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It always seems impossible until it’s done.
Samvardhana MothersonInternational Limited
2017-2018Annual Report
DisclaimerIn this Annual Report, we have disclosed forward-looking information to enable investors to comprehend our prospects and take informed
investment decisions. This report and other statements – written and oral – that we periodically make contain forward-looking statements that set
out anticipated results based on the management’s plans and assumptions. We have tried, wherever possible, to identify such statements by using
words such as ‘anticipate’, ‘estimate’, ‘expects’, ‘projects’, ‘intends’, ‘plans’, ‘believes’, and words of similar substance in connection with any discussion
of future performance. We cannot guarantee that these forward-looking statements will be realised, although we believe we have been prudent in
our assumptions. The achievement of results is subject to risks, uncertainties and even inaccurate assumptions. Should known or unknown risks or
uncertainties materialise, or should underlying assumptions prove inaccurate, actual results could vary materially from those anticipated, estimated or
projected. Readers should bear this in mind. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new
information, future events or otherwise.
Contents:
Chapter 1 - Corporate informationChapter 2 -Chairman’s letterChapter 3 - It always seems impossible until it’s doneChapter 4 - About SAMILChapter 5 - SAMIL shareholding structureChapter 6 - Vision, Mission and ValuesChapter 7 - SMG business portfolioChapter 8 - Major group holding companiesChapter 9 - Wiring harnesses & rear view mirrorsChapter 10 - Polymers and modulesChapter 11 - Elastomer processingChapter 12 - Metal workingChapter 13 - IT, software & technologyChapter 14 - Manufacturing supportChapter 15 - Growing with customer trust Chapter 16 - Serving customers globallyChapter 17 - Awards & recognitionDirectors’ reportStandalone financial statementsConsolidated financial statements
Page
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1Annual Report 2017-2018
Corporate Information
Chief Financial OfficerMr. Manish Goyal
Registered OfficeUnit 705, C Wing, ONE BKC, G BlockBandra Kurla Complex, Bandra East,Mumbai-400051, Maharashtra, India Investor CellMs. Pooja Mehra (Company Secretary)E-mail: poojamehra@samil.motherson.com Registrar and Share Transfer AgentLink Intime India Private Limited44, Community Centre 2nd Floor, Near PVRNaraina, Phase - I, Naraina Industrial Area New Delhi - 110028
Statutory AuditorsS.R. Batliboi & Co. LLP, Chartered Accountants(Firm Registration No.: 301003E/IE300005)Golf View Corporate Tower-B,Sector-42, Sector Road,Gurugram – 122002,Haryana, India
Internal AuditorsProtiviti Advisory India Member Private Limited15th Floor, Tower A, DLF Building No. 5, DLF Phase III, DLF Cyber City, Gurgaon-122002, Haryana, India
Bankers Axis Bank Ltd.
Board of Directors
Mr. Vivek Chaand SehgalChairman
Mr. Laksh Vaaman SehgalDirector
Mr. Hiroshi MorimotoDirector
Mr. Hideo HatadaDirector
Mr. Ramesh DharDirector
Mr. Bimal DharDirector
Mr. Ashok TandonDirector
Mr. Vivek AvasthiDirector
Ms. Geeta SoniDirector
Ms. Nilu MehraDirector
Ms. Madhu BhaskarDirector
Mr. Dhruv MehraDirector
Mr. Sanjay MehtaDirector
Mr. Yasuhiro KawamuraAlternate Director to Mr. Hideo Hetado
Chapter 1
Corporate information.
2 Samvardhana Motherson International Limited2 Samvardhana Motherson International Limited
3Annual Report 2017-2018
“SAMIL as the principal holding company of the Samvardhana Motherson Group has further strengthened the foundations of the Group through new JVs, more acquisitions, addition of new product ranges, new facilities and entry into new market segments.”I am pleased to inform that all the divisions of Samvardhana Motherson International Limited (SAMIL) have shown robust performance during the year on all parameters. SAMIL as the principal holding company of the Samvardhana Motherson Group has further strengthened the foundations of the Group through new JVs, more acquisitions, addition of new product ranges, new facilities and entry into new market segments. SAMIL has declared the first interim dividend this year. In 2017-18 the Group turnover reached USD 10.5 billion. Motherson Sumi Systems Ltd. (MSSL), the publicly listed company with SAMIL shareholding achieved consolidated sales of INR 55,858 Crore (USD 8.6 billion), a 33% increase compared to last year. Operating EBITDA is up 23%. Consolidated Return on Capital Employed (ROCE) stands at 18%. MSSL’s standalone ROCE is at 46%. SMRPBV received new orders worth EUR 4.7 billion during FY 2017-18.
In September 2018, MSSL will celebrate 25 years of being a listed entity. On the 9th of September in 1993, MSSL stock was publicly traded for the first time. What a stupendous journey!!!
MSSL globally has 6 plants at different stages of completion. SMP Tuscaloosa (USA) plant which is so far the largest plant of MSSL, was inaugurated on 26th April 2018. We are also pleased to announce that the acquisition of Reydel Automotive was completed on the 2nd of August 2018. Reydel makes interior modules
for global automotive OEMs. It adds significantly to our customer product offerings and geographical reach. This is the 21st acquisition by the Group. All the main business divisions under SAMIL have delivered good performance supported by strong initiatives to propel future growth. Highlights of some of the companies included here give the indication of the robust performance. MothersonSumi INfotech & Designs Ltd. (MIND) the IT wing of SAMIL registered an overall business growth of 19%. Focusing on doing more Digital Transformation projects vis-a-vis conventional IT projects, share of digital was 12% in the overall projects mix. A strategic initiative has been launched to productise the current set of services for Manufacturing with an Internet of Things (IoT) based offering to expand market visibility and business outreach. Strategic engagements have been initiated with industry players like Microsoft and AWS for collaborative initiatives in the IoT and Cloud spaces. MIND made an entry into the Pharma space by providing niche services in the areas of production management, budget management, compliance and audit to one of the major Indian pharma companies. Another breakthrough was in the FMCG space with implementation of packing and distribution management system for Indian facility of one of the global players. MIND’s subsidiary MSID established a new office in Chicago. MIND also entered into new avenues in the US
with Product Engineering Services for an Education Technology company as well as establishing business relationships in the startup space. Magneti Marelli Motherson Auto System Pvt. Ltd. (MMM) established itself as one of the leading manufacturers of lighting systems and plastic air intake manifolds in India. MMM registered a sales growth of 67% over the last year. The company added new products including Bi-HID and Bi-Halogen Headlamps; new Rear-lamp with Tail and Stop function in LED. The company started operations at the new plant at Bawal and undertook expansion at the Sanand plant. Magneti Marelli Motherson Shock Absorbers India Pvt. Ltd. (MMSAI) achieved 107% growth in revenues over the last year. The year marked MMSA’s entry in products for Heavy Commercial Vehicles segment with introduction of Shock Absorbers for HCVs. It further expanded the technology base with introduction of two new technologies - Full Displacement Valving technology for Passenger Cars and Blow-Off Disk Valving for Heavy Commercial Vehicles. The company added new customers in both CV and passenger car segments.
Valeo Motherson Thermal Commercial Vehicles India Ltd., the JV Company making bus air conditioners grew by 16% during the year. The company introduced two new models - Revo E Global Electric AC and CC 355 and added new customers in the CV segment with significant orders from its existing customers for domestic market as well as exports.
Chapter 2 Letter from the Chairman
DearShareholders,
4 Samvardhana Motherson International Limited
Anest Iwata Motherson Pvt. Ltd. (AIM), the compressor business grew by 13% with a 47% growth in PBT. The business model through associates channel partners, consolidated AIM’s position in its core business of lubricated, Oil free and scroll compressor sale with increase in railway business and expansion in existing OEMs. A major breakthrough is its entry in to new segments with new products for medical, screw and E-Bus brake systems. Anest Iwata Motherson Coating Equipment Pvt. Ltd. (AIMC) started a new line of business to design and install full paint shops on turnkey basis. The year saw AIMC bag a very prestigious order for a complete Robotic Paint shop for painting plastic parts. Motherson Techno Tools Ltd. (MTTL), the cutting tools business, registered a sales growth of 13% and PAT growth of 235%. The company entered the aerospace segment with new machining solutions. MTTL expanded capabilities by adding new state-of-the-art machines for different applications of grinding, coating, honing and inspection. Nissin Advanced Coating Indo Co. Pvt. Ltd. (NACIL) registered a sales growth of 10%. NACIL entered the high speed hobbing segment with new coating for carbide blades/ high speed hobs. The company has expanded the capacity at Noida plant and is setting up a new plant in Pune. Motherson Bergstrom HVAC Solutions Pvt. Ltd. (MBSL) recorded a 69% Sales growth in FY’17-18. The company added new customers in agricultural and farm equipment, CV segments and also started sales in truck after-market. It also introduced a new product range - ventilation systems for Trucks. Matsui Technologies India Ltd. (MTIL) recorded sales growth of 12% and PBT growth of 31%. The company added over 80 new customers during the year. SAMIL has taken significant initiatives in forging new partnerships, acquiring new businesses and initiating entry into new market segments. In line with the Group vision of becoming a globally preferred
solutions provider, MTIL brought intelligent cooling technology to its customers through a new JV with Frigel - Frigel Intelligent Cooling Systems. The JV provides MTIL with increased opportunities to offer complete solutions of material handling and cooling to processors throughout India.
During the year SAMIL acquired MS Global India (MSGI). The company specializes in press stamping for automotive applications. MSGI with it operations based in Chennai, manufactures press stamped parts for passenger cars and commercial vehicles. MSGI is setting-up new facilities for hot stamping, a new segment for its Indian business. Samvardhana Motherson Auto System Pvt. Ltd. (SMAS), the aftermarket arm of the SMG, which markets its products under the brand name Motherson Auto Parts, completed its first full financial year business in 2017-18. The current offerings of the company include auto suspension parts, brake parts, cables, rear view mirrors, car tracking systems and cabin filters. The company also started business in two wheeler and CV segments in addition to the present passenger vehicle segment.
Motherson Invenzen XLAB Pvt. Ltd. (MI-XLab) the Telematics & IoT division of SAMIL provides a comprehensive range of products, including connected car infotainment systems, customized telematics units with GPS trackers, SOS devices, on-board diagnostic (OBD) devices, defence and IoT electronics for various applications in passenger cars, commercial vehicles, two-wheelers, off-road and agriculture vehicles, defense equipment and manufacturing automation segments. Over the last year, MI-XLAB in the Telematics space has acquired some key OEM customers. One of the leading agri vehicle manufacturers has launched a first of its kind specialized telematics device on MI-XLAB’s platform. While MI-XLAB has already been supplying its flagship product Rollr Mini in retail markets, it is also acquiring customers in the B2B space where the company is offering its platform for customers to build domain specific telematics applications. MIXLAB devices are already in a pilot run phase in Japan through a B2B
partner. MI-XLAB is also growing its electronics product portfolio by building Industrial IoT devices. The recently announced Aerospace, Defence and Security vertical Samvardhana Motherson Adsys Tech Limited (SMAST) is SAMIL’s initiative to establish its presence in sectors beyond automotive. The focus for this vertical is to become a preferred global solutions provider to Aerospace, Defence and Security customers by providing integrated solutions. SMAST in partnership with MI-XLAB, had a few key design wins on the defense electronics side. The company is looking to expand its footprint this year by exploring other opportunities in defence.
SAMIL and all its JVs and subsidiaries are focused on creating value for all stakeholders. The trust that SAMIL has earned among customers, investors, shareholders and employees, reflects in the performance and growth of all its divisions. We believe that the support of all our stakeholders has propelled our growth and inspired us to do better and better.
I take this opportunity to thank our customers for always reposing their trust in our ability to support them, to our collaborators for their faith in all our endeavours to serve our customers better. I appreciate the contribution of all the employees in their continuous efforts to delight our customers. I also want to express our gratitude to all stakeholders for their continued faith and support. I would also like to thank all the local, state and national governments, the concerned bodies, banks and financial institutions in all the countries in which we are present, for their unwavering support.
Sincerely yours,
Vivek Chaand SehgalChairman, Samvardhana Motherson International Limited
5Annual Report 2017-2018
Chapter 3 Theme Page
Which is why, at Motherson, we don’t believe in the word impossible. We are believers – we believe in what we do and in keeping our customers’ interests first, always. And because of that, we continue to grow. We are now in the third year of our Vision 2020 plan. We continue to focus on the three pillars of our growth – Organic Growth, Joint Ventures and Inorganic Growth and we have made significant developments on all the three growth drivers.
Supporting the requirements of our customers, we have invested in new facilities in all our major verticals. This includes expansion of the existing facilities and also setting up large green-field
plants to meet the present and future demands of our customers.
While new partnerships have been forged, we are also looking beyond 2020 and have begun to sow the seeds for businesses that have the potential to become significant growth avenues for the Group.
The different business verticals together enable the Group to provide highly integrated solutions to our customers. The strong vertical integration and synergies between our companies propel the Group towards our vision of becoming a globally preferred solutions provider.
It always seems impossible until it’s done.
5Annual Report 2017-2018
6 Samvardhana Motherson International Limited6 Samvardhana Motherson International Limited
Chapter 4 About SAMIL
Samvardhana MothersonInternational Limited
Samvardhana Motherson International Ltd.
Samvardhana Motherson International Ltd. (SAMIL) is the principal holding company of Samvardhana Motherson Group (SMG).
SAMIL provides operational, strategic and management support to all SMG companies. It is instrumental in building synergies within the Group as it binds and manages the different ventures of the Group, so that they can grow their capacities to create value for all their stakeholders.
SAMIL has multiple businesses with manufacturing and design capabilities to cater to customer requirements. SAMIL’s diversified product portfolio encompasses the entire range of Samvardhana Motherson Group products. The business portfolio includes wiring harnesses, rear view mirrors, moulded plastic parts, injection moulding tools, assemblies and modules, vacuum formed products, elastomer products, cutting tools, thin film coating metals, sintered metal parts, aluminium die casted components, IT services, cabins for off-highway vehicles, HVAC/ air conditioning systems for automobiles, lighting systems, air intake manifolds, air compressors, paint coating equipment, sheet metal parts, auxiliary equipment for injection moulding machines,
automotive manufacturing engineering services and solutions for aerospace, defence and security.
SAMIL’s organic growth activities, restructuring plans and strategic profitability improvement initiatives have been the foundation of the evolution of the Samvardhana Motherson Group. SAMIL helps build the Group’s diverse product portfolio and fosters deep manufacturing and design capabilities across the operating companies, to support a wide spectrum of ever-evolving customer requirements.SAMIL has investments in the Group companies including the flagship company Motherson Sumi Systems Limited (MSSL). SAMIL holds 33.43% of equity share capital in MSSL.
The company has developed the ability to source from within the Group, which has become an important factor for cost cutting, reliability, quality maintenance and timeliness. Strong vertical and horizontal integration has been the cornerstone for the evolution and growth of the Group. While focusing on integration of different capabilities, it also concentrates on driving the shared services of the Group such as the IT systems that form the backbone for information management procurement and back office services to ensure that
all back-end requirements are met smoothly and seamlessly.
The main role of SAMIL is to explore new business areas that are in synergy with the Group business portfolio and explore opportunities to form joint ventures for the Group with partners who are leaders in their field. The company aims at building lasting global bonds through new alliances. Today, the Group has 26 joint ventures partners who are leaders in their respective fields. SAMIL’s extensive JV portfolio is a key contributor in the Group being positioned as a full system solutions provider across different industry segments.
In keeping with its strategy for inorganic growth, since 2002, the Group has made 21 successful acquisitions. SAMIL’s careful integration of business strategies with compelling value propositions and high quality has been its way of attaining excellence.
All these approaches are guided with the single-minded focus on creating value for all stakeholders. Over the years, this has translated into trust among customers, investors, shareholders and employees, allowing the Group to grow further and hence create more value for its stakeholders.
7Annual Report 2017-2018 7Annual Report 2017-2018
8 Samvardhana Motherson International Limited
6.5% 2.05%
33.43%
49%
51% 51%
31%
69%
49%
25.34% 36.9%
Motherson Advanced Tooling Solutions Ltd
AES (India) Engineering Ltd.
Motherson SintermetalTechnology Ltd.
Motherson Auto Solutions Ltd.
Anest Iwata Motherson Coating Equipment Pvt. Ltd. Anest Iwata Motherson Pvt. Ltd.
Motherson Machinery
Automations Ltd.
Motherson Bergstrom HVAC Solution Pvt. Ltd.
CTM India Ltd. Fritzmeier Motherson Cabin
Engineering Pvt. Ltd. Motherson Molds and
Diecasting Ltd.
Samvardhana Motherson Adsys Tech Ltd.
Samvardhana Motherson Refrigeration Product Ltd.
Motherson Consultancies Services Ltd.
Magneti Marelli Motherson Auto System Pvt. Ltd
Magneti Marelli Shock Absorbers India Pvt. Ltd.
Motherson Sintermetal and Products S.A
Saks Ancillaries Ltd.
Nissin Advanced Coating Indo Co. Pvt. Ltd.
Magneti Marelli Motherson India Holding B.V.
Valeo Motherson Thermal Commercial Vehicles India Ltd.
Subsidiaries Joint Ventures/Associates Motherson Sumi
Systems Ltd.
SMRP BV
Other JVs &Subsidiaries
3.1% 90.4%
Samvardhana Motherson International Limited (SAMIL)
Others Sojitz
Corporation
Sumitomo Wiring
Systems (SWS)
Public &
Others
Sehgal Family
Indirect Holding
Matsui TechnologiesIndia Ltd.
MothersonSumi INfotech & Designs Ltd.
Motherson Invenzen XLab Private Ltd.
Tigers Connect Travel Systems and Solutions Ltd.
Motherson Techno Tools Mideast FZE
Motherson Techno Tools Ltd.
Samvardhana Motherson Finance Services Cyprus Ltd.
Samvardhana Motherson Holding (M) Pvt. Ltd.
Motherson Sintermetal Technology B.V.
Samvardhana Motherson Auto Systems Private Limited
MS Global India Automotive Pvt. Ltd.
Samvardhana Motherson Auto Component Pvt. Ltd.
MSID US Inc.
Motherson Auto Engineering Service Ltd.
Samvardhana Motherson Virtual Analysis Ltd.
MIND GmbH
MIND SG Pte. Ltd.
MIND KK
Youngshin Motherson Auto Tech Ltd.
Samvardhana Motherson
Polymers Ltd. (SMPL) (India)
Samvardhana Motherson Global
Holding Ltd. (SMGHL) (Cyprus)
SMI Consulting Technologies Inc.
SAMIL shareholding structure.
Chapter 5 Shareholding structure
9Annual Report 2017-2018
VisionTo be a globallypreferred solutionsprovider
MissionEnsure customer delightInvolve employees as “partners” in progressEnhance shareholder valueSet new standards in good Corporate Citizenship
ValuesBe a lean, responsive and learning organisationContinuously improve to achieve world-class standards and total customer satisfactionProactively manage changeMaintain high standards of integrity and safetyEnsure a common culture and a common set of values throughout the organisationRecognise individuals’ contributionsDevelop stronger leadership skills, greater teamwork and a global perspectiveConstantly upgrade skill levels across the organisation through knowledge sharing programmes
Chapter 6 Vision, Mission and Values
Vision, Mission and Values.
10 Samvardhana Motherson International Limited
01 Wiring harnessesThe Group makes wiring harnesses primarilyfor the automotive industry, catering to diverse vehicle segments. It is one of the most vertically integrated verticals. It also offers solutions for commercial and off-road vehicles, rolling stock and other industrial applications such as specialised medical equipment globally.
02 Rear view mirrorsThe Group is among the world’s major producers of rear view vision systems forthe automotive industry, and supplies interior mirrors, exterior mirrors and camera-based detection systems to almost all major OEMs.
03 Polymers and modulesPolymer modules & components include some of the most integrated solutions suppliedto the customers. The Group is a Tier One supplier of interior and exterior modules and polymer parts to the automotive industry worldwide.
04 ElastomersThe Group supplies a wide range of elastomer based solutions and products to a spectrum of industries, including automotive, medical, home appliances, and for general industrial applications.
SMG Business portfolio.
Chapter 7 Business portfolio
11Annual Report 2017-2018
05 Metal working The metal working vertical of the Group offers cutting tools, gear cutting tools, precision metal-machined components and products such as sintered metal parts, aluminium die casted products, and thin film coating services to a wide spectrum of customers.
06 IT, software and technology This vertical provides critical support to all other businesses of the Group, by serving their IT needs and supporting product development, validation, prototyping, CAE services, tool design, etc. Apart from this, it serves the global customer base outside the Group as well.
07 Manufacturing supportThe Group facilitates its customers’ manufacturing related needs by offering a wide range of products and services such as air compressors, paint coating equipment, auxiliary equipment for injection moulding machines, and automotive manufacturing engineering services.
08 Aerospace Defence & SecurityThe Aerospace, Defence and Security vertical is SMG’s initiative to establish its presence in sectors beyond automotive. The focus for this vertical is to become a preferred global solutions provider to Aerospace, Defence and Security customers by providing integrated solutions.
12 Samvardhana Motherson International Limited
The flagship company of the Samvardhana Motherson Group, Motherson Sumi Systems Limited (MSSL) is a joint venture between Samvardhana Motherson International Limited (SAMIL) and Sumitomo Wiring Systems, Ltd., Japan (SWS). A collaboration with Tokai Electric Co. (now SWS) in 1983 led to the incorporation of MSSL in 1986, primarily as a wiring harness manufacturer. The company has evolved into a full system solutions provider and caters to a diverse range of customers across Asia, Europe, the Americas, Australia and Africa.
The product portfolio of MSSL includes wiring harness, rear view mirrors, polymer modules and components, elastomer products and precision metal machined products.
MSSL has numerous joint ventures and these joint ventures have witnessed significant investments in state-of-the-art technologies and infrastructure over the years. MSSL has its manufacturing presence across Asia, Europe, North America, South America, Australia and Africa. In 1993, MSSL was listed on the stock exchanges in India.
Over the last three decades, MSSL has successfully added value and created wealth for its shareholders, endeavouring to provide good returns against investments made and valuing the trust they have placed in it.
Motherson Sumi Systems Limited.
Chapter 8 About Major Group holding companies
13Annual Report 2017-2018
Samvardhana Motherson Automotive Systems Group BV (SMRP BV) is a joint venture between Samvardhana Motherson International Limited (SAMIL), and Motherson Sumi Systems Limited (MSSL) through their subsidiaries.
SMRP BV operations include supplies to the global automotive industry as a Tier 1 supplier through its subsidiaries Samvardhana Motherson Reflectec (SMR), Samvardhana Motherson Peguform (SMP) and Samvardhana Motherson Innovative Autosystems (SMIA.) An important subsidiary of SMRP BV is Motherson Innovations, which is SMRP BV’s world-spanning team and cross divisional network for the support, development and production of enhanced solutions.
SMRP BV is present in each major global automotive production region with 48 production facilities spread across 18 countries as of March 31, 2018.
SMRP BV’s strategy is to retain and strengthen technological leadership through continued focus on R&D and innovation. It would also continue its global expansion through selected investments backed by new orders. The company aims to increase customer penetration and diversification by further driving efficiency and continues to work towards improved cost savings and cash generation.
Samvardhana Motherson Automotive Systems Group B.V. (SMRP BV)
14 Samvardhana Motherson International Limited
The wiring harness division (WHD) of SAMIL is managed through a number of subsidiaries and joint ventures of its flagship company, Motherson Sumi Systems Limited (MSSL.) The company is a full service system supplier to the automotive industry with complete in-house design and development capability.
MSSL is known for world-class products in wires, cables, wiring systems, connectors, terminals and other wiring harness components. It provides innovative solutions to its customers globally for passenger cars, trucks, buses, motorcycles, scooters, agricultural and farm equipment, construction equipment and other electrical equipment. This year, the wiring harness vertical expanded its capacity with two new facilities in Pithampur (Madhya Pradesh) and Noida (Uttar Pradesh) in India.
With the acquisition of PKC Group, a global wiring harness maker in March 2017, MSSL further consolidated its market leadership position in the commercial vehicle segment. The acquisition asserts MSSL’s entry into the rolling stock segment. This also creates an indelible mark in the wiring harness business for heavy-duty commercial vehicles in the North American and European markets,
with a growing presence in China and Brazil.
The two joint ventures in Hefei and Hubei further strengthened its presence in commercial vehicle segment in China.
Samvardhana Motherson Reflectec (SMR) is a leading global Tier 1 supplier of rearview mirrors to the automotive industry.
SMR develops and produces exterior and interior mirrors for passenger cars, commercial vehicles and heavy trucks, and is an expert in camera-based sensing systems in the automotive industry. SMR’s global customer base includes all major car makers in North America, South America, Europe, Asia and Australia.
As a rearview mirror specialist, SMR develops solutions for all categories of mirror applications from basic, manually adjusted to electric control and high-value rearview vision systems with multiple integrated features.
The company has manufacturing facilities spread across 15 countries (Australia, Brazil, China, France, Germany, Hungary, India, Japan, Mexico, South Korea, Spain, Thailand, United Kingdom, USA, and Russia).
02 Rear view mirrors
Samvardhana Motherson ReflectecSamvardhana Motherson Reflectec
Motherson Sumi Systems Limited
Chapter 9 Wiring harnesses and rear view mirrors
01 Wiring harnesses
15Annual Report 2017-2018
03 Polymers and modulesPolymersThe polymer vertical of SAMIL specializes in developing and manufacturing a wide range of plastic products and integrated modules for both vehicle exteriors as well as interiors.
Through this vertical, SAMIL has attained the status of a global Tier 1 supplier to all leading automobile OEMs for polymer components and modules.
The range of polymer products includes plastic components and modules for vehicle interiors, such as cockpit modules, door trim modules, center consoles and pillar trims, as well as vehicle exteriors such as bumper modules and front end modules. This division also produces high precision components and aesthetic and assembled parts.
The vertical offers tailored solutions for manufacturing plastic parts as per diverse customer requirements. The polymer vertical companies also manufacture resin moulded parts like interior trims, cowl grilles and engine covers among others. It also has special facilities for manufacturing thermo (vacuum) formed polyethylene components and blow moulded components like wheel arch flares, inner fender liners, shrouds, consoles, under covers etc. These companies also specialize in thermoplastic compounding. The product range includes polymer compounding in polyolefin and styrene.
SAMIL produces products for multiple market segments,
providing solutions such as cost optimized moulding technologies, high quality leather surfaces, real stitching in polymer surfaces, soft painted and metalized surfaces. The expertise in multiple polymer processing technologies gives SAMIL the optimal foundation to develop numerous innovative solutions to substitute metal with lighter, cost effective and environment friendly polymer for the automotive industry.
Polymer processing operations cover a wide range of polymer processing technologies. It requires an amalgamation of different technologies, which SAMIL provides through its various joint ventures and collaborations with global leaders in this field. The facilities include over 1500 state-of-the-art injection moulding machines ranging from 5 tons to 4500 tons to manufacture high precision components and high aesthetic parts. The moulding operations are augmented by comprehensive post moulding processes, thus providing a single source solution to diverse polymer processing requirements of the customers. It enables SAMIL to provide full system solutions in the form of highly integrated modules.
SAMIL also has capabilities in mould design and has tool rooms that specialize in high precision multi- cavity injection mouding tools. Such capabilities are key to its ability to provide full system solutions. SAMIL has the complete range of services from tool design to tool manufacturing and injection moulding under one roof that makes it a total tooling solutions provider.
Chapter 10 Polymers and modules
15Annual Report 2017-2018
16 Samvardhana Motherson International Limited
Samvardhana Motherson Peguform (SMP) was created through the acquisition of the Peguform Group jointly by SAMIL and MSSL in 2011.
SMP is an established global Tier 1 manufacturer of polymer-based modules specializing in high quality interior and exterior products for the automotive industry. With focus on the development of highly attractive and multifunctional interiors, SMP is an international partner for high quality instrument panels and interior door panels.
SMP is one of the largest manufacturers of bumpers, rocker panels, instrument panels, interior door panels and other related products for the European automotive industry. With numerous patented technologies and industry-first innovations in all product lines, it is one of the most preferred suppliers for car makers in Europe as well as to their facilities in China, Brazil and Mexico. The company has global presence and is headquartered in Germany.
Motherson Automotive Technologies & Engineering (MATE) is the polymer division of Motherson Sumi Systems Limited (MSSL), which started in India and has gradually expanded globally.
MATE specializes in blow moulding, injection moulding, low pressure injection moulding (LPI), 2k moulding and compression moulding processes. MATE manufactures a wide range of plastic components for the automotive industry, medical Industry, white goods and electronics. Moulding facilities are supported by robotic trimming operations, fabric upholstery, state-of-the-art robotic painting, product decoration, assembly operations and secondary operations such as ultrasonic welding, vibration welding, hot plate welding, heat staking and hot foil stamping.
The product range includes modules like IP assemblies (dashboards), consoles, door trim assembly, bumpers (front and rear), air cleaner assembly, air louver assembly etc.; Injection moulded components, which include door trim modules, pillar trims and covers, luggage space trims, instrument panel parts, grip and grab handles, louvers, garnishes, outside handles, inside handles, grip assists, body ornaments, bumpers, grilles/cowls, wheel arch liners, roof rails, 2-wheeler fuel tanks, parts
and assemblies for white goods and electronic appliances and blow moulded components, which include HVAC ducts, bottles, reservoirs, resonators, radiator overflow bottles, arm rests, bellows and spoilers.
Motherson Automotive Technologies & Engineering (MATE)
Samvardhana Motherson Peguform (SMP)
Chapter 10 Polymer and module
17Annual Report 2017-2018
Modules
SAMIL is present across various levels of the automotive component value chain, providing products and services that range from product design and prototyping to tool manufacturing, assembly and the production of integrated modules. The company provides an extensive range of higher level assemblies, modules and integrated systems for a range of applications in automotive and other industries. The Group has a focused approach towards developing modules and systems to provide integrated solutions to its customers. SAMIL develops and manufactures these modules to cater to the varied and diversified requirements of its customers.
Specialised ventures for systems and modules are in the area of:• Cabins for off-highway vehicles• Lighting systems, air intake manifolds and pedal brake assemblies and shock absorbers
• HVAC systems for passenger vehicle• HVAC systems for commercial vehicle• Bus AC & roof hatches• Environment management systems• Cooling systems
For all these products, SAMIL has collaborated with technology leaders in their respective fields. SAMIL depends on its joint venture partners to gain access to technological innovations in the respective product categories. The company continuously introduces new technologies and solutions to serve customers in diverse industry segments. The joint venture partners for this vertical are spread across USA, Japan, Australia, Germany and Italy. The manufacturing facilities for modules are spread across India.
Chapter 10 Polymer and module
17Annual Report 2017-2018
18 Samvardhana Motherson International Limited
Magneti Marelli Motherson Shock Absorbers India Pvt. Ltd. (MMSA) is a joint venture between Samvardhana Motherson International Ltd. (SAMIL), India and Magneti Marelli Spa, Italy.
Product Range includes strut assemblies, shock absorbers, cabin dampers, gas spring / door balancers and steering dampers in various sizes and dimensions and supplied to customers from passenger cars to commercial vehicle (LCV/MCV/HCV) segments of vehicle. The company follows global design architecture and can provide technical solutions like standard valving, full displacement valving, power shock, hydraulic stops and frequency dependent valving. The company also has access to global technologies stroke dependent, regenerative damper, active roll control, electronic dual stage valve, electronic smart damping control system, electro hydraulic levelling system, all aimed at reaching high level performances in terms of comfort and NVH (Noise, Vibration and Harshness). The
manufacturing unit of MMSA is located in Pune, India.
Magneti Marelli Motherson Shock Absorbers India Pvt. Ltd. (MMSA)
Magneti Marelli Motherson Auto System Ltd. (MMM) is a joint venture between Samvardhana Motherson International Limited (SAMIL), India and Magneti Marelli, Italy, which is a leading company in designing and production of systems and components for the automotive sector. The manufacturing units of MMM are located in Pune, Bawal, Sanand and Manesar in India.
The product range of the company includes automotive lighting products, integrated plastic air intake manifold assembly and pedal brake accelerator modules. The company has in-house design capabilities as well as manufacturing capabilities including plastic injection moulding, surface coating, metalising, welding, testing and assembly and in-house photometry lab among others.
Magneti Marelli Motherson Auto System Pvt. Ltd. (MMM)
Fritzmeier Motherson Cabin Engineering Pvt. Ltd. (FMCEL) is a joint venture between Samvardhana Motherson International Ltd. (SAMIL), India and Fritzmeier Group, Germany.
FMCEL specialises in producing operator cabins for off-highway vehicles like heavy duty dump-trucks, excavators, dozers, back hoe loaders, wheel loaders, skid steer loaders, concrete mixer self-loading machines and agricultural tractors & harvesters. The cutting-edge technology adopted by FMCEL meets the high level of international safety requirements like ROPS (Roll Over Protective Structure) and FOPS (Falling objects Protective Structure). FMCEL provides total solutions to customers right from concept design to fully loaded cabs, ready to drop on to the machine. The steel and aluminium special profiles used are unique to FMCEL cabin manufacturing technology. Apart from cabin manufacturing, FMCEL also supplies lite-fabrication parts used in construction equipment. Off-highway vehicles fitted with FMCEL supplied cabins are used globally. The company has its manufacturing unit located in Chennai, India.
Fritzmeier Motherson Cabin Engineering Pvt. Ltd. (FMCEL)
Calsonic Kansei Motherson Auto Products Pvt. Ltd. (CKM) is a joint venture between Motherson Sumi Systems Limited (MSSL) and Calsonic Kansei Corporation, Japan. CKM has plants in Manesar, Bawal and Chennai in India. The product range of CKM includes HVAC, air-con compressors, Body Control Module, immobilizer, transmitter and heat exchangers (radiator, condenser, motor fan) and caters to passenger vehicles. Also CKM is working with its JV partner for future EV parts (Battery Management System, invertor, battery cooling unit etc.).
Calsonic Kansei Motherson Auto Products Pvt. Ltd. (CKM)
Chapter 10 Polymer and module
19Annual Report 2017-2018
Motherson Bergstrom HVAC Solutions Pvt. Ltd. (MBSL) is a joint venture between Samvardhana Motherson International Limited (SAMIL), India and Bergstrom, Inc. USA. The company provides services including manufacturing, assembling, marketing and selling of complete HVAC Systems and components for off-highway and commercial vehicles.
Key segments served include agricultural and construction sectors, medium and heavy duty trucks as well as other specialized heavy-duty vehicles and mining equipment in India and countries included in SAARC. MBSL has its manufacturing unit in Noida, India.
Motherson Bergstrom HVAC Solutions Pvt. Ltd. (MBSL)
Valeo Motherson Thermal Commercial Vehicles India Ltd. is a joint venture between Samvardhana Motherson International Limited (SAMIL), India and Valeo Thermal Commercial Vehicles Germany GmbH, one of the world’s leading manufacturers of air conditioners, heaters and roof hatches for buses. It partners with all the prominent bus manufacturers in design and development of innovative temperature control systems.
The company manufactures HVAC systems for buses, special purpose vehicles, heating systems, ventilation for buses, emergency exit hatches, exhaust fans and engine pre-heaters, demisters, control units and also undertakes sales and service of Valeo products in the SAARC region. The current product range of will expand from buses into truck transport refrigeration products as well to enhance its strength in commercial vehicles domain.
Valeo Motherson Thermal Commercial Vehicles India Ltd.
Global Environment Management (GEM) Global Environment Management (GEM) specializes in developing ecologically sustainable products and services. The Aerobin Home c Composter is the first environmental product that GEM has launched. Aerobin offers passive, environmentally friendly and superior performance as a consequence of patented features that are of course unique to the Aerobin. It enables householders to divert all organic kitchen and garden materials away from landfill, and allows their carbon content to be returned to the earth in the form of rich and healthy compost instead of emitting it carbon and other far more damaging gases into the atmosphere, as a by-product of anaerobic decomposition at landfill sites. Aerobin is available in the USA, Canada, Finland, Sweden, Netherlands, Belgium, Luxemburg, Greece, Spain, Portugal, Thailand, Singapore, Vietnam, and Australia.
Chapter 10 Polymer and module
20 Samvardhana Motherson International Limited
Motherson Automotive Elastomers Technology
Motherson Elastomer Pty Ltd.
SAMIL provides a wide range of solutions in elastomer processing ranging from rubber compounding to injection moulded rubber parts, bonded parts and extruded rubber components for a spectrum of industries including automotive, medical, home appliances and general industrial applications. The facilities are spread over India and Australia. The rubber injection moulding product range includes grommets, boots, bellows, gaskets, seals, water strike back valves, damper rings, nozzles, rubber to plastic and rubber to metal products etc.,for automotive and industrial applications.
The compression moulded rubber components and extruded rubber product range includes extruded rubber components, weather strips, glass runs, boot and hood seals, tank straps, rubber flares, bonded components, suspension bushes, engine and transmission mounts, bump stops, large engine gaskets, auto suspension components, moulded rubber brake components for automotive, non-automotive and industrial applications.
Chapter 11 Elastomer processing
04 Elastomer processing
Motherson Automotive Elastomers Technology (MAE) is a division of Motherson Sumi Systems Limited (MSSL).
MAE specializes in manufacturing and supply of injection rubber moulded, rubber to metal bonded parts, rubber to plastic bonded components, reinforced hoses, extruded parts for automotive and various other sectors. Manufacturing process is well supported with in-house automatic compounding line to produce various types of compounds as per customer specifications. MAE also has the facility of automatic sorting machine through camera control, ultraviolet clean room, cryogenic deflashing machine etc. Manufacturing units of MAE are located in Chennai & Noida in India.
Motherson Elastomer Pty Ltd. (MEPL) is a subsidiary of Motherson Sumi Systems Limited (MSSL), located in Australia.
MEPL has one of the largest non-tyre related rubber mixing plants in Australia, having extensive technical capabilities in formulation and development of rubber compounds with over 1900 formulae to cover a wide range of applications. The company specialises in moulded and extruded rubber products for supporting automotive, rail, industrial and construction market applications.
The product range of MEPL includes Silent bloc® anti-vibration solutions consisting of stud mounts, light duty pedestal mounts, medium deflection frustacon, high deflection frustex, heavy duty pedestal mounts, low deflection medium duty mounts, shear compression mounts, machine level mounts, flange mounts, vibration control pads, suspension isolators, flexible bearings, link assemblies, flexible couplings and rail products.
21Annual Report 2017-2018
05 Metal WorkingSAMIL has expertise in providing complete solutions in metal working right from manufacturing and marketing a wide range of standard and customized cutting tools to machining of high precision metal components. The Group also provides advanced thin film coating services.
By acquiring technologies from global technology leaders and coupling them with in-house design and development expertise, SAMIL is capable of providing highly customized cutting solutions.By expanding its range in the metal machining services, SAMIL has become an integrated solutions provider in metal cutting and hobs, precision metal machining and thin film coating to these customers. SAMIL undertakes metal working and the manufacture of various forms of cutting tools, including Cubic Boron Nitride (CNC) and Polycrystalline Diamond (PD) cutting tools and drills, high precision machined metal
components and assemblies, heat-sinks and sub-assemblies, manufacturing and re-sharpening of broaches, high speed steel gear cutting tools and advanced thin film coating services.
The various ventures in metal working include:• Cutting tools• Gear cutting tools• Sintered metal parts• Precision machined parts• Die casted aluminium parts• Sheet metal parts• Thin film coating metals• Clutch for car AC compressors
Chapter 12 Metal working
21Annual Report 2017-2018
22 Samvardhana Motherson International Limited
Motherson Techno Tools Limited (MTTL) is a joint venture between Samvardhana Motherson International Ltd. (SAMIL), India and Sumitomo Electric Hardmetal Corp., Japan. The company has its manufacturing facility at Noida, India.
MTTL is focused on the development, production and distribution of cutting tools as machining solutions to metal machining industry in India. It produces standard and customized cutting tools of advanced cutting materials like Carbide, Poly Crystalline Diamond (PCD) and Cubic Boron Nitride (CBN) with in-house coating facility. Cutting tools are available to machine various work material - steel, stainless steel, cast iron, aluminium, exotic alloy, hardened steel and CFRP. Industry specific machining solutions are provided for automotive, aerospace, power generator, construction equipment, steel and industrial machines.
MTTL serves its customers through a team of trained sales engineers and distributor network, located close to manufacturing locations across India. Apart from manufacturing cutting tools at Noida, MTTL represents Big Daishowa Company Ltd. for precision holding tools and boring tools as well as Heule Werkzeug AG for hole edge processing tools.
Motherson Techno Tools Ltd.
Motherson Innovative Engineering Solutions (MINES) is a division of Motherson Sumi Systems Limited (MSSL) and is located in Bengaluru, India.
MINES undertakes contract manufacturing of high precision machined metal components and assemblies. It manufactures products for a wide range of applications including computers, test and measuring equipment, scientific equipment, machinery parts, valve body parts, hydraulic cylinder parts, drive motion parts, cooling system - heat sinks and other precision applications.
Manufacturing facilities include state-of-the-art CNC machines, highly customized special purpose machines, bi-metal brazing supported by surface treatment and metrological measuring facilities.
Motherson Innovative Engineering Solutions (MINES)
MOTHERSON TECHNO PRECISION GmbH (MTPG), located in Donaueschingen, Germany, is a subsidiary of Motherson Sumi Systems Ltd. (MSSL) The company specializes in metal turning and plastic-metal combined parts.
The product range of MTPG includes high precision turned parts for fuel pumps, fuel injection systems, emission controls, break systems and pressure sensors, as well as different kinds of assemblies and individual steps like grinding, turning, rounding, milling and coating.
Motherson Techno Precision GmbH (MTPG)
23Annual Report 2017-2018
Motherson Sintermetal Technology Ltd. (MSTL) is a joint venture between Samvardhana Motherson International Ltd. (SAMIL) and Sintermetal with manufacturing facilities at Rippollet, near Barcelona, Spain and a facility in Puducherry, India.
It produces powder-metal sintered parts for the automotive industry. The company has a well-established clientele in Europe with supplies to many OEMs and Tier 1 manufacturers. The product range of the company includes parts for shock absorber, power train and various pumps.
Motherson Sintermetal Technology Ltd. (MSTL)
Motherson Advanced Tooling Solutions Limited (MATS) is a part of the metal division of Samvardhana Motherson International Ltd. (SAMIL), India. Manufacturing units of MATS are located in Aurangabad and Noida in India.
The product range of the company includes broaches, hobs, shaving cutters, shaper cutters, master gears, splines gauges, spline mandrels and broach sharpening machines. The company specialises in manufacturing high quality broaches and HSS gear-cutting tools for a wide spectrum of industry segments including automobile industry, power sector, defence and other engineering industries.
Motherson Advanced Tooling Solutions Limited (MATS)
Nissin Advanced Coating Indo Co. Pvt. Ltd. (NACIL) is a joint venture between Samvardhana Motherson International Limited (SAMIL) and Nissin Electric Co. Ltd., Japan.
The company is located in Noida, India. NACIL provides advanced thin film coating services for tools, dies and parts. Types of coatings offered include TIN, TiCN, TiAlN, CrN, DLC etc. Application areas vary from cutting tools, moulds, automobile parts, machine parts, resin moulds and water parts.
Nissin Advanced Coating Indo Co. Pvt. Ltd. (NACIL)
Motherson Machinery and Automations Limited (MMAL) is a subsidiary of Samvardhana Motherson International Ltd. (SAMIL), located in Noida, India. The company is an industrial trading company. The product range includes:
• Machine tools• Grinding machines• Hydraulic motors• High pressure coolant pumps, magnetic separators, lubrication pumps, transfer pumps• Fixtures: Tooling & Fixtures• Metrology equipment• Industrial consumables
Motherson Machinery and Automations Ltd. (MMAL)
Chapter 12 Metal working
24 Samvardhana Motherson International Limited
MS Global India (MSGI) is the most recent acquisition by SAMIL, specialising in press stamped parts for passenger cars and commercial vehicles.
Located in Chennai, MSGI supplies cold stamped components to leading automotive OEMs. The company is introducing hot stamping technology to serve its customers in India.
Youngshin Motherson Auto Tech Ltd. (YMAT) is a joint venture between Samvardhana Motherson International Ltd. (SAMIL) and Youngshin Components of South Korea for manufacturing of electro-magnetic clutch for car air-conditioner compressor.
The company manufactures the complete range of assemblies to cater to the requirements of compressor manufacturers in India. YMAT has the complete knowhow and technical support backed by the most modern facility and SPMs developed specifically for optimum clutch performance to manufacture the complete clutch set.
MS Global India (MSGI)
Youngshin Motherson Auto Tech Ltd. (YMAT)
Samvardhana Motherson Auto Component (SMAC) is a subsidiary of Samvardhana Motherson International Ltd. (SAMIL). The company specializes in fully finished precision aluminum die casting parts being produced under technical assistance from Reterra Inc, Japan. These facilities consists of fully automated die casting cells and precision machining cells supported by state-of-art inspection, testing and heat treatment facilities. The company manufactures parts for 2 wheelers and 4 wheelers. The product range consists of engine parts including housing of air conditioner compressors , pumps, powertrain parts , air and hydraulic brake parts and gas valves. The company has two state-of-the-art facilities located at Manesar, India.
Samvardhana Motherson Auto Component Pvt. Ltd. (SMAC)
Samvardhana Motherson Auto Component Pvt Ltd.
Chapter 12 Metal working
25Annual Report 2017-2018
Chapter 13 IT, software & technology
06 IT, Software & TechnologyInformation Technology vertical of SMG sustains the digital foundation of the Group’s global operations while also providing cutting-edge IT solutions to external clients from different industry verticals globally.
The vertical ensures delivery of a well-connected, robust and secure IT Infrastructure to manage information flow across the enterprise. A diverse pool of global ERP systems & smart business applications manage complex processes & data, digitalize and
integrate workflows, improve collaboration on programs and add agility to decisions and actions. IoT and automation capabilities are actively capitalized upon for real-time data acquisition from shop floor to improve visibility & also for process enablement. Analytics capabilities of the vertical ensure that a layer of intelligence sits on the top of a vast pool of data acquired from the enterprise IT ecosystem thus providing decision value and improved control to business stakeholders.
25Annual Report 2017-2018
26 Samvardhana Motherson International Limited
MothersonSumi INfotech & Designs Ltd. (MIND)
Motherson Invenzen XLab Pvt. Ltd.
IT Solutions GroupMIND is the IT services arm of SAMIL and an ISO 9001, ISO 27001 certified, CMMI Level 5 IT services company. With its headquarters in Noida (India), and offices in 4 other countries, MIND caters to diverse technology needs of customers across all its global locations.MIND’s workforce of 1200+ professionals possesses competencies in the areas of:-• IT Infrastructure, network & cloud services • ERP consulting & implementation• Software development - desktop, web & mobile platforms • IoT & automation systems• Big data & analytics• Shared services• Digital transformation consulting
With strong exposure to automotive & manufacturing processes & understanding of Industry 4.0 trends, MIND supports the customers through its smart offerings for :-• Warehouse management & material traceability • IoT based 4M control for diverse production environments• Paperless operations on shop floor and digital user guidance• Automations including SPMs, AGVs, Vision Systems etc. • Factory analytics
MIND also caters to comprehensive technology needs of other industry verticals including FMCG, government, pharmaceuticals, education & more.
Besides, the company is also a qualified GST Suvidha Provider (GSP), providing online GST return e-filing services to businesses pan-India.With focus on providing cutting-edge IT services and commitment to deliver lasting value, MIND strives to become a strategic technology partner and a globally preferred solutions provider for customers worldwide in their journey of digital transformation.
Motherson Invenzen XLAB is the Telematics & IoT division of Samvardhana Motherson Group, located in Noida. MI-XLAB designs and manufactures a comprehensive range of products – including connected car infotainment systems, customized telematics units (GPS trackers, SOS devices, OBD devices), defence and Industrial IoT electronics.
MI-XLAB augments its electronics hardware expertise with embedded software, mobile and web apps, backend server and data analytics services to provide a turnkey solution to customers. MI-XLAB telematics and electronics products are available for passenger cars, commercial vehicles, two-wheelers, off-road and agriculture vehicles, defence equipment and manufacturing automation applications.
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Chapter 13 IT, software & technology
27Annual Report 2017-2018
SAMIL has a philosophy of serving its customers with value added products and services and providing a higher level of support to other Group companies that goes beyond components and modules.
The company also provides products and services that directly support manufacturing operations of its customers. These products and services are provided by the Group through its various joint ventures with leaders in their respective fields. This vertical enables the Group to provide end-to-end solutions and be
involved with the customers at various stages of manufacturing of their final product.
SMG manufactures several products that support manufacturing functions in the automotive and other industries. These include:• Paint coating equipment• Air compressors• Automotive manufacturing engineering services• Auxiliary equipment for injection moulding machines
Chapter 14 Manufacturing support
07 Manufacturing Support
27Annual Report 2017-2018
Frigel Intelligent Cooling Systems India Private Ltd.
Frigel Intelligent Cooling Systems India Ltd. (FICS) is a joint venture between Matsui Technologies India Ltd. (MTIL) and Frigel, Italy which is a leading company in cooling equipment application such as plastic moulding and extrusion, beverage preparation and filling, metal processing, oil & gas.
FICS undertakes manufacturing, marketing, installation and servicing of Frigel products in India and SAARC region. The product range includes centralized adiabatic closed loop cooler, centralized chiller (airand watercooled), machine side chiller/booster/temperature controller, machine side booster/temperature controller, mould temperature controller, heat and cool mould temperature controller, dehumidifying dryer, cap cooler, VFD pumping station, filtration and buffer SS tank, cooling system digital control panel, machine interactive database management system.
28 Samvardhana Motherson International Limited
Anest Iwata Motherson Coating Equipment Ltd.
AES (India) Engineering Ltd. is a joint venture between Samvardhana Motherson International Limited (SMIL), India and Automotive Engineering Services Co. Ltd., Japan (AES).
The company provides services including manufacturing engineering, consultation, project management and turnkey supplies to the automotive industry. The areas of shop coverage for AES includes press/dies, body paint and assembly shop in vehicle assembly plant, engine/transmission machining and assembly line in power train manufacturing plant. The range of services includes simultaneous engineering, conceptual planning, basic engineering, basic design for new-line/ line-modification in green/brown field, logistics planning, procurement of machinery & equipment, installation of equipment, launching support, quality build up activities, coaching of manufacturing staff/operators, continuous improvement “kaizen” (covering parts) programme management & digital engineering.
AES (India) Engineering Ltd. (AES)
Matsui Technologies India Ltd. (MTIL) is a joint venture between Samvardhana Motherson International Ltd. (SAMIL), India and Matsui Manufacturing Co., Japan engaged in manufacturing, sales and installation of plastic material processing equipment. The product range includes mould temperature controllers, dehumidifying dryers, jet loaders, chillers, blenders, granulators, mould dehumidifiers, dosing units, descaling pumps and complete solution for centralized conveying system for automotive, packaging, healthcare, white goods and electrical industry. With own engineering and design facility, MTIL provides customized solutions to its esteemed customer base. MTIL operations are based in India at Noida.
Matsui Technologies India Ltd.
Anest Iwata Motherson Coating Equipment Private Limited (AIMC) is a joint venture between Samvardhana Motherson International Limited (SAMIL), India and Anest Iwata Corp., Japan. AIMC is based in Noida, India.
The product range for India includes the Anest Iwata inventions - low volume low pressure (LVLP) spray guns & high technology paint feed diaphragm pumps along with paint solvent based guns (manual & auto), water based guns, diaphragm pumps, paint tanks, paint circulation systems, pressure tanks, hoses, connectors, paint pressure regulator, paint kitchen and SUS tubing etc. Product speciality is compact, lightweight, medium and low air pressure operating manual & automatic spray guns, equipment & systems that help in both general and niche applications.
Anest Iwata Motherson Coating Equipment Pvt. Ltd. (AIMC)
Anest Iwata Motherson Limited (AIM) is a joint venture between Samvardhana Motherson InternationalLimited (SAMIL), India and Anest Iwata Corp., Japan, a world leader in industrial air compressors and paint coating systems. AIM is based in Noida, India.
AIM manufactures and sells Anest Iwata brand air compressors for varied range of applications in industrial, automotive, medical and institutional segments in India and SAARC countries. AIM also manufactures customised air compressors to specific customer requirements. It is also marketing in India the world’s first oil free type scroll air compressor from Anest Iwata. AIM has an extensive sales, spares and service network all over India with dealers/ distributors and service centres in all major cities of India.
Anest Iwata Motherson Pvt. Ltd. (AIM)
Chapter 14 Manufacturing support
29Annual Report 2017-2018
Growing with customer trust
Our customers’ trust has given us opportunities to grow and attain leadership positions in the businesses we operate
Chapter 15 Growing with customer trust
Globally
Europe
Exterior rear view mirrors
Wiring harnesses for commercial vehicals.
IndiaWiring harnesses for passenger cars
Rear view mirrors for passenger cars
Moulded components and modules
Plastic air intake manifolds
Cabins for large sized dump trucks
Gear cutting tools
CBN & PCD cutting tools Exterier lighting solutions
Exterior rear view mirrors
Wiring harnesses for commercial vehicles, 2-wheelers, earthmoving and material handling equipment
IP modules, door trims and bumpers
Americas
Wiring harnesses for commercial vehicals.
30 Samvardhana Motherson International Limited
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Spain
Portugal
France
Jersey
Ireland
UK
Luxembourg
Netherlands
Germany
Czech Republic
Poland
Slovakia
Hungary
Finland
Estonia
Lithuania
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Russia
China
Japan
South Korea
Hong Kong
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Mexico
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Chapter 16
Serving customers globally.
31Annual Report 2017-2018
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Portugal
France
Jersey
Ireland
UK
Luxembourg
Netherlands
Germany
Czech Republic
Poland
Slovakia
Hungary
Finland
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Lithuania
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Japan
South Korea
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32 Samvardhana Motherson International Limited
Chapter 17 Awards and recognitions
Awards and recognitions.
Daimler/ Mercedes Benz
Partner of the Year (Wiring Harness)
Excellence in Performance
(Polymer)
Excellence in Partnership (Polymer)
Quality Performance (Polymer)
Volkswagen
Comprehensive Excellence
(Wiring Harness)
PSA Group
Best Supplier(Polymer)
Maruti Suzuki
Spares Award(Wiring Harness)
Tooling Development (Polymer)
Part Development Build to Print
(Polymer)
Fire Safety(Polymer)
Tier-02 Development (Polymer)
Safety Compliance(Mirror)
Quality Performance(Mirror)
Overall Performance(Lighting)
Maruti Suzuki
Consistent Performer (Mirror)
Honda Cars
Gold Award for Quality (Wiring Harness)
Best Kaizen(Polymer)
Maruti Suzuki
Overall Performance (Wiring Harness)
33Annual Report 2017-2018
Supplier Excellence (Wiring Harness)
Mahindra & Mahindra
Quality Contribution Award(Wiring Harness)
Lovol
Outstanding Launch (Mirror)
Chery Jaguar Land Rover
WPCA Improvment(Mirror)
Quality Excellence (Mirror)
Volvo
MMOG(Mirror)
Best Self Reliant Supplier in Project
Management (Polymer)
Best Self Reliant Supplier in Quality
(Polymer)
Best Self Reliant Supplier in Delivery
(Polymer)
Silver Award Best Supplier of the Year
(Mirror)
Cost Achievement Performance
(Mirror)
Toyota
Hyundai
Excellence in Customer Delight
(Mirror)
Platinum Award(Wiring Harness)
Zero PPM(Wiring Harness)
Best Performer Gold Award
(Wiring Harness)
Top Performing Suppliers-Quality (Wiring Harness)
Beiqi Foton Motor
Outstanding Supplier(Mirror)
SAIC-GM
34 Samvardhana Motherson International Limited
Awards and recognitions.
Chapter 17 Awards and recognitions
Ashok Leyland
Best in Class Performance in Delivery
(Wiring Harness)
Business Alignment forDefence Business
(Cabin)
Best in Class Performance in Quality
(Wiring Harness)
New Product Development(Wiring Harness)
Volvo Eicher
Cost Competitiveness(Wiring Harness)
SML Isuzu
Performance Award- Consistent Quality(Wiring Harness)
Suzuki Motorcycle
Diamond Supplier(Wiring Harness)
Navistar
Quality Contribution Award(Wiring Harness)
SAIC Motor –Yuejin
Excellent Supplier(Wiring Harness)
JMC
Ford
Q1 Award(Mirror)
Fiat Escorts Tata Motors
Best Supplier(Lighting)
Outstanding Performance
(Cabin)
Delivery(Lighting)
Supplier Quality Excellence(Mirror)
Supplier Quality Excellence(Lighting)
General Motors
Supplier PerformanceManagement Leader
(Wiring Harness)
Paccar
35Annual Report 2017-2018
Excellent SupplierSpecial Vehicle
(Wiring Harness)
Excellent Supplier-Special Chassis(Wiring Harness)
Dongfeng
Excellence in Quality, Delivery, Wavelength, Technical Support
and Cost Management(Wiring Harness)
John Deere
Platinum Level in supplierQuality Excellence Process
(Wiring Harness)
7 Steps to Weld Excellence
(Cabin)
Caterpillar
Significant Contribution(Wiring Harness)
Komatsu
NPI Best Supplier(Wiring Harness)
AGCO
Best Supplier-Commercial Vehicle
(Wiring Harness)
Quality Management(Wiring Harness)
Honda Motorcycle& Scooter India
Superior Safety (Polymer)
Sumitomo Wiring Systems
Certificate of MeritQuality & On-Time Delivery
(Wiring Harness)
Hyster Yale
Certificate of Honor100% Quality & Delivery
(Wiring Harness)
Best Supply Performance(Mirror)
Hyundai Mobis
Significant Contribution(Wiring Harness)
GE Healthcare
Worldwide Partnership Award(Wiring Harness)
Piaggio
36 Samvardhana Motherson International Limited
Chapter 17 Awards and recognitions
Special achievement.
