Policy, inter alia, is directed to work as guiding principles
on qualifications, positive attributes and independence for the appointment of a Director,
remuneration for the Directors, Key Managerial Personnel and Senior Management Personnel,
performance evaluation of all Directors and achieving the benefits of having a diverse
Board. The detailed policy is available at https://www.ceat.com/
investors/corporate-governance.html and is also annexed to this Report.
Declaration of independence and statement on compliance of Code of
Conduct
All the Independent Directors of the Company have provided the
declaration of independence as required under Section 149(7) of the Act and Regulation
25(8) of the SEBI Listing Regulations, stating that they continue to meet the criteria of
independence as laid down under Section 149(6) of the Act and Regulation 16 of the SEBI
Listing Regulations, Further, Independent Directors of the Company have also confirmed
that they have complied with the Code for Independent Directors prescribed in Schedule IV
to the Act.
The Independent Directors of the Company had no pecuniary relationship
or transactions with the Company, other than sitting fees, commission and reimbursement of
expenses, if any, incurred by them for the purpose of attending meetings of the Company.
The Board is of the opinion that the Independent Directors of the Company possess
requisite qualifications, experience and expertise and they hold highest standards of
integrity. The Directors are compliant with the provisions of Rule 6 of the Companies
(Appointment and Qualification of Directors) Rules, 2014, as applicable.
Statement regarding the opinion of the Board concerning integrity,
expertise and experience (including the proficiency) of the Independent Directors
appointed during the year
Since there is no appointment of Independent Director during the year
under review, the above statement is not applicable.
Evaluation of Board, its Committees and Directors
As required under the provisions of the Act and the Listing
Regulations, the Board has carried out an annual evaluation of its own performance and
that of its Committees, Chairperson and individual Directors.
For the purpose of evaluation for FY 2022-23, the Company engaged an
external agency to facilitate the process of an online confidential survey using the
questionnaire finalised by the Nomination and Remuneration Committee based on the criteria
of evaluation. The results of the survey / feedback were then deliberated and evaluation
of the Board, its Committees and the Directors was carried out by the Nomination and
Remuneration Committee and the Board at their respective meetings, as prescribed under the
Act.
Meetings of the Board of Directors
During the year, 5 (five) Board Meetings were convened and held on May
5, 2022, July 20, 2022, November 7, 2022, January 25, 2023 and March 20, 2023. The details
of which are given in the Corporate Governance Report. The intervening gap between the
meetings was within the period prescribed under the Act and Regulation 17 of the SEBI
Listing Regulations.
Board Committees
As required under the Act and the SEBI Listing Regulations, the Company
has formed all the statutory committees namely, Audit Committee, Nomination and
Remuneration Committee, Sustainability and Corporate Social Responsibility Committee,
Stakeholders' Relationship Committee and Risk Management Committee. Besides, the
Company also has a Finance and Banking Committee. Detailed information about these
Committees and relevant information for the year under review are given in the Corporate
Governance Report.
There have been no instances where the Board did not accept the
recommendations of its committees, including the Audit Committee.
BUSINESS RISK MANAGEMENT
The Company has constituted a Risk Management Committee in compliance
with the requirements of Regulation 21 of the SEBI Listing Regulations. The details of
this Committee and its terms of reference are set out in the Corporate Governance Report.
The Company has also formulated the Enterprise Risk Management Policy to identify risks
and minimise their adverse impact on business and strives to create transparency which in
turn enhances the Company's competitive advantage.
According to the aforesaid business risk policy, the Company has
identified the business risks associated with its operations and an action plan for
mitigation of the same is put in place. The Risk Management Committee overviews the policy
and the mitigation plans. The business risks and its mitigation have been dealt with in
the Management Discussion and Analysis Section of this Integrated Annual Report.
CORPORATE SOCIAL RESPONSIBILITY
Corporate Social Responsibility (‘CSR') Committee has been
constituted pursuant to Section 135 of the Companies Act, 2013. In line with the focus on
sustainability initiatives and ESG maneuver, the Board of Directors, at its meeting held
on May 5, 2022 enhanced the scope of this Committee and renamed it as
‘'Sustainability and Corporate Social Responsibility Committee'' and
amended the terms of reference of the Committee appropriately.
