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Samvardhana MothersonInternational Limited
StrengtheningFoundation ForGrowth
Annual Report 2016-2017
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 state-ments will be realized, 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 materialize, 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.
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Corporate Information
Registered OfficeUnit 705, C Wing, ONE BKC,Bandra Kurla Complex, Bandra East,Mumbai-400051, Maharashtra, India Investor CellMs. Pooja Mehra(Company Secretary)E-mail: [email protected] Registrar and Share Transfer AgentLink Intime India Private Limited44, Community Centre 2nd Floor, Near PVRNaraina, Phase - I, Naraina Industrial Area New Delhi - 110028
Statutory AuditorsPrice Waterhouse Chartered Accountants LLPBuilding 8, Tower B7th & 8th FloorDLF Cyber CityGurgaon 122022Haryana, IndiaFirm Registration No. 012754N/N500016
Internal AuditorsProtiviti Advisory India Member Private Limited15th Floor, Tower A, DLF Building No. 5, DLF Phase III,DLF Cyber City, Gurgaon-122002, Haryana
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 and Chief Financial Officer
Mr. Vivek AvasthiDirector
Ms. Geeta SoniDirector
Ms. Nilu MehraDirector
Ms. Madhu BhaskarDirector
Mr. Dhruv MehraDirector
Mr. Yasuhiro KawamuraAlternate Director
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Letter from the Chairman.
The focus has continued to be on building a strong foundation for the growth ahead, this includes building out strategic platforms, while establishing exciting new paths to achieve our targets.
Dear Shareholders,
This is the second year of our five-year plan. It has been a year with many rewarding moments and we made concrete progress in our journey of achieving Vision 2020. Samvardhana Motherson Group achieved a revenue of USD 9.1 billion during 2016-17. The focus has continued to be on building a strong foundation for the growth ahead, this includes building strategic platforms, while establishing exciting new paths to achieve our targets.The trend as witnessed in the global automotive industry has been positive for us. The production of passenger cars and commercial vehicles has increased by 6% in 2016- 17. There is moderate growth in automotive production in Europe, North
America and Asia excluding India as compared to last year.
We are now spread across 37 countries, operating with over 230 facilities – a strength for us to leverage on the opportunities that our customers provide us in any geography. The strong global engineering and manufacturing footprint enables the Group to capitalize on global growth opportunities while mitigating the impact of any regional demand fluctuations. All business verticals of Samvardhana Motherson International Limited (SMIL) have been thriving and doing well. These achievements of the Group are possible year on year because of the trust that its customers and stakeholders place on it. We have
always adhered to our foundation of strong values and guiding principles and will continue doing so.
This year saw a major acquisition of Finland’s PKC Group, which we announced earlier this year. This acquisition brings us closer to being a globally preferred solutions provider by attaining a leadership position in the wiring harness business for commercial vehicles globally. With PKC acquisition, the vertical now has presence in 23 countries.
Additionally, with this acquisition we are entering the rolling stock segment, which is a new customer segment for the Group. The acquisition also brings us closer to our 2020 Group revenue target of USD 26 billion. Also, PKC Group’s
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footprint strengthens our ability to achieve 3CX15 – our commitment to ensure no Component, Country or Customer contributes more than 15% of our revenues. This acquisition makes SMG a market leader in wiring harnesses for heavy duty commercial vehicles in the North American and European markets. It also expands our presence in Brazil and in China. We are confident that with this acquisition we will be able to bring more value to our customers and suppliers. We are very excited about the opportunities it offers.
The solid business results in FY 2016-17 were achieved by SMIL which added on to its success and stability. The consolidated sales for SMIL were up by 12% at INR 380,849 million and EBIDTA grew by 24%. The net profit grew to INR 8,070 million which shows 48% growth over last year.
FY 2016-17 has been very good for Motherson Sumi Systems Limited (MSSL) too, the flagship company of the Group. Consolidated sales ended at INR 419,842 million, a 15% increase from last year. Operating EBITDA grew 21% and PAT went up to 20%. Consolidated Return on Capital Employed (ROCE) improved to 28%. MSSL’s standalone ROCE stands at a solid 48%. We have declared new orders worth approximately EUR 12.9 billion for SMRPBV during FY
2016-17. We are honoured and very grateful for these, as they reflect the ongoing trust of the customers to whom we dedicate our daily work. In view of the growing demand for support from customers, we are creating new facilities to support their global requirements. Currently, 9 plants are at different stages of completion.
SMRPBV achieved sales of Euro 4,561 million having healthy growth of 14% in euro terms over previous year. The company has strong and long relationship with the top 15 global car makers in almost all the regions and segments of their presence and these collectively represented over 90% of the global automotive production in 2016. The company currently supplies products to over 600 vehicle programs. SMR marks a growth of 15% and SMP registered a growth of 16%.
The modules division of the Group is faring very well. Magneti Marelli Motherson Auto System Private Limited which manufactures lighting systems, integrated air intake manifold assemblies and pedal brake accelerator module has set-up a new facility in Bawal, Haryana for the automotive lighting range. Production has commenced and the unit is doing well. The company showed a growth of 51% in 2016-17. A full-fledged R&D and Validation Lab
has been established at Pune.Calsonic Kansei Motherson Auto Products Private Limited which specializes in climate control systems achieved a growth of 7% this year. Spheros Motherson Thermal System Ltd. and Motherson Bergstrom HVAC solutions Pvt. Ltd., our companies that deal with HVAC systems for buses, off-highway vehicles and trucks have shown stellar performance with a growth of 39% and 226% respectively this year.
The IT division of the Group too has performed very well with MothersonSumi INfotech & Designs Ltd. (MIND) registering a growth of 20%. MIND has also been included in India’s most significant economic reform currently underway - the GST implementation. MIND bid for, and was chosen to be one of the 34 GST Suvidha Providers (GSP) to partner with the Government assigned nodal agency for GST implementation, GSTN, for providing services and support to the millions establishments that need to now comply with GST. The Elastomer Division also showed a growth of 36% and is well on its track.
The Group has an exciting innovations pipeline, across its businesses. Motherson Innovations works on a broad spectrum of technologies including those for the car of the
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future. We will continue to evolve our products and services into intelligent systems and modules. We will continue to deliver innovations for the automotive industry as per the current and future customer requirements.
Our continued focus is on expanding the product portfolio and utilizing global capabilities in line with the vision of becoming a globally preferred solutions provider to our customers and creating value for all our customers and stakeholders. We believe that businesses which form effective relationships with all its stakeholders and partners will prosper in the longer term.
I take this opportunity to thank our customers for always reposing their trust in our ability to support them, to our collaborators for standing by us through the years and supporting us in our commitment to serve our customers better. I applaud the teams that work for our customers’ day in and day out, across levels, divisions, and geographies. They are the foundations of our past, present and future growth and our ability to support our customers with dedication, skill and perseverance.
I also want to express our gratitude to all our 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. On behalf of the entire SMIL team across the world, I thank you for accompanying us on the journey ahead.
V.C. SehgalChairmanSamvardhana Motherson International Limited.
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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
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With the 2016-17 annual report, we mark the second year of our 5 year plan. To achieve the targets, we are constantly strengthening our foundations and consolidating the gains, so that each year contributes significantly to Vision 2020. The Group with it’s over 230 facilities has an extensive global presence and brings value to all its customers and stakeholders through its product portfolio offering, services, innovation and technologies. All this is realised through the 1,00,000 employees spread globally, who play a
significantly important role in achieving the set targets. The initial years have been put to build a strong foundation that will support the focused approach of our employees to achieve their goals. The group is also moving forward and expanding capacities and setting up new Greeenfield and Brownfield plants to enable it to be future-ready to serve the requirements of customers, both present and expected.This annual report gives a glimpse of our different business verticals of the Group. Together they will play an important role in achieving: Vision 2020.
Strengthening Foundations for Growth
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Samvardhana Motherson International Ltd. (SMIL) is the principal company of Samvardhana Motherson Group (SMG). The main role of SMIL 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.
SMIL has investments in the Group companies including the flagship company of the Group, Motherson Sumi Systems Limited (MSSL). The company holds 34.81 % of equity share capital of Motherson Sumi Systems Ltd. (MSSL).
SMIL provides support, strategy and management to all the groupcompanies in SMG. It is instrumental in building synergies within the Group. 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 forms the backbone for the information management procurement and back office service’s. SMIL thus, acts as a core to the Group that binds and manages its various ventures.
SMIL will continue to be the main vehicle to take the Group forward. It provides direction to the entire Group, drives growth, and creates value for all its stakeholders. SMIL’s growth is a combination of organic growth and acquisitions.
The Group has undertaken 19
acquisitions so far, all of which were in line with the strategic goals of the Group.
SMIL has multiple businesses with manufacturing and design capabilities to cater to customer requirements.SMIL’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, auxiliary equipment for injection moulding machines and automotive manufacturing engineering services.
It undertakes the provision of design and manufacturing solutions, mainly
to the automotive industry, through subsidiaries and joint ventures with global technological leaders in the relevant fields. Today, the Group has 24 joint venture partners.
SMIL’s extensive JV portfolio is a key contributor in the Group being positioned as a full system solutionsprovider to a wide range of industries.
SMIL has customers spread across multiple geographies. The company provides integrated full system solutions to its customers in all its product categories. The depth of backward integration coupled with its diversified product portfolio, provides SMIL with significant quality control and cost control advantages, lesser reliance on third party sources and shorter delivery and development lead time.
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Shareholding Structure
6.5% 3.2% 90.3%2.95%
34.81%
49%
51%
51%
31%
69%
49%
25.34%36.9%
Motherson Advanced Tooling Solutions Ltd.
AES (India) Engineering Ltd.
MothersonSumi INfotech &Designs Ltd.
MSID US Inc.
Motherson Auto Engineering Sevice Ltd.
Samvardhana MothersonVirtual Analysis Ltd.
MIND GmbH
MIND SG Pte Ltd.
MIND KK
Matsui Technologies India Ltd.
Motherson Sintermetal Technology Ltd.
Motherson Auto Solutions Ltd.
Anest Iwata Motherson Coating Equipment Pvt. Ltd.
Anest Iwata Motherson Pvt. Ltd.
Motherson Machinery And Automations Ltd.
Motherson Techno Tools Mideast FZE
Saks Ancillaries Ltd. Motherson Bergstrom HVAC Solution Pvt. Ltd.
CTM India Ltd.
Fritzmeier Motherson Cabin Engineering Pvt. Ltd.
Motherson Molds AndDiecasting Ltd.
Motherson InvenzenXLab Private Limited
Motherson Techno Tools Ltd.
Motherson Sintermetal Technology B.V.
Samvardhana Motherson Finance Services Cyprus Limited
Samvardhana Motherson Auto Component Private Limited
Samvardhana Motherson Holding (M) Private Limited
Samvardhana Motherson Auto Systems Private Limited
Samvardhana Motherson Refrigeration Product Ltd.
Motherson Consultancies Service Ltd.
Magneti Marelli Motherson Auto System Pvt. Ltd.
Magneti Marelli Motherson Shock Absorbers India Pvt. Ltd.
Motherson Sintermetal Products S.A
Nissin Advanced Coating Indo. Co. Pvt. Ltd.
Magneti Marelli Motherson India Holding B.V.
Spheros Motherson Thermal System Ltd.
Tiger Connect Travel Systems And Solutions Ltd.
Subsidiaries Joint Ventures/ Associates Motherson SumiSystems Ltd.
Samvardhana Motherson Global
Holding Ltd. (SMGHL), (Cyprus)
SMRP BV
Other Jv’s & Subsidiaries
Samvardhana Motherson
Polymers Ltd. (SMPL) (India)
Samvardhana Motherson International Limited (SMIL)
EmployeesSojitz Corporation
Sumitomo Wiring
Systems (SWS)
Public & Other
Sehgal Family
Indirect Holding
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Group business portfolio.
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01 Wiring harnessesThe Group makes wiring harnesses primarily for 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 for the 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 supplied to 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.
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05 Metal working The metal working 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 services This division 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.
Proud to be part of the
Samvardhana Motherson
Group.
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Major Group Holding Companies
Samvardhana Motherson Automotive Systems Group BV (SMRPBV) is a joint venture between Samvardhana Motherson International Limited (SMIL), and Motherson Sumi Systems Limited (MSSL) through their subsidiaries.
SMRPBV operations include supplies to global automotive industry as a Tier 1 supplier through its subsidiaries Samvardhana Motherson Reflectec (SMR) and Samvardhana Motherson Peguform (SMP). SMRPBV has long-term relationships with top global OEMs.
SMRPBV is present in each major global automotive production region, with 48
production facilities spread across 18 countries as of March 31, 2017.
The SMRBV’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)
The flagship company of Samvardhana Motherson Group, Motherson Sumi Systems Limited (MSSL) is a joint venture between Samvardhana Motherson International Limited (SMIL) 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, Americas, Australia and Africa.
The product portfolio of MSSL includes wiring harness, rear view mirrors, polymer modules
& 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 over 3 decades, MSSL has successfully added value and created wealth for its shareholders, with endeavour to give good returns against the investments and valuing the trust they have placed in it.
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01 Wiring Harness
The wiring harness division (WHD) of SMIL 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 & farm equipment, construction equipment and other electrical equipment. MSSL WHD manufactures wiring harnesses for the entire cross- section of the automotive industry – from passenger cars to commercial vehicles, motorcycles and three-wheelers, multi-utility vehicles, farm and material-handling equipment and off-highway vehicles.
Global Wiring harness footprint: Brazil, Canada, China, Estonia, Finland, Germany, Hong Kong, India, Ireland, Italy, Japan,
Lithuania, Mexico, Poland, Russia, Serbia, Singapore, South Korea, Sri Lanka, Thailand, UAE, UK and USA
Latest Acquisition
PKC Group
This year MSSL took over the Finland based wiring harness specialist PKC Group Plc. PKC designs, manufactures and integrates electrical distribution systems, electronics and related architecture components to the main global manufacturers of commercial vehicle and specialty products. The company also designs and manufactures electrical cabinets and power packs for leading rolling stock manufacturers.
PKC provides industry-leading expertise and full-service design capabilities to its custo-mers. The company delivers tailored and cost efficient solutions for a variety of customer needs.
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02 Rear View Mirrors
Samvardhana Motherson Reflectec (SMR) is a leading global Tier 1 supplier of rearview mirrors to the automotive industry.
SMR develops and produces exterior & interior mirrors for passenger cars, commercial vehicles and heavy trucks and is an expert in camera based sensing system 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 rear view vision systems with multiple integrated features.
The company has manufacturing facilities spread across 14 countries (Australia, Brazil, China, France, Hungary, India, Mexico, South Korea, Spain, Thailand, United Kingdom, USA, Japan and Germany).
Samvardhana Motherson Reflectec
Samvardhana Motherson Reflectec
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03 Polymer Processing
The polymer vertical of SMIL specialises in developing and manufacturing a wide range of plastic products and integrated modules for both vehicle exteriors as well as interiors. Through this vertical, SMIL has attained the status of a global Tier 1 supplier to all the leading automobile OEMs for polymer components and modules.
The range of polymer products include plastic components and modules for vehicle interiors, such as cockpit modules, door trim modules, centre 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.
SMIL offers tailored solutions for manufacturing plastic parts as per the diverse requirements of the customers. The polymer vertical companies of SMIL also manufacture resin moulded parts like interior trims, cowl grilles, engine covers etc. It also has special facilities for manufacturing thermos (vacuum) formed polyethylene components a blow moulded components like wheel arch flares, inner fender liners, shrouds, consoles, under covers etc. These companies also specialise in thermoplastic compounding. The product range includes polymer compounding in polyolefin and styrene.
SMIL produces products for multiple market segments, providing solutions such as cost optimised moulding technologies, high quality leather surfaces, real stitching in
polymer surfaces, soft painted and metalised surfaces. The expertise in multiple polymer processing technologies gives SMIL 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 SMIL 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 SMIL to provide Full System Solutions in the form of highly integrated modules.
SMIL also has capabilities in mould design and has tool rooms that specialize in high precision multi- cavity injection moulding tools. Such capabilities are a key to its ability to provide full system solutions. SMIL 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.
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Samvardhana Motherson Peguform (SMP)
Motherson Automotive Technologies & Engineering (MATE)
Samvardhana Motherson Peguform (SMP) was created through the acquisition of former Peguform Group jointly by SMIL and MSSL in 2011.
SMP is an established global Tier 1 manufacturer of polymer-based modules specialising 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 is headquartered in Germany, with a global presence.
Motherson Automotive Technologies & Engineering (MATE) is the polymer division of Motherson Sumi Systems Limited (MSSL). MATE specialises 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 & 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 includes 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 & electronic appliances and blow moulded components, which includes HVAC ducts, bottles, reservoirs, resonators, radiator overflow bottles, arm rests, bellows and spoilers.
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04 ModulesSMIL 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. SMIL 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 & pedal brake
assemblies & shock absorbers• HVAC systems for passenger vehicle• HVAC systems for commercial vehicle• Bus AC & roof hatches• Environment management systems
For all these products SMIL has collaborated with technology leaders in respective fields. SMIL 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 total manufacturing facilities for modules are spread across India.
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Fritzmeier Motherson Cabin Engineering Pvt. Ltd. (FMCEL) is a joint venture between SamvardhanaMotherson International Limited (SMIL), India and Fritzmeier Group, Germany. FMCEL specializes in producing operator cabins for off-highway machines like heavy duty dump-trucks, excavators, dozers, back hoe loaders, wheel loaders and agricultural tractor cabins.
FMCEL provides total solutions to customers right from concept - design to fully loaded cab, ready to drop on to the machine. Steel & aluminium special profiles used are unique about FMCEL cabin manufacturing technology. Apart from cabin manufacturing, FMCEL also supplies lite-fabrication parts used in construction equipment business in India & SAARC region.
Fritzmeier Motherson Cabin Engineering Pvt. Ltd. (FMCEL)
Magneti Marelli Motherson Shock Absorbers India Pvt Ltd. (MMSA) is a joint venture between Samvardhana Motherson International Ltd. (SMIL), India and Magneti Marelli Spa, Italy. The product range of the company includes strut & strut assembly, shock absorber, gas spring and steering damper.
The company has technological solutions like the full displacement valve, the frequency dependent dual stage and the digressive curve valving, aimed at reaching high level performances in terms of comfort and NVH (Noise, Vibration and Harshness).
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 (SMIL), 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 & pedal brake accelerator module. The company has in-house design capability for these products along with the manufacturing capabilities, including plastic injection moulding, surface coating, metalising, welding, testing & assembly, in house photometry lab etc.
Magneti Marelli Motherson Auto System Pvt. Ltd. (MMM)
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Motherson Bergstrom HVAC Solutions Pvt. Ltd. (MBSL) is joint venture between Samvardhana Motherson International Limited (SMIL), 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 specialised heavy-duty vehicles and mining equipment in India and the countries included in SAARC. MBSL has its manufacturing unit in Noida, India.