Outstanding Company of the YearMotherson Sumi Systems Limited (MSSL) received the ‘Outstanding Company of the Year Award’ at CNBC-TV 18’s ‘India Business Leader Awards’ (IBLA) held in New Delhi, India. The 13th Edition of IBLA followed the theme of “Leaders of Change” and highlighted the efforts of those stalwarts who believe in creating equitable and profitable businesses with a laser sharp focus on specialization, innovation and differentiation.
Global Visionery Award
Mr. V C Sehgal, Chairman, Samvardhana Motherson Group received the “Global Visionary” award, at the first ‘The Economic Times Family Business Awards’ held in Mumbai, India. Mr. Sehgal was unanimously chosen for the award by an esteemed jury constituting of eminent business leaders in India.
Institutional awards.
PAR Excellence Award(Mirror)
INSSAN
leading Investorin Frankfurt
(Wiring Harness)
FrankfurtRheinMain GmbH
Best Supplier Delivery Fulfilment (Polymer)
Bosch
Excellence in Product Development
(Wiring Harness)
Harley Davidson
Samvardhana Motherson International Limited 37
DIRECTORS’ REPORT
To the Members,
Your Directors have pleasure in presenting to you the 13th Annual Report together with the audited fi nancial statements of the Company for the fi nancial year ended March 31, 2018. The consolidated performance of the Company and its subsidiaries has been referred to whenever required.
Financial performance and operative performance of the Company
The summarized fi nancial results for the year ended on March 31, 2018 and for the previous year ended March 31, 2017 are as follows:
(Amounts in ` million)
Particulars Standalone
For the year ended
31.03.2018For the year ended
31.03.2017
Revenue from operations 1,675 372
Other income 10,663 173
Total revenue 12,338 545
Total expenditure 2,109 664
Profi t before interest, depreciation 10,229 (119)
Finance Costs 929 1,101
Profi t/Loss before Depreciation 9,300 (1,220)
Depreciation 8 2
Profi t/ (Loss) before tax 9,292 (1,222)
Provision for taxation:
- Current income tax 1,152 -
- Deferred tax (37) -
Profi t after tax 8,177 (1,222)
(Amounts in ` million)
Particulars Consolidated
For the year ended
31.03.2018For the year ended
31.03.2017
Revenue from operations 455,235 379,568
Other income 11,417 1,281
Total revenue 466,652 380,849
Total expenditure 434,544 360,567
Profi t before tax 31,110 19,562
Provision for taxation:
- Current income tax 8,525 6,802
- Deferred tax (credit)/ expense (186) 409
- Income tax for earlier years (142) (295)
Profi t before minority interest 22,933 12,646
Minority interest 4,927 4,576
Profi t for the year 18,006 8,070
Book 1.indb 37Book 1.indb 37 22-09-2018 15:59:1022-09-2018 15:59:10
38 Annual Report 2017-18
Dividend
Your Directors had declared interim dividend of 23 % i.e. Rs. 2.30 per fully paid-up equity share of Rs. 10/- during the year 2017-18. The Directors recommend payment of Interim Dividend @ 23% paid to the Equity Shareholders of the Company as fi nal dividend for the year 2017-18.
1Capital adequacy
Your Company is a CIC- ND- SI and primarily functions as a Group Holding Company with more than 90% of its total assets consisting of investments in shares of subsidiary companies/joint Venture Companies/Associate Companies. As a CIC- ND- SI, the Company is required to-
a. Maintain minimum Adjusted Net Worth of 30% of its aggregate risk weighted assets on balance sheet and risk adjusted value of off- balance sheet items as on date of the last audited balance sheet as at the end of the fi nancial year; and
b. Restrict the outside liabilities upto 2.5 times of its Adjusted Net Worth as on the date of the last audited balance sheet as at the end of the fi nancial year.
The Company is in compliance with the above mentioned requirements as at March 31, 2018.
Consolidated Financial Statements
In accordance with the Accounting Standard - 21 on Consolidated Financial Statements read with Accounting Standard – 23 on Accounting for Investments in Associates and Accounting Standard –27 on Financial Reporting of Interests in Joint Venture in Consolidated Financial Statements, your Directors have the pleasure in attaching the Consolidated Financial Statements which form a part of the Annual Report.
Subsidiary Companies, Joint Ventures and Associate Companies
During the year under review, your Company has transferred its entire shareholding in following Companies to Tigers Connect Travel Systems and Solutions Limited:
1. AES (India) Engineering Limited
2. Motherson Auto Solutions Limited
3. Motherson Advanced Tooling Solutions Limited
4. Motherson Machinery and Automations Limited
5. Motherson Sintermetal Technology Limited
6. Motherson Techno Tools Limited
7. Nissin Advanced Indo Coating Indo Co. Private Limited
8. SAKS Ancillaries Limited
9. Samvardhana Motherson Auto System Private Limited
10. Samvardhana Motherson Refrigeration Product Limited
1 RBI Disclaimer: (a) Reserve Bank of India does not accept any responsibility of guarantee about the present position as to the fi nancial soundness of the company or for the correctness of any of the statements or representations made or opinions expressed by the company and for discharge of liability by the Company: (b) Neither is there any provision in law to keep, nor does the Company keep any part of the deposits with the Reserve Bank and by issuing the Certifi cate of Registration to the Company, the Reserve Bank neither accepts nor guarantee for the payment of the public funds to any person/body corporate
Further, due to termination of Joint Venture Agreement with Nachi Fujikoshi w.e.f. July 14, 2017 entire shareholding in the following companies have been transferred to Nachi Fujikoshi:
1. Nachi Motherson Tool Technology Limited
2. Nachi Motherson Precision Private Limited
In accordance with section 129(3) of the Companies Act, 2013, we have prepared consolidated fi nancial statements of the company and all its subsidiaries, Joint Ventures and Associate Companies which form part of the Annual Report.
Further, a statement containing the salient features of the fi nancial statement including performance of the company’s subsidiaries, Joint Ventures and Associate Companies attached in Form AOC-1, which forms a part of the fi nancial statements of the company for the fi nancial year 2017-18.
Internal fi nancial controls with reference to the Financial Statements.
Your company has adopted various policies and procedures for ensuring the orderly and effi cient conduct of its business including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of accounting records and timely preparation of reliable fi nancial information. The company has appointed Internal Auditors to carry out both system and fi nancial audit of its activities.
The company has laid special emphasis by ensuring that such controls are not only adequate but are also operating effectively.
Public/Fixed Deposits
The Company has neither invited nor accepted any Deposits from the Public during the year ended on March 31, 2018. There is no unclaimed or unpaid deposit lying with the Company.
Auditors and Auditor’s Report
Statutory Auditors
Pursuant to provision of Section 139 and other applicable provisions, if any, of the Companies Act, 2013, M/s. S.R. Batliboi & Co. LLP, Chartered Accountants (Firm Registration No.-301003E/E300005), were appointed as Statutory Auditors of the Company to hold the offi ce from the conclusion of 12th Annual General Meeting of the Company held in the year 2017 till the conclusion of 17th Annual General Meeting of the Company scheduled to be held in the year 2022, subject to ratifi cation of their appointment at every Annual General Meeting.
The members may note that with the Companies (Amendment) Act 2017, effective May 7, 2018 the requirement of obtaining ratifi cation of appointment of Statutory Auditors in every General meeting stands omitted.
In view of the above amendment, the Board is not required to recommend to the shareholders the ratifi cation of appointment of Statutory Auditors. Further, the Statutory Auditors have confi rmed that they are not disqualifi ed from continuing as Auditors of the company.
Book 1.indb 38Book 1.indb 38 22-09-2018 15:59:1122-09-2018 15:59:11
Samvardhana Motherson International Limited 39
The report given by M/s. S.R. Batliboi & Co. LLP, statutory auditors on the fi nancial statement of the Company for the year 2017-18 is part of the Annual Report. The observations of the Auditors and the relevant notes on the accounts are self-explanatory and therefore do not call for any further comments. The Auditors’ Report does not contain any qualifi cation, reservation or adverse remark. Further, not fraud was reported by the auditors of the company.
Further, during the year, in the course of the performance of their duties as auditor, no frauds were reported by them which they have reason to believe that an offence involving fraud has been committed against the Company by offi cers or employees of the Company.
Secretarial Auditor
Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 your Directors appointed M/s Sanjay Grover and Associates to conduct Secretarial Audit for the fi nancial year 2017-18.
The Secretarial Audit Report for the fi nancial year ended March 31, 2018 is annexed herewith which forms a part of this Report. The Secretarial Audit Report does not contain any qualifi cation, reservation or adverse remark.
Cost Auditor
Pursuant to the Companies (Cost Records & Audit) Amendment Rules, 2014 issued by the Ministry of Corporate Affairs, the Company is not required to conduct audit of its cost accounting records for the fi nancial year 2017-2018.
Conservation of Energy, technology absorption and foreign exchange Earnings and Outgo
Information under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of Companies (Account) Rules, 2014 is given in Annexure A to this report
Directors and Key Managerial Personnel
As per provisions of Companies Act, 2013, Mr. Vivek Avasthi, Mr. Ramesh Dhar, Ms. Geeta Soni and Ms. Nilu Mehra, Directors of Company retire by rotation in the ensuing Annual General Meeting and being eligible, seek re-appointment. The Board of Directors recommends their reappointment on the Board of the Company.
Further, Mr. Sanjay Mehta was appointed as Additional Director of the Company w e.f. May 24, 2018. The Board of Directors recommends his appointment as Director on the Board of the Company.
Brief resume of the above Directors, nature of their expertise in functional areas, name of public companies in which they hold directorship and the Chairmanship/Membership of the committees of Board are given as annexure to the notice convening the Annual General Meeting.
The Company has received declarations from Independent Directors confi rming that they meet with the criteria of independence as prescribed under sub section (6) of section 149 of the Companies Act, 2013. During the year, Independent Directors of the Company had no pecuniary relationship or transactions with the Company, other than
sitting fee and reimbursement of expenses, if any, incurred by them for the purpose of attending the meetings of the Board of Director and Committee.
Pursuant to the provisions of section 203 of the Companies Act, 2013,Mr. Manish Kumar Goyal was appointed as Chief Financial Offi cer (CFO) of the Company w.e.f. May 24, 2018 in place of Mr. Ashok Tandon.Mr. Manish Kumar Goyal as CFO and Ms. Pooja Mehra as Company Secretary are Key Managerial Personnel of the Company.
Meetings of the Board
During the fi nancial year ended 31st March 2018, 9 meetings of Board of Directors were held. The details of meetings are given here:
The dates of meeting are: May 30, 2017, July 24, 2017, September 05, 2017, September 18, 2017, October 17, 2017, November 14, 2017, December 26, 2017, February 21, 2018 and March 14, 2018. The intervening gap between two consecutive meetings was not more than one hundred and twenty (120) days as prescribed by the Companies Act, 2013. The table for the attended record of the Directors is as given below:
Name of the Director No. of Board Meetings Attended
Attendance at last Annual
General Meeting
Mr. Vivek Chaand Sehgal
7 Yes
Mr. Laksh Vaaman Sehgal
4 No
Mr. Vivek Avasthi 6 No
Mr. Hiroshi Morimoto 5 No
Mr. Bimal Dhar 5 Yes
Mr. Ashok Tandon 9 Yes
Mr. Ramesh Dhar 7 No
Ms. Geeta Soni 7 No
Ms. Nilu Mehra 7 Yes
Ms. Madhu Bhaskar 9 Yes
Mr. Dhruv Mehra 7 Yes
Mr. Hideo Hatada 2 Yes
Mr. Yasuhiro Kawamura 1 No
Mr. Sanjay Mehta Not applicable
Not applicable
The Board Members are provided with necessary documents/brochures, reports and internal policies to enable them to familiarize with the Company’s procedures and practices. Periodic Presentations are made by Senior Management, Statutory and Internal Auditors at the Board/Audit Committee Meetings on the business and performance updates of the Company. Ms. Madhu Bhaskar member of the audit committee represented Audit Committee Chairman in Annual General Meeting.
Audit Committee
The Company have constituted audit committee in terms of section 177 of the Companies Act, 2013. Presently, the composition of audit committee is as under:
• Mr. Vivek Avasthi- Member
• Mr. Hiroshi Morimoto- Chairman
• Ms. Madhu Bhaskar- Member
Book 1.indb 39Book 1.indb 39 22-09-2018 15:59:1122-09-2018 15:59:11
40 Annual Report 2017-18
During the year under review Mr. Vivek Avasthi was appointed as member in Place of Mr. Laksh Vaaman Sehgal on November 13, 2017.
Five Audit Committee meetings were held during the year. The dates of the meeting are:
May 30, 2017, July 24, 2017, October 17, 2017, November 14, 2017 and February 21, 2018
The table for the attended record of the Members for audit committee is as given below:
Name of the Member Designation No. of Committee Meetings Attended
Mr. Hiroshi Morimoto Chairman 4
Mr. Laksh Vaaman Sehgal
Member 3
Ms. Madhu Bhaskar Member 5
Mr. Vivek Avasthi Member 2
Corporate Social Responsibility (CSR)
In accordance with the requirements of section 135 of the Companies Act, 2013, your Company has Corporate Social Responsibility (CSR) Committee. The Company has also framed Corporate Social Responsibility (CSR) Policy in accordance with the provisions of the Companies Act, 2013 and rules made thereunder.
The Composition of Corporate Social Responsibility (CSR) Committee is as follows:
• Mr. Hiroshi Morimoto - Member
• Ms. Madhu Bhaskar - Chairperson
• Mr. Ashok Tandon - Member
CSR committee meeting was held once during the year on February 21, 2018.
The Annual Report on the CSR activities undertaken by the Company during the fi nancial year under review is annexed to this Report as Annexure-B.
The Company has set up a trust in the name of Swarn Lata Motherson Trust for carrying out CSR activities for the group Companies.
Board Evaluation
Your Company has formulated Nomination and Remuneration Committee in terms of the Provisions of the Companies Act, 2013 and has done formal evaluation of Directors in terms of the provisions of Companies Act, 2013. The Nomination and Remuneration policy of the covers Company’s policy on Directors appointment and remuneration including criteria for determining qualifi cations, positive attributes, independence of directors and other matters as required under the applicable provisions of the Companies Act, 2013.
In a separate meeting of Independent Directors, performance of non-independent Directors, performance of Board as a whole and performance of Chairman was evaluated, taking into account the views of Executive and non-executive directors.
Nomination And Remuneration Committee
The composition of nomination and remuneration committee is as follows:
• Mr. Hiroshi Morimoto - Member
• Ms. Madhu Bhaskar - Chairperson
• Mr. Vivek Avasthi - Member
Nomination and Remuneration committee meeting was held on July 24 2017. As required under Section 178 of the Companies Act, 2013, the Board had, on the recommendation of the Nomination and Remuneration Committee framed a policy for selection and appointment of Directors, Key Managerial personnel and their remuneration including criteria for determining qualifi cations, positive attributes, independence of a director and other matters thereof. Such policy are also available on the website of the company and can be accessed through following link: http://www.smil.co.in.
Extract of the Annual Return
In accordance with Section 134(3)(a) of the Companies Act, 2013, an extract of annual return in form MGT-9 is annexed herewith as Annexure C to this report.
Particulars of Loans, Guarantees or Investments
Provisions of Section 186 of the Companies Act, 2013 apply to your Company to the extent applicable to a CIC- ND- SI. Details of loans, guarantees or investments made by the Company form part of the notes to the fi nancial statements as provided in this Annual Report.
Particulars of contracts or arrangement with Related Parties
During the fi nancial year 2017-18, the Company has entered into the related party transactions which are in ordinary course of business and at arm’s length basis and there is no material transactions so the Company is not required to give the details of the related party transactions in form AOC-2. Further the details of the transaction with related parties are provided in the notes to accompanying Standalone fi nancial Statement.
Human Resources
The relations with the employees and associates continued to remain cordial throughout the year. The Directors of your Company wish to place on record their appreciation for the excellent team spirit and dedication displayed by the employees of the Company
Particulars of Employees
The statement containing the names of employees as required under Section 197 of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 is annexed to this Report as Annexure – D
Directors’ Responsibility Statement
As required under clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013 your Directors confi rm:
1. in the preparation of the annual accounts for the fi nancial year ended March 31, 2018, the applicable
Book 1.indb 40Book 1.indb 40 22-09-2018 15:59:1122-09-2018 15:59:11
Samvardhana Motherson International Limited 41
accounting standards had been followed along with proper explanation relating to material departures, if any;
2. the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the fi nancial year March 31, 2018 and of the profi t and loss of the company for that period;
3. the directors had taken proper and suffi cient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
4. the directors had prepared the annual accounts on a going concern basis;
5. the directors have laid down Internal Financial Controls to be followed by the Company and that such internal fi nancial controls are adequate and are operating effectively;
6. the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
Risk Management Policy
Your Company has Risk management policy in place which covers elements which in the opinion of the Board may threaten the existence of the company.
General
Your Directors state that during the year ended March 31, 2018:
- There has been no change in the nature of business of the company during the year ended on March 31, 2018.
- No amount has been transferred to Reserves by the Company duringthe year ended on March 31, 2018
- There are no other material changes and commitments affecting the fi nancial position of the company which have occurred between the end of the fi nancial year of the company to which the fi nancial statements relate and the date of the report.
- There are no signifi cant & material orders passed by any regulators or courts or tribunals impacting the going concern status and Company’s operations in future.
- There are no changes in the Authorised and Paid Up share Capital of the Company for the year ended on March 31, 2018.
- There has been no Issue of equity shares with differential rights as to dividend, voting or otherwise.
- The company has complied with provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. There were no cases fi led pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
- During the year under review (i.e. 2017-18), the Company has complied with the applicable provisions of the Secretarial Standards issued by Institute of Companies Secretaries of India. The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and that such systems are adequate and operating effectively.
Acknowledgements
Your Directors would like to place on record their sincere appreciation for the whole hearted support and contributions made by all employees of the company, Bankers, Regulatory Bodies towards the conduct of effi cient operations of the company.
The Board of Directors of the company also expresses their gratitude to the shareholders for their valuable and un-stinted support extended to the company throughout the year.
For & on behalf of the Board of Directors ofSamvardhana Motherson International Limited
Sd/-
Sanjay Mehta (Din No. 03215388)
Place: Noida Vivek AvasthiDate: 08.09.2018 (Din No. 00033876)
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42 Annual Report 2017-18
Annexure-A
Conservation of Energy, technology absorption and foreign exchange Earnings and Outgo
Information under Section 134(3)(m) of the Companies Act, 2013 read with rule 8 of Companies (Account) Rules, 2014 are as follows:
(A) Conservation of energy:
Steps taken for impact on conservation of energy and steps taken by the Company for utilizing source of energy.
Though your Company is a Non-manufacturing Company it is taking all possible steps for conservation of energy in all operations of the company.
(B) Technology absorption, adaptation and innovation:
In view of the nature of activities which are being carried out by your Company no declaration is required to be given in this regard.
C) Foreign exchange earnings and Outgo: (In Rupees)
Foreign Exchange earnings and outgo during the year ended March 31, 2018 are:
(i) Foreign Exchange earnings: (Amount in ` million)
Consultancy Income 5
Interest on loan 9
Total Foreign Exchange earnings 14
(ii) Foreign Exchange Outgo:
Travel expenditure 7
Computer and Software expenses 1
Total Foreign Exchange outgo 8
For & on behalf of the Board of Directors ofSamvardhana Motherson International Limited
Sd/- Sd/-
Sanjay Mehta Vivek Avasthi (Din No. 03215388) (Din No. 00033876)
Place: Noida Date: 08.09.2018
Book 1.indb 42Book 1.indb 42 22-09-2018 15:59:1122-09-2018 15:59:11
Samvardhana Motherson International Limited 43
Annexure-B
ANNUAL REPORT ON CSR ACTIVITIES TO BE INCLUDED IN BOARD’S REPORT
1. A brief outline of the company’s CSR policy, including overview of projects or programs proposed to be undertaken and a reference to the web-link to the CSR policy and projects or programs.- Our Company Vision is to create a more inclusive and sustainable environment. Our commitment to CSR emanates from the business mission that guides us to set new standards in good corporate citizenship. Therefore, our CSR programs have been structured to be made sustainable, measurable, replicable, and scalable which will enable us carve out a reputation for being one of the most socially and environmentally responsible companies. Company shall identify and undertake all its CSR programs/ projects/activities under the following broader thrust areas of CSR:
• Skill Development and Vocation based education
• Livelihood enhancement
• Waste management and Sanitation
• Environmental sustainability
• Women and youth empowerment
• Disaster relief
• National Missions
2. The Composition of the CSR Committee is as under:
• Mr. Hiroshi Morimoto
• Ms. Madhu Bhaskar
• Mr. Ashok Tandon
3. Average net profi t of the company for last three fi nancial years: Please refer note below
4. Prescribed CSR Expenditure (two percent of the amount as in item 3 above) Please refer note below
5. Details of CSR spent during the fi nancial year. -
(a) Total amount to be spent for the fi nancial year:- Please refer note below
(b) Amount unspent, if any;- Please refer note below
(c) Manner in which the amount spent during the fi nancial year is detailed below:
S. NO.
CSR Project or Activity identifi ed
Sector in which the Project is covered
Project or Programme(1)Local area or other(2)Specify the state or district where Project or Programme was undertaken
Amount outlay (budget) project or programme wise
Amount spent on the projects or programs Sub-heads:(1)Direct expenditure on projects or programs;(2) Overheads:
Cumulative expenditure upto the reporting period
Amount spent: Direct or through implementing agency
Please refer Note Below
6. In case the Company has failed to spend the two percent of the average net profi t of the last three fi nancial years or any part thereof, the Company shall provide the reasons for not spending the amount in its Board Report- Please refer Note Below
7. A responsibility statement of the CSR Committee- The implementation and monitoring of Corporate Social Responsibility Policy is in compliance with CSR objectives and policy of the Company.- Please refer Note Below
Due to losses no amount was required to be spent by the company for the year 2017-18. Post implementation of Companies Act, 2013 fi rst time for the year ended March 31, 2018 the company had profi t of INR 8177 Million. Prescribed CSR expenditure would be undertaken by the company based on the average net profi ts of the company during the three immediately preceding fi nancial years as and when they arise subject to applicable provisions of Companies Act, 2013.
For Samvardhana Motherson International Limited
Sd/-Madhu Bhaskar
Chairperson- Corporate Social Responsibility Committee
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44 Annual Report 2017-18
Annexure-C
Form No. MGT-9
EXTRACT OF ANNUAL RETURN
as on the fi nancial year ended on March 31,2018
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014]
I. REGISTRATION AND OTHER DETAILS:
i) CIN U74900MH2004PLC287011
ii) Registration Date 09/12/2004
iii) Name of the Company Samvardhana Motherson International Limited
iv) Category / Sub-Category of the Company Company Limited by Shares
v) Address of the Registered offi ce and contact details
Unit 705, C Wing, ONE BKC, G Block Bandra Kurla Complex, Bandra East Mumbai Mumbai City MH 400051 India
vi) Whether listed company (Yes/No) No {Non-Convertible Debentures listed with BSE Limited (Bombay Stock Exchange)}
vii) Name, Address and Contact details of Registrar and Transfer Agent, if any
Link InTime India Private Limited
44, Community Centre, 2nd Floor, Near PVR Naraina, Phase-I Naraina Industrial Area, New Delhi - 110028, Phone: +91 11 4141 0592, 93 , 94 | Fax: +91 11 4141 0591, Email: delhi@linkintime.co.in
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
All the business activities contributing 10 % or more of the total turnover of the company shall be stated:-
Sl. No.
Name and Description of main products / services
NIC Code of the Product/service
% to total turnover of the company
1 Group Holding Company(Core Investment Company – CIC-ND-SI)
64200 96.34%
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES –
SL. NO.
NAME AND ADDRESS OF THE COMPANY
CIN/GLN HOLDING/SUBSIDIARY
% OF SHARES
HELD
APPLICABLE SECTION
1 Motherson Machinery and Automations Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U74899DL2004PLC131099 Subsidiary Company through Tigers Connect Travel Systems and Solutions Limited
100% 2(87)
2 Motherson Molds and Diecasting Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U27310DL2006PLC151361 Subsidiary Company 51% 2(87)
3 SAKS Ancillaries LimitedUnit 705, C Wing, ONE BKC, G Block Bandra Kurla Complex, Bandra East Mumbai City MH 400051
U74899MH1985PLC285656 Subsidiary Company through Tigers Connect Travel Systems and Solutions Limited
58.10% 2(87)
4 Samvardhana Motherson Virtual Analysis Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U29199DL2005PLC139659 Subsidiary Company through MothersonSumi Infotech and Designs Limited
100% 2(87)
Book 1.indb 44Book 1.indb 44 22-09-2018 15:59:1122-09-2018 15:59:11
Samvardhana Motherson International Limited 45
SL. NO.
NAME AND ADDRESS OF THE COMPANY
CIN/GLN HOLDING/SUBSIDIARY
% OF SHARES
HELD
APPLICABLE SECTION
5 Motherson Auto Solutions Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U74899DL2004PLC131122 Subsidiary Company through Tigers Connect Travel Systems and Solutions Limited
66% 2(87)
6 MothersonSumi INfotech and Designs Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U67120DL1985PLC020695 Subsidiary Company 53.67% 2(87)
7 MSID U.S. Inc. (held by Motherson Sumi INfotech & Designs Ltd.)18 East 41st Street Suite 1704 New York, NY 10017
N.A. Subsidiary Company through MothersonSumi Infotech and Designs Limited
100% 2(87)
8 MothersonSumi Infotekk And Designs GmbH (held by Motherson Sumi INfotech & Designs Ltd.)Hailerer Strasse 24 63571 Gelnhausen Germany
N.A. Subsidiary Company through MothersonSumi Infotech and Designs Limited
100% 2(87)
9 MothersonSumi INfotech and Designs SG Pte. Ltd. (held by Motherson Sumi INfotech & Designs Ltd.)178 PAYA LEBAR ROAD, #04-08/09, PAYA LEBAR 178, SINGAPORE (409030)
N.A. Subsidiary Company through MothersonSumi Infotech and Designs Limited
100% 2(87)
10 MothersonSumi INfotech & Designs KK (held by MothersonSumi INfotech and Designs SG Pte. Ltd.)4F 45KT Building 16-4, 1-chome MarunouchiNaka-ku, Nagoya 460-0002, Japan
N.A. Subsidiary Company through MothersonSumi Infotech and Designs Limited
85.71% 2(87)
11 Motherson Consultancies Service Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U29130DL2004PLC131100 Subsidiary Company 100% 2(87)
12 Motherson Auto Engineering Service Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U29253DL2004PLC126353 Subsidiary Company through MothersonSumi Infotech and Designs Limited
100% 2(87)
13 Motherson Techno Tools Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U74999DL1992PLC049607 Subsidiary Company through Tigers Connect Travel Systems and Solutions Limited
60.06% 2(87)
Samvardhana Motherson AR 2017-18.indb 45Samvardhana Motherson AR 2017-18.indb 45 27-09-2018 10:33:1527-09-2018 10:33:15
46 Annual Report 2017-18
SL. NO.
NAME AND ADDRESS OF THE COMPANY
CIN/GLN HOLDING/SUBSIDIARY
% OF SHARES
HELD
APPLICABLE SECTION
14 Motherson Advanced Tooling Solutions LimitedUnit 705, C Wing, ONE BKC, G Block Bandra Kurla Complex, Bandra East MumbaiMumbai City MH 400051
U45400MH2007PLC285655 Subsidiary Company through Tigers Connect Travel Systems and Solutions Limited
100% 2(87)
15 Tigers Connect Travel Systems and Solutions LimitedUnit 705, C Wing, ONE BKC, G Block Bandra Kurla Complex, Bandra East Mumbai City MH 400051
U34300MH2006PLC285657 Subsidiary Company 100% 2(87)
16 Samvardhana Motherson Refrigeration Product Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U90000DL2007PLC169556 Subsidiary Company through Tigers Connect Travel Systems and Solutions Limited
100% 2(87)
17 Motherson Sintermetal Technology Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U28990DL2011PLC229148 Subsidiary Company through Tigers Connect Travel Systems and Solutions Limited
100% 2(87)
18 Samvardhana Motherson Auto Component Private Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U31500DL2014PTC274514 Subsidiary Company 100% 2(87)
19 Samvardhana Motherson Auto System Private Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U50300DL2014PTC273269 Subsidiary Company through Tigers Connect Travel Systems and Solutions Limited
100% 2(87)
20 Samvardhana Motherson Finance Services Cyprus Ltd.Julia House, 3 Thermistocles Dervis Street, CY-1066 Nicosia, Cyprus
N.A. Subsidiary Company 100% 2(87)
21 Samvardhana Motherson Holding (M) Private Ltd. (SMHPL)6th Floor, Tower A, 1 Cyber City, Ebene, Mauritius
N.A Subsidiary Company 100% 2(87)
22 Motherson Sintermetal Technology B.V. (held by Motherson Sintermetal Technology Ltd.)Oranje Nassaulaan 55, 1e etage, 1075 AK Amsterdam
N.A. Subsidiary Company through Motherson Sintermetal Technology Limited
100% 2(87)
23 Motherson Sintermetal Products S.A. (held by Motherson Sintermetal Technology B.V.)Sarria De Ter, 52, 08291 Ripollet, Spain
N.A. Subsidiary Company through Motherson Sintermetal Technology Limited
100% 2(87)
Samvardhana Motherson AR 2017-18.indb 46Samvardhana Motherson AR 2017-18.indb 46 27-09-2018 10:33:1527-09-2018 10:33:15
Samvardhana Motherson International Limited 47
SL. NO.
NAME AND ADDRESS OF THE COMPANY
CIN/GLN HOLDING/SUBSIDIARY
% OF SHARES
HELD
APPLICABLE SECTION
24 Motherson Techno Tools Mideast FZE. (% held by Motherson Techno tools Limited)WARE HOUSE NO. P-6/173, PO BOX NO 120105, SHARJAH AIRPORT INTERNATIONAL FREE ZONE, SHARJAH,UNITED ARAB EMIRATES
N.A. Subsidiary Company through Motherson Techno Tools Limited
100% 2(87)
25 Samvardhana Motherson Global Holding Limited (SMGHL) (% held By Samvardhana Motherson Holding (M) Private Limited)Julia House, 3 Thermistocles Dervis Street, CY-1066 Nicosia, Cyprus
N.A. Joint Venture 49% 2(87)
26 Motherson Sumi Systems Limited (MSSL)Unit 705, C Wing, ONE BKC, G Block Bandra Kurla Complex, Bandra East Mumbai Mumbai City MH 400051 India
L34300MH1986PLC284510 Joint Venture 33.43% 2(87)
27 Anest Iwata Motherson Coating Equipment Private Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U29298DL2006PLC155317 Joint Venture 49% 2(87)
28 Anest Iwata Motherson Private Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U34107DL2000PTC108736 Joint Venture 49% 2(87)
29 AES (India) Engineering Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U29199DL2005PLC141008 Joint Venture through Tigers Connect Travel Systems and Solutions Limited
26% 2(6)
30 Valeo Motherson Thermal Commercial Vehicles India Limited (Formerly Known as Spheros Motherson Thermal System Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U74899DL2004PLC131101 Joint Venture 49% 2(6)
31 Matsui Technologies India Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U29199DL2006PLC156494 Joint Venture 50% less one share
2(6)
Samvardhana Motherson AR 2017-18.indb 47Samvardhana Motherson AR 2017-18.indb 47 27-09-2018 10:33:1527-09-2018 10:33:15
48 Annual Report 2017-18
SL. NO.
NAME AND ADDRESS OF THE COMPANY
CIN/GLN HOLDING/SUBSIDIARY
% OF SHARES
HELD
APPLICABLE SECTION
32 Fritzmeier Motherson Cabin Engineering Private Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U31908DL2007PTC162125 Joint Venture 50% 2(6)
33 Nissin Advanced Coating Indo Co. Private Limited.2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U24211DL2007PTC169557 Joint Venture through Tigers Connect Travel Systems and Solutions Limited
49% 2(6)
34 Magneti Marelli Motherson Auto System Private Ltd (100% held by Magneti Marelli Motherson India Holding B.V.)2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U31500DL2008PTC174123 Joint Venture 50% 2(6)
35 Magneti Marelli Motherson India Holding B.V.Amsterdam, 118BH Luchthaven Schiphol, Schiphol Boulevard 217
N.A. Joint Venture 50% 2(6)
36 CTM India Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U74999DL1998PLC093544 Joint Venture 41% 2(6)
37 Magneti Marelli Motherson Shock Absorbers India Private Ltd.B- 23, MIDC INDUSTRIAL AREA, VILLAGAE NIGHOJE, TALUKA – RAJGURUNAGAR, CHAKAN, Maharashtra - 410501
U74900PN2008PTC132425 Joint Venture 50% 2(6)
38 Samvardhana Motherson Polymers LimitedUnit 705, C Wing, ONE BKC, G Block Bandra Kurla Complex, Bandra East Mumbai Mumbai City MH 400051 India
U29292MH2011PLC286829 Joint Venture 49% 2(6)
39 Motherson Bergstrom HVAC Solutions Private Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U29292DL2010PTC211024 Joint Venture 50% 2(6)
40 Motherson Invenzen Xlab Private Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U72300DL2014PTC264533 Subsidiary 51% 2(87)
Book 1.indb 48Book 1.indb 48 22-09-2018 15:59:1122-09-2018 15:59:11
Samvardhana Motherson International Limited 49
SL. NO.
NAME AND ADDRESS OF THE COMPANY
CIN/GLN HOLDING/SUBSIDIARY
% OF SHARES
HELD
APPLICABLE SECTION
41 Samvardhana Motherson Adsys Tech Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road,Delhi -110044
U29190DL2017PLC322331 Subsidiary 100% 2(87)
42 Youngshin Motherson Auto Tech Limited2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U35999DL2017PLC321298 Joint Venture 50% 2(6)
43 MS GIobal India Automotive Private Limited SURVEY NO.133 PART, 134 PART & 135 PART, SIPCOT INDUSTRIAL PARK,ORGADAM VILLAGE,MATTUR POST SRIPERUMBUDUR TALUK TN 602105
U36103TN2011PTC081760 Subsidiary 100% 2(87)
IV SHAREHOLDING PATTERN (Equity Share Capital Break-up as Percentage of Total Equity)
Category of Shareholders No. of Shares held at the beginning of the Year
No. of Shares held at the end of the year
% Change during the
yearDemat Physical Total % of total Shares
Demat Physical Total % of Total Shares
A. Promoters
(1) India
a) Individual/ HUF 111630046 5600 111635646 23.57 111790646 NIL 111790646 23.6 0.03
b) Central Govt NIL NIL NIL NIL NIL NIL NIL NIL NIL
c) State Govt(s) NIL NIL NIL NIL NIL NIL NIL NIL NIL
d) Bodies Corp. 136090869 NIL 136090869 28.73 136090869 NIL 136090869 28.73 NIL
e) Banks / FI NIL NIL NIL NIL NIL NIL NIL NIL NIL
f) Any Other…. NIL NIL NIL NIL NIL NIL NIL NIL NIL
Sub-total (A) (1):- 247720915 5600 247726515 52.3 247881515 NIL 247881515 52.33 0.03
(2) Foreign
a) NRIs - Individuals 105172597 30950 105203547 22.22 105172597 30950 105203547 22.22 NIL
b) Other – Individuals NIL NIL NIL NIL NIL NIL NIL NIL NIL
c) Bodies Corp. 75207000 NIL 75207000 15.88 75207000 NIL 75207000 15.88 NIL
d) Banks / FI NIL NIL NIL NIL NIL NIL NIL NIL NIL
e) Any other NIL NIL NIL NIL NIL NIL NIL NIL NIL
Sub-total (A) (2):- 180379597 30950 180410547 38.1 180379597 30950 180410547 38.1 NIL
Total shareholding g of Promoter(A) = A1+A 2
428100512 36550 428137062 90.4 428261112 30950 428292062 90.43 0.03
B. Public Shareholding
1. Institutions
a) Mutual Funds NIL NIL NIL NIL NIL NIL NIL NIL NIL
b) Banks / FI NIL NIL NIL NIL
c) Central Govt. NIL NIL NIL NIL NIL NIL NIL NIL NIL
d) State Govt(s) NIL NIL NIL NIL NIL NIL NIL NIL NIL
e) Venture Capital Funds NIL NIL NIL NIL NIL NIL NIL NIL NIL
f) Insurance Companies NIL NIL NIL NIL NIL NIL NIL NIL NIL
g) FIIs NIL NIL NIL NIL NIL NIL NIL NIL NIL
h) Foreign Venture Capital Funds
NIL NIL NIL NIL NIL NIL NIL NIL NIL
i) Others (specify) NIL NIL NIL NIL NIL NIL NIL NIL NIL
Sub- total (B)(1):- NIL NIL NIL NIL NIL NIL NIL NIL NIL
Book 1.indb 49Book 1.indb 49 22-09-2018 15:59:1122-09-2018 15:59:11
50 Annual Report 2017-18
Category of Shareholders No. of Shares held at the beginning of the Year
No. of Shares held at the end of the year
% Change during the
yearDemat Physical Total % of total Shares
Demat Physical Total % of Total Shares
2. Non Institutions
a) Bodies Corp.
i) Indian 50000 NIL 50000 0.01 50000 NIL 50000 0.01 NIL
ii) Overseas NIL 30612843 30612843 6.47 NIL 30612843 30612843 6.47 NIL
b) Individuals
i) Individual shareholders holding nominal share capital upto Rs. 1 lakh
2173044 1885247 4058291 0.86 2123694 1851447 3975141 0.84 -0.02
ii) Individual shareholders holding nominal share capital in excess of Rs 1 lakh
6167067) 1135987 7303054 1.55 6048267 1135987 7184254 1.52 -0.03
c) Others
i) Foreign Nationals & Non-Resident Indians
964650 1257308 2221958 0.45 994650 1243335 2237985 0.47 NIL
ii) Trust 583477 647170 1230647 0.26 593627 667943 1261570 0.26 NIL
Sub-total (B)(2):- 9938238 35538555 45476793 9.6 9810238 35511555 45321293 9.57 0.03
Total Public Shareholding (B)=(B)(1)+ (B)(2)
9938238 35538555 45476793 9.6 9810238 35511555 45321293 9.57 0.03
C. Shares held by Custodian for GDRs & ADRs
NIL NIL NIL NIL NIL NIL NIL NIL NIL
Grand Total (A+B+C) 438038750 35575105 473613855 100 438071350 35542505 473613855 100 NIL
(ii) Shareholding of Promoters
Sl. No
Shareholders Name Shareholding at the beginning of the Year
Shareholding at the end of the Year
No. of Shares
% of total shares of the
Company
% of Shares Pledged/
encumbered to total shares
No. of Shares
%of total shares of the
Company
%of Shares Pledged/
encumbered to total shares
% change in shareholding
during the year
1 Ms. Geeta Soni 1346360 0.28 NIL 1486360 0.31 NIL 0.03
2 Ms. Renu Alka Sehgal 109825286 23.19 NIL 109825286 23.19 NIL NIL
3 Ms. Nilu Mehra 464000 0.10 NIL 479000 0.10 NIL 0.0031
4 Motherson Engineering Research and Integrated Technologies Limited
14500000 3.06 NIL 14500000 3.06 NIL NIL
5 Advanced Technologies and Automotive Resources Pte. Ltd.
8427000 1.78 NIL 8427000 1.78 NIL NIL
6 Shree Sehgals Trustee Company Private Limited
121590869 25.67 NIL 121590869 25.67 NIL NIL
7 Ms. Vidhi Sehgal 4675956 0.99 NIL 4675956 0.99 NIL NIL
8 Mr. Vivek Chaand Sehgal
100527391 21.23 NIL 100527391 21.23 NIL NIL
9 Mr. Laksh Vaaman Sehgal
200 0.00 NIL 200 0.00 NIL NIL
10 Radha Rani Holdings Pte. Limited
66780000 14.10 NIL 66780000 14.10 NIL NIL
Total 428137062 90.40 NIL 428292062 90.43 NIL NIL
Book 1.indb 50Book 1.indb 50 22-09-2018 15:59:1122-09-2018 15:59:11
Samvardhana Motherson International Limited 51
iii) Change in Promoters Shareholding (Please specify, if there is no change)
Sl. No.
Shareholding at the beginning of the year
Cumulative Shareholding during the year
No of shares
% of total shares of the
Company
No of shares
% of total shares of the
Company1 At the beginning of the year 428137062 90.40 428137062 90.40
Increase in promoters holding during the year:
• Ms. Geeta Soni (due to transfer)
• Ms. Nilu Mehra (due to transfer)
1,40,000
15,000
0.03
0.00
1,40,000
15,000
0.03
0.00
At the End of the Year 428292062 90.43 428292062 90.43
iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):-
Sl. No.
For Each of the Top 10 Shareholders Shareholding at the beginning of the year
Cumulative Shareholding during the year
No of shares
% of total shares of the
Company
No of shares
% of total shares of the
Company
1 Sojitz Corporation 30612843 6.46 30612843 6.46
2 Samvardhana Employees Welfare Trust 1230647 0.26 1261570 0.26
3 Sandeep Agarwala 463750 0.1 463750 0.1
4 Anju Agarwal 463750 0.1 463750 0.1
5 Namita Mohan 350000 0.07 350000 0.07
6 Ranju Sayall 212000 0.04 212000 0.04
7 Naresh Chander Madan 195050 0.04 195050 0.04
8 Rajat Jain 162500 0.03 162500 0.03
9 Devender Singh 162800 0.03 167800 0.03
10 Loca Srinivas Reddy 149000 0.03 149000 0.03
v) Shareholding of Directors and Key Managerial Personnel:
Sl. No.
NAME Shareholding at the beginning of the year
Cumulative Shareholding during the year
No. of share at the beginning
of the year
% of total shares of the
company
No. of share at the beginning
of the year
% of total shares of the
company
1. Mr. Vivek Chaand Sehgal 100527391 21.23 100527391 21.23
2. Mr. Laksh Vaaman Sehgal 200 0.00 200 0.00
3. Ms. Geeta Soni 1340760 0.28 1486360 0.31
4. Ms. Nilu Mehra 464000 0.09 479000 0.10
5. Mr. Ashok Tandon 44100 0.01 44100 0.01
6. Mr. Vivek Avasthi 30000 0.01 30000 0.01
7. Mr. Bimal Dhar 150000 0.03 150000 0.03
8. Mr. Dhruv Mehra 12600 0.00 12600 0.00
9. Mr. Ramesh Dhar 36000 0.01 36000 0.01
10. Mr. Hiroshi Morimoto 96760 0.02 96760 0.02
11. Ms. Madhu Bhaskar NIL NIL NIL NIL
12. Mr. Hideo Hatada NIL NIL NIL NIL
13. Mr. Yasuhiro Kawamura NIL NIL NIL NIL
14. Ms. Pooja Mehra 28000 0.00 28000 0.00
Book 1.indb 51Book 1.indb 51 22-09-2018 15:59:1122-09-2018 15:59:11
52 Annual Report 2017-18
V INDEBTEDNESS
Secured Loans excluding Deposit
Unsecured Loans
Total Indebtedness
Indebtedness at the beginning of the fi nancial year
i) Principal Amount 9347 1723 11,070
ii) Interest due but not paid - - -
iii) Interest accrued but not due 52 9 61
Total (I + ii + iii) 9399 1732 11,131
Change in Indebtedness during the fi nancial year
• Addition 1350 4990 6340
• Reduction 5347 6713 12060
Net Change (3997) (1723) (5720)
Indebtedness at the end of the fi nancial year
i) Principal Amount 5350 - 5350
ii) Interest due but not paid - - -
iii) Interest accrued but not due 35 - 35
Total (I + ii + iii) 5385 - 5385
VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
A. Remuneration to Managing Director, Whole-time Directors and/or Manager:
Sl. No. Particulars of Remuneration Name of MD/WTD/Manager Total Amount
Mr. Dhruv Mehra
1 Gross salary:
(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961
9,900,000 9,900,000
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961
39,600 39,600
(c) Profi ts in lieu of salary u/s17(3) Income Tax Act, 1961
2 Stock Option - -
3 Sweat Equity - -
4 Commission as % of profi t - -
Others, Specify
5 Others, Please specify - -
TOTAL A 9,939,600 9,939,600
B. Remuneration to other Directors:
Sl. No. Particulars of Remuneration Name of Directors Total Amount
1 Independent Directors Mr. Hiroshi Morimoto Ms. Madhu Bhaskar
• Fee for attending board committee meetings
180,000 260,000 440,000
• Commission
• Others, please specify
Total (1) 180,000 260,000 440,000
2 Other Non-Executive
Directors
• Fee for attending board committee meetings
• Commission
• Others, please specify
Total (2)
Total (B) = (1+2) 180,000 260,000 440,000
Total Managerial Remuneration
Book 1.indb 52Book 1.indb 52 22-09-2018 15:59:1122-09-2018 15:59:11
Samvardhana Motherson International Limited 53
C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD
Sl. No.
Particulars of Remuneration Key Managerial PersonnelCompany Secretary CFO cum Director TotalMs. Pooja Mehra Mr. Ashok Tandon
1 Gross salary 4,721,215 14,894,800 19,616,015(a) Salary as per provisions contained in
section 17(1) of the Income-tax Act, 1961(b) Value of perquisites u/s 17(2) Income-tax
Act, 196155,200 55,200 110,400
(c) Profi ts in lieu of salary u/s 17(3) the Income-tax Act, 1961
2 Stock Option - - -3 Sweat Equity - - -4 Commission - - -
- As % of Profi t- Others, specify
5 Others, please specify - - -Total 4,776,415 14,950,000 19,726,415
VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:
Type Section of the Companies
Act
Brief Description
Details of Penalty/ punishment/
Compounding fee imposed
Authority[RD/NCLT/
Court]
Appeal made, if any (give
details)
A. COMPANYPenalty NIL N.A. NIL NIL NAPunishment NIL N.A. NIL NIL NACompounding NIL N.A. NIL NIL NA
B. DIRECTORSPenalty NIL N.A. NIL NIL NAPunishment NIL N.A. NIL NIL NACompounding NIL N.A. NIL NIL NA
C. Others Offi cers in defaultPenalty NIL NA NIL NIL NAPunishment NIL NA NIL NIL NACompounding NIL NA NIL NIL NA
Annexure-DInformation as per section 197 of the Companies Act, 2013 read with rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014Employee name
Designation Educational Qualifi cation Age Experience (in years)
Date of joining
Gross remuneration paid (in Rs.)
Previous employment and designation
Percentage of equity shares held in the company
Whether relative of any director or manager of the company
Mr. C.V. Raghu
Group General Counsel
B.Sc, L.L.B., PGPBM Industrial Relationship and Personnel Management and Chartered Associate of Indian Institute of Banker (CAIIB)
54 29 years 04/12/2015 3,34,54,992 Senior Director- Legal & Regulatory Affairs at Max India Limited
Nil Not Related
Mr. Kunal Malani
Vice President
Chartered Accountant 41 18 years 15/07/2013 2,46,33,543 India Infoline Investment Banking
Senior Vice President
Not related
Mr. Anil Kalra
CDA Bachelor of Engineering 66 41 01/04/2012 1,40,48,743 Sumi Motherson Innovating Engineering Limited President
18000 shares
Not relates
Mr. Anil Bahl
Assistant Vice President
Bachelor of Engineering 48 24 02/01/2014 1,02,49,964 Cedar Support Service Limited Vice President
7000 shares
Not related
For & on behalf of the Board of Directors ofSamvardhana Motherson International Limited
Sd/- Sd/-
Sanjay Mehta Vivek Avasthi (Din No. 03215388) (Din No. 00033876)
Place: Noida Date: 08.09.2018
Samvardhana Motherson AR 2017-18.indb 53Samvardhana Motherson AR 2017-18.indb 53 27-09-2018 10:33:1527-09-2018 10:33:15
54 Annual Report 2017-18
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term
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Book 1.indb 54Book 1.indb 54 22-09-2018 15:59:1122-09-2018 15:59:11
Samvardhana Motherson International Limited 55
S.
No.
Nam
e of
the
Subs
idia
ryFi
nanc
ial p
erio
d en
ded
Repo
rting
cu
rrenc
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d ex
chan
ge
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as
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ar in
th
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of fo
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bsid
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viden
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arch
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Book 1.indb 55Book 1.indb 55 22-09-2018 15:59:1122-09-2018 15:59:11
56 Annual Report 2017-18
AO
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# C
onta
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ta for
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ad
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e c
om
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fer fi n
an
cia
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tem
en
ts
Book 1.indb 56Book 1.indb 56 22-09-2018 15:59:1122-09-2018 15:59:11
Samvardhana Motherson International Limited 57
FORM NO. MR-3SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2018[Pursuant to section 204(1) of the Companies Act, 2013 and rule No. 9 of the Companies
(Appointment and Remuneration Personnel) Rules, 2014]
To,The Members,Samvardhana Motherson International Limited (CIN-U74900MH2004PLC287011)Unit 705, C Wing, ONE BKC, G Block Bandra Kurla Complex, Bandra East Mumbai, Maharashtra- 400051
We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Samvardhana Motherson International Limited (hereinafter called the Company) whose debt securities are listed on BSE Limited. Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.
We report that-
a) Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit.
b) We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verifi cation was done on test basis to ensure that correct facts are refl ected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.
c) We have not verifi ed the correctness and appropriateness of the fi nancial statements of the Company.
d) Where ever required, we have obtained the Management representation about the compliances of laws, rules and regulations and happening of events etc.
e) The compliance of the provisions of the Corporate and other applicable laws, rules, regulations, standards is the responsibility of the management. Our examination was limited to the verifi cation of procedures on test basis.
f) The Secretarial Audit Report is neither an assurance as to the future viability of the company nor of the effi cacy or effectiveness with which the management has conducted the affairs of the Company.
Based on our verifi cation of the Company’s books, papers, minute books, forms and returns fi led and other records maintained by the Company and also the information provided by the Company, its offi cers, agents and authorized representatives during the conduct of Secretarial Audit, we hereby report that in our opinion, the company has, during the audit period covering the fi nancial year ended on 31st March, 2018(“Audit Period”) complied with the statutory provisions listed hereunder and also that the Company has proper board processes and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:
We have examined the books, papers, minute books, forms and returns fi led and other records maintained by the company for the fi nancial year ended on 31st March, 2018 according to the provisions of:
(i) The Companies Act, 2013 (the Act) and the rules made thereunder;
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;
(v) The following Regulations prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):-
(a) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
(b) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding Companies Act and dealing with client;
(c) **The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015; and
(d) The Securities and Exchange Board of India (Listing obligations and Disclosures requirements) Regulations, 2015.
We have also examined compliance with the applicable clauses of the Secretarial Standard on Meetings of the Board of Directors and on General Meetings issued by The Institute of Company Secretaries of India.
Book 1.indb 57Book 1.indb 57 22-09-2018 15:59:1122-09-2018 15:59:11
58 Annual Report 2017-18
*Only debt securities of the Company are listed on BSE Limited; as such, provisions of SEBI (Prohibition of Insider Trading) Regulations, 2015 are not applicable per se. Further, as confi rmed by the management, no such listed securities of the Company were held and/ or traded by any insider of the Company during the audit period;
We have also examined compliance with the applicable clauses of the Secretarial Standard on Meetings of the Board of Directors (SS-1) and on General Meetings (SS-2) issued by the Institute of Company Secretaries of India with which the Company has generally complied;
During the audit period, the Company has complied with the provisions of the Act, Rules, Regulations and Guidelines to the extent applicable. The statement as required under 134 (3) (e) of the Companies Act, 2013, on the Company’s policy on directors’ appointment and remuneration was covered under statement on Nomination and Remuneration policy and has not been separately disclosed in the Board’s Report for the fi nancial year 2016-17.
We further report that for the remuneration paid to Mr. Ashok Tandon and Mr. Dhruv Mehra, Whole- time Directors of the Company, w.e.f 15th September, 2017 and 15th July, 2017 Company has fi led the applications for seeking the approval of the Ministry of Corporate Affairs, Central Government (MCA), which are pending for approval with MCA.
(vi) The Company is registered under Section 45-IA of the Reserve Bank of India Act, 1934 as a Core Investment Company [Non-Deposit Taking Systemically Important (CIC-ND-SI)] and engaged in the business of fi nancing in the Group Companies. As confi rmed by the Management, Reserve Bank of India Act, 1934 and rules, regulations & directions issued by RBI from time to timeand dealing with Core Investment Companies are specifi cally applicable to the Company.
We further report that the Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the audit period under review were carried out in compliance with the provisions of the Act.
Adequate notices were given to all directors to schedule the Board Meetings;agenda and detailed notes on agenda were sent at least seven days in advance and a system exists for seeking and obtaining further information and clarifi cations on the agenda items before the meeting for meaningful participation at the meeting.
Board decisions were carried out with unanimous consent of present and disinterested board members and therefore, no dissenting views were required to be captured and recorded as part of the minutes.
We further report that there are adequate systems and processes in the company commensurate with the size and operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
We further report that during the audit period:
1. The members of the Company in their Annual General Meeting held on 18th September, 2017, passed a special resolution for issuance of Non- Convertible Debentures not exceeding the overall limit of Rs. 2,000 Crores.
2. The Company has redeemed 200 (Two Hundred), 0% redeemable non-convertible debentures having face value of Rs. 1 Crore each Rs. 200 Crores on 12th September, 2017 and 120 (One Hundred Twenty), 0% redeemable non-convertible debentures having face value of Rs. 1 Crore each amounting to Rs. 120 Crores on 22nd November, 2017.
For Sanjay Grover & AssociatesCompany Secretaries
Firm Registration No. P2001DE052900
Kumar GauravPartner
CP No.:16188
September 8, 2018 New Delhi
Book 1.indb 58Book 1.indb 58 22-09-2018 15:59:1122-09-2018 15:59:11
Standalone Financial Statements
Book 1.indb 59Book 1.indb 59 22-09-2018 15:59:1122-09-2018 15:59:11
60 Annual Report 2017-18
INDEPENDENT AUDITORS’ REPORT
To the Members of Samvardhana Motherson International Limited
Report on the Financial Statements
We have audited the accompanying standalone fi nancial statements of Samvardhana Motherson International Limited (“the Company”), which comprise the Balance Sheet as at March 31, 2018, the Statement of Profi t and Loss and Cash Flow Statement for the year then ended, and a summary of signifi cant accounting policies and other explanatory information.
Management’s Responsibility for the Financial Statements
The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone fi nancial statements that give a true and fair view of the fi nancial position, fi nancial performance and cash fl ows of the Company in accordance with accounting principles generally accepted in India, including the Companies (Accounting Standards) Rules, 2006 (as amended) specifi ed under section 133 of the Act, read with the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal fi nancial control that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the fi nancial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these standalone fi nancial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing, issued by the Institute of Chartered Accountants of India, as specifi ed under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the fi nancial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the fi nancial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the fi nancial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal fi nancial control relevant to the Company’s preparation of the fi nancial statements that
give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the fi nancial statements. We believe that the audit evidence we have obtained is suffi cient and appropriate to provide a basis for our audit opinion on the standalone fi nancial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the standalone fi nancial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India of the state of affairs of the Company as at March 31, 2018, its profi t, and its cash fl ows for the year ended on that date.
Other Matter
The fi nancial statements of the Company for the year ended March 31, 2017, included in these standalone fi nancial statements, have been audited by the predecessor auditor who expressed an unmodifi ed opinion on those statements on May 30, 2017.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor’s report) Order, 2016 (“the Order”) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure 1 a statement on the matters specifi ed in paragraphs 3 and 4 of the Order.
2. As required by section 143 (3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;
(b) In our opinion proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;
(c) The Balance Sheet, Statement of Profi t and Loss, and Cash Flow Statement dealt with by this Report are in agreement with the books of account;
(d) In our opinion, the aforesaid standalone fi nancial statements comply with the Companies (Accounting Standards) Rules, 2006 (as amended) specifi ed under section 133 of the Act, read with the Companies (Accounts) Rules, 2014;
(e) On the basis of written representations received from the directors as on March 31, 2018, and taken on record by the Board of Directors, none
Book 1.indb 60Book 1.indb 60 22-09-2018 15:59:1122-09-2018 15:59:11
Samvardhana Motherson International Limited 61
of the directors is disqualifi ed as on March 31, 2018, from being appointed as a director in terms of section 164 (2) of the Act;
(f) With respect to the adequacy of the internal fi nancial controls over fi nancial reporting of the Company with reference to these standalone fi nancial statements and the operating effectiveness of such controls, refer to our separate Report in “Annexure 2” to this report;
(g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its fi nancial position in its fi nancial statements – Refer Note 26 (b) to the standalone fi nancial statements;
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
For S.R. Batliboi & Co. LLPChartered AccountantsICAI Firm Registration Number: 301003E/E300005
per Pankaj ChadhaPartnerMembership Number: 091813
Place of Signature: AmsterdamDate: May 24, 2018
Book 1.indb 61Book 1.indb 61 22-09-2018 15:59:1122-09-2018 15:59:11
62 Annual Report 2017-18
Re: Samvardhana Motherson International Limited (the “Company”)
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fi xed assets.
(i) (b) The fi xed assets of the Company have been physically verifi ed by the management during the year and no material discrepancies were identifi ed on such verifi cation.
(i) (c) According to the information and explanations given by the management, there are no immovable properties, included in fi xed assets of the Company and accordingly, the requirements under paragraph 3(i)(c) of the Order are not applicable to the Company.
(ii) The Company’s business does not involve inventories and, accordingly, the requirements under paragraph 3(ii) of the Order are not applicable to the Company.
(iii) (a) The Company has granted loans to 11 companies covered in the register maintained under section 189 of the Act. In our opinion and according to the information and explanations given to us, the terms and conditions of the grant of such loans are not prejudicial to the Company’s interest.
(b) In respect of loans granted to companies covered in the register maintained under section 189 of the Companies Act, 2013, repayment of the principal amount is as stipulated and payment of interest has been regular.
(c) There are no amount of loans granted to companies listed in the register maintained under section 189 of the Act which are overdue for more than ninety days.
(iv) In our opinion and according to the information and explanations given to us, provisions of section 185 and 186 of the Companies Act 2013, as applicable, in respect of loans to directors including entities in which they are interested and in respect of loans and advances given, investments made and, guarantees, and securities given have been complied with by the company.
(v) The Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, the provisions of clause 3(v) of the Order are not applicable.