Detailed information about composition of the Committee, details of
meetings held, attendance etc. along with the details of the Corporate Social
Responsibility Policy developed and implemented by the Company and CSR initiatives taken
during the year pursuant to Section 135 of the Act, is given in the Annual Report on CSR
activities, as annexed to this Report. More details on CSR activities undertaken by the
Company are provided under the Social and Relationship Capital and forms part of this
Integrated Annual Report.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
According to Section 177 of the Act and Regulation 22 of the SEBI
Listing Regulations, the Board has adopted vigil mechanism in the form of Whistle Blower
Policy, to deal with instances of fraud or mismanagement, if any. The Policy can be
accessed at https://www.ceat.com/investors/corporate-governance.html
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Details as applicable concerning particulars of Loans, Guarantees and
Investments under Section 186 of the Act are provided in the Financial Statements.
RELATED PARTY TRANSACTIONS
The Company has formulated a Policy on Related Party Transactions for
the identification and monitoring of such transactions. The said Policy on Related Party
Transactions as approved by the Board is uploaded on the Company's website. Related
Party Transactions were placed before the Audit Committee as prescribed under Section 177
of the Act, although no such transactions attracted the provisions of Section 188 of the
Act. As such, there are no particulars to be disclosed in the prescribed Form AOC-2.
SHARE CAPITAL
The paid-up equity capital of the Company as on March 31, 2023 was RS.
4,045.01 Lacs. The said shares are listed on the BSE Limited and the National Stock
Exchange of India Limited. There was no change in the paid-up capital of the Company,
during the year under review.
NON-CONVERTIBLE DEBENTURES
During the year under under review, the Company issued and allotted
1,500 Listed, 7.99% Senior, Unsecured, Redeemable, Non-cumulative, Taxable,
Non-Convertible Debentures (‘NCD') of RS. 10 Lacs each in a single tranche of
RS. 15,000 Lacs on private placement basis.
The Company also has NCDs aggregating to value of RS. 25,000 Lacs
issued in the financial year 2020-21, in two tranches, listed on the debt segment of the
National Stock Exchange of India Limited.
More details are available in the Corporate Governance Report.
ANNUAL RETURN
Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the
Annual Return as on March 31, 2023, is available on its website at
https://www.ceat.com/investors/shareholder-information.html
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
Conservation of Energy
Effective energy management is one of the key focus areas on
Company's ESG roadmap. CEAT has been taking various initiatives around the same such
as shifting from conventional sources to alternative and renewable sources of energy,
process optimization and product improvement. The Company has made significant investments
on such initiatives during the year under review. The Company has renewable power through
various power purchase agreements and solar rooftop installations. The Company strives to
be efficient in its operations mainly through retrofitting, process modification and
Variable Frequency Drive (‘VFD') installation which enhances energy performance.
The Energy Board, formed for the said purpose, functions on a multiyear roadmap to drive
all the energy saving initiatives. By switching to 32% renewable energy sources, CEAT has
achieved an annual power saving of 4,044 MWH which has contributed to 3,316 MT of emission
reduction with cost saving of CO2 RS. 1,752 Lacs. With steam conservation activities
across all facilities, the Company has saved 8,463 MT of emission with reduction. net
impact of 2,562 MT of CO2
Five out of six plants have been converted to hybrid input model with
coal and biofuel feeding system. With this intervention 96,839 MT of briquette was used to
substitute coal with in the equivalent emission offsetting 1,76,241 MT of total CO2
atmosphere. The Company has committed capital investment of RS. 4,040 Lacs on energy
conservation equipments.
More information on conservation of energy is provided under
‘Natural Capital' section which forms part of this Integrated Annual Report.
Research and Development (R&D) and Technology Absorption
Innovation is the greatest strength whereas Sustainability is prime
focus at CEAT. CEAT's Research and Development (R&D) plays an indispensable role
in the overall growth and development of the business operations by improving the
efficiency of the products and services. R&D efforts are concentrated on identifying
potential new opportunities for growth.
CEAT's Research and Development (R&D) is a 279 member team
with dedicated centres in Halol and Frankfurt. CEAT R&D constantly tracks evolving
customer requirements and develops tyres that are safer, more energy efficient and have
longer life., playing a crucial role in enhancing customer satisfaction as well as
entering into new markets.
It also endeavours to make product development and manufacturing more
efficient by using various simulation methodologies which reduces requirement of physical
prototyping and testing, and thereby reducing cycle time, cost as well as energy
consumption, thereby improving sustainability as well.
CEAT has a five-year technological and manufacturing roadmap aligned
with the purpose of ‘Making Mobility Safer & Smarter. Every Day.' The
Company has filed 150 patent applications and granted 15 patents so far. During FY
2022-23, the Company filed 25 patent applications, 52 design registrations and launched
170 new products. Details of expenditure on Research and Development are as under:
(Rs. in Lacs)
Particulars |
FY 2022-23 |
FY 2021-22 |
| Capital expenditure |
4,367 |
1,325 |
| Revenue expenditure |
11,906 |
10,520 |
Total |
16,273 |
11,845 |
More information on R&D and technology absorption is provided under
‘Intellectual Capital' and ‘Natural Capital' sections which form part
of the Integrated Annual Report.