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 & Chennai in India. The product range of CKM includes HVAC systems, AC compressor, auto & manual control for HVAC, ECM (Radiator with engine cooling fan), evaporators, condensers, charged air coolers, degassing tank, exhaust system (from hot end to cold end), BCM (Body Control Module), ACU (Airbag Control Unit), instrument cluster, CPM (Cockpit Module) and FEM (Front End Module).
Spheros Motherson Thermal System Ltd. (SMTL) is a joint venture between Samvardhana Motherson International Limited (SMIL), India and Spheros GmbH, Germany 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 & development of innovative temperature control systems.
SMTL manufactures HVAC systems for commercial vehicles, cabin air conditioning, heating systems, ventilation for buses, emergency exit hatches, special purpose hatches and exhaust fans and engine pre-heaters and also undertakes sales & service of Spheros products in the SAARC region. SMTL has its manufacturing facility in Noida, India.
ModulesCalsonic Kansei Motherson Auto Products Pvt. Ltd. (CKM)
Motherson Bergstrom HVAC Solutions Pvt. Ltd. (MBSL)
Spheros Motherson Thermal System Ltd. (SMTL)
Global Environment Management (GEM)
Global Environment Management (GEM) is a joint venture between Motherson Sumi Systems Limited (MSSL), India and Ecompost, Australia. With its unique patented aeration technology the Aerobin composting bin offers passive, environment friendly and superior performance as a consequence of the patented features that are unique to the Aerobin. It is the first environment product that GEM has launched into the market, keeping an eye on consumer market of retail & web sales. The Aerobin is available in the UK, Finland, Greece, Canada, Ecuador, Japan and Australia.
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Motherson Automotive Elastomers Technology (MAE) is a division of Motherson Sumi Systems Limited (MSSL). Manufacuring units of MAE are located in Chennai & Noida in India.
MAE specialises in manufacturing and supply of injection moulded rubber, rubber to metal bonded and rubber to plastic moulded components 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. Product range includes door grommets, buffers, spring pads, drain/moulded hoses, moulded tubes, metal to rubber bonded parts, static parts, plastic to rubber bonded parts, mountings, o-rings & gaskets, dampers and sealing rings along with TPE/ Plastic components.
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 Silentbloc® 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.
MEPL has rubber mixing capability to produce both natural and synthetic rubber compound, uncured gear pumped extrusion and sidewall veneer.
The EPDM extrusions facilities have Ballotini Line with wire reinforced carrier and Microwave Line with automatic taping capability, supported by coating process with component identification printing.Extruded sealing system components produced consist of primary and secondary door seals with automatic taping and clipping capability, hood and tailgate sealing, glass run seals with slip coat and UV protection.
Motherson Automotive Elastomers Technology
Motherson Elastomer Pty Ltd.
05 Elastomer ProcessingSMIL 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. Rubber injection moulding product range includes grommets, boots, bellows, gaskets, seals, water strike back valves, damper rings, nozzles, rubber to plastic & rubber to metal products etc.,for automotive & industrial applications.
Compression moulded rubber components & extruded rubber product range includes extruded rubber components, weather strips, glass runs, boot & hood seals, tank straps, rubber flares, bonded components, suspension bushes, engine & transmission mounts, bump stops, large engine gaskets, auto suspension components, moulded rubber brake components for automotive, non-automotive & industrial applications.
19annual report 2016-2017
Motherson Bergstrom HVAC Solutions Pvt. Ltd. (MBSL)
samvardhana motherson international limited20
06 Metal WorkingSMIL 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, SMIL is capable of providing highly customised cutting solutions. By expanding its range in the metal machining services, SMIL has become an integrated solutions provider in metal cutting.
SMIL is expanding its metal working vertical, to provide a wide range of cutting tools, broaches
and hobs, precision metal machining and thin film coating to these customers. SMIL 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• Thin Film Coating Metals
samvardhana motherson international limited20
annual report 2016-2017 21
Motherson Techno Tools Ltd. is a joint venture between Samvardhana Motherson International Limited (SMIL), India and Sumitomo Electric Hardmetal Corp, Japan. The company manufactures performance cutting tools like coated carbide inserts & drills, coated CBN inserts,. PCD inserts, tools & reamers.
Motherson Techno Tools has state-of-an-art manufacturing facility in Noida, that houses complete manufacturing of coated CBN and PCD cutting tools along with PVD coated inserts, solid carbide drills, drill heads, milling cutters and special soft tools.
The company specialises in “Delivering Solutions” to its customers through its team of trained sales engineers located close to customers, all across India and Mid-East (MENA Area).
Motherson Techno Tools Ltd. represents Sumitomo Electric Hardmetal Corp. for metal cutting tools; Big Daishowa Seiki Co. for precision holding tools and accessories and Heule Werkzeug AG for back and front hole processing tools.
Motherson Techno Tools Ltd.
Motherson Sintermetal Technology Ltd. (MSTL) is a joint venture between Samvardhana Motherson International Ltd. (SMIL) 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 shock absorber components, power train parts, oil & water pump components and structural parts.
Motherson Sintermetal Technology Ltd. (MSTL)
Motherson Advanced Tooling Solutions Limited (MATS) is a part of the metal division of Samvardhana Motherson International Limited (SMIL).
MATS was incorporated by acquiring the broaches & gear cutting tool business from ‘Dagger Forst Tools Limited’. Presently, MATS has two manufacturing sites equipped with manufacturing and testing facilities including in-house Heat Treatment facility. All plants are ISO 9001:2000 certified.
MATS is one of the market leaders in India with customers in South Africa, South East Asia and Australia. The current product range includes broaches, hobs, shaving cutters, shaper cutters, master gears, milling cutters, slitting saws and spline gauges. MATS also manufactures broach resharpening machines.
Motherson Advanced Tooling Solutions Limited (MATS)
Nissin Advanced Coating Indo Co. Pvt. Ltd. (NACIL) is a joint venture between Samvardhana Motherson International Limited (SMIL) and Nissin Electric Co. Ltd., Japan.
The company is located in Noida, India. NACIL provides advanced thin film coating services for tools, dies & 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, water parts etc.
Nissin Advanced Coating Indo Co. Pvt. Ltd. (NACIL)
21annual report 2016-2017
samvardhana motherson international limited22
Motherson Innovative Engineering Solutions (MINES) is the metal 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 & measuring equipment, scientific equipment, machinery parts, valve body parts, hydraulic cylinder parts, drive motion parts, cooling system, heat sinks and other precision applications.
Motherson Innovative Engineering Solutions (MINES)
Samvardhana Motherson Auto Component (SMAC) is a subsidiary of SMIL, located in Manesar, India.
The company specialises in aluminium die casting and machining under technical assistance from Reterra Inc, Japan. The company has state-of-the-art equipment with in house inspection, testing and heat treatment facilities. The company manufactures parts for 2 wheelers and 4 wheelers. The product range consists of engine parts including chain case, water pump, oil cooler cover, oil filter adapter; powertrain parts like oil pump cover, electronic controlled coupling, rear differential; high strength parts like engine mount, bracket, torque rod, brake parts and compressor housing.
Motherson Orca Precision Technology GmbH (MOPT), located in Donaueschingen, Germany, is a joint venture held through Motherson Sumi Systems Ltd. (MSSL), India and ORCA Cutting Group. The company specialises in metal turning & plastic-metal combined parts.
The product range of MOPT 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.
Samvardhana Motherson Auto Component Pvt. Ltd. (SMAC)
Motherson Orca Precision Technology GmbH (MOPT)
Motherson Machinery and Automations Limited (MMAL) is a subsidiary of SMIL, located in Noida, India. The company is an industrial trading company with focus on machine tools, hydraulics and metrology products.
The product range includes: Machine Tools (Gear Manufacturing Machines; Swiss Turn Lathes; Grinding Machines: Surface Grinding, Double Disc Grinding, Centreless Grinding; Die & Mould Machines: EDM, WEDM, EDM Drill, Profile Grinding, Deep Hole Drilling Machines), Hydraulics (Index Motors, Obmark Motors, Magnetic Separators, Lubrication Pumps, Transfer Pumps, Coolant Pumps), Tooling Fixtures, Metrology (Gear Measuring Systems, In-line production Inspection System, Scanning & Digitising System, Blade Inspection Systems, Standalone High-Speed Inspection CMM)
Motherson Machinery and Automations Ltd. (MMAL)
Samvardhana Motherson Auto Component Pvt Ltd.
samvardhana motherson international limited22
annual report 2016-2017 23
07 IT, Software & TechnologySMIL provides IT services to companies globally, which help clients sustain & future proof their operations while also empowering them to solve complex business challenges. This vertical was established as a joint venture between SMIL and Sumitomo Wiring Systems (SWS), Japan.
With Automotive DNA inherited from SMG (Samvardhana Motherson Group), SMIL has in-depth capabilities and methodologies for delivering comprehensive and powerful solutions across the manufacturing & supply chain
spectrum of small to large scale enterprises while also maintaining focus to address needs of other verticals.
SMIL’s technology competencies span across IT Infrastructure, ADM, ERP Consulting & Implementation, Shared Services, IOT & Automation, Business Analytics, as well as solutions based on Advanced Technologies. The vertical’s continuous focus on Innovation also pushes it to understand ongoing industry transformations and discover newer possibilities for creating industry benchmark solutions.
MothersonSumi INfotech & Designs Ltd. (MIND)
MIND is 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 diversified technology needs of customers across 37 global locations.
Today, MIND’s workforce of 1200+ professionals creates solutions focusing on seamless enterprise collaboration, digital workflow management, information mobility, end-to-end traceability, ERP consulting & implementation, enterprise data warehousing & analytics, machine integration, IOT & automation besides consistently gaining expertise to incorporate advanced, upcoming technologies in these solutions.
The team offers competencies to address varying technology needs of several industry verticals including Automotive, Manufacturing, Pharmaceuticals, FMCG, Government, Education and more.
MIND also boasts of industry partnerships with leading
technology companies such as Microsoft, Oracle, Infosim, HP, Dell etc. to leverage industry standard platforms for delivering best-in-class solutions that are designed to meet each client’s unique business needs. The company houses a state-of-the art, secure Tier 3 compliant data center at its NOIDA campus that facilitates safe hosting of applications for several global enterprise clients and also provides long term data retention capabilities taking into account industry best practices for business continuity planning.
As a qualified GST Suvidha Provider (GSP), MIND is authorised to communicate with the central GSTN server and provide GST return e-filing services to businesses pan-India.
With a strong belief in DIGITAL and commitment to deliver lasting business value through technology, MIND has consistently focused on becoming a strategic technology partner and a globally preferred solutions provider for customers worldwide.
23annual report 2016-2017
samvardhana motherson international limited24
08 Manufacturing SupportSMIL 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
samvardhana motherson international limited24
annual report 2016-2017 25
Matsui Technologies India Ltd. (MTIL) is a joint venture between Samvardhana Motherson International Limited (SMIL), India and Matsui Manufacturing Company Ltd., Japan. MTIL operations are based in India at Noida.
Matsui Technologies India is undertaking marketing, installation and servicing of Matsui products in India, SAARC region and Middle East. The product range includes mould temperature controller, granulator, dehumidifying dryer, jet loader, hopper dryer, chiller, blender, cooling towers etc.
Anest Iwata Motherson Coating Equipment Private Limited (AIMC) is a joint venture between Samvardhana Motherson International Limited (SMIL), 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 Limited (AIM) is a joint venture between Samvardhana Motherson InternationalLimited (SMIL), 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 in India.
Matsui Technologies India Ltd. (MTIL)
Anest Iwata Motherson Pvt. Ltd. (AIM)
Anest Iwata Motherson Coating Equipment Pvt. Ltd. (AIMC)
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)
Anest Iwata Motherson Coating Equipment Ltd.
25annual report 2016-2017
08 Manufacturing Support
samvardhana motherson international limited26
Serving Customers Globally
1 Brazil
2 Mexico
3 USA
4 Canada
5 Mecedonia
6 Italy
7 Spain
8 Portugal
9 France
10 Jersey
11 Ireland
12 UK
13 Luxembourg
14 Netherlands
15 Germany
16 Czech Republic
17 Poland
18 Slovakia
19 Finland
20 Estonia
21 Lithuania
22 Hungary
23 Serbia
24 Russia
25 India
26 China
27 Japan
28 South Korea
29 Hong Kong
30 Thailand
31 Singapore
32 Australia
33 Sri Lanka
34 UAE
35 Mauritius
36 Cyprus
37 South Africa
samvardhana motherson international limited26
14134 16 22
273
2
1
8
37
9
11
12
32
33
34
36
6
35
31
30
28
26
29
2117
18
19 20
15
24 25
23
7
5
10
annual report 2016-2017 2727annual report 2016-2017
14134 16 22
273
2
1
8
37
9
11
12
32
33
34
36
6
35
31
30
28
26
29
2117
18
19 20
15
24 25
23
7
5
10
samvardhana motherson international limited28
Growing with Customer TrustOur customers’ trust has given us opportunities to grow and attain leadership positions in the businesses we operate
Exterior rearview mirrors
Wiring harness for Heavy duty commercial vehicles
GLOBALLY
Exterior rearview mirrors
IP modules, door trims and bumpers
Wiring harnesses for Heavy duty commercial vehicles, 2- wheelers, earthmoving and material handling equipment
IN EUROPE
Wiring harnesses for passenger cars
Rearview mirrors for passenger cars
Moulded components and modules
Plastic air intake manifolds
Cabins for large size dump trucks
Gear cutting tools
CBN & PCD cutting tools
IN INDIA
samvardhana motherson international limited28
annual report 2016-2017 29
Awards and recognition.Customer awards.
Daimler(India)
Best Performance Award (MSSL)
Innovation & Technology Award (MSSL)
Volkswagen(Global)
Top 10 Suppliers of the Year (SMP)
FAW-Volkswagen(China)
Quality Excellence Award (SMR)
Volvo(Spain)
Ford
Maruti Suzuki(India)
Maruti Suzuki(India)
Hyundai(India)
Overall Performance (MSSL)
Overall Performance (MATE)
Excellence in Comprehensive Assesment (MSSL)
Tooling Localization (MATE)
Design & Development Award (MMM)
Vendor Import localization Award (CKM)
Maruti Suzuki(India)
Safety Award (MATE)
Safety Award (SMR)
Consistently High Quality Performance Award
(SMR)
Safety Award (MSSL)
Quality Excellence Award (KIML)
Overall Excellence in Supply Chain (SMR)
Supplier Best Support Award (SMR)
29annual report 2016-2017
samvardhana motherson international limited30
Regional Contribution Award (MSSL)
Toyota(India)
Toyota(India)
Silver Award – Best Supplier of the Year
(MSSL)
Quality Award (MATE)
Quality Award (MSSL)
Best Project Performance Award
(MATE)
Delivery Award (MATE)
Delivery Award (MSSL)
Mahindra(India)
FOTON
Excellent Supplier(PKC)
Zero Defect Supplies Zero PPM
(MSSL)
Zero Defect Supplies Zero PPM
(MATE)
Zero Defect Supplies Zero PPM
(SMR)
Diamond Supplier Award(PKC)
NAVISTAR
Toyota(India)
Quality Award (SMR)
FIAT(India)
Best Supplier Quality Award (MMM)
Best SPD Performance (SMR)
Annual Commodity Award (SMR)
Renualt Nissan(India)
Outstanding Support Award(MMM)
General Motors(India)
Quality Excellence Award (MMM)
samvardhana motherson international limited30
annual report 2016-2017 31
Platinum Level in Supplier Quality Excellence Process
(MSSL)
Caterpillar(India)
Preferred Business Partner (MSSL)
Kobelco(India)
Commendable Performance for India Business
(MSSL)
Partner-level Supplier in the 2016 & 2015 Achieving
Excellence Program(PKC)
John Deere(India)
Supplier Performance Management Leader
(PKC)
PACCAR
Komatsu(India)
Supreme(India)
Shriram Pistons & Rings Limited
Honda Siel Power Products(India)
Best Supplier Award (MSSL)
Danfoss(India)
Supplier Recognition Award (SMP)
Brose(Germany)
Hyundai Mobis(South Korea)
TATA Hitachi(India)
Honda Motorcycles (India)
Strong CR Efforts in VA/VE (MSSL)
Suzuki Motorcycle(India)
Performance Award New Development
(MSSL)
31annual report 2016-2017
Significant Contribution (MSSL)
Excellence in Quality (MSSL)
Letter of Appreciation (SMR)
Providing Solution to Enhance Productivity & Quality
(MTIL)
Best Supplier Award (MTTL)
Quality (MSSL)
samvardhana motherson international limited32
EY Entrepreneur of the Year 2016(India)
Mr. Vivek Chaand Sehgal, Chairman, Motherson Sumi Systems Ltd. was adjudged “EY Entrepreneur of the Year 2016” at the 18th EY (Ernst & Young) Entrepreneur of the Year Awards ceremony in New Delhi, India. Mr. Vivek Chaand Sehgal was declared the winner out of the 250 nominations and 17 finalists. The result was decided by a 9-member eminent jury panel consisting of iconic Indian business leaders. This is by far the most prestigious award in the Indian business industry which has over the years honoured exemplary leaders, who have played a pivotal role in India’s ascent in the global business sphere.
The awards were presented by Mr. Piyush Goyal, Minister of State (independent charge) for the Ministry of Power, Coal, New and Renewable Energy and Mines and Ms. Nirmala Sitharaman, Minister of State (independent charge), Ministry of Commerce & Industry for Government of India.
Badische Zeitung(Germany)
Job Motor Award (SMR)
Most Innovative Auto Company (MSSL)
Institutional awards.ASSOCHAM
(India)
Company of the year Award (SMR)
Professional Publishing(Hungary)
samvardhana motherson international limited32
Samvardhana Motherson International Limited 33
DIRECTORS’ REPORTTo the Members,
Your Directors have pleasure in presenting to you the 12th Annual Report together with the audited fi nancial statements of the Company for the fi nancial year ended March 31, 2017. The consolidated performance of the Company and its subsidiaries has been referred to whenever required.