(vi) To the best of our knowledge and as explained, the Central Government has not specifi ed the maintenance of cost records under Section 148(1) of the Companies Act, 2013, for the services of the Company.
(vii) (a) Undisputed statutory dues including provident fund, income-tax, service tax, goods and service
tax, cess and other statutory dues have generally been regularly deposited with the appropriate authorities though there has been a slight delay in a few cases. The provisions relating to employees’ state insurance, sales tax, duty of custom, duty of excise and value added tax are not applicable to the Company.
(vii) (b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, income-tax, service tax, goods and service tax, cess and other statutory dues were outstanding, at the year end, for a period of more than six months from the date they became payable. The provisions relating to employees’ state insurance, sales tax, duty of custom, duty of excise and value added tax are not applicable to the Company.
(vii) (c) According to the records of the Company, the dues outstanding of income-tax and service tax on account of any dispute, are as follows:
Name of the statute
Nature of dues
Amount(INR in million)
Period to which the amount relates
Forum where dispute is pending
Finance Act, 1994
Service Tax
3 2010-11 to 2015-16
Commissioner (Appeal) of Central Excise, Customs & Service Tax
The provisions relating to sales tax, duty of custom, duty of excise and value added tax are not applicable to the Company.
(viii) In our opinion and according to the information and explanations given by the management, the Company has not defaulted in repayment of loans or borrowing to a fi nancial institution, bank or government or dues to debenture holders.
(ix) In our opinion and according to the information and explanations given by the management, the Company has utilized the monies raised by way of debt instruments in the nature of term loans for the purposes for which they were raised. The Company has not raised moneys by way of initial public offer or further public offer or issue of debentures.
(x) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the fi nancial statements and according to the information and explanations given by the management, we report that no fraud by the Company or no fraud on the Company by the offi cers and employees of the Company has been noticed or reported during the year.
(xi) According to the information and explanations given by the management, the managerial remuneration has
Annexure 1 referred to in paragraph 1 under the heading “Report on Other Legal and Regulatory Requirements” of our report of even date
Samvardhana Motherson AR 2017-18.indb 62Samvardhana Motherson AR 2017-18.indb 62 27-09-2018 10:33:1527-09-2018 10:33:15
Samvardhana Motherson International Limited 63
been paid / provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act, 2013.
(xii) In our opinion, the Company is not a nidhi company. Therefore, the provisions of clause 3(xii) of the Order are not applicable to the Company and hence not commented upon.
(xiii) According to the information and explanations given by the management, transactions with the related parties are in compliance with section 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the notes to the fi nancial statements, as required by the applicable accounting standards.
(xiv) According to the information and explanations given to us and on an overall examination of the balance sheet, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review and hence, reporting requirements under clause 3(xiv) of the Order are not applicable to the Company and, not commented upon.
(xv) According to the information and explanations given
by the management, the Company has not entered
into any non-cash transactions with directors or
persons connected with him as referred to in section
192 of Companies Act, 2013.
(xvi) According to the information and explanations given
to us, we report that the Company has registered as
required, under section 45-IA of the Reserve Bank of
India Act, 1934.
For S.R. Batliboi & Co. LLPChartered AccountantsICAI Firm Registration Number: 301003E/E300005
per Pankaj ChadhaPartnerMembership Number: 091813
Place of Signature: AmsterdamDate: May 24, 2018
Book 1.indb 63Book 1.indb 63 22-09-2018 15:59:1222-09-2018 15:59:12
64 Annual Report 2017-18
Report on the Internal Financial Controls under Clause (i) of
Sub-section 3 of Section 143 of the Companies Act, 2013
(“the Act”)
We have audited the internal fi nancial controls over fi nancial
reporting of Samvardhana Motherson International Limited
(“the Company”) as of March 31, 2018 in conjunction with
our audit of the standalone fi nancial statements of the
Company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
The Company’s Management is responsible for establishing
and maintaining internal fi nancial controls based on the
internal control over fi nancial reporting criteria established
by the Company considering the essential components of
internal control stated in the Guidance Note on Audit of
Internal Financial Controls Over Financial Reporting issued
by the Institute of Chartered Accountants of India. These
responsibilities include the design, implementation and
maintenance of adequate internal fi nancial controls that
were operating effectively for ensuring the orderly and
effi cient conduct of its business, including adherence to
the Company’s policies, the safeguarding of its assets,
the prevention and detection of frauds and errors, the
accuracy and completeness of the accounting records,
and the timely preparation of reliable fi nancial information,
as required under the Companies Act, 2013.
Auditor’s Responsibility
Our responsibility is to express an opinion on the Company’s
internal fi nancial controls over fi nancial reporting based
on our audit. We conducted our audit in accordance with
the Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting (the “Guidance Note”) and the
Standards on Auditing as specifi ed under section 143(10)
of the Companies Act, 2013, to the extent applicable to
an audit of internal fi nancial controls and, both issued
by the Institute of Chartered Accountants of India. Those
Standards and the Guidance Note require that we comply
with ethical requirements and plan and perform the audit
to obtain reasonable assurance about whether adequate
internal fi nancial controls over fi nancial reporting was
established and maintained and if such controls operated
effectively in all material respects.
Our audit involves performing procedures to obtain audit
evidence about the adequacy of the internal fi nancial
controls system over fi nancial reporting and their operating
effectiveness. Our audit of internal fi nancial controls over
fi nancial reporting included obtaining an understanding of
internal fi nancial controls over fi nancial reporting, assessing
the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of
internal control based on the assessed risk. The procedures
selected depend on the auditor’s judgement, including the
assessment of the risks of material misstatement of the
fi nancial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is
suffi cient and appropriate to provide a basis for our audit
opinion on the internal fi nancial controls system over
fi nancial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A company’s internal fi nancial control over fi nancial
reporting is a process designed to provide reasonable
assurance regarding the reliability of fi nancial reporting
and the preparation of fi nancial statements for external
purposes in accordance with generally accepted
accounting principles. A company’s internal fi nancial
control over fi nancial reporting includes those policies and
procedures that (1) pertain to the maintenance of records
that, in reasonable detail, accurately and fairly refl ect the
transactions and dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are
recorded as necessary to permit preparation of fi nancial
statements in accordance with generally accepted
accounting principles, and that receipts and expenditures
of the company are being made only in accordance
with authorisations of management and directors of the
company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorised acquisition,
use, or disposition of the company’s assets that could have
a material effect on the fi nancial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal fi nancial
controls over fi nancial reporting, including the possibility
of collusion or improper management override of controls,
material misstatements due to error or fraud may occur
and not be detected. Also, projections of any evaluation
of the internal fi nancial controls over fi nancial reporting
to future periods are subject to the risk that the internal
fi nancial control over fi nancial reporting may become
ANNEXURE 2 TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE STANDALONE FINANCIAL STATEMENTS OF SAMVARDHANA MOTHERSON INTERNATIONAL LIMTED
Book 1.indb 64Book 1.indb 64 22-09-2018 15:59:1222-09-2018 15:59:12
Samvardhana Motherson International Limited 65
inadequate because of changes in conditions, or that the
degree of compliance with the policies or procedures may
deteriorate.
Opinion
In our opinion, the Company has, in all material respects,
an adequate internal fi nancial controls system over
fi nancial reporting and such internal fi nancial controls over
fi nancial reporting were operating effectively as at March
31, 2018, based on the internal control over fi nancial
reporting criteria established by the Company considering
the essential components of internal control stated in the
Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting issued by the Institute of Chartered Accountants of India.
For S.R. Batliboi & Co. LLPChartered AccountantsICAI Firm Registration Number: 301003E/E300005
per Pankaj ChadhaPartnerMembership Number: 091813
Place of Signature: AmsterdamDate: May 24, 2018
Book 1.indb 65Book 1.indb 65 22-09-2018 15:59:1222-09-2018 15:59:12
66 Annual Report 2017-18
Auditor’s Additional ReportThe Board of the Directors
Samvardhana Motherson International LimitedPlot No 1, Sector 127, Noida-Greater Expressway,
Noida - 201301, Uttar Pradesh
1. This report is issued in accordance with the requirements of Master Direction - Non-Banking Financial Companies Auditors Report (Reserve Bank) Directions, 2016 (the “Directions”).
2. We have audited the accompanying fi nancial statements of Samvardhana Motherson International Limited (hereinafter referred to as the “Company”) comprising Balance Sheet as at March 31, 2018 and the related Statement of Profi t and Loss and Cash Flow Statement for the year ended on that date, on which we have issued our report dated May 24, 2018.
Management’s Responsibility for the Standalone Financial Statements
3. The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone fi nancial statements that give a true and fair view of the fi nancial position, fi nancial performance and cash fl ows of the Company in accordance with accounting principles generally accepted in India, including the Companies (Accounting Standards) Rules, 2006 (as amended) specifi ed under section 133 of the Act, read with the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal fi nancial control that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the fi nancial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
4. The Management is also responsible for compliance with the Reserve Bank of India (Act, 1934 (“RBI Act”) and other relevant Reserve Bank of India (“RBI”) circulars, directions and guidelines applicable to Non-Banking Financial Companies, as amended from time to time, and for providing all the required information to RBI.
Auditors’ Responsibility
5. Pursuant to the requirements of the Directions referred to in paragraph 1 above it is our responsibility to examine the audited books and records of the
Company for the year ended March 31, 2018 and report on the matters specifi ed in the Directions to the extent applicable to the Company.
6. We conducted our examination of the accompanying Statement in accordance with the Guidance Note on Reports and Certifi cates for Special Purposes issued by the Institute of Chartered Accountants of India. The Guidance Note requires that we comply with the ethical requirements of the Code of Ethics issued by the Institute of Chartered Accountants of India. Our scope of work did not include verifi cation of compliance with other requirements of the other circulars, directions and notifi cations issued by regulatory authorities from time to time and any other laws and regulations applicable to the Company..
7. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms that Perform Audits and Reviews of Historical Financial Information and Other Assurance and Related Services Engagements.
Opinion
8. Based on our examination of the audited books and records of the Company for the year ended March 31, 2018 as produced for our examination and the information and explanations given to us we report that:
8.1 The Company is engaged in the business of non-banking fi nancial institution and has obtained a certifi cate of registration (CoR) N-13.02168 dated March 7, 2017 (earlier certifi cate no. N-14.03309 dated September 11, 2014) from the Bank’s Department of Non-Banking Supervision, Mumbai Regional Offi ce;
8.2 The Company is entitled to continue to hold such CoR in terms of its fi nancial asset as on March 31, 2018;
8.3 The Company is a Core Investment Company and according to para 2(2) (ii) of Master Direction - Core Investment Companies (Reserve Bank) Directions, 2016 (“CIC Directions”), the provisions of section 45-IA (1) (b) of the RBI Act shall not apply to a non-banking fi nancial company being a Systemically Important Core Investment Company as defi ned in the clause (xxiv) of paragraph 3 of CIC Directions, subject to the condition that it meets the capital requirements and leverage ratio as specifi ed in CIC Directions. The Company has met the capital requirements and leverage ratio as on March 31, 2018, as specifi ed in CIC Directions;
Book 1.indb 66Book 1.indb 66 22-09-2018 15:59:1222-09-2018 15:59:12
Samvardhana Motherson International Limited 67
8.4 The Board of Directors of the Company has passed a resolution in its meeting held on June
22, 2015 for non-acceptance of public deposits
and the Company has not accepted any
public deposits during the year ended March
31, 2018;
8.5 The Company has complied with the prudential
norms relating to income recognition, accounting
standards, asset classifi cation and provisioning
for bad and doubtful debts as applicable to it
in terms of Non-Banking Financial Company
- Systemically Important Non-Deposit taking
Company and Deposit taking Company (Reserve
Bank) Directions, 2016 (“NBFC SI Directions”);
and
8.6 The quarterly statement of capital funds, risk
assets / exposures and risk asset ratio (NBS –
7) has been furnished to the Bank on July 15,
2017, October 13, 2017, January 13, 2018 and
April 13, 2018 respectively for each quarter
for the year ended March 31, 2018, within
the stipulated period based on the unaudited
books of account. Para 6 – “Requirement as
to capital adequacy” of NBFC SI Directions is
not applicable to the Company. Accordingly,
the question of commenting on whether
the Company had correctly arrived at and
disclosed the capital adequacy ratio (CRAR),
based on the audited/unaudited books of
account, in the return submitted to the Bank in
Form NBS – 7 and such ratio is in compliance
with the minimum CRAR prescribed by the Bank
does not arise.
Restriction on Use
9. Our obligations in respect of this report are entirely separate from, and our responsibility and liability is in no way changed by, any other role we may have (or may have had) as auditors of the Company or otherwise. Nothing said in this report, nor anything said or done in the course of or in connection with the services that are the subject of this report, will extend any duty of care we may have in our capacity as auditors of any fi nancial statements of the Company.
10. This report is addressed to the Board of Directors of the Company solely for the purpose of use by the management of the Company for submission to RBI as prescribed by the Directions mentioned in paragraph 1 above and is not to be used by any other person or for any other purpose or to be distributed to any other parties. Accordingly, we do not accept or assume any liability or any duty of care for any other purpose or to any other person to whom this report is shown or into whose hands it may come without our prior consent in writing. This report relates only to the items specifi ed above and does not extend to any fi nancial statements of the Company taken as a whole.
For S.R. Batliboi & Co. LLPChartered AccountantsICAI Firm Registration Number: 301003E/E300005
per Pankaj ChadhaPartnerMembership Number: 091813
Place of Signature: AmsterdamDate: May 24, 2018
Book 1.indb 67Book 1.indb 67 22-09-2018 15:59:1222-09-2018 15:59:12
68 Annual Report 2017-18
(All amounts in INR million, unless otherwise stated)
Particulars Notes As atMarch 31, 2018
As atMarch 31, 2017
Equity and liabilities Shareholders' funds
Share capital 3 4,736 4,736 Reserves and surplus 4 9,936 3,061
14,672 7,797 Non-current liabilities
Long-term borrowings 5 - 6,080 Other non-current liabilities 6 - 654 Long-term provisions 7 609 3,217
609 9,951 Current liabilities
Short-term borrowings 8 1,350 1,790 Trade payables 9
Total outstanding dues of micro enterprises and small enterprises
- -
Total outstanding dues of creditors other than micro enterprises and small enterprises
19 10
Other current liabilities 10 5,124 3,546 Short-term provisions 11 28 11
6,521 5,357 Total 21,802 23,105 Assets Non- current assets
Fixed assetsProperty, Plant and Equipment 12 67 5 Capital work in progress * - 0
Non-current investments 13 19,107 20,616 Long-term loans and advances 14 1,886 1,980 Other non-current assets 15 14 4
21,074 22,605 Current assets
Trade receivables 16 31 20 Cash and bank balances 17 410 299 Short-term loans and advances 18 226 163 Other current assets 19 61 18
728 500 Total 21,802 23,105 Summary of signifi cant accounting policies 2
*Amount is below the rounding off norm adopted by the Company
Balance Sheet as at March 31, 2018
The accompanying notes are an integral part of the fi nancial statements.
This is the Balance Sheet referred to in our report of even date
For S.R. Batliboi & Co. LLPICAI Firm registration number : 301003E/ E300005 For and on behalf of the Board of Directors
per Pankaj Chadha Ashok Tandon Vivek AvasthiPartner (Director) (Director) M.No.: 091813 DIN 00032733 DIN 00033876
Pooja Mehra Manish Goyal (Company Secretary) (Chief Financial Offi cer)
Place: Amsterdam Place: NoidaDate : May 24, 2018 Date : May 24, 2018
Book 1.indb 68Book 1.indb 68 22-09-2018 15:59:1222-09-2018 15:59:12
Samvardhana Motherson International Limited 69
The accompanying notes are an integral part of the fi nancial statements.
This is the Statement of Profi t & Loss referred to in our report of even date
For S.R. Batliboi & Co. LLPICAI Firm registration number : 301003E/ E300005 For and on behalf of the Board of Directors
per Pankaj Chadha Ashok Tandon Vivek AvasthiPartner (Director) (Director) M.No.: 091813 DIN 00032733 DIN 00033876
Pooja Mehra Manish Goyal (Company Secretary) (Chief Financial Offi cer)
Place: Amsterdam Place: NoidaDate : May 24, 2018 Date : May 24, 2018
Statement of Profi t and Loss for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Particulars Notes For the year endedMarch 31, 2018
For the year endedMarch 31, 2017
Revenue
Revenue from operations 20 1,675 372
Other income 21 10,663 173
Total revenue 12,338 545
Expenses
Employee benefi ts expense 22 210 144
Other expenses 23 1,899 520
Total expenses 2,109 664
Profi t/(loss) before fi nance cost, depreciation and tax 10,229 (119)
Finance cost 24 929 1,101
Profi t/(loss) for the year before depreciation and tax 9,300 (1,220)
Depreciation 25 8 2
Profi t/(loss) before tax 9,292 (1,222)
Tax expense
- Current tax 1,152 -
- Income tax relating to earlier years (37) -
Profi t/(loss) for the year 8,177 (1,222)
Earnings per equity share 26
Nominal value per share : INR 10 (previous year : INR 10)
Basic : INR per share 17.27 (2.58)
Diluted : INR per share 17.27 (2.58)
Summary of Signifi cant Accounting Policies 2
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70 Annual Report 2017-18
(All amounts in INR million, unless otherwise stated)
Particulars For the year endedMarch 31, 2018
For the year endedMarch 31, 2017
A. Cash fl ows from operating activities:
Profi t/(loss) before tax (PBT) 9,292 (1,222)
Adjustments to reconcile PBT to net cash fl ows:
Depreciation 8 2
Interest expense 245 69
Premium on redemption of debentures 599 972
Discount on issue of commercial paper 85 55
Loss on sale of investments & loans 4,117 -
Contingency provision for standard assets 4 -
Unrealised foreign exchange (gain)/loss (1) 3
Interest income (60) (240)
Dividend income (1,554) (68)
Gain on sale of non-current investments (10,405) (97)
Provisions written back to the extent no longer required (176) (15)
Gain on sale of mutual fund investments (79) (6)
Provisions written back with respect to investments and loans sold (2,448) -
Provision for diminution in non-current investments* - 0
Mark to market gain on derivatives transaction - (53)
Provision for doubtful advances - 336
Operating loss before working capital changes (373) (264)
Movement in working capital :
- (Increase)/ decrease in trade receivables (11) 11
- (Increase)/ decrease in loans and advances and other assets (2,613) 39
- Increase in trade payables 9 2
- Increase in other liabilities and provisions 17 12
Cash (used in) operations (2,971) (200)
- Dividend received 1,554 68
- Interest received on loans 2 231
Cash (used in) / fl ow from operating activities (1,415) 99
Direct taxes (paid) / refund received (net) (1,154) 2
Net cash (used in) / fl ow from operating activities (A) (2,569) 101
B. Cash fl ows from investing activities:
Purchase of property, plant and equipment (including CWIP) (70) (1)
Proceeds from sale of non-current investments and loans (net of direct cost)
14,382 121
(Purchase)/ sale of current investments (mutual funds) (net) 79 1,026
Investments in subsidiaries and joint ventures (3,860) (1,440)
Realisation from derivative transactions - 205
Net cash fl ow from / (used) in investing activities (B) 10,531 (89)
Cash Flow Statement for the year ended March 31, 2018
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Samvardhana Motherson International Limited 71
(All amounts in INR million, unless otherwise stated)
Particulars For the year endedMarch 31, 2018
For the year endedMarch 31, 2017
C. Cash fl ows from fi nancing activities:
Interest paid (271) (97)
Premium on redemption of debentures paid (438) (987)
Proceeds from short term borrowings 6,265 3,496
Proceeds from long term borrowings 900 3,280
Repayment of short term borrowings (6,790) (3,550)
Repayment of long term borrowings (6,180) (2,500)
Dividend paid (1,089) -
Dividend tax paid (213) -
Net cash used in fi nancing activities (C) (7,816) (358)
Net increase/(decrease) in cash & cash equivalents (A+B+C) 146 (346)
Cash and cash equivalents as at beginning of the year 264 610
Cash and cash equivalents as at end of the year 410 264
Component of cash and cash equivalents :
Cash on hand * 0 0
Balance with banks in current accounts 410 264
Cash and cash equivalent (refer note 17) 410 264
Summary of signifi cant accounting policies 2
* Amount is below the rounding off norm adopted by the Company
Notes
1. The above Cash Flow Statement has been prepared under the indirect method as set out in Accounting Standard 3 on “Cash Flow Statement”.
The accompanying notes are an integral part of the fi nancial statements
This is the Cash Flow Statement referred to in our report of even date
For S.R. Batliboi & Co. LLPICAI Firm registration number : 301003E/ E300005 For and on behalf of the Board of Directors
per Pankaj Chadha Ashok Tandon Vivek AvasthiPartner (Director) (Director) M.No.: 091813 DIN 00032733 DIN 00033876
Pooja Mehra Manish Goyal (Company Secretary) (Chief Financial Offi cer)
Place: Amsterdam Place: NoidaDate : May 24, 2018 Date : May 24, 2018
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Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
72 Annual Report 2017-18
1. Corporate Information
Samvardhana Motherson International Limited (“SAMIL” or “the Company”), is incorporated in India on December 9, 2004 to act as a holding company to hold/ make investments in Group companies which are primarily engaged in business in the automotive sector. The Company was promoted by Mr. V.C. Sehgal, promoter of the Samvardhana Motherson Group. The Company is a public limited company domiciled in India and its non-convertible debentures are listed on the Bombay Stock Exchange.
The Company holds the Certifi cate of Registration as a Non-Deposit Taking Systemically Important Core Investment Company (“CIC-ND-SI”) vide Certifi cate No. N-13.02168 dated March 07, 2017 (earlier Certifi cate No. N-14.03309 dated September11, 2014) issued by the Reserve Bank of India (“RBI”) under Core Investment Companies (Reserve Bank) Directions, 2016 (“CIC Directions”). By virtue of the above registration, the provisions of section 45-IA (1)(b) of the Reserve Bank of India Act, 1934 (“RBI Act”) shall not apply to the Company being a Systemically Important Core Investment Company subject to the condition that it meets the capital requirements and leverage ratio as specifi ed in CIC Directions.
RBI Disclaimer: (a) Reserve Bank of India does not accept any responsibility or guarantee about the present position as to the fi nancial soundness of the Company or for the correctness of any of the statements or representations made or opinions expressed by the Company and for discharge of liability by the Company, (b) Neither is there any provision in law to keep, nor does the Company keep any part of the deposits with the Reserve Bank and by issuing the Certifi cate of Registration to the Company, the Reserve Bank neither accepts nor guarantee for the payment of the public funds to any person/body corporate.
2. Summary of Signifi cant Accounting Policies
2.1 Basis of Preparation
These fi nancial statements have been prepared in accordance with the generally accepted accounting principles in India (Indian GAAP) under the historical cost convention on accrual basis to comply in all material aspects with the accounting standards notifi ed under section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014, the Companies (Accounting Standards) Rules, 2006 (as amended). Further, the Company follows the directions issued by the RBI for CICs and Non-Banking Financial Companies (“NBFCs”) as applicable.
The accounting policies adopted in the preparation of fi nancial statements are consistent with those of previous year.
All assets and liabilities have been classifi ed as current or non-current as per the Company’s operating cycle and other criteria set out in the Schedule III (Division I) to the Companies Act, 2013 read with NBFC Master Directions, 2016 as aforesaid. Based on the nature of products and the time between the acquisition of assets for processing and their realisation in cash and cash equivalents, the Company has ascertained its operating cycle as 12 months for the purpose of current – non-current classifi cation of assets and liabilities.
2.2 Use of Estimates
The preparation of fi nancial statements in conformity of Indian GAAP requires the management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent liabilities, for the year and at the end of the reporting period. The estimates and assumptions used in the accompanying fi nancial statements are based upon management’s evaluation of relevant facts and circumstances as at the date of the fi nancial statements. Uncertainty about these assumptions and estimates could result in the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in future periods.
2.3 Property, Plant and Equipment
Property, Plant and Equipment are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. The cost comprises purchase price, borrowing costs if capitalization criteria are met, directly attributable cost of bringing the asset to its working condition for the intended use. Any trade discounts and rebates are deducted in arriving at the purchase price.
Subsequent expenditures related to an item of Property, Plant and Equipment are added to its book value only if they increase the future benefi ts from the existing asset beyond its previously assessed standard of performance.
Losses arising from the derecognition and gains or losses arising from disposal of Property, Plant and Equipment which are carried at cost are recognised in the statement of profi t and loss.
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Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 73
Depreciation is provided on a pro-rata basis on the straight-line method over the estimated useful lives of the assets, as follows:
Assets Useful Lives (years)Leasehold improvements Over the period of lease
Offi ce Equipment 5 years
Computers 3 years
Furniture & Fixtures 6 years*
* Useful life of these assets are lower than the life prescribed under Schedule II to the Companies Act, 2013 and those has been determined based on an assessment performed by the management of expected usage of these assets. The assets residual values and useful lives are reviewed and adjusted if appropriate, at the end of each reporting period.
2.4 Impairment of Assets
Assessment is done at each reporting date as to whether there is any indication that the tangible assets may be impaired. If any such indication exists, an estimate of the recoverable amount of the asset/cash generating unit is made. Recoverable amount is higher of an asset’s or cash generating unit’s net selling price and its value in use. In assessing value in use, the estimated future cash fl ows are discounted to their present value using a pre-tax discount rate that refl ects current market assessments of the time value of money and the risks specifi c to the asset. In determining net selling price, recent market transactions are taken into account, if available. If no such transactions can be identifi ed, an appropriate valuation model is used. For the purpose of assessing impairment, the recoverable amount is determined for an individual asset, unless the asset does not generate cash infl ows that are largely independent of those from other assets or groups of assets. The smallest identifi able group of assets that generates cash infl ows from continuing use that are largely independent of the cash infl ows from other assets or groups of assets, is considered as a cash generating unit (CGU). An asset or CGU whose carrying amount exceeds its recoverable amount is considered impaired and is written down to its recoverable amount. Assessment is also done at each reporting date as to whether there is any indication that an impairment loss recognised for an asset in prior accounting periods may no longer exist or may have decreased. If such indication exists, an impairment loss is reversed to the extent that the asset’s carrying amount does not exceed the carrying amount, net of depreciation, that would have been determined if no impairment loss had previously been recognised. A previously recognized impairment loss is reversed only if there has been a change in the assumptions used to determine the asset’s recoverable amount since the last impairment loss was recognized. Such reversal is recognized in the statement of profi t and loss.
2.5 Investments
On initial recognition, all investments are carried at cost. The cost comprises purchase price and directly attributable acquisition charges such as brokerage, fees and duties.
Investments which are readily realisable and are intended to be held for not more than one year from the date on which such investments are made, are classifi ed as current investments. All other investments are classifi ed as non-current investments. Current investments are carried at cost or fair value, whichever is lower.
Current investments are carried in the fi nancial statements at lower of cost and fair value determined on an individual investment basis. Non-current investments are carried at cost. However, a provision for diminution is made to recognise a decline, other than temporary, in the value of non-current investments. Such reduction is being determined and made for each investment individually. As per CIC Master Directions 2016, these provisions are separately disclosed in the balance sheet under “Long-term provisions”.
On disposal of an investment, the difference between its carrying amount and net disposal proceeds is charged or credited to the statement of profi t and loss.
2.6 Foreign Currency Translation
Initial Recognition
On initial recognition, all foreign currency transactions are recorded in reporting currency, by applying to the foreign currency amount the exchange rate between the reporting currency and the foreign currency at the date of the transaction.
Subsequent Recognition
As at the reporting date, non-monetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction.
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Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
74 Annual Report 2017-18
All monetary assets and liabilities in foreign currency are restated at the end of the reporting period using the exchange rate prevailing at the reporting date.
Exchange differences on restatement of all other monetary items are recognised in the statement of profi t and loss.
Derivative Instruments
The premium or discount arising at the inception of forward exchange contracts entered into to hedge an existing asset/liability, is amortised as expense or income over the life of the contract. Exchange differences on such a contract are recognised in the Statement of Profi t and Loss in the reporting period in which the exchange rates change. Any profi t or loss arising on cancellation or renewal of such a forward exchange contract are recognised as income or as expense for the period.
Derivatives other than those which are accounted for under AS 11 are initially recognized at fair value on date a derivative contract in entered into and are subsequently re-measured to their fair value at the end of each reporting period.
2.7 Revenue Recognition
Revenue is recognized to the extent that it is probable that the economic benefi ts will fl ow to the company and the revenue can be reliably measured. The Company’s principal sources of income are dividends from its investments, interest income and income from rendering of services to its Group companies.
i. Dividend income is recognized when the Company’s right to receive payment is established by the reporting date and is included under the head “Revenue from operations” in the statement of profi t and loss.
ii. Interest income is recognized on a time proportion basis taking into account the principal outstanding and the rate applicable except that no income is recognized on non-performing assets as per the prudential norms for income recognition issued by the RBI for NBFC (CIC). Interest income on such assets is recognized on receipt basis.
iii. Income from support service fees for rendering of services to Group companies is recognized on accrual basis and indirect taxes as applicable.
2.8 Employee Benefi ts
Provident Fund
Contribution towards provident fund for certain employees is made to the regulatory authorities, where the Company has no further obligations. Such benefi ts are classifi ed as defi ned contribution schemes as the Company does not carry any further obligations, apart from the contributions made on a monthly basis. The Company recognizes contribution payable to the provident fund scheme as expenditure in the statement of profi t and loss, when an employee renders the related service.
Gratuity
The Company provides for gratuity, a defi ned benefi t plan (the “Gratuity Plan”) covering eligible employees in accordance with the Payment of Gratuity Act, 1972. The Gratuity Plan provides a lump sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employee’s salary and the tenure of employment. The Company funds the benefi ts through annual contributions to Life Insurance Corporation of India (LIC) under its Group’s Gratuity Scheme. The Company’s liability is on the basis of actuarial valuation (using the Projected Unit Credit method) at the end of each year. Actuarial losses/ gains are recognized in the Statement of Profi t and Loss in the year in which they arise.
Compensated Absences
Accumulated compensated absences, which are expected to be availed or encashed within 12 months from the end of the year end are treated as short term employee benefi ts. The obligation towards the same is measured at the expected cost of accumulating compensated absences as the additional amount expected to be paid as a result of the unused entitlement as at the year end.
Accumulated compensated absences, which are expected to be availed or encashed beyond 12 months from the end of the year are treated as other long term employee benefi ts. The Company’s liability are actuarially determined (using the Projected Unit Credit method) at the end of each year. Actuarial losses/ gains are recognised in the statement of profi t and loss in the year in which they arise.
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Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 75
2.9 Operating Leases
As a Lessee
Leases in which a signifi cant portion of the risks and rewards of ownership are retained by the lessor are classifi ed as operating leases. Payments made under operating leases are recognised as an expense to the statement of profi t and loss on a straight-line basis over the period of the lease.
2.10 Current and Deferred Taxes
Tax expense for the period, comprising current tax and deferred tax, is included in the determination of the net profi t or loss for the period. Current tax is measured at the amount expected to be paid to the tax authorities in accordance with the Income-tax Act, 1961 enacted in India.
Deferred tax is recognised for all timing differences, subject to the consideration of prudence in respect of deferred tax assets. Deferred tax assets are recognised and carried forward only to the extent that there is a virtual certainty that suffi cient future taxable income will be available against which such deferred tax assets can be realised. Deferred tax assets and liabilities are measured using the tax rates and tax laws that have been enacted or substantively enacted by the Balance Sheet date. In situations, where the Company has unabsorbed depreciation or carry forward losses under tax laws, all deferred tax assets are recognised only to the extent that there is virtual certainty supported by convincing evidence that they can be realised against future taxable profi ts. At each Balance Sheet date, the Company re-assesses unrecognised deferred tax assets, if any.
Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle the asset and the liability on a net basis. Deferred tax assets and deferred tax liabilities are offset when there is a legally enforceable right to set off assets against liabilities representing current tax and where the deferred tax assets and the deferred tax liabilities relate to taxes on income levied by the same governing taxation laws.
Minimum alternate tax (MAT) paid in a year is charged to the statement of profi t and loss as current tax. The company recognizes MAT credit available as an asset only to the extent that there is convincing evidence that the company will pay normal income tax during the specifi ed period, i.e., the period for which MAT credit is allowed to be carried forward.
2.11 Borrowing Costs
(i) Borrowing costs including loan processing fees are charged to statement of profi t and loss in the year in which they are incurred.
(ii) Premium on redemption of debentures has been amortized over the repayment period.
(iii) In respect of commercial paper issued by the Company, the difference between the redemption value and acquisition cost of commercial paper is amortised over the tenure of the instrument. The liability as at the balance sheet date in respect of such instruments is recognised at face value net of unamortised discount.
(iv) Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the respective asset. All other borrowing costs are expensed in the period they occur
2.12 Provisions and Contingent Liabilities
Provisions
A provision is recognized when the company has a present obligation as a result of past event, it is probable that an outfl ow of resources embodying economic benefi ts will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are not discounted to their present value and are determined based on the best estimate required to settle the obligation at the reporting date. These estimates are reviewed at each reporting date and adjusted to refl ect the current best estimates.
Impairment on Loans
Provision in respect of non-performing loans are made based on management’s assessment of degree of impairment of the loans and estimates of recoverability / realisation of the loans, subject to minimum provisioning level prescribed in accordance with prudential norms of RBI.
A standard provision is also made by the Company, 0.40% on the standard assets outstanding and disclose under “Short-term provisions” in note 11 of the fi nancial statement as required by CIC Directions.
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Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
76 Annual Report 2017-18
Contingent Liabilities
Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confi rmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outfl ow of resources will be required to settle or a reliable estimate of the amount cannot be made. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. The company does not recognize a contingent liability but discloses its existence in the fi nancial statements.
2.13 Cash and Cash Equivalents
Cash and cash equivalents for the purposes of cash fl ow statement comprise cash in hand, demand deposits with banks, other short-term highly liquid investments with original maturities of three months or less.
2.14 Earnings per Share (EPS)
Basic earnings per share are calculated by dividing the net profi t or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. Earnings considered in ascertaining the Company’s earnings per share is the net profi t/ (loss) for the period. The weighted average number of equity shares outstanding during the period and for all years presented is adjusted for events, such as bonus shares, that have changed the number of equity shares outstanding, without a corresponding change in resources. For the purpose of calculating diluted earnings per share, the net profi t or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period is adjusted for the effects of all dilutive potential equity shares.
3. Share capital
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Authorised shares
900,000,000 (March 31, 2017 : 900,000,000) Equity shares of INR 10/- each
9,000 9,000
Issued, subscribed and fully paid-up shares
473,613,855 (March 31, 2017 : 473,613,855) Equity shares of INR 10/- each
4,736 4,736
Total issued, subscribed and fully paid-up share capital 4,736 4,736
i) Reconciliation of the shares outstanding at the beginning and at the end of the reporting period
Equity shares As at March 31, 2018 As at March 31, 2017
Number Amount Number Amount
Balance as at the beginning of the year 473,613,855 4,736 473,613,855 4,736
Balance as at the end of the year 473,613,855 4,736 473,613,855 4,736
ii) Rights, preferences and restrictions attached to equity shares
The Company has only one class of equity shares having a par value of INR 10/- per share. Each holder of equity share is entitled to one vote per share held. The Company declares and pays dividends in Indian rupees. The dividend, if proposed by the Board of Directors, is subject to the approval of the shareholders in the Annual General Meeting, except in case of interim dividend.
In the event of liquidation of the Company, the equity shareholders will be entitled to receive the remaining assets of the Company, after distribution of all preferential amounts, in proportion to their shareholding.
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Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 77
iii) Details of shareholders holding more than 5% shares in the company
Name of equity shareholders As at March 31, 2018 As at March 31, 2017
No. of shares % of holding No. of shares % of holding
Equity shares of INR 10 each fully paid up
Shri Sehgals Trustee Company Private Limited (as trustee of Sehgal Family Trust)
121,590,869 25.67% 121,590,869 25.67%
Vivek Chaand Sehgal 100,527,391 21.23% 100,527,391 21.23%
Renu Alka Sehgal - 0.00% 109,825,286 23.19%
Renu Alka Sehgal (as trustee of Renu Sehgal Trust)
109,825,286 23.19% - 0.00%
Radha Rani Holdings Pte Limited 66,780,000 14.10% 66,780,000 14.10%
Sojitz Corporation 30,612,843 6.46% 30,612,843 6.46%
As per records of the company, including its register of shareholders/ members and other declarations received from shareholders regarding benefi cial interest, the above shareholding represents both legal and benefi cial ownerships of shares
iv) No shares have been issued pursuant to contract without payment being received in cash, allotted as fully paid up by way of bonus shares and bought back in the last fi ve years immediately preceding the current reporting period.
4. Reserves and surplus
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Capital reserve on amalgamation 2,402 2,402
Securities premium account 3,263 3,263
Surplus/(defi cit) in the statement of profi t and loss
Balance as at the beginning of the year (2,604) (1,382)
Profi t/ (Loss) for the year 8,177 (1,222)
Less: Appropriations
Transfer to reserve fund (refer note 47) (1,635) -
Interim dividend (1,089) -
Taxes on interim dividend (213) -
Balance as at the end of the year 2,636 (2,604)
Reserve fund
Balance as at beginning of the year - -
Add: amount transferred from surplus balance in the statement of profi t and loss (refer note 47)
1,635 -
Balance as at the end of the year 1,635 -
Total reserves and surplus 9,936 3,061
i) During the current year, the Company has declared and paid an interim dividend on equity shares @ INR 2.3 per equity share.
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Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
78 Annual Report 2017-18
5. Long term borrowings
Particulars Non-current portion Current maturities
As at March 31, 2018
As at March 31, 2017
As at March 31, 2018
As at March 31, 2017
Secured
Debenture:
0% redeemable non-convertible debentures [refer note (i-a) below]
- 4,000 4,000 3,200
Term loan from other than bank [refer note (i-b) below]
- 1,747 - -
Unsecured
Term loan from other than bank [refer note (ii) below]
- 333 - -
Less: amount disclosed under “other current liabilities” (refer note 10)
- - (4,000) (3,200)
Total - 6,080 - -
i) Nature of security and terms of repayment for secured borrowings :
Nature of security Terms of repayment
(a) Debenture
Nil (March 31, 2017 : 200), 0% redeemable non convertible debentures having face value of INR 10 million each amounting to INR 2,000 million allotted on March 9, 2016 have been secured by pledge of Nil (March 31, 2017: 12,200,000) equity shares held in Motherson Sumi Systems Limited. Security cover margin of 1.75 times to be maintained.
200 NCDs redeemed in single instalment in August 2017. Redemption on 10% premium over face value calculated on the basis of 10% YTM compounding annually.
Nil (March 31, 2017 : 120), 0% redeemable non convertible debentures having face value of INR 10 million each amounting to INR 1,200 million allotted on September 1, 2016 have been secured by pledge of Nil (March 31, 2017: 7,300,000) equity shares held in Motherson Sumi Systems Limited. Security cover margin of 1.68 times to be maintained.
120 NCDs redeemed in single instalment in November 2017. Redemption on 9.25% premium over face value calculated on the basis of 9.25% YTM compounding annually.
200 (March 31, 2017 : 200), 0% redeemable non convertible debentures having face value of INR 10 million each amounting to INR 2,000 million allotted on November 19, 2015 have been secured by pledge of 14,600,000 (March 31, 2017: 13,500,000) equity shares held in Motherson Sumi Systems Limited. Security cover margin of 1.8 times to be maintained. These NCDs are listed on Bombay Stock Exchange.
Redemption on 9.9822% premium over face value calculated on the basis of 9.9822% YTM compounding annually. NCDs are due for redemption in December 2018.
200 (March 31, 2017 : 200), 0% redeemable non convertible debentures having face value of INR 10 million each amounting to INR 2,000 million allotted on December 3, 2015 have been secured by pledge of 14,600,000 (March 31, 2017: 12,8000,000) equity shares held in Motherson Sumi Systems Limited. Security cover margin of 1.8 times to be maintained. These NCDs are listed on Bombay Stock Exchange.
Redemption on 10% premium over face value calculated on the basis of 10% YTM compounding annually. NCDs are due for redemption in January 2019.
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Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 79
Nature of security Terms of repayment
(b) Term loan from other than bank
Loan from a fi nance company amounting to INR Nil (March 31, 2017: INR 1747 million) has been secured by pledge of Nil (March 31, 2017: 11,400,000) equity shares held in Motherson Sumi Systems Limited. Security cover margin of 2 times to be maintained.
Repayment of the loan was due in a single installment in June 2018. However, the Company has prepaid in January 2018, carried interest rate @ 8.9% p.a.
ii) Terms of repayment for unsecured borrowings :
Borrowings Terms of repayment
Loan from a fi nance company amounting to INR Nil (March 31, 2017: INR 333 million).
Repayment of the loan was due in a single installment in May 2018. However, the Company has prepaid in January 2018, carried interest rate @ 9.1% p.a.
6. Other non-current liabilities
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Premium on redemption of debentures [refer note 42 (ii)] - 597
Interest accrued but not due on borrowings - 57
Total - 654
7. Long-term provisions
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Provision for employee benefi ts
Provision for compensated absences 14 10
Provision for gratuity (refer note 22) 32 20
Other provision
Provision for diminution in the value of non-current investments [refer note (i) below]
538 1,673
Provision for sub-standard assets [refer note (ii) below] - 1,326
Provision for loss assets [refer note (iii) below] 25 188
Total 609 3,217
i) Provision for Diminution in respect of the Company’s Investment in :
(a) Samvardhana Motherson Finance Services Cyprus Limited 512 512
(b) Motherson Sintermetal Technology Limited - 631
(c) Tigers Connect Travel Systems & Solutions Limited - 55
(d) Samvardhana Motherson Refrigeration Product Limited - 204
(e) Motherson Consultancies Service Limited 26 26
(f) Magneti Marelli Motherson Shock Absorbers India Private Limited - 98
(g) Motherson Advanced Tooling Solutions Limited - 147
Total 538 1,673
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Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
80 Annual Report 2017-18
Movement of provision for diminution other than temporary, in the value of investment:
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Balance at the beginning of the year 1,673 1,673
Add : Provisions made during the year * - 0
Less : Provision written back to the extent no longer required 153 -
Less : Provision written back in respect of investments sold during the year (refer note 23 and 43)
982 -
Balance at the end of the year 538 1,673
Classifi ed as non-current 538 1,673
Classifi ed as current - -
Total 538 1,673
ii) Provision for sub-standard assets
Subsidiaries:
Motherson Sintermetal Technology Limited - 1,326
Total - 1,326
Movement of provision for sub-standard assets :
Balance at the beginning of the year 1,326 1,012
Add : Provisions made during the year - 314
Less : Provision written back in respect of loans sold during the year (refer note 23 and 43)
1,326 -
Balance at the end of the year - 1,326
Classifi ed as non-current - 1,326
Classifi ed as current - -
Total - 1,326
iii) Provision for loss assets
Subsidiaries:
Samvardhana Motherson Refrigeration Products Limited - 140
Motherson Consultancies Service Limited 25 48
Total 25 188
Movement of provision for loss assets :
Balance at the beginning of the year 188 181
Add : Provisions made during the year - 22
Less : Provision written back in respect of loans received back during the year
23 15
Less : Provision written back in respect of loans sold during the year (refer note 23 and 43)
140 -
Balance at the end of the year 25 188
Classifi ed as non-current 25 188
Classifi ed as current - -
Total 25 188
* Amount is below the rounding off norm adopted by the company
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Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 81
8. Short-term borrowings
Particulars As atMarch 31, 2018
As atMarch 31, 2017
SecuredLoan from other than bank [refer (i) below] 1,350 400
Unsecured Commercial papers [refer (ii) below] - 1,390
Total 1,350 1,790
i) Nature of security and terms of repayment of secured borrowings:
Nature of security Terms of repayment Loan from a fi nance company amounting to INR Nil (March 31, 2017 : INR 400 million) has been secured by pledge of 29,500 (March 31,2017: 2,600,000) equity shares held in Motherson Sumi Systems Limited. Security cover margin of 2 times to be maintained.
Repayment was due in a single installment in February 2018. However, the Company has prepaid in January 2018, carried interest rate @ 8.3% p.a.
Loan from a fi nance company amounting to INR 1,350 million (March 31, 2017 : INR Nil) has been secured by pledge of 9,600,000 (March 31,2017: Nil) equity shares held in Motherson Sumi Systems Limited. Security cover margin of 2 times to be maintained.
Repayable in November 2018, carrying interest rate @ 7.8% which is payable on maturity.
ii) Terms of repayment of unsecured borrowings:
Borrowings Terms of repaymentCommercial paper amounting to INR Nil (March 31, 2017: INR 1,390 million)
Repaid on maturity during the year. Applicable discount rate was in range from 6.67 % to 7.6%.
9. Trade payables
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Total outstanding dues of micro enterprises and small enterprises - -
Total outstanding dues of creditors other than micro enterprises and small enterprises
19 10
Total 19 10
Note: The information as required to be disclosed under the Micro, Small and Medium Enterprise Development Act, 2006 (“MSME Act”) has been determined to the extent such parties have been identifi ed on the basis of information available with the Company. As at March 31, 2018, no amounts have fallen due for payment to suppliers who have been registered under the MSME Act.
10. Other current liabilities
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Current maturities of long-term borrowings (refer note 5) 4,000 3,200
Premium on redemption of debentures [refer note 42 (ii)] 1,040 282
Interest accrued but not due on borrowings 35 4
Employee benefi ts payable 13 23
Statutory dues payable 9 18
Other liabilities 27 19
Total 5,124 3,546
Book 1.indb 81Book 1.indb 81 22-09-2018 15:59:1222-09-2018 15:59:12
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
82 Annual Report 2017-18
11. Short-term provisions
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Provision for employee benefi ts
Provision for gratuity (refer note 22) 7 -
Provision for compensated absences 12 7
Other provision
Contingent provision on standard assets [refer (i) below] 9 4
Total 28 11
i) Contingency provision represents 0.40% ( March 31, 2017 : 0.35%) of the outstanding standard loans, which is in compliance with RBI notifi cation no. DNBR (PD) 008/03.10.119/2016-17 dated September 01, 2016
Movement of contingent provision on standard assets:
Balance at the beginning of the year 4 4
Add : Provisions made during the year 5 -
Balance at the end of the year 9 4
12. Property, Plant and Equipment
i) Current year
Particulars
Gross block Depreciation Net block
April 01, 2017
Additions Disposals March 31, 2018
April 01, 2017
Depreciation for the year
Disposals March 31, 2018
March 31, 2018
Computers 5 2 - 7 3 1 - 4 3
Offi ce equipment 2 28 - 30 2 3 - 5 25
Leasehold improvements 7 37 - 44 4 4 - 8 36
Furniture & fi xtures * - 3 - 3 - 0 - 0 3
Total 14 70 - 84 9 8 - 17 67
ii) Previous year
Particulars
Gross block Depreciation Net block
April 01, 2016
Additions Disposals March 31, 2017
April 01, 2016
Depreciation for the year
Disposals March 31, 2017
March 31, 2017
Computers * 4 1 0 5 2 1 0 3 2
Offi ce equipment * 2 0 - 2 2 0 - 2 0
Leasehold Improvements 7 - - 7 2 1 1 4 3
Total 13 1 0 14 6 2 1 9 5
* Amount is below the rounding off norm adopted by the Company
13. Non-current investments
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Trade investments (valued at cost)
a) Quoted : Equity shares
Investment in joint ventures :
Motherson Sumi Systems Limited [refer note 5, 8, 27 and 40 (ii)] [refer note (i) below]703,833,769 (March 31, 2017 : 488,549,846) Equity shares of INR 1/- each fully paid up
11,107 11,564
Total (A) 11,107 11,564
Book 1.indb 82Book 1.indb 82 22-09-2018 15:59:1222-09-2018 15:59:12
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 83
Particulars As atMarch 31, 2018
As atMarch 31, 2017
b) Unquoted : Equity shares
Investment in subsidiary companies:
Samvardhana Motherson Finance Services Cyprus Limited (refer note 7) 997 997
46,168 (March 31, 2017 : 46,168) Equity shares of USD 1/- fully paid up
Samvardhana Motherson Holding (M) Pvt. Limited 66 66
1,325,714 (March 31, 2017 : 1,325,714) Fully paid up ordinary shares of no par value
Samvardhana Motherson Refrigeration Product Ltd. (refer note 7) [refer note (ii & xii) below]
- 12
Nil (March 31, 2017 : 3,999,900) Equity shares of INR 10/- each fully paid up
Motherson Machinery and Automations Limited [refer note (xii) below] - 5
Nil (March 31, 2017 : 500,000) Equity shares of INR 10/- each fully paid up
Nachi Motherson Tool Technology Limited [refer note (iii) below] - 19
Nil (March 31, 2017 : 1,850,000) Equity shares of INR 10/- each fully paid up
Motherson Molds and Diecasting Limited 35 35
3,468,000 (March 31, 2017 : 3,468,000) Equity shares of INR 10/- each fully paid up
SAKS Ancillaries Limited [refer note (xii) below] - 29
Nil (March 31, 2017 : 1,452,690) Equity shares of INR 10/- each fully paid up
Motherson Advanced Tooling Solutions Limited (refer note 7) [refer note (xii) below]
- 200
Nil (March 31, 2017 : 20,000,000) Equity shares of INR 10/- each fully paid up
Tigers Connect Travel Systems & Solutions Limited (refer note 7) [refer note (iv) below]
3,610 10
280,286,269 (March 31, 2017 : 1,000,000) Equity shares of INR 10/- each fully paid up
Motherson Auto Solutions Limited [refer note (xii) below] - 1,920
Nil (March 31, 2017 : 191,960,000) Equity shares of INR 10/- each fully paid up
MothersonSumi Infotech & Designs Limited 102 102
6,962,446 (March 31, 2017 : 6,962,446) Equity shares of INR 10/- each fully paid up
Motherson Consultancies Service Limited (refer note 7) 26 26
2,600,000 (March 31, 2017 : 2,600,000) Equity shares of INR 10/- each fully paid up
Motherson Techno Tools Limited [refer note (xii) below] - 1,426
Nil (March 31, 2017 : 2009,863) Equity shares of INR 10/- each fully paid up
Motherson Sintermetal Technology Limited (refer note 7) [refer note (v) below]
- 278
Nil (March 31, 2017 : 27,801,026) Equity shares of INR 10/- each fully paid up
Book 1.indb 83Book 1.indb 83 22-09-2018 15:59:1222-09-2018 15:59:12
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
84 Annual Report 2017-18
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Samvardhana Motherson Auto Component Private Limited 90 90
8,999,990 (March 31, 2017 : 8,999,990) Equity shares of INR 10/- each fully paid up
Samvardhana Motherson Auto System Private Limited [refer note (xii) below]
- 10
Nil (March 31, 2017 : 1,009,990) Equity shares of INR 10/- each fully paid up
Motherson Invenzen Xlab Private Limited* 0 0
10,410 (March 31, 2017 : 10,410) Equity shares of INR 10/- each fully paid up
Samvardhana Motherson Adsys Tech Limited [refer note (vi) below] 46 -
4,550,000 (March 31, 2017 : Nil) Equity shares of INR 10/- each fully paid up
MS Global India Automotive Private Limited [refer note (vii) below] 100 -
70,000,000 (March 31, 2017 : Nil) Equity shares of INR 10/- each fully paid up
* Amount is below the rounding off norm adopted by the Company
Investment in joint venture companies:
AES (India) Engineering Limited [refer note (xii) below] - 2
Nil (March 31, 2017 : 208,000) Equity shares of INR 10/- each fully paid up
Valeo Motherson Thermal Commercial Vehicles India Limited (Formerly known as Spheros Motherson Thermal System Limited)
30 30
2,989,000 (March 31, 2017 : 2,989,000) Equity shares of INR 10/- each fully paid up
Matsui Technologies India Limited 20 20
1,999,999 (March 31, 2017 : 1,999,999) Equity shares of INR 10/- each fully paid up
Anest Iwata Motherson Coating Equipment Limited 1 1
98,000 (March 31, 2017 : 98,000) Equity shares of INR 10/- each fully paid up
Nachi Motherson Precision Private Limited [refer note (viii) below] - 64
Nil (March 31, 2017 : 6,370,000) Equity shares of INR 10/- each fully paid up
Samvardhana Motherson Polymers Limited 369 369
1,845,830 (March 31, 2017 : 1,845,830) Equity shares of INR 10/- each fully paid up
Anest Iwata Motherson Private Limited 182 182
21,315,000 (March 31, 2017 : 21,315,000) Equity shares of INR 10/- each fully paid up
Motherson Bergstrom HVAC Solutions Private Limited 65 65
6,500,000 (March 31, 2017 : 6,500,000) Equity shares of INR 10/- each fully paid up
Fritzmeier Motherson Cabin Engineering Private Limited 275 275
25,000,000 (March 31, 2017 : 25,000,000) Equity shares of INR 10/- each fully paid up
Nissin Advanced Coating Indo Co. Private Limited [refer note (xii) below]
- 69
Nil (March 31, 2017 : 6,860,000) Equity shares of INR 10/- each fully paid up
Book 1.indb 84Book 1.indb 84 22-09-2018 15:59:1222-09-2018 15:59:12
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 85
Particulars As atMarch 31, 2018
As atMarch 31, 2017
CTM India Limited 71 71
1,181,040 (March 31, 2017 : 1,181,040) Equity shares of INR 10/- each fully paid up
Magneti Marelli Motherson Shock Absorbers India Pvt. Ltd. [refer note (ix) below] (refer note 7)
567 517
113,450,000 (March 31, 2017 : 108,450,000) Equity shares of INR 10/- each fully paid up
Magneti Marelli Motherson India Holding B.V. [refer note (x) below] 201 193
1,057,037 (March 31, 2017 : 1,020,000) Equity B shares of Euro 1/- each fully paid up
Youngshin Motherson Auto Tech Limited [refer note (xi) below] 55 -
5,500,000 (March 31, 2017 : Nil) Equity shares of INR 10/- each fully paid up
Investment in other companies:
Systematic Conscom Limited 1 1
2,500 (March 31, 2017 : 2,500) Equity shares of INR 10/- each fully paid up
ETECHACES Marketing & Advertising Private Limited 50 50
455 (March 31, 2017 : 455) Equity shares of INR 10/- each fully paid up
Total (B) 6,959 7,134
c) Unquoted : Preference shares
Investment in subsidiary companies:
Samvardhana Motherson Holding (M) Pvt. Limited 243 243
3,555,175 (March 31, 2017 : 3,555,175) Fully paid up redeemable preference shares of no par value
Samvardhana Motherson Refrigeration Product Ltd. (refer note 7) [refer note (xii) below]
- 192
Nil (March 31, 2017 : 19,200,000) 7% Optionally convertible cumulative redeemable preference shares of INR 10/- each fully paid up
Motherson Advanced Tooling Solutions Limited [refer note (xii) below] - 332
Nil (March 31, 2017 : 33,200,000) 7% Optionally convertible cumulative redeemable preference shares of INR 10/- each fully paid up
Tigers Connect Travel Systems & Solutions Limited (refer note 7) 45 45
4,500,000 (March 31, 2017 : 4,500,000) 7% Optionally convertible cumulative redeemable preference shares of INR 10/- each fully paid up
Motherson Invenzen Xlab Private Limited 50 50
4,990,000 (March 31, 2017 : 4,990,000) 3% Optionally convertible redeemable preference shares of INR 10/- each fully paid up
Motherson Sintermetal Technology Limited (refer note 7) [refer note (xii) below]
- 353
Nil (March 31, 2017 : 35,320,000) 2% Optionally convertible redeemable preference shares of INR 10/- each fully paid up
Book 1.indb 85Book 1.indb 85 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
86 Annual Report 2017-18
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Investment in joint venture companies:
Valeo Motherson Thermal Commercial Vehicles India Limited (Formerly known as Spheros Motherson Thermal System Limited)
9 9
931,000 (March 31, 2017 : 931,000) 5% Optionally convertible non-Cumulative redeemable preference shares of INR 10/- each fully paid up
Magneti Marelli Motherson Auto System Private Limited 560 560
56,000,000 (March 31, 2017 : 56,000,000) 0% Compulsorily convertible non-cumulative preference shares of INR 10/- each fully paid up
Investment in Other Companies:
ETECHACES Marketing & Advertising Private Limited 130 130
1000 (March 31, 2017 : 1000) Compulsorily convertible D series preference shares of INR 100/- each fully paid up
GC WEB VENTURES PVT. LTD. 4 4
86 (March 31, 2017 : 86) C2 Preference shares of INR 250/- each fully paid up
Total (C) 1,041 1,918
Total (A+B+C) 19,107 20,616
Aggregate amount of quoted investments 11,107 11,564
Market Value of quoted investments 218,857 181,692
Aggregate amount of unquoted investments 8,000 9,052
Aggregate provision for diminution in value of investments (refer note 7) 538 1,673
i) During the year, the Company received 244,274,923 (March 31, 2017 : Nil) equity shares of INR 1/- each as bonus shares in proportion of one equity share for every two equity shares of Motherson Sumi Systems Limited. Further the Company sold 28,991,000 (March 31, 2017 : Nil) equity shares of Motherson Sumi Systems Limited in open market [refer note 40 (ii)].
ii) During the year, the Company purchased 100 (March 31, 2017 : Nil) equity shares of Samvardhana Motherson Refrigeration Product Ltd. from Zanotti S P A.
iii) During the year, the Company sold 1,850,000 (March 31, 2017 : Nil) equity shares of Nachi Motherson Tool Technology Limited to Nachi-Fujikoshi Corporation [refer note 40 (i)].
iv) During the year, 279,286,269 (March 31, 2017 : Nil) equity shares of INR 10 each fully paid up of Tigers Connect Travel Systems & Solutions Limited were allotted to the Company on right’s basis.
v) During the year, the Company purchased 3,488,250 (March 31, 2017 : Nil) equity shares of Motherson Sintermetal Technology Limited from Michael Bernhard Gnann to acquire remaining stake of 11%.
vi) During the year, the Company set up a wholly owned subsidiary namely Samvardhana Motherson Adsys Tech Limited and was allotted 4,550,000 equity shares of INR 10 each fully paid up.
vii) During the year, the Company purchased 70,000,000 (March 31, 2017 : Nil) equity shares of INR 10 each fully paid up of MS Global India Automotive Private Limited (MSGI) from Myong Shin India Automotive Private Limited to acquire 100% stake in MSGI.
viii) During the year, the Company sold 6,370,000 (March 31, 2017 : Nil) equity shares of Nachi Motherson Precision Private Limited to Nachi-Fujikoshi Corporation [refer note 40 (i)].
ix) During the year, 5,000,000 (March 31, 2017 : 8,500,000) equity shares of INR 10 each fully paid up of Magneti Marelli Motherson Shock Absorbers India Pvt. Limited were allotted to the Company on right basis.