Foreign Exchange Earnings and Outgo
(Rs. in Lacs)
Particulars |
FY 2022-23 |
FY 2021-22 |
Foreign Exchange earned |
2,06,292 |
1,80,060 |
| Foreign Exchange outgo |
1,88,043 |
2,01,205 |
PARTICULARS OF EMPLOYEES
The statements required under Section 197 read with Rule 5(2) and 5(3)
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
(‘the Rules'), as amended, form part of this Report and will be made available
to any Member on request, as prescribed therein.
The prescribed particulars of employees required under Rule 5(1) of the
said Rules are annexed to this Report.
FIXED DEPOSITS
The Company being eligible to accept deposits from the public, under
Section 76 of the Act and Rules made thereunder, approved the Fixed Deposit Scheme during
the FY 2014-15, for the acceptance of deposits from Members and persons other than the
Members, under the Special Resolution passed by the Members at the AGM of the Company held
on September 26, 2014. The Company thereafter discontinued its Fixed Deposit Schemes and
repaid all the outstanding fixed deposits along with the interest accrued up to September
30, 2016, in FY 2016-17.
The Company has not accepted any fresh deposits covered under Chapter V
of the Act during the year under review and as such "details of deposits which are
not in compliance with the requirements of Chapter V of the Act" are not applicable.
As on March 31, 2023, the Company has no deposits outstanding, except as required
statutorily and which have been unclaimed at the end of the year under review.
As such there were no defaults in respect of repayment of any deposits
or payment of interest thereon.
DIRECTORS' RESPONSIBILITY STATEMENT
According to Section 134(3)(c) of the Act, the Board of Directors, to
the best of its knowledge and belief, states that: i. The applicable Accounting Standards
have been followed in the preparation of the annual accounts along with the proper
explanation relating to material departure, if any. ii. Such accounting policies have been
selected and applied consistently and such judgments and estimates have been made that are
reasonable and prudent so as to give a true and fair view of the state of affairs of the
Company in the Balance Sheet as at March 31, 2023 and the Statement of Profit and Loss for
the said Financial Year ended March 31, 2023. iii. Proper and sufficient care has been
taken for the maintenance of adequate accounting records in accordance with the provisions
of the Act, for safeguarding the assets of the Company and for preventing and detecting
fraud and other irregularities.
iv. The annual accounts have been prepared on a going concern basis. v.
The proper internal financial controls were in place and that such internal financial
controls are adequate and were operating effectively. vi. The system to ensure compliance
with the provisions of all applicable laws were in place and that such systems were
adequate and are operating effectively.
INTEGRATED ANNUAL REPORT
In line with the SEBI Circular dated February 6, 2017 on Integrated
Reporting by Listed Entities, since the Financial Year 2019-20, the Company has been
publishing Integrated Annual Report, based on the Value Reporting Foundation framework.
Year on year, the Company through the Integrated Report is endeavoring to communicate its
integrated thinking and how its business creates sustained value for stakeholders.
MANAGEMENT DISCUSSION AND ANALYSIS AND CORPORATE GOVERNANCE REPORT
In compliance with Regulation 34 of the SEBI Listing Regulations,
separate section on Management Discussion and Analysis, as approved by the Board, which
includes details on the state of affairs of the Company, forms part of this Integrated
Annual Report.
Further, the Corporate Governance Report including the General
Shareholder Information, as prescribed under Schedule V to the SEBI Listing Regulations,
duly approved by the Board of Directors together with the certificate from the Secretarial
Auditor (Practising Company Secretaries) confirming the compliance with the requirements
of the SEBI Listing Regulations also forms part of this Integrated Annual Report.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
Pursuant to Regulation 34(2) (f) of the SEBI Listing Regulations, the
requirement of submitting a Business Responsibility Report was discontinued after the
financial year 2021–22 and thereafter, with effect from the financial year
2022–23, the top one thousand listed entities based on market capitalisation shall
submit a Business Responsibility and Sustainability Report (‘BRSR').
Accordingly, the said BRSR describing the initiatives taken by the Company from ESG
perspective as required in terms of the above provisions separately forms part of this
Integrated Annual Report.