Financial performance and operative performance of the CompanyThe summarized fi nancial results for the year ended on March 31, 2017 and for the previous year ended March 31, 2016 are as follows:
(Amount in ` Million)
Particulars Standalone
For the year ended
31.03.2017For the year ended
31.03.2016
Revenue from operations 372 2,655
Other Income 173 36
Total Income 545 2,691
Expenditure 661 2,590
Profi t/ (Loss) Before Interest , Depreciation and Tax (116) 101
Finance Costs 1,104 1,132
Profi t/ (Loss) before Depreciation and Tax (1,220) (1,031)
Depreciation 2 3
Profi t/ (Loss) Before Tax (1,222) (1,034)
Provision For Taxation: - -
- Current Income Tax - -
- Deferred Tax - -
Profi t/ (Loss) After Tax (1,222) (1,034)
(Amount in ` Million)
Particulars Consolidated
For the year ended
31.03.2017For the year ended
31.03.2016
Net Revenue 378,278 337,691
Other Income 2,571 2,660
Income 380,849 340,351
Expenditure 361,284 327,197
Profi t Before Tax 19,565 13,154
Provision For Taxation:
-Current Income Tax 6,465 5,212
- Deferred Tax 409 (1,325)
Fringe Benefi t Tax 42 48
Income Tax for earlier years
Profi t before Minority Interest and share of result of associates 12,649 9,219
Minority Interest 4,576 3,781
Share of profi t of Associates (3) 8
Profi t for the year 8,070 5,446
DividendIn view of the losses and the future expansion plans of the Company, the Board of Directors decided not to recommend any Dividend for the year ended March 31, 2017.
Book 1.indb 33Book 1.indb 33 29/08/17 8:02 PM29/08/17 8:02 PM
34 Annual Report 2016-17
Capital adequacyYour 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, 2017.
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, Motherson Air Travel Agencies Limited ceased to be associate Company of your Company.
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 Annual Report.
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.
Shifting of the Registered Offi ce of the CompanyThe Company has shifted its registered offi ce from National Capital Territory of Delhi to the state of Maharashtra w.e.f. 20th October, 2016. Post shifting of registered offi ce, Company has received fresh certifi cate of registration as a Non-Deposit Taking Systematically Important Core Investment Company (“CIC-ND-SI”) vide certifi cate No. N-3.02168 dated 7th March, 2017, from Department of Non-Banking Finance, Mumbai.*
Public/Fixed Deposits The Company has neither invited nor accepted any Deposits from the Public during the year ended on March 31, 2017. There is no unclaimed or unpaid deposit lying with the Company.
Auditors and Auditor’s ReportStatutory AuditorsAs per Section 139 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, the terms of M/s. Price Waterhouse Chartered Accountants L.L.P (Firm Registration No.-012754N/N500016),as statutory auditors of the Company will expire at the conclusion of 12th Annual General Meeting.
The report given by M/s. Price Waterhouse Chartered Accountants L.L.P, (PwC), statutory auditors on the fi nancial statements of the Company for the year 2016-17 is part of the Annual Report. The observations of the Auditors and the relevant notes on Accounts referred to in the Auditors’ Report 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, during the year, in the course of the performance of their duties as auditor, no fraud 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.
* 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.
Book 1.indb 34Book 1.indb 34 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 35
In accordance with the Companies Act, 2013 M/s. Price Waterhouse Chartered Accountants L.L.P are not eligible for re-appointment. PwC have been Company’s auditors since 2007 and over the years have successfully supported the Company. The Board and Audit committee appreciated the work and commitments of PwC in supporting the Company to meet its commitments for fi nancial disclosures as well as strengthening of internal controls and unifi cation of accounting policies across the group.
The Board has recommended the appointment of M/s. S.R. Batliboi & Co. LLP, Chartered Accountants as the statutory auditors of the Company in place of PwC, for a term of fi ve consecutive years, from the conclusion of 12th Annual General Meeting of the Company scheduled to be held in the year 2017 till the conclusion of 17th Annual General Meeting of the Company scheduled to be held in the year 2022, for the approval of the shareholders of the Company, based on the recommendation of the Audit Committee.
The Company has received letters from M/s. S.R. Batliboi & Co. LLP, Chartered Accountants to the effect that their re-appointment, if made, would be within the prescribed limits under Section 141(3)(g) of the Companies Act, 2013 and that they are not disqualifi ed for re-appointment.
Secretarial AuditorThe Board of Directors have appointed M/s Abhishek
Sethiya & Associates, Companies Secretaries in Practice
to conduct Secretarial Audit for the fi nancial year 2016-17.
The Secretarial Audit Report for the fi nancial year ended
March 31, 2017 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 AuditorPursuant 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 2016-2017.
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(a) of Companies (Account) Rules, 2014 is given in Annexure A to this report
Directors and Key Managerial PersonnelAs per provisions of Companies Act, 2013, Mr. Vivek Chaand Sehgal, Mr. Laksh Vaaman Sehgal, Mr. Bimal Dhar and Mr. Dhruv 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. The Board of Directors of the Company also recommended for appointment of Mr. Vivek Chaand Sehgal as non-retiring Director on the Board of the Company. Further, during the year, Mr. Hideo Hatada was appointed as Additional Director of the Company. 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.
Pursuant to the provisions of section 203 of the Companies Act, 2013, Mr. Ashok Tandon as Director& CFO and Ms. Pooja Mehra as Company Secretary are Key Managerial Personnel of the Company. There has been no change in the Key Managerial Personnel during the year.
Meetings of the BoardDuring the fi nancial year ended 31st March 2017, 8 meetings of Board of Directors were held. The details of meetings are given here:
The dates of meeting are: April 8, 2016, May 30, 2016, June 10, 2016, September 1, 2016, October 12, 2016, November 11, 2016, February 13, 2017 and March 27, 2017.The intervening gap between two meetings was within the period 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
4 No
Mr. Laksh Vaaman Sehgal
5 No
Mr. Vivek Avasthi 6 No
Mr. Hiroshi Morimoto 4 No
Mr. Bimal Dhar 2 No
Mr. Ashok Tandon 8 Yes
Mr. Ramesh Dhar 5 No
Ms. Geeta Soni 8 No
Ms. Nilu Mehra 2 No
Ms. Madhu Bhaskar 7 Yes
Mr. Dhruv Mehra 5 Yes
Mr. Mikihisa Takayama 1 No
Mr. Hideo Hatada 1 No
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.
Audit CommitteeThe 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. Laksh Vaaman Sehgal- Member
• Mr. Hiroshi Morimoto- Chairman
• Ms. Madhu Bhaskar- Member
Book 1.indb 35Book 1.indb 35 29/08/17 8:02 PM29/08/17 8:02 PM
36 Annual Report 2016-17
Mr. Vivek Avasthi was appointed as member in place of Mr. Laksh Vaaman Sehgal from 30th May, 2016 to 10th June, 2016
Four Audit Committee meetings were held during the year. The dates of the meeting are:
30th May, 2016, 10th June, 2016, 11th November, 2016 and 27th March, 2017.
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 1
Ms. Madhu Bhaskar Member 4
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
13th February, 2017.
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.During the year, 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 EvaluationYour Company has formulated Nomination and Remuneration Committee in terms of the Provisions of the Companies Act, 2013 and has done formal annual evaluation of Directors in terms of the provisions of 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 CommitteeThe 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 27th March, 2017.
Stakeholder Relationship CommiitteeYour Company has constituted stakeholder relationship Commiittee which comprise of following persons:
• Mr. Hiroshi Morimoto- Member
• Ms. Madhu Bhaskar- Member
• Mr. Vivek Avasthi- Chairman
Stakeholder Relationship Commiittee meeting was held on 27th March, 2017.
Extract of the Annual Return In accordance with Section 134(3)(a) of the Companies Act, 2013, an axtract 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 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 – DDirectors’ 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, 2017, the applicable
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
Book 1.indb 36Book 1.indb 36 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 37
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,
2017 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,
2017:
- There has been no change in the nature of business
of the company during the year ended on March 31,
2017.
- No amount has been transferred to Reserves by the
Company during the year ended on March 31, 2017.
- 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, 2017.
- There has been no Issue of equity shares with
differential rights as to dividend, voting or otherwise.
- There were no cases fi led pursuant to the Sexual
Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013.
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/-Place: Noida Vivek Chaand Sehgal Date: 24.07.2017 Chairman
Book 1.indb 37Book 1.indb 37 29/08/17 8:02 PM29/08/17 8:02 PM
38 Annual Report 2016-17
Annexure-AConservation 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(a) 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, adaption 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, 2017 are:
(i) Foreign Exchange earnings: (Amount in `)
Consultancy Income 203,770
Interest on loan 8,948,610
Total Foreign Exchange earnings 9,152,380(ii) Foreign Exchange Outgo: (Amount in `)
Travel expenditure 5,501,043
Conference/Business Promotion 5,369,156
Professional charges 6,878,718
Director’s sitting fee 178,000
Total Foreign Exchange outgo 17,926,917
Book 1.indb 38Book 1.indb 38 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 39
Annexure-BANNUAL 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
Note: CSR committee has been formed by the Company in terms of the provisions of the Companies Act, 2013 due to losses no amount is required to be spend by the Company.
For Samvardhana Motherson International Limited
Sd- Madhu Bhaskar
Chairperson- Corporate Social Responsibility Committee
Book 1.indb 39Book 1.indb 39 29/08/17 8:02 PM29/08/17 8:02 PM
40 Annual Report 2016-17
Annexure-CForm No. MGT-9
EXTRACT OF ANNUAL RETURNas on the fi nancial year ended on March 31,2017
[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 Bombay Stock Exchange)
vii) Name, Address and Contact details of Registrar and Transfer Agent, if any
Link InTime India Private Limited44, Community Centre, Second Floor, Near PVR Naraina, Phase-I, Naraina Industrial Area, New Delhi-110028
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 29304 82.80%
II. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES –
S. NO.
NAME AND ADDRESS OF THE COMPANY
CIN/GLN HOLDING/SUBSIDIARY
% OF SHARES
HELD
APPLICABLE SECTION
1 Motherson Machinery and Automations Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U74899DL2004PLC131099 Subsidiary Company
100% 2(87)(ii)
2 Nachi Motherson Tool Technology Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U34300DL2004PLC131121 Subsidiary Company
74% 2(87)(ii)
3 Motherson Molds and Diecasting Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U27310DL2006PLC151361 Subsidiary Company
51% 2(87)(ii)
4 SAKS Ancillaries Limited
Unit 705, C Wing, ONE BKC, G Block Bandra Kurla Complex, Bandra East Mumbai Mumbai City MH 400051
U74899MH1985PLC285656 Subsidiary Company
58.10% 2(87)(ii)
Book 1.indb 40Book 1.indb 40 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 41
S. NO.
NAME AND ADDRESS OF THE COMPANY
CIN/GLN HOLDING/SUBSIDIARY
% OF SHARES
HELD
APPLICABLE SECTION
5 Samvardhana Motherson Virtual Analysis Limited
2nd 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)(ii)
6 Motherson Auto Solutions Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U74899DL2004PLC131122 Subsidiary Company
66% 2(87)(ii)
7 MothersonSumi INfotech and Designs Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U67120DL1985PLC020695 Subsidiary Company
53.67% 2(87)(ii)
8 MSID U.S. Inc. (held by Motherson Sumi INfotech & Designs Ltd.)
18 East 41st Street Suite 1704New York, NY 10017
N.A. Subsidiary Company through MothersonSumi Infotech and Designs Limited
100% 2(87)(ii)
9 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)(ii)
10 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)(ii)
11 MothersonSumi INfotech & Designs KK (held by MothersonSumi INfotech and Designs SG Pte. Ltd.)
4F 45KT Building 16-4, 1-chome Marunouchi Naka-ku, Nagoya 460-0002, Japan
N.A. Subsidiary Company through MothersonSumi Infotech and Designs Limited
85.71% 2(87)(ii)
12 Motherson Consultancies Service Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U29130DL2004PLC131100 Subsidiary Company
100% 2(87)(ii)
Book 1.indb 41Book 1.indb 41 29/08/17 8:02 PM29/08/17 8:02 PM
42 Annual Report 2016-17
S. NO.
NAME AND ADDRESS OF THE COMPANY
CIN/GLN HOLDING/SUBSIDIARY
% OF SHARES
HELD
APPLICABLE SECTION
13 Motherson Auto Engineering Service Limited
2nd 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)(ii)
14 Motherson Techno Tools Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U74999DL1992PLC049607 Subsidiary Company
60.06% 2(87)(ii)
15 Motherson Advanced Tooling Solutions Limited
Unit 705, C Wing, ONE BKC, G Block Bandra Kurla Complex, Bandra East Mumbai Mumbai City MH 400051
U45400MH2007PLC285655 Subsidiary Company
100% 2(87)(ii)
16 Tigers Connect Travel Systems and Solutions Limited
Unit 705, C Wing, ONE BKC, G Block Bandra Kurla Complex, Bandra East Mumbai Mumbai City MH 400051
U34300MH2006PLC285657 Subsidiary Company
100% 2(87)(ii)
17 Samvardhana Motherson Refrigeration Product Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U90000DL2007PLC169556 Subsidiary Company
100% Less 100 shares
2(87)(ii)
18 Motherson Sintermetal Technology Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U28990DL2011PLC229148 Subsidiary Company
89% 2(87)(ii)
19 Samvardhana Motherson Auto Component Private Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U31500DL2014PTC274514 Subsidiary Company
100% 2(87)(ii)
20 Samvardhana Motherson Auto System Private Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U50300DL2014PTC273269 Subsidiary Company
100% 2(87)(ii)
Book 1.indb 42Book 1.indb 42 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 43
S. NO.
NAME AND ADDRESS OF THE COMPANY
CIN/GLN HOLDING/SUBSIDIARY
% OF SHARES
HELD
APPLICABLE SECTION
21 Samvardhana Motherson Finance Services Cyprus Ltd.
Julia House, 3 Thermistocles Dervis Street, CY-1066 Nicosia, Cyprus
N.A. Subsidiary Company
100% 2(87)(ii)
22 Samvardhana Motherson Holding (M) Private Ltd. (SMHPL)
6th Floor, Tower A, 1 Cyber City, Ebene, Mauritius
N.A Subsidiary Company
100% 2(87)(ii)
23 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)(ii)
24 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 B.V.
100% 2(87)(ii)
25 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 Tehnco Tools Limited
100% 2(87)(ii)
26 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 through Samvardhana Motherson Holding (M) Private Limited
49% 2(87)(ii)
27 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 34.81% 2(87)(ii)
Book 1.indb 43Book 1.indb 43 29/08/17 8:02 PM29/08/17 8:02 PM
44 Annual Report 2016-17
S. NO.
NAME AND ADDRESS OF THE COMPANY
CIN/GLN HOLDING/SUBSIDIARY
% OF SHARES
HELD
APPLICABLE SECTION
28 Anest Iwata Motherson Coating Equipment Private Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U29298DL2006PLC155317 Joint Venture 49% 2(87)(ii)
29 Anest Iwata Motherson Private Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U34107DL2000PTC108736 Joint Venture 49% 2(87)(ii)
30 AES (India) Engineering Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U29199DL2005PLC141008 Joint Venture 26% 2(87)(ii)
31 Spheros Motherson Thermal System Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U74899DL2004PLC131101 Joint Venture 49% 2(87)(ii)
32 Matsui Technologies India Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U29199DL2006PLC156494 Joint Venture 50% less one share
2(87)(ii)
33 Fritzmeier Motherson Cabin Engineering Private Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U31908DL2007PTC162125 Joint Venture 50% 2(87)(ii)
34 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 49% 2(87)(ii)
35 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(87)(ii)
Book 1.indb 44Book 1.indb 44 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 45
S. NO.
NAME AND ADDRESS OF THE COMPANY
CIN/GLN HOLDING/SUBSIDIARY
% OF SHARES
HELD
APPLICABLE SECTION
36 Magneti Marelli Motherson India Holding B.V.
Amsterdam, 118BH Luchthaven Schiphol, Schiphol Boulevard 217
N.A. Joint Venture 50% 2(87)(ii)
37 CTM India Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U74999DL1998PLC093544 Joint Venture 41% 2(87)(ii)
38 Nachi Motherson Precision Private Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U29253DL2010PTC209702 Joint Venture 49% 2(87)(ii)
39 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(87)(ii)
40 Samvardhana Motherson Polymers Limited
Unit 705, C Wing, ONE BKC, G Block Bandra Kurla Complex, Bandra East Mumbai Mumbai City MH 400051 India
U29292MH2011PLC286829 Joint Venture 49% 2(87)(ii)
41 Motherson Bergstrom HVAC Solutions Private Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U29292DL2010PTC211024 Joint Venture 50% 2(87)(ii)
42 Motherson Invenzen Xlab Private Limited
2nd Floor, F-7, Block B-1, Mohan Cooperative Industrial Estate, Mathura Road, Delhi -110044
U72300DL2014PTC264533 Subsidiary 51% 2(87)(ii)
Book 1.indb 45Book 1.indb 45 29/08/17 8:02 PM29/08/17 8:02 PM
46 Annual Report 2016-17
IV SHAREHOLDING PATTERN (Equity Share Capital Break-up as Percentage of Total Equity)
i) Category – Wise Shareholding
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 year
Demat Physical Total % of total
Shares
Demat Physical Total %of Total
Shares
A. Promoters(1) India
a) Individual/ HUF 111630046 NIL 111630046 23.57 111630046 5600 111635646 23.57 NIL
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 NIL 247720915 52.30 247720915 5600 247726515 52.30 NIL
(2) Foreigna) 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 38.10 180379597 30950 180410547 38.10 NIL
Total shareholding g of Promoter(A) = A1+A 2 428100512 30950 428131462 90.40 428100512 36550 428137062 90.40 NILB.1.