Book 1.indb 86Book 1.indb 86 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 87
x) During the year, 37,037 (March 31, 2017 : 20,000) equity B shares of Euro 1 each of Magneti Marelli Motherson India Holding B.V were allotted to the Company on right basis.
xi) During the year, the Company has entered into JV agreement with Youngshin Components Co. Ltd. to set up Youngshin Motherson Auto Tech Limited (50% stake) and was allotted 5,500,000 equity shares of INR 10 each fully paid up.
xii) During the year, the Company sold the shares of its subsidiaries and joint venture companies to one of its wholly owned subsidiary namely, Tigers Connect Travel Systems & Solutions Limited. The number of shares sold are given below (refer note 43) :
Name of the Company No. of equity shares No. of preference shares
Samvardhana Motherson Refrigeration Product Limited
4,000,000 19,200,000
Motherson Machinery and Automations Limited 500,000 -
SAKS Ancillaries Limited 1,492,690 -
Motherson Advanced Tooling Solutions Limited 20,000,000 33,200,000
Motherson Auto Solutions Limited 191,960,000 -
Motherson Techno Tools Limited 2,009,863 -
Motherson Sintermetal Technology Limited 31,289,276 35,320,000
Samvardhana Motherson Auto System Private Limited
1,009,990 -
AES (India) Engineering Limited 208,000 -
Nissin Advanced Coating Indo Co. Private Limited
6,860,000 -
14. Long-Term loans and advances
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Unsecured, considered good (unless otherwise stated)
As per NBFC guidelines [refer note (i) below]- standard
Loans to subsidiaries 1,743 427
Loans to joint ventures 1 18
Unsecured, considered good- Standard
Advance income tax [net of provision of INR 1,170 million (March 31, 2017 : INR 55 million)]
48 5
Loans to employees 1 1
Security deposits 43 15
Prepaid expenses 25 -
Unsecured, considered doubtful:
As per NBFC guidelines [refer note (ii) below]- sub-standard] - 1,326
Loans to subsidiaries (refer note 35)
As per NBFC guidelines [refer note (ii) below]- loss assets]
Loans to subsidiaries (refer note 35) 25 188
Total 1,886 1,980
Book 1.indb 87Book 1.indb 87 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
88 Annual Report 2017-18
i) As per NBFC guidelines-standard
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Unsecured, considered good
Standard assets 1,744 445
Total 1,744 445
Name of Parties As atMarch 31, 2018
As atMarch 31, 2017
Subsidiaries:
Motherson Advanced Tooling Solutions Limited 6 257
Motherson Invenzen Xlab Private Limited 105 55
Samvardhana Motherson Adsys Tech Limited 20 -
Samvardhana Auto Component Private Limited 159 115
Motherson Sintermetal Technology Limited 53 -
MS Global India Automotive Private Limited 1,400 -
Joint ventures:
Samvardhana Motherson Polymers Limited 1 -
Motherson Bergstrom HVAC Solutions Private Limited - 18
Total 1,744 445
ii) As per NBFC guidelines- sub-standard / loss assets
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Unsecured, considered doubtful
Sub-standard assets - 1,326
Loss assets 25 188
Total 25 1,514
Name of parties As atMarch 31, 2018
As atMarch 31, 2017
Subsidiaries: sub standard assets
Motherson Sintermetal Technology Limited - 1,326
Total - 1,326
Name of parties As atMarch 31, 2018
As atMarch 31, 2017
Subsidiaries: loss assets
Samvardhana Motherson Refrigeration Product Limited - 140
Motherson Consultancies Service Limited 25 48
Total 25 188
Book 1.indb 88Book 1.indb 88 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 89
15. Other non-current assets
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Unsecured, considered good
Interest receivable from related parties (refer note 35) 14 4
Total 14 4
Name of Party As atMarch 31, 2018
As atMarch 31, 2017
Subsidiaries
Motherson Invenzen Xlab Pvt. Ltd 14 4
Joint ventures:
Samvardhana Motherson Polymers Limited * 0 -
Total 14 4
* Amount is below the rounding off norm adopted by the Company
16. Trade receivables
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Unsecured, considered good
Outstanding for a period exceeding six months from the date they are due for payment
- -
Others [refer note (i) below] 31 20
Total 31 20
i) Includes recoverable from 7 (March 31, 2017: 16) private companies having common directors
4 20
17. Cash and bank balances
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Cash and cash equivalents
Cash on hand * 0 0
Balance with banks in current accounts 410 264
Total (A) 410 264
Other bank balances
Deposits with maturity more than 3 months but less than 12 months [Against bank guarantee - refer note 27 (i)]
- 35
Total (B) - 35
Total (A + B) 410 299
Book 1.indb 89Book 1.indb 89 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
90 Annual Report 2017-18
18. Short-term loans and advances
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Loans and advances to related parties
Unsecured, considered good, unless otherwise stated:
As per NBFC guidelines [refer note (i) below]- standard]
Loans to subsidiaries (refer note 35) 170 149
Other loans and advances
Unsecured, considered good- standard
Balance with government authorities 6 2
Prepaid expenses 42 2
Loan to employees 1 1
Other advances and recoverables 7 9
Total 226 163
i) As per NBFC guidelines-standard
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Unsecured, considered good
Standard assets 170 149
Total 170 149
Name of parties As atMarch 31, 2018
As atMarch 31, 2017
Subsidiaries
Samvardhana Auto Component Private Limited 20 -
Samvardhana Motherson Holding (M) Pvt. Ltd. 150 149
Total 170 149
19. Other current assets
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Unsecured, considered good
Interest receivable from related parties (refer note 35) 61 18
Interest receivable on fi xed deposit * - 0
Total 61 18
Name of parties As atMarch 31, 2018
As atMarch 31, 2017
Subsidiaries:
Motherson Advanced Tooling Solutions Ltd. 30 -
MS Global India Automotive Private Limited 4 -
Samvardhana Motherson Holding (M) Private Limited 27 18
Total 61 18
* Amount is below the rounding off norm adopted by the Company
Book 1.indb 90Book 1.indb 90 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 91
20. Revenue from operations
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Consultancy income 61 64
Dividend income
- from subsidiary companies 45 18
- from joint venture companies and others 1,509 50
Interest income
- from subsidiaries and joint venture companies 59 238
- from banks 1 2
Total 1,675 372
21. Other Income
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Gain on sale of non-current investments [refer note 40 (i) and (ii)] 10,405 97
Foreign exchange fl uctuations gain (net) 1 -
Mark to market gain on derivatives transaction - 53
Gain on sale of mutual fund investments 79 6
Provisions written back to the extent no longer required 176 15
Miscellaneous income 2 2
Total 10,663 173
22. Employee Benefi ts Expense
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Salaries and bonus 170 121
[net of recoveries of INR 24 million (March 31, 2017 : INR 21 million)]
Contribution to provident & other funds [refer note (i) below] 21 13
[net of recoveries of INR 0 * million (March 31, 2017 : INR 2 million)]
Gratuity expense [refer note (ii) below] 16 9
Staff welfare expenses 3 1
Total 210 144
The details of liabilities recognised by the Company in respect of long term defi ned benefi ts and contribution schemes in accordance with Accounting Standard 15 (Revised 2005) for its employees are as under:
i) Defi ned Contribution Plans:
The Company deposits an amount determined at a fi xed percentage of basic pay every month to the State administered Provident Fund for the benefi t of employees. Accordingly, the Company’s contribution during the
Book 1.indb 91Book 1.indb 91 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
92 Annual Report 2017-18
year has been charged to the Statement of Profi t and Loss and disclosed under contribution to provident & other funds, as below:
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Provident fund 16 12
National pension scheme 5 3
Administration / EDLI charges * 0 0
Less : Recovered from group companies * 0 2
Total 21 13
* Amount is below the rounding off norm adopted by the Company
ii) Defi ned Benefi t Plans:
Gratuity
The Company operates a gratuity plan administered through Life Insurance Corporation of India (LIC) under its Group Gratuity Scheme. Every employee of the Company is entitled to a benefi t equivalent to fi fteen days last drawn salary for each completed year of service in line with payment of gratuity Act, 1972. The same is payable at the time of separation from the Company or retirement, whichever is earlier. The benefi t vest after fi ve years of continuous service.
(a) Present value of defi ned benefi t obligation
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Balance at the beginning of the year 36 36
Service cost - current 4 4
Interest cost 3 2
Addition due to transfer of employees 2 1
Actuarial loss 10 4
Benefi ts paid - (11)
Balance at the end of the year 55 36
(b) Fair value of plan assets
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Balance at the beginning of the year 16 17
Expected return on plan assets 2 1
Actuarial (loss) * (1) (0)
Contributions by the company (1) -
Benefi ts paid - (2)
Balance at the end of the year 16 16
Actual return on plan assets 1 1
Book 1.indb 92Book 1.indb 92 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 93
(c) Major category of plan assets as % to total plan assets
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
LIC of India 100% 100%
Total 100% 100%
Note :- In respect of Employees Gratuity Fund, composition of plan assets is not readily available from LIC of India. The expected rate of return on assets is determined based on the assessment made at the beginning of the year for the return expected on its existing portfolio, along with the estimated increment and expected yield on the plan assets.
(d) Assets and liabilities recognized in the balance sheet
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Present value of the defi ned benefi t obligations 55 36
Fair value of the plan assets 16 16
Amount recognized as liability 39 20
Recognised under -
Non-current (refer note 7) 32 20
Current (refer note 11) 7 -
* Amount in below the rounding off norm adopted by the Company
(e) Expense recognised in the statement of profi t and loss
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Service cost - current 4 4
Interest cost 3 2
Expected return on plan assets (2) (1)
Actuarial (gain) / loss 11 4
Net defi ned benefi t obligations cost 16 9
(f) Actuarial assumptions
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Discount rate 7.60% 7.20%
Future salary increases 8.00% 8.00%
Expected return on plan assets 8.00% 8.00%
The estimates of future salary increases considered in actuarial valuation, take amount of infl ation, seniority, promotion and other relevant factors such as supply and demand factors in the employment market.
Book 1.indb 93Book 1.indb 93 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
94 Annual Report 2017-18
(g) Amount recognized in current year and previous four years:
Particulars For the year ended
March 31, 2018
March 31, 2017
March 31, 2016
March 31, 2015
March 31, 2014
Gratuity Defi ned benefi t obligations 55 36 36 27 18
Plan assets 16 16 17 13 8
Defi cit /(Surplus) 39 20 19 14 10
Experience gain / (loss) adjustments on plan liabilities
(11) (2) (4) (2) (1)
Experience gain / (loss) adjustments on plan asssets *
(1) (0) 0 0 (0)
(h) Expected Contribution to the funds in the next year
Particulars For theyear ended
March 31, 2018
For theyear ended
March 31, 2017Gratuity 10 4
* Amount is below the rounding off norm adopted by the Company
23. Other expenses [refer (i) below]
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Repair & maintenance 19 11
Rates and taxes 6 1
Legal and professional fees 46 27
Payment to auditors
- Audit fee 6 5
- Other services - 2
- Reimbursement of expenses * - 0
Director's sitting fees * 0 0
Lease rent (refer note 29) 55 48
Business promotion 26 29
Travelling expenses 40 28
Communication expenses 2 2
Insurance expenses 3 2
Foreign exchange fl uctuations loss (net) - 4
Contingency provision for standard assets 4 -
Donation expenses 4 3
Provision for diminution in non-current investments * - 0
Loss on sale of investments & loans (refer note 43) 4,117 -
Less: Provisions written back with respect to investments and loans sold
(2,448) 1,669 -
Computer and software expenses 8 5
Provision for doubtful advances - 336
Miscellaneous expenses 11 17
Total 1,899 520
Book 1.indb 94Book 1.indb 94 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 95
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
(i) Administrative and other expenses are net of the following recoveries (refer note 35):
Expense head
Travelling expenses 1 8
Miscellaneous expenses * 0 1
Total 1 9
24. Finance costs
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Interest expense on borrowings 245 69
Other borrowing cost
- Premium on redemption of debentures [refer note 42 (ii)] 599 972
- Discount on issue of commercial paper 85 55
- Others - 5
Total 929 1,101
25. Depreciation
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Depreciation on Property, Plant and Equipment (refer note 12) 8 2
Total 8 2
26. Earnings per equity share
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Profi t /(loss) after tax attributable to Equity Shareholders 8,177 (1,222)
Weighted average number of equity shares (Nos.) 473,613,855 473,613,855
Nominal value of share (INR) 10 10
Basic earnings / (loss) per share (INR) 17.27 (2.58)
Diluted Earnings Per Share
The Company does not have any outstanding dilutive potential equity shares. Consequently, the basic & dilutive EPS of the Company remains same.
* Amounts are below the rounding off norm adopted by the Company.
Book 1.indb 95Book 1.indb 95 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
96 Annual Report 2017-18
27. Contingent Liabilities
i) Guarantees issued on behalf of others :
Particulars As at March 31, 2018
As at March 31, 2017
a) Bank Guarantee from Yes Bank to Directorate of Town and Country Planning, Chennai on behalf of Motherson Auto Solutions Limited (Lien over fi xed deposit with Yes Bank of INR Nil (March 31, 2017 : INR 35 million)
- 330
Actual amount outstanding against facility INR Nil (March 31, 2017 : INR 330 million)
b) Corporate Guarantee to Ratnakar Bank on behalf of Motherson Sintermetal Technology Limited, wholly owned subsidiary.
- 381
Actual amount outstanding against facility INR Nil (March 31, 2017 : INR 309 million)
c) Corporate Guarantee to Yes Bank, New Delhi on behalf of Motherson Advanced Tooling Solutions Limited, wholly owned subsidiary.
480 480
Actual amount outstanding against facility INR 394 million (March 31, 2017 : INR 336 million)
d) Corporate Guarantee to HDFC Bank on behalf of Motherson Sintermetal Technology Limited, wholly owned subsidiary.
700 -
Actual amount outstanding against facility INR 555 million (March 31, 2017 : INR Nil)
e) Corporate Guarantee to HDFC Bank, New Delhi on behalf of Samvardhana Motherson Auto Component Private Limited, wholly owned subsidiary.
356 356
Actual amount outstanding against facility INR 266 million (March 31, 2017 : INR 206 million)
f) Corporate Guarantee of EURO 27.5 million (March 31, 2017: EURO Nil) given to Axis Bank in respect of the loan facility availed by Samvardhana Motherson Holding (M) Pvt Ltd, wholly owned subsidiary.
2,208 -
Actual amount outstanding against the facility is EURO 22 million (March 31, 2017 : EURO Nil) equivalent to INR 1,758 million (March 31, 2017 : INR Nil)
g) Corporate Guarantee of EURO Nil (March 31, 2017 : 22 million) given to ING Bank in respect of the loan facility availed by Samvardhana Motherson Holding (M) Pvt Ltd, wholly owned subsidiary. Further, Loan facility is secured by pledge of Nil (March 31, 2017 : 9,000,000) equity shares of Motherson Sumi Systems Ltd. held by the Company and charge on its assets by way of Hypothecation over current account no. 916020013180296 held with Axis Bank Limited, Sector 16, Noida Branch.
- 1,519
Actual amount outstanding against the facility is EURO Nil (March 31, 2017 : EURO 21 million) equivalent to INR Nil (March 31, 2017 : INR 1,450 million)
Book 1.indb 96Book 1.indb 96 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 97
Particulars As at March 31, 2018
As at March 31, 2017
h) Corporate Guarantee of EURO Nil (March 31, 2017: EURO 10.5 million) given to Standard Chartered Bank, London in respect of the loan facility availed by Motherson Sintermetal Technology BV, wholly owned subsidiary.
- 725
Actual amount outstanding against the facility is EURO Nil (March 31, 2017 : EURO 10 million) equivalent to INR Nil (March 31, 2017 : INR 691 million)
i) Corporate Guarantee of EURO 27 million (March 31, 2017 : EURO Nil) given to ING Bank NV, London in respect of the loan facility availed by Motherson Sintermetal Technology BV, wholly owned subsidiary.
2,168 -
Actual amount outstanding against the facility is EURO 15 million (March 31, 2017 : EURO Nil) equivalent to INR 1,180 million (March 31, 2017 : INR Nil)
Total 5,912 3,791
ii) Based on the observation of service tax audit performed by Central Excise Authority, Noida during the earlier year, the Company has received order from Assistant Commissioner, Service Tax for demand of service tax of INR 3 million along with interest and penalty which company has disputed. A similar order for subsequent year has also been received from Assistant Commissioner, Service Tax, for demand of INR 0.04 million. The Company has fi lled appeal with Commisioner of Appeal, Service tax where the matter is still pending.
(a) It is not practicable for the company to estimate the timings of cash outfl ow, if any, in respect of the above, pending resolution of the respective proceedings.
(b) The Company does not expect any reimbursements in respect of the above contingent liabilities.
28. Capital and Other Commitments
i) Letter of Support
The Company has given letters of support to its Joint Venture Companies, Magneti Marelli Motherson Shock Absorbers India Pvt. Ltd. and Samvardhana Motherson Polymer Limited (March 31, 2017 : Samvardhana Motherson Polymer Limited and Magneti Marelli Motherson Shock Absorbers India Pvt. Ltd.) and in respect of subsidiary companies, Nil (March 31, 2017 : Samvardhana Motherson Holdings (M) Private Limited, Samvardhana Motherson Refrigeration Product Ltd., Motherson Advanced Tooling Solution Ltd., Samvardhana Motherson Finance Services Cyprus Limited, Motherson Sintermetal Technology Limited and Motherson Consultancies Services Ltd.) to enable the said companies to continue the operations.
ii) Letter of Comfort
The Company has provided letters of comfort amounting INR 150 million (March 31, 2017 : INR 951 million) on behalf of Joint Venture Companies, Magneti Marelli Motherson Shock Absorbers India Pvt. Ltd (March 31, 2017 : Magneti Marelli Motherson Shock Absorbers India Pvt. Ltd and Magneti Marelli Motherson Auto System Limited) and INR 660 million (March 31, 2017 : INR 192 million) on behalf of Subsidiary Companies, Motherson Auto Solutions Limited (March 31, 2017 : Motherson Sintermetal Technology Ltd.) to ensure meet their obligations in respect of fund and non fund based facilities availed by them from banks.
29. The Company has entered into cancellable operating leases for offi ce premises, equipments and vehicles which range for a period between 11 months and 9 years. Most of the leases are renewable for further period on mutually agreeable terms.
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Lease payments recognized in the statement of profi t and loss during the year
55 48
Book 1.indb 97Book 1.indb 97 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
98 Annual Report 2017-18
30. Earnings in foreign currency
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Consultancy income * 5 0
Interest on loan 9 9
Total 14 9
31. Expenditure in foreign currency on account of:
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Travel expenditure 7 6
Conference/ business promotion - 5
Professional charges - 7
Director’s sitting fees expenses * 0 0
Computer & software expenses 1 -
Total 8 18
32. Net dividend remitted in foreign currency
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
Number of non-resident shareholders 470 -
Number of equity shares held on which dividend was due 1,108,835 -
Amount remitted (in USD) * 0 -
Amount remitted (in INR) 3 -
33. Unhedged foreign currency exposure (including derivative instruments)
Particulars As atMarch 31, 2018
As atMarch 31, 2017
i) Particulars of unhedged foreign exposure as at the reporting date:
Trade payable
EURO * INR 1 : EURO 0 INR 0 : EURO 0
JPY * - INR 0 : JPY 0
Trade receivable
EURO * INR 4 : EURO 0 INR 7 : EURO 0
USD * INR 1 : USD 0 INR 0 : USD 0
AUD * INR 0 : AUD 0 -
Loans and advances
USD INR 177 : USD 3 INR 167 : USD 3
Particulars For the year ended
March 31, 2018
For the year ended
March 31, 2017
ii) Mark to market losses/(gain):
Mark to market accounted for - (53)
Book 1.indb 98Book 1.indb 98 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 99
34 Segment reporting
Company is an investment company and holds investment, extend loans and provides consulting services to number of subsidiaries, joint ventures and other group entities which in the context of Accounting Standard 17 “Segment Reporting” constitutes a single reportable primary/ secondary segment, hence no additional disclosure is required.
* Amounts are below the rounding off norm adopted by the Company.
35. Related party disclosures:
Names of related parties and nature of relationship.
A. Relationships where control exists:
Subsidiaries:
SAKS Ancillaries Limited
Motherson Machinery and Automations Limited
Nachi Motherson Tool Technology Limited (till July 14, 2017)
Tigers Connect Travel Systems & Solutions Limited
Motherson Molds and Diecasting Limited
Samvardhana Motherson Finance Services Cyprus Limited
Samvardhana Motherson Refrigeration Product Limited
MothersonSumi Infotekk and Designs GMBH
Motherson Advanced Tooling Solutions Limited
Samvardhana Motherson Holding (M) Private Limited
Motherson Auto Solutions Limited
Motherson Sumi Infotech & Designs Limited
MSID US Inc.
Samvardhana Motherson Virtual Analysis Limited
Motherson Auto Engineering Service Limited
Motherson Consultancies Service Limited
Motherson Sintermetal Technology Limited
Motherson Sintermetal Technology BV
Motherson Sintermetal Products SA
MothersonSumi Infotech and Designs SG Pte. Limited
MothersonSumi Infotech and Designs KK
Samvardhana Motherson Auto System Private Limited
Samvardhana Motherson Auto Component Private Limited
Motherson Techno Tools Limited
Motherson TechnoTools Mideast (FZE)
Motherson Invenzen Xlab Private Limited
Samvardhana Motherson Adsys Tech Limited
MS Global India Automotive Private Limited (w.e.f January 02, 2018)
B. Other related partiesi) Joint Ventures:
Motherson Sumi Systems Limited (MSSL) and its subsidiaries
Anest Iwata Motherson Coating Equipment Private Limited
Anest Iwata Motherson Private Limited
AES (India) Engineering Limited
Valeo Motherson Thermal Commercial Vehicles India Limited (Formerly Spheros Motherson Thermal System Limited)
Matsui Technologies India Limited
Fritzmeier Motherson Cabin Engineering Private Limited
Nissin Advanced Coating Indo Co. Private Limited
Motherson Bergstrom HVAC Solutions Private Limited
Magneti Marelli Motherson Auto System Private Limited
Magneti Marelli Motherson Holding India B.V.
Book 1.indb 99Book 1.indb 99 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
100 Annual Report 2017-18
Magneti Marelli Motherson Shock Absorbers India Private Limited
CTM India Limited
Nachi Motherson Precision Private Limited (till July 14, 2017)
Samvardhana Motherson Global Holdings Limited (SMGHL) and its subsidiaries
Samvardhana Motherson Polymers Limited
Youngshin Motherson Auto Tech Limited
ii) Associates:
Motherson Air Travel Agencies Limited (till December 31, 2016)
iii) Companies in which Key Managerial Personnel or their relatives have control/ signifi cant infl uence:
Radha Rani Holdings Pte Limited
Motherson Auto Limited
Motherson Lease Solution Limited
Spirited Auto Cars (I) Limited
Systematic Conscom Limited
Samvardhana Employees Welfare Trust
Shri Sehgals Trustee Company Private Limited
Sehgal Family Trust
Advance Technologies and Automotive Resources Pte. Limited
Field Motors Private Limited
JSRR Holdings (M) Private Limited
Ganpati Auto Industries (Partnership Firm)
Southcity Motors Private Limited
Vaaman Auto Industry (Partnership Firm)
Motherson Engineering Research and Integrated Technologies Limited
Moon Meadows Private Limited
Sisbro Motor and Workshop Private Limited
Motherson (Partnership Firm)
Nirvana Niche Products Private Limited (Formerly known as Nirvana Agro Products Private Limited)
Motherson Innovative Technologies and Research
ATAR Mauritius Private Limited
MAS Middle East Limited (FZE)
Edcol Global Pte. Limited
Nirvana Foods GmbH
A Basic Concepts Design Pty. Limited
SCCL Infra Projects Limited
Samvardhana Motherson Global FZE, Dubai
SCCL Global Project (FZE)
Advantedge Technology Partners Private Limited
Advantedge Incubators Private Limited
Swarn Lata Motherson Trust
Motherson Air Travel Agencies Limited (w.e.f. January 01, 2017)
Swarn Lata Motherson Dhenu Sewarth Trust
Motherson Air Travel Agency GmbH
Calsonic Kansei Motherson Auto Products Private Limited
Global Environment Management (FZE)
iv) Joint Venturers
Sojitz Corporation
Zanotti Spa
Magneti Marelli S.p.A.
F Holding GmbH
Nissin Electric Co. Limited
Book 1.indb 100Book 1.indb 100 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 101
Anest Iwata Corporation
Nachi Fujikoshi Corporation (till July 14, 2017)
Matsui Manufacturing Company Limited
AES Global Pte. Limited
Valeo Thermal Commercial Vehicle Germany GmbH (Formerly known as Spheros GmbH)
Michael Bernhard Gnann
Sumitomo Electric Hardmetal Corp.
Bergstrom Inc., USA
Soami Saran Saini
Prashant Dalmia
Amit Kumar Upadhyay
Ravi Shankar Prasad
Mohit Joshi
Amit Varshney
Youngshin Components Co. Limited
v) Key Managerial Personnel
a) Board of Directors
Mr. Vivek Chaand Sehgal*
Mr. Laksh Vaaman Sehgal*
Mr. Ashok Tandon, whole time Director
Mr. Bimal Dhar
Mr. Hiroshi Morimoto
Mr. Vivek Avasthi
Ms. Geeta Soni
Ms. Nilu Mehra
Mr. Dhruv Mehra, whole time Director
Ms. Madhu Bhaskar
Mr. Ramesh Dhar
Mr. Hideo Hatada
Mr. Yasuhiro Kawamura (Alternate director to Mr. Hideo Hatada)
*Person exercising signifi cant infl uence over the Company
b) Other KMP
Ms. Pooja Mehra, Company Secretary
vi) Relatives of Key Managerial Personnel
Ms. Geeta Soni (Sister of Mr. Vivek Chaand Sehgal)
Ms. Nilu Mehra (Sister of Mr. Vivek Chaand Sehgal)
Ms. Vidhi Sehgal (Daughter of Mr. Vivek Chaand Sehgal)
Ms. Renu Alka Sehgal (Wife of Mr. Vivek Chaand Sehgal)
Ms. Samriddhi Sehgal (Daughter in Law of Mr. Vivek Chaand Sehgal)
Master Siddh Vaasav Sehgal (Son of Mr. Laksh Vaaman Sehgal)
Master Ganan Yuvaan Sehgal (Son of Mr. Laksh Vaaman Sehgal)
vii) Subsidiary of Company’s Holding Company
NIL
viii) Director (Other than Independent Director) or KMP of the Holding Company or his relative
NIL
Book 1.indb 101Book 1.indb 101 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
102 Annual Report 2017-18
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Book 1.indb 102Book 1.indb 102 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 103
Disclosure of Related Parties with whom transactions exceeds 10% of the total related party transactions of the same type.
S. No.
Particulars Relation (Refer Note)
Current year
Previous year
1 Dividend received fromCTM India Limited 35 (B) (i) 24 19 Valeo Motherson Thermal Commercial Vehicles India Limited (Formerly Spheros Motherson Thermal System Limited)
35 (B) (i) 6 14
Motherson Techno Tools Limited 35 (A) 23 8 Motherson Sumi Systems Limited 35 (B) (i) 1,466 -
2 Consultancy income fromMotherson Sumi Systems Limited 35 (B) (i) 26 18 Motherson Auto Solution Limited 35 (A) 10 33 MothersonSumi Infotech & Designs Limited 35 (A) 7 7
3 Investments made inMotheson Auto Solution Limited 35 (A) - 1,195 Tigers Connect Travel Systems & Solutions Limited 35 (A) 3,600 -
4 Investments sold toMotherson Auto Limited 35 (B) (iii) - 24 Tigers Connect Travel Systems & Solutions Limited 35 (A) 2,500 -
5 Investments purchased fromMichael Bernhard Gnann * 35 (B) (iv) 0 - Samvardhana Motherson Finance Services Cyprus Limited * 35 (A) - 0
6 Preference share converted into equity shareAnest Iwata Motherson Private Limited 35 (B) (i) - 10
7 Loan given during the year toMotherson Auto Solution Limited 35 (A) - 308 Motherson Sintermetal Technology Limited 35 (A) 1,063 230 Samvardhana Motherson Auto Component Private Limited 35 (A) 63 116 Motherson Advanced Tooling Solutions Limited 35 (A) 1,421 153 MS Global India Automotive Private Limited 35 (A) 1,400 -
8 Loan received back during the year fromMotherson Advanced Tooling Solutions Limited 35 (A) 1,403 104 Motherson Sintermetal Technology Limited 35 (A) 65 122 Motherson Auto Solutions Limited 35 (A) - 412 MothersonSumi Infotech & Designs Limited 35 (A) - 271
9 Loan sold during the year toTigers Connect Travel Systems & Solutions Limited 35 (A) 972 -
10 Reimbursement of expensesReceived from:Samvardhana Motherson Automotive Systems Group B.V. (subsidiary of SMGHL)
35 (B) (i) - 7
Samvardhana Motherson Adsys Tech Limited 35 (A) 8 - Motherson Sumi Systems Limited 35 (B) (i) 15 25
11 Reimbursement of expensesPayment made to:MSSL Japan (subsidiary of MSSL) 35 (B) (i) 5 - MSSL GmbH (subsidiary of MSSL) 35 (B) (i) - 5 Motherson Auto Limited 35 (B) (iii) 3 17 Motherson Air Travel Agencies Limited * 35 (B) (iii) 4 0
12 Remuneration/ sitting fees of directors and KMPRamesh Dhar 35 (B) (v) (a) & (b) - 13 Ashok Tandon 35 (B) (v) (a) & (b) 15 11 Dhruv Mehra 35 (B) (v) (a) & (b) 10 8 Pooja Mehra 35 (B) (v) (a) & (b) 4 4
13 Interest incomeMotherson Sintermetal Technology Limited 35 (A) - 155 MothersonSumi INfotech & Designs Limited 35 (A) - 27 Samvardhana Motherson Holding (M) Private Limited 35 (A) 9 9 Motherson Invenzen Xlab Private Limited 35 (A) 10 4 Motherson Advanced Tooling Solutions Limited 35 (A) 33 -
Book 1.indb 103Book 1.indb 103 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
104 Annual Report 2017-18
S. No.
Particulars Relation (Refer Note)
Current year
Previous year
14 Provision for doubtful advance written back (related to)Motherson Sintermetal Technology Limited 35 (A) 1,326 - Motherson Consultancies Service Limited 35 (A) 24 15
15 Other expenses:Professional charges:SMR Automotive Mirrors Stuttgart GmbH (subsidiary of SMGHL)
35 (B) (i) - 7
Ramesh Dhar 35 (B) (v) (a) & (b) 5 - Motherson Auto Limited 35 (B) (iii) 12 8 Travelling expensesMotherson Air Travel Agencies Limited 35 (B) (iii) 33 28 Computer expenses MothersonSumi Infotech & Designs Limited 35 (A) 6 3 Motherson Sumi Systems Limited 35 (B) (i) - 1 Vehicle repair & maintenanceSpirited Auto Cars India Limited * 35 (B) (iii) 0 0 RentMotherson Air Travel Agencies Limited 35 (B) (iii) 4 6 Motherson Auto Limited 35 (B) (iii) 20 15 Repair & maintenanceMotherson Auto Limited 35 (B) (iii) 9 5 Motherson Air Travel Agencies Limited 35 (B) (iii) 1 - Lease rentMotherson Lease Solution Limited 35 (B) (iii) 31 28 Provision for diminution in non-current investmentsSamvardhana Motherson Refrigeration Product Limited * 35 (A) - 0 Provision for doubtful advancesMotherson Sintermetal Technology Limited 35 (A) - 314
16 Provision for diminution in long term investments written backSamvardhana Motherson Refrigeration Product Limited * 35 (A) 205 0 Motherson Advanced Tooling Solutions Limited 35 (A) 147 - Motherson Sintermetal Technology Limited 35 (A) 631 -
17 Guarantee given during the yearMotherson Sintermetal Technology Limited 35 (A) 700 381 Samvardhana Motherson Holding (M) Private Limited 35 (A) 2,208 - Motherson Auto Solutions Limited 35 (A) - 330 Motherson Sintermetal Technology BV 35 (A) 2,569 725
18 Guarantee relinquished during the yearMotherson Auto Solutions Limited 35 (A) 330 757 Motherson Sintermetal Products, S.A. 35 (A) - 829 Samvardhana Motherson Holding (M) Private Limited 35 (A) 1,519 - Motherson Sintermetal Technology BV 35 (A) 1,126 - Motherson Sintermetal Technology Limited 35 (A) 381 -
19 Purchase of fi xed assetsSystematic Conscom Limited 35 (B) (iii) 33 - MothersonSumi Infotech & Designs Limited 35 (A) 26 1
20 Security deposit given during the yearMotherson Auto Limited 35 (B) (iii) 25 - Motherson Lease Solution Limited 35 (B) (iii) 3 2
21 Security deposit received back during the year Motherson Lease Solution Limited 35 (B) (iii) - 1
22 Dividend paidVivek Chaand Sehgal 35 (B) (v) (a) & (b) 231 - Renu Alka Sehgal 35 (B) (v) (a) & (b) 253 - Shri Sehgals Trustee Company Private Limited 35 (B) (iii) 280 - Radha Rani Holdings Pte Limited 35 (B) (iii) 154 -
Book 1.indb 104Book 1.indb 104 22-09-2018 15:59:1322-09-2018 15:59:13
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 105
S. No.
Particulars Relation (Refer Note)
Current year
Previous year
Balances as at year end:1 Letter of comfort
Motherson Sintermetal Technology Limited 35 (A) - 192 Magneti Marelli Motherson Shock Absorbers India Private Limited
35 (B) (i) 150 150
Magneti Marelli Motherson Auto System Private Limited 35 (B) (i) - 801 Motherson Auto Solutions Limited 35 (A) 660 -
2 Security depositMotherson Auto Limited 35 (B) (iii) 30 4 Motherson Lease Solution Limited 35 (B) (iii) 13 10
3 Trade receivablesMothersonSumi Infotech & Designs Limited * 35 (A) 0 8 Samvardhana Motherson Adsys Tech Limited 35 (A) 7 - SMP Deutschland GmbH * (subsidiary of SMGHL) 35 (B) (i) 3 0 SMR Automotive Systems India Limited (subsidiary of SMGHL) 35 (B) (i) 3 - Samvardhana Motherson Automotive Systems Group B.V.* (subsidiary of SMGHL)
35 (B) (i) 0 7
Motherson Sumi Systems Limited 35 (B) (i) 10 4 4 Trade payables
MothersonSumi Infotech & Designs Limited 35 (A) 4 1 Motherson Air Travel Agencies Limited 35 (B) (iii) 1 1 SMR Automotive Systems India Limited (subsidiary of SMGHL) 35 (B) (i) 2 - Motherson Auto Limited 35 (B) (iii) 4 3 Motherson Lease Solution Limited* 35 (B) (iii) 0 2
5 Other liabilitiesMagnetti Marelli Motherson Auto System Private Limited * 35 (B) (i) - 0 Samvardhana Motherson Auto System Private Limited 35 (A) - 1
6 Loans givenMS Global India Automotive Private Limited 35 (A) 1,400 - Motherson Advanced Tooling Solutions Limited 35 (A) 6 257 Motherson Sintermetal Technology Limited 35 (A) 53 1,326
7 Interest receivableSamvardhana Motherson Holding (M) Private Limited 35 (A) 27 18 Motherson Advanced Tooling Solutions Limited 35 (A) 30 - Motherson Invenzen Xlab Private Limited 35 (A) 14 4
8 Guarantee outstandingMotherson Sintermetal Technology Limited 35 (A) 700 381 Samvardhana Motherson Holding (M) Private Limited 35 (A) 2,208 1,519 Motherson Sintermetal Technology BV 35 (A) 2,168 725 Motherson Advanced Tooling Solutions Limited 35 (A) 480 480
9 Employee benefi ts payableRamesh Dhar 35 (B) (v) (a) & (b) - 6
10 Provision for diminution in long term investmentsSamvardhana Motherson Finance Services Cyprus Limited 35 (A) 512 512 Motherson Sintermetal Technology Limited 35 (A) - 631 Samvardhana Motherson Refrigeration Product Limited 35 (A) - 204
11 Provision for doubtful advancesMotherson Consultancies Service Limited 35 (A) 25 48 Samvardhana Motherson Refrigeration Product Limited 35 (A) - 1,326
12 Prepaid lease rentMotherson Auto Limited 35 (B) (iii) 23 - Motherson Lease Solution Limited 35 (B) (iii) 41 -
13 Other recoverableMotherson Sumi Systems Limited 35 (B) (i) 6 1 Magneti Marelli Motherson Auto System Private Limited 35 (B) (i) 1 1
* Amount is below the rounding off norm adopted by the Company
Book 1.indb 105Book 1.indb 105 22-09-2018 15:59:1422-09-2018 15:59:14
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
106 Annual Report 2017-18
36. Interest in Joint Ventures:
Particulars Country ofIncorporation
As atMarch 31, 2018
As at March 31, 2017
Motherson Sumi Systems Limited (Consolidated) [refer note 40 (ii)]
India 33.43% 34.81%
Anest Iwata Motherson Coating Equipment Limited India 49.00% 49.00%
Anest Iwata Motherson Private Limited (Consolidated) India 49.00% 49.00%
AES (India) Engineering Limited (refer note 43) India - 26.00%
Valeo Motherson Thermal Commercial Vehicles India Limited (Formerly known as Spheros Motherson Thermal System Limited)
India 49.00% 49.00%
Matsui Technologies India Limited India 50.00% 50.00%
Fritzmeier Motherson Cabin Engineering Private Limited India 50.00% 50.00%
Nissin Advanced Coating Indo Co. Private Limited (refer note 43)
India - 49.00%
Magneti Marelli Motherson India Holding B.V. Netherlands 50.00% 50.00%
Magneti Marelli Motherson Auto System Private Limited India 50.00% 50.00%
Nachi Motherson Precision Private Limited [refer note 40 (i)]
India - 49.00%
CTM India Limited India 41.00% 41.00%
Samvardhana Motherson Global Holdings Limited (Consolidated)
Cyprus 49.00% 49.00%
Samvardhana Motherson Polymers Limited (Consolidated) India 49.00% 49.00%
Magneti Marelli Motherson Shock Absorbers India Pvt. Limited
India 50.00% 50.00%
Motherson Bergstrom HVAC Solutions Private Limited India 50.00% 50.00%
The following amounts represent the share of assets and liabilities and revenue and expenses of the joint ventures being jointly controlled entities:
Particulars As at March 31, 2018
As at March 31, 2017
Assets
Non Current Assets
Fixed Assets Tangible 81,695 66,335
Intangible 18,685 16,383
Capital Work in Progress 22,622 17,905
Intangible assets under development 59 1
Non Current Investments 3,441 1,196
Deferred Tax Assets (Net) 4,474 3,604
Long Term Loans and Advances 2,314 3,296
Other Non Current Assets 10,360 7,434
Current Assets Current Investments * 0 0
Inventories 63,110 43,595
Trade Receivable 41,030 35,359
Cash and Bank Balances 22,179 40,589
Short Term Loans and Advances 10,194 9,241
Other Current Assets 1,014 784
Book 1.indb 106Book 1.indb 106 22-09-2018 15:59:1422-09-2018 15:59:14
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 107
Particulars As at March 31, 2018
As at March 31, 2017
Liabilities Long Term Borrowings 64,463 78,163
Deferred Tax Liability (Net) 3,095 2,499
Other Long Term Liabilities 7,136 2,571
Long Term Provisions 2,704 2,168
Current Liabilities Short Term Borrowings 13,149 4,166
Trade Payables 76,829 64,472
Other Current Liabilities 32,133 27,027
Short Term Provisions 3,355 2,898
Reserves and Surplus Revenue Revenue from Operations 446,263 371,818
Other Income 996 2,419
Expenditure 423,764 353,511
Profi t before tax 23,495 20,726
Provision for tax 6,946 6,828
Profi t after tax 16,549 13,898
Contingent Liabilities Excise matters 17 23
Sales tax matters 27 76
Service tax matters 12 16
Claims made by workmen 42 25
Income tax matters 158 84
Unfi lled export commitment under EPCG scheme 112 124
Bank Guarantees 247 330
Others 1,264 502
Capital Commitment 8,308 2,242
* Amounts are below the rounding off norm adopted by the company.
37. Deferred tax assets
The Company has not recognised deferred tax assets on timing differences related to depreciation on fi xed assets, carry forward losses and provision for employee benefi ts at the end of the year as there is no virtual certainty supported by convincing evidence that suffi cient future taxable income will be available against which such deferred tax asset can be realised.
38. The Company has framed Corporate Social Responsibility (CSR) Policy in accordance with the provisions of the Act and Rules made there under. In view of losses during the three immediately preceding fi nancial years, the Company is not required to spend any amounts on CSR Activities for the year ended March 31, 2018.
39. The Company has appointed independent consultants for conducting a Transfer Pricing Study for the current year to determine whether the transactions with associate enterprises were undertaken at “arms length basis”. Adjustments, if any, arising from the transfer pricing study shall be accounted for as and when the study is completed. The management confi rms that all transactions with associate enterprises are undertaken at negotiated contracted prices on usual commercial terms. The Transfer Pricing Study for year ended March 31, 2017 has been obtained and there were no signifi cant adverse comments requiring adjustments in these accounts.
40. (i) During the year, the Company sold its investments in Nachi Motherson Precision Private Limited (Joint Venture - 49%) and Nachi Motherson Tool Technology Limited (Subsidiary - 74%) for consideration of INR 108 million and INR 77 million respectively to Nachi-Fujikoshi Corp., Japan (co-venture partner). The sale of these investments resulted in gain of INR 103 million which has been disclosed as “Gain on sale of non-current investments” under the head “Other income” in the statement of profi t and loss.
Book 1.indb 107Book 1.indb 107 22-09-2018 15:59:1422-09-2018 15:59:14
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
108 Annual Report 2017-18
(ii) Further, the Company sold a part of its investment (28,991,000 equity shares) in Motherson Sumi Systems Limited in the open market through recognised stock exchange at a net consideration of INR 10,765 million. The sale of shares has resulted in a gain of INR 10,302 million (net of direct cost) which has been disclosed as “Gain on sale of non- current investments” under the head “Other income” in the statement of profi t and loss.
41. The Company has established a trust namely Samvardhana Employees Welfare Trust (‘the Trust’) for welfare of the employees of the Company and its affi liate companies and for the purpose of establishing, instituting, administrating, managing, implementing and all other matters incidental to the employee stock option plans and/or any other Share Issue Scheme, by whatever name called, introduced or offered by the Company from time to time.
The Company had introduced an employee share purchase program in 2006-07, towards which 6.0 million equity shares of INR 10/- each fully paid up were allotted to the Trust at par during the year 2006-07, 2.85 million shares of INR 10/- each fully paid up were allotted during the year 2009-10 at a premium of INR 11/- each, 5.2 million shares of INR 10/- each fully paid up were allotted during the year 2011-12 at a premium of INR 42.1 per share. The shares are allotted to the trust and in turn allotted by the Trust to the employees at the value determined by an independent valuer and hence there is no expense required to be recognized in the Statement of Profi t and Loss of the Company. The Trust has transferred Nil (March 31, 2017: 87,801) number of shares of INR Nil (March 31, 2017: INR 24 million) to the employees of the Company during the year ended March 31, 2018.
42. (i) The Company has outstanding Redeemable Non-Convertible Debentures (“NCDs”) amounting to INR 4,000 million (March 31, 2017 : INR 7,200 million). During the year, the Company has redeemed debentures amounting to INR 3,200 million along with redemption premium. The Company is registered with the RBI under Section 45-IA of the RBI Act, 1934 as a Core-investment Company (“CIC”), a class of NBFCs, which are regulated by the RBI in terms of the CIC Directions. In accordance of the aforesaid provisions, the Company is not required to and has therefore not created Debenture Redemption Reserve.
(ii) During the year, the premium on above mentioned NCDs amounting to INR 599 million (March 31, 2017: INR 972 million) has been booked on proportionate basis as “Premium on redemption of debentures” under the head “Finance costs” in the statement of profi t and loss. The outstanding amount of premium payable on maturity of these NCDs has been disclosed as “Premium on redemption of debentures” under the heads “Other non-current liabilities” amounting to INR Nil (March 31, 2017 : INR 597 million) and “Other current liabilities” amounting to INR 1,040 million (March 31, 2017 : INR 282 million).
43. During the year, the Company sold its investments and loans in 8 subsidiaries and 2 joint ventures identifi ed as having non-OEM business to one of its wholly owned subsidiary namely Tigers Connect Travel Systems and Solutions Limited vide an agreement dated March 21, 2018. These investments and loans had a carrying value of INR 4,828 million and INR 2,725 million respectively and a provision of INR 982 million and INR 1,466 million respectively was already created in earlier years towards these investment and loans. These shares and loans have been sold at a net consideration of INR 3,436 million (net of direct cost of INR 36 million) and has resulted in a loss of INR 1,669 million (net of reversal of provisions of INR 2,448 million) which has been disclosed as “Loss on sale of investment and loans” under the head “Other expenses” in the statement of profi t and loss.
44. Core Investment Company (CIC) Compliance
The Company, being CIC company, is exempt from the provisions of section 45-IA(1)(b) of the RBI Act, subject to the condition that it meets the capital requirements and leverage ratio as specifi ed in CIC Directions.
Ratios
S. No.
Particulars As atMarch 31, 2018
As atMarch 31, 2017
(i) Investments and Loans to Group companies as a proportion of Net Assets (%)
98.09% 98.95%
(ii) Investments in equity shares and compulsorily convertible instruments of Group companies as a proportion of Net Assets (%)
84.41% 81.77%
(iii) Capital Adequacy Ratio (%) [Adjusted Net Worth/Risk Weighted Assets] 489.76% 344.27%
(iv) Leverage Ratio(Times) [Outside Liabilities /Adjusted Net worth] 0.10 0.20
45. Schedule to the Balance Sheet of Systemically Important Core Investment Company as required in terms of paragraph 19(5) of CIC Directions.
Book 1.indb 108Book 1.indb 108 22-09-2018 15:59:1422-09-2018 15:59:14
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 109
I) Exposure to Real Estate Sector
Category As atMarch 31, 2018
As atMarch 31, 2017
a) Direct Exposure
i) Residential Mortgages - NIL NIL
Lending secured by mortgages on residential property that it is or will be occupied by the borrower or that is rented
- Individual housing loans up to INR 1.5 million NIL NIL
- Individual housing loans above INR 1.5 million NIL NIL
ii) Commercial Real Estate - NIL NIL
Lending secured by mortgages on commercial real estates (offi ce buildings, retail space, multipurpose commercial premises, multi-family residential buildings, multi-tenanted commercial premises, industrial or warehouse space, hotels, land acquisition, development and construction, etc. Exposure would also include Non-Fund Based (NFB) limits
iii) Investment in Mortgage Backed Securities (MBS) and other securitized exposure –
a. Residential NIL NIL
b. Commercial Real Estate NIL NIL
b) Indirect Exposure
Fund based and Non-Fund Based exposures on National Housing Bank (NHB) and Housing Finance Companies (HFCs)
NIL NIL
II) Asset Liability Management
Maturity Pattern of certain items of assets and liabilities outstanding as at the year end
As at March 31, 2018 As at March 31, 2017
Particulars Liabilities Assets (net of provision) Liabilities Assets (net of provision)
Borrowing from Banks
Market Borrowing
Advances Investments Borrowing from Banks
Market Borrowing
Advances Investments
1 day to 30/31 days (one month)
- - 8 - - - 1 -
Over one month to 2 months *
- - 4 - - 1,390 0 -
Over 2 month to 3 months
- - 34 - - - 2 -
Over 3 month to 6 months *
- - 18 - - 2,000 0 -
Over 6 month to 1 years
- 5,350 223 - - 1,600 184 -
Over 1 years to 3 years
- - 1,832 - - 6,080 449 -
Over 3 years to 5 years
- - 13 - - - 15 -
Over 5 years - - 30 18,569 - - - 18,943
Total - 5,350 2,162 18,569 - 11,070 651 18,943
* Amount is below the rounding off norm adopted by the Company
Book 1.indb 109Book 1.indb 109 22-09-2018 15:59:1422-09-2018 15:59:14
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
110 Annual Report 2017-18
46. Schedule to the Balance Sheet of Systemically Important Core Investment Company as required in terms of paragraph 21 of CIC Directions.
Liabilities Side:
I) Loans and Advances availed by Core Investment Company inclusive of Interest accrued thereon but not paid as at the year end:
Particulars As at March 31, 2018 As at March 31, 2017
Amount Outstanding
Amount Overdue
Amount Outstanding
Amount Overdue
a) Debentures:
(other than those falling within the meaning of Public Deposit)
i) Secured 4,000 - 7,200 -
ii) Unsecured - - - -
b) Deferred Credits - - - -
c) Term Loans - - - -
d) Inter-corporate loans and borrowing - - - -
e) Commercial Paper - - 1,390 -
f) Other Loans
i) Loan from Finance Companies 1,385 - 2,480 -
Assets Side:
II) Break-up of Loans and Advances including bills receivables [other than those included in (IV)] below as at the year end:
Particulars Amount Outstanding (Gross)
As atMarch 31, 2018
As atMarch 31, 2017
a) Secured - -
b) Unsecured 1,939 2,108
III) Break up of Leased Assets and stock on hire and other assets counting towards AFC activities
Particulars Amount Outstanding
As atMarch 31, 2018
As atMarch 31, 2017
(i) Lease assets including lease rentals under sundry debtors:
a) Finance Lease - -
b) Operating Lease - -
(ii) Stock on hire including hire charges under sundry debtors:
a) Assets on hire - -
b) Repossessed Assets
(iii) Other loans counting towards AFC activities:
a) Loans where assets have been repossessed - -
b) Loans other than (a) above - -
Book 1.indb 110Book 1.indb 110 22-09-2018 15:59:1422-09-2018 15:59:14
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 111
IV) Break up of investments
Particulars Amount Outstanding (Gross)
As atMarch 31, 2018
As atMarch 31, 2017
Current Investments:
1. Quoted:
(i) Shares:
a) Equity - -
b) Preference - -
(ii) Debentures and Bonds - -
(iii) Units of mutual funds - -
(iv) Government Securities - -
(v) Others - -
2. Unquoted:
(i) Shares:
a) Equity - -
b) Preference - -
(ii) Debentures and Bonds - -
(iii) Units of mutual funds - -
(iv) Government Securities - -
(v) Others - -
Long Term Investments:
1. Quoted:
(i) Shares:
a) Equity 11,107 11,564
b) Preference - -
(ii) Debentures and Bonds - -
(iii) Units of mutual funds - -
(iv) Government Securities - -
(v) Others - -
2. Unquoted:
(i) Shares:
a) Equity 6,959 7,134
b) Preference 1,041 1,918
(ii) Debentures and Bonds - -
(iii) Units of mutual funds - -
(iv) Government Securities - -
(v) Others - -
V) Borrower group-wise classifi cation of assets fi nanced as in (ii) and (iii) above:
Category
As at March 31, 2018 As at March 31, 2017Amount (net of provisions) Amount (net of provisions)
Secured Unsecured Total Secured Unsecured Total1. Related Parties
a) Subsidiaries - 1,913 1,913 - 576 576
b) Companies in the same group - 1 1 - 18 18
c) Other related parties - - - - - -
2. Other than related parties - - - - - -
Total - 1,914 1,914 594 594
Book 1.indb 111Book 1.indb 111 22-09-2018 15:59:1422-09-2018 15:59:14
Notes to the Standalone fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
112 Annual Report 2017-18
VI) Investor group-wise classifi cation of all investments (current and long term) in shares and securities (both quoted and unquoted):
Category
As at March 31, 2018 As at March 31, 2017
Market Value/ Break up or fair value or NAV (refer
note below)
Book Value (Net of
Provisions)
Market Value/ Break up or fair value or NAV (refer
note below)
Book Value (Net of
Provisions)
1. Related Parties
a) Subsidiaries 5,616 4,872 329 4,864
b) Companies in the same group 250,498 13,512 183,802 13,894
c) Other related parties 3 1 3 1
2. Other than related parties 184 184 184 184
Total 256,301 18,569 184,318 18,943
Note: Preference shares have been considered at face value for the purpose of arriving at break-up value of investment. For the year ended March 31, 2018, the break-up value of the unquoted investments is calculated on the basis of management accounts of the group companies. Further the break-up value is restricted to zero for the companies having negative break-up value of equity.
VII) Other Information
Particulars Amount
As at March 31, 2018 As at March 31, 2017
1. Gross Non-Performing Assets
a) Related parties 25 1,514
b) Other than related parties - -
2. Net Non-Performing Assets
a) Related parties - -
b) Other than related parties - -
3. Assets acquired in satisfaction of debt - -
47. As per section 45-IC of Reserve Bank of India Act, 1934 every Non-Banking Financial Company (NBFC) is required to create a Reserve Fund and transfer therein a sum not less than twenty per cent of its net profi t. The Company had been incurring losses till previous year and therefore no amount was required to be transferred to Reserve Fund. However during the current year, Company has earned profi t and has transferred an amount of INR 1,635 to Reserve Fund.
48. Previous year fi gures have been re-classifi ed to conform to this year’s classifi cation.
These accompanying notes are an integral part of the standalone fi nancial statements
For S.R. Batliboi & Co. LLPICAI Firm registration number : 301003E/ E300005 For and on behalf of the Board of Directors
per Pankaj Chadha Ashok Tandon Vivek AvasthiPartner (Director) (Director) M.No.: 091813 DIN 00032733 DIN 00033876
Pooja Mehra Manish Goyal (Company Secretary) (Chief Financial Offi cer)
Place: Amsterdam Place: NoidaDate : May 24, 2018 Date : May 24, 2018
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Consolidated Financial Statements
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Samvardhana Motherson International Limited 115
INDEPENDENT AUDITORS’ REPORT
To the Members of Samvardhana Motherson International Limited
Report on the Consolidated Financial Statements
We have audited the accompanying consolidated fi nancial statements of Samvardhana Motherson International Limited (hereinafter referred to as “the Holding Company”), its subsidiaries (the Holding Company and its subsidiaries together referred to as “the Group”) its associates and joint ventures, comprising of the consolidated Balance Sheet as at March 31, 2018, the consolidated Statement of Profi t and Loss and consolidated Cash Flow Statement for the year then ended, and a summary of signifi cant accounting policies and other explanatory information (hereinafter referred to as “the consolidated fi nancial statements”).
Management’s Responsibility for the Consolidated Financial Statements
The Holding Company’s Board of Directors is responsible for the preparation of these consolidated fi nancial statements in terms of the requirement of the Companies Act, 2013 (“the Act”) that give a true and fair view of the consolidated fi nancial position, consolidated fi nancial performance and consolidated cash fl ows of the Group including its associates and joint ventures in accordance with accounting principles generally accepted in India, including the Companies (Accounting Standards) Rules, 2006 (as amended) specifi ed under Section 133 of the Act, read with the Companies (Accounts) Rules, 2014. The respective Board of Directors of the companies included in the Group and of its associates and joint ventures are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Group and of its associates and joint ventures and for preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal fi nancial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the fi nancial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated fi nancial statements by the Directors of the Holding Company, as aforesaid.
Auditor’s Responsibility
Our responsibility is to express an opinion on these consolidated fi nancial statements based on our audit. While conducting the audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing, issued by the Institute of Chartered Accountants of India, as specifi ed under Section 143(10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the fi nancial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated fi nancial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated fi nancial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal fi nancial control relevant to the Holding Company’s preparation of the consolidated fi nancial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Holding Company’s Board of Directors, as well as evaluating the overall presentation of the consolidated fi nancial statements. We believe that the audit evidence obtained by us and the audit evidence obtained by the other auditors in terms of their reports referred to in paragraph (a) of the Other Matters paragraph below, is suffi cient and appropriate to provide a basis for our audit opinion on the consolidated fi nancial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of reports of other auditors on separate fi nancial statements and on the other fi nancial information of the subsidiaries, associates and joint ventures, the aforesaid consolidated fi nancial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India of the consolidated state of affairs of the Group, its associates and joint ventures as at March 31, 2018, their consolidated profi t, and their consolidated cash fl ows for the year ended on that date.
Other Matter
(a) The consolidated fi nancial statements of the Group for the year ended March 31, 2017, included in these consolidated fi nancial statements, have been audited by the predecessor auditor who expressed an unmodifi ed opinion on those statements on July 24, 2017.
(b) We did not audit the fi nancial statements and other fi nancial information, in respect of 24 subsidiaries, and 82 joint ventures, whose fi nancial statements include total assets of INR 536,940 million and net assets of INR 250,335 million as at March 31, 2018, and total revenues of INR 452,256 million and net cash outfl ows of INR 17,399 million for the
Samvardhana Motherson AR 2017-18.indb 115Samvardhana Motherson AR 2017-18.indb 115 27-09-2018 10:33:1827-09-2018 10:33:18
116 Annual Report 2017-18
year ended on that date. These fi nancial statement and other fi nancial information have been audited by other auditors, which fi nancial statements, other fi nancial information and auditor’s reports have been furnished to us by the management. Our opinion on the consolidated fi nancial statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries and joint ventures, and our report in terms of sub-sections (3) of Section 143 of the Act, in so far as it relates to the aforesaid subsidiaries and joint ventures, is based solely on the report(s) of such other auditors.