AUDITORS
Statutory Auditors
At the Sixty Third Annual General Meeting of the Company, the Members
approved the appointment of M/s B S R & Co. LLP, Chartered Accountants (Firm
Registration No. 101248W/ W-100022) as the Statutory Auditors of the Company, to hold
office for a period of 5 (five) years from the Sixty Third Annual General Meeting of the
Company till the conclusion of the Sixty Eighth Annual General Meeting of the Company, in
terms of the applicable provisions of Section 139(1) of the Act read with the Companies
(Audit and Auditors) Rules, 2014.
Secretarial Auditors
The Company had appointed M/s Parikh & Associates, Practising
Company Secretaries, to conduct the Secretarial Audit for the Financial Year ended March
31, 2023, as prescribed under Section 204 of the Act and Rules made thereunder. The
Secretarial Audit Report in the prescribed Form MR-3 for FY 2022-23 furnished by M/s
Parikh & Associates is annexed to this Report.
There are no qualifications, disclaimers, reservations or adverse
remarks made either by the Statutory Auditors in the Auditor's Report or by the
Company Secretary in practice (Secretarial Auditor) in the Secretarial Audit Report.
Internal Auditors
M/s Deloitte Haskins & Sells were re-appointed as the internal
auditors of the Company. Additionally, M/s. Singhi and Company (erstwhile Moore Singhi
Advisors LLP) were also re-appointed as Internal Auditors of the Company at the Board
meeting of the Company held on May 5, 2022 for the year 2022-23. As prescribed under
Section 138 of the Act, M/s Deloitte Haskins & Sells carried out the internal audit of
the Company. Additionally, M/s. Singhi and Company were engaged for internal audit of
locations like CFA/DC/ Regional Office Zone and outsourcing units for FY 2022-23. The
internal audit was completed as per the scope defined by the Audit Committee from time to
time.
Cost Record and Cost Auditors
During the year under review, in accordance with Section 148(1) of the
Act, the Company has maintained the accounts and cost records, as specified by the Central
Government. Such cost accounts and records are subject to audit by M/s D. C. Dave &
Co., Cost Auditors of the Company for FY 2022-23. The Board of Directors has re-appointed
M/s D. C. Dave & Co., Cost Accountants, (Firm Registration No. 000611) as Cost
Auditors of the Company and recommends ratification of the remuneration payable to
the Cost Accountants for the year ending on March 31, 2024 by the Members at the
ensuing AGM. The Cost Auditors' Report of FY 2021-22 did not contain any
qualifications, reservations, adverse remarks or disclaimers and no frauds were reported
by the Cost Auditors to the Company under sub-section (12) of Section 143 of the Act.
SECRETARIAL STANDARDS
Pursuant to Section 205 of the Act, the Company complies with the
applicable Secretarial Standards as mandated by the Institute of Company Secretaries of
India (‘ICSI') to ensure compliance with all the applicable provisions read
together with the relevant circulars issued by MCA during pandemic.
DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SECTION 143(12)
OF THE COMPANIES ACT, 2013
During the year under review, no frauds were reported by the auditors
to the Audit Committee or the Board under Section 143(12) of the Act read with Rule 13 of
the Companies (Audit and Auditors) Rules, 2014.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATOR OR COURTS OR
TRIBUNAL IMPACTING THE GOING CONCERN STATUS
There are no significant and material orders passed by the Regulators
or Courts or Tribunals, Statutory and quasi-judicial bodies, impacting the going concern
status and Company's operations in the future. There is no corporate insolvency
resolution process initiated under the Insolvency and Bankruptcy Code, 2016.
INTERNAL FINANCIAL CONTROL
Details in respect of adequacy on internal financial controls
concerning the Financial Statements are stated in the Management Discussion and Analysis
Section which forms part of this Integrated Annual Report.
DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT THE WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
In accordance with the provisions of the Sexual Harassment of Women at
the Workplace (Prevention, Prohibition and Redressal) Act, 2013 (‘POSH Act'),
the Company has put in place a Policy on Prevention of Sexual Harassment of women at
Workplace and 9 (nine) Internal Complaints Committees (‘ICC') have been set up
to redress complaints. During the year under review, 3 complaints were received and the
same were resolved.
ACKNOWLEDGEMENT
Your Directors wish to express their grateful appreciation for the
co-operation and continued support extended by its various stakeholders like the Central
Government, State Government, Customers, Suppliers, Dealers, Value Chain partners, Banks,
Financial Institutions, Communities, Employees and the Members towards conducting the
business of the Company.
|
On behalf of the Board of Directors |
|
H. V. Goenka |
| Place: Mumbai |
Chairman |
| Date: May 4, 2023 |
DIN: 00026726 |
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