Public ShareholdingInstitutionsa) Mutual Funds NIL NIL NIL NIL NIL NIL NIL NIL NIL
b) Banks / FI NIL NIL NIL NIL NIL 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
2. Non Institutionsa) 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 ` 1 lakh
2180284 2020648 4200932 0.89 2173044 1885247 4058291 0.86 - 0.03
Book 1.indb 46Book 1.indb 46 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 47
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 year
Demat Physical Total % of total
Shares
Demat Physical Total %of Total
Shares
ii) Individual shareholders holding nominal share capital in excess of ` 1 lakh
6026565 1188608 7215173 1.52 6167067 1135987 7303054 1.55 - 0.03
c) Others i) Foreign
Nationals & Non-Resident Indians
922200 1248164 2170364 0.45 964650 1257308 2221958 0.45 0.00
iii) Trust 634948 598133 1233081 0.26 583477 647170 1230647 0.26 0.00
Sub-total(B)(2):-
9813997 35668396 45482393 9.60 9938238 35538555 45476793 9.60 0.00
Total Public Shareholding (B)=(B)(1)+ (B)(2)
9813997 35668396 45482393 9.60 9938238 35538555 45476793 9.60 0.00
C. Shares held by Custodian for GDRs & ADRs
NIL NIL NIL NIL NIL NIL NIL NIL NIL
Grand Total (A+B+C) 437914509 35699346 473613855 100 438038750 35575105 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
% change in shareholding
during 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
1 Ms. Geeta Soni 1340760 0.28 NIL 1346360 0.28 NIL NIL
2 Ms. Renu Alka Sehgal 109825286 23.19 NIL 109825286 23.19 NIL NIL
3 Ms. Nilu Mehra 464000 0.10 NIL 464000 0.10 NIL NIL
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 428100512 90.40 NIL 428137062 90.40 NIL NIL
Book 1.indb 47Book 1.indb 47 29/08/17 8:02 PM29/08/17 8:02 PM
48 Annual Report 2016-17
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
Company
1 At the beginning of the year 428100512 90.40 428100512 90.40
Increase in promoters holding during the year:• Ms. Geeta Soni (due to transfer)
5600 0.00 5600 0.00
At the End of the Year 428137062 90.40 428137062 90.40iv) 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 1233081 0.26 1230647 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 0.04 162500 0.04
9 Devender Singh 162800 0.03 500 0.00
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 1346360 0.28
4 Ms. Nilu Mehra 464000 0.09 464000 0.09
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
Book 1.indb 48Book 1.indb 48 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 49
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
13 Mr. Yasuhiro Kawamura NIL NIL NIL NIL
14 Ms. Pooja Mehra 28000 0.00 28000 0.00
V INDEBTEDNESS Indebtedness of the Company including interest outstanding/accrued but not due for payment
(Amount in ` Million)
Secured Loans excluding Deposit
Unsecured Loans
Deposits Total Indebtedness
Indebtedness at the beginning of the fi nancial year
i) Principal Amount
ii) Interest due but not paid
iii) Interest accrued but not due
9,500
89
-
789
-
-
-
-
-
10,289
89
-
Total (I + ii + iii) 9,589 789 - 10,378
Change in Indebtedness during the fi nancial year
• Addition
• Reduction
-
190
943
-
-
-
943
190
Net Change 190 943 - 753
Indebtedness at the end of the fi nancial year
i)Principal Amount
ii)Interest due but not paid
iii)Interest accrued but not due
9,347
-
52
1,723
-
9
-
-
-
11,070
-
61
Total (I + ii + iii) 9,399 1,732 - 11,131 VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A. Remuneration to Managing Director, Whole-time Directors and/or Manager: (Amount in `)
Sl. No
Particulars of Remuneration Name of MD/WTD/Manager Total Amount
Mr. Ramesh Dhar Mr. Dhruv Mehra
1 Gross salary:(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, 1961
(c) Profi ts in lieu of salary u/s17(3) Income Tax Act, 1961
12,720,982
16,500
-
7,643,592
39,600
-
20,364,574
56,100
-
2 Stock Option - - -
3 Sweat Equity - - -
4 Commission as % of profi t Others, Specify
- - -
5 Others, Please specify - - -
TOTAL A 12,737,482 7,683,192 20,420,674
Book 1.indb 49Book 1.indb 49 29/08/17 8:02 PM29/08/17 8:02 PM
50 Annual Report 2016-17
B. Remuneration to other Directors:
Sl. Sl. No.No.
Particulars of RemunerationParticulars of Remuneration Name of DirectorsName of Directors Total AmountTotal Amount
1 Independent Directors Mr. Hiroshi Morimoto
Ms. Madhu Bhaskar
• Fee for attending board committee meetings• Commission• Others, please specify
175,000 235,000 410,000
Total (1) 175,000 235,000 410,000
2 Other Non-ExecutiveDirectors• Fee for attending board committee meetings• Commission• Others, please specify
Total (2)
Total (B) = (1+2) 175,000 235,000 410,000Total Managerial Remuneration
C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD
Sl. No
Particulars of Remuneration Key Managerial Personnel
Company Secretary
Ms. Pooja Mehra
CFO cum DirectorMr. Ashok Tandon
Total
1 Gross salary(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, 1961
(c) Profi ts in lieu of salary u/s 17(3) the Income-tax Act, 1961
3,318,280
54,331
-
9,978,708
39,600
-
13,296,988
93,931
-
2 Stock Option - - -
3 Sweat Equity - - -
4 Commission- As % of Profi t- Others, specify
- - -
5 Others, please specify - - -
Total 3,372,611 10,018,308 13,390,919VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:
TypeType Section of the Section of the Companies Companies
ActAct
Brief Brief DescriptionDescription
Details of Penalty/ Details of Penalty/ punishment/ punishment/
Compounding fee Compounding fee imposedimposed
AuthorityAuthority
[RD/NCLT/ [RD/NCLT/ Court]Court]
Appeal made, Appeal made, if any (give if any (give
details)details)
A. COMPANY
Penalty NIL N.A. NIL NIL NA
Punishment NIL N.A. NIL NIL NA
Compounding NIL N.A. NIL NIL NA
B. DIRECTORS
Penalty NIL N.A. NIL NIL NA
Punishment NIL N.A. NIL NIL NA
Compounding NIL N.A. NIL NIL NA
C. Others Offi cers in default
Penalty NIL NA NIL NIL NA
Punishment NIL NA NIL NIL NA
Compounding NIL NA NIL NIL NA
Book 1.indb 50Book 1.indb 50 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 51
Annexure- DInformation as per section 197 of the Companies Act, 2013 read with rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
Employee name
Designation Educational Qualifi cation
Age Experience (in years)
Date of joining
Gross remuneration paid (in `)
Previous employment and designation
Percentage of equity shares held in the company
Whether relative of any director or manager of the company
Ramesh Dhar
Director Bachelor of Engineering
67 42 years 01/04/2012 12,737,482 Woco Motherson Limited Chief Executive Offi cer
36000 shares (0.01%)
Himself Director
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)
53 28 years 04/12/2015 24,516,360 Senior Director- Legal & Regulatory Affairs at Max India Limited
Nil Not Related
Kunal Malani
President Chartered Accountant
40 17 years 15/07/2013 17,771,712 India Infoline Investment BankingSenior Vice President
Nil Not related
Book 1.indb 51Book 1.indb 51 29/08/17 8:02 PM29/08/17 8:02 PM
52 Annual Report 2016-17
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Book 1.indb 52Book 1.indb 52 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 53
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Book 1.indb 53Book 1.indb 53 29/08/17 8:02 PM29/08/17 8:02 PM
54 Annual Report 2016-17
Stat
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Book 1.indb 54Book 1.indb 54 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 55
Nam
e of
Ass
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Joi
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dite
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ear e
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Note
1-
6
Note
:
1.
The C
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to p
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ut
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Book 1.indb 55Book 1.indb 55 29/08/17 8:02 PM29/08/17 8:02 PM
56 Annual Report 2016-17
FORM NO. MR-3SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2017[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 LimitedUnit 705, C Wing, ONE BKC, G BlockBandra Kurla Complex, Bandra EastMumbai, Maharashtra- 400051 CIN-U74900MH2004PLC287011
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”). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon.
Based on our verifi cation of Samvardhana Motherson International Limited’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, 2017 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, 2017 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 and Guidelines prescribed under the Securities and Exchange Board of India
Act, 1992 (‘SEBI Act):- (a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011; (b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992; (c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)
Regulations, 2009; (no event during audit period) (d) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock
Purchase Scheme) Guidelines, 1999; (no event during audit period) (e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations,
2008; (f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act and dealing with client; (g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; (no
event during audit period) and (h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; (no event
during audit period)vi) We have relied on the representation made by the Company and its offi cers for system and mechanism
framed by the Company for compliances under the other following applicable Act, Laws & Regulations to the Company.
• Employees Provident Fund and Miscellaneous Provisions Act, 1952
• Provisions of Employee State Insurance Act, 1948
• Equal Remuneration Act, 1976 and all other allied labor laws, as informed/ confi rmed to us;
Book 1.indb 56Book 1.indb 56 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 57
• Income Tax Act, 1961
• Finance Act, 1994
• Prevention of Money Laundering Act, 2002
• Delhi Shops and Commercial Establishment Act, 1954
• Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
• Reserve Bank of India Act, 1934 and rules, regulations, circulars, notifi cations issued by Reserve Bank of India from time to time for Core Investment Company.
We have also examined compliance with the applicable clauses of the following:
i. Secretarial Standards issued by The Institute of Company Secretaries of India.
ii. The Listing Agreements entered into by the Company with Bombay Stock Exchange (BSE).
During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above.
We further report that-
As informed by the Company, the Board of Directors of the Company is duly constituted with the proper balance of Executive Directors, Non-Executive Directors, Independent Directors and Women Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act.
Adequate notice is given to all directors to schedule the Board meetings, agenda and detailed notes on agenda were sent as per the provisions of Companies Act 2013, and a system exists for seeking and obtaining further information and clarifi cations on the agenda items before the meeting and for meaningful participation at the meeting.
Majority decision is carried through while the dissenting members’ views are 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, the company has following events: (details of specifi c events/ actions having a major bearing on the company’s affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc. referred to above).
i) The Company has issued 120 (One Hundred and Twenty) Secured, Redeemable, Non-Convertible Debentures of Rs. 1,00,00,000 each fully paid up on private placement basis in accordance with the Companies Act, 2013.
For Abhishek Sethiya & Associates (Company Secretaries)
Place:- Noida CS Abhishek SethiyaDate:- July 24, 2017 (Proprietor)
FCS No. 7856, CP No. 14237
This Report is to be read with our letter of even date which is annexed as Annexure A and forms an integral part of this report.
Book 1.indb 57Book 1.indb 57 29/08/17 8:02 PM29/08/17 8:02 PM
58 Annual Report 2016-17
‘Annexure A’To,The Members,Samvardhana Motherson International Limited
Our report of even date is to be read along with this letter.
1. 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.
2. We have followed the audit practices and process 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 process and practices, we followed provide a reasonable basis for our opinion.
3. We have not verifi ed the correctness and appropriateness of fi nancial records and Books of Accounts of the Company.
4. Where ever required, we have obtained the Management representation about the Compliance of laws, rules and regulations and happening of events etc.
5. The Compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verifi cation of procedure on test basis.
6. 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.
For Abhishek Sethiya & Associates (Company Secretaries)
Place:- Noida CS Abhishek SethiyaDate:- July 24, 2017 (Proprietor)
FCS No. 7856, CP No. 14237
Book 1.indb 58Book 1.indb 58 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 59
in the fi nancial statements. The procedures selected depend on the auditors’ 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 the 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.
7. 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.
Opinion8. In our opinion and to the best of our information
and according to the explanations given to us, the aforesaid 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, 2017, and its loss and its cash fl ows for the year ended on that date.
Report on Other Legal and Regulatory Requirements9. As required by ‘the Companies (Auditor’s Report)
Order, 2016’, issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act (hereinafter referred to as the “Order”), and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure B a statement on the matters specifi ed in paragraphs 3 and 4 of the Order.
10. 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 purposes 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, the Statement of Profi t and Loss, and the 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 Accounting
Report on the Standalone Financial Statements1. 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 2017, the Statement of Profi t and Loss, the Cash Flow Statement for the year then ended, and a summary of the signifi cant accounting policies and other explanatory information.
Management’s Responsibility for the Standalone Financial Statements2. 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 to give a true and fair view of the fi nancial position, fi nancial performance and cash fl ows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specifi ed under Section 133 of the Act, read with Rule 7 of 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 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.
Auditors’ Responsibility3. Our responsibility is to express an opinion on these
standalone fi nancial statements based on our audit.
4. We have taken into account the provisions of the Act and the Rules made thereunder including the accounting standards and matters which are required to be included in the audit report.
5. We conducted our audit in accordance with the Standards on Auditing specifi ed under Section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered Accountants of India. Those Standards and pronouncements 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.
6. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures
INDEPENDENT AUDITORS’ REPORTTO THE MEMBERS OF Samvardhana Motherson International Limited
Book 1.indb 59Book 1.indb 59 29/08/17 8:02 PM29/08/17 8:02 PM
60 Annual Report 2016-17
Standards specifi ed under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of the written representations received from the directors as on March 31, 2017 taken on record by the Board of Directors, none of the directors is disqualifi ed as on March 31, 2017 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 and the operating effectiveness of such controls, refer to our separate Report in Annexure A.
(g) With respect to the other matters to be included in the Auditors’ Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our knowledge and belief and according to the information and explanations given to us:
i. The Company has disclosed the impact, if any, of pending litigations as at March 31, 2017 on its fi nancial position in its standalone fi nancial statements – Refer Note 26;
ii. The Company did not have any long-term contracts including derivative contracts as at March 31, 2017;
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended March 31, 2017;
iv. The Company has provided requisite disclosures in the fi nancial statements as to holdings as well as dealings in Specifi ed Bank Notes during the period from November 8, 2016 to December 30, 2016. Based on audit procedures and relying on the management representation we report that the disclosures are in accordance with books of account maintained by the Company and as produced to us by the Management – Refer Note 47.
For Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/N500016
Ashok NarayanaswamyPlace: Noida PartnerDate: May 30, 2017 Membership Number: 095665
Book 1.indb 60Book 1.indb 60 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 61
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Act1. We have audited the internal fi nancial controls over
fi nancial reporting of Samvardhana Motherson International Limited (“the Company”) as of March 31, 2017 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 Controls2. 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 (ICAI). 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 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.
Auditors’ Responsibility3. 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 deemed to be prescribed under section 143(10) of the Act to the extent applicable to an audit of internal fi nancial controls, both applicable to an audit of internal fi nancial controls and both issued by the ICAI. 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.
4. 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.
5. We believe that the audit evidence we have obtained is suffi cient and appropriate to provide a basis for our audit opinion on the Company’s internal fi nancial controls system over fi nancial reporting.
Meaning of Internal Financial Controls Over Financial Reporting6. 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 Reporting7. 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 inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Annexure A to Independent Auditors’ ReportReferred to in paragraph 10(f) of the Independent Auditors’ Report of even date to the members of Samvardhana Motherson International Limited on the standalone fi nancial statements for the year ended March 31, 2017
Book 1.indb 61Book 1.indb 61 29/08/17 8:02 PM29/08/17 8:02 PM
62 Annual Report 2016-17
Opinion8. 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, 2017, 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 Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/N500016
Ashok NarayanaswamyPlace: Noida PartnerDate: May 30, 2017 Membership Number: 095665
Book 1.indb 62Book 1.indb 62 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 63
i. (a) The Company is maintaining proper records showing full particulars, including quantitative details and situation, of fi xed assets.
(b) The fi xed assets of the Company have been physically verifi ed by the Management during the year and no material discrepancies have been noticed on such verifi cation. In our opinion, the frequency of verifi cation is reasonable.
(c) The Company does not own any immovable properties as disclosed in Note 12 on fi xed assets to the fi nancial statements. Therefore, the provisions of Clause 3(i)(c) of the said Order are not applicable to the Company.
ii. The Company is an investment Company, and consequently, does not hold any inventory. Therefore, the provisions of Clause 3(ii) of the said Order are not applicable to the Company.
iii. The Company has granted unsecured loans, to 12 companies covered in the register maintained under Section 189 of the Act. The Company has not granted any secured/unsecured loans to any fi rm /LLP/ other party covered in the register maintained under Section 189 of the Act.
(a) In respect of the aforesaid loans, the terms and conditions under which such loans were granted are not prejudicial to the Company’s interest.
(b) In respect of the aforesaid loans, the schedule of repayment of principal and payment of interest has been stipulated by the Company. Except for an amount aggregating ` 1,514 mn outstanding towards principal, the parties are repaying the principal amounts, as stipulated, and are also regular in payment of interest as applicable.
(c) In respect of the aforesaid loans, there is no amount which is overdue for more than ninety days.
iv. The Company is a Non-Banking Finance Company registered with the Reserve Bank of India and engaged in the business of fi nancing. Accordingly, the provision of Section 185 is not applicable to the Company. According to the information and explanations given to us, the Company has complied with the provisions of Section 186(1) of the Companies Act, 2013 in respect of the investments made. The other provisions of Section 186 are not applicable to the Company.
v. The Company has not accepted any deposits from the public within the meaning of Sections 73, 74, 75 and 76 of the Act and the Rules framed there under to the extent notifi ed.
vi. The Central Government of India has not specifi ed the maintenance of cost records under sub-section (1) of Section 148 of the Act for any of the products of the Company.
vii. (a) According to the information and explanations
given to us and the records of the Company examined by us, in our opinion, the Company is generally regular in depositing undisputed statutory dues in respect of income tax, though there has been a slight delay in a few cases, and is regular in depositing undisputed statutory dues, including provident fund, employees’ state insurance, sales tax, service tax, duty of customs, duty of excise , value added tax and other material statutory dues, as applicable, with the appropriate authorities.
(b) According to the information and explanations given to us and the records of the Company examined by us, there are no dues of income-tax, sales-tax, duty of customs, duty of excise, value added tax which have not been deposited on account of any dispute. The particulars of dues of service tax as at March 31, 2017 which have not been deposited on account of a dispute, are as follows:
Name of the statute
Nature of dues
Amount(`)
Period to which the amount relates
Forum where the dispute is
pending
Central Excise
Act, 1994
Service Tax
3* 2010-11 to 2015-16
Commissioner (Appeal) of Central Excise,
Customs & Service Tax
Central Excise
Act, 1994
Service Tax
1 2011-12 High Court, Allahabad
*Excluding interest and penalty
viii. According to the records of the Company examined by us and the information and explanation given to us, the Company has not defaulted in repayment of loans or borrowings to any fi nancial institution or bank or Government or dues to debenture holders as at the balance sheet date.
ix. In our opinion, and according to the information and explanations given to us, the moneys raised by way of private placement of debt instruments and term loans have been applied for the purposes for which they were obtained. The Company has not raised any money by way of initial public offer or further public offer.
x. During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of material fraud by the Company or on the Company by its offi cers or employees, noticed or reported during the year, nor have we been informed of any such case by the Management.
xi. The Company has paid/ provided for managerial
Annexure B to Independent Auditors’ ReportReferred to in paragraph 9 of the Independent Auditors’ Report of even date to the members of Samvardhana Motherson International Limited on the standalone fi nancial statements as of and for the year ended March 31, 2017
Book 1.indb 63Book 1.indb 63 29/08/17 8:02 PM29/08/17 8:02 PM
64 Annual Report 2016-17
remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Act.
xii. As the Company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to it, the provisions of Clause 3(xii) of the Order are not applicable to the Company.
xiii. The Company has entered into transactions with related parties in compliance with the provisions of Sections 177 and 188 of the Act. The details of such related party transactions have been disclosed in the fi nancial statements as required under Accounting Standard (AS) 18, Related Party Disclosures specifi ed under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
xiv. The Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. Accordingly, the provisions of Clause 3(xiv) of the
Order are not applicable to the Company.
xv. The Company has not entered into any non cash transactions during the year with its directors or persons connected with them. Accordingly, the provisions of Clause 3(xv) of the Order are not applicable to the Company.
xvi. The Company is required to, and has been 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)].
For Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/N500016
Ashok NarayanaswamyPlace: Noida PartnerDate: May 30, 2017 Membership Number: 095665
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Samvardhana Motherson International Limited 65
Auditor’s AddiƟ onal Report
The Board of the DirectorsSamvardhana 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, 2017 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 30, 2017.
Management’s Responsibility for the 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 to give a true and fair view of the fi nancial position, fi nancial performance and cash fl ows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specifi ed under Section 133 of the Act, read with Rule 7 of 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 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.
4. The Management is also responsible for compliance with the Reserve Bank of India (RBI or Bank) Act, 1934 and other relevant RBI circulars and guidelines applicable to Non Banking Financial Companies, as amended from time to time, and for providing all the required information to RBI.