(c) The accompanying consolidated fi nancial statements include unaudited fi nancial statements and other unaudited fi nancial information in respect of 3 subsidiaries and 54 joint ventures, whose fi nancial statements and other fi nancial information refl ect total assets of INR 71,589 million and net assets of INR 41,251 million as at March 31, 2018, and total revenues of INR 8,054 million and net cash infl ow of INR 195 million for the year ended on that date. These unaudited fi nancial statements and other unaudited fi nancial information have been furnished to us by the management. The consolidated fi nancial statements also include the Group’s share of net loss of INR 2 million for the year ended March 31, 2018, as considered in the consolidated fi nancial statements, in respect of 1 associate, whose fi nancial statements, other fi nancial information have not been audited and whose unaudited fi nancial statements, other unaudited fi nancial information have been furnished to us by the Management. Our opinion, in so far as it relates to amounts and disclosures included in respect of these subsidiaries, joint ventures and associate, and our report in terms of sub-sections (3) of Section 143 of the Act in so far as it relates to the aforesaid subsidiaries, joint ventures and associate, is based solely on such unaudited fi nancial statement and other unaudited fi nancial information. In our opinion and according to the information and explanations given to us by the Management, these fi nancial statements and other fi nancial information are not material to the Group.
Our opinion above on the consolidated fi nancial statements, and our report on Other Legal and Regulatory Requirements below, is not modifi ed in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors and the fi nancial statements and other fi nancial information certifi ed by the Management.
Report on Other Legal and Regulatory Requirements
As required by section 143 (3) of the Act, based on our audit and on the consideration of report of the other auditors on separate fi nancial statements and the other fi nancial information of subsidiaries, associates and joint
ventures as noted in the ‘other matter’ paragraph we report, to the extent applicable, that:
(a) We / the other auditors whose reports we have relied upon have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit of the aforesaid consolidated fi nancial statements;
(b) In our opinion proper books of account as required by law relating to preparation of the aforesaid consolidation of the fi nancial statements have been kept so far as it appears from our examination of those books and reports of the other auditors;
(c) The consolidated Balance Sheet, consolidated Statement of Profi t and Loss, and consolidated Cash Flow Statement dealt with by this Report are in agreement with the books of account maintained for the purpose of preparation of the consolidated fi nancial statements;
(d) In our opinion, the aforesaid consolidated fi nancial statements comply with the Companies (Accounting Standards) Rules, 2006 (as amended) specifi ed under section 133 of the Act, read with the Companies (Accounts) Rules, 2014;
(e) On the basis of the written representations received from the directors of the Holding Company as on March 31, 2018 taken on record by the Board of Directors of the Holding Company and the reports of the statutory auditors who are appointed under Section 139 of the Act, of its subsidiary companies, associate companies and jointly ventures incorporated in India, none of the directors of the Group’s companies, its associates and jointly ventures incorporated in India is disqualifi ed as on March 31, 2018 from being appointed as a director in terms of Section 164 (2) of the Act.
(f) With respect to the adequacy and the operating effectiveness of the internal fi nancial controls over fi nancial reporting with reference to these consolidated fi nancial statements of the Holding Company and its subsidiary companies, associate companies and jointly controlled companies incorporated in India, refer to our separate report in “Annexure 1” to this report;
(g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The consolidated fi nancial statements disclose the impact of pending litigations on its consolidated fi nancial position of the Group, its associates and joint ventures – Refer Note 33 to the consolidated fi nancial statements;
Samvardhana Motherson AR 2017-18.indb 116Samvardhana Motherson AR 2017-18.indb 116 27-09-2018 10:33:1827-09-2018 10:33:18
Samvardhana Motherson International Limited 117
the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The consolidated fi nancial statements disclose the impact of pending litigations on its consolidated fi nancial position of the Group, its associates and joint ventures – Refer Note 33 to the consolidated fi nancial statements;
ii. Provision has been made in the consolidated fi nancial statements, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts – Refer (a) Note 35 to the consolidated fi nancial statements in respect of such items as it relates to the Group, its associates and joint ventures and (b) the Group’s share of net profi t in respect of its associates;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Holding Company, its subsidiaries, associates and jointly controlled companies incorporated in India during the year ended March 31, 2018.
For S.R. Batliboi & Co. LLPChartered AccountantsICAI Firm Registration Number: 301003E/E300005
per Pankaj ChadhaPartnerMembership Number: 091813
Place of Signature: NoidaDate: September 8, 2018
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118 Annual Report 2017-18
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
In conjunction with our audit of the consolidated fi nancial statements of Samvardhana Motherson International Limited as of and for the year ended March 31, 2018, we have audited the internal fi nancial controls over fi nancial reporting of Samvardhana Motherson International Limited (hereinafter referred to as the “Holding Company”) and its subsidiary companies and joint ventures, which are companies incorporated in India, as of that date.
Management’s Responsibility for Internal Financial Controls
The respective Board of Directors of the Holding Company, its subsidiary companies and joint ventures, which are companies incorporated in India, are responsible for establishing and maintaining internal fi nancial controls based on the internal control over fi nancial reporting criteria established by the Holding Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal fi nancial controls that were operating effectively for ensuring the orderly and effi cient conduct of its business, including adherence to the respective company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable fi nancial information, as required under the Act.
Auditor’s Responsibility
Our responsibility is to express an opinion on the company’s internal fi nancial controls over fi nancial reporting with reference to these consolidated fi nancial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, both, issued by Institute of Chartered Accountants of India, and deemed to be prescribed under section 143(10) of the Act, to the extent applicable to an audit of internal fi nancial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal fi nancial controls over fi nancial reporting with reference to these consolidated fi nancial statements was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal fi nancial controls over fi nancial reporting with reference to these consolidated fi nancial statements and their operating effectiveness. Our audit of internal fi nancial controls over fi nancial reporting included obtaining an understanding
of internal fi nancial controls over fi nancial reporting with reference to these consolidated fi nancial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the fi nancial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms of their reports referred to in the Other Matters paragraph below, is suffi cient and appropriate to provide a basis for our audit opinion on the internal fi nancial controls over fi nancial reporting with reference to these consolidated fi nancial statements.
Meaning of Internal Financial Controls Over Financial Reporting With Reference to these Consolidated Financial Statements
A company’s internal fi nancial control over fi nancial reporting with reference to these consolidated fi nancial statements is a process designed to provide reasonable assurance regarding the reliability of fi nancial reporting and the preparation of fi nancial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal fi nancial control over fi nancial reporting with reference to these consolidated fi nancial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly refl ect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of fi nancial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company’s assets that could have a material effect on the fi nancial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting With Reference to these Consolidated Financial Statements
Because of the inherent limitations of internal fi nancial controls over fi nancial reporting with reference to these consolidated fi nancial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal fi nancial controls over fi nancial reporting with reference to these consolidated fi nancial statements to future periods are subject to the risk that the internal fi nancial control over fi nancial reporting with reference to these consolidated fi nancial statements may become
ANNEXURE 1 TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE CONSOLIDATED FINANCIAL STATEMENTS OF SAMVARDHANA MOTHERSON INTERNATIONAL LIMITED
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Samvardhana Motherson International Limited 119
inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Holding Company, its subsidiary companies and joint ventures, which are companies incorporated in India, have, maintained in all material respects, adequate internal fi nancial controls over fi nancial reporting with reference to these consolidated fi nancial statements and such internal fi nancial controls over fi nancial reporting with reference to these consolidated fi nancial statements were operating effectively as at March 31,2018, based on the internal control over fi nancial reporting criteria established by the Holding Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
Other Matters
Our report under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal
fi nancial controls over fi nancial reporting with reference to these consolidated fi nancial statements of the Holding Company,insofar as it relates to these 17 subsidiaries and 12 joint ventures, which are companies incorporated in India, is based on the corresponding reports of the auditors of such subsidiaries and joint ventures incorporated in India and insofar as it relates to the unaudited 2 subsidiaries and 3 joint ventures is based on representation received from the management. Our opinion in not qualifi ed in respect of this matter.
For S.R. Batliboi & Co. LLPChartered AccountantsICAI Firm Registration Number: 301003E/E300005
per Pankaj ChadhaPartnerMembership Number: 091813
Place of Signature: NoidaDate: September 8, 2018
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120 Annual Report 2017-18
(All amounts in INR million, unless otherwise stated)
Particulars Notes As atMarch 31, 2018
As atMarch 31, 2017
Equity and liabilitiesShareholders’ funds
Share capital 3 4,736 4,736Reserves and surplus 4 57,730 39,905
62,466 44,641Minority interest 22,152 17,647Non current liabilities
Long-term borrowings 5 67,653 87,218Deferred tax liabilities (net) 6 3,095 2,512Other long-term liabilities 7 7,214 3,287Long-term provisions 8 3,013 2,423
80,975 95,440Current liabilities
Short-term borrowings 9 16,511 6,791Trade payables 10 78,549 65,188Other current liabilities 11 38,621 31,631Short-term provisions 12 3,531 3,037
137,212 106,647Total 302,805 264,375AssetsNon current assets
Property, plant and equipment 13 85,432 70,717Intangible assets 13 27,236 25,578Capital work in progress 22,923 17,987Intangible assets under development 61 9Non-current investments 14 3,739 1,396Deferred tax assets (net) 15 4,589 3,678Long-term loans and advances 16 4,243 4,440Other non-current assets 17 10,403 7,388
158,626 131,193Current Assets
Current investments 18 0 0Inventories 19 65,728 44,328Trade receivables 20 43,702 36,714Cash and bank balances 21 23,684 41,354Short-term loans and advances 22 9,876 10,060Other current assets 23 1,189 726
144,179 133,182Total 302,805 264,375Summary of signifi cant accounting policies 2
Consolidated Balance Sheet as at March 31, 2018
The accompanying notes are an integral part of these consolidated fi nancial statements
This is the consolidated balance sheet referred to in our report of even date
For S.R. Batliboi & Co. LLPICAI Firm registration number : 301003E/ E300005 For and on behalf of the Board of Directors
per Pankaj Chadha Sanjay Mehta Vivek AvasthiPartner (Director) (Director) M.No.: 091813 DIN 03215388 DIN 00033876
Pooja Mehra Manish Goyal (Company Secretary) (Chief Financial Offi cer)
Place: Noida Place: NoidaDate : September 08, 2018 Date : September 08, 2018
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Samvardhana Motherson International Limited 121
Consolidated Statement of Profi t and Loss for the year ended March 31, 2018
(All amounts in INR million, unless otherwise stated)
Particulars Notes For the year endedMarch 31, 2018
For the year endedMarch 31, 2017
RevenueRevenue from operations (gross) 456,358 383,693
Less: Excise duty 1,123 4,125
Revenue from operations (net) 24 455,235 379,568Other income 25 11,417 1,281
Total revenue 466,652 380,849
ExpensesCost of materials consumed 26 286,581 235,782
Purchase of stock-in-trade 2,250 1,589
Changes in inventories of fi nished goods, work-in-progress and stock in trade
27 (11,566) (5,067)
Employee benefi t expenses 28 90,208 74,422
Depreciation and amortisation expenses 29 11,553 9,683
Finance cost 30 4,724 4,635
Other expenses 31 50,794 39,523
Total expenses 434,544 360,567
Profi t before exceptional items, share of net profi t of associates and tax
32,108 20,282
Group’s share of profi t / (loss) of associates 16 (3)
Exceptional items - expenses 32 994 717
Profi t before tax 31,130 19,562
Tax expenseCurrent tax 8,525 6,802
Deferred tax (credit) / expense (186) 409
Income tax for earlier years (142) (295)
Profi t for the year after tax before minority interest 22,933 12,646Less: Minority interest profi t 4,927 4,576
Profi t for the year 18,006 8,070
Summary of signifi cant accounting policies 2
Earnings per equity share 40
Nominal value per share INR 10/- (Previous year INR 10/-)
Basic : INR per share 38.02 17.04
Diluted : INR per share 38.02 17.04
The accompanying notes are an integral part of these consolidated fi nancial statements
This is the consolidated statement of profi t and loss referred to in our report of even date
For S.R. Batliboi & Co. LLPICAI Firm registration number : 301003E/ E300005 For and on behalf of the Board of Directors
per Pankaj Chadha Sanjay Mehta Vivek AvasthiPartner (Director) (Director) M.No.: 091813 DIN 03215388 DIN 00033876
Pooja Mehra Manish Goyal (Company Secretary) (Chief Financial Offi cer)
Place: Noida Place: NoidaDate : September 08, 2018 Date : September 08, 2018
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122 Annual Report 2017-18
(All amounts in INR million, unless otherwise stated)
Particulars For the year endedMarch 31, 2018
For the year endedMarch 31, 2017
A. Cash fl ows from operating activities:Profi t before exceptional items, share of net profi t of associates and tax
32,108 20,282
Adjustments for:
Group’s share of profi t / (loss) of associates 16 (3)
Depreciation and amortisation 11,553 9,683
Finance cost 4,724 4,635
Interest income (294) (335)
Dividend income (6) (5)
Loss on sale of property, plant and equipments (net) 59 29
Provision for diminution in value of investment 29 0
Bad debts/Advances written off 70 92
Provision for doubtful debts / Advances 217 141
Liabilities no longer required written back (112) (417)
Provision for employee benefi t 525 (79)
Unrealised foreign exchange loss/(gain) 2,009 (726)
Profi t on sale of investment (10,407) (279)
Provision on write down of inventory (project cost) (refer note 49) 972 -
Provision for warranty 315 (127)
Provision for litigation and other provisions (217) 112
Exceptional item (expense) (994) (717)
Operating profi t before working capital changes 40,567 32,286Adjustments for changes in working capital :Decrease / (Increase) in trade receivables (6,986) (3,183)
Decrease / (Increase) in loans and advances 803 (3,288)
Decrease / (Increase) in inventories (22,839) (3,338)
Decrease / (Increase) in other assets (3,430) (1,182)
(Decrease) / Increase in trade and other payables 13,159 11,888
(Decrease) / Increase in other liabilities 7,674 4,230
Cash generated from operations 28,948 37,413Direct taxes paid (Net of refunds) (8,464) (5,907)
Net cash generated from operating activities (A) 20,484 31,506B. Cash fl ows from investing activities:
Purchase of property, plant and equipments including capital work in progress and intangible assets
(24,796) (27,019)
Sale of current investments (mutual funds) (net) 79 1,020
Purchase of minority interest in subsidiary (47) (139)
Proceeds from sale of property, plant and equipment and intangible assets
373 980
Proceeds from sale / (payment for purchase) of investments (2,083) 178
Proceeds from sale of shares of subsidiaries and joint ventures 10,950 -
Movement in other bank balances (499) (193)
Interest income received 334 275
Dividend income received 6 5
Consideration paid on acquisition of associates (204) -
Consideration paid on acquisition of subsidiaries and joint ventures
(306) (14,152)
Proceeds from maturity of deposits with original maturity for more than 12 months
3 1
Net cash generated from/(used in) investing activities (B) (16,190) (39,044)
Consolidated Cash Flow Statement for the year ended March 31, 2018
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Samvardhana Motherson International Limited 123
(All amounts in INR million, unless otherwise stated)
Particulars For the year endedMarch 31, 2018
For the year endedMarch 31, 2017
C. Cash fl ows from fi nancing activities:Proceeds from long term borrowings 26,567 38,896
Repayment of long term borrowings (50,151) (9,443)
Proceeds from short term borrowings 48,031 14,476
Repayment of short term borrowings (39,476) (18,060)
Proceeds from minority shareholders 126 9,450
Proceeds from government subsidy - 18
Interest paid (4,530) (4,480)
Dividend paid including dividend distribution tax (1,593) (44)
Dividend paid to minority share holders (1,317) (853)
Net cash (used in) / generated from fi nancing activities (C) (22,343) 29,960Net (decrease)/increase in cash and cash equivalents (A)+(B)+(C)
(18,049) 22,422
Cash and cash equivalents at the beginning of the year 40,853 17,806Acquired on acquisition (refer note 47) 170 2,047
Deletion on account of change in shareholding (744) (236)
Cash and cash equivalents at the end of the year 22,230 42,039Cash and cash equivalents compriseCash on hand 18 17
Cheques on hand 209 45
Balance with banks:
- deposits with original maturity of less than three months 2,641 8,840
- in current accounts 19,816 31,951
Cash and cash equivalents as per Balance sheet (restated) 22,684 40,853Net foreign exchange difference on balance with banks in foreign currency
(454) 1,186
Total 22,230 42,039
NOTES:
(i) The above cash fl ow Statement has been prepared under the Indirect method as set out in the Accounting Standard - 3 on “Cash Flow Statement”.
The accompanying notes are an integral part of these consolidated fi nancial statements
This is Consolidated cash fl ow statement referred to in our report of even date
For S.R. Batliboi & Co. LLPICAI Firm registration number : 301003E/ E300005 For and on behalf of the Board of Directors
per Pankaj Chadha Sanjay Mehta Vivek AvasthiPartner (Director) (Director) M.No.: 091813 DIN 03215388 DIN 00033876
Pooja Mehra Manish Goyal (Company Secretary) (Chief Financial Offi cer)
Place: Noida Place: NoidaDate : September 08, 2018 Date : September 08, 2018
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Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
124 Annual Report 2017-18
1. General information
The consolidated fi nancial statements comprise fi nancial statements of Samvardhana Motherson International Limited (“SAMIL” or “the Company”) and its subsidiaries (hereinafter collectively referred to as “the Group”) and joint ventures and associates for the year ended March 31, 2018. The Company holds the Certifi cate of Registration as a Non-Deposit Taking Systemically Important Core Investment Company (“CIC-ND-SI”) issued by the Reserve Bank of India (“RBI”) under Core Investment Companies (Reserve Bank) Directions, 2016 (“CIC Directions”). The company was incorporated in India on December 9, 2004 to act as a Holding Company to hold/ make investments in Group companies which are primarily engaged in business in the automotive sector. The Company was promoted by Mr. V.C. Sehgal, promoter of the Samvardhana Motherson Group. The Company is a public limited company domiciled in India and its non-convertible debentures are listed on the Bombay Stock Exchange.
The Group comprises of SAMIL and it’s directly and indirectly held 28 subsidiaries (including stepdown subsidiaries),160 joint ventures and 2 associates. The Group has manufacturing plants in India, Sri Lanka, Thailand, United Arab Emirates (UAE), Australia, United Kingdom (UK), Germany, Hungary, Portugal, Spain, France, Slovakia, China, South Korea, United States of America (USA), Brazil, Mexico, Czech Republic, South Africa, Serbia, Lithuania, Poland and Russia.
The consolidated fi nancial statements were authorised for issue in accordance with resolution of the Board of Directors on September 08, 2018.
2. Summary of signifi cant accounting policies
2.1 Basis of preparation
These consolidated fi nancial statements have been prepared in accordance with the generally accepted accounting principles in India (Indian GAAP) under the historical cost convention on accrual basis to comply in all material aspects with the accounting standards notifi ed under section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014, the Companies (Accounting Standards) Rules, 2006 (as amended).
The accounting policies adopted in the preparation of consolidated fi nancial statements are consistent with those of previous year.
All assets and liabilities have been classifi ed as current or non-current as per the Group’s operating cycle and other criteria set out in the Schedule III (Division I) to the Companies Act, 2013. Based on the nature of products and the time between the acquisition of assets for processing and their realisation in cash and cash equivalents, the Group has ascertained its operating cycle as 12 months for the purpose of current and non-current classifi cation of assets and liabilities.
2.2 Use of estimates
The preparation of consolidated fi nancial statements in conformity of Indian GAAP requires the management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent liabilities, for the year and at the end of the reporting period. The estimates and assumptions used in the accompanying consolidated fi nancial statements are based upon management’s evaluation of relevant facts and circumstances as at the date of the consolidated fi nancial statements. Uncertainty about these assumptions and estimates could result in the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in future periods.
2.3 Principles of consolidation
The consolidated fi nancial statements relates to the fi nancial statements of Group and its joint ventures and associates.
The consolidated fi nancial statements have been prepared on the following basis:
a) Subsidiaries
(i) The subsidiaries have been consolidated by applying Accounting Standard 21 “Consolidated Financial Statements”.
(ii) Subsidiaries are consolidated from the date on which control is transferred to the Group and are not consolidated from the date that control ceases.
(iii) The fi nancial statements of the Company and its subsidiaries have been consolidated on a line-by-line basis by adding together like items of assets, liabilities, income and expenses. Intra-group balances and intragroup transactions and resulting unrealised profi ts have been eliminated.
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Samvardhana Motherson International Limited 125
(iv) The excess of the cost of acquisition over the Group’s portion of equity of the subsidiary company at each time an investment is made in a subsidiary is recognised in the fi nancial statements as goodwill. Further, any excess of equity over cost of acquisition is accounted for as capital reserve on consolidation.
(v) Minority interest in the net assets of consolidated subsidiaries consists of the amount of equity and reserves attributable to the minority shareholders at the dates on which investments are made by the Group in the subsidiary companies and further movements in their share in the equity and reserves, subsequent to the dates of investments. The losses applicable to the minority in a consolidated subsidiary may exceed the minority interest in the equity of the subsidiary. The excess, and any further losses applicable to the minority, are adjusted against the Group’s interest except to the extent that the minority has a binding obligation to, and is able to, make good the losses. If the subsidiary subsequently reports profi ts, all such profi ts are allocated to the Group’s interest until the minority’s share of losses previously absorbed by the Group has been recovered.
The consolidated fi nancial statements have been prepared using fi nancial statements drawn up to the same reporting dates to the extent practicable and where fi nancial statements used are drawn up to different reporting dates adjustments are made for any signifi cant transactions or events occurring between those dates and the date of these fi nancial statements.
All subsidiaries, joint ventures and associates have been considered in preparation of consolidated balance sheet, consolidated statement of profi t & loss and consolidated cash fl ow statement (refer note 41).
The consolidated fi nancial statements have been prepared using uniform accounting policies for like transactions and other events in similar circumstances except as stated and are presented to the extent possible, in the same manner as the Company’s separate fi nancial statements. However, in respect of certain subsidiaries of the Group, cost of inventories are consistently valued on First-in-First-Out (FIFO) basis as against the Group policy of valuing cost of inventories on weighted average basis since it is not considered practical to do so by the management. The total value of inventories valued on FIFO basis amount to INR 2,020 million (Previous year: INR 1,821 million) as at March 31, 2018. Such inventories are 3% (Previous year 4%) of the Group’s total inventories.
In case of foreign subsidiaries, being non-integral foreign operations, revenue items are consolidated at the average exchange rate (unless this is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case revenue items are translated at the dates of the transactions). All assets and liabilities are converted at rates prevailing at the end of the year. Any exchange difference arising on consolidation is recognised in the exchange reserve on consolidation.
The difference between the proceeds from disposal of investment in subsidiaries and the carrying amount of its assets less liabilities as on the date of disposal is recognised in the consolidated profi t and loss statement being the profi t or loss on disposal of investment in subsidiary.
b) Financial reporting of interest in Joint Ventures
Investment in business entities over which the Group exercises joint control and the Group does not hold majority voting power are accounted for using proportionate consolidation in accordance with Accounting Standard 27 “Financial Reporting of Interest in Joint Ventures”. The Group combines its share of the joint ventures individual income and expenses, assets and liabilities and cash fl ows on a line-by-line basis with similar items in the Group’s fi nancial statements, including minority interest relating to the Group.
The excess of the cost of acquisition over the Group’s portion of equity of the Joint Venture Company at each time an investment is made in a joint venture is recognised in the fi nancial statements as goodwill. Further, any excess of equity over cost of acquisition is accounted for as capital reserve on consolidation.
c) Accounting for Investment in Associates
Investment in Associates (entity over which the Group exercises signifi cant infl uence, which is neither a subsidiary nor a joint venture) are accounted for using the equity method in accordance with Accounting Standard 23 “Accounting for Investments in Associates in Consolidated Financial Statements”, whereby the investment is initially recorded at cost, identifying any goodwill / capital reserve arising at the time of acquisition. The carrying amount of the investment is adjusted thereafter for the post acquisition change in the investor’s share of net assets of the investee.
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126 Annual Report 2017-18
2.4 Property, plant and equipment
Property, plant and equipment is recognised when the cost of an asset can be reliably measured, and it is probable that the entity will obtain future economic benefi t from the asset.
Property, plant and equipment are stated at acquisition cost, net of accumulated depreciation and accumulated impairment losses, if any.
The cost comprises purchase price, borrowing costs if capitalization criteria are met, directly attributable cost of bringing the asset to its working condition for the intended use and initial estimate of decommissioning, restoring and similar liabilities. Any trade discounts and rebates are deducted in arriving at the purchase price. Such cost includes the cost of replacing part of the plant and equipment. When signifi cant parts of property, plant and equipment are required to be replaced at intervals, the Group depreciates them separately based on their specifi c useful lives. Likewise, when a major inspection is performed, its cost is recognised in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfi ed. All other repair and maintenance costs are recognised in profi t or loss as incurred.
Items of stores and spares that meet the defi nition of property, plant and equipment are capitalized at cost and depreciated over their useful life. Otherwise, such items are classifi ed as inventories.
The cost of self-generated items of property, plant and equipment comprises of raw material, components, direct labour, other direct cost and related production overheads.
Subsequent expenditures related to an item of property, plant and equipment are added to its book value only if they increase the future benefi ts from the existing asset beyond its previously assessed standard of performance.
Items of property, plant and equipment that have been retired from active use and are held for disposal are stated at the lower of their net book value and net realisable value and are shown separately in the fi nancial statements as other current assets. Any expected loss is recognised immediately in the consolidated statement of profi t and loss.
Gains or losses arising from derecognition of property, plant and equipment are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the consolidated statement of profi t and loss when the asset is derecognized.
The Group identifi es and determines cost of each component of the asset separately, if the component has a cost which is signifi cant to the total cost of the asset and has useful life that is materially different from that of the remaining asset.
Depreciation on property, plant and equipment is calculated on a pro-rata basis on straight-line basis using the rates arrived at, based on the useful lives estimated by the management. The identifi ed components are depreciated separately over their useful lives; the remaining components are depreciated over the life of the principal asset. The Group has used the following useful life to provide depreciation on its property, plant and equipment.
Particulars Indian entities* Overseas entities
Useful life Useful life
Leasehold land Over the period of lease
Freehold land Nil
Leasehold improvements Over the period of lease or useful life, whichever is lower
Buildings 30 to 60 years 5 to 61 years
Plant & machinery:
Plant & machinery 7.5 to 15 years 3 to 15 years
Die & moulds 3 to 6.17 years 3 to 15 years
Electric installation 10 years 3 to 15 years
Furniture & fi xtures 6 to 10 years 3 to 15 years
Offi ce equipments 5 years 3 to 10 years
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Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 127
Particulars Indian entities* Overseas entities
Useful life Useful life
Computers:
Server & networks 3 years 3 to 15 years
End user devices, such as desktops, laptops, etc. 3 years 3 to 15 years
Vehicles 4 to 8 years 3 to 12 years
Aircraft - 8 years
*Useful life of certain assets are different than the life prescribed under Schedule II to the Companies Act, 2013 and those has been determined based on technical evaluation by the management. The management believes that these estimated useful lives are realistic and refl ect fair approximation of the period over which the assets are likely to be used.
The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each fi nancial year end and adjusted prospectively, if appropriate.
2.5 Intangible assets
Intangible assets are stated at acquisition cost, net of accumulated amortization and accumulated impairment losses, if any. Intangible assets are amortized on a straight line basis over their estimated useful lives. A rebuttable presumption that the useful life of an intangible asset will not exceed ten years from the date when the asset is available for use is considered by the management. The amortization period and the amortization method are reviewed at least at each fi nancial year end. If the expected useful life of the asset is signifi cantly different from previous estimates, the amortization period is changed accordingly. Gains or losses arising from the retirement or disposal of an intangible asset are determined as the difference between the net disposal proceeds and the carrying amount of the asset and recognized as income or expense in the consolidated statement of profi t and loss. The useful life of the intangible asset is as below:
Asset Useful life
Technical Knowhow fees* 3 to 13 years
Business & Commercial rights* 3 to 11 years
Intellectual property rights 1 to 3 years
Software 2 to 5 years
*Useful life of technical knowhow fees, business and commercial rights is the result of the analyses and average useful right of the contracts.
Goodwill generated on consolidation in respect of subsidiaries and joint ventures is being carried at cost less impairment (if any). Goodwill arising on amalgamation is amortized over period of 5 years. Goodwill generated on acquisition of assets is also tested for impairment.
2.6 Borrowing costs
Borrowing costs include interest, loan processing fees and other costs incurred in connection with borrowing and exchange differences arising from foreign currency borrowings to the extent that they are regarded as an adjustment to the interest cost. General and specifi c borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. All other borrowing costs are recognised in consolidated statement of profi t and loss in the period in which they are incurred.
Premium on redemption of debenture has been amortized over the repayment period.
In respect of commercial paper issued by the Group, the difference between the redemption value and acquisition cost of commercial paper is amortised over the tenure of the instrument. The liability as at the Balance Sheet date in respect of such instruments is recognised at face value net of unamortised discount.
2.7 Impairment of assets
Assessment is done at each reporting date as to whether there is any indication that an asset (tangible and intangible) may be impaired. If any such indication exists, an estimate of the recoverable amount of the asset/
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128 Annual Report 2017-18
cash generating unit is made. Recoverable amount is higher of an asset’s or cash generating unit’s net selling price and its value in use. Value in use is the present value of estimated future cash fl ows expected to arise from the continuing use of an asset and from its disposal at the end of its useful life. For the purpose of assessing impairment, the recoverable amount is determined for an individual asset, unless the asset does not generate cash infl ows that are largely independent of those from other assets or groups of assets. The smallest identifi able group of assets that generates cash infl ows from continuing use that are largely independent of the cash infl ows from other assets or groups of assets, is considered as a cash generating unit (CGU). An asset or CGU whose carrying value exceeds its recoverable amount is considered impaired and is written down to its recoverable amount.
Impairment losses of continuing operations, including impairment on inventories, are recognized in the consolidated statement of profi t and loss.
After impairment, depreciation is provided on the revised carrying amount of the asset over its remaining useful life.
An assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may no longer exist or may have decreased. If such indication exists, the Group estimates the asset’s or cash-generating unit’s recoverable amount. A previously recognized impairment loss is reversed only if there has been a change in the assumptions used to determine the asset’s recoverable amount since the last impairment loss was recognized. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in the consolidated statement of profi t and loss.
2.8 Investments
Investments that are readily realisable and are intended to be held for not more than one year from the date, on which such investments are made, are classifi ed as current investments. All other investments are classifi ed as non-current investments. Current investments are carried at cost or fair value, whichever is lower. Long-term investments are carried at cost. However, provision for diminution is made to recognize a decline, other than temporary, in the value of the investments, such reduction being determined and made for each investment individually.
Investment property
An investment in land or buildings, which is not intended to be occupied substantially for use by, or in the operations of, the Group, is classifi ed as investment property. Investment properties are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any.
The cost comprises purchase price, borrowing costs if capitalization criteria are met and directly attributable cost of bringing the investment property to its working condition for the intended use. Any trade discounts and rebates are deducted in arriving at the purchase price.
Depreciation on building component of investment property is calculated on pro-rata basis on straight-line basis using the rate arrived at based on the useful life estimated by the management. The Group depreciates building component of investment property over 30 years and leasehold land over the period of lease.
The Group identifi es and determines cost of component of building signifi cant to the total cost of the asset having useful life that is materially different from that of the remaining asset. The identifi ed components are depreciated over their useful lives; the remaining asset is depreciated over the life of the principal asset.
On disposal of an investment, the difference between its carrying amount and net disposal proceeds is charged or credited to the consolidated statement of profi t and loss.
2.9 Inventories
Raw materials, components, stores and spares are valued at lower of cost and net realizable value. However, materials and other items held for use in the production of inventories are not written down below cost if the fi nished products in which they will be incorporated are expected to be sold at or above cost. Cost of raw materials, components and stores and spares is determined on a weighted average basis. Stores and spares which do not meet the defi nition of property, plant and equipment are accounted as inventories.
Work-in-progress and fi nished goods are valued at lower of cost and net realizable value. Cost includes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost of fi nished goods includes excise duty. Cost is determined on a weighted average basis.
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Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 129
Project cost includes cost of land, land development and related infrastructure developments. Cost represents expenditure incurred in connection with, or attributable to the project, and being a long-term nature, including borrowing cost. Project cost are initially inventorised under Work in Progress and proportionate cost of land development rights and infrastructure development expenses are recognized in the statement of consolidated profi t and loss to the extent of income earned from the lease of land
Traded goods are valued at lower of cost and net realizable value. Cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on a weighted average basis.
Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and estimated costs necessary to make the sale.
2.10 Foreign currency translations & derivative instruments
Initial recognition
On initial recognition, all foreign currency transactions are recorded in reporting currency, by applying to the foreign currency amount the exchange rate between the reporting currency and the foreign currency at the date of the transaction.
Subsequent recognition
As at the reporting date, non-monetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction.
All monetary assets and liabilities in foreign currency are restated at the end of the reporting period using the exchange rate prevailing at the reporting date.
Exchange differences on restatement of all other monetary items are recognised in the consolidated statement of profi t and loss.
Translation of foreign operations
The Group classifi es all its foreign operations as either “integral foreign operations” or “non-integral foreign operations.”
The fi nancial statements of an integral foreign operation are translated as if the transactions of the foreign operation have been those of the Group itself.
The assets and liabilities of a non-integral foreign operation are translated into the reporting currency at the exchange rate prevailing at the reporting date. Their statement of profi t and loss are translated at exchange rates prevailing at the dates of transactions or weighted average weekly rates, where such rates approximate the exchange rate at the date of transaction. The exchange differences arising on translation are accumulated in the foreign currency translation reserve. On disposal of a non-integral foreign operation, the accumulated foreign currency translation reserve relating to that foreign operation is recognized in the consolidated statement of profi t and loss.
When there is a change in the classifi cation of a foreign operation, the translation procedures applicable to the revised classifi cation are applied from the date of the change in the classifi cation.
Derivative and hedging activities
The premium or discount arising at the inception of forward exchange contracts entered into to hedge an existing asset/liability, is amortised as expense or income over the life of the contract. Exchange differences on such a contract are recognised in the consolidated statement of profi t and loss in the reporting period in which the exchange rates change. Any profi t or loss arising on cancellation or renewal of such a forward exchange contract is recognised as income or as expense for the period.
Derivatives other than those which are accounted for under AS 11 are initially recognized at fair value on date a derivative contract in entered into and are subsequently re-measured to their fair value at the end of each reporting period. The accounting for subsequent changes in fair value depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedge and the type of hedging relationship designated.
The Group designates their derivatives as hedges of a particular risk associated with the cash fl ows of recognised assets and liabilities and highly probable forecast transactions (cash fl ow hedges).
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Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
130 Annual Report 2017-18
Cash fl ow hedges that qualify for hedge accounting
The effective portion of changes in the fair value of derivatives that are designated and qualify as cash fl ow hedges is directly recognised in hedging reserve under equity. The gain or loss relating to the ineffective portion is recognised immediately in profi t or loss.
Amounts accumulated in hedge reserve are reclassifi ed to profi t or loss in the periods when the hedged item affects profi t or loss (for instance when the forecast sale that is hedged takes place). The gain or loss relating to the effective portion of interest rate swaps hedging variable rate borrowings is recognised in profi t or loss within ‘fi nance costs’. However, when the forecast transaction that is hedged results in the recognition of a non-fi nancial asset (for example, inventory or fi xed assets) the gains and losses previously deferred in equity are reclassifi ed from hedge reserve and included in the initial measurement of the cost of the asset. The deferred amounts are ultimately recognised in profi t or loss as cost of goods sold in the case of inventory, or as depreciation or impairment in the case of fi xed assets.
When a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in hedge reserve at that time remains in hedge reserve and is recognised when the forecast transaction is ultimately recognised in profi t or loss. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in hedge reserve is immediately reclassifi ed to profi t or loss.
Derivatives that are not designated as hedges
Certain derivative instruments do not qualify for hedge accounting. Changes in the fair value of any derivative instrument that does not qualify for hedge accounting are recognized immediately in profi t or loss and are included in other income or other expenses.
2.11 Revenue recognition
Revenue is recognized to the extent that it is probable that the economic benefi ts will fl ow to the Group and the revenue can be reliably measured.
Sale of goods
Revenue from sale of goods is recognized when all the signifi cant risks and rewards of ownership of the goods have been passed to the buyer, usually on delivery of the goods. The Group collects Goods and Service Tax (GST) and sales taxes and value added taxes (VAT) on behalf of the government and, therefore, these are not economic benefi ts fl owing to the Group. Hence, they are excluded from revenue. Excise duty deducted from revenue (gross) is the amount that is included in the revenue (gross) and not the entire amount of liability arising during the year.
Sale of services
Revenue from sale of services are recorded with respect to the stage of completion as of the reporting date in relation to the total service to be provided in the course of the transaction. The Group collects GST/Service tax on behalf of the government and, therefore, it is not an economic benefi t fl owing to the Group. Hence, it is excluded from revenue.
Income from support service fees for rendering of services to Group companies is recognized on accrual basis and net of taxes.
2.12 Other income
Interest
Interest income is recognized on a time proportion basis taking into account the amount outstanding and the applicable interest rate. Interest income is included under the head “other income” in the consolidated statement of profi t and loss.
Duty drawback and export incentives
Income from duty drawback and export incentives is recognized on an accrual basis.
Dividend
Dividend income is recognised when the right to receive dividend is established.
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Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 131
2.13 Employee benefi ts
a) In respect of the companies incorporated in India
Provident fund and employee state insurance
Contribution towards provident fund and employee state insurance for employees is made to the regulatory authorities, where the Group has no further obligations. Such benefi ts are classifi ed as Defi ned contribution schemes as the Group does not carry any further obligations, apart from the contributions made on a monthly basis. The Group recognizes contribution payable to the provident fund scheme as expenditure in the consolidated statement of profi t and loss, when an employee renders the related service.
Gratuity
The Group provides for gratuity, a defi ned benefi t plan (the “Gratuity Plan”) covering eligible employees in accordance with the Payment of Gratuity Act, 1972. The Gratuity Plan provides a lump sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employee’s salary and the tenure of employment. The gratuity plans in certain group companies are funded through annual contributions to Life Insurance Corporation of India (LIC) under its Group’s Gratuity Scheme whereas others are not funded. The Group’s liability is actuarially determined (using the projected unit credit method) at the end of each year. Actuarial losses / gains are recognised in the consolidated statement of profi t and loss in the year in which they arise.
Compensated absences
Accumulated compensated absences, which are expected to be availed or encashed within 12 months from the end of the year, are treated as short term employee benefi ts. The obligation towards the same is measured at the expected cost of accumulating compensated absences as the additional amount expected to be paid as a result of the unused entitlement as at the year end.
Accumulated compensated absences, which are expected to be availed or encashed beyond 12 months from the end of the year are treated as other long term employee benefi ts. The Group’s liability is actuarially determined (using the projected unit credit method) at the end of each year. Actuarial losses / gains are recognised in the consolidated statement of profi t and loss in the year in which they arise.
b) In respect of the companies incorporated outside India
Pensions
Companies within the Group operate various pension schemes. The schemes are generally funded through payments to insurance companies or trustee-administered funds, determined by annual actuarial calculations. The Group has both defi ned benefi t and defi ned contribution plans.
A defi ned contribution plan is a pension plan under which the Group pays fi xed contributions into a separate entity. The Group has no legal or constructive obligations to pay further contributions if the fund does not hold suffi cient assets to pay all employees the benefi ts relating to employee service in the current and prior periods.
Samvardhana Motherson Automotive Systems Group B.V. (SMRPBV), its subsidiaries, joint ventures and associates mainly operated a defi ned benefi t pension plan in Germany based on Employee pensionable remuneration and length of services. The plan is unfunded. Further, Samvardhana Motherson Refl ectec Group Holdings Limited (SMR), its subsidiaries, joint ventures and associates has various defi ned benefi t plans, which consider fi nal salary as well as average salary components in order to defi ne the benefi ts for the pensioners. Different pension plans are operated by the Group in Germany, Mexico and South Korea. The scheme in the South Korea is administered by separate trust fund.
The cost of providing benefi ts under the defi ned benefi t plans is determined separately for each plan using the projected unit credit method and is based on actuarial advice. The interest element of the defi ned benefi t cost represents the change in present value of scheme obligations resulting from the passage of time, and is determined by applying the discount rate to the opening present value of the benefi t obligation, taking into account material changes in the obligation during the year. The expected return on plan assets is based on an assessment made at the beginning of the year of long-term market returns on scheme assets, adjusted for the effect on the fair value of plan assets of contributions received and benefi ts paid during the year.
The defi ned benefi t pension asset or liability in the balance sheet comprises the total for each plan of the present value of the defi ned benefi t obligation, less any past service cost not yet recognized and the fair
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132 Annual Report 2017-18
value of plan assets out of which the obligations are to be settled directly. Fair value is based on market price information and in the case of quoted securities is the published bid price. Actuarial losses/ gains are recognized in the Consolidated Statement of Profi t and Loss in the year in which they arise.
The value of a net pension benefi t asset is restricted to the sum of any unrecognized past service costs and the present value of any amount the Group expects to recover by way of refund from the plan or reduction in the future contributions. An economic benefi t, in the form of a refund or a reduction in future contributions, is available if the Group can realize it at some point during the life of the plan or when the plan liabilities are settled. In particular, such an economic benefi t may be available even if it is not realizable immediately at the balance sheet date. The economic benefi t available does not depend on how the Group intends to use the surplus. The Group determines the maximum economic benefi t that is available from refund, reduction in future contributions or a combination of both. Legal or contractual minimum funding requirements in general stipulate a minimum amount or level of contributions that must be made to a plan over a given period. Therefore, a minimum funding requirement may limit the ability of the entity to reduce future contributions and considered respectively in determining the economic benefi t from the plan.
For defi ned contribution plans, the Group pays contributions to publicly or privately administered pension insurance plans on a mandatory, contractual or voluntary basis. The Group has no further payment obligations once the contributions have been paid. The contributions are recognized as employee benefi t expense when they are due.
Other long term benefi ts
Jubilee bonus: In certain Group entities, the employees are entitled to bonus after completion of certain year of services which are based on the wage agreement or otherwise as per terms of employment. The Group recognizes as an expenditure determined using the projected unit credit method the present value of such long term jubilee bonuses, where applicable based on the expected amounts to pay by considering expectancies of employee turnover and expected future salary increase.
Compensated absences
Accumulated compensated absences, which are expected to be availed or encashed within 12 months from the end of the year are treated as short term employee benefi ts. The obligation towards the same is measured at the expected cost of accumulating compensated absences as the additional amount expected to be paid as a result of the unused entitlement as at the year end.
Accumulated compensated absences, which are expected to be availed or encashed beyond 12 months from the end of the year are treated as other long term employee benefi ts. The Group’s liability is actuarially determined at the end of each year. Actuarial losses/ gains are recognized in the consolidated statement of profi t and loss in the year in which they arise.
Termination benefi ts
Termination benefi ts in the nature of voluntary retirement benefi ts are recognised in the consolidated statement of profi t and loss as and when incurred.
2.14 Government grants
Government grants are recognised when it is reasonable to expect that the grants will be received and that all related conditions will be met. Government grants in respect of capital expenditure are credited to the acquisition costs of the respective fi xed asset and thus are released as income over the expected useful lives of the relevant assets. Grants of a revenue nature are credited to income so as to match them with the expenditure to which they relate. Government grants that are given with reference to total capital outlay are credited to capital reserve and treated as a part of shareholders’ funds.
2.15 Current and deferred tax
Tax expense for the period, comprising current tax and deferred tax, are included in the determination of the net profi t or loss for the period.
Current tax is determined based on respective taxable income and tax rules of each taxable entity. It is measured at the amount expected to be paid to the tax authorities in accordance with the taxation laws prevailing in the respective jurisdictions.
Deferred tax is recognised for all the timing differences, subject to the consideration of prudence in respect of deferred tax assets. Deferred tax assets are recognised and carried forward only to the extent that there
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Samvardhana Motherson International Limited 133
is a reasonable certainty that suffi cient future taxable income will be available against which such deferred tax assets can be realized. Deferred tax assets and liabilities are measured using the tax rates and tax laws applicable to respective jurisdictions that have been enacted or substantively enacted by the Balance Sheet date. In situations, where the Group has unabsorbed depreciation or carry forward losses under tax laws, all deferred tax assets are recognised only to the extent that there is virtual certainty supported by convincing evidence that they can be realised against future taxable profi ts. At each balance sheet date, the Group reassesses unrecognized deferred tax assets, if any.
Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle the asset and the liability on a net basis. Deferred tax assets and deferred tax liabilities are offset when there is a legally enforceable right to set off assets against liabilities representing current tax and where the deferred tax assets and the deferred tax liabilities relate to taxes on income levied by the same governing taxation laws.
Minimum alternate tax (MAT) paid in a year is charged to the consolidated statement of profi t and loss as current tax. MAT credit is recognised as an asset only when and to the extent there is convincing evidence that the Group will pay normal income tax during the specifi ed period. Such asset is reviewed at each balance sheet date and the carrying amount of the MAT credit asset is written down to the extent there is no longer a convincing evidence to the effect that the Group will pay normal income tax during the specifi ed period.
2.16 Provisions and contingent liabilities
Provisions
A provision is recognized when the Group has a present obligation as a result of past event, it is probable that an outfl ow of resources embodying economic benefi ts will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are not discounted to their present value and are determined based on the best estimate required to settle the obligation at the reporting date. These estimates are reviewed at each reporting date and adjusted to refl ect the current best estimates.
Contingent liabilities
Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confi rmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group or a present obligation that arises from past events where it is either not probable that an outfl ow of resources will be required to settle or a reliable estimate of the amount cannot be made.
2.17 Leases
As a lessee
(a) Operating Leases
Leases in which a signifi cant portion of the risks and rewards of ownership are retained by the lessor are classifi ed as operating leases. Payments made under operating leases are charged to the consolidated statement of profi t and loss on a straight-line basis over the period of the lease.
(b) Finance Leases
The Group leases certain tangible assets and such leases where the Group has substantially all the risks and rewards of ownership are classifi ed as fi nance leases. Finance leases are capitalized at the inception of the lease at the lower of the fair value of the leased asset and the present value of the minimum lease payments.
Each lease payment is apportioned between the fi nance charge and the reduction of the outstanding liability. The outstanding liability is included in other long-term borrowings. The fi nance charge is charged to the consolidated statement of profi t and loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period.
As a lessor
The Group has leased certain tangible assets and such leases where the Group has substantially retained all the risks and rewards of ownership are classifi ed as operating leases. Lease income on such operating leases is recognised in the consolidated statement of profi t and loss on a straight line basis over the lease term which is representative of the time pattern in which benefi t derived from the use of the leased asset is diminished. Initial direct costs are recognized as an expense in the consolidated statement of profi t and loss in the period in which they are incurred.
Book 1.indb 133Book 1.indb 133 22-09-2018 15:59:1522-09-2018 15:59:15
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
134 Annual Report 2017-18
2.18 Segment reporting
Identifi cation of segments
The Group’s operating businesses are organized and managed separately according to the nature of products and services provided, with each segment representing a strategic business unit that offers different products and serves different markets. The analysis of geographical segments is based on the areas in which major operating divisions of the Group operate.
Inter-segment transfers
The Group generally accounts for intersegment sales and transfers at cost plus appropriate margins.
Allocation of common costs
Common allocable costs are allocated to each segment according to the relative contribution of each segment to the total common costs.
Unallocated items
Unallocated items include general corporate income and expense items which are not allocated to any business segment.
Segment accounting policies
The Group prepares its segment information in conformity with the accounting policies adopted for preparing and presenting the fi nancial statements of the Group as a whole.
2.19 Cash and cash equivalents
Cash and cash equivalents for the purposes of cash fl ow statement comprise cash in hand, demand deposits with banks, other short-term highly liquid investments with original maturities of three months or less.
2.20 Earnings per share (EPS)
Basic earnings per share are calculated by dividing the net profi t or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. Earnings considered in ascertaining the Group’s earnings per share is the net profi t/ (loss) for the period. The weighted average number of equity shares outstanding during the period and for all years presented is adjusted for events, such as bonus shares, that have changed the number of equity shares outstanding, without a corresponding change in resources. For the purpose of calculating diluted earnings per share, the net profi t or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period is adjusted for the effects of all dilutive potential equity shares.
3. Share capital
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Authorised shares
900,000,000 (Previous year : 900,000,000)Equity shares of INR 10/- each
9,000 9,000
Issued, subscribed and fully paid-up shares
473,613,855 (Previous year : 473,613,855)Equity shares of INR 10/- each
4,736 4,736
Total issued, subscribed and fully paid-up share capital 4,736 4,736
a. Reconciliation of number of equity shares
Equity shares As at March 31, 2018 As at March 31, 2017
No. of shares Amount No. of shares Amount
Equity Shares:
At the beginning of the period 473,613,855 4,736 473,613,855 4,736
Outstanding at the end of the period 473,613,855 4,736 473,613,855 4,736
Book 1.indb 134Book 1.indb 134 22-09-2018 15:59:1522-09-2018 15:59:15
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 135
b. Rights, preferences and restrictions attached to shares
The Company has only one class of equity shares having a par value of INR 10/- per share. Each holder of equity share is entitled to one vote per share held. The Company declares and pays dividends in Indian rupees. The dividend, if proposed by the Board of Directors, is subject to the approval of the shareholders in the Annual General Meeting, except in case of interim dividend.
In the event of liquidation of the Company, the equity shareholders will be entitled to receive the remaining assets of the Company, after distribution of all preferential amounts, in proportion to their shareholding.
c. Details of shares held by shareholders holding more than 5% of the aggregate shares in the Company
Name of equity shareholders As at March 31, 2018 As at March 31, 2017
No. of shares
% holding in the class
No. of shares
% holding in the class
Shri Sehgals Trustee Company Private Limited (as trustee of Sehgal Family Trust)
121,590,869 25.67% 121,590,869 25.67%
Vivek Chaand Sehgal 100,527,391 21.23% 100,527,391 21.23%
Renu Alka Sehgal - 0.00% 109,825,286 23.19%
Renu Alka Sehgal (as trustee of Renu Sehgal Trust)
109,825,286 23.19% - 0.00%
Radha Rani Holdings Pte Limited 66,780,000 14.10% 66,780,000 14.10%
Sojitz Corporation 30,612,843 6.46% 30,612,843 6.46%
As per records of the Company, including its register of shareholders/ members and other declarations received from shareholders regarding benefi cial interest, the above shareholding represents both legal and benefi cial ownerships of shares.
4. Reserves and surplus
As atMarch 31, 2018
As atMarch 31, 2017
Movement Total Movement Total
Revaluation reserve
Balance as at the beginning of the year - 28
Deductions during the year - - (28) -
Reserve on amalgamation
Balance as at the beginning of the year 2,610 2,645
Deletion on change in holding 1 (8) 2,602 (35) 2,610
Securities premium account
Balance as at the beginning of the year 12,110 3,399
Additions during the year - 8,770
Deletion on change in holding 1 (346) 11,764 (59) 12,110
General reserve
Balance as at the beginning of the year 975 1,054
Deletion on change in holding 1 (40) 935 (79) 975
Exchange reserve on consolidation
Balance as at the beginning of the year 1,535 2,160
Additions during the year 2,790 -
Deletion on change in holding 1 (3) (54)
Deductions during the year - 4,322 (571) 1,535
Book 1.indb 135Book 1.indb 135 22-09-2018 15:59:1522-09-2018 15:59:15
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
136 Annual Report 2017-18
As atMarch 31, 2018
As atMarch 31, 2017
Movement Total Movement Total
Capital reserve on consolidation
Balance as at the beginning of the year 1,809 1,743
Additions during the year 3 264 -
Deletion on change in holding1 (7) 66
Transfer to statement of profi t and loss (27) 2,039 - 1,809
Surplus in statement of profi t and loss
Balance as at the beginning of the year 20,839 13,224
Additions / (deletions) during the year 18,006 8,070
Deletion on change in holding1 (704) (448)
Transfer to employee fund2 (13) (10)
Dividend paid (1,089) -
Tax on dividend (504) (25)
Transfer to reserve fund (1,635) 28
Transfer from capital reserve on consolidation 27 34,927 - 20,839
Capital Reserve
Balance as at the beginning of the year 103 103
Deletion on change in holding1 (3) 100 (0) 103
Capital Redemption Reserve
Balance as at the beginning of the year 46 46
Deductions during the year - 46 - 46
Hedging Reserve
Balance as at the beginning of the year (122) (3)
Additions during the year4 (519) (119)
Addition on change in holding1 1 (640) 0 (122)
Reserve Fund
Balance as at the beginning of the year - -
Transfer from Statement of profi t and loss 1,635 1,635 - -
Total 57,730 39,905
1 On account of change in shareholding in Motherson Sumi Systems Limited consequent to sale of shares held by Company and sale of shareholding in Nachi Motherson Tool Technology Limited and Nachi Motherson Precision Private Limited. (Previous year : on account of change in holding in Motherson Sumi Systems Limited consequent to preferential and QIB allotment to other shareholders).
2 INR 13 million (Previous year : INR 10 million) transfer to employee fund on dividend distribution by Changchun Peguform Automotive Plastics Technology Co. Ltd, one of the step down subsidiary of Motherson Sumi Systems Limited in China.
3 On account of acquisition of subsidiary MS Global India Automotive Private Limited. (refer note 47)
4 Mark to market loss accounted under hedging reserve with respect to cash fl ow hedge in respect of derivative contracts entered into by the overseas Group companies.
Bracket denotes appropriations / deduction
Book 1.indb 136Book 1.indb 136 22-09-2018 15:59:1522-09-2018 15:59:15
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 137
5. Long-term borrowings
Particulars Non-current portion Current maturities
As at March 31, 2018
As at March 31, 2017
As at March 31, 2018
As at March 31, 2017
Secured:i) Term loans:
From banks:
- Rupee loan 3,547 3,036 266 250
- Foreign currency loan 5,651 6,271 333 650
ii) From others:
- Rupee loan 6 1,759 5 5
- Foreign currency loan 8 9 3 3
ii) Finance lease liabilities 218 334 214 211
iii) Debentures
0% Redeemable Non-convertible debentures
- 4,000 4,000 3,200
iv) 41/8%Senior secured notes due 2021(Nil (Previous year : EUR 500 million))
- 34,181 - -
v) 3.7% Senior secured notes due 2025(EUR 100 million (Previous year : EUR 100 million))
7,839 6,836 - -
vi) 47/8% Senior secured notes due 2021(USD 400 million (Previous year : USD 400 million))
25,448 25,678 - -
vii) 1.8% Senior secured notes due 2024 (refer note 46)(EUR 300 million (Previous year : Nil))
23,515 - - -
Unsecured:i) 4.25% Senior unsecured bond due
2018 (EUR 100 million (Previous year : EUR 100 million)
- 2,404 2,612 -
ii) Term loans:
From banks:
- Rupee loan - 2 - 1
- Foreign currency loan 267 1,182 107 122
From others:
- Rupee loan 32 374 - -
- Foreign currency loan 1,119 1,147 138 62
iii) Finance lease liabilities 3 5 2 7
Amounts disclosed under the head “other current liabilities” (refer note 11)Current maturities of long term debt (7,464) (4,293)
Current maturities of fi nance lease obligations
(216) (218)
Total 67,653 87,218 - -
Book 1.indb 137Book 1.indb 137 22-09-2018 15:59:1522-09-2018 15:59:15
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
138 Annual Report 2017-18
(a) Nature of security and terms of repayment for secured borrowings:
Nature of security Terms of repayment
Long term Indian rupee loans from bank include:
i) Loan amounting to INR 1,922 million (Previous year: INR 2,002 million) secured by creating a pledge on Investment in shares of one of the subsidiary of Motherson Sumi Systems Limited, MSSL GB Ltd on pari passu basis.
The principal amount to be paid to bank within period of 5 years from date of disbursement as a bullet payment.
The loan carries interest rate of 8% p.a.
ii) Loan amounting to INR Nil (Previous year: INR 9 million) secured by fi rst charge on the movable property, plant and equipments and second charge on the current assets of CTM India Limited, both present and future.
Repayable in 20 equal quarterly instalments to be paid at the end of each quarter starting from January 2013. The amount has been fully repaid in current fi nancial year.
The applicable rate of interest is 12% p.a.
iii) Loan amounting to INR Nil million (Previous year: INR 455 million) secured by
- First charge on all movable property, plant and equipments of Motherson Sintermetal Technology Limited, both present and future.
- Second charge on all current assets of Motherson Sintermetal Technology Limited, both present and future.
- Letter of Comfort from SAMIL.
Moratorium of 12 months from the date of disbursement, thereafter repayment of 4.16% of loan amount every quarter starting from February 2016 up to February 2021.The applicable rate of interest is 12.50% p.a.The amount has been fully repaid in current fi nancial year.
iv) Loan amounting to INR 555 million (Previous year: Nil) secured by
- First charge on all movable property, plant and equipments of Motherson Sintermetal Technology Limited, both present and future.
- Second charge on all current assets of Motherson Sintermetal Technology Limited, both present and future.
- Corporate guarantee from SAMIL.
Moratorium of 24 months from the date of fi rst drawdown, thereafter repayable in 28 equal quarterly instalments beginning from November, 2019.
The applicable rate of interest is 8.25% p.a. linked with 1 year MCLR with annual reset.
v) Loan amounting to INR 17 million (Previous year: INR 27 million) secured by:
- First charge on entire property, plant and equipments of Magneti Marelli Motherson Auto System Limited, both present and future
- Collateral charge on the entire current assets of Magneti Marelli Motherson Auto System Limited, both present and future
- Comfort Letters issued by SAMIL and Magneti Marelli, Spa Italy.
Repayable in 16 quarterly instalments after 15 months moratorium from the date of fi rst withdrawal i.e. June 2015.
The applicable rate of interest was 8.25% p.a.
vi) Loan amounting to INR 35 million (Previous year: INR 80 million) secured by:
- First charge on entire property, plant and equipments of Magneti Marelli Motherson Auto System Limited, both present and future
- Collateral charge on the entire current assets of Magneti Marelli Motherson Auto System Limited, both present and future
- Comfort Letters issued by SAMIL and Magneti Marelli, Spa Italy.
Repayable in 20 quarterly instalments after 21 months moratorium from the date of fi rst withdrawal i.e. repayment would start from June 2016.