Auditors’ Responsibility5. 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, 2017 and report on the matters specifi ed in the Directions to the extent applicable to the Company.
6. We conducted our examination in accordance with the ‘Guidance Note on reports or 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.
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.
Opinion8. Based on our examination of the audited books and records of the Company for the year ended March
31, 2017 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 (old registration 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 asset pattern as on March 31, 2017.
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66 Annual Report 2016-17
8.3 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.
8.4 The Company has not accepted any public deposits during the year ended March 31, 2017.
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;
8.6 The quarterly statement of capital funds, risk assets / exposures and risk asset ratio (NBS – 7) has been furnished to the Bank on April 13, 2017 within the stipulated period based on the unaudited books of account. Para 6 – “Requirement as to capital adequacy” of Prudential Norms 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 issued pursuant to our obligations under Directions to submit a report on additional matters as stated in the above Directions, to the Board of Directors of the Company and should not be used by any other person or for any other purpose. Price Waterhouse Chartered Accountants LLP neither accepts nor assumes any duty or liability for any other purpose or to any other party to whom our report is shown or into whose hands it may come without our prior consent in writing.
For Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/N500016
Chartered Accountants
Ashok NarayanaswamyPartner
Membership Number: 095665
Place: Noida
Date: May 30, 2017
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Samvardhana Motherson International Limited 67
Standalone Financial Statements
Book 1.indb 67Book 1.indb 67 29/08/17 8:02 PM29/08/17 8:02 PM
68 Annual Report 2016-17
(All amounts in ` million, unless otherwise stated)
Notes As AtMarch 31, 2017
As AtMarch 31, 2016
EQUITY AND LIABILITIES Shareholders' Funds
Share Capital 3 4,736 4,736
Reserves and Surplus 4 3,061 4,283
7,797 9,019 Non- Current Liabilities Long-Term Borrowings 5 6,080 6,000
Other Long-Term Liabilities 6 654 167
Long-Term Provisions 7 3,217 2,875
9,951 9,042 Current LiabilitiesShort-Term Borrowings 8 1,790 1,789
Trade Payables
Total Outstanding Dues of Micro Enterprises and Small Enterprises; and
- -
Total Outstanding Creditors other than Micro and Small Enterprises
9 10 8
Other Current Liabilities 10 3,546 3,361
Short-Term Provisions 11 11 34
5,357 5,192 TOTAL EQUITY AND LIABILITIES 23,105 23,253 ASSETS Non- Current Assets Fixed AssetsTangible Assets 12 5 7
Capital Work in Progress * 0 -
Non-Current Investments 13 20,616 19,200
Long-Term Loans and Advances 14 1,975 1,567
22,596 20,774 Current Assets Current Investments 15 - 1,020
Trade Receivables 16 20 31
Cash and Bank Balances 17 299 610
Short-Term Loans and Advances 18 168 650
Other Current Assets 19 22 168
509 2,479 TOTAL ASSETS 23,105 23,253 Summary of Signifi cant Accounting Policies 2
*Amount is below the rounding off norm adopted by the Company
Balance Sheet
The accompanying notes are an integral part of these fi nancial statements.
This is the Balance Sheet referred to in our report of even date
For Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/ N500016 For and on behalf of the Board
Ashok Narayanaswamy Ashok Tandon Vivek Chaand SehgalPartner (Director & CFO) (Director) M.No.: 095665 DIN 00032733 DIN 00291126
Place: Noida Pooja Mehra Date : May 30, 2017 (Company Secretary)
Book 1.indb 68Book 1.indb 68 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 69
The accompanying notes are an integral part of these fi nancial statements.
This is the Statement of Profi t & Loss referred to in our report of even date
For Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/ N500016 For and on behalf of the Board
Ashok Narayanaswamy Ashok Tandon Vivek Chaand SehgalPartner (Director & CFO) (Director) M.No.: 095665 DIN 00032733 DIN 00291126
Place: Noida Pooja Mehra Date : May 30, 2017 (Company Secretary)
Statement of Profi t and Loss(All amounts in ` million, unless otherwise stated)
Notes For the Year EndedMarch 31, 2017
For the Year EndedMarch 31, 2016
REVENUE
Revenue from Operations 20 372 2,655
Other Income 21 173 36
TOTAL REVENUE 545 2,691
EXPENSES
Employee Benefi ts Expense 22 144 104
Other Expenses 23 517 2,486
TOTAL EXPENDITURE 661 2,590
Profi t/(Loss) before Finance Cost and Depreciation (116) 101
Finance Costs 24 1,104 1,132
Profi t/(Loss) for the year before Depreciation (1,220) (1,031)
Depreciation 25 2 3
Profi t/(Loss) before tax (1,222) (1,034)
Tax Expense - -
Profi t/(Loss) for the year (1,222) (1,034)
Earnings/ (Loss) per share 34
Nominal value per share : ` 10 (Previous year : ` 10)
Basic : ` per share (2.58) (2.18)
Diluted : ` per share (2.58) (2.18)
Summary of Signifi cant Accounting Policies 2
Book 1.indb 69Book 1.indb 69 29/08/17 8:02 PM29/08/17 8:02 PM
70 Annual Report 2016-17
(All amounts in ` million, unless otherwise stated)
For the Year EndedMarch 31, 2017
For the Year EndedMarch 31, 2016
A. Cash Flows from Operating Activities:Profi t/(Loss) before taxation (1,222) (1,034)Adjustments for: Depreciation 2 3
Interest Expenses 69 186
Premium on redemption of Debentures 972 893
Unrealised Foreign Currency (gain)/loss 3 (9)
Interest Income (240) (233)
Income from Investments - Dividend Income (68) (2,326)
Profi t on sale of investments (97) -
Dividend Re-invested * - 0
Provision for doubtful advances written back (15) -
Short Term Gain on Mutual Fund (6) -
Provision for Gratuity and Compensated Absences (2) 5
Provision for Diminution in Long-Term Investments * 0 1,241
Mark to Market gain on derivatives transaction (53) (17)
Provision for Doubtful Advances 336 1,064
Discount on issue of Commercial Paper 55 42
Operating profi t before Working Capital changes (266) (185)
Adjustments for changes in working capital :
- (Increase)/ Decrease in Trade receivables 11 (7)
- (Increase)/ Decrease in loans and advances 39 (1,000)
- Increase/ (Decrease) in Trade Payables 2 (4)
- Increase/ (Decrease) in Other Current liabilities 14 16
Cash used in operations before tax and dividend income (200) (1,180)
- Dividend Received from Subsidiaries and Joint Venture Companies
68 2,326
- Interest Received on Short Term Loans 231 307
Net Cash used in Operating Activities 99 1,453 Taxes (Paid) (Net of Refunds) 2 18
Net Cash used in Operating Activities 101 1,471
B. Cash Flows from Investing activities:Purchase of Tangible Assets (1) (2)
Proceeds from sale/ redemption of Long Term Investments (Shares)
121 28
(Purchase)/ sale of Investments (Mutual Funds)- (net) 1,026 (882)
Purchase of Investments (shares) (1,440) (872)
Realisation from derivative transactions 205 -
Net cash used in Investing Activities (89) (1,728)
Cash Flow Statement
Book 1.indb 70Book 1.indb 70 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 71
For the Year EndedMarch 31, 2017
For the Year EndedMarch 31, 2016
C. Cash fl ows from fi nancing activities:Interest paid (97) (173)
Other Borrowing Cost paid (987) (972)
Repayment of Short Term Borrowings (3,550) (3,000)
Proceeds from Short Term Borrowings 3,496 4,247
Repayment of Long Term Borrowings (2,500) (5,350)
Proceeds from Long Term Borrowings 3,280 6,000
Net cash from fi nancing activities (358) 752
Net Increase in Cash & Cash Equivalents (346) 495
Cash and cash equivalents as at beginning of the year 610 115
Cash and cash equivalents as at end of the year 264 610
Cash and cash equivalents comprise of:
Cash on Hand * 0 0
Balance in Current Account 264 610
TOTAL 264 610 Notes1. The above Cash Flow Statement has been prepared under the indirect method as set out in Accounting Standard
3 on “Cash Flow Statement” notifi ed under section 211(3C) of the Companies Act 1956 [Companies (Accounting Standards) Rules 2006, as amended] and other relevant provisions of the Companies Act, 2013.
2. Figures in brackets indicate cash outgo.
* Amount is below the rounding off norm adopted by the Company
The accompanying notes are an integral part of these fi nancial statements
This is the Cash Flow Statement referred to in our report of even date
For Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/ N500016 For and on behalf of the Board
Ashok Narayanaswamy Ashok Tandon Vivek Chaand SehgalPartner (Director & CFO) (Director) M.No.: 095665 DIN 00032733 DIN 00291126
Place: Noida Pooja Mehra Date : May 30, 2017 (Company Secretary)
(All amounts in ` million, unless otherwise stated)
Book 1.indb 71Book 1.indb 71 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
72 Annual Report 2016-17
1. General Information Samvardhana Motherson International Limited (“SMIL” 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 that has listed its Non-Convertible Debentures on December 1,, 2015 on the Bombay Stock Exchange.
The Company received the Certifi cate of Registration as a Non-Deposit Taking Systemically Important Core Investment Company (“CIC-ND-SI”) vide Certifi cate No. N-14.03309 dated September11, 2014 issued by the Reserve Bank of India (“RBI”) under CIC Directions vide letter dated November 13, 2014. During the year, the Company has shifted its registered offi ce from State of Delhi to State of Maharashtra, at Mumbai and therefore the Company has received a new 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 issued by the Reserve Bank of India (“RBI”) in lieu of earlier certifi cate. By virtue of the above registration, the provisions of section 45-IA (1)(b) of the 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 Master Direction – Core Investment Companies (Reserve Bank) Directions, 2016 dated August 25, 2016. More than 90% of its total assets are invested in long term investments in Group companies and more than 60% of investment in equity shares of Group companies as a proportion of net assets.
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 Policies2.1 Basis of Preparation These fi nancial statements have been prepared in accordance with the generally accepted accounting principles
in India under the historical cost convention on accrual basis. Pursuant to section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014, till the standards of accounting or any addendum thereto are prescribed by Central Government in consultation and recommendation of the National Financial Reporting Authority, the existing Accounting Standards notifi ed under the Companies Act, 1956 shall continue to apply.
Consequently, these fi nancial statements have been prepared to comply in all material aspects with the accounting standards notifi ed under Section 211(3C) of the Companies Act 1956 [Companies (Accounting Standards) Rules, 2006, as amended] and the other relevant provisions of the Companies Act, 2013, NBFC Master Directions 2016 and CIC Master Directions 2016.
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 Direction, 2015 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 with accounting principles generally accepted in India
requires the management to make estimates and assumptions that affect the reported amount of asset and liabilities as at Balance Sheet date, reported amount of revenue and expenses for the year and disclosures of contingent liabilities as at the Balance Sheet date. The estimates and assumptions used in the accompanying fi nancial statement are based upon management’s evaluation of relevant facts and circumstances as at the date of the fi nancial statements. Actual results could differ from estimates.
2.3 Tangible Assets Tangible Assets are stated at acquisition cost, net of accumulated depreciation and accumulated impairment
losses, if any.
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.
Book 1.indb 72Book 1.indb 72 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 73
Losses arising from the retirement of, 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.
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
2.4 Impairment of Assets Assessment is done at each balance sheet 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. 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. Assessment is also done at each balance sheet 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. An impairment loss is reversed to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined if no impairment loss had previously been recognised.
2.5 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 long term investments. Current investments are carried at cost or fair value, whichever is lower.
Long term Investments are carried at cost. In respect of investments acquired pursuant to the scheme of amalgamation, cost includes fair value of such investments as on the date of amalgamation i.e., February 1, 2007, as per the Scheme of Amalgamation as approved by the High Court of Delhi in December 2007. However, a provision for diminution is made to recognise a decline, other than temporary, in the value of long-term investments. Such reduction is being determined and made for each investment individually.
The Company, being regulated as Non-Banking Financial Company (NBFC) by the RBI, investments are classifi ed under two categories i.e. Current and Long-Term and valued in accordance with RBI guidelines and the Accounting Standard (AS) 13 on ‘Accounting for Investments’.
2.6 Foreign Currency Translation Initial Recognition On initial recognition, all foreign currency transactions are recorded 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 non-monetary items which are carried at fair value or other similar valuation denominated in a foreign currency are reported using the exchange rates that existed when the values were determined.
All monetary assets and liabilities in foreign currency are restated at the end of accounting year.
A monetary asset or liability is termed as a long-term foreign currency monetary item, if the asset or liability is expressed in a foreign currency and has a term of 12 months or more at the date of origination of the asset or liability.
Exchange differences on restatement of all other monetary items are recognised in the Statement of Profi t and Loss.
Book 1.indb 73Book 1.indb 73 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
74 Annual Report 2016-17
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 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 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 net of taxes 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). Income on such services is recognized on receipt basis.
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.
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 actuarially determined (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 end 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.
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 charged to the Statement of Profi t and Loss on a straight-line basis over the period of the lease.
2.10 Current and Deferred Tax 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 taxation laws prevailing in the respective jurisdictions.
Book 1.indb 74Book 1.indb 74 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 75
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 reasonable 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.
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.
2.12 Provisions and Contingent Liabilities Provisions Provisions are recognised when there is a present obligation as a result of a past event, it is probable that an
outfl ow of resources embodying economic benefi ts will be required to settle the obligation and there is a reliable estimate of the amount of the obligation. Provisions are measured at the best estimate of the expenditure required to settle the present obligation at the Balance sheet date and are not discounted to its present value.
Impairment on Loans Loan loss 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 Reserve Bank of India.
A standard provision is also made by the Company 0.35% on the standard assets outstanding and disclose under “Short-Term Provisions” in note 11 of the fi nancial statement as required by the Reserve Bank of India.
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.
2.13 Cash and Cash Equivalents In the cash fl ow statement, cash and cash equivalents include 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, other than the conversion of potential equity 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.
Book 1.indb 75Book 1.indb 75 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
76 Annual Report 2016-17
As atMarch 31, 2017
As atMarch 31, 2016
3. Share Capital
Authorised
900,000,000 (March 31, 2016 : 900,000,000) Equity Shares of `10/- each 9,000 9,000
Issued
473,613,855 (March 31, 2016 : 473,613,855) Equity Shares of `10/- each 4,736 4,736
Subscribed and Paid up
473,613,855 (March 31, 2016 : 473,613,855) Equity Shares of `10/- each 4,736 4,736
Total 4,736 4,736
a. Reconciliation of number of shares
Equity Shares As at March 31, 2017 As at March 31, 2016
Number Amount Number Amount
Balance as at the beginning of the year 47,36,13,855 4,736 47,36,13,855 4,736
Balance as at the end of the year 47,36,13,855 4,736 47,36,13,855 4,736
b. Rights, preferences and restrictions attached to shares Equity Shares: The Company has only one class of equity shares having a par value of ` 10/- per share. Each holder of equity 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 are eligible to receive the remaining assets of the Company, after distribution of all preferential amounts, in proportion to their shareholding.
c. Details of shareholders holding more than 5% shares of the aggregate shares of the Company
Equity shares of ` 10 each fully paid up
As at March 31, 2017 As at March 31, 2016
No. of Shares % of holding No. of Shares % of holding
Equity shareholders
Shri Sehgals Trustee Company Private Limited
12,15,90,869 25.67% 12,15,90,869 25.67%
Vivek Chaand Sehgal 10,05,27,391 21.23% 10,05,27,391 21.23%
Renu Alka Sehgal 10,98,25,286 23.19% 10,98,25,286 23.19%
Radha Rani Holdings Pte Limited 6,67,80,000 14.10% 6,67,80,000 14.10%
Sojitz Corporation 3,06,12,843 6.46% 3,06,12,843 6.46%
Book 1.indb 76Book 1.indb 76 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 77
As atMarch 31, 2017
As atMarch 31, 2016
4. Reserves and Surplus
Capital Reserve
Capital reserve on amalgamation
Balance as at the beginning of the year 2,402 2,402
Balance as at the end of the year 2,402 2,402
Securities Premium Account
Balance as at the beginning of the year 3,263 3,263
Balance as at the end of the year 3,263 3,263
Surplus / (Defi cit) in Statement of Profi t and Loss
Balance as at the beginning of the year (1,382) (348)
Profi t/ (Loss) for the year (1,222) (1,034)
Balance as at the end of the year (2,604) (1,382)
TOTAL 3,061 4,283
Non-Current Portion Current MaturitiesAs at
March 31, 2017As at
March 31, 2016As at
March 31, 2017As at
March 31, 20165. Long Term Borrowings
Secured Debenture: 0% Redeemable Non-Convertible Debentures [refer note (i-a) below]
4,000 6,000 3,200 2,500
Loan: Loan from Other than Banks [refer note (i-b) below]
1,747 - - -
Unsecured Loans: Loan from Other than Banks [refer note (ii-a) below]
333 - - -
Less: Disclosed under “Other Current Liabilities” (refer note 10)
- - (3,200) (2,500)
TOTAL 6,080 6,000 - -
Book 1.indb 77Book 1.indb 77 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
78 Annual Report 2016-17
i) Nature of Security and Terms of Repayment for Secured borrowings :
Nature of Security Terms of Repayment
a) Nil (March 31, 2016 : 100), 0% redeemable non convertible debentures having face value of ` 10 million each amounting to ` Nil (March 31, 2016 : 1000 million) allotted on February 20, 2014 have been secured by pledge of Nil (March 31, 2016 : 9,993,571) equity shares held in Motherson Sumi Systems Limited. Margin of 1.6 times to be maintained.
100 NCDs redeemed in single instalment in February 2017. Redemption on 12.5% premium over face value calculated on the basis of 12.5% YTM compounding annually.
Nil (March 31, 2016 : 150), 0% redeemable non convertible debentures having face value of ` 10 million each amounting to ̀ Nil (March 31, 2016 : 1,500 million) allotted on March 26, 2014 have been secured by pledge of Nil (March 31, 2016: 15,667,890) equity shares held in Motherson Sumi Systems Limited. Margin of 1.6 times to be maintained.
Series C: 150 NCDs redeemed in single instalment in March 2017. Redemption on 12.5% premium over face value calculated on the basis of 12.5% YTM compounding annually.
200 (March 31, 2016 : 200), 0% redeemable non convertible debentures having face value of ` 10 million each amounting to ` 2,000 million allotted on November 19, 2015 have been secured by pledge of 13,500,000 (March 31, 2016: 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.
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, 2016 : 200), 0% redeemable non convertible debentures having face value of ` 10 million each amounting to ` 2,000 million allotted on December 3, 2015 have been secured by pledge of 12,800,000 (March 31, 2016: 16,700,000) equity shares held in Motherson Sumi Systems Limited. Margin of 1.8 times to be maintained. These NCDs are listed on Bombay Stock Exchange.
Redemption on 10% premium over face value calculated on the basis of 10% YTM compounding annually. NCDs are due for redemption in January 2019.
200 (March 31, 2016 : 200), 0% redeemable non convertible debentures having face value of ` 10 million each amounting to ` 2,000 million allotted on March 09, 2016 have been secured by pledge of 12,200,000 (March 31, 2016: 16,000,000) equity shares held in Motherson Sumi Systems Limited. Margin of 1.68 times to be maintained
Redemption on 10% premium over face value calculated on the basis of 10% YTM compounding annually. NCDs are due for redemption in September 2017.
120 (March 31, 2016 : Nil), 0% redeemable non convertible debentures having face value of ` 10 million each amounting to ` 1,200 million allotted on September 1, 2016 have been secured by pledge of 7,300,000 (March 31, 2016: Nil) equity shares held in Motherson Sumi Systems Limited. Margin of 1.68 times to be maintained
Redemption on 9.25% premium over face value calculated on the basis of 9.25% YTM compounding annually. NCDs are due for redemption in November 2017.
(b) Loan from a fi nance company amounting to ` 1747 million (March 31, 2016: ` Nil) has been secured by pledge of 11,400,000 (March 31, 2016: Nil) equity shares held in Motherson Sumi Systems Limited. Margin of 2 times to be maintained.
Repayable in a single instalment in June 2018 @ carrying 8.9% p.a. interest is due on maturity.
Book 1.indb 78Book 1.indb 78 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 79
ii) Terms of Repayment for Unsecured borrowings :
Nature of Security Terms of Repayment
(a) Loan from a fi nance company amounting to ` 333 million (March 31, 2016: ` Nil).
Repayable in a single instalment in May 2018 @ carrying 9.1% p.a. interest is due on maturity.
As atMarch 31, 2017
As atMarch 31, 2016
6. Other Long - Term Liabilities
Premium on Redemption of Debentures [refer note 41(ii)] 597 167
Interest accrued but not due on borrowings 57 -
TOTAL 654 167
As atMarch 31, 2017
As atMarch 31, 2016
7. Long - Term Provisions
Provision for Employee Benefi ts (refer note 22)
Compensated Absences 10 9
Gratuity 20 -
Other Provision
Provision for Diminution in the value of Non-Current Investments [refer note (i) & (ii) below]
1,673 1,673
Provision for Sub-Standard Assets [refer note (iii) below] 1,326 1,012
Provision for Loss Assets [refer note (iv) below] 188 181
TOTAL 3,217 2,875
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 631 631
c) Tigers Connect Travel Systems and Solutions Limited 55 55
d) Samvardhana Motherson Refrigeration Product Limited 204 204
e) Motherson Consultancies Service Limited 26 26
f) Magneti Marelli Motherson Shock Absorbers India Private Limited 98 98
g) Motherson Advanced Tooling Solutions Limited 147 147
TOTAL 1,673 1,673
Book 1.indb 79Book 1.indb 79 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
80 Annual Report 2016-17
ii) During the year, Company has made a provision aggregating to ` 0* million (March 31, 2016 : ` 1,241 million) in respect of other than temporary diminution in the value of its investments based on future projection in the entities.
Movement of Provision for diminution other than temporary, in the value of investment:
As atMarch 31, 2017
As atMarch 31, 2016
Balance at the beginning of the year 1,673 432
Additions * 0 1,241
Balance at the end of the year 1,673 1,673
Classifi ed as Non-Current 1,673 1,673
Classifi ed as Current - -
Total 1,673 1,673
iii) Provision for Sub-Standard Assets
Subsidiaries:
Motherson Sintermetal Technology Limited 1,326 1,012
Total 1,326 1,012
iv) Provision for Loss Assets
Subsidiaries:
Samvardhana Motherson Refrigeration Product Limited 140 118
Motherson Consultancies Service Limited 48 63
Total 188 181
Movement of Provision on Sub-Standard and Loss Assets:
As atMarch 31, 2017
As atMarch 31, 2016
Balance at the beginning of the year 1,193 129
Additions 336 1,064
Unused amounts reversed 15 -
Balance at the end of the year 1,514 1,193
Classifi ed as Non-Current 1,514 1,193
Classifi ed as Current - -
Total 1,514 1,193
* Amount is below the rounding off norm adopted by the Company
Book 1.indb 80Book 1.indb 80 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 81
As atMarch 31, 2017
As atMarch 31, 2016
8. Short- Term Borrowings
Secured
Loan from Other than Banks [refer (i) below] 400 1,000
Unsecured
Commercial Paper [refer (ii) below] 1,390 789
TOTAL 1,790 1,789
(i) Nature of Security and Terms of Repayment of Secured Borrowings:
Nature of Security Terms of Repayment
(a) Loan from a fi nance company amounting to ` Nil (March 31, 2016 : ` 1000 million) has been secured by pledge of Nil (March 31,2016: 10,194,500) equity shares held in Motherson Sumi Systems Limited. Margin of 2 times to be maintained.
Repaid in April 2016 carried interest rate @ 10% p.a.
(b) Loan from a fi nance company amounting to ` 400 million (March 31, 2016 : Nil) has been secured by pledge of 2,600,000 (March 31,2016: Nil) equity shares held in Motherson Sumi Systems Limited. Margin of 2 times to be maintained.
Repayable in February 2018, carrying interest rate @ 8.30% which is payable on maturity.
(ii) Terms of Repayment of Unsecured Borrowings:
Borrowings Terms of Repayment
(a) Commercial paper amounting to ̀ 1390 million. (March 31, 2016: 789)
Repayable in May 2017. Refer other details below :
Discount Rate :- 7.45 % to 7.60 %Total Outstanding Balance :- ` 1,400 millionLess :- Unamortised Discount :- ` 10 millionNet Outstanding Balance :- ` 1,390 million
As atMarch 31, 2017
As atMarch 31, 2016
9. Trade Payables
Trade Payables
Total Outstanding Dues of Micro Enterprises and Small Enterprises; and - -
Total Outstanding Creditors other than Micro and Small Enterprises 10 8
TOTAL 10 8
Book 1.indb 81Book 1.indb 81 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
82 Annual Report 2016-17
As atMarch 31, 2017
As atMarch 31, 2016
10. Other Current Liabilities
Current Maturities of Long-Term Borrowings (refer note 5) 3,200 2,500
Interest Accrued but not Due on Borrowings 4 89
Employee Benefi ts Payable 23 9
Statutory Dues including Provident Fund and Tax Deducted at Source 18 18
Other Liabilities 19 19
Premium on Redemption of Debentures [refer Note 41(ii)] 282 726
TOTAL 3,546 3,361
As atMarch 31, 2017
As atMarch 31, 2016
11. Short-term provisions
Provision for Employee Benefi ts (refer note 22)
Gratuity - 19
Compensated Absences 7 11
Other Provision
Contingent provision on Standard Assets [refer (i) below] 4 4
TOTAL 11 34
i) Contingency provision represents 0.35% (March 31, 2016 : 0.30%) of the outstanding standard loans, which is in compliance with RBI Master Direction DNBR.PD.008/03.10.119/2016-17 dated September 01, 2016.
12. Tangible Assetsi) Current Year
ParticularsGross Block Depreciation Net Block
April 01, 2016
Additions Disposals March 31, 2017
April 01, 2016
For the year Adjustments March 31, 2017
March 31, 2017
Tangible Assets (Own) 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
ii) Previous Year
ParticularsGross Block Depreciation Net Block
April 01, 2015
Additions Disposals March 31, 2016
April 01, 2015
For the year Adjustments March 31, 2016
March 31, 2016
Tangible Assets (Own)
Computers 2 2 - 4 1 1 - 2 2
Offi ce Equipment * 2 - - 2 1 1 - 2 0
Leasehold Improvements 7 - - 7 1 1 - 2 5
TOTAL 11 2 - 13 3 3 - 6 7
* Amount is below the rounding off norm adopted by the Company.
Book 1.indb 82Book 1.indb 82 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 83
As atMarch 31, 2017
As atMarch 31, 2016
13. Non Current InvestmentsLong Term - Trade Investments (Valued at cost)
a) QUOTED : Equity Shares Investment in Joint Ventures : Motherson Sumi Systems Limited (refer note 5, 8, 26) (refer note (i) below) 11,564 11,564
488,549,846 (March 31, 2016 : 488,549,846) Equity shares of ` 1/- each fully paid up
TOTAL (A) 11,564 11,564
b) UNQUOTED : Equity Shares Investment in Subsidiary Companies: Samvardhana Motherson Finance Services Cyprus Limited (refer note 7) 997 997
46,168 (March 31, 2016 : 46,168) Equity Shares of USD 1/- fully paid up
Samvardhana Motherson Holding (M) Pvt. Limited 66 66
1,325,714 (March 31, 2016 : 1,325,714) Fully paid up Ordinary Shares of no par value
Samvardhana Motherson Refrigeration Product Ltd. (refer note 7) (refer note (ii) below)
12 12
3,999,900 (March 31, 2016 : 3,049,900) Equity Shares of ` 10/- each fully paid up
Motherson Machinery and Automations Limited 5 5
500,000 (March 31, 2016 : 500,000) Equity Shares of ̀ 10/- each fully paid up
Nachi Motherson Tool Technology Limited (refer note 39) 19 19
1,850,000 (March 31, 2016 : 1,850,000) Equity Shares of ` 10/- each fully paid up
Motherson Molds and Diecasting Limited 35 35
3,468,000 (March 31, 2016 : 3,468,000) Equity Shares of ` 10/- each fully paid up
SAKS Ancillaries Limited 29 29
1,452,690 (March 31, 2016 : 1,452,690) Equity shares of ` 10/- each fully paid up
Motherson Advanced Tooling Solutions Limited (refer note 7) 200 200
20,000,000 (March 31, 2016 : 20,000,000) Equity shares of ` 10/- each fully paid up
Tigers Connect Travel Systems & Solutions Limited (refer note 7) 10 10
1,000,000 (March 31, 2016 : 1,000,000) Equity shares of ` 10/- each fully paid up
Motherson Auto Solutions Limited (refer note (iii) below) 1,920 725
191,960,000 (March 31, 2016 : 72,500,000) Equity Shares of ` 10/- each fully paid up
Book 1.indb 83Book 1.indb 83 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
84 Annual Report 2016-17
As atMarch 31, 2017
As atMarch 31, 2016
MothersonSumi Infotech & Designs Limited (refer note (iv) below) 102 102
6,962,446 (March 31, 2016 : 6,960,246) Equity shares of ` 10/- each fully paid up
Motherson Consultancies Service Limited (refer note 7) 26 26
2,600,000 (March 31, 2016 : 2,600,000) Equity shares of ` 10/- each fully paid up
Motherson Techno Tools Limited 1,426 1,426
2,009,863 (March 31, 2016 : 2,009,863) Equity shares of ` 10/- each fully paid up
Motherson Sintermetal Technology Limited (refer note 7) 278 278
27,801,026 (March 31, 2016 : 27,801,026) Equity shares of ` 10/- each fully paid up
Samvardhana Motherson Auto Component Private Limited 90 90
8,999,990 (March 31, 2016 : 8,999,990) Equity shares of ` 10/- each fully paid up
Samvardhana Motherson Auto System Private Limited * (refer note (v) below)
10 0
1,009,990 (March 31, 2016 : 9,990) Equity shares of ` 10/- each fully paid up
Motherson Invenzen Xlab Private Limited * 0 0
10,410 (March 31, 2016 : 10,410) Equity shares of ` 10/- each fully paid up
Investment in Joint Venture Companies: AES (India) Engineering Limited 2 2
208,000 (March 31, 2016 : 208,000) Equity Shares of ` 10/- each fully paid up
Spheros Motherson Thermal System Limited 30 30
2,989,000 (March 31, 2016 : 2,989,000) Equity Shares of ` 10/- each fully paid up
Matsui Technologies India Limited 20 20
1,999,999 (March 31, 2016 : 1,999,999) Equity Shares of ` 10/- each fully paid up
Anest Iwata Motherson Coating Equipment Private Limited 1 1
98,000 (March 31, 2016 : 98,000) Equity Shares of ` 10/- each fully paid up
Nachi Motherson Precision Private Limited (refer note 39) 64 64
6,370,000 (March 31, 2016 : 6,370,000) Equity Shares of ` 10/- each fully paid up
Samvardhana Motherson Polymers Limited (refer note (vi) below) 369 265
1,845,830 (March 31, 2016 : 1,800,750) Equity Shares of ` 10/- each fully paid up
Anest Iwata Motherson Private Limited (refer note (vii) below) 182 171
21,315,000 (March 31, 2016 : 19,845,000) Equity shares of ̀ 10/- each fully paid up
Book 1.indb 84Book 1.indb 84 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 85
As atMarch 31, 2017
As atMarch 31, 2016
Motherson Bergstrom HVAC Solutions Private Limited 65 65
6,500,000 (March 31, 2016 : 6,500,000) Equity Shares of ` 10/- each fully paid up
Fritzmeier Motherson Cabin Engineering Private Limited 275 275
25,000,000 (March 31, 2016 : 25,000,000) Equity Shares of ` 10/- each fully paid up
Nissin Advanced Coating Indo Co. Private Limited (refer note (viii) below) 69 49
6,860,000 (March 31, 2016 : 4,900,000) Equity Shares of ` 10/- each fully paid up
CTM India Limited 71 71
1,181,040 (March 31, 2016 : 1,181,040) Equity Shares of ` 10/- each fully paid up
Magneti Marelli Motherson Shock Absorbers India Pvt. Limited (refer note (ix) below)(refer note 7)
517 432
108,450,000 (March 31, 2016 : 99,950,000) Equity Shares of ` 10/- each fully paid up
Magneti Marelli Motherson India Holding B.V. (refer note (x) below) 193 189
1,020,000 (March 31, 2016 : 1,000,000) Equity B Shares of Euro 1/- each fully paid up
Investment in Associate Companies: Motherson Air Travel Agencies Limited (refer note (xi) below) - 24
Nil (March 31, 2016 : 325,000) Equity Shares of ` 10/- each fully paid up
Investment in Other Companies: Systematic Conscom Limited 1 1
2,500 (March 31, 2016 : 2,500) Equity shares of ` 10/- each fully paid up
ETECHACES Marketing and Consulting Private Limited 50 50
455 (March 31, 2016 : 455) Equity shares of 10/- each fully paid up
c) UNQUOTED : Preference Shares Investment in Subsidiary Companies:
Samvardhana Motherson Holding (M) Pvt. Limited 243 243
3,555,175 (March 31, 2016 : 3,555,175) Fully paid up Redeemable Preference Shares of no par value
Samvardhana Motherson Refrigeration Product Ltd. (refer note 7) 192 192
19,200,000 (March 31, 2016 : 19,200,000) 7% Optionally Convertible Cummulative Redeemable
Preference shares of ` 10/- each fully paid up
Motherson Advanced Tooling Solutions Limited 332 332
33,200,000 (March 31, 2016 : 33,200,000) 7% Optionally Convertible Cummulative Redeemable
Preference shares of ` 10/- each fully paid up
Tigers Connect Travel Systems & Solutions Limited (refer note 7) 45 45
Book 1.indb 85Book 1.indb 85 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
86 Annual Report 2016-17
As atMarch 31, 2017
As atMarch 31, 2016
4,500,000 (March 31, 2016 : 4,500,000) 7% Optionally Convertible Cummulative Redeemable
Preference shares of ` 10/- each fully paid up
Motherson Invenzen Xlab Private Limited (refer note (xii) below) 50 33
4,990,000 (March 31, 2016 : 3,250,000) 3% Optionally Convertible Redeemable
Preference shares of ` 10/- each fully paid up
Motherson Sintermetal Technology Limited (refer note 7) 353 353
35,320,000 (March 31, 2016 : 35,320,000) 2% Optionally Convertible Redeemable
Preference shares of ` 10/- each fully paid up
Investment in Joint Venture Companies: Spheros Motherson Thermal System Limited 9 9
931,000 (March 31, 2016 : 931,000) 5% Optionally Convertible Non-Cumulative
Redeemable Preference Shares of ` 10/- each fully paid up
Anest Iwata Motherson Private Limited (refer note (vii) below) - 10
NIL (March 31, 2016 : 1,470,000) 3 % Optionally Convertible Redeemable
Preference Shares of ` 10/- each fully paid up
Magneti Marelli Motherson Auto System Private Limited 560 560
56,000,000 (March 31, 2016 : 56,000,000) 0% Compulsarily Convertible Non-Cummulative
Preference Shares of ` 10/- each fully paid up
Investment in Other Companies: ETECHACES Marketing and Consulting Private Limited 130 130
1000 (March 31, 2016 : 1000) Compulsorily Convertible
D series Preference Shares of ` 100/- each fully paid up
GC WEB VENTURES PVT. LTD. (refer note (xii) below) 4 -
86 (March 31,2016 : NIL) Compulsorily Convertible
Series C2 Preference Shares of ` 250/- each fully paid up
TOTAL (B) 9,052 7,636
GRAND TOTAL (A) + (B) 20,616 19,200
Aggregate amount of quoted investments 11,564 11,564
Market Value of quoted investments 1,81,692 1,30,394
Aggregate amount of unquoted investments 9,052 7,636
Aggregate provision for diminution in value of investments (refer note 7 above) 1,673 1,673
i) The Company has received NIL (March 31, 2016 : 162,783,282) equity shares of ` 1/- each as bonus shares in proportion of one equity share for two equity shares of Motherson Sumi Systems Limited and purchased additional NIL (March 31, 2016 : 200,000) equity shares of Motherson Sumi Systems Limited.
ii) During the year, the Company has purchased 950,000 (March 31, 2016 : NIL) equity shares of ` 10 each fully paid up of Samvardhana Motherson Refrigeration Product Ltd from its 100% subsidiary Samvardhana Motherson Finance Services Cyprus Limited at ` 0.01 per share.