The applicable rate of interest was 8.25% p.a.
Book 1.indb 138Book 1.indb 138 22-09-2018 15:59:1522-09-2018 15:59:15
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 139
Nature of security Terms of repayment
vii) Loan amounting to INR 35 million (Previous year: INR 45 million) secured by fi rst charge on entire property, plant and equipments of the Magneti Marelli Motherson Auto System Limited, both present and future.
- Collateral charge on the entire current assets of Magneti Marelli Motherson Auto System Limited, both present and future
- Comfort Letters issued by SAMIL and Magneti Marelli, Spa Italy.
Repayable in 20 quarterly instalment after 21 months moratorium from the date of fi rst withdrawal i.e. repayment would start from June 2016.
The applicable rate of interest was 8.9% p.a.
viii) Loan amounting to INR 82 (Previous year: INR 95 million) secured by
- First charge on entire property, plant and equipments of the Magneti Marelli Motherson Auto System Limited, both present and future
- Collateral charge on the entire current assets of Magneti Marelli Motherson Auto System Limited, both present and future
Repayable in 16 quarterly instalment after 12 months moratorium from the date of fi rst withdrawal i.e. repayment would start from August 2017
The applicable rate of interest was 9.65% p.a.
ix) Loan amounting to INR 96 million (Previous year: Nil) secured by fi rst charge on entire property, plant and equipments of the Magneti Marelli Motherson Auto System Limited, both present and future.
- Collateral charge on the entire current assets of Magneti Marelli Motherson Auto System Limited, both present and future
- Comfort Letters issued by SAMIL and Magneti Marelli, Spa Italy.
Repayable in 16 quarterly instalment from March 2019.
The applicable rate of interest was 8.25% p.a.
x) Loan amounting to INR 38 million (Previous year: INR 49 million) term loan secured by way of fi rst exclusive charge on entire property, plant and equipments and second charge on entire current assets of Magneti Marelli Motherson Shock Absorbers India Private Limited both present and future.
Repayable in 16 equal quarterly instalments to be paid at the end of each quarter from April 2017.
The applicable rate of interest is base rate + 0.25% p.a. payable monthly.
xi) Loan amounting to INR 136 million (Previous year: 186 million) primarily secured by exclusive charge on movable property, plant and equipments of Samvardhana Motherson Auto Component Private Limited and corporate guarantee given by SAMIL
Repayable in 15 equal quarterly instalments to be paid at the end of each quarter from April 2017.
The applicable rate of interest was 8.80% p.a.
xii) Loan amounting to INR 130 million (Previous year: INR 20 million) primarily secured by fi rst exclusive charge on movable property, plant and equipments of Samvardhana Motherson Auto Component Private Limited and corporate guarantee given by SAMIL.
Repayable in 12 equal quarterly instalments to be paid at the end of each quarter from April 2017.
The applicable rate of interest was 8.50% p.a.
xiii) Loan amounting to INR 8 million (Previous year: INR 11 million) secured by
- Exclusive charge on current assets of Fritzmeier Motherson Cabin Engineering Private Limited.
- Exclusive fi rst charge on the moveable and immovable property, plant and equipments of Fritzmeier Motherson Cabin Engineering Private Limited.
Repayable in 42 monthly instalments to be paid at the end of each month from March 2017.
The applicable rate of interest is 9% p.a.
xiv) Loan amounting to INR 20 million (Previous year: INR 20 million) secured by letter of awareness provided by Nissin Electric Co. Limited.
Repayable in 6 equal half yearly instalments to be paid from August 2018.
The applicable rate of interest is 9.09% p.a.
Book 1.indb 139Book 1.indb 139 22-09-2018 15:59:1522-09-2018 15:59:15
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
140 Annual Report 2017-18
Nature of security Terms of repayment
xv) Loan amounting to INR 299 million (Previous year: INR 287 million) secured by
-Exclusive charge on all the immovable property, plant and equipments of Motherson Advanced Tooling Solutions Limited comprising of :
(i) Plot No. F-2/1, M.I.D.C, Aurangabad and
(ii) Plot No. A-3/2, M.I.D.C, Aurangabad
- Exclusive charge on all the current assets and movable property, plant and equipments of the Motherson Advanced Tooling Solutions Limited (both present and future).
-Corporate guarantee given by SAMIL.
Repayable in 16 quarterly instalment after 2 years moratorium.
The applicable rate of interest was 9.65% p.a.
xvi) Loan amounting to INR 440 million (Previous year: INR Nil) secured by
- Hypothecation of stock and receivables of Motherson Auto Solutions Limited
- Letter of Comfort from SAMIL.
- Standby Letter of Credit from acceptable Bank by Sojitz Corporation”
Repayable in 13 quarterly instalments to be paid at the end of each quarter beginning from 31st March 2019.
The applicable rate of interest was within the range of 8.95% to 9.1%
Long term foreign currency loans from bank include:
i) Loan amounting to INR 163 million (Previous year : INR 638 million) secured by fi rst pari passu charge on entire property, plant and equipments, both movable & immovable, of the Motherson Sumi Systems Limited, present and future and second pari passu charge on the entire current assets of Motherson Sumi Systems Limited. These are also secured by way of deposit of title deeds of specifi ed properties.
1) INR 65 million (Previous year: INR 203 million) is repayable in remaining one half yearly instalment in August 2018.
2) Nil (Previous year: INR 113 million) fully repaid in February 2018.
3) Nil (Previous year: INR 17 million)) fully repaid in August 2017.
4) INR 98 million (Previous year: INR 305 million)) is repayable in remaining one half yearly instalment started from March 2017 till September 2018.
The applicable rate of interest in respect of foreign currency loans from banks is within a range of 0.6 % p.a. to 3.8% p.a. (Previous year: 1.0 % p.a. to 3.0% p.a.) over 3 to 6 months US $ Libor and 8.05% p.a.(Previous year: 8.05% p.a. to 9.30% p.a.) in respect of loans hedged for swap contracts.
ii) Loan amounting to Nil (Previous year: INR 116 million) Secured against:
- General notarial bond to the value of ZAR 181 million plus additional costs over the movable assets of MSSL Global RSA Module Engineering Limited including its Durban plant, in favour of the Lender.
- The special notarial bond to the value of ZAR 95 million plus additional costs over the plant and equipment assets of MSSL Global RSA Module Engineering Limited Durban funded using the Plant and Equipment Loan in favour of the Lender.
- A fi rst covering mortgage bond over the property to the value of ZAR 80 million plus additional costs, in favour of the Lender.
The same is fully repaid during the year.The applicable rate of interest is Prime Rate minus 3% as applicable in South Africa for fi rst fi ve years after which it will be adjusted to prime rate minus 0.1% thereafter.
Book 1.indb 140Book 1.indb 140 22-09-2018 15:59:1522-09-2018 15:59:15
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 141
Nature of security Terms of repayment
iii) Loan amounting to INR 16 million (Previous year: INR 18 million) secured by General Notarial Bond on assets of Vacuform 2000 Pty Ltd.
1) INR 4 million (Previous year: INR 7 million) is repayable in 60 equal monthly instalments commenced from January 2015.
2) INR 6 million (Previous year: INR 11 million) is repayable in 60 equal monthly instalments commenced from 31 March 2014.
3) INR 6 million (Previous year: Nil) is repayable in monthly instalments till December 2021.
The applicable rate of interest in respect of these loans is within a range of 7.25% to 13.25%
iv) Loan amounting to INR 243 million (Previous year: INR 282 million) secured by specifi ed assets located at Boetzingen plant of SMP Deutschland GmbH
Repayable in monthly instalments started from January 2016 and ending in December 2020.
The applicable rate of interest is 4.96 %
v) Loan amounting to INR 8 million (Previous year: INR 9 million) secured against land and building of MSSL Japan.
Repayable in 57 quarterly instalments from June 2015 till June 2029
The applicable rate of interest is 3 months Tibor + 0.95%
vi) Loan amounting to INR 4 million (Previous year: INR 6 million) secured by pledge of the specifi c machinery by MSSL GMBH and future insurance receivables of debtors related to the same in favour of the Bank.
Repayable in monthly instalments from January 2014 until May 2019.
The applicable rate of interest is Euribor + 0.975%
vii) Loan amounting to INR 54 million (Previous year: INR 48 million) secured by fi rst mortgage on plant & machinery of Samvardhana Motherson Invest Deutschland GmbH.
Repayable in one bullet payment on September 30, 2025.
The applicable rate of interest in respect of this loan is 2.2%.
viii) Loan amounting to INR 1 million (Previous year: INR 1 million) secured against vehicle of Vacuform 2000 (Proprietary) Limited.
Repayable in 60 instalments from November 01, 2015.
The applicable rate of interest in respect of this loan is 10.75%
ix) INR 1,743 million (Previous year : INR 1,822 million) secured by creating a pledge on Investment in shares of one of the subsidiary of Motherson Sumi Systems Limited, MSSL GB Ltd on pari passu basis.
Repayable as bullet payment in March 2022.The applicable rate of interest in respect of this loan is 6 months Libor + 120 basis points to be paid on half yearly basis.
x) INR 1,879 million (Previous year : INR 1,682 million) secured by creating a pledge on Investment in shares of one of the subsidiary of Motherson Sumi Systems Limited, MSSL GB Ltd on pari passu basis.
Repayable as bullet payment in March 2020.The applicable rate of interest is 3 months Euribor + 39 basis points.
xi) INR 56 million (Previous year : INR 71 million) secured against the land & building and current receivables of Motherson Sumi Systems Limited.
Repayable as quarterly instalments upto bullet payment in June 2022.
The applicable rate of interest in respect of this loans is 3M Euribor + 1.15%
xii) Loan amounting to INR 37 million (Previous year : INR 65 million). The loan is secured against mortgage of plant and machinery of SMP Deutschland GmbH.
Repayable in monthly instalments upto April 2019.
The applicable rate of interest in respect of this loans is 5%
Book 1.indb 141Book 1.indb 141 22-09-2018 15:59:1522-09-2018 15:59:15
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
142 Annual Report 2017-18
Nature of security Terms of repayment
xiii) Loan amounting to INR Nil (Previous year: INR 1,450 million) secured by corporate guarantee given by SAMIL in respect of facility availed by Samvardhana Motherson Holding (M) Private Limited. Further, loan facility is secured by pledge of Nil (Previous year : 9,000,000) equity shares of Motherson Sumi Systems Limited held by SAMIL and charges on its assets by way of Hypothecation over current account no. 916020013180296 held with Axis Bank Limited, Sector 16, Noida Branch.
Fully repaid during the year.
The applicable rate of interest is 6 month Euribor + 1.95%.
xiv) Loan amounting to INR 1,758 million (Previous year: INR Nil) secured by corporate guarantee given by SAMIL in respect of facility availed by Samvardhana Motherson Holding (M) Private Limited.
Repayable on or before September 2020.The applicable rate of interest is 6 month Euribor + 0.95%.
xv) Loan amounting to INR 12 million (Previous year: INR 12 million) secured by fi rst charge by way of hypothecation of all existing and future movable fi xed and current assets of Motherson Molds and Diecasting Limited.
Repayable in March 2019
The applicable rate of interest is 6 month Libor + 99bps.
xvi) Loan amounting to INR 10 million (Previous year: 10 million) secured by fi rst charge by way of hypothecation of all existing and future movable fi xed and current assets of Motherson Molds and Diecasting Limited.
Repayable in March 2019
The applicable rate of interest is 12 month Libor + 39bps.
xvii) Loan amounting to INR Nil million (Previous year: INR 691 million) secured by Corporate Guarantee given by SAMIL.
Fully repaid during the year
The applicable rate of interest is Euribor + 1.3%.
Long term Indian rupee loans from other than banks include:
i) Loan amounting to INR 11 million (Previous year: INR 17 million) for the purchase of Investment Property and is secured by that investment property of Motherson Sumi Systems Limited.
Repayable in monthly instalments till March 2020.
The applicable rate of interest is 9.85 %.
ii) Loan from a fi nance company amounting to INR Nil (Previous year : INR 1,747 million) has been secured by pledge of Nil (Previous year : 11,400,000) equity shares held in Motherson Sumi Systems Limited. Margin of 2 times to be maintained.
Repayment of the loan was due in a single installment in June 2018. However, SAMIL has prepaid in January 2018, carried interest rate @ 8.9% p.a.
Long term foreign currency loans from other than banks include:
i) INR 6 million (Previous year : INR 7 million) secured against the offi ce equipments for which this loan has been taken by MSSL Gmbh.
Repayable in monthly instalments until December 2021
The applicable rate of interest in respect of this loan is 4.309%
ii) INR 5 million (Previous year : INR 5 million) secured against the offi ce equipment for which this loan has been taken by MSSL Gmbh
Repayable in monthly instalments until October 2020.
The applicable rate of interest in respect of this loan is 3.43%”
Book 1.indb 142Book 1.indb 142 22-09-2018 15:59:1622-09-2018 15:59:16
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 143
Nature of security Terms of repayment
Finance lease liabilities other than banks include
Finance Leases amounting to INR 432 million (Previous year: 545 million) are secured by hypothecation of assets underlying the leases.
INR 8 million (Previous year: INR 13 million) repayable in monthly instalments.
INR 134 million (Previous year: INR 220 million) repayable in quarterly instalments.
INR 238 million (Previous year: INR 312 million) repayable in monthly instalments.
INR 49 million (Previous year: Nil) repayable in monthly instalments.
INR 3 million (Previous year: Nil) repayable in monthly instalments.
The applicable rate of interest in respect of foreign currency fi nance lease liabilities other than banks is within a range of 3% to 6.4% (March 31, 2017: 2.5% to 7%).
Debenture
i) 200 (Previous year : 200) 0% redeemable non convertible debentures having face value of INR 10 million each amounting to INR 2,000 million (Previous Year: INR 2,000 million) allotted on November 19, 2015 have been secured by pledge of 13,500,000 (Previous year : 16,400,000) equity shares held in Motherson Sumi Systems Limited. Margin of 1.8 times to be maintained. These NCDs are listed on Bombay Stock Exchange.
NCDs are due for redemption in December 2018.
Redemption on 9.9822% premium over face value calculated on the basis of 9.9822% YTM compounding annually.
ii) 200 (Previous year : 200) 0% redeemable non convertible debentures having face value of INR 10 million each amounting to INR 2,000 million (Previous Year: INR 2,000 million) allotted on December 3, 2015 have been secured by pledge of 12,800,000 (Previous year : 16,7000,000) equity shares held in Motherson Sumi Systems Limited. Margin of 1.8 times to be maintained. These NCDs are listed on Bombay Stock Exchange.
NCDs are due for redemption in January 2019.
Redemption on 10% premium over face value calculated on the basis of 10% YTM compounding annually.
iii) INR Nil (Previous year : 200) 0% redeemable non convertible debentures having face value of INR 10 million each amounting to INR Nil (Previous Year: INR 2,000 million) allotted on March 09, 2016 have been secured by pledge of Nil (Previous year : 12,200,000) equity shares held in Motherson Sumi Systems Limited. Margin of 1.75 times to be maintained.
200 NCDs redeemed in single instalment in August 2017.
Redemption on 10% premium over face value calculated on the basis of 10% YTM compounding annually.
iv) INR Nil (Previous year : 120) 0% redeemable non convertible debentures having face value of INR 10 million each amounting to INR Nil (Previous Year: INR 1,200 million) allotted on September 1, 2016 have been secured by pledge of Nil (Previous year : 7,300,000) equity shares held in Motherson Sumi Systems Limited. Margin of 1.68 times to be maintained.
120 NCDs redeemed in single instalment in November 2017.
Redemption on 9.25% premium over face value calculated on the basis of 9.25% YTM compounding annually.
Book 1.indb 143Book 1.indb 143 22-09-2018 15:59:1622-09-2018 15:59:16
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
144 Annual Report 2017-18
Nature of security Terms of repayment
41/8 % Senior secured notes due 2021
Loan amounting to INR Nil (Previous year: INR 34,181 million) secured by:
- Guarantee given by some of the material subsidiaries of Samvardhana Motherson Automotive Systems Group B.V.
- 100% share pledge of material subsidiaries of Samvardhana Motherson Automotive Systems Group B.V.
- Assets security given by some subsidiaries of Samvardhana Motherson Automotive Systems Group B.V
The Notes bear interest at a rate of 4.125% payable semi-annually on 15th January and 15th July of each year and will mature on 15th July, 2021.
The Notes carry a prepayment option and as per the terms of the indenture, the Group may at any time on or after 15th July, 2017, redeem all or part of the Notes by paying the redemption prices set forth in the indenture. Prior to 15th July, 2017, the Group is entitled at its option, to redeem all or a portion of the Notes by paying 100% of the principal amount of such Notes, plus accrued and unpaid interest, if any, plus a “make-whole” premium. In addition, prior to July 15, 2017, the Group may redeem, at its option, up to 35% of the Notes with the net proceeds from certain equity offerings.
The same is fully repaid during the year.
3.7% Senior secured notes due 2025
Loan amounting to INR 7,839 million (Previous year: INR 6,836 million) secured by:
- Guarantee given by some of the material subsidiaries of Samvardhana Motherson Automotive Systems Group B.V.
- 100% share pledge of material subsidiaries of Samvardhana Motherson Automotive Systems Group B.V.
- Assets security given by some subsidiaries of Samvardhana Motherson Automotive Systems Group B.V.
The Notes bear interest at a rate of 3.70% payable annually on 18th June each year and will mature on 18th June, 2025.
The Notes carry a prepayment option and as per the terms of the indenture the Group may at any time prior to June 18, 2025, redeem all or a portion of the Notes by paying 100% of the principal amount of such Notes, plus accrued and unpaid interest and additional amounts, if any, to the date of redemption, plus a “make-whole” premium. In addition, prior to June 18, 2025, the subsidiary may redeem, at its option, up to 35% of the Notes with the net proceeds from certain equity offerings.
47/8 % Senior secured notes due 2021
Loan amounting to INR 25,448 million (Previous year: INR 25,678 million) secured by:
The Notes are structured as senior secured obligations and will rank pari passu in right of payment with all the existing and future senior obligations of Samvardhana Motherson Automotive Systems Group B.V., including the obligations under the 2025 Notes, the 2021 Notes and the Revolving Credit Facilities. The Notes are guaranteed on a senior secured basis by certain subsidiaries of Samvardhana Motherson Automotive Systems Group B.V. and are secured by share pledge and security interests granted over certain property and assets of Samvardhana Motherson Automotive Systems Group B.V. and certain of its subsidiaries.
The Notes bear interest at a rate of 4.875% payable semi annually on June 16 & December 16 each year and will mature on 16th December, 2021.
The Notes carry a prepayment option and as per the terms of the indenture, the Group may at any time on or after June 16, 2019, redeem all or part of the Notes by paying the redemption prices set forth in the indenture. Prior to June 16, 2019, the Group is entitled at its option, to redeem all or a portion of the Notes by paying 100% of the principal amount of such Notes, plus accrued and unpaid interest, if any, plus a “make-whole” premium. In addition, prior to June 16, 2019, the Group may redeem, at its option, up to 35% of the principal amount of the Notes at a redemption price equal to 104.875% of the principal amount of the Notes, plus accrued and unpaid interest, if any, up to the redemption date.
Book 1.indb 144Book 1.indb 144 22-09-2018 15:59:1622-09-2018 15:59:16
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 145
Nature of security Terms of repayment
1.8% Senior secured notes due 2024
Loan amounting to INR 23,515 million (Previous year: Nil) secured by:
The Notes are senior obligations of SMRP BV and rank pari passu in right of payment with all the SMRP BV’s existing and future senior obligations that are not subordinated in right of payment to the Notes, including the SMRP BV’s obligations under the existing Notes and the Revolving Credit Facilities. The Notes are guaranteed on a senior basis by SMRP BV and certain of its subsidiaries and are also secured by security interests granted over certain property and assets of the SMRP BV and certain of its subsidiaries.
The Notes were issued at 99.299% of the nominal value and carry coupon at a rate of 1.80% payable annually on July 06th each year and will mature on July 06, 2024.
The Notes are listed on the Irish Stock Exchange and trade on the Global Exchange Market.
(b) Terms of repayment for unsecured borrowings:
Nature of security Terms of repayment
4.25% Senior unsecured bond due 2018
Loan amounting to INR 2,612 million (Previous year : INR 2,404 million)
The bonds bear interest at a rate of 4.25% payable annually on 20th September of each year and will mature on September 20, 2018 at par.
The bonds constitute direct, unsecured and unguaranteed obligations of the Issuer ranking pari passu among each other and with all other unsecured and unsubordinated indebtedness of the Issuer, save for such obligations as may be preferred by mandatory provisions of law.
Unsecured rupee term loans from banks -
Loan amounting to Nil (Previous year: INR 3 million)
Fully repaid during the year
The applicable rate of interest is within range of 9.75% to 10.00%.
Unsecured foreign currency term loans from banks -
i) Loan amounting to Nil (Previous year: INR 12 million) against:
- Negative lien on pledge of shares of operating subsidiaries of Samvardhana Motherson Refl ectec Group Holdings Limited (SMR)
- Negative lien on assets of operating subsidiaries for any loan availed in operating subsidiaries of SMR over and above Euro 30 million on consolidated basis.
- Undertaking from SAMIL and Motherson Sumi Systems Limited that they would not reduce their shareholding in SMR below 75%.
Fully repaid during the year.
The applicable rate of interest is 1.5%
ii) Loan amounting to INR 7 million (Previous year: INR 8 million).
Repayable in 55 equal monthly instalments (after 5 months moratorium) until February 2021.
Book 1.indb 145Book 1.indb 145 22-09-2018 15:59:1622-09-2018 15:59:16
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
146 Annual Report 2017-18
Nature of security Terms of repayment
iii) Loan amounting to INR 18 million (Previous year: INR 39 million)
Repayable in equal monthly instalments commencing from September 2014 upto September 2018.
The applicable rate of interest is 5.6 %
iv) Loan amounting to INR 21 million (Previous year: INR 36 million)
Repayable in monthly instalments up to April, 2019.
Applicable interest rate of 4.74%.
v) Loan amounting to INR 8 million (Previous year: INR 20 million)
Repayable in equal monthly instalments commencing from September 2014 upto September 2018.
The applicable rate of interest is 5.6 %
vi) Loan amounting to INR Nil (Previous year: INR 982 million)
Fully repaid during the year.
The applicable rate of interest is Euribor + margin 0.85%
vii) Loan amounting to INR 147 million (Previous year: INR 207 million)
Repayable in 9 equal half yearly instalment from 36 month from date of each drawdown.
viii) Loan amounting to INR 21 million (Previous year: Nil)
Repayable in 36 equal monthly instalments until March 2021.
The applicable rate of interest is 1.05%
ix) Loan amounting to INR 121 million (Previous year: Nil)
Repayable in monthly instalments upto October 2020.
The applicable rate of interest is 5%
ix) Loan amounting to INR 31 million (Previous year: Nil)
Repayable in monthly instalments upto February 2023.
The applicable rate of interest is 5%
Unsecured Indian rupee loans from other than banks -
Interest free loan of INR 31 million (Previous year: INR 32 million) is repayable in November 2022 entirely in one instalment, against which the bank guarantee is furnished by Motherson Sumi Systems Limited.
Loan amounting to INR Nil (Previous year: INR 333 million), repayment of the loan was due in a single installment in May 2018. However, SAMIL has prepaid in January 2018, carried interest rate @ 9.1% p.a.
Loan Amounting to INR Nil (Previous year : INR 9 million) was repayable on June 30, 2019.
However fully repaid during the year.
The applicable rate of interest is 13% p.a.
Loan Amounting to INR 1 million (Previous year : Nil) repayable in March 22, 2021.
The applicable rate of interest is 9% p.a.
Book 1.indb 146Book 1.indb 146 22-09-2018 15:59:1622-09-2018 15:59:16
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 147
Nature of security Terms of repayment
Unsecured foreign currency loans from other than banks -
Loan amounting to INR 21 million (Previous year: 18 million) with no fi xed repayments terms carrying Prime rate interest applicable in South Africa, which is 10.25%.
Loan amounting to INR 52 million (Previous year: INR 51 million) repayable in half yearly instalments until March 2024.
Loan amounting to INR 42 million (Previous year: INR 42 million) repayable in 10 yearly instalments commencing from 2074.
Loan amounting to INR 36 million (Previous year: INR 61 million) repayable annually with fi nal maturity in July 2026 carrying interest rate of 5%
Loan amounting to INR 18 million (Previous year: INR 19 million) repayable in various instalments up to February 2023 carrying interest rate of 5%
Loan amounting to INR 6 million (Previous year: INR 5 million) fully repayable in fi nancial year 2018-19 carrying interest rate of 5%
Loan amounting to INR 7 million (Previous year: INR 7 million) to be repaid by December 2023 carrying interest rate of 5%
Loan amounting to INR 133 million (Previous year: INR 130 million). Interest free loan to be repaid yearly.
Loan amounting to INR 71 million (Previous year: INR 75 million) carrying interest rate of 3.95% to be repaid upto November 2022.
Loan amounting to INR 545 million (Previous year: INR 491 million). Interest free loan to be repaid until 2025.
Loan amounting to INR 14 million (Previous year: INR 25 million) repayable in quarterly instalments up to May, 2020 carrying interest rate of 4%.
Loan amounting to Nil (Previous year: INR 18 million) carrying interest rate of 4%, fully repaid during the year.
Loan amounting to INR 5 million (Previous year: INR 5 million) repayable in March 2020.
The applicable rate of interest is Libor 6M+ 250 bps.
Book 1.indb 147Book 1.indb 147 22-09-2018 15:59:1622-09-2018 15:59:16
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
148 Annual Report 2017-18
Nature of security Terms of repayment
Loan amounting to INR 138 million (Previous year: INR 119 million) repayable in October 2019.
The applicable rate of interest is Euribor 6M+ 250 bps.
Loan amounting to INR 4 million (Previous year: INR 3 million) repayable in September 2019.
The applicable rate of interest is Euribor 6M+ 250 bps.
Loan amounting to INR 5 million (Previous year: INR 6 million) repayable in December 2019.
The applicable rate of interest is Libor 6M+ 250 bps.
Loan amounting to INR 10 million (Previous year: INR 8 million) repayable in June 2018.
The applicable rate of interest is Euribor 6M+ 250 bps.
Loan amounting to INR 125 million (Previous year: INR 125 million) repayable in March 2020.
The applicable rate of interest is Libor 6M+ 350 bps.
Loan amounting to INR 2 million (Previous year : INR 2 million) repayable in April 2019.
The applicable rate of interest is Libor 6M+ 250 bps.
INR 16 million (Previous year : 12 million) repayable on September 30, 2018 carrying 3% interest rate.
Loan amounting to INR 7 million (Previous year: INR 5 million) repayable in December 2019.
The applicable rate of interest is Euribor 6M+ 250 bps.
Unsecured fi nance lease other than banks - INR 5 million (Previous year: INR 12 million) repayable in monthly instalments till life of assets purchased.
The applicable rate of interest is within range of 0.3% to 2.6%.
6 Deferred tax liabilities (net)
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Deferred tax liabilities
Property, plant and equipment, investment property and intangible assets 1,867 2,089
Others 1,234 425
Less:
Deferred tax assets
Employee benefi ts (6) (2)
Total 3,095 2,512
Note : Deferred tax assets and deferred tax liabilities have been offset to the extent they relate to the same governing taxation laws.
Book 1.indb 148Book 1.indb 148 22-09-2018 15:59:1622-09-2018 15:59:16
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 149
7 Other long-term liabilities
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Trade payables 859 435
Other payables:
Advance from customers 79 35
Unearned revenue 3,748 1,743
Retention money 12 20
Security deposit received 70 78
Advance recovery from employees 72 50
Premium on redemption of debentures - 597
Interest accrued but not due on borrowings - 58
Mark to market liability for cross currency swap - 10
Derivative liability not designated as hedge 2,200 -
Government grant 81 -
Others 93 261
Total 7,214 3,287
8 Long-term provisions
Particulars As atMarch 31, 2018
As atMarch 31, 2017
i) Provision for employee benefi ts
Gratuity and pensions (refer note 36) 1,433 1,148
Compensated absences 317 259
Longevity / Jubilee bonus 215 183
Others 759 635
ii) Other provisions
For warranties (refer note 43) 235 112
For litigations (refer note 43) 44 64
Others 10 22
Total 3,013 2,423
Book 1.indb 149Book 1.indb 149 22-09-2018 15:59:1622-09-2018 15:59:16
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
150 Annual Report 2017-18
9 Short-term borrowings
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Secured:
i) Loans repayable on demand- from banks
- Rupee loan1 443 306
- Foreign Currency loan2 8,987 1,599
ii) Other short term loans - from banks
- Rupee loan3 34 -
- Foreign currency loan4 1,641 152
iii) Other short term loans - from others
- Rupee loan5 1,350 400
Unsecured:
i) Loans repayable on demand- from banks
- Rupee loan - 62
- Foreign currency loan 525 843
ii) Other short term loans - from banks
- Rupee loan 0 -
- Foreign currency loan 1,976 514
iii) Other short term loans - from others
- Commercial paper - 1,390
- Foreign currency loan 1,244 981
iv) Loans and advances from related parties 311 544
Total 16,511 6,791
Nature of Security for secured borrowings:
1 INR 5 million (Previous year: INR 13 million) repayable on demand, secured by fi rst pari passu charge on entire current assets of Motherson Sumi Systems Limited including receivables, both present and future and second pari passu charge over the property, plant and equipments of Motherson Sumi Systems Limited including equitable mortgage of specifi ed properties.
INR 11 million (Previous year: INR 47 million) secured by exclusive charge on the current assets and exclusive fi rst charge on movable and immovable property, plant and equipments of the Fritzmeier Motherson Cabin Engineering Limited.
INR 69 million (Previous year: INR 49 million) secured by exclusive charge on all current assets and immovable & movable property, plant and equipments of Motherson Advanced Tooling Solutions Limited, both present and future and Corporate Guarantee given by SAMIL.
INR 153 million (Previous year: INR 183 million) primary secured by hypothecation of entire current assets of Motherson Infotech and Design Limited including receivables, both present and future and collateral secured by equitable mortgage of land/building (plot measuring 19191.58 sq. meters) located at C-26, Sector-62, Noida.
INR Nil (Previous year: INR 14 million) repayable on demand, fi rst charge by way of hypothecation of all existing and future movable fi xed and current assets of Motherson Molds and Diecasting Limited.
Book 1.indb 150Book 1.indb 150 22-09-2018 15:59:1622-09-2018 15:59:16
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 151
INR 185 million (Previous year: INR Nil) secured by fi rst pari-passu charge both present and future on all current assets of MS Global India Automotive Private Limited.Collateral charge on movable property, plant and equipments of MS Global India Automotive Private Limited, both present & future.
INR 16 million (Previous year: INR Nil) secured by exclusive fi rst charge on current assets of Motherson Bergstrom HVAC Solutions Private Limited, both present & future. Collateral charge on property, plant and equipments of Motherson Bergstrom HVAC Solutions Private Limited, both present & future.
INR 4 million (Previous year: INR Nil) fi rst charge by way of hypothecation of Stock and book debts of Samvardhana Motherson Auto Component Private Limited and Corporate Guarantee given by SAMIL.
2 INR 425 million (Previous year: INR 440 million) secured by charge on the inventory and receivables of MSSL Wiring System Inc.
INR 1,018 million (Previous year: INR 32 million) secured by fi rst pari passu charge on entire current assets of SMP Automotive Systems Mexico S.A. de C.V. including receivables, both present and future and second pari passu charge over the property, plant and equipments of SMP Automotive Systems Mexico S.A. de C.V. including equitable mortgage of specifi ed properties.
Rs 21 million (Previous year: Nil) secured over land building and receivables of MSSL Gmbh
INR 724 million (Previous year: INR 1,114 million ) secured over the inventory and receivables of SMP Automotive Interiors (Beijing) Co. Ltd.
INR 49 million (Previous year: INR 13 million) fi rst charge by way of hypothecation of all existing and future movable fi xed and current assets of Motherson Molds and Diecasting Limited.
INR 784 million (Previous year: Nil) is secured against pledge on the share of SMP Automotive Technology Iberica S.L.U.
INR 5,966 million (Previous year: Nil) is secured against gaurantee of Samvardhana Motherson Automotive Systems Group BV (SMRP BV) and certain subsidiaries represents carved out ancillary limit as per the Revolving Facility Agreement and is secured by same collateral that secure the 41/8% senior secured note.
3 INR 34 million (Previous year: INR Nil) secured by exclusive charge on all current assets of Motherson Sintermetal Technology Limited and Corporate Guarantee given by SAMIL.
4 INR 110 million (Previous year: INR 54 million) secured by documents of title to goods/ accepted bills, omnibus counter guarantee of Magneti Marelli Motherson Auto Systems Limited and by exclusive fi rst charge on current assets of Magneti Marelli Motherson Auto Systems Limited, both present & future. Collateral charge on property, plant and equipments of Magneti Marelli Motherson Auto Systems Limited, both present & future. Comfort Letter issued by SAMIL & Magneti Marelli, Spa Italy for cash credit facility.
INR 331 million (Previous year: Nil) secured against land & buildig of SMR Hyosang Automotive Ltd.
Nil (Previous year: INR 75 million) secured by bank deposit of SMR Automotive Yancheng Compcany Ltd.
INR 13 million (Previous year: INR 18 million ) secured over the inventory and receivables of Motherson Elastomers Pty Limited.
INR 7 million ( Previous year: INR 5 million), secured by hypothecation of Inventory & Book Debts and second charge on property, plant and equipments of Magneti Marelli Motherson Shock Absorbers India Private Limited.
INR 1,180 million (Previous year: INR Nil) secured by Corporate Guarantee given by SAMIL payable in one year from date of utilisation i.e March 2019.
5 Nil (Previous year : INR 400 million) has been secured by pledge of 29,500 (Previous year: 2,600,000) equity shares held in Motherson Sumi Systems Limited. Margin of 2 times to be maintained.
Repayment was due in a single installment in February 2018. However, SAMIL has prepaid in January 2018, carried interest rate @ 8.3% p.a.
INR 1,350 million (March 31, 2017 : INR Nil) has been secured by pledge of 9,600,000 (March 31,2017: Nil) equity shares held in Motherson Sumi Systems Limited. Security cover margin of 2 times to be maintained.
Repayable in November 2018, carrying interest rate @ 7.8% which is payable on maturity.
(Short-term borrowings carry interest rate ranging from 2% to 12% and applicable inter bank lending rate for loan currency / applicable base rate of commercial banks of the country of borrower plus spread of 0.0% to 5.0%.
Book 1.indb 151Book 1.indb 151 22-09-2018 15:59:1622-09-2018 15:59:16
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
152 Annual Report 2017-18
10 Trade payables
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Total outstanding dues of micro and small enterprise 1 81 53
Total outstanding dues of creditors other than micro and small enterprises 78,468 65,135
Total 78,549 65,1881 Information in respect of Indian entities
11 Other current liabilities
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Current maturities of long term debt (refer note 5) 7,464 4,293
Current maturities of fi nance lease obligations (refer note 5) 216 218
Interest accrued but not due on borrowings 982 892
Interest accrued and due on borrowings 7 6
Capital payable 885 921
Unearned revenue 3,513 4,488
Unpaid dividends 11 9
Employee benefi ts payable 7,552 6,625
Statutory dues payable 4,620 4,110
Advances received from customers 8,041 5,835
Security deposit received 3 2
Advance recovery from employees 30 41
Premium on redemption of debentures 1,040 282
Mark to market liability on forward contracts 569 25
Others payables 3,688 3,884
Total 38,621 31,631
12 Short-term provisions
Particulars As atMarch 31, 2018
As atMarch 31, 2017
i) Provision for employee benefi ts
Gratuity and pensions (refer note 36) 83 93
Compensated absences 84 74
Restructuring/ severance costs 99 130
Others 77 52
ii) Other provisions
For warranties (refer note 43) 1,178 1,002
For other litigations (refer note 43) 62 304
For onerous contracts (refer note 43) - 9
For income tax (net of advance income tax)1
1,778 1,262
Others 170 111
Total 3,531 3,0371 Advance income tax and provision for tax has been offset to the extent they relate to the same governing taxation laws.
Book 1.indb 152Book 1.indb 152 22-09-2018 15:59:1622-09-2018 15:59:16
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 153
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795
Vehic
les
378
569
60
835
435
281
141
51
325
300
135
Air
Cra
ft-
-401
--
26
427
--
21
1-
121
406
Tota
l143,8
72
2,0
47
20,7
62
1,5
36
(4,3
79)
14,7
41
175,5
07
75,8
99
728
10,3
96
1,0
89
(1,2
72)
8,1
96
92,8
58
82,6
49
Lease
hold
land
1,8
02
40
100
-(2
49)
144
1,8
37
249
228
1(5
)31
304
1,5
33
Ass
ets
take
n on
fi na
nce
leas
e
Build
ing
896
-102
-(1
2)
112
1,0
98
353
-31
-(5
)50
429
669
Pla
nt and
machin
ery
2,0
01
--
90
20
261
2,1
92
1,3
69
-149
98
7204
1,6
31
561
Furn
iture
and
fi xt
ure
s28
-3
--
233
12
-4
--
117
16
Offi
ce e
quip
ments
0-
--
--
0-
--
--
--
0
Com
pute
rs7
-4
--
-11
7-
1-
--
83
Vehic
les
--
-8
11
14
--
26
61
31
Tota
l2,
932
-10
998
1937
63,
338
1,74
1-
187
104
825
62,
088
1,25
0
Tota
l pro
pert
y, p
lant
and
eq
uipm
ent
148,
606
2,08
720
,971
1,63
4(4
,609
)15
,261
180,
682
77,8
8973
010
,611
1,19
4(1
,269
)8,
483
95,2
5085
,432
Inta
ngib
le a
sset
s
Good
will
on a
cq
uis
ition a
nd
conso
lidatio
n24,1
40
594
--
(806)
2,1
83
26,1
11
578
-307
-(1
)2
886
25,2
25
Technic
al k
now
how
fees
368
-19
2(3
)29
411
263
-43
3(4
)26
325
86
Busi
ness
and
com
merc
ial
Rig
hts
2,3
80
--
-158
422
2,9
60
1,4
57
-235
7(1
5)
264
1,9
34
1,0
26
Inte
llectu
al p
rop
ert
y rig
hts
375
-2
-(5
)60
432
366
-4
-(5
)59
424
8
Softw
are
3,3
51
2399
70
(295)
328
3,7
15
2,3
72
-313
70
(78)
287
2,8
24
891
Tota
l int
angi
ble
asse
ts30
,614
596
420
72(9
51)
3,02
233
,629
5,03
6-
902
80(1
03)
638
6,39
327
,236
Book 1.indb 153Book 1.indb 153 22-09-2018 15:59:1622-09-2018 15:59:16
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
154 Annual Report 2017-18
Pro
per
ty, p
lan
t an
d e
qu
ipm
ent
(Mar
ch 3
1, 2
017)
Gro
ss b
lock
Dep
reci
atio
n / A
mor
tizat
ion
Net
blo
ck
Par
ticul
ars
As
at
Apr
il 01
, 20
16
Add
ition
s on
ac
coun
t of
acqu
isiti
on3
Add
ition
s du
ring
the
year
Del
etio
ns
/ Sal
e /
Adj
ustm
ents
Oth
er
adju
stm
ent
Exc
hang
e tr
ansl
atio
n ad
just
men
t
Tota
l as
at M
arch
31
, 201
7
As
at
Apr
il 01
, 20
16
Add
ition
s on
ac
coun
t of
acqu
isiti
on3
Dep
reci
atio
n / A
mor
tizat
ion
for
the
year
1
& 2
Dep
reci
atio
n/
Am
ortiz
atio
n on
Del
etio
ns
/ Sal
e/A
djus
tmen
ts
Oth
er
adju
stm
ent
Exc
hang
e tr
ansl
atio
n ad
just
men
t
Tota
l as
at M
arch
31
, 201
7
As
at
Mar
ch
31, 2
017
Ow
n as
sets
Fre
ehold
land
5,5
80
104
1,2
01
3(3
55)
(178)
6,3
49
--
--
--
-6,3
49
Lease
hold
imp
rove
ments
344
10
72
-(7
)(6
)413
178
10
31
-(5
)(6
)208
205
Build
ing
23,9
40
674
4,9
77
-(1
96)
(1,4
91)
27,9
04
5,9
88
391
1,0
18
18
(94)
(282)
7,0
03
20,9
01
Pla
nt and
machin
ery
87,9
16
5,4
73
13,4
26
1,4
66
(1,2
21)
(4,6
22)
99,5
06
55,5
22
3,5
98
6,9
68
966
(706)
(2,7
17)
61,6
99
37,8
07
Furn
iture
and
fi xt
ure
s5,2
15
20
774
413
(55)
(308)
5,2
33
3,5
48
15
712
520
(30)
(191)
3,5
34
1,6
99
Offi
ce e
quip
ments
1,2
02
67
330
36
(18)
(73)
1,4
72
941
59
107
58
(13)
82
1,1
18
354
Com
pute
rs2,3
53
-501
67
(33)
(137)
2,6
17
1,9
90
-269
67
(26)
(110)
2,0
56
561
Vehic
les
427
-22
43
(9)
(19)
378
305
-34
37
(6)
(15)
281
97
Tota
l12
6,97
76,
348
21,3
032,
028
(1,8
94)
(6,8
34)
143,
872
68,4
724,
073
9,13
91,
666
(880
)(3
,239
)75
,899
67,9
73
Lease
hold
land
1,9
78
-20
-(9
1)
(105)
1,8
02
245
-24
1(4
)(1
5)
249
1,5
53
Ass
ets
take
n on
fi na
nce
leas
e
Build
ing
1,5
48
--
557
(16)
(79)
896
433
-23
69
(3)
(31)
353
543
Pla
nt and
machin
ery
2,2
86
27
-248
(25)
(39)
2,0
01
1,4
24
6179
159
(12)
(69)
1,3
69
632
Furn
iture
and
fi xt
ure
s19
-10
--
(1)
28
11
-2
--
(1)
12
16
Offi
ce e
quip
ments
0-
--
--
0-
--
--
--
0
Com
pute
rs7
--
--
-7
7-
--
--
7-
Tota
l3,
860
2710
805
(41)
(119
)2,
932
1,87
56
204
228
(15)
(101
)1,
741
1,19
1
Tota
l pro
pert
y, p
lant
and
eq
uipm
ent
132,
815
6,37
521
,333
2,83
3(2
,026
)(7
,058
)14
8,60
670
,592
4,07
99,
367
1,89
5(8
99)
(3,3
55)
77,8
8970
,717
Inta
ngib
le a
sset
s
Good
will
on a
cq
uis
ition a
nd
conso
lidatio
n12,8
46
11,3
38
252
-(3
1)
(265)
24,1
40
579
--
-(1
)(0
)578
23,5
62
Technic
al k
now
how
fees
338
-52
-(2
)(2
0)
368
242
-40
1(1
)(1
7)
263
105
Busi
ness
and
com
merc
ial
Rig
hts
122
2,2
66
--
(1)
(7)
2,3
80
90
1,3
60
12
-(1
)(4
)1,4
57
923
Inte
llectu
al p
rop
ert
y rig
hts
502
--
81
(5)
(41)
375
418
(35)
23
-(3
)(3
7)
366
9
Softw
are
2,4
08
764
374
5(2
3)
(167)
3,3
51
1,9
51
356
224
14
(17)
(128)
2,3
72
979
Tota
l int
angi
ble
asse
ts16
,216
14,3
6867
886
(62)
(500
)30
,614
3,28
01,
681
299
15(2
3)(1
86)
5,03
625
,578
1 In
clu
des
imp
air
ment i
n r
esp
ect o
f good
will
aris
ing
on c
onso
lidatio
n o
f Moth
ers
on S
inte
rmeta
l Technolo
gy
BV
& M
oth
ers
on S
inte
rmeta
l Pro
ducts
SA
am
ountin
g to
INR
37 m
illio
n (
Pre
vious
year
: Nil)
and
Moth
ers
on T
echno T
ool
Lim
ited
IN
R 2
70 m
illio
n (
Pre
vious
year
: N
il) (
refe
r note
50)
2 Inclu
des
dep
recia
tion o
f IN
R 2
mill
ion (
Pre
vious
year
: IN
R 3
mill
ion)
cap
italiz
ed
durin
g the y
ear
on a
ssets
use
d for
cre
atio
n of se
lf g
enera
ted
ass
ets
. (r
efe
r note
29)
3 O
n a
ccount of acq
uis
itions
mad
e d
urin
g the y
ear
(refe
r note
47)
4a In
clu
des
am
ount o
n a
ccount o
f chang
e in
share
hold
ing
in M
oth
ers
on S
um
i Sys
tem
s Lim
ited
conse
quent t
o s
ale
of s
hare
s held
by
Com
pany
and
sale
of s
hare
hold
ing
in N
achi M
oth
ers
on T
ool T
echnolo
gy
Lim
ited
and
Nachi
Moth
ers
on P
recis
ion P
rivate
Lim
ited
.4
b I
nclu
des
recla
ssifi
catio
n o
f th
e la
nd
and
deve
lop
ment
rights
inte
nd
ed
for
leasi
ng
am
ountin
g t
o I
NR
2,3
69 m
illio
n f
rom
pro
pert
y, p
lant
and
eq
uip
ments
to in
vento
ry.
As
a r
esu
lt of
chang
e in
sub
seq
uent
use
of
these
ass
ets
, M
anag
em
ent is
of th
e v
iew
that th
ese
land
parc
els
are
now
held
for
deve
lop
ment and
long
term
lease
. (r
efe
r note
49).
5 C
ontr
actu
al o
blig
atio
ns:
Refe
r note
34 for
dis
clo
sure
on c
ontr
actu
al c
om
mitm
ents
for
the a
cq
uis
ition o
f p
rop
ert
y, p
lant and
eq
uip
ment.
6 D
urin
g t
he y
ear
end
ed
Marc
h 3
1,
2018,
the g
roup
has
cap
italis
ed
borr
ow
ing
cost
s am
ountin
g t
o I
NR
428 m
illio
n (
Pre
vious
year
: IN
R 2
86 m
illio
n)
as
qualif
ying
ass
ets
. B
orr
ow
ing
cost
s w
ere
cap
italis
ed
at
weig
hte
d a
vera
ge
rate
of its
genera
l borr
ow
ing
s of 2.9
8%
(P
revi
ous
year
: 4%
).
Book 1.indb 154Book 1.indb 154 22-09-2018 15:59:1622-09-2018 15:59:16
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 155
14 Non-current investments 1
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Long-term investment:
Trade Investment Property (at cost less accumulated depreciation)
Cost of buildings 801 710
Additions/(deletions):
Deletion on account of change in holding 2 (16) (11)
Additions during the year 245 132
Add/(less): Exchange translation adjustment 100 (30)
Gross Block (A) 1,130 801
Accumulated depreciation:
As at April 1, 2017 294 277
Additions/(deletions):
Deletion on account of change in holding 2 (4) (3)
Depreciation for the year 42 20
Add/(less): Exchange translation adjustment 44 0
Accumulated depreciation (B) 376 294
Net Block (A-B) 754 507
Trade Investment (Unquoted, valued at cost) 3
Investment in associates:
i. Re-time Pty Limited (held by SMR)
350 (Previous year : 350) equity shares of AUD 1/- each fully paid up
Net asset value as at the beginning of the year 11
Deletion on account of change in holding2 (0)
Add: Share of profi t/ (loss) for current year (3)
Add: Exchange difference 0 8 11
ii.Hubei Zhengao PKC Automotive wiring Company Ltd (held by PKC)
Investment made during the year 204
Add: Share of profi t/ (loss) for current year 19
Less: Exchange difference (6) 217 -
Investment in others:
Purpurin Grundstücksverwaltungsgesellschaft mbH & Co. Vermietungs KG (held by SMP)
0 0
94 (Previous year : 94) equity shares of Euro 51.129 each fully paid up
Book 1.indb 155Book 1.indb 155 22-09-2018 15:59:1622-09-2018 15:59:16
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
156 Annual Report 2017-18
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Other Investments (valued at cost, unless stated otherwise)
Investment in equity instruments:
Quoted:
Ssangyong Motor Corporation (held by SMR) 8 8
18,040 (Previous year : 18,040) equity shares of Euro 3.394 each fully paid up
Unquoted:
i. Systematic Conscom Limited 1 1
2,500 (Previous year : 2,500) equity shares of INR 10/- each fully paid up
ii. ETECHACES Marketing & Advertising Private Limited 50 50
455 (Previous year : 455) equity shares of 10/- each fully paid up
iii.CAPARO Private Limited (held by Calsonic Kansei Motherson Auto Products Private Limited. )
0 0
200 (Previous year : 200) equity shares of INR 10/- each fully paid up
iv. Echanda Urja Private Ltd (held by MSSL) 0 0
120,645 Equity shares (Previous year: 35,000) of INR 10/- each fully paid-up
v. Tulsyan NEC Limited (held by MSSL) 0 1
63,750 Equity shares (Previous year: 63,750) of INR 30/- each fully paid-up
vi.Cauvery Power Generation Chennai Private Limited (held by Fritzmeier Motherson Cabin engineering Private Limited)
1 -
140,000 (Previous year : Nil) equity shares of INR 10/- each fully paid up
vii. Wisetime Oy (Held by PKC) 18 16
19 (Previous year: 19) shares
viii.OPG Power Generation Private Limited (Held by MS Global India Automotive Private Limited)
0 -
26,500 Equity shares (Previous year: Nil) of INR 10/- each fully paid-up
Investment in prefrence shares:
Unquoted:
i. Comunidad de Vertidos, “Les Carrases” (held by SMR) 5 4
9.98% prefrence share of EUR 61,334 (Previous year : EUR 61,334) fully paid up
ii.Saavn Global Holdings Ltd. (held by Samvardhana Motherson Finance Services Cyprus Ltd.)
1,674,872 (Previous year : 1,674,872) Series A preference shares of US$ 0.70/- per share
65 65
971,251 (Previous year : 971,251) Series B-3 preference shares of US$ 1.03/- per share
65 65
994,035 (Previous year : Nil) Series C preference shares of US$ 2.01/- per share
130 -
Book 1.indb 156Book 1.indb 156 22-09-2018 15:59:1622-09-2018 15:59:16
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 157
Particulars As atMarch 31, 2018
As atMarch 31, 2017
iii. ETECHACES Marketing & Advertising Private Limited 130 130
1,000 (Previous year : 1,000) Compulsorily Convertible D Series preference shares of INR 100/- each fully paid up
iv.Gwynnie Bee Inc. (held by Samvardhana Motherson Finance Services Cyprus Ltd.)
16 16
59,382 (Previous year : 59,382) Series A-8 preferred shares of US$ 0.001/- per share
v.League Apps Inc. (held by Samvardhana Motherson Finance Services Cyprus Ltd.)
2,314,815 (Previous year : 2,314,815) Series A-1 preferred shares of US$ 0.27/- per share
41 41
248,026 (Previous year : 248,026) Series A-2 preferred shares of US$ 0.31/- per share
5 5
vi.iTutor.com Inc. (held by Samvardhana Motherson Finance Services Cyprus Ltd.)
62 62
403,257 (Previous year: 403,257) Series Seed Preferred shares of US$ 5/- per share
vii.N H 2 Ltd. (shares received in lieu of surrendering of shares in Nano Holding) (held by SMR)
424 368
7,918,702 (Previous year: 7,918,702) units of GBP 0.1/- each
viii.CAPARO Private Limited (held by Calsonic Kansei Motherson Auto Products Private Limited)
0 0
2800 (Previous year : 2800) 2% cumulative redeemable preference shares of INR 10/- each fully paid up
ix. ConnectedYard (Held by SMR) 37 32
531,915 (Previous year: 531,915) Series A Preferred Stock
x. GC Web Ventures Private Limited 4 4
86 (Previous year : 86) Compulsorily Convertible Series C2 Preference Shares of INR 250/- each fully paid up
xi. OSSIA Inc.(held by SMR) 915 -
714,976 (March 31, 2017: Nil) Series D Preferred Stock
xii. Quanergy Systems Inc.(held by SMR) 801 -
171,528 (March 31, 2017: Nil) Series B Preferred Stock
Investment in debenture or bonds and other instruments:
Unquoted:
i. Daewoo Automotive securities (held by SMR) 0 0
5,861 (Previous year : 5,861) bonds of Euro 3.334 per bond
ii. Naya Health (Held by SMR) 10 9
1% Convertible Promissory Note
Book 1.indb 157Book 1.indb 157 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
158 Annual Report 2017-18
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Others:
Investment in antique arts (unquoted) (Held by PKC) 1 1
Investments (Gross) 3,768 1,396
Less: Provision for diminution in investments 4 29 -
Investments (Net) 3,739 1,396
Aggregate amount of quoted investments 8 8
Market value of quoted investments 5 11
Aggregate amount of unquoted investments 3,760 1,388
Aggregate amount of provision for diminution in investments 29 -
1 Number of shares represent total number of shares held by the respective group entity and does not represent the Group’s share2 On account of change in shareholding in Motherson Sumi Systems Limited consequent to sale of shares held by Company and sale of shareholding in Nachi Motherson Tool Technology Limited and Nachi Motherson Precision Private Limited.3 Trade investment represents investment made by the Group in shares or debentures of another company, to promote the trade or business of the Company.4 Provision for diminution in investments pertains to provision for investment in Series A preferred stock of ConnectedYard of INR 26 million (Previous year: nil) and equity shares of Ssangyong Motor Corporation of INR 3 million (Previous year: Nil)
15 Deferred tax assets (net)
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Deferred tax assets
Unabsorbed depreciation and tax losses 1,079 1,876
Property, plant and equipment, investment property and intangible assets 440 385
Provision for employee benefi ts 338 247
Provision for doubtful debts/advances/inventory 365 708
Others 3,188 512
Less:
Deferred tax liabilities
Property, plant and equipment, investment property and intangible assets (729) (43)
Others (92) (7)
Total 4,589 3,678
Note: Deferred tax assets and Deferred tax liabilities have been offset as they relate to the same governing taxation laws.
Book 1.indb 158Book 1.indb 158 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 159
16 Long-term loans and advances
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Capital advances
Secured, considered good 51 -
Unsecured, considered good 1,633 1,699
Unsecured, considered good (unless otherwise stated)
Security deposits 317 284
Security deposits to related parties (refer note 38) 98 183
Loans and advances 125 240
Advances to be recoverable in cash or in kind for value to be received 137 375
Other loans and advances
Advance income-tax (net of provisions) 1 1,173 562
Prepaid expenses 280 856
Loan to employees 17 15
Balances with statutory/ government authorities 412 226
Total 4,243 4,440
1 Advance income tax and provision for tax has been offset to the extent they relate to the same governing taxation laws.
17 Other non-current assets
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Unsecured, considered good (unless otherwise stated)
Long term trade receivables 10,057 6,757
Non current bank balance
- deposits with original maturity for more than 12 months 59 62
- margin money deposits 13 21
Non current derivative fi nancial assets - 239
Other receivables 274 309
Total 10,403 7,388
Book 1.indb 159Book 1.indb 159 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
160 Annual Report 2017-18
18 Current investments 1
Particulars As atMarch 31, 2018
As atMarch 31, 2017
At cost or market value, whichever is less
Quoted, Non-trade:
HDFC Bank Ltd. (held by MSSL) 0 0
2,035 (Previous year: 2,035) equity shares of INR 2/- each fully paid up
Balrampur Chini Mills Ltd (held by MSSL) 0 0
1,200 (Previous year:1,200) equity shares of INR 1/- each fully paid up
Jaysynth Dyechem Ltd (held by MSSL) 0 0
100 (Previous year:100) equity shares of INR 10/- each fully paid up
Meyer Apparel Limited (Formerly known as GIVO Ltd.) (held by MSSL) 0 0
28,475 (Previous year: 28,475) equity shares of INR 10/- each fully paid up
Mahindra & Mahindra Ltd. (held by MSSL) 0 0
7,288 (Previous year: 3,644) equity shares of INR 5/- each fully paid up
Arcotech Limited (held by MSSL) 0 0
1000 (Previous year: 200) equity shares of INR 10/- each fully paid up
Unquoted, Non-trade:
Pearl Engineering Polymers Ltd. (held by MSSL) 0 0
3,160 (Previous year: 3,160) equity shares of INR 10/- each fully paid up
Daewoo Motors Limited (held by MSSL) 0 0
6,150 (Previous year: 6,150) equity shares of INR 10/- each fully paid up
Athena Financial Services Limited (held by MSSL) 0 0
66 (Previous year: 66) equity shares of INR 10/- each fully paid up
Inox Leasing & Finance Limited (held by MSSL) 0 0
100 (Previous year: 100) equity shares of INR 10/- each fully paid up
Investments (Net) 0 0
Aggregate amount of quoted investments 0 0
Market value of quoted investments 3 2
Aggregate amount of unquoted investments 0 0
1 Number of shares represent total number of shares held by the respective group entity and does not represent the Group’s share
Book 1.indb 160Book 1.indb 160 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 161
19 Inventories 1
(valued at lower of cost and net realisable value)
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Raw materials 14,817 11,907
Work in progress 2 43,276 26,610
Finished goods (manufactured) 5,147 4,339
Traded goods 453 267
Stores and spares 2,018 1,190
Loose tools 17 15
Total 65,728 44,328
Includes inventory in transit of:
Raw materials 783 734
Finished goods 253 230
Traded goods 4 6
Stores and spares 2 3
1 During the year ended March 31, 2018, the Group has written down inventories to net realisable value (net of reversal of written down related to goods sold during the year at price equal to or above cost) and also made provision in respect of obsolete / slow moving items amounted to INR 93 million (Previous year : INR 170 million). These were recognised as an expense during the year and included in changes in value of inventories of work-in-progress, stock-in-trade and fi nished goods in statement of profi t or loss.2 Includes project cost of INR 1,732 million (net of provision of INR 972 million which has been included in other expenses) (Previous year : Nil) of industrial park being developed by the Motherson Auto System Limited for leasing out (refer note 49).