Book 1.indb 86Book 1.indb 86 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 87
iii) During the year, 119,460,000 (March 31, 2016 : NIL) equity shares of ` 10 each fully paid up of Motherson Auto Solution Limited were allotted to the Company on right’s basis.
iv) During the year, Company has purchased 2200 (March 31, 2016 :1985) equity shares at ` 29.43 (March 31, 2016 : ` 29.43) per share of Motherson Sumi Infotech & Designs Limited from 5 (March 31 2016: 3) Individuals. Further preference shares NIL (March 31, 2016 : 2,750,000) redeemed on maturity.
v) During the year, 1,000,000 (March 31, 2016 : NIL) equity shares of ` 10 each fully paid up of Samvardhana Motherson Auto System Private Limited were allotted to the Company on right’s basis.
vi) During the year, 45,080 (March 31, 2016 : NIL) equity shares of ` 10 each fully paid up of Samvardhana Motherson Polymer Limited were allotted to the Company on right’s basis.
vii) During the year, 1,470,000 (March 31, 2016 : 980,000) 3% optionally Convertible Redeemable preference shares of Anest Iwata Motherson Private Limited held by the Company were converted into 1,470,000 (March 31, 2016 : 980,000) equity shares of ` 10 each fully paid up.
viii) During the year, 1,960,000 (March 31, 2016 : NIL) equity shares of ` 10 each fully paid up of Nissin Advanced Coating Indo Co. Private Limited were allotted to the Company on right’s basis.
ix) During the year, 8,500,000 (March 31, 2016 : 5,000,000) equity shares of ̀ 10 each fully paid up of Magneti Marelli Motherson Shock Absorbers India Private Limited were allotted to the Company on rights basis.
x) During the year, 20,000 equity B shares of Euro 1 each of Magneti Marelli Motherson India Holding B.V were alloted to the Company on right’s basis.
xi) During the year, the Company has sold 325,000 equity shares of ` 10 each fully paid up of Motherson Air Travel Agencies Limited.
xii) During the year, the Company purchased 1,740,000 3% Optionally convertible redeemable preference shares of ` 10 each fully paid up of Motherson Invenzen Xlab Private Limited.
xiii) During the year, the Company has entered into an agreement with G.C. Web Ventures Private Limited and purchased 86 Compersorily Convertible Series C2 preference shares of G.C. Web Ventures Private Limited.
*Amount is below the rounding off norm adopted by the Company
As atMarch 31, 2015
As atMarch 31, 2014
14. Long -Term Loans and Advances
Unsecured, considered good (unless otherwise stated)
As per NBFC Guidelines [refer note (i) below]- Standard
Loans to Subsidiaries 427 152
Loans to other related parties 18 -
Unsecured, considered good- Standard
Loans to Employees 1 2
Security Deposits 15 14
Unsecured, considered doubtful:
As per NBFC Guidelines [refer note (ii) below]- Sub-Standard]
Loans to Subsidiaries (refer note 32) 1,326 1,218
As per NBFC Guidelines [refer note (ii) below]- Loss Assets]
Loans to Subsidiaries (refer note 32) 188 181
TOTAL 1,975 1,567
Book 1.indb 87Book 1.indb 87 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
88 Annual Report 2016-17
i) As per NBFC Guidelines- Standard
Particulars As atMarch 31, 2017
As atMarch 31, 2016
Unsecured, considered good Standard Assets 445 152
TOTAL 445 152
Name of Party As atMarch 31, 2017
As atMarch 31, 2016
Subsidiaries: Motherson Advanced Tooling Solutions Ltd. 257 -
Motherson Invenzen Xlab Pvt. Ltd. 55 -
Samvardhana Auto Component Pvt Ltd 115 -
Samvardhana Motherson Holding (M) Pvt. Ltd. - 152
Other: Motherson Bergstrom HVAC Solutions Private Limited 18 -
TOTAL 445 152
ii) As per NBFC Guidelines- Sub-standard / Loss Assets
Particulars As atMarch 31, 2017
As atMarch 31, 2016
Unsecured, considered doubtful Sub-standard Assets 1,326 1,218
Loss Assets 188 181
TOTAL 1,514 1,399
Name of Party As atMarch 31, 2017
As atMarch 31, 2016
Subsidiaries: Sub Standard Assets Motherson Sintermetal Technology Limited 1,326 1,218
TOTAL 1,326 1,218
Name of Party As atMarch 31, 2017
As atMarch 31, 2016
Subsidiaries: Loss Assets Samvardhana Motherson Refrigeration Product Ltd. 140 118
Motherson Consultancies Service Limited 48 63
TOTAL 188 181
Book 1.indb 88Book 1.indb 88 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 89
As atMarch 31, 2017
As atMarch 31, 2016
15. Current InvestmentsAt cost or fair value, whichever is lessQuoted Reliance Liquid Fund - Treasury Plan - Daily Dividend - 300
NIL (March 31, 2016 : 196,361.167) Units @ NIL (March 31, 2016 : ` 1,528.74) per unit
Kotak Floater Short Term - Regular Plan - Daily Dividend - 120
NIL (March 31, 2016 : 118,694.1955) Units @ NIL (March 31, 2016 : ` 1011.62) per unit
ICICI Prudential Liquid - Regular Plan - Daily Dividend - 600
NIL (March 31, 2016 : 5,998,252.167) Units @ NIL (March 31, 2016 : ` 100.0989) per unit
TOTAL - 1,020 Aggregate amount of Quoted Investments - 1,020
Market Value of Quoted Investments - 1,020
As atMarch 31, 2017
As atMarch 31, 2016
16. Trade ReceivablesUnsecured, considered good Outstanding for a period exceeding six months from the date they are due for payment
- -
Others [refer note (i) below] 20 31
TOTAL 20 31 i) Includes recoverable from 16 (March 31, 2016 : 8) companies having common directors
20 31
As atMarch 31, 2017
As atMarch 31, 2016
17. Cash and Bank BalancesCash and cash equivalents Cash on hand * 0 0
Balance with Banks - in current account 264 610
TOTAL (A) 264 610
Other bank balances
Deposits with maturity more than 3 months but less than 12 months 35 -
[Against Bank Guarantee - refer note 26(i)] TOTAL (B) 35 - TOTAL (A + B) 299 610
* Amount is below the rounding off norm adopted by the Company
Book 1.indb 89Book 1.indb 89 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
90 Annual Report 2016-17
As atMarch 31, 2017
As atMarch 31, 2016
18. Short- Term Loans and Advances
Unsecured, considered good, unless otherwise stated:
As per NBFC Guidelines [refer note (i) below]- Standard
Loans to Subsidiaries (refer note 32) 149 510
Loans to other related parties (refer note 32) - 116
Unsecured, considered good- Standard
Advance Income Tax [Net of Provision of ` 55 million] (March 31, 2016 : ` 63 million)
5 7
Service Tax recoverable 2 3
Prepaid Expenses 2 1
Loan to Employees 1 1
Other advances 9 12
TOTAL 168 650
i) As per NBFC Guidelines- Standard
Particulars As atMarch 31, 2017
As atMarch 31, 2016
Unsecured, considered good
Standard Assets 149 626
TOTAL 149 626
Name of Parties As atMarch 31, 2015
As atMarch 31, 2014
Subsidiaries
Motherson Advanced Tooling Solutions Ltd. - 208
Motherson Auto Solutions Ltd. - 104
Mothersonsumi Infotech & Designs Ltd. - 198
Samvardhana Motherson Holding (M) Pvt. Ltd. 149 -
TOTAL 149 510
Other Related Parties
Motherson Bergstrom HVAC Solutions Private Limited - 18
Samvardhana Motherson Polymers Ltd. - 98
TOTAL - 116
Book 1.indb 90Book 1.indb 90 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 91
As atMarch 31, 2017
As atMarch 31, 2016
19. Other Current Assets
Unsecured, considered good
Interest accrued from related parties (refer note 32) 22 16
Interest accrued on Fixed Deposit * 0 -
Receivable for mark to market gain on derivatives - 152
TOTAL 22 168
Name of Parties As atMarch 31, 2017
As atMarch 31, 2016
Subsidiaries:
Motherson Auto Solutions Ltd. - 4
Motherson Bergstrom HVAC Solutions Private Limited * - 0
Motherson Sintermetal Technology Limited * - 0
Mothersonsumi Infotech & Designs Ltd. - 3
Motherson Invenzen Xlab Pvt. Ltd 4 -
Samvardhana Motherson Holding (M) Private Limited * 18 9
TOTAL 22 16
* Amount is below the rounding off norm adopted by the Company
For the Year Ended
March 31, 2017
For the Year Ended
March 31, 2016
20. Revenue from Operations
Consultancy Income 64 96
Dividend Income
- from Subsidiary companies 18 78
- from Joint Venture companies and others 50 2,248
Interest Income
- from Subsidiaries and Joint Venture companies # 238 233
- from Banks * 2 0
TOTAL 372 2,655
# Includes ` NIL (March 31, 2016 : ` 8 Million) prior period interest income recognised in current year on cash basis in accordance with prudential norms. (refer note 2.7 (ii))
Book 1.indb 91Book 1.indb 91 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
92 Annual Report 2016-17
For the Year Ended
March 31, 2017
For the Year Ended
March 31, 2016
21. Other Income
Gain on Sale of Investments 97 -
Foreign Exchange Fluctuations Gain (net) - 18
Mark to Market gain on derivatives transaction 53 17
Provision for doubtful advance written back 15 -
Short term gain on mutual funds 6 -
Miscellaneous Income 2 1
TOTAL 173 36
For the Year Ended
March 31, 2017
For the Year Ended
March 31, 2016
22. Employee Benefi ts Expense
Salaries and Bonus 121 87
[net of recoveries of ` 21 million (March 31, 2016 : ` 24 million)]
Contribution to Provident & Other Funds [refer note (i) below] 13 8
[net of recoveries of ` 2 million (March 31, 2016 : ` 2 million)]
Gratuity [refer note (ii) below] 9 8
Staff Welfare Expenses 1 1
TOTAL 144 104
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 and National Pension fund (for employees who opted NPS scheme) for the benefi t of employees. Accordingly, the Company’s contribution during the 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, 2017
For the Year Ended
March 31, 2016
Provident Fund 12 9
National Pension Scheme 3 -
Administration / EDLI charges * 0 1
Less : Recovered from Group companies (refer note 32) 2 2
TOTAL 13 8
* Amount is below the rounding off norm adopted by the Company
Book 1.indb 92Book 1.indb 92 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 93
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 salary last drawn 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.
Leave encashment /Compensated absences The employees are entitled for leave for each year of service and part thereof and subject to the limits specifi ed, the unavailed portion of such leaves can be accumulated or encashed during /at the end of the service period. The plan is not funded.
(a) Present Value of Defi ned Benefi t Obligation
Gratuity Compensated AbsencesYear ended Year ended
March 31, 2017
March 31, 2016
March 31, 2017
March 31, 2016
Balance at the beginning of the year 36 27 20 20
Current Service Cost 4 3 2 2
Interest Cost 2 2 1 2
Acquisition Adjustment 1 1 1 -
Actuarial (gain) / loss 4 3 (2) (4)
Benefi ts Paid (11) - (5) -
Balance at the end of the year 36 36 17 20
(b) Fair Value of Plan Assets
Gratuity Compensated AbsencesYear ended Year ended
March 31, 2017
March 31, 2016
March 31, 2017
March 31, 2016
Balance at the beginning of the year 17 13 - -
Expected return on plan assets 1 1 - -
Actuarial gain / (loss) * (0) 0 - -
Contributions by the Company - 3 - -
Benefi ts paid (2) - - -
Balance at the end of the year 16 17 - -
Actual return on Plan Assets 1 1 - -
(c) Major Category of Plan Assets as % to total Plan Assets
Gratuity Compensated AbsencesYear ended Year ended
March 31, 2017
March 31, 2016
March 31, 2017
March 31, 2016
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 assesment 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.
Book 1.indb 93Book 1.indb 93 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
94 Annual Report 2016-17
(d) Assets and Liabilities recognized in the Balance Sheet
Gratuity Compensated AbsencesYear ended Year ended
March 31, 2017
March 31, 2016
March 31, 2017
March 31, 2016
Present Value of the defi ned benefi t obligations 36 36 17 20
Fair value of the plan assets 16 17 - -
Funded status / Difference 20 19 17 20
Unrecognized actuarial (gains) / losses - - - -
Amount recognized as Liability 20 19 17 20
Recognised Under
Non-current (refer Note 7) 20 - 10 9
Current (refer Note 11) - 19 7 11
*Amount is below the rounding off norms adopted by the Company
ii) Defi ned Benefi t Plans: (e) Expense recognised in the Statement of Profi t and Loss
Gratuity Compensated AbsencesYear ended Year ended
March 31, 2017
March 31, 2016
March 31, 2017
March 31, 2016
Current Service Cost 4 3 2 2 Interest Cost 2 2 1 2 Expected return on plan assets (1) (1) - - Actuarial (gain) / loss 4 4 (2) (4)Fund Management Charges * - 0 - - Net defi ned benefi t obligations cost 9 8 1 -
(f) Actuarial assumptions
Gratuity Compensated AbsencesYear ended Year ended
March 31, 2017
March 31, 2016
March 31, 2017
March 31, 2016
Discount Rate 7.20% 7.88% 7.20% 7.88%Future salary increases 8.00% 8.00% 8.00% 8.00%Expected return on plan assets 8.00% 8.50% 0.00% 0.00%
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.
(g) Amount recognized in current year and previous four years:
Year endedMarch 31,
2017March 31,
2016March 31,
2015March 31,
2014March 31,
2013Gratuity
Defi ned benefi t obligations 36 36 27 18 17
Plan assets 16 17 13 8 10
Defi cit /(Surplus) 20 19 14 10 7
Compensated Absences
Defi ned benefi t obligations 17 20 20 14 15
Plan assets - - - - -
Defi cit /(Surplus) 17 20 20 14 15
* Amount is below the rounding off norm adopted by the Company
Book 1.indb 94Book 1.indb 94 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 95
(h) Expected Contribution to the funds in the next year
Particulars Year EndedMarch 31, 2017
Year EndedMarch 31, 2016
Gratuity 4 4
The contribution to Gratuity and leave encashment has been made on group basis and separate fi gures applicable to any individual employee are not available. Therefore contribution to Gratuity and leave encashment has not been considered in above computation.
For the Year Ended
March 31, 2017
For the Year Ended
March 31, 2016
23. Other Expenses [refer (i) below]
Vehicle Repair & Maintenance 5 3
Rates and Taxes 1 2
Legal and Professional Charges 27 53
Payment to Auditors
- Audit fee 5 5
- Other services 2 3
- Reimbursement of expenses * 0 0
Director's Sitting fees * 0 0
Lease rent (operating lease) (Refer note 33) 48 36
Business Promotion 29 36
Travelling Expenses 28 21
Communication Expenses 2 2
Insurance Expenses 2 2
Foreign Exchange Fluctuations Loss (net) 4 -
Donation 3 2
Provision for Diminution in Long Term Investments * 0 1,241
Provision for Doubtful Advances 336 1,064
Miscellaneous Expenses 25 16
TOTAL 517 2,486
(i) Other Expenses are net of the following recoveries (refer note 32):
Expense Head
Vehicle Repair & Maintenance - 1
Travelling Expenses 8 8
Miscellaneous Expenses 1 1
TOTAL 9 10* Amount is below the rounding off norm adopted by the Company
Book 1.indb 95Book 1.indb 95 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
96 Annual Report 2016-17
For the Year Ended
March 31, 2017
For the Year Ended
March 31, 2016
24. Finance Costs
Interest Expense on:
- Interest on long term borrowings 63 82
- Interest on other borrowings 6 104
Other Borrowing Cost
- Premium on redemption of Debentures [refer Note 41 (ii)] 972 893
- Discount on Issue of Commercial Paper 55 42
- Others 8 11
TOTAL 1,104 1,132
For the Year Ended
March 31, 2017
For the Year Ended
March 31, 2016
25. Depreciation
Depreciation on Tangible Assets (refer note 12) 2 3
TOTAL 2 3
As atMarch 31, 2017
As atMarch 31, 2016
26. Contingent Liabilities:
i) Guarantees issued on behalf of others :
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 ` 35 million)Actual amount outstanding against facility ` 330 million (March 31, 2016 : ` NIL)
330 -
b) Corporate Guarantee to Ratnakar Bank on behalf of Motherson Sintermetal Technology Limited Actual amount outstanding against facility ` 309 million (March 31, 2016 : ` NIL)
381 -
c) Corporate Guarantee to Yes Bank, New Delhi on behalf of Motherson Advanced Tooling Solutions Limited, wholly owned subsidiary. Actual amount outstanding against facility ` 336 million (March 31, 2016 : ` 336 million)
480 350
Book 1.indb 96Book 1.indb 96 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 97
As atMarch 31, 2017
As atMarch 31, 2016
d) Corporate Guarantee to Hero FinCorp Limited on behalf of Motherson Auto Solutions Limited, to the extent of our interest in the subsidiary i.e. 66% Actual amount outstanding against facility ` NIL (March 31, 2016 : ` 757 million)
- 757
e) Corporate Guarantee to HDFC Bank, New Delhi on behalf of Samvardhana Motherson Auto Component Private Limited, wholly owned subsidiary. Actual amount outstanding against facility ` 206 million (March 31, 2016 : ` 170 million)
356 186
f) Corporate Guarantee of EURO Nil (March 31, 2016 : EURO 11 million) given to HDFC Bank Ltd for loan of EURO 10 mn, on behalf of Motherson Sintermetal Products, S.A. Spain Actual amount outstanding against facility ` Nil (March 31, 2016: ` 531 million)
- 829
g) Corporate Guarantee of EURO 22 million (March 31, 2016 : 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 9,000,000 (March 31, 2016 : 12,500,000) 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.Actual amount outstanding against facility ` 1,450 million (March 31, 2016 : ` 1,583 million)
1,519 1,658
h) Corporate Guarantee of EURO 10.5 million (March 31, 2016 : Nil) given to Standard Chartered Bank, London in respect of the loan facility availed by Motherson Sintermetal Technology BV. Actual amount outstanding against facility ` 691 million (March 31, 2016 : ` Nil)
725 -
Total 3,791 3,780
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 ` 3 million along with interest and penalty which company has disputed. The Company has fi lled appeal with Commisioner of Appeal, Service tax where the matter is pending with Commsisioner of Appeal. The Department’s demand cum show cause notice also included penalty which is not quantifi able at this stage.
a) it is not practiable 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.
Book 1.indb 97Book 1.indb 97 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
98 Annual Report 2016-17
27. Capital and Other Commitmentsi) Letter of Support The Company has given letters of support to its Joint Venture Companies, Samvardhana Motherson Polymer
Limited and Magneti Marelli Motheson Shock Absorbers India Pvt. Ltd.(Previous Year Motherson Bergstrom HVAC Solution Pvt. Ltd and Magneti Marelli Motheson Shock Absorbers India Pvt. Ltd) and in respect of subsidiary companies, Samvardhana Motherson Holdings (M) Private Limited, Samvardhana Motherson Refrigeration Product Ltd., Motherson Advance Tooling Solution Ltd., Samvardhana Motherson Finance Services Cyprus Limited, Motherson Sintermetal Technology Limited and Motherson Consultancies Services Ltd. (Previous year Samvardhana Motherson Holdings (M) Private Limited, Samvardhana Motherson Refrigeration Product Ltd., Motherson Advance Tooling Solution Ltd., Samvardhana Motherson Finance Services Cyprus 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 aggregating ` 1,143 million (March 31, 2016 : ` 1,228 million) on
behalf of Joint Venture Companies, Magneti Marelli Motherson Shock Absorbers India Pvt. Ltd and Magneti Marelli Motherson Auto System Limited (March 31, 2016 : Magneti Marelli Motherson Shock Absorbers India Pvt. Ltd and Magneti Marelli Motherson Auto System Limited) and on behalf of Subsidiary Companies, Motherson Sintermetal Technology Ltd., (March 31, 2016 : Motherson Sintermetal Technology Ltd.,) to ensure meet their obligations in respect of fund and non fund based facilities availed by them from banks.