20 Trade receivables
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Outstanding for a period exceeding six months from the date they are due for payment
Unsecured, considered good 7,019 4,371
Doubtful 871 526
7,890 4,897
Less: Provision for doubtful receivables 871 526
(A) 7,019 4,371
Other receivables
Unsecured, considered good1 36,683 32,343
Doubtful 197 188
36,880 32,531
Less: Provision for doubtful receivables 197 188
(B) 36,683 32,343
Total (A+B) 43,702 36,7141 Includes receivables from companies in which director of the Company is a director
31 32
The Group has derecognised trade receivables amounting INR 27,671 million (March 31, 2017: INR 19,337 million) as it had transferred the contractual right and substantially transferred all risks and rewards of ownership of these receivables to various fi nancial institutions.
Book 1.indb 161Book 1.indb 161 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
162 Annual Report 2017-18
21 Cash and bank balances
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Cash and cash equivalentsBalances with banks:
- in current accounts 19,816 31,951
- deposits with original maturity of less than three months 2,641 8,840
Cheques and drafts on hand 209 45
Cash on hand 18 17
(A) 22,684 40,853
Other bank balances- deposits with original maturity for more than three months but less than twelve months
984 492
- in unpaid dividend account 11 9
- Others 5 -
(B) 1,000 501
Total (A+B) 23,684 41,354
Note : Unpaid dividend accounts are restricted in use as it relates to unclaimed or unpaid dividend.
22 Short-term loans and advances
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Unsecured, considered good (unless otherwise stated)Security Deposits
Unsecured, considered good 654 506
Doubtful 2 4
656 510Less: Provision for doubtful security deposits 2 4
654 506Loans and advances to related parties 1 75 163
Loans and advances to others 94 296
169 459Advances to be recoverable in cash or kind
Unsecured, considered good 5,247 5,007
Doubtful 2 2
5,249 5,009Less: Provision for doubtful advances 2 2
5,247 5,007Other loans and advancesPrepaid expenses 1,564 1,289
Loans to employees 66 67
Balances with statutory/ government authorities 2,142 2,658
Interest receivable 34 74
3,806 4,088Total 9,876 10,0601 Includes receivables from companies in which Director of the Company is a Director
- 18
Book 1.indb 162Book 1.indb 162 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 163
23 Other current assets
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Unsecured, considered good (unless otherwise stated)
Interest accrued on fi xed deposits 13 10
Unbilled revenue 70 7
Capital subsidy receivable 74 55
Receivable for mark to market gain on derivatives 160 40
Other receivable 872 614
Total 1,189 726
24 Revenue from operations (net)
Particulars For theyear ended
March 31, 2018
For theyear ended
March 31, 2017
Sales of products
Finished goods 446,829 375,334
Traded goods 2,932 2,348
Sales of services 3,901 3,340
Other operating revenue
Scrap sales 385 185
Job work income 66 68
Recovery from customers 992 1,091
Liabilities written back to the extent no longer required 112 417
Export incentives 58 60
Miscellaneous income 1,083 850
456,358 383,693
Less: Excise duty 1,123 4,125
Total 455,235 379,568
Details of sales (Finished goods):
Wiring harness 51,624 24,168
Plastic parts and modules 258,635 227,389
Mirrors 122,199 118,539
Others 14,371 5,238
Total 446,829 375,334
Details of Sales (Traded goods):
Tools and moulds 1,592 1,201
Others 1,340 1,147
Total 2,932 2,348
Revenue from operations for periods up to June 30, 2017 includes excise duty. From July 01, 2017 onwards the excise duty and most indirect taxes in India have been replaced by Goods and Service Tax (GST). The Company collects GST on behalf of the Government. Hence, GST is not included in Revenue from operations. In view of the aforesaid change in indirect taxes, Revenue from operations for the year ended March 31, 2018 is not comparable with March 31, 2017.
Book 1.indb 163Book 1.indb 163 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
164 Annual Report 2017-18
25 Other income
Particulars For theyear ended
March 31, 2018
For theyear ended
March 31, 2017
(a) Interest Income
- From bank deposits 118 133
- From others 176 202
(b) Dividend received
- From non current investments 6 2
- From current investments 0 3
(c) Rent (refer note 39) 103 106
(d) Government grants and subsidies 589 449
(e) Net gain on foreign currency transaction - 70
(f) Profi t on sale of investments 10,407 279
(g) Miscellaneous income 18 37
Total 11,417 1,281
26 Cost of materials consumed
Particulars For theyear ended
March 31, 2018
For theyear ended
March 31, 2017
Materials consumed
Opening stock of raw materials 11,173 9,004
Opening stock of raw materials (on acquisition) 167 1,743
Add : Purchases of raw materials 1 287,911 236,857
Less: Closing stock of raw materials (14,034) (11,173)
Add: Exchange adjustment:
Exchange differences opening stock loss/(gain) 568 (226)
Exchange differences closing stock gain/(loss) 796 (423)
Total 286,581 235,782
1 Includes project cost of INR 335 million (refer note 49).
Book 1.indb 164Book 1.indb 164 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 165
27 Changes in inventories of fi nished goods, work-in-progress and stock in trade
Particulars For theyear ended
March 31, 2018
For theyear ended
March 31, 2017
(Increase)/ decrease in stocks
Stock at the opening of the year:
Finished goods 4,339 4,364
Work-in-progress 26,610 23,425
Stock in trade 267 307
Total (A) 31,216 28,096
Add: Stock acquired on acquisition (refer note 47)
Finished goods 69 -
Work-in-progress 29 -
Total (B) 98 -
Less: Deletions on change in shareholding1
Finished goods (126) 492
Work-in-progress (393) (81)
Stock in trade (9) (10)
Total (C) (528) 401
Less: Stock at the end of the year:
Finished goods (5,147) (4,339)
Work-in-progress (43,276) (26,610)
Stock in trade (453) (267)
Total (D) (48,876) (31,216)
Add: Adjustment on account of reclassifi cation of project cost (net of provision) (refer note 49) (E)
1,397 -
Add: Exchange adjustment:
Exchange differences opening stock loss/(gain) 2,417 (536)
Exchange differences closing stock gain/(loss) 2,710 (1,812)
Total (F) 5,127 (2,348)
Increase/ decrease in stocks (A+B+C+D+E+F) (11,566) (5,067)1 On account of change in shareholding in Motherson Sumi Systems Limited consequent to sale of shares held by Company and sale of shareholding in Nachi Motherson Tool Technology Limited and Nachi Motherson Precision Private Limited.
28 Employee benefi t expenses
Particulars For theyear ended
March 31, 2018
For theyear ended
March 31, 2017
Salary, wages and bonus 78,222 64,658
Contribution to provident and other fund (refer note 36) 9,240 7,703
Gratuity and pensions (refer note 36) 275 239
Staff welfare 2,381 1,569
Restructuring/ severance costs 90 253
Total 90,208 74,422
Book 1.indb 165Book 1.indb 165 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
166 Annual Report 2017-18
29 Depreciation and amortisation expenses
Particulars For theyear ended
March 31, 2018
For theyear ended
March 31, 2017
Depreciation of property, plant and equipment 1 10,611 9,367
Amortization of intangible assets 2 902 299
Depreciation of investment Property 42 20
Less: Capitalized during the year (2) (3)
Total 11,553 9,683
1 Includes depreciation of INR 2 million (Previous year : INR 3 million) capitalized during the year on assets used for creation of self generated assets (refer note 13).2 Includes impairment in respect of goodwill arising on consolidation of Motherson Sintermetal Technology BV & Motherson Sintermetal Products SA amounting to INR 37 million (Previous year : Nil) and Motherson Techno Tool Limited amounting to INR 270 million (Previous year : Nil) (refer note 50).
30 Finance cost
Particulars For theyear ended
March 31, 2018
For theyear ended
March 31, 2017
Interest on long-term borrowings 2,108 2,581
Premium on redemption of debentures 599 972
Commitment charges on borrowings 148 135
Other borrowing costs1 1,869 947
Total 4,724 4,635
1 Includes foreign exchange loss/(gain) on long term borrowings.
31 Other expenses
Particulars For theyear ended
March 31, 2018
For theyear ended
March 31, 2017
Electricity, water and fuel 6,694 5,781
Repairs and maintenance -
Machinery 4,732 3,691
Building 1,312 1,157
Others 1,485 1,191
Consumption of stores and spare parts 2,126 1,944
Legal & professional expenses 4,856 4,448
Travelling 2,584 2,071
Freight and forwarding 4,872 3,877
Lease rent (operating leases) (refer note 39) 5,157 4,405
Conversion charges 789 129
Excise duty expense 1 (19) 10
Book 1.indb 166Book 1.indb 166 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 167
Particulars For theyear ended
March 31, 2018
For theyear ended
March 31, 2017
Rates and taxes 879 754
Insurance 670 584
Net loss on foreign currency transaction 131 -
Donation 43 83
Royalty 108 195
Commission 74 26
Loss on sale of property, plant and equipment (net) 59 29
Provision for diminution in value of investments (net) 29 0
Bad debts/advances written off 70 92
Provision for doubtful debts/advances 217 141
Provision on write down of inventory (project cost) (refer note 49) 972 -
Miscellaneous expenses 12,954 8,915
Total 50,794 39,523
1 Represents excise duty related to the difference between the closing stock and the opening stock.
32 Exceptional items - expenses
Particulars For theyear ended
March 31, 2018
For theyear ended
March 31, 2017
Expenses incurred in relation to issue of Senior secured notes - 378
Acquisition cost in respect of PKC Group Plc - 339
Proposed acquisition cost in respect of Reydel (refer note 48) 179 -
SMP bond redemption premium and amortisation cost (refer note 46) 815 -
Total 994 717
Exceptional items are in the nature of following expenses:
Finance cost 815 -
Legal and professional expenses 179 585
Miscellaneous expenses - 132
994 717
Book 1.indb 167Book 1.indb 167 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
168 Annual Report 2017-18
33. Contingent liabilities:
The following is a description of claims and assertions where a potential loss is possible, but not probable.
Claims against the Group not acknowledged as debts
Particulars As atMarch 31, 2018
As atMarch 31, 2017
a) Excise matters 17 23
b) Sales tax matters 47 130
c) Service tax matters 12 16
d) Goods and service tax matters (refer note (c) below) 101 -
e) Claims made by workmen 42 25
f) Income tax matters 198 124
g) Unfulfi lled export commitment under EPCG scheme 119 129
h) Bank guarantees 327 671
i) Others (refer note (d) below) 1,316 525
(a) The Group does not expect any reimbursements in respect of the above contingent liabilities.
(b) It is not practicable for the Group to estimate the timings of cash outfl ows, if any, in respect of the above pending resolution of the respective proceedings.
(c) With Goods & Service Tax being applicable from July 01, 2017, Motherson Auto Solutions Limited has fi led TRAN-1 in August 2017 claiming service tax input credit of ÏNR 101 million as Transitional credit from the earlier service tax regime; however the same is not refl ected in the electronic credit ledger of the Motherson Auto Solutions Limited in the GST portal. Motherson Auto Solutions Limited has fi led a grievance in the GST portal and is confi dent of obtaining the TRAN-1 credit.
(d) As at March 31, 2018, a step-down subsidiary of Motherson Sumi Systems Limited acted as a surety for subsidy amounting to INR 1,184 million (Previous year: INR 494 million) received from the government. The Group may be contingently liable in event of any non-compliance of the condition of grant of the subsidy.
(e) Above contingent liability includes Group share of contingent liability of the associates and joint ventures entities.
For contingent liabilities relating to joint ventures refer to note 42.
34. Capital and Other Commitments
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Property, plant and equipment
Estimated value of contracts in capital account remaining to be executed not accounted as debt, Net of advances of INR 1,640 million (Previous year: INR 1,666 million)
8,437 4,940
Investment property
Estimated value of purchase consideration outstanding.Net of advances of INR 44 million (Previous year: INR 33 million)
9 4
Total 8,446 4,944
Other Commitments
Bank Guarantee 235 214
Others 114 281
(a) Above capital commitments includes Group share of capital commitments of the associates and joint ventures entities.
For capital commitments relating to joint ventures refer to note 42.
Book 1.indb 168Book 1.indb 168 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 169
35. Derivative instruments and unhedged foreign currency exposure/ commodity exposure
a. Derivatives outstanding as at the reporting date:
ParticularsCurrency
As atMarch 31, 2018
As atMarch 31, 2017
Hedge of external commercial borrowings and long term loans (Buy)
USD : INR - USD 0 ; INR 11
Hedge of working capital loan in foreign currency JPY : INR - JPY 16 ; INR 9
Forward contract (Buy)
EUR : INR - EUR 0 ; INR 9
USD : EUR USD 12 ; INR 933 USD 11 ; INR 663
USD : INR USD 1 ; INR 75 USD 2 ; INR 114
USD : AUD USD 1; INR 70 USD 0 ; INR 0
MXP : USDMXN 1,192 ; INR
3,920MXN 664 ; INR
2,163
HUF : EURHUF 4,469 : INR
1,144HUF 2,186 ;
INR 472
JPY : INR - JPY 81 ; INR 48
USD : JPY - USD 0 ; INR 10
EUR : AUD EUR 0 ; INR 0
CZK : EURCZK 137 ; INR
432-
CNY : EUR CNY 31 ; INR 307 -
Forward contract (Sell)
USD : EUR USD 5; INR 319 -
EUR: USD EUR 2 ; INR 191 -
EUR : KRW EUR 5 ; INR 405 EUR 5 ; INR 352
USD : AUD USD 4 ; INR 279
MXP : USD - MXN 58 ; INR 198
Cross currency swaps
USD : EURUSD 229 ; EUR
186USD 173 ; INR
156
USD : EUR USD 27 : EUR 25 USD 27 : EUR 25
INR : EUR INR 1922: EUR 27INR 1,980:
EUR 28
b. Mark to market losses / (gain) on foreign currency:
Particulars For theyear ended
March 31, 2018
For theyear ended
March 31, 2017
Mark to Market (Gain)/losses provided for 529 143
Book 1.indb 169Book 1.indb 169 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
170 Annual Report 2017-18
36. The long term defi ned employee benefi ts and contribution schemes of the Group are as under:
A. Defi ned Benefi t Schemes
(1) Gratuity/ Pension benefi ts
The reconciliation of opening and closing balances of the present value of the defi ned benefi t obligations are as below:
(i) Present Value of Defi ned Benefi t Obligation
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Obligations at beginning of the year 2,441 2,431
Current service cost 203 258
Interest expense 91 67
Actuarial loss/(gain) 24 (49)
Benefi ts paid (91) (146)
Deletion on account of change in shareholding* (41) (37)
Add/(less): Effect of exchange rate changes 262 (86)
Addition due to transfer of Employees 6 3
Obligations at year end 2,895 2,441
(ii) Fair Value of Plan Assets
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Plan assets at year beginning, at fair value 1,201 1,111
Expected return on plan assets 44 38
Actuarial gain / (loss) (1) (1)
Contributions 207 153
Benefi ts paid (68) (59)
Deletion on account of change in shareholding* (25) (22)
Add/(less): Effect of exchange rate changes 21 (19)
Plan assets at year end, at fair value 1,379 1,201
(iii) Assets and Liabilities recognized in the Balance Sheet
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Present Value of the defi ned benefi t obligations 2,895 2,441
Fair value of the plan assets (1,379) (1,201)
Amount not recognized because of limitation of assets - 1
Amount recognized as Liability 1,516 1,241
(iv) Recognised Under
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Long Term Provision (refer note 8) 1,433 1,148
Short Term Provision (refer note 12) 83 93
Total 1,516 1,241
Book 1.indb 170Book 1.indb 170 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 171
* On account of change in shareholding in Motherson Sumi Systems Limited consequent to sale of shares held by Company and sale of shareholding in Nachi Motherson Tool Technology Limited and Nachi Motherson Precision Private Limited and net off addition on account of acquisitions made during the year (refer note 47) (Previous year: on account of change in holding in Motherson Sumi Systems Limited consequent to preferential and QIB allotment to other shareholders).
(v) Defi ned benefi t obligations cost for the year
Particulars For theyear ended
March 31, 2018
For theyear ended
March 31, 2017
Current service cost 203 258
Interest expense 91 67
Expected return on plan assets (44) (38)
Actuarial loss/(gain) 25 (48)
Net defi ned benefi t obligations cost 275 239
(vi) Investment details of plan assets
In respect of companies incorporated in India, 100% of the plan assets are invested in the Gratuity fund administered through Life Insurance Corporation of India (LIC) except in case of Motherson Sumi INfotech & Design Ltd., a subsidiary of the Company, where it is administered through SBI Life Insurance Company Limited. In case of South Korea, fund has been deposited with Industrial Bank of Korea as required by local regulations and is guaranteed by the Government of South Korea. In respect of other overseas entities, plan assets are funded through various institutions.
Companies within the Group also operate various pension schemes. The schemes are generally funded through payments to insurance companies or trustee-administered funds.
The details of investments of plan assets are as follows:
Particulars As atMarch 31, 2018
As atMarch 31, 2017
LIC 536 440
SBI Life Insurance Co. Ltd 10 10
Deposits with Financial Institutions, Bonds, Gilts and others 833 751
Total 1,379 1,201
The expected rate of return on assets is determined based on the assessment made at the beginning of the year on the return expected on its existing portfolio, along with the estimated increment to the plan assets and expected yield on the respective assets in the portfolio during the year.
(vii) Actuarial assumptions
Category
For the year endedMarch 31, 2018
For the year endedMarch 31, 2017
Indian Foreign Indian Foreign
Discount Rate 7.10%-8.50% 1.7%- 7.9% 7.10%-8.50% 1.7%- 7.9%
Future salary increases 5.5%-13% 2%-8% 5%-11% 2%-8%
Expected return on plan assets 7.55%-8.25% 1.5%-2% 7.35%-8.50% 1.5%-2%
Book 1.indb 171Book 1.indb 171 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
172 Annual Report 2017-18
(viii) Amount recognized in current year and previous four years:
Particulars March 31, 2018
March 31, 2017
March 31, 2016
March 31, 2015
March 31, 2014
Defi ned benefi t obligations 2,895 2,441 2,431 3,001 2,294
Plan assets (1379) (1,201) (1,111) (1,816) (1,551)
Amount not recognized because of limitation of assets
- 1 1 1 267
Defi cit 1,516 1,241 1,321 1,186 1,010
B. Defi ned Contribution Schemes
The Group deposits an amount determined at a fi xed percentage of basic pay every month to the state administered Provident Fund, ESI and social insurance/security for the benefi t of the employees. Accordingly, the Group’s contribution during the year that has been charged to revenue amounts to INR 9,240 million (Previous year: INR 7,703 million).
37. Segment information:
The Group has considered the business segment as the primary reporting segment on the basis that the risk and returns of the Group is primarily determined by the nature of products and services. Consequently, the geographical segment has been considered as a secondary segment.
The business segment have been identifi ed on the basis of the nature of products and services, the risks and returns, internal organisation and management structure and the internal performance reporting systems.
The business segment comprise of the following:
Segments Description
MSSL standalone Represents standalone operations of Motherson Sumi Systems Limited, engaged mainly in the business of manufacturing and trading of automobile parts for commercial and passenger vehicles.
SMR Represents subsidiaries of Samvardhana Motherson Refl ectec Group Holdings Limited which are engaged in development, manufacture and supply of rear view mirrors and drive assistance systems.
SMP Represents subsidiaries of Samvardhana Motherson Automotive Systems Group B.V. (SMRP BV) (an overseas subsidiary of the Motherson Sumi Systems Limited) which are engaged in manufacturing and supplies of plastic parts and system modules for vehicle interiors and exteriors.
PKC Represents PKC Group Plc including its subsidiaries. PKC is engaged in designing, manufacturing and integrating electrical distribution systems, electronics and related components for commercial vehicle industries, rolling stock manufacturers and other related segments.
Others Comprise other subsidiaries and joint ventures of the Group that are below the thresholds for separate reporting as operating segments.
Geographical segment is considered based on operations within India and outside India.
Book 1.indb 172Book 1.indb 172 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 173
Unallocated:
Revenue, expenses, assets and liabilities have been identifi ed to a segment on the basis of relationship to operating activities of the segment. Assets and liabilities which relate to enterprise as a whole and are not allocable to a segment on reasonable basis have been disclosed under unallocated.
Inter Segment transfer:
Inter Segment revenues are recognised at sales price. The same is based on market price and business risks. Profi t or loss on inter segment transfer are eliminated at the Group level.
a) Information about Primary Business Segments (to the extent of SAMIL’s share in these group companies)
Particulars March 31, 2018 March 31, 2017
Segment revenue
MSSL standalone 25,725 22,215
SMR 125,538 122,998
SMP 250,724 218,823
PKC 27,335 -
Others 31,363 25,907
Total 460,685 389,943
Less: Inter segment 5,450 10,375
Total 455,235 379,568
Other income 11,123 946
Total Revenue 466,358 380,514
Results
MSSL standalone 3,931 3,713
SMR 11,063 9,625
SMP 10,068 10,064
PKC 1,073 -
Others (819) 487
Total 25,316 23,889
Add: Inter segment profi t/(loss) 99 (253)
Total 25,415 23,636
Add: unallocated income/(expense)
Interest expense (net of interest income) (4,430) (4,300)
Exceptional items - expenses (994) (717)
Other income 11,123 946
Group’s share of profi t / (loss) of associates 16 (3)
Profi t before taxation 31,130 19,562
Tax expense 8,197 6,916
Net profi t /(loss) after tax 22,933 12,646
SAMIL’s share 18,006 8,070
Minority 4,927 4,576
Book 1.indb 173Book 1.indb 173 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
174 Annual Report 2017-18
Particulars March 31, 2018 March 31, 2017
Segment assets
MSSL standalone 13,008 12,309
SMR 54,385 46,597
SMP 161,432 114,151
PKC 14,498 12,520
Others 93,802 95,515
Total 337,125 281,092
Less Inter segment 52,071 37,368
Total 285,054 243,724
Unallocated:
Deferred tax asset 4,589 3,678
Advance tax asset 1,173 562
Other corporate assets and investments 11,989 16,411
Total assets 302,805 264,375
Segment liabilities
MSSL standalone 8,568 8,038
SMR 28,515 24,813
SMP 58,935 28,514
PKC 10,217 8,660
Others 88,876 94,274
Total 195,111 164,299
Less Inter segment 51,321 37,825
Total 143,790 126,474
Unallocated:
Deferred tax liabilities 3,095 2,512
Provision for income tax 1,778 1,262
Other corporate / unallocated liabilities 69,524 71,839
Total Liabilities 218,187 202,087
Capital expenditure
MSSL standalone 1,120 691
SMR 5,480 6,106
SMP 16,769 17,184
PKC 839 -
Others 2,171 589
Total 26,379 24,570
Depreciation, amortisation and impairment
MSSL standalone 752 688
SMR 3,349 3,118
SMP 5,283 5,029
PKC 801 -
Others 1,368 848
Total 11,553 9,683
Book 1.indb 174Book 1.indb 174 22-09-2018 15:59:1722-09-2018 15:59:17
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 175
Particulars March 31, 2018 March 31, 2017
Non-cash expenditure other than depreciation, amortisation and impairment mentioned aboveMSSL standalone 2 8
SMR 230 110
SMP 55 56
PKC 3 -
Others* 998 59
Total 1,288 233
*Includes provision on write down of project inventory (refer note 49)
b) Information about secondary business segments:
India Outside India Unallocated Total
March 31, 2018
March 31, 2017
March 31, 2018
March 31, 2017
March 31, 2018
March 31, 2017
March 31, 2018
March 31, 2017
Revenue# 42,087 35,001 413,148 344,567 11,123 946 466,358 380,514
Carrying amount of segment assets
32,721 31,491 252,333 212,233 17,751 20,651 302,805 264,375
Addition to fi xed assets
2,935 2,153 23,444 22,417 - - 26,379 24,570
# Excludes interest income
Additional Information:
The management personnel responsible for decision making now reviews performance of SMR and SMP business separately due to nature of operations from the results of Motherson Innovations and other support functions and therefore the Company decided to present performance of SMR and SMP segment separately from the results of Motherson Innovations and other support functions (Samvardhana Motherson Global (FZE), Samvardhana Motherson Automotive Systems Group B.V. (SMRPBV) to provide a better view on operational performance of these segments. Since until the fi nancial year ended March 31, 2017 segment disclosures for SMR and SMP segments were presented including these functions, the comparatives for March 31, 2017 have been restated to refl ect this change.
38. Related Party Disclosures
I. Related party disclosures, as required by Accounting Standard 18, “Related Party Disclosures”, are given below:
a) Joint Ventures and their subsidiaries (where joint control exists)
Motherson Sumi Systems Ltd. (MSSL) and its subsidiaries (refer note 41(c))
Anest Iwata Motherson Coating Equipment Private Ltd.
Anest Iwata Motherson Private Ltd. (AIM)
AES (India) Engineering Ltd.
Valeo Motherson Thermal Commercial Vehicles India Limited (Formerly Spheros Motherson Thermal System Limited)
Matsui Technologies India Ltd.
Fritzmeier Motherson Cabin Engineering Private Ltd.
Nissin Advanced Coating Indo Co. Private Ltd.
Magneti Marelli Motherson Auto System Private Ltd.
Magneti Marelli Motherson India Holding B.V.
Magneti Marelli Motherson Shock Absorbers India Private Limited
CTM India Ltd.
Nachi Motherson Precision Private Ltd.(till July 21, 2017)
Book 1.indb 175Book 1.indb 175 22-09-2018 15:59:1822-09-2018 15:59:18
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
176 Annual Report 2017-18
Motherson Bergstrom HVAC Solutions Private Ltd.
Samvardhana Motherson Global Holdings Limited (SMGHL) and its subsidiaries
Samvardhana Motherson Polymers Limited
Youngshin Motherson Auto Tech Limited
b) Associates:
Motherson Air Travel Agencies Limited (till December 31, 2016)
Re time Pty Limited
Hubei Zhengao PKC Automotive Wiring Company Limited
c) Joint Venturers:
Sumitomo Wiring Systems Limited
Anest Iwata Corporation
Sojitz Corporation
Matsui Manufacturing Company Limited
AES Global PTE Limited
Sumitomo Electric Industries Limited
Valeo Thermal Commercial Vehicle Germany GmbH (Formerly known as Spheros GmbH)
F Holding GmbH
Nissin Electric Co. Limited
Magneti Marelli Holding S.p.A.
Zanotti S.p.A.
Nachi-Fujikoshi Corporation (till July 14, 2017)
Bergstorm Inc.
Michael Bernhard Gnann
Soami Saran Saini
Prashant Dalmia
Amit Kumar Upadhyay
Ravi Shankar Prasad
Mohit Joshi
Amit Varshney
Youngshin Components Co. Limited
d) Key Management Personnel:
(i) Board of Directors
Mr. Vivek Chaand Sehgal*
Mr. Laksh Vaaman Sehgal*
Mr. Ashok Tandon, whole time Director
Mr. Bimal Dhar
Mr. Hiroshi Morimoto
Mr. Vivek Avasthi
Ms. Geeta Soni
Ms. Nilu Mehra
Mr. Dhruv Mehra, whole time Director
Mr. Ramesh Dhar
Ms. Madhu Bhaskar
Mr. Hideo Hatada
Mr. Yasuhiro Kawamura (Alternate director to Mr. Hideo Hatada)
*Person exercising signifi cant infl uence over the Company
Book 1.indb 176Book 1.indb 176 22-09-2018 15:59:1822-09-2018 15:59:18
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 177
(ii) Other KMP
Ms. Pooja Mehra, Company Secretary
(iii) Relatives of Key Management Personnel
Ms. Vidhi Sehgal (Daughter of Mr. Vivek Chaand Sehgal)
Ms. Nilu Mehra (Sister of Mr. Vivek Chaand Sehgal)
Ms. Geeta Soni (Sister of Mr. Vivek Chaand Sehgal)
Ms. Samriddhi Sehgal (Wife of Mr. Laksh Vaaman Sehgal)
Ms. Renu Alka Sehgal (Wife of Mr. Vivek Chaand Sehgal)
Master Siddh Vaasav Sehgal (Son of Mr. Laksh Vaaman Sehgal)
Master Ganan Yuvaan Sehgal (Son of Mr. Laksh Vaaman Sehgal)
(iv) Entities in which key managerial persons or their relatives have control/ signifi cant infl uence:
Radha Rani Holdings Pte Limited
Motherson Auto Limited
Motherson Lease Solution Limited
Spirited Auto Cars (I) Limited
Systematic Conscom Limited
Samvardhana Employees Welfare Trust
Shri Sehgals Trustee Company Private Limited
Sehgal Family Trust
Advance Technologies and Automotive Resources Pte. Limited
Field Motors Private Limited
JSRR Holdings (M) Private Limited
Ganpati Auto Industries (Partnership Firm)
Southcity Motors Private Limited
Vaaman Auto Industry (Partnership Firm)
Motherson Engineering Research and Integrated Technologies Limited
Moon Meadows Private Limited
Sisbro Motor and Workshop Private Limited
Motherson (Partnership Firm)
Nirvana Niche Products Private Limited (Formerly known as Nirvana Agro Products Private Limited)
Motherson Innovative Technologies and Research
ATAR Mauritius Private Limited
MAS Middle East Limited (FZE)
Edcol Global Pte. Limited
Nirvana Foods GmbH
A Basic Concepts Design Pty. Limited
SCCL Infra Projects Limited
SCCL Global Project (FZE)
Advantedge Technology Partners Private Limited
Advantedge Incubators Private Limited
Swarn Lata Motherson Trust
Motherson Air Travel Agencies Limited (w.e.f. January 01, 2017)
Swarn Lata Motherson Dhenu Sewarth Trust
Motherson Air Travel Agency GmbH
Book 1.indb 177Book 1.indb 177 22-09-2018 15:59:1822-09-2018 15:59:18
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
178 Annual Report 2017-18
II.
Det
ails
of t
ran
sact
ion
s, in
the
ord
inar
y co
urs
e o
f bu
sin
ess
at c
om
mer
cial
term
s, a
nd
bal
ance
s w
ith
rel
ated
par
ties
as
men
tio
ned
in 3
8 (I
) ab
ove
:
S. N
o.
Par
ticu
lars
Join
t V
entu
res
Ref
er 3
8 (a
)A
sso
ciat
es R
efer
38
(b
)E
nti
ties
in w
hic
h K
ey
Man
agem
ent
per
son
nel
h
ave
con
tro
l/ S
ign
ifi ca
nt
infl
uen
ce R
efer
38
(d)(
iv)
Join
t V
entu
rers
R
efer
38
(c)
Key
Man
agem
ent
Per
son
nel
(K
MP
) R
efer
38
(d)
(i)&
(ii)
Rel
ativ
es o
f K
ey
Man
agem
ent
Per
son
nel
Ref
er 3
8 (d
) (i
ii)
Tota
l
Mar
ch
31, 2
018
Mar
ch
31, 2
017
Mar
ch
31, 2
018
Mar
ch
31, 2
017
Mar
ch 3
1,
2018
Mar
ch 3
1,
2017
Mar
ch
31, 2
018
Mar
ch
31, 2
017
Mar
ch
31, 2
018
Mar
ch
31, 2
017
Mar
ch
31, 2
018
Mar
ch
31, 2
017
Mar
ch
31, 2
018
Mar
ch
31, 2
017
1S
ale
of g
ood
s338
411
--
17
0-
0-
--
-355
411
2R
end
ering
of se
rvic
es
2194
1834
-0
35
35
--
--
-2
,23
41
,83
7
3S
ale
of fi x
ed
ass
ets
0-
--
2-
--
--
--
2-
4P
urc
hase
of g
ood
s34
9-
-349
-437
51
6-
--
-820
525
5P
urc
hase
of fi x
ed
ass
ets
/ c
ap
ital
ad
vance
-3
--
63
308
17
30
--
--
80
341
6P
urc
hase
of se
rvic
es
136
59
-20
545
272
10
5-
--
687
351
7R
oya
lty-
--
--
--
2-
--
--
2
8R
eim
bu
rsem
en
t m
ad
e (
net)
(5)
9-
(0)
16
24
2-
--
--
13
33
9R
em
unera
tion/s
ittin
g fees
of
Directo
rs &
KM
P #
--
--
00
87
29
37
--
37
44
10
Inte
rest
incom
e2
9-
-9
30
--
--
-11
12
11
Inte
rest
exp
ense
22
--
81
4-
--
--
-10
16
12
Div
iden
d p
aid
95
--
62
15
42
00
-3
21
1
13
Div
iden
d r
eceiv
ed
--
--
1-
--
--
--
1-
14
Cap
ital a
dva
nc
e g
iven d
uring
th
e y
ear
--
--
-36
--
--
--
-36
15
Ad
vance take
n6
--
--
--
--
--
-6
-
16
Ad
vance g
iven
--
--
63
--
--
--
-63
-
17
Loans
giv
en d
uring
the y
ear
1-
--
-75
8-
--
--
975
18
Loan take
n d
uring
the y
ear
75
441
--
13
101
--
--
--
88
542
19
Loans
rep
aid
during
the y
ear
--
--
13
257
--
--
--
13
257
20
Loans
receiv
ed
back
during
the
year
18
98
--
75
-8
--
--
-101
98
21
Security
dep
osi
ts g
iven
--
--
845
--
--
--
845
22
Security
dep
osi
ts r
eceiv
ed
back
--
--
-1
--
--
--
-1
23
Security
dep
osi
ts r
eceiv
ed
-36
--
--
--
--
--
-36
24
Security
dep
osi
ts r
ep
aid
--
--
2-
--
--
--
2-
25
Inve
stm
ents
sold
during
the y
ear
--
--
-121
185
--
--
-185
121
Bal
ance
s at
yea
r en
d26
Security
dep
osi
ts g
iven
55
--
93
178
--
--
--
98
183
27
Security
dep
osi
ts r
eceiv
ed
-36
--
-0
--
--
--
-36
28
Loan r
eceiv
ab
le0
18
--
75
145
--
--
--
75
163
29
Ad
vances
giv
en
to s
up
plie
r2
0-
-0
0-
--
--
-2
-
30
Ad
vance r
eceiv
ed
fro
m
cust
om
ers
47
69
--
--
--
--
--
47
69
31
Cap
ital a
dva
nc
e-
--
--
50
--
--
--
-50
32
Trad
e p
aya
ble
39
14
-1
145
37
120
126
0-
--
304
178
33
Trad
e r
eceiv
ab
le458
454
--
40
31
--
--
-499
457
34
Am
ount re
cove
rab
le9
--
--
1-
--
--
-9
1
35
Inte
rest
receiv
ab
le-
--
-0
5-
--
--
-0
5
36
Inte
rest
paya
ble
30
--
21
10
--
--
--
24
10
37
Loan p
aya
ble
161
414
--
150
130
--
--
--
311
544
# T
he c
ontr
ibutio
n t
o G
ratu
ity a
nd
leave
encash
ment
has
been m
ad
e o
n g
roup
basi
s and
sep
ara
te fi g
ure
s ap
plic
ab
le t
o a
ny
ind
ivid
ual em
plo
yee
are
no
t a
vaila
ble
. T
he
refo
re c
on
trib
utio
n t
o G
ratu
ity a
nd
le
ave
encash
me
nt has
not b
een c
onsi
dere
d in
ab
ove
com
puta
tion.
Book 1.indb 178Book 1.indb 178 22-09-2018 15:59:1822-09-2018 15:59:18
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 179
III. Related parties with whom transactions, the amount of which is in excess of 10% of the total related party transactions of the same type.
S. No.
Particulars Name of Related Party Relation(refer note)
Amount
March 31, 2018 March 31, 2017
1 Sale of goods Motherson Sumi Systems Ltd. 38 (I) (a) 273 301
Magneti Marelli Motherson Auto System Pvt. Ltd.
38 (I) (a) 20 42
2 Rendering of services Motherson Sumi Systems Ltd. 38 (I) (a) 404 456
SMP Deutschland GmbH (Boetzingen, DE)
38 (I) (a) 859 714
3 Sale of fi xed assets Motherson Auto Ltd. 38 (I) (d) (iv) 2 -
4 Purchase of goods Nachi-Fujikoshi Corporation, Japan
38 (I) (c) - 86
Sumitomo Electric Industries Ltd 38 (I) (c) 437 431
Systematic Conscom Ltd. 38 (I) (d) (iv) 349 -
5 Purchase of fi xed assets / capital advance
Systematic Conscom Ltd. 38 (I) (d) (iv) 63 307
Sumitomo Electric Industries Ltd 38 (I) (c) 17 30
6 Purchase of services Motherson Air Travel Agencies Ltd.
38 (I) (b) 118 20
Motherson Auto Ltd. 38 (I) (d) (iv) 280 169
Motherson Lease Solutions Ltd. 38 (I) (d) (iv) 105 69
Motherson Sumi Systems Ltd. 38 (I) (a) 88 31
7 Royalty Nachi-Fujikoshi Corporation, Japan
38 (I) (c) - 2
8 Reimbursement made (net)
Motherson Sumi Systems Ltd. 38 (I) (a) (17) 5
Motherson Bergstrom HVAC Solutions Pvt. Ltd
38 (I) (a) 4 (0)
MSSL Japan Limited. 38 (I) (a) 8 3
MSSL GmbH 38 (I) (a) (0) 9
Motherson Auto Ltd. 38 (I) (d) (iv) 9 21
Samvardhana Motherson Automotive Systems Group B.V.(SMRPBV)
38 (I) (a) - (7)
Motherson Air Travel Agencies Ltd
38 (I) (b) 7 1
9 Remuneration/sitting fees of Directors & KMP #
Mr. Ashok Tandon 38 (I) (d) (i) 15 11
Mr. Dhruv Mehra 38 (I) (d) (i) 10 8
Mr. Ramesh Dhar 38 (I) (d) (i) - 13
Ms. Pooja Mehra 38 (I) (d) (ii) 5 4
Soami Saran Saini 38 (I) (c) 4 4
Prashant Dalmia 38 (I) (c) 4 4
Book 1.indb 179Book 1.indb 179 22-09-2018 15:59:1822-09-2018 15:59:18
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
180 Annual Report 2017-18
S. No.
Particulars Name of Related Party Relation(refer note)
Amount
March 31, 2018 March 31, 2017
10 Interest income Samvardhana Motherson Polymers Ltd.
38 (I) (a) 0 7
Motherson Auto Ltd. 38 (I) (d) (iv) 2 2
Motherson Bergstrom HVAC Solutions Pvt. Ltd
38 (I) (a) 2 2
Spirited Auto Cars (I) Limited 38 (I) (d) (iv) 7 1
11 Interest expense MAS Middle East Ltd. (FZE) 38 (I) (d) (iv) 5 12
SCCL Infra Projects Limited 38 (I) (d) (iv) 2 2
MSSL Tooling (FZE) 38 (I) (a) 2 2
12 Dividend paid CTM India Ltd. 38 (I) (a) 7 5
Sumitomo Wiring Systems Ltd. , Japan
38 (I) (c) 5 -
Radha Rani Holdings Pte. Ltd 38 (I) (d) (iv) 6 2
Sumitomo Electric Industries Ltd. 38 (I) (c) 10 3
13 Dividend received Systematic Conscom Ltd. 38 (I) (d) (iv) 1 -
14 Capital advance given during the year
Systematic Conscom Ltd. 39 (I) (d) (iv) - 36
15 Advance taken SMR Automotive Systems India Limited
38 (I) (a) 3 -
SMR Automotive Mirror Technology Hungary Bt
38 (I) (a) 3 -
16 Advance given Systematic Conscom Ltd 38 (I) (d) (iv) 61 -
17 Loans given during the year
Spirited Auto Cars (I) Limited 38 (I) (d) (iv) - 75
Youngshin Components Co. Ltd. 38 (I) (c) 8 -
18 Loan taken during the year
SCCL Infra Projects Limited 38 (I) (d) (iv) 13 2
MAS Middle East Ltd. (FZE) 38 (I) (d) (iv) - 99
MSSL Tooling (FZE) 38 (I) (a) 75 441
19 Loans repaid during the year
MAS Middle East Ltd. (FZE) 38 (I) (d) (iv) - 257
SCCL Infra Projects Limited 38 (I) (d) (iv) 13 -
20 Loan received back during the year
Spirited Auto Cars (I) Limited 38 (I) (d) (iv) 75 -
Samvardhana Motherson Polymers Ltd.
38 (I) (a) - 98
21 Security deposits given
Motherson Lease Solutions Ltd. 38 (I) (d) (iv) 8 9
Motherson Auto Ltd. 38 (I) (d) (iv) - 36
22 Security deposits received back
Motherson Lease Solutions Ltd. 38 (I) (d) (iv) - 1
23 Security deposits received
SMP Deutschland GmbH 38 (I) (a) - 36
24 Security deposits repaid
Motherson Lease Solutions Ltd. 38 (I) (d) (iv) 2 -
Book 1.indb 180Book 1.indb 180 22-09-2018 15:59:1822-09-2018 15:59:18
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 181
S. No.
Particulars Name of Related Party Relation(refer note)
Amount
March 31, 2018 March 31, 2017
25 Investment sold during the year
Motherson Auto Ltd. 38 (I) (d) (iv) - 121
Nachi-Fujikoshi Corporation, Japan
38 (I) (c) 185 -
Balance at year end
26 Security deposits given
Motherson Lease Solutions Ltd. 38 (I) (d) (iv) 64 28
Motherson Auto Ltd. 38 (I) (d) (iv) 30 150
27 Security deposits received
SMP Deutschland GmbH 38 (I) (a) - 36
28 Loan receivable Spirited Auto Cars (I) Limited 38 (I) (d) (iv) 75 75
Systematic Conscom Ltd. 38 (I) (d) (iv) - 48
Motherson Bergstrom HVAC Solutions Pvt. Ltd
38 (I) (a) - 18
29 Advance given to supplier
Valeo Motherson Thermal Commercial Vehicles India Limited (formerly known as Spheros Motherson Thermal System Limited)
38 (I) (b) 2 -
Systematic Conscom Ltd. 38 (I) (d) (iv) - 1
30 Advance received from customers
Motherson Sumi Systems Ltd. 38 (I) (a) 39 60
31 Capital advance given
Motherson Auto Ltd. 38 (I) (d) (iv) - 50
32 Trade payable Systematic Conscom Ltd 38 (I) (d) (iv) 55 2
Motherson Auto Ltd. 38 (I) (d) (iv) 68 27
Sumitomo Electric Industries Ltd. 38 (I) (c) 120 85
Nachi-Fujikoshi Corporation, Japan
38 (I) (c) - 41
33 Trade receivable Motherson Sumi Systems Ltd. 38 (I) (a) 165 184
SMP Deutschland GmbH (Boetzingen, DE)
38 (I) (a) 92 111
SMR Automotive Mirrors Stuttgart GmbH
38 (I) (a) 22 48
34 Amount recoverable SMR Automotive Systems India Limited
38 (I) (a) - 0
AES (India) Engineering Ltd. 38 (I) (a) 2 -
Motherson Lease Solutions Ltd. 38 (I) (d) (iv) - 0
35 Interest receivable Motherson Auto Ltd. 38 (I) (d) (iv) 0 4
Spirited Auto Cars (I) Limited. 38 (I) (d) (iv) - 1
36 Interest payable MAS Middle East Ltd. (FZE) 38 (I) (d) (iv) 19 10
MSSL Tooling (FZE) 38 (I) (a) 3 -
37 Loan Payable MSSL Tooling (FZE) 38 (I) (a) 161 414
MAS Middle East Ltd. (FZE) 38 (I) (d) (iv) 108 94
SCCL Infra Projects Limited 38 (I) (d) (iv) 42 36
Book 1.indb 181Book 1.indb 181 22-09-2018 15:59:1822-09-2018 15:59:18
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
182 Annual Report 2017-18
39. Leases
a) Finance Leases:
Assets acquired on fi nance lease and hire purchase contract comprise property, plant and equipment. Most of the leases are renewable for further period on mutually agreeable terms and also include escalation clause.
The minimum lease payments and present value of minimum lease payments are as follows:
Minimum Lease PaymentsPresent value of Minimum
lease payments
March 31, 2018
March 31, 2017
March 31, 2018
March 31, 2017
Not later than one year 229 236 216 218
Later than 1 year and not later than 5 years 210 318 193 296
Later than 5 years 29 46 28 43
Total 468 600 437 557
Less: Finance charges 31 43
Present value of minimum lease payments 437 557
Disclosed under:
Other long term borrowings (Refer note 5) 221 339
Other Current Liabilities (Refer note 11) 216 218
b) Operating Leases:
The Group has signifi cant operating leases for premises. These lease arrangements range for a period between 11 months and 15 years, which include both cancellable and non-cancellable leases. Most of the leases are renewable for further period on mutually agreeable terms and also include escalation clauses. The Group has entered into some sub-leases and all such subleases are cancellable and are for a period of 11 months, with an option of renewal on mutually agreeable terms:
For theyear ended
March 31, 2018
For theyear ended
March 31, 2017
With respect to all operating leases;
Lease payments recognised in the Consolidated statement of profi t and loss during the year
5,157 4,405
Sub-lease payments received / receivable recognised in the Consolidated statement of profi t and loss during the year
103 106
The Group has taken various commercial premises, motor vehicles, plant and machinery under non-cancellable operating leases. The future minimum lease payments are as follows:
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Payable not later than 1 year 2,161 2,136
Payable later than 1 year and not later than 5 years 2,486 4,221
Payable later than 5 years 252 538
Book 1.indb 182Book 1.indb 182 22-09-2018 15:59:1822-09-2018 15:59:18
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 183
40. Earnings per share
Particulars For theyear ended
March 31, 2018
For theyear ended
March 31, 2017
Net profi t after tax available for equity shareholders (A) 18,006 8,070
Weighted average number of equity shares outstanding (Nos.) (B) 473,613,855 473,613,855
Basic and diluted earnings (in INR) per equity share of INR 10/- each. (Previous year INR 10/- each ) (A)/(B)
38.02 17.04
Note: The Company does not have any outstanding dilutive potential equity shares. Consequently, the basic and dilutive EPS of the Company remains the same.
41. Disclosure relating to entities considered in the consolidated fi nancial statements:
A. Details of subsidiaries which have been considered in these consolidated accounts are as follows:
Name of the CompanyCountry of
Incorporation
% voting power held as at Reporting Dates used for Consolidation
March31, 2018
March31, 2017
Motherson Sumi INfotech & Designs Ltd. India 53.67% 53.67% March 31, 2018
Samvardhana Motherson Virtual Analysis Ltd. (held by Motherson Sumi INfotech & Designs Ltd.)
India 100% 100% March 31, 2018
Motherson Auto Engineering Service Ltd. (held by Motherson Sumi INfotech & Designs Ltd.)
India 100% 100% March 31, 2018
MSID U.S. Inc. (held by Motherson Sumi INfotech & Designs Ltd.)
USA 100% 100% March 31, 2018
MothersonSumi Infotekk And Designs GmbH (held by Motherson Sumi INfotech & Designs Ltd.)
Germany 100% 100% March 31, 2018
MothersonSumi INfotech and Designs SG Pte. Ltd. (held by Motherson Sumi INfotech & Designs Ltd.)
Singapore 100% 100% March 31, 2018
MothersonSumi INfotech & Designs KK (held by MothersonSumi INfotech and Designs SG Pte. Ltd.)
Japan 85.71% 85.71% March 31, 2018
Saks Ancillaries Ltd. India 58.12% 58.12% March 31, 2018
Motherson Machinery and Automations Ltd. India 100% 100% March 31, 2018
Nachi Motherson Tool Technology Limited* India - 74% March 31, 2018
Tiger Connect Travel Systems & Solutions Ltd. India 100% 100% March 31, 2018
Motherson Molds and Diecasting Ltd. India 51% 51% March 31, 2018
Samvardhana Motherson Finance Services Cyprus Ltd. Cyprus 100% 100% March 31, 2018
Samvardhana Motherson Refrigeration Product Ltd India 100%100% - 100
SharesMarch 31, 2018
Samvardhana Motherson Holding (M) Private Ltd. (SMHPL)
Mauritius 100% 100% March 31, 2018
Motherson Advanced Tooling Solutions Ltd. India 100% 100% March 31, 2018
Motherson Auto Solutions Ltd. India 66% 66% March 31, 2018
Motherson Consultancies Service Limited India 100% 100% March 31, 2018
Motherson Sintermetal Technology Ltd. India 100% 88.85% March 31, 2018
Motherson Sintermetal Technology B.V. (held by Motherson Sintermetal Technology Ltd.)
Netherlands 100% 100% March 31, 2018
Motherson Sintermetal Products S.A. (held by Motherson Sintermetal Technology B.V.)
Spain 100% 100% March 31, 2018
Book 1.indb 183Book 1.indb 183 22-09-2018 15:59:1822-09-2018 15:59:18
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
184 Annual Report 2017-18
Name of the CompanyCountry of
Incorporation
% voting power held as at Reporting Dates used for Consolidation
March31, 2018
March31, 2017
Motherson Techno Tools Limited India 60% 60% March 31, 2018
Motherson Techno Tools Mideast FZE. (% held by Motherson Techno tools Limited)
UAE 100% 100% March 31, 2018
Samvardhana Motherson Auto System Private Limited India 100% 100% March 31, 2018
Samvardhana Motherson Auto Component Private Limited
India 100% 100% March 31, 2018
Motherson Invenzen Xlab Private Limited India 51% 51% March 31, 2018
MS Global Automative Private Limited India 100% - March 31, 2018
Samvardhana Motherson Adsys Tech Limited India 100% - March 31, 2018
*sold during the year
B. Details of Joint Venture Companies which have been considered in these consolidated accounts are as follows:
Name of the CompanyCountry of
Incorporation
% voting power held as at Reporting Dates used for Consolidation
March31, 2018
March31, 2017
Samvardhana Motherson Global Holding Limited (SMGHL) (% held By Samvardhana Motherson Holding (M) Private Limited)1 (Refer note 41 (C)
Cyprus 49% 49% March 31, 2018
Motherson Sumi Systems Limited (MSSL) (Refer note 41 (C)
India 33.43% 34.81% March 31, 2018
Anest Iwata Motherson Coating Equipment Private Limited
India 49% 49% March 31, 2018
Anest Iwata Motherson Private Limited India 49% 49% March 31, 2018
AES (India) Engineering Limited India 26% 26% March 31, 2018
Valeo Motherson Thermal Commercial Vehicles India Limited (formerly known as Spheros Motherson Thermal System Limited)
India 49% 49% March 31, 2018
Matsui Technologies India Limited India 50% 50% March 31, 2018
Fritzmeier Motherson Cabin Engineering Private Limited India 50% 50% March 31, 2018
Nissin Advanced Coating Indo Co. Private Limited India 49% 49% March 31, 2018
Magneti Marelli Motherson India Holding B.V. Netherlands 50% 50%December
31,2017
Magneti Marelli Motherson Auto System Private Ltd (% held by Magneti Marelli Motherson India Holding B.V.)
India 100% 100% March 31, 2018
CTM India Limited India 41% 41% March 31, 2018
Nachi Motherson Precision Private Limited* India - 49% March 31, 2018
Motherson Bergstrom HVAC Solution Private Limited India 50% 50% March 31, 2018
Magneti Marelli Motherson Shock Absorbers India Private Ltd.
India 50% 50% March 31, 2018
Samvardhana Motherson Polymers Limited1
(Refer note 41 (C))India 49% 49% March 31, 2018
Youngshin Motherson Auto Tech Limited India 50% - March 31, 2018
1 49% directly held by Company and 51% held by MSSL.
*sold during the year
Book 1.indb 184Book 1.indb 184 22-09-2018 15:59:1822-09-2018 15:59:18
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 185
C. Details of Subsidiaries / Associates / Joint Ventures of Motherson Sumi Systems Limited which have been considered in these consolidated accounts are as follows:
Name of the CompanyCountry of
Incorporation
% voting power held as at Reporting Dates used for Consolidation
March31, 2018
March31, 2017
MSSL Mauritius Holdings Limited Mauritius 100% 100% March 31, 2018
MSSL Mideast (FZE) UAE 100% 100% March 31, 2018
Motherson Electrical Wires Lanka Private Limited Sri Lanka 100% 100% March 31, 2018
MSSL (S) Pte. Limited Singapore 100% 100% March 31, 2018
MSSL (GB) Limited (Jointly held by the MSSL and MSSL Mideast (FZE))
UK 100% 100% March 31, 2018
Motherson Wiring System (FZE) (held by MSSL Mideast (FZE))
UAE 100% 100% March 31, 2018
MSSL Tooling (FZE) (held by MSSL Mideast (FZE)) UAE 100% 100% March 31, 2018
MSSL Ireland Private Limited (held by MSSL (GB) Limited as at March 31, 2017 and held by MMHL during previous year)
Ireland 100% 100% March 31, 2018
MSSL GmbH (held by MSSL Mideast (FZE)) Germany 100% 100% March 31, 2018
Samvardhana Motherson Invest Deutschland GmbH (held by MSSL GmbH)
Germany 100% 100% March 31, 2018
MSSL Advanced Polymers s.r.o.(held by MSSL GmbH)Czech
Republic100% 100% March 31, 2018
Motherson Orca Precision Technology GmbH (held by MSSL GmbH)
Germany 100% 95.10% March 31, 2018
MSSL s.r.l. Unipersonale (held by MSSL (GB) Limited as at March 31, 2017 and held by MSSL GMBH during previous year)
Italy 100% 100% March 31, 2018
Motherson Techno Precision México, S.A. de C.V (held by MSSL GmbH)
Mexico 100% 100% March 31, 2018
Samvardhana Motherson Polymers Management Germany GMBH (held by MSSL GmbH)
Germany 100% 100% March 31, 2018
Global Environment Management (FZC) (held by MSSL Mauritius Holdings Limited)
UAE 100% 78.82% March 31, 2018
Global Environment Management Australia Pty Limited (held by Global Environment Management (FZC))
Australia 100% 100% March 31, 2018
MSSL Australia Pty Limited (held by MMHL as at March 31, 2017 & held by MSSL (S) Pte. Limited during previous year)
Australia 80% 80% March 31, 2018
Motherson Elastomers Pty Limited (held by MSSL Australia Pty Limited)
Australia 100% 100% March 31, 2018
Motherson Investments Pty Limited (held by MSSL Australia Pty Limited)
Australia 100% 100% March 31, 2018
MSSL Global RSA Module Engineering Limited (held by MSSL Mauritius Holdings Limited)
South Africa 100% 100% March 31, 2018
Samvardhana Motherson Global Holdings Ltd. (SMGHL) (held by MSSL Mauritius Holdings Limited)
Cyprus 51% 51% March 31, 2018
MSSL Japan Limited (held by MSSL (S) Pte. Limited) Japan 100% 100% March 31, 2018
MSSL México, S.A. De C.V. (held by MSSL (S) Pte. Limited)
Mexico 100% 100% March 31, 2018
Book 1.indb 185Book 1.indb 185 22-09-2018 15:59:1822-09-2018 15:59:18
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
186 Annual Report 2017-18
Name of the CompanyCountry of
Incorporation
% voting power held as at Reporting Dates used for Consolidation
March31, 2018
March31, 2017
Vacuform 2000 (Proprietary) Limited (held by MSSL Mauritius Holdings Limited)
South Africa 51% 51% March 31, 2018
MSSL WH System (Thailand) Co., Ltd (held by MSSL (S) Pte. Ltd.)
Thailand 100% 100% March 31, 2018
MSSL Korea WH Limited (held by MSSL (S) Pte. Ltd.) Korea 100% 100% March 31, 2018
MSSL Automobile Component Ltd India 100% 100% March 31, 2018
Samvardhana Motherson Polymers Limited (SMPL) India 51% 51% March 31, 2018
MSSL Consolidated Inc. (held by MSSL (GB) Ltd.) USA 100% 100% March 31, 2018
MSSL Overseas Wiring System Ltd. (held by MSSL Consolidated Inc)
UK 100% 100% March 31, 2018
MSSL Wiring System Inc (held by MSSL Overseas Wiring System Ltd)
USA 100% 100% March 31, 2018
Alphabet de Mexico, S.A. de C.V. (held by MSSL (GB) Ltd.)
Mexico 100% 100% March 31, 2018
Alphabet de Mexico de Monclova, S.A. de C.V. (held by MSSL (GB) Ltd.)
Mexico 100% 100% March 31, 2018
Alphabet de Saltillo, S.A. de C.V. (held by MSSL (GB) Ltd.)
Mexico 100% 100% March 31, 2018
MSSL Wirings Juarez, S.A. de C.V. Mexico 100% 100% March 31, 2018
Samvardhana Motherson Automotive Systems Group B.V. (SMRPBV) (held by SMGHL and SMPL)
Netherlands 100% 100% March 31, 2018
Samvardhana Motherson Peguform GmbH (held by SMRPBV)
Germany 100% 100% March 31, 2018
SMP Deutschland GmbH (held by Samvardhana Motherson Peguform GmbH and SMGHL)
Germany 100% 100% March 31, 2018
SMP Automotive Technology Iberica S.L. (by SMRPBV) Spain 100% 100% March 31, 2018
SMP Automotive Technology Management Services (Changchun) Co. Ltd. (held by SMP Deutschland GmbH)
China 100% 100% March 31, 2018
SMP Automotive Technologies Teruel Sociedad Limitada (held by SMP Automotive Technology Iberica S.L.)
Spain 100% 100% March 31, 2018
SMP Automotive Systems Mexico S.A. de C.V. (held by SMP Automotive Technology Iberica S.L.)
Mexico 100%-1share 100%-1share March 31, 2018
Samvardhana Motherson Peguform Barcelona S.L.U (held by SMP Automotive Technology Iberica S.L.)
Spain 100% 100% March 31, 2018
SMP Logistik Service GmbH (held by SMP Deutschland GmbH)
Germany 100% 100% March 31, 2018
Samvardhana Motherson Peguform Automotive Technology Portugal S.A. (held by SMP Automotive Technology Iberica S.L.)
Portugal 100% 100% March 31, 2018
SMP Automotive Solutions Slovakia s.r.o (held by SMP Deutschland GmbH)
Slovakia 100% 100% March 31, 2018
Changchun Peguform Automotive Plastics Technology Co., Ltd.(held by SMP Deutschland GmbH)
China 50% +1share 50% +1share March 31, 2018
SMP Automotive Produtos Automotivos do Brasil Ltda. (held by SMP Automotive Technology Iberica S.L.)
Brazil 100%-1share 100%-1share March 31, 2018
Book 1.indb 186Book 1.indb 186 22-09-2018 15:59:1822-09-2018 15:59:18
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 187
Name of the CompanyCountry of
Incorporation
% voting power held as at Reporting Dates used for Consolidation
March31, 2018
March31, 2017
Foshan Peguform Automotive Plastics Technology Co. Ltd. (held by Changchun Peguform Automotive Plastics Technology Co., Ltd.)
China 100% 100% March 31, 2018
SMP Automotive Exterior GmbH (held by Samvardhana Motherson Peguform GmbH)
Germany 100% 100% March 31, 2018
SMP Automotive Interiors (Beijing) Co. Ltd (held by SMRPBV)
China 100% 100% March 31, 2018
Samvardhana Motherson Refl ectec Group Holdings Limited (SMR) (held by SMRPBV)
Jersey 98.45% 98.45% March 31, 2018
Samvardhana Motherson Innovative Autosystems BV & Co. KG (held by Samvardhana Motherson Peguform GmbH)
Germany 100% 100% March 31, 2018
SMR Automotive Holding Hong Kong Limited (held by SMR)
Hong Kong 100% 100% March 31, 2018
SMR Automotive Technology Holding Cyprus Limited (held by SMR)
Cyprus 100% 100% March 31, 2018
SMR Automotive Mirror Systems Holding Deutschland GmbH (held by SMR)
Germany 100% 100% March 31, 2018
SMR Automotive Mirrors Stuttgart GmbH (held by SMR Automotive Mirror Systems Holding Deutschland GmbH)
Germany 100% 100% March 31, 2018
SMR Automotive Modules Korea Ltd (formerly known as SMR Poong Jeong Automotive Mirrors Korea Ltd.) (held by SMR Automotive Mirror Systems Holding Deutschland GmbH)
South Korea 100% 100% March 31, 2018
SMR Hyosang Automotive Ltd. (held by SMR) South Korea 100% 100% March 31, 2018
SMR Holding Australia Pty Ltd. (held by SMR) Australia 100% 100% March 31, 2018
SMR Automotive Australia Pty Limited (held by SMR) Australia 100% 100% March 31, 2018
SMR Automotive Mirror Technology Hungary BT (held by SMR)
Hungary 100% 100% March 31, 2018
SMR Grundbesitz GmbH & Co. KG (held by SMR) Germany 93.07% 93.07% March 31, 2018
SMR Automotive (Langfang) Co. Ltd (held by SMR Automotive Modules Korea Ltd)
China 100% 100% March 31, 2018
SMR Automotive Mirror Parts and Holdings UK Ltd (held by SMR)
UK 100% 100% March 31, 2018
SMR Automotive Mirrors UK Limited (held by SMR) UK 100% 100% March 31, 2018
SMR Automotive Technology Valencia S.A.U. (held by SMR)
Spain 100% 100% March 31, 2018
SMR Automotive Mirror International USA Inc. (held by SMR)
USA 100% 100% March 31, 2018
SMR Automotive Systems USA Inc. (held by SMR) USA 100% 100% March 31, 2018
SMR Automotive Systems France S.A. (held by SMR Automotive Technology Holding Cyprus Limited)
France 100% 100% March 31, 2018
SMR Automotive Systems India Limited (Jointly held by the MSSL and SMR Automotive Technology Holding Cyprus Ltd)
India 100% 100% March 31, 2018
SMR Automotive Yancheng Co. Limited (held by SMR Automotive Holding Hong Kong Limited)
China 100% 100% March 31, 2018
Book 1.indb 187Book 1.indb 187 22-09-2018 15:59:1822-09-2018 15:59:18
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
188 Annual Report 2017-18
Name of the CompanyCountry of
Incorporation
% voting power held as at Reporting Dates used for Consolidation
March31, 2018
March31, 2017
SMR Automotive Beijing Company Limited (held by SMR Automotive Holding Hong Kong Limited)
China 100% 100% March 31, 2018
SMR Automotive Mirror Technology Holding Hungary KFT (held by SMR Automotive Technology Holding Cyprus Limited)
Hungary 100% 100% March 31, 2018
SMR Automotive Systems Spain S.A.U (held by SMR) Spain 100% 100% March 31, 2018
SMR Automotive Vision Systems Mexico S.A de C.V (held by SMR)
Mexico 100% 100% March 31, 2018
SMR Automotive Servicios Mexico S.A de C.V (held by SMR) - under liquidation
Mexico 100% 100% March 31, 2018
SMR Patents S.à.r.l. (held by SMR) Luxembourg 100% 100% March 31, 2018
SMR Automotive Beteiligungen Deutschland GmbH (held by SMR)
Germany 100% 100% March 31, 2018
SMR Automotive Brasil Ltda. (held by SMR) Brazil 100% 100% March 31, 2018
SMR Automotives Systems Macedonia Dooel Skopje (held by SMR)
Macedonia 100% 100% March 31, 2018
SMR Automotive System (Thailand) Limited (held by SMR Automotive Technology Holding Cyprus Limited)
Thailand 100% 100% March 31, 2018
SMR Automotive Operations Japan K.K. (held by SMR) Japan 100% 100% March 31, 2018
SMR Automotive Vision System Operations USA INC. (held by SMR)
USA 100% 100% March 31, 2018
SMR Mirror UK Limited (held by SMR) UK 100% 100% March 31, 2018
Samvardhana Motherson Innovative Autosystems Holding Company BV (held by SMR)
Netherlands 100% 100% March 31, 2018
SM Real Estate GmbH (held by SMP Automotive Exterior GmbH)
Germany 94.80% 94.80% March 31, 2018
Samvardhana Motherson Innovative Autosystems de Mexico, S.A. de C.V. (held jointly by SMR & SMP)
Mexico 100% 100% March 31, 2018
Samvardhana Motherson Global (FZE) (Held by SMR) UAE 100% 100% March 31, 2018
SMP Automotive Systems Alabama Inc. USA 100% 100% March 31, 2018
Motherson Innovations Company Limited (Held by SMR) UK 100% 100% March 31, 2018
Motherson Innovations Deutschland GmbH Germany 100% 100% March 31, 2018
SAKS Ancillaries Limited India 40.01% 40.01% March 31, 2018
Re time Pty Limited (held by SMR) Australia 35% 35% March 31, 2018
Kyungshin Industrial Motherson Limited India 50% 50% March 31, 2018
Calsonic Kansei Motherson Auto Products Private Limited India 49% 49% March 31, 2018
Ningbo SMR Huaxiang Automotive Mirrors Co. Ltd. (through SMR)
China 50% 50% March 31, 2018
Chongqing SMR Huaxiang Automotive Products Limited (through SMR)
China 50% 50% March 31, 2018
Celulosa Fabril S.A. (CEFA) (through SMP Automotive Technology Iberica S.L.)
Spain 50% 50% March 31, 2018
Modulos Ribera Alta S.L. Unipersonal (held by Celulosa Fabril S.A.)
Spain 100% 100% March 31, 2018
Book 1.indb 188Book 1.indb 188 22-09-2018 15:59:1822-09-2018 15:59:18
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 189
Name of the CompanyCountry of
Incorporation
% voting power held as at Reporting Dates used for Consolidation
March31, 2018
March31, 2017
Eissmann SMP Automotive Interieur Slovensko s.r.o (through SMP Deutschland GmbH )
Slovakia 49% 49% March 31, 2018
Motherson Polymers Compounding Solution Limited (Formerly known as Samvardhana Motherson Nippisun Technology Ltd)
India 100% 100% March 31, 2018
MSSL Manufacturing Hungary Kft (held by MSSL GMBH) Hungary 100% 100% March 31, 2018
SMR Automotive Industries RUS Limited Liability Company (incorporated on 03.10.2016) (held by SMR)
Russia 100% 100% March 31, 2018
Motherson Innovations Lights GmbH & Co KG (formerly Kobek Siebdruck GmbH & Co. KG – acquired on 02.01.2017 held by Samvardhana Motherson Peguform GmbH)
Germany 100% 100% March 31, 2018
Motherson Innovations Lights Verwaltungs GmbH (formerly Kobek Verwaltungs GmbH - acquired on 02.01.2017 held by Motherson Innovations Lights GmbH & Co KG)
Germany 100% 100% March 31, 2018
MSSL Estonia WH OÜ (incorporated on 30.01.2017) (held by MSSL (GB) Limited)
Estonia 100% 100% March 31, 2018
PKC Group Plc (held by MSSL Estonia WH OÜ) * Finland 100% 100% March 31, 2018
PKC Wiring Systems Oy (held by PKC Group Plc)* Finland 100% 100% March 31, 2018
PKC Netherlands Holding B.V. (held by PKC Group Plc)* Netherlands 100% 100% March 31, 2018
PKC Group Poland Sp. z o.o. (held by PKC Eesti AS)* Poland 100% 100% March 31, 2018
PKC Wiring Systems Llc (held by PKC Wiring Systems Oy )*
Serbia 100% 100% March 31, 2018
PKC Group APAC Limited (held by PKC Wiring Systems Oy)*
Hong Kong 100% 100% March 31, 2018
PKC Group Canada Inc. (held by PKC Wiring Systems Oy)*
Canada 100% 100% March 31, 2018
PKC Group USA Inc. (held by PKC Wiring Systems Oy )* USA 100% 100% March 31, 2018
PKC Group Mexico S.A. de C.V. (held by PKC Wiring Systems Oy)*
Mexico 100% 100% March 31, 2018
Project del Holding S.a.r.l. (held by PKC Wiring Systems Oy)*
Luxembourg 100% 100% March 31, 2018
PK Cables do Brasil Ltda (Jointly held by PKC Wiring Systems Oy & Project Del Holding S.à.r.l.)*
Brazil 100% 100% March 31, 2018
PKC Eesti AS (held by PKC Wiring Systems Oy)* Estonia 100% 100% March 31, 2018
TKV-sarjat Oy (held by PKC Wiring Systems Oy)* Finland 100% 100% March 31, 2018
PKC SEGU Systemelektrik GmbH (held by PKC Wiring Systems Oy)*
Germany 100% 100% March 31, 2018
PK Cables Nederland B.V. (held by PKC Netherlands Holding B.V.)*
Netherlands 100% 100% March 31, 2018
Groclin Luxembourg S.à r.l. (held by PKC Group Poland Holding Sp. z o.o.)*
Luxembourg 100% 100% March 31, 2018
PKC Vehicle Technology (Suzhou) Co., Ltd. (held by PKC Group APAC Limited )*
China 100% 100% March 31, 2018
AEES Inc. (held by PKC Group USA Inc.)* USA 100% 100% March 31, 2018
Book 1.indb 189Book 1.indb 189 22-09-2018 15:59:1922-09-2018 15:59:19
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
190 Annual Report 2017-18
Name of the CompanyCountry of
Incorporation
% voting power held as at Reporting Dates used for Consolidation
March31, 2018
March31, 2017
PKC Group Lithuania UAB (held by PKC Eesti AS )* Lithuania 100% 100% March 31, 2018
PKC Group Poland Holding Sp. z o.o. (Acquired on March 29, 2017 held by PKC Wiring Systems Oy )*
Poland 100% 100% March 31, 2018
OOO AEK (held by PKC Eesti AS )* Russia 100% 100% March 31, 2018
Kabel-Technik-Polska Sp. z o.o. (held by Groclin Luxembourg S.à r.l.)*
Poland 100% 100% March 31, 2018
AEES Power Systems Limited partnership (Jointly held by T.I.C.S. Corporation & AEES Inc.)*
USA 100% 100% March 31, 2018
T.I.C.S. Corporation (held by AEES Inc.)* USA 100% 100% March 31, 2018
Fortitude Industries Inc. (held by AEES Inc.)* USA 100% 100% March 31, 2018
AEES Manufactuera, S. De R.L de C.V. (held by Project del Holding S.a.r.l.)*
Mexico 100% 100% March 31, 2018
Cableodos del Norte II, S. de R.L de C.V. (held by Project del Holding S.a.r.l.)*
Mexico 100% 100% March 31, 2018
Manufacturas de Componentes Electricos de Mexico S. de R.L de C.V. (held by Project del Holding S.a.r.l.)*
Mexico 100% 100% March 31, 2018
Arneses y Accesorios de México, S. de R.L de C.V. (held by Project del Holding S.a.r.l.)*
Mexico 100% 100% March 31, 2018
Asesoria Mexicana Empresarial, S. de R.L de C.V. (held by Project del Holding S.a.r.l.)*
Mexico 100% 100% March 31, 2018
Arneses de Ciudad Juarez, S. de R.L de C.V. (held by Project del Holding S.a.r.l.)*
Mexico 100% 100% March 31, 2018
PKC Group de Piedras Negras, S. de R.L. de C.V. (held by Project del Holding S.a.r.l.)*
Mexico 100% 100% March 31, 2018
PKC Group AEES Commercial S. de R.L de C.V (held by Project del Holding S.a.r.l.)*
Mexico 100% 100% March 31, 2018
Jiangsu Huakai-PKC Wire Harness Co., Ltd. (held by PKC Group APAC Limited )*
China 50% 50% March 31, 2018
PKC Vechicle Technology (Hefei) Co, Ltd. (held by PKC Group APAC Limited )*
China 50% 50% March 31, 2018
Shenyang SMP Automotive Components Co. Ltd. (held by Changchun Peguform Automotive Plastics Technology Co., Ltd.) (incorporated on August 22, 2017)
China 100% - March 31, 2018
Tianjin SMP Automotive Component Company Limited (held by Changchun Peguform Automotive Plastics Technology Co., Ltd.) (incorporated on March 06, 2018)
China 100% - March 31, 2018
Shangdong Huakai-PKC Wire Harness Co., Ltd. (held by Jiangsu Huakai-PKC Wire Harness Co., Ltd. )
China 50% - March 31, 2018
Hubei Zhengao PKC Automotive Wiring Company Ltd. (held by PKC)
China 40% - March 31, 2018
Motherson Air Travel Pvt Ltd (held by MSSL GMBH) Ireland 100% - March 31, 2018
* Acquired on March 27, 2017 (Refer note 52)
Book 1.indb 190Book 1.indb 190 22-09-2018 15:59:1922-09-2018 15:59:19
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 191
42. Interests in Joint Ventures
The Group’s interests, as a venture, in jointly controlled entities as at March 31, 2018 are:
Name of the CompanyCountry of
Incorporation
% voting power held as at
March31, 2018
March31, 2017
Samvardhana Motherson Global Holding Limited (Consolidated) (held by Samvardhana Motherson Holding (M) Private Limited)
Cyprus 49% 49%
Motherson Sumi Systems Limited (Consolidated) India 33.43% 34.81%
Anest Iwata Motherson Coating Equipment Private Limited India 49% 49%
Anest Iwata Motherson Private Limited India 49% 49%
AES (India) Engineering Limited India 26% 26%
Valeo Motherson Thermal Commercial Vehicles India Limited (formerly known as Spheros Motherson Thermal System Limited)
India 49% 49%
Matsui Technologies India Limited India 50% 50%
Fritzmeier Motherson Cabin Engineering Private Limited India 50% 50%
Nissin Advanced Coating Indo Co. Private Limited India 49% 49%
Magneti Marelli Motherson India Holding B.V. Netherlands 50% 50%
Magneti Marelli Motherson Auto System Private Ltd (% held by Magneti Marelli Motherson India Holding B.V.)
India 100% 100%
CTM India Limited India 41% 41%
Nachi Motherson Precision Private Limited India - 49%
Motherson Bergstrom HVAC Solution Private Limited India 50% 50%
Magneti Marelli Motherson Shock Absorbers India Private Ltd. India 50% 50%
Samvardhana Motherson Polymers Limited (Consolidated) India 49% 49%
Youngshin Motherson Auto Tech Limited India 50% -
Following amounts represent the Group’s share of the contingent liabilities and capital commitment of the joint ventures:
Particulars As atMarch 31, 2018
As atMarch 31, 2017
Contingent Liabilities
Excise matters 17 23
Sales tax matters 27 76
Service tax matters 12 16
Claims made by workmen 42 25
Income tax matters 158 84
Unfi lled export commitment under EPCG scheme 112 124
Bank guarantees 247 330
Others 1,264 502
Capital Commitment 8,308 2,242
Book 1.indb 191Book 1.indb 191 22-09-2018 15:59:1922-09-2018 15:59:19
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
192 Annual Report 2017-18
43. Provisions
Warranty
A provision is recognized for expected warranty claims on products sold during the last year, based on past experience of the level of repairs and returns. Due to the very nature of such costs, it is not possible to estimate the uncertainties relating to the outfl ows of economic benefi ts.
Onerous Contracts
Onerous contracts represent management’s best estimate of the amount by which the expected benefi ts from certain specifi c contracts are lower than the unavoidable cost of meeting its obligations under those contracts. The time frame within which such provisions will unwind varies by contract.
Litigations
Provision for litigations/disputes represents claims against the Group not acknowledged as debts that are expected to materialise in respect of matters in litigation.
Provision for litigation has been created in respect of following matters:
a) Labour claims - INR 97 million (Previous year : INR 64 million): Amount of the provision relates to claims against the Group in respect of overtime payment, salary parity payment, tenure / damages caused by labour related diseases and labour accidents.
b) Tax and other claims - INR 9 million (Previous year : INR 94 million): Amount of the provision relates to claims against the Group in respect of sales tax , excise and entry tax demands including interest thereon, where applicable, being contested by the Group. It is not practicable for the Group to estimate the timings of cash outfl ows, if any, in respect of the above pending resolution of the respective proceedings.
c) Litigation Cost - INR Nil (Previous year : INR 210 million): Amount of provision relates to costs to be incurred in respect of compensation claim, on Cross Industries (former shareholder of Peguform Group (subsidiary of MSSL)) for violation of obligations of the share purchase agreement, fi led with International Chamber of Commerce.
The Group has the following provisions in the books of account:
Warranty Onerous Contracts Litigations
March 31, 2018
March 31, 2017
March 31, 2018
March 31, 2017
March 31, 2018
March 31, 2017
Opening Balance 1,114 1,238 9 10 368 212
Deletion on account of change in share holding*
(16) (18) - (0) (5) (3)
Additions during the year 562 325 - - 16 271
Utilised / Reversed during the year
(361) (369) (10) - (299) (97)
Exchange translation adjustment
114 (62) 1 (1) 26 (15)
Closing balance 1,413 1,114 - 9 106 368
Classifi ed as Non – Current (Refer Note 8)
235 112 - - 44 64
Classifi ed as Current (Refer Note 12)
1,178 1,002 - 9 62 304
*On account of change in shareholding in Motherson Sumi Systems Limited consequent to sale of shares held by Company and sale of shareholding in Nachi Motherson Tool Technology Limited and Nachi Motherson Precision Private Limited (Previous year: on account of change in holding in Motherson Sumi Systems Limited consequent to preferential and QIB allotment to other shareholders).
Book 1.indb 192Book 1.indb 192 22-09-2018 15:59:1922-09-2018 15:59:19
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 193
44 Additional information required by Schedule III
March 31, 2018:
Name of entity Net Assets1
As at March 31, 2018Share in profi t or (loss)1
For the year ended March 31, 2018
As a % of Consolidated
Net Assets
Amount As a % of Consolidated Profi t / (loss)
Amount
Samvardhana Motherson International Limited 23 14,673 45 8,178
Subsidiaries:
Indian:
SAKS Ancillaries Limited 0 99 0 7
Motherson Machinery and Automations Limited 0 9 0 (0)
Nachi Motherson Tool Technology Limited - - 0 0
Tigers Connect Travel Systems & Solutions Limited 6 3,635 0 (21)
Motherson Molds and Diecasting Limited 0 163 0 38
Motherson Advanced Tooling Solutions Limited 0 (139) 0 15
Motherson Auto Solutions Limited 4 2,743 0 (40)
MothersonSumi Infotech & Designs Limited 1 509 1 99
Samvardhana Motherson Virtual Analysis Limited 0 9 0 0
Motherson Auto Engineering Service Limited 0 (37) 0 5
MSID US Inc. 0 16 0 10
MothersonSumi Infotekk And Designs GmbH 0 61 0 18
MothersonSumi INfotech and Designs SG Pte. Limited
0 7 0 2
MothersonSumi INfotech & Designs KK 0 (87) 0 (31)
Motherson Consultancies Service Limited 0 (8) 0 32
Motherson Sintermetal Technology Limited (2) (1,503) (7) (1,190)
Motherson Sintermetal Technology B.V. 2 1,053 0 (26)
Motherson Sintermetal Products S.A. 0 201 (2) (313)
Motherson Techno Tools Limited 2 1,037 1 115
Motherson Techno Tools Mideast 0 189 0 17
Samvardhana Motherson Auto Component Private Limited
0 (89) (1) (119)
Samvardhana Motherson Auto System Private Limited
0 (26) 0 (26)
Samvardhana Motherson Refrigeration Product Limited
0 (172) 0 (5)
Motherson Invenzen XLab Pvt. Limited 0 (101) 0 (62)
MS Global India Automotive Private Limited 1 397 0 33
Samvardhana Motherson Adsys Tech Limited 0 7 0 (39)
Book 1.indb 193Book 1.indb 193 22-09-2018 15:59:1922-09-2018 15:59:19
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
194 Annual Report 2017-18
Name of entity Net Assets1
As at March 31, 2018Share in profi t or (loss)1
For the year ended March 31, 2018
As a % of Consolidated
Net Assets
Amount As a % of Consolidated Profi t / (loss)
Amount
Foreign:
Samvardhana Motherson Finance Services Cyprus Limited
1 539 (1) (235)
Samvardhana Motherson Holding (M) Pvt. Limited (1) (701) 0 (6)
Associates (As per equity method)
Foreign:
Hubei Zhengao PKC Automotive Wiring Company Limited
0 229 0 19
Re time Pty Limited 0 6 0 (3)
Joint Ventures (As per proportionate consolidation)
Indian:
AES (India) Engineering Limited 0 9 0 (4)
Anest Iwata Motherson Private Limited 0 241 0 31
Anest Iwata Motherson Coating Equipment Limited 0 45 0 13
CTM India Limited 0 243 0 68
Fritzmeier Motherson Cabin Engineering Private Limited
0 286 0 42
Matsui Technologies India Limited 0 50 0 17
Magneti Marelli Motherson Auto System Private Limited
1 846 1 241
Motherson Sumi Systems Limited 33 20,587 16 2,913
Nissin Advanced Coating Indo Co. Private Limited 0 56 0 (1)
Nachi Motherson Precision Private Limited - - 0 0
Magneti Marelli Motherson Shock Absorbers India Private Limited
1 383 0 4
Valeo Motherson Thermal Commercial Vehicles India Limited (Formerly Spheros Motherson Thermal System Limited)
0 98 0 29
Motherson Bergstrom HVAC Solutions Pvt. Limited 0 12 0 2
Youngshin Motherson Auto Tech Limited 0 53 0 (2)
Samvardhana Motherson Polymers Limited 1 434 0 (1)
MSSL Automobile Component Limited 0 0 0 (0)
Motherson Polymers Compounding Solution Limited 0 2 0 (3)
Kyungshin Industrial Motherson Limited 1 618 1 141
Calsonic Kansei Motherson Auto Products Private Limited
0 183 0 43
Book 1.indb 194Book 1.indb 194 22-09-2018 15:59:1922-09-2018 15:59:19
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 195
Name of entity Net Assets1
As at March 31, 2018Share in profi t or (loss)1
For the year ended March 31, 2018
As a % of Consolidated
Net Assets
Amount As a % of Consolidated Profi t / (loss)
Amount
Foreign:
Magneti Marelli Motherson India Holding B.V. 0 246 0 (3)
Samvardhana Motherson Refl ectec Group Holdings Limited
23 14,606 14 2,610
SMR Automotive Technology Holding, Cyprus Limited
11 7,014 4 780
SMR Automotive Brasil LTDA. 1 934 1 166
SMR Automotive Mirror Technology Holding Hungary KFT
4 2,342 5 911
SMR Holding Australia Pty Limited 3 1,664 5 908
SMR Automotive Australia Pty Limited 2 1,213 4 638
SMR Automotive Mirror Technology, Hungary BT 6 3,575 0 (56)
SMR Automotive Systems, France S.A. (1) (659) (4) (639)
SMR Automotive Systems India Limited 3 2,123 3 576
SMR Automotive System (Thailand) Limited 1 469 0 (31)
SMR Automotive Mirror Parts and Holdings, UK Limited
17 10,368 8 1,409
SMR Patents S.à.r.l. 0 (3) 0 1
SMR Automotive Technology Valencia S.A.U. 0 177 0 (7)
SMR Automotive Mirrors UK Limited 1 389 1 260
SMR Automotive Mirror Systems Holding Deutschland GmbH
2 1,492 6 1,153
SMR Hyosang Automotive Limited 2 1,543 1 95
SMR Automotive Modules Korea Limited 6 3,683 3 542
SMR Automotive Beteiligungen Deutschland GmbH 0 201 0 46
SMR Automotive Systems Spain SAU 1 510 3 619
SMR Automotive Servicios Mexico S.A. de C.V. 0 47 0 (0)
SMR Automotive Vision Systems Mexico S.A. de C.V. 3 2,084 3 518
SMR Automotive Mirror Stuttgart GmbH 2 953 2 399
SMR Grundbesitz GmbH & Co. KG 1 346 0 29
SMR Mirror UK Limited 4 2,281 7 1,314
SMR Automotive Systems USA Inc. 8 5,208 21 3,729
SMR Automotive Mirror International USA Inc. 18 11,199 18 3,188
SMR Automotive Vision System Operations USA INC 6 3,978 1 186
SMR Automotive Beijing Company Limited 1 358 0 3
SMR Automotive Yancheng Co. Limited 1 714 0 (37)
Book 1.indb 195Book 1.indb 195 22-09-2018 15:59:1922-09-2018 15:59:19
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
196 Annual Report 2017-18
Name of entity Net Assets1
As at March 31, 2018Share in profi t or (loss)1
For the year ended March 31, 2018
As a % of Consolidated
Net Assets
Amount As a % of Consolidated Profi t / (loss)
Amount
SMR Automotive Holding Hong Kong Limited 0 199 0 (1)
SMR Automotive Operations Japan k.k. 0 59 0 10
SMR Automotive (Langfang) Co. Limited 0 8 (1) (185)
SMR Automotives Systems Macedonia Dooel Skopje 0 (14) 0 1
SMR Automotive Industries RUS Limited Liability Company
0 20 0 (6)
Samvardhana Motherson Peguform GmbH (2) (944) (7) (1,238)
SMP Automotive Exterior GmbH 1 344 (5) (909)
SMP Deutschland GmbH 20 12,331 34 6,145
SMP Logistik Service GmbH 0 43 0 2
SMP Automotive Solutions Slovakia s.r.o. (2) (1,393) (1) (100)
Changchun Peguform Automotive Plastics Technology Limited
12 7,603 15 2,734
Foshan Peguform Automotive Plastics Technology Co. Limited
0 206 0 (2)
Shenyang SMP Automotive Components Co. Limited
0 61 0 -
SMP Automotive Technology Management Services (Changchun) Co. Limited
0 (34) 0 (19)
SMP Automotive Interiors (Beijing) Co. Limited 1 390 2 347
SMP Automotive Technology Iberica S.L. 6 3,559 1 166
SMP Automotive Technologies Teruel Sociedad Limitada
0 221 1 96
Samvardhana Motherson Peguform Barcelona S.L.U 1 441 2 337
SMP Automotive Produtos Automotivos do Brasil LTDA
(2) (1,486) (10) (1,749)
SMP Automotive Systems México, S. A. de C. V. 6 3,744 5 974
Samvardhana Motherson Peguform Automotive Technology Portugal, S.A.
1 346 1 192
Celulosa Fabril (Cefa) S.A. 3 2,126 4 659
Modulos Ribera Alta S.L. Unipersonal 3 2,096 2 368
Samvardhana Motherson Innovative Autosystems B.V. & Co. KG
6 3,624 2 448
Samvardhana Motherson Innovative Autosystems Holding Company B.V.
0 7 0 0
Samvardhana Motherson Innovative Autosystems de Mexico, S.A. de C.V.
1 649 1 110
SM Real Estate GmbH 0 100 0 38
Book 1.indb 196Book 1.indb 196 22-09-2018 15:59:1922-09-2018 15:59:19
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 197
Name of entity Net Assets1
As at March 31, 2018Share in profi t or (loss)1
For the year ended March 31, 2018
As a % of Consolidated
Net Assets
Amount As a % of Consolidated Profi t / (loss)
Amount
Motherson Innovations Lights GmbH & Co. KG 0 10 0 2
Motherson Innovations Lights Verwaltungs GmbH 0 2 0 0
SMP Automotive Systems Alabama Inc. (5) (2,984) (12) (2,181)
PKC group Plc 6 3,735 0 (10)
PKC Nederland Holding B.V 1 334 0 66
PK Cables Nederland B.V. 0 2 0 0
PKC Wiring Systems Oy 3 1,651 (3) (500)
PKC Group Poland Sp. z o.o. 0 (42) (1) (147)
PKC SEGU Systemelektrik GmbH 0 (68) 0 (49)
PKC Wiring Systems Llc 0 147 0 (32)
PKC Eesti AS 6 3,716 2 412
TKV-Sarjat Oy 0 2 0 (0)
OOO AEK 0 103 0 25
PKC Group Lithuania UAB 0 73 0 (11)
PK Cables do Brasil LTDA 1 375 0 (14)
PKC Group Canada Inc. 0 125 0 3
PKC Group Mexico S.A. de C.V. 0 48 0 (1)
Project Del Holding S.à.r.l. 1 439 0 27
AEES Manufacturera, S. De R.L. de C.V 0 282 0 30
Arneses de Ciudad Juarez, S. de R.L. de C.V. 0 11 0 4
Arneses y Accesorios de México, S. de R.L. de C.V. 0 101 0 40
Cableados del Norte II, S. de R.L. de C.V. 0 53 0 16
Asesoria Mexicana Empresarial, S. de R.L. de C.V. 0 30 0 3
Manufacturas de Componentes Electricos de Mexico S. de R.L de C.V.
0 1 0 (0)
PKC Group de Piedras Negras, S. de R.L. de C.V. 0 11 0 6
PKC Group AEES Commercial, S. de R.L. de C.V. 0 7 0 3
PKC Group USA Inc. (5) (3,187) (2) (291)
AEES Inc. 3 2,128 3 497
AEES Power Systems Limited Partnership 1 487 0 55
Fortitude Industries Inc. (dba ATM) 0 246 0 38
PKC Vehicle Technology (Hefei) Co., Limited 0 191 0 (45)
PKC Vehicle technology (Suzhou) Co. Limited 0 (164) 0 (65)
Jiangsu Huakai-PKC Wire Harness Co., Limited 2 1,150 2 298
Shandong Huakai-PKC Wire Harness Co. Limited 0 50 0 (21)
Book 1.indb 197Book 1.indb 197 22-09-2018 15:59:1922-09-2018 15:59:19
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
198 Annual Report 2017-18
Name of entity Net Assets1
As at March 31, 2018Share in profi t or (loss)1
For the year ended March 31, 2018
As a % of Consolidated
Net Assets
Amount As a % of Consolidated Profi t / (loss)
Amount
PKC Group APAC Limited (1) (459) 0 (76)
Kabel Technik Polska Sp. z o.o. 1 334 0 18
PKC Group Poland Holding Sp. z o.o. 0 271 0 (4)
Groclin Luxembourg S.à r.l. 1 601 0 (1)
MSSL Mideast (FZE) 13 8,386 1 165
MSSL GB Limited 16 10,064 1 135
MSSL Mauritius Holdings Limited 2 1,380 1 156
Samvardhana Motherson Global Holdings Limited Cyprus
94 58,913 0 17
MSSL (S) Pte Limited 0 299 0 (1)
Motherson Electrical Wires Lanka Private Limited 0 157 0 60
MSSL Consolidated Inc. USA 1 565 0 (25)
MSSL Wiring Systems Inc 2 1,001 2 274
Alphabet De Mexico S.A. de C.V 0 131 0 24
Alphabet De Saltillo S.A. de C.V. 0 53 0 10
Alphabet De Mexico de Monclova S.A. de C.V 0 65 0 14
MSSL Wirings Juarez S.A. de C.V. 0 2 0 1
MSSL Japan Limited 0 30 0 (7)
MSSL Mexico S.A. De C.V. 0 148 0 23
MSSL WH System (Thailand) Co. Limited 0 46 0 29
MSSL Korea WH Limited 0 (1) 0 1
MSSL Ireland Private Limited 0 9 0 1
MSSL s.r.l. Unipersonale 0 3 0 1
MSSL Estonia WH OÜ 0 (100) 1 247
MSSL Australia Pty Limited 0 76 0 3
Motherson Elastomers Pty Limited 0 122 0 31
Motherson Investments Pty Limited 0 1 0 2
MSSL Global RSA Module Engineering Limited 1 462 1 161
Vacuform 2000 (Proprietary) Limited 0 9 0 23
MSSL GMBH 1 433 0 (3)
Samvardhana Motherson Invest Deutschland GmbH 0 27 0 (0)
MSSL Advanced Polymers s.r.o. 0 182 0 31
Motherson Orca Precision Technology GmbH 0 33 0 3
Samvardhana Motherson Polymers Management Germany GMBH
0 1 0 (0)
Book 1.indb 198Book 1.indb 198 22-09-2018 15:59:1922-09-2018 15:59:19
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 199
Name of entity Net Assets1
As at March 31, 2018Share in profi t or (loss)1
For the year ended March 31, 2018
As a % of Consolidated
Net Assets
Amount As a % of Consolidated Profi t / (loss)
Amount
Motherson Techno Precision México, S.A. de C.V 0 (59) 0 15
MSSL Manufacturing Hungary Kft 0 44 0 (25)
Motherson Air Travel Pvt Limited 0 (38) 0 (36)
MSSL Tooling (FZE) 0 287 0 61
Motherson Wiring System (FZE) 0 (41) 0 2
Global Environment Management (FZC) 0 (25) 0 (90)
Global Environment Management Australia Pty Limited
0 0 0 90
Samvardhana Motherson Global (FZE) 0 72 0 21
Motherson Innovations Company Limited 2 1,303 (4) (805)
Motherson Innovations Deutschland GmbH 0 1 0 (0)
Samvardhana Motherson Automotive Systems Group B.V.
122 76,464 7 1,253
Eissmann SMP Automotive Interieur Slovensko s.r.o 1 422 0 20
Ningbo SMR Huaxiang Automotive Mirrors Co. Limited
2 1,521 4 694
Chongqing SMR Huaxiang Automotive Products 1 457 1 166
Tianjin SMP Automotive Component Company Limited
0 0 0 0
MSSL Overseas Wiring System Ltd., U.K. 0 0 0 0
T.I.C.S. Corporation 0 0 0 0
Minority Interest in All Subsidiaries (35) (22,152) (27) (4,927)
March 31, 2017:
Name of entity Net Assets1
As at March 31, 2017Share in profi t or (loss)1
For the year ended March 31, 2017
As a % of Consolidated
Net Assets
Amount As a % of Consolidated Profi t / (loss)
Amount
Samvardhana Motherson International Limited 17 7,797 (15) (1,222)
Subsidiaries:
Indian:
SAKS Ancillaries Limited 0 91 0 4
Motherson Machinery and Automations Limited 0 11 0 1
Nachi Motherson Tool Technology Limited 0 27 0 (5)
Tigers Connect Travel Systems & Solutions Limited 0 56 0 0
Motherson Molds and Diecasting Limited 0 141 0 38
Book 1.indb 199Book 1.indb 199 22-09-2018 15:59:1922-09-2018 15:59:19
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
200 Annual Report 2017-18
Name of entity Net Assets1
As at March 31, 2017Share in profi t or (loss)1
For the year ended March 31, 2017
As a % of Consolidated
Net Assets
Amount As a % of Consolidated Profi t / (loss)
Amount
Motherson Advanced Tooling Solutions Limited 0 (154) 0 (40)
Motherson Auto Solutions Limited 6 2,784 (1) (51)
MothersonSumi Infotech & Designs Limited 1 440 1 48
Samvardhana Motherson Virtual Analysis Limited 0 9 0 2
Motherson Auto Engineering Service Limited 0 (43) 0 (19)
MSID US Inc. 0 5 0 7
MothersonSumi Infotekk And Designs GmbH 0 36 0 16
MothersonSumi INfotech and Designs SG Pte. Limited
0 4 0 (17)
MothersonSumi INfotech & Designs KK 0 (52) 0 2
Motherson Consultancies Service Limited 0 (40) 0 17
Motherson Sintermetal Technology Limited (1) (313) (4) (317)
Motherson Sintermetal Technology B.V. 2 930 0 (4)
Motherson Sintermetal Products S.A. 0 84 (6) (446)
Motherson Techno Tools Limited 2 922 0 30
Motherson Techno Tools Mideast 0 171 0 9
Samvardhana Motherson Auto Component Private Limited
0 30 (1) (48)
Samvardhana Motherson Auto System Private Limited
0 (0) 0 (10)
Samvardhana Motherson Refrigeration Product Limited
0 (167) 0 (23)
Motherson Invenzen XLab Pvt. Limited 0 (39) (1) (53)
Foreign:
Samvardhana Motherson Finance Services Cyprus Limited
2 773 4 306
Samvardhana Motherson Holding (M) Pvt. Limited (1) (598) (1) (61)
Associates (As per equity method)
Indian:
Motherson Air Travel Agencies Limited 0 - 0 6
Foreign:
Re time Pty Limited 0 9 0 (10)
Joint Ventures (As per proportionate consolidation)
Indian:
AES (India) Engineering Limited 0 13 0 2
Anest Iwata Motherson Private Limited 0 210 0 21
Book 1.indb 200Book 1.indb 200 22-09-2018 15:59:1922-09-2018 15:59:19
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 201
Name of entity Net Assets1
As at March 31, 2017Share in profi t or (loss)1
For the year ended March 31, 2017
As a % of Consolidated
Net Assets
Amount As a % of Consolidated Profi t / (loss)
Amount
Anest Iwata Motherson Coating Equipment Limited 0 39 0 9
CTM India Limited 0 203 1 60
Fritzmeier Motherson Cabin Engineering Private Limited
1 244 0 14
Matsui Technologies India Limited 0 38 0 11
Magneti Marelli Motherson Auto System Private Limited
1 605 1 90
Motherson Sumi Systems Limited 45 20,132 35 2,852
Nissin Advanced Coating Indo Co. Private Limited 0 57 0 9
Nachi Motherson Precision Private Limited 0 72 0 8
Samvardhana Motherson Polymers Limited 13 5,993 20 1,634
Magneti Marelli Motherson Shock Absorbers India Private Limited
1 330 (1) (91)
Valeo Motherson Thermal Commercial Vehicles India Limited (Formerly Spheros Motherson Thermal System Limited)
0 76 0 20
Motherson Bergstrom HVAC Solutions Pvt. Limited 0 10 0 (1)
Samvardhana Motherson Polymers Limited 1 442 0 (13)
MSSL Automobile Component Limited 0 0 0 (0)
Motherson Polymers Compounding Solution Limited 0 5 0 -
Kyungshin Industrial Motherson Limited 1 587 3 223
Calsonic Kansei Motherson Auto Products Private Limited
0 146 0 39
Foreign:
Magneti Marelli Motherson India Holding B.V. 0 207 0 (2)
Samvardhana Motherson Global Holdings Limited 42 18,591 65 5,274
Samvardhana Motherson Refl ectec Group Holdings Limited
23 10,315 33 2,651
SMR Automotive Technology Holding, Cyprus Limited
13 5,740 3 253
SMR Automotive Brasil LTDA. 2 823 1 54
SMR Automotive Mirror Technology Holding Hungary KFT
5 2,236 9 759
SMR Holding Australia Pty Limited 4 1,668 6 452
SMR Automotive Australia Pty Limited 3 1,501 6 505
SMR Automotive Mirror Technology, Hungary BT 7 3,081 7 572
SMR Automotive Systems, France S.A. 0 18 (6) (488)
SMR Automotive Systems India Limited 4 1,665 5 434
Book 1.indb 201Book 1.indb 201 22-09-2018 15:59:1922-09-2018 15:59:19
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
202 Annual Report 2017-18
Name of entity Net Assets1
As at March 31, 2017Share in profi t or (loss)1
For the year ended March 31, 2017
As a % of Consolidated
Net Assets
Amount As a % of Consolidated Profi t / (loss)
Amount
SMR Automotive System (Thailand) Limited 1 460 0 (30)
SMR Automotive Mirror Parts and Holdings, UK Limited
22 9,711 19 1,499
SMR Patents S.à.r.l. 0 (3) 0 12
SMR Automotive Technology Valencia S.A.U. 0 161 0 (8)
SMR Automotive Mirrors UK Limited 2 817 4 360
SMR Automotive Mirror Systems Holding Deutschland GmbH
3 1,515 20 1,617
SMR Hyosang Automotive Limited 3 1,404 3 247
SMR Automotive Modules Korea Limited 8 3,775 7 549
SMR Automotive Beteiligungen Deutschland GmbH 0 132 0 12
SMR Automotive Systems Spain SAU 1 451 6 491
SMR Automotive Servicios Mexico S.A. de C.V. 0 46 0 (0)
SMR Automotive Vision Systems Mexico S.A. de C.V. 4 1,838 5 430
SMR Automotive Mirror Stuttgart GmbH 1 462 0 (25)
SMR Grundbesitz GmbH & Co. KG 1 286 0 7
SMR Mirror UK Limited 2 769 (8) (613)
SMR Automotive Systems USA Inc. 10 4,488 37 3,024
SMR Automotive Mirror International USA Inc. 20 8,705 41 3,344
SMR Automotive Vision System Operations USA INC 9 3,825 3 202
SMR Automotive Beijing Company Limited 1 326 0 4
SMR Automotive Yancheng Co. Limited 2 718 2 176
SMR Automotive Holding Hong Kong Limited 0 174 1 59
SMR Automotive Operations Japan k.k. 0 51 0 15
SMR Automotive (Langfang) Co. Limited (1) (381) (4) (288)
SMR Automotives Systems Macedonia Dooel Skopje 0 (12) 0 -
SMR Automotive Industries RUS Limited Liability Company
0 26 0 (4)
Samvardhana Motherson Peguform GmbH (1) (623) (14) (1,148)
SMP Automotive Exterior GmbH 2 1,043 (1) (107)
SMP Deutschland GmbH 20 8,833 50 4,007
SMP Logistik Service GmbH 0 37 0 2
SMP Automotive Solutions Slovakia s.r.o. (3) (1,121) (1) (84)
Changchun Peguform Automotive Plastics Technology Limited
14 6,193 27 2,162
Foshan Peguform Automotive Plastics Technology Co. Limited
0 192 (1) (53)
Shenyang SMP Automotive Components Co. Limited
0 - 0 -
Book 1.indb 202Book 1.indb 202 22-09-2018 15:59:1922-09-2018 15:59:19
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 203
Name of entity Net Assets1
As at March 31, 2017Share in profi t or (loss)1
For the year ended March 31, 2017
As a % of Consolidated
Net Assets
Amount As a % of Consolidated Profi t / (loss)
Amount
SMP Automotive Technology Management Services (Changchun) Co. Limited
0 (13) 0 4
SMP Automotive Interiors (Beijing) Co. Limited 0 17 2 157
SMP Automotive Technology Iberica S.L. 4 1,965 10 810
SMP Automotive Technologies Teruel Sociedad Limitada
0 206 1 117
Samvardhana Motherson Peguform Barcelona S.L.U 1 447 4 360
SMP Automotive Produtos Automotivos do Brasil LTDA
(3) (1,392) (8) (674)
SMP Automotive Systems México, S. A. de C. V. 6 2,707 (4) (310)
Samvardhana Motherson Peguform Automotive Technology Portugal, S.A.
0 192 2 134
Celulosa Fabril (Cefa) S.A. 4 1,721 1 110
Modulos Ribera Alta S.L. Unipersonal 3 1,486 2 136
Samvardhana Motherson Innovative Autosystems B.V. & Co. KG
6 2,745 15 1,189
Samvardhana Motherson Innovative Autosystems Holding Company B.V.
0 6 0 (8)
Samvardhana Motherson Innovative Autosystems de Mexico, S.A. de C.V.
1 489 3 246
SM Real Estate GmbH 0 51 0 31
Motherson Innovations Lights GmbH & Co. KG 0 7 0 (2)
Motherson Innovations Lights Verwaltungs GmbH 0 1 0 (0)
SMP Automotive Systems Alabama Inc. (1) (295) (3) (256)
PKC group Plc 7 3,343 0 -
PKC Nederland Holding B.V 1 236 0 -
PK Cables Nederland B.V. 0 2 0 -
PKC Wiring Systems Oy 4 1,954 0 -
PKC Group Poland Sp. z o.o. 0 102 0 -
PKC SEGU Systemelektrik GmbH 0 (15) 0 -
PKC Wiring Systems Llc 0 2 0 -
PKC Eesti AS 7 2,935 0 -
TKV-Sarjat Oy 0 2 0 -
OOO AEK 0 81 0 -
PKC Group Lithuania UAB 0 76 0 -
PK Cables do Brasil LTDA 1 419 0 -
PKC Group Canada Inc. 0 164 0 -
PKC Group Mexico S.A. de C.V. 0 49 0 -
Project Del Holding S.à.r.l. 1 394 0 -
Book 1.indb 203Book 1.indb 203 22-09-2018 15:59:2022-09-2018 15:59:20
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
204 Annual Report 2017-18
Name of entity Net Assets1
As at March 31, 2017Share in profi t or (loss)1
For the year ended March 31, 2017
As a % of Consolidated
Net Assets
Amount As a % of Consolidated Profi t / (loss)
Amount
AEES Manufacturera, S. De R.L. de C.V 1 279 0 -
Arneses de Ciudad Juarez, S. de R.L. de C.V. 0 7 0 -
Arneses y Accesorios de México, S. de R.L. de C.V. 0 58 0 -
Cableados del Norte II, S. de R.L. de C.V. 0 36 0 -
Asesoria Mexicana Empresarial, S. de R.L. de C.V. 0 27 0 -
Manufacturas de Componentes Electricos de Mexico S. de R.L de C.V.
0 1 0 -
PKC Group de Piedras Negras, S. de R.L. de C.V. 0 4 0 -
PKC Group AEES Commercial, S. de R.L. de C.V. 0 4 0 -
PKC Group USA Inc. (7) (2,986) 0 -
AEES Inc. 4 1,689 0 -
AEES Power Systems Limited Partnership 1 445 0 -
Fortitude Industries Inc. (dba ATM) 0 - 0 -
PKC Vehicle Technology (Hefei) Co., Limited 0 62 0 -
PKC Vehicle technology (Suzhou) Co. Limited 0 (121) 0 -
Jiangsu Huakai-PKC Wire Harness Co., Limited 2 759 0 -
Shandong Huakai-PKC Wire Harness Co. Limited 0 - 0 -
PKC Group APAC Limited (1) (314) 0 -
Kabel Technik Polska Sp. z o.o. 1 293 0 -
PKC Group Poland Holding Sp. z o.o. 1 246 0 -
Groclin Luxembourg S.à r.l. 1 539 0 -
MSSL Mideast (FZE) 16 7,352 3 256
MSSL GB Limited 21 9,198 (2) (142)
MSSL Mauritius Holdings Limited 2 1,087 3 216
Samvardhana Motherson Global Holdings Limited Cyprus
115 51,491 0 (38)
MSSL (S) Pte Limited 1 291 0 (0)
Motherson Electrical Wires Lanka Private Limited 1 257 1 50
MSSL Consolidated Inc. USA 1 612 0 (34)
MSSL Wiring Systems Inc 2 729 1 78
Alphabet De Mexico S.A. de C.V 0 107 0 4
Alphabet De Saltillo S.A. de C.V. 0 44 0 16
Alphabet De Mexico de Monclova S.A. de C.V 0 50 0 3
MSSL Wirings Juarez S.A. de C.V. 0 1 0 0
MSSL Japan Limited 0 37 0 9
MSSL Mexico S.A. De C.V. 0 108 0 30
MSSL WH System (Thailand) Co. Limited 0 13 0 (5)
MSSL Korea WH Limited 0 (2) 0 0
Book 1.indb 204Book 1.indb 204 22-09-2018 15:59:2022-09-2018 15:59:20
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 205
Name of entity Net Assets1
As at March 31, 2017Share in profi t or (loss)1
For the year ended March 31, 2017
As a % of Consolidated
Net Assets
Amount As a % of Consolidated Profi t / (loss)
Amount
MSSL Ireland Private Limited 0 8 0 1
MSSL s.r.l. Unipersonale 0 1 0 1
MSSL Estonia WH OÜ (1) (325) (4) (346)
MSSL Australia Pty Limited 0 76 0 2
Motherson Elastomers Pty Limited 0 94 0 11
Motherson Investments Pty Limited 0 (0) 0 1
MSSL Global RSA Module Engineering Limited 1 386 3 248
Vacuform 2000 (Proprietary) Limited 0 (14) 0 12
MSSL GMBH 1 391 0 30
Samvardhana Motherson Invest Deutschland GmbH 0 28 0 (1)
MSSL Advanced Polymers s.r.o. 0 117 0 39
Motherson Orca Precision Technology GmbH 0 27 0 9
Samvardhana Motherson Polymers Management Germany GMBH
0 1 0 0
Motherson Techno Precision México, S.A. de C.V 0 (61) 0 (0)
MSSL Manufacturing Hungary Kft 0 64 0 (1)
Motherson Air Travel Pvt Limited 0 - 0 -
MSSL Tooling (FZE) 0 199 1 55
Motherson Wiring System (FZE) 0 (38) 0 1
Global Environment Management (FZC) 0 71 0 (0)
Global Environment Management Australia Pty Limited
0 (93) 0 (0)
Samvardhana Motherson Global (FZE) 0 48 1 41
Motherson Innovations Company Limited 1 366 (6) (493)
Motherson Innovations Deutschland GmbH 0 1 0 (0)
Samvardhana Motherson Automotive Systems Group B.V.
148 65,951 74 5,983
Eissmann SMP Automotive Interieur Slovensko s.r.o 1 349 1 109
Ningbo SMR Huaxiang Automotive Mirrors Co. Limited
2 1,059 6 460
Chongqing SMR Huaxiang Automotive Products 1 374 2 141
Global Environment Management (FZC) (including Global Environment Management Australia Pty Limited)
0 (22) 0 (1)
MSSL Overseas Wiring System Ltd., U.K. 0 0 0 0
T.I.C.S. Corporation 0 0 0 0
Minority Interest in All Subsidiaries (40) (17,647) (57) (4,576)
1 The aforementioned amounts are before group adjustments and inter company eliminations
Book 1.indb 205Book 1.indb 205 22-09-2018 15:59:2022-09-2018 15:59:20
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
206 Annual Report 2017-18
45. The Group has outstanding Redeemable Non-Convertible Debentures (“NCDs”) amounting to INR 4,000 million (March 31, 2017: INR 7,200 million). During the year, the Company has redeemed debentures amounting to INR 3,200 million along with redemption premium. The Company is registered with the RBI under Section 45-IA of the RBI Act, 1934 as a Core-investment Company (“CIC”), a class of NBFCs, which are regulated by the RBI in terms of the CIC Directions. In accordance of the aforesaid provisions, the Group is not required to and has therefore not created Debenture Redemption Reserve.
46. During the year ended March 31, 2018, one of the joint ventures of the Company, Samvardhana Motherson Automotive Systems Group “SMRP BV” or “the Joint venture”) issued EUR 300 million (INR 24,089 million) 1.8 Senior Secured Notes due 2024 (the “Notes”) which will mature on July 06, 2024. The Notes are listed on the Irish Stock Exchange and trade on the Global Exchange Market of the Exchange.
The Notes are senior obligations of the SMRP BV and rank pari passu in right of payment with all the SMRP BV’s existing and future senior obligations that are not subordinated in right of payment to the Notes, including the SMRP BV’s obligations under the existing Notes and the Revolving Credit Facilities. The Notes are guaranteed on a senior basis by the SMRP BV and certain of its step down subsidiaries and are also secured by security interests granted over certain property and assets of the SMRP BV and certain of its step down subsidiaries.
The entire proceeds from the issue of the Notes along with a portion of cash balance of the SMRP BV was utilised on July 06, 2017 to repay existing EUR 500 million 4.125 Senior Secured Notes due 2021. The EUR 500 million Notes were repaid at a redemption price (excluding accrued interest) of EUR 102.171 calculated in accordance with the terms of indenture for the said Notes. Accordingly, the Group has charged off redemption premium and transaction costs amounting to EUR 11 million (INR 815 million) have been charged to consolidated statement of profi t and loss during the year ended March 31, 2018 as exceptional expenses.
47. Acquisitions:
Acquisition of PKC Group Plc
In March 2017, MSSL acquired PKC Group Plc., and on acquisition goodwill of INR 11,328 million (representing Group’s share) was recorded based on best estimates in the consolidated fi nancial statement of the Group. During the current year, MSSL has recorded certain adjustments of INR 394 million (representing Group’s share) which pertains to PKC acquisition and accordingly the same has been adjusted in the goodwill.
Acquisition of Fortitude Inc.
On April 1, 2017, the MSSL acquired Fortitude Industries, Inc. (dba Advanced Transit Manufacturing, or ATM) in the United States. The consideration of the transaction is EUR 11.2 million (equivalent to INR 773 million). ATM develops and manufactures electrical distribution systems for rolling stock manufacturers. The acquisition has been consolidated by the Group from April 1, 2017.
Acquisition of MS Global India Automotive Private Limited (MSGI)
On January 02, 2018, the Company acquired MS Global India Automotive Private Limited in the India. The consideration of the transaction is INR 100 million. The acquisition has been consolidated by the Group from January 02, 2018. The transaction has resulted in Capital reserve amounting to INR 264 million, which has been shown as addition to Capital reserve on consolidation.
(Refer note 44 for effect on the fi nancial positions and fi nancial results)
48. On April 2, 2018, SMRP BV executed the put option agreement for the proposed acquisition of 100% stake in Reydel Automotive Holdings B.V. and Reydel Automotive Management B.V. (hereinafter collectively referred as “SMRC”) for a purchase price of USD 201 million subject to closing adjustments. Subsequently, on August 02, 2018, SMRP BV has acquired 100% stake in SMRC, after requisite approvals. SMRC was a portfolio company of Cerberus Capital Management, L.P. and is an established global supplier of Instrument Panels, Door Panels, Console Modules, Decorative Parts and Cockpit, with presence across Europe, South America and Asia. SMRP BV has charged the proposed acquisition cost amounting to INR 179 million in respect of this transaction to the consolidated statement of profi t and loss.
49. One of the subsidiaries is in the business of acquiring, developing, selling, leasing land and maintaining and operating Industrial parks in Chennai, India. The subsidiary has got the requisite approvals for leasing of developed land and during the current year and based on management’s updated business projections, the land (as at the April 1, 2017) has been reclassifi ed from property, plant and equipment to project inventory amounting to INR 2,369 million. Further development rights incurred during the year amounting to INR 335 million has also been included in the project inventory.
Book 1.indb 206Book 1.indb 206 22-09-2018 15:59:2022-09-2018 15:59:20
Notes to the consolidated fi nancial statements for the year ended March 31, 2018(All amounts in INR million, unless otherwise stated)
Samvardhana Motherson International Limited 207
During the current year, the independent valuer has done the fair valuation of the project inventory and accordingly the Group has recorded provision on write down of inventory aggregating to INR 972 million.
50. In the current year, the Group has recognized the impairment loss amounting to INR 307 million (Previous year: Nil) on write-down of Goodwill arising on consolidation of Motherson Techno Tool Limited INR 270 million (Previous year: Nil) and Motherson Sintermetal Technology BV & Motherson Sintermetal Products SA of INR 37 million (Previous year: Nil) to the recoverable amount on account of reduction in fair value of assets.
51. The Company has established a trust namely Samvardhana Employees Welfare Trust (‘the Trust’) for welfare of the employees of the Company and its affi liate companies and for the purpose of establishing, instituting, administrating, managing, implementing and all other matters incidental to the employee stock option plans and/or any other Share Issue Scheme, by whatever name called, introduced or offered by the Company from time to time.
The Company had introduced an employee share purchase program in 2006-07, towards which 6.0 million equity shares of INR 10/- each fully paid up were allotted to the Trust at par during the year 2006-07, 2.85 million shares of INR 10/- each fully paid up were allotted during the year 2009-10 at a premium of INR 11/- each, 5.2 million shares of INR 10/- each fully paid up were allotted during the year 2011-12 at a premium of INR 42.1 per share. The shares are allotted to the trust and in turn allotted by the Trust to the employees at the value determined by an independent valuer and hence there is no expense required to be recognized in the Statement of Profi t and Loss of the Company. The Trust has transferred Nil (March 31, 2017: 87,801) number of shares of INR Nil (March 31, 2017: INR 24 million) to the employees of the Company during the year ended March 31, 2018.
52. The acquisition of PKC was completed on March 27, 2017. Previous year profi t and loss statement is not comparable with current year, since full year profi t and loss of PKC has been consolidated for the fi rst time during previous year.
53. Previous year fi gures have been reclassifi ed to conform to this year’s classifi cation.
54. Amount appearing as zero “0” in the consolidated fi nancial statements are below the rounding off norm adopted by the Group.
These accompanying notes are an integral part of the consolidated fi nancial statements
For S.R. Batliboi & Co. LLPICAI Firm registration number : 301003E/ E300005 For and on behalf of the Board of Directors
per Pankaj Chadha Sanjay Mehta Vivek AvasthiPartner (Director) (Director) M.No.: 091813 DIN 03215388 DIN 00033876
Pooja Mehra Manish Goyal (Company Secretary) (Chief Financial Offi cer)
Place: Noida Place: NoidaDate : September 08, 2018 Date : September 08, 2018
Book 1.indb 207Book 1.indb 207 22-09-2018 15:59:2022-09-2018 15:59:20
Notes
Book 1.indb 208Book 1.indb 208 22-09-2018 15:59:2022-09-2018 15:59:20
Unit 705, C Wing, ONE BKC, Bandra Kurla Complex, Bandra East Mumbai - 400051, Maharashtra, India, Website : www.smil.co.in
Samvardhana MothersonInternational Limited
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