For the Year Ended
March 31, 2017
For the Year Ended
March 31, 2016
28. Earnings in foreign currency
Consultancy Income * 0 55
Interest on loan 9 17
TOTAL 9 72
For the Year Ended
March 31, 2017
For the Year Ended
March 31, 2016
29. Expenditure in foreign currency:
Travel Expenditure 6 5
Conference/ Business Promotion 5 9
Professional Charges 7 13
Director’s sitting Fees expenses * 0 0
TOTAL 18 27
Book 1.indb 98Book 1.indb 98 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 99
30 Derivative instruments and Unhedged foreign Currency Exposure a) Derivatives outstanding as at reporting date:
CurrencyFor the Year Ended
March 31, 2017 March 31, 2016
The Company has entered in to an “INR to Euro Principal Only”’ Swap deal on September 26, 2014 of INR 1000 million, matured on September 30, 2016, with Axis Bank Ltd, Mumbai with an underlying transaction of Zero Coupon Secured Non-Convertible Debentures Series A (ISIN Number INE750H07030).
EURO : INR
EURO NIL INR NIL
EURO 13
INR 1,000
b) Particulars of unhedged foreign exposure as at the reporting date:
As atMarch 31, 2017
As atMarch 31, 2016
Trade Payable
EURO *` 0
EURO 0 ` 1
EURO 0
JPY *` 0
JPY 0 -
Trade Receivable
EURO * ` 7
EURO 0 -
USD * ` 0
USD 0 ` 3
USD 0
Loans and Advances
USD ` 167USD 3
` 162USD 2
c) Mark to Market losses/(gain):
For the Year Ended
March 31, 2017
For the Year Ended
March 31, 2016
Mark to Market accounted for (53) (17)
31 Segment Reporting SMIL is an Investment Company and holds investment, extend loans and provides consulting services to number of subsidiaries, Joint Ventures and Other Consolidated Entities Which in the context of Accounting Standard 17 “Segment Reporting” constitutes a single reportable primary/ secondary segment, hence no additional disclosure are required.
* Amount is below the rounding off norm adopted by the Company.
Book 1.indb 99Book 1.indb 99 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
100 Annual Report 2016-17
32 Related Party Disclosures: (a) Names of related parties and nature of relationship.
A. Relationships where control exists: Subsidiaries: SAKS Ancillaries Ltd.
Motherson Machinery and Automations Ltd.
Nachi Motherson Tool Technology Ltd. (refer note 39)
Tigers Connect Travel Systems & Solutions Ltd.
Motherson Molds and Diecasting Ltd.
Samvardhana Motherson Finance Services Cyprus Ltd.
Samvardhana Motherson Refrigeration Product Ltd.
Motherson Advanced Tooling Solutions Ltd.
Samvardhana Motherson Holding (M) Pvt. Ltd.
Motherson Auto Solutions Ltd.
Motherson Sumi Infotech & Designs Ltd. (MIND)
MSID US Inc. (held by MIND)
Samvardhana Motherson Virtual Analysis Ltd (held by MIND)
Motherson Auto Engineering Service Ltd. (held by MIND)
MothersonSumi Infotekk and Designs GMBH (held by MIND)
MothersonSumi Infotech and Designs SG Pte. Ltd. (MIND SG) (held by MIND)
MothersonSumi Infotech and Designs KK (held by MIND SG)
Motherson Consultancies Service Ltd.
Motherson Sintermetal Technology Ltd. (MSTL)
Motherson Sintermetal Technology BV (MST BV) (held by MSTL)
Motherson Sintermetal Products SA (held by MST BV)
Samvardhana Motherson Auto System Pvt. Ltd.
Samvardhana Motherson Auto Component Pvt. Ltd.
Motherson Techno Tools Ltd. (MTTL)
Motherson TechnoTools Mideast (FZE) (held by MTTL)
Motherson Invenzen Xlab Pvt. Ltd. (w.e.f April 30, 2015)
B. Other related parties i) Joint Ventures:
Motherson Sumi Systems Ltd. and its subsidiaries
Anest Iwata Motherson Coating Equipment Pvt. Ltd.
Anest Iwata Motherson Pvt. Ltd. (AIM)
AES (India) Engineering Ltd.
Spheros Motherson Thermal System Ltd.
Matsui Technologies India Ltd.
Fritzmeier Motherson Cabin Engineering Pvt. Ltd.
Nissin Advanced Coating Indo Co. Pvt. Ltd.
Motherson Bergstrom HVAC Solutions Pvt. Ltd.
Magneti Marelli Motherson Auto System Pvt Ltd.
Magneti Marelli Motherson Holding India B.V.
Air Factory Energy Ltd. (Merged with AIM w.e.f April 1, 2015 vide High Court order dated December 19, 2016)
Magneti Marelli Motherson Shock Absorbers India Pvt. Ltd.
CTM India Ltd.
Nachi Motherson Precision Pvt. Ltd. (refer note 39)
Book 1.indb 100Book 1.indb 100 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 101
Samvardhana Motherson Global Holdings Limited and its subsidiaries
Samvardhana Motherson Polymers Limited
Woco Motherson Elastomer Ltd. (till May 30, 2015)
Woco Motherson Advanced Rubber Technologies Ltd. (till May 30, 2015)
ii) Associates: Motherson Air Travel Agencies Ltd. (till December 31, 2016)
iii) Companies in which Key Managerial Personnel or their relatives have control/ signifi cant infl uence: Radha Rani Holdings Pte Ltd.
Motherson Auto Ltd.
Motherson Lease Solution Ltd.
Spirited Auto Cars (I) Ltd.
Systematic Conscom Ltd.
Samvardhana Employees Welfare Trust
Shri Sehgals Trustee Company Pvt. Ltd.
Sehgal Family Trust
Advance Technologies and Automotive Resources Pte. Ltd.
Field Motors Pvt. Ltd.
JSRR Holdings (M) Pvt. Ltd.
Ganpati Auto Industries (Partnership Firm)
Southcity Motors Pvt. Ltd.
Vaaman Auto Industry (Partnership Firm)
Motherson Engineering Research and Integrated Technologies Ltd.
Moon Meadows Pvt. Ltd.
Sisbro Motor and Workshop Pvt. Ltd.
Motherson (Partnership Firm)
Nirvana Niche Products Pvt Ltd (Formerly known as Nirvana Agro Products Pvt. Ltd.)
Motherson Innovative Technologies and Research
ATAR Mauritius Pvt. Ltd.
MAS Middle East Ltd. (FZE)
Edcol Global Pte. Ltd.
Nirvana GmbH
A Basic Concepts Design Pty. Ltd.
SCCL Infra Projects Limited
Samvardhana Motherson Global FZE, Dubai
SCCL Global Project (FZE)
Advantedge Technology Partners Pvt. Ltd.
Advantedge Incubators Pvt. Ltd.
Swarn Lata Motherson Trust
Motherson Air Travel Agencies Ltd. (w.e.f. January 1, 2017)
Calsonic Kansei Motherson Auto Products Pvt. Ltd.
Kyunshin Industrial Motherson Pvt. Ltd
MATA GmbH
iv) Joint Venturers Sojitz Corporation
Zanotti Spa
Magneti Marelli S.p.A.
F Holding GmbH
Book 1.indb 101Book 1.indb 101 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
102 Annual Report 2016-17
Nissin Electric Co. Ltd
Anest Iwata Corporation
Nachi Fujikoshi Corporation
Matsui Manufacturing Company Limited
AES Global Pte. Ltd.
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 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, whole time Director
Mr. Mikihisa Takayama (till November 11, 2016)
Mr. Hideo Hatada (w.e.f November 11, 2016)
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. Nilu Mehra (Sister of Mr. Vivek Chaand Sehgal)
Ms. Vidhi Sehgal (Daughter of Mr. Vivek Chaand Sehgal)
Mrs.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)
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 102Book 1.indb 102 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 103
Deta
ils o
f si
gnifi
cant tr
ansa
ctio
ns,
in the o
rdin
ary
cours
e o
f b
usi
ness
at
com
merc
ial t
erm
s, a
nd
bala
nces
with
re
late
d p
art
ies
as
me
ntio
ne
d a
bo
ve:
S. No.
Parti
cular
sPa
rties
men
tione
d in
32 (A
) abo
vePa
rties
men
tione
d in
32 (B
) (i)
abov
ePa
rties
men
tione
d in
32 (B
) (ii)
abov
ePa
rties
men
tione
d in
32 (B
) (iii)
abov
ePa
rties
men
tione
d in
32
(B) (
iv) ab
ove
Parti
es m
entio
ned
in32
(B) (
v) (a
) &
(b) a
bove
Tota
l
Curre
nt
year
Prev
ious
Ye
arCu
rrent
ye
arPr
evio
us
Year
Curre
nt
year
Prev
ious
Ye
arCu
rrent
ye
arPr
evio
us
Year
Curre
nt
year
Prev
ious
Ye
arCu
rrent
ye
arPr
evio
us
Year
Curre
nt
year
Prev
ious
Ye
ar1
Div
iden
d r
ecei
ved
* 1
8 7
8 4
6 2
,230
-
-
0
0
-
-
-
-
6
4 2
,308
2
Con
sulta
ncy
Inco
me
* 4
1 3
2
2 3
4 -
0
1
5
6 -
1
-
-
6
4 9
4 3
Inve
stm
ents
mad
e 1
,222
8
3 2
12
609
-
-
-
-
-
-
-
-
1
,434
6
92
4In
vest
men
ts s
old
/ red
eem
ed -
2
8 -
-
-
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2
4 -
-
-
-
-
2
4 2
8 5
Inve
stm
ents
pur
chas
ed *
0
509
-
-
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-
-
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-
-
-
-
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5
09
6S
hare
s A
pp
licat
ion
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ey p
aid
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22
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2
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-
-
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-
-
-
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1,4
34
173
7
Loan
con
vert
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to s
hare
/ sha
re a
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licat
ion
-
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-
-
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5
13
8D
eben
ture
con
vert
ed in
to e
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ty s
hare
-
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-
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-
-
-
-
-
-
-
-
-
1
17
9In
tere
st o
n IC
D C
onve
rted
into
sha
re/s
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atio
n -
5
-
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-
-
5
10P
refe
renc
e sh
are
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erte
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to e
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ty s
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-
-
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7
-
-
-
-
-
-
-
-
10
7
11Lo
an g
iven
dur
ing
the
year
957
1
,420
-
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3 -
-
-
-
-
-
-
-
9
57
1,4
53
12Lo
an r
ecei
ved
bac
k d
urin
g th
e ye
ar 9
25
481
9
8 -
-
-
-
-
-
-
-
-
1
,023
4
81
13Lo
ans
avai
led
dur
ing
the
year
-
-
-
-
-
-
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-
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-
-
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5 -
2
5 14
Loan
s re
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d d
urin
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-
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-
-
-
-
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-
25
-
25
15R
eim
bur
sem
ent o
f Exp
ense
s (r
ecov
ery)
* 0
-
3
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1 -
-
0
-
-
-
-
-
3
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1 16
Rei
mb
urse
men
t of E
xpen
ses
(exp
ense
) -
-
1
1 2
-
-
2
0 3
7 -
-
-
-
3
1 3
9 17
Rem
uner
atio
n/ S
ittin
g F
ees
of D
irect
ors
and
K
MP
-
-
-
-
-
-
-
-
-
-
37
24
37
24
18In
tere
st in
com
e 2
29
226
9
7
-
-
-
-
-
-
-
-
2
38
233
19
Pro
visi
on fo
r d
oub
tful a
dva
nce
writ
ten
bac
k 1
5 -
-
-
-
-
-
-
-
-
-
-
1
5 -
20
Oth
er E
xpen
ses:
aP
rofe
ssio
nal C
harg
es *
-
0
7
13
-
-
8
7
-
-
-
-
15
20
bTr
avel
ling
Exp
ense
s -
-
-
-
-
2
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8 -
-
-
-
-
2
8 2
0 c
Con
fere
nce
Exp
ense
s *
-
-
-
-
-
-
-
1
-
-
-
-
-
1
dC
omp
uter
Exp
ense
s 3
2
1
1
-
-
-
-
-
-
-
-
4
3
e
Vehi
cle
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air
& M
aint
enan
ce *
-
-
-
-
-
-
0
-
-
-
-
-
0
-
fR
ent p
aid
-
-
-
-
-
3
20
12
-
-
-
-
20
15
gR
epai
r an
d M
aint
enan
ce -
-
-
-
-
-
5
4
-
-
-
-
5
4
h
Leas
e re
nt -
-
-
-
-
-
2
8 2
0 -
-
-
-
2
8 2
0 i
Pro
visi
on fo
r D
imin
utio
n in
Lon
g T
erm
In
vest
men
ts *
0
1,1
43
-
98
-
-
-
-
-
-
-
-
0
1,2
41
jP
rovi
sion
for
Dou
btfu
l Ad
vanc
es 3
36
1,0
64
-
-
-
-
-
-
-
-
-
-
336
1
,064
21
Gua
rant
ee m
ade
dur
ing
the
year
1,7
36
3,1
30
-
-
-
-
-
-
-
-
-
-
1,7
36
3,1
30
22P
urch
ase
of F
ixed
Ass
ets
* 1
2
-
-
-
-
-
-
-
-
-
-
1
2
23
Sec
urity
Dep
osit
giv
en d
urin
g th
e ye
ar -
-
-
-
-
-
2
5
-
-
-
-
2
5
24
Sec
urity
Dep
osit
rece
ived
bac
k d
urin
g th
e ye
ar *
-
-
-
-
-
-
1
0
-
-
-
-
1
0
Balan
ces a
s at y
ear e
nd:
25Le
tter
of C
omfo
rt a
s at
Bal
ance
She
et d
ate
(ref
er n
ote
27 (
ii))
193
4
50
950
7
78
-
-
-
-
-
-
-
-
1,1
43
1,2
28
26S
ecur
ity D
epos
it -
-
-
-
-
-
1
5 1
4 -
-
-
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1
5 1
4 27
Trad
e R
ecei
vab
les
* 8
1
1
2 2
7 -
-
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-
-
-
-
2
0 3
1 28
Trad
e P
ayab
les
* 1
1
0
-
-
1
7
2
-
-
-
-
8
4
29
Oth
er L
iab
ilitie
s *
1
-
0
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-
-
-
-
-
-
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1
-
30Lo
ans
giv
en 2
,090
2
,061
1
8 1
16
-
-
-
-
-
-
-
-
2,1
08
2,1
77
31In
tere
st R
ecei
vab
le *
22
16
-
0
-
-
-
-
-
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-
-
22
16
32G
uara
ntee
mad
e 3
,791
3
,780
-
-
-
-
-
-
-
-
-
-
3
,791
3
,780
33
Am
ount
Rec
over
able
* -
2
-
0
-
-
-
1
-
-
-
-
-
3
34
Em
plo
yee
Ben
efi ts
Pay
able
-
-
-
-
-
-
-
-
-
-
6
-
6
-
35P
rovi
sion
for
Dim
inut
ion
in L
ong
Ter
m
Inve
stm
ents
1,5
75
1,5
75
98
98
-
-
-
-
-
-
-
-
1,6
73
1,6
73
36P
rovi
sion
for
dou
btfu
l ad
vanc
es 1
,514
1
,193
-
-
-
-
-
-
-
-
-
-
1
,514
1
,193
Not
e : T
he C
omp
any
has
giv
en le
tters
of s
upp
ort a
nd le
tters
of c
omfo
rt to
its
Sub
sid
iarie
s an
d J
oint
Ven
ture
Com
pan
ies,
ref
er n
ote
no 2
7 (i)
& (
ii).
* A
mou
nt is
bel
ow th
e ro
und
ing
off
norm
ad
opte
d b
y th
e C
omp
any
Book 1.indb 103Book 1.indb 103 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
104 Annual Report 2016-17
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 :CTM India Ltd. 32 (B) (i) 19 12
Spheros Motherson Thermal System Ltd. 32 (B) (i) 14 8
Motherson Techno Tools Ltd. 32 (A) 8 38
Motherson Sumi Systems Ltd. 32 (B) (i) - 2,198
2 Consultancy Income: Motherson Sumi Systems Ltd. 32 (B) (i) 18 23
Motherson Auto Solution Ltd. * 32 (A) 33 0
MothersonSumi Infotech & Designs Ltd. 32 (A) 7 1
Samvardhana Motherson Global FZE 32 (B) (iii) - 56
3 Interest incomeMotherson Sintermetal Technology Ltd. 32 (A) 155 174
Samvardhana Motherson Polymers Ltd. 32 (B) (i) 7 7
MothersonSumi INfotech & Designs Ltd. 32 (A) 27 3
4 Provision for doubtful advance written backMotherson Consultancies Service Ltd. 32 (A) 15 2
5 Investments made: Motheson Auto Solution Ltd. 32 (A) 1,195 -
Samvardhana Motherson Auto Component Private Ltd. 32 (A) - 90
Frietzmeier Motherson Cabin Engineering Ltd. 32 (B) (i) - 271
Magneti Marelli Motherson Holding India B.V. 32 (B) (i) - 190
Motherson Sumi Systems Ltd. 32 (B) (i) - 50
Magneti Marelli Motherson Shock Absorbers India Pvt. Ltd.
32 (B) (i) 85 50
6 Investments sold/redeemed to related parties:MothersonSumi INfotech & Designs Ltd. 32 (A) - 28
Motheson Air Travel Ltd. 32 (B) (iii) 24 -
7 Investments purchased from related partiesSamvardhana Motherson Finance Services Cyprus Ltd. *
32 (A) 0 509
8 Share Application Money paidMotherson Auto Solution Ltd. 32 (A) 1,195 -
Samvardhana Motherson Auto Component Pvt. Ltd. 32 (A) - 33
Magneti Marelli Motherson Auto System Pvt. Ltd. 32 (B) (i) - 90
Magneti Marelli Motherson Shock Absorbers India Pvt. Ltd.
32 (B) (i) 85 50
9 Loan converted into share/ share applicationMotherson Sintermetal Technology Ltd. 32 (A) - 473
Book 1.indb 104Book 1.indb 104 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 105
S. No. Particulars Relation (Refer Note)
Current Year
Previous Year
10 Debenture converted into shareMotherson Sintermetal Technology Ltd. 32 (A) - 117
11 Interest on ICD converted into share / share applicationMotherson Sintermetal Technology Ltd. 32 (A) - 5
12 Preference Shares converted into Equity shares:Anest Iwata Motherson Pvt. Ltd. 32 (B) (i) 10 7
13 Loan given during the year:Motherson Auto Solution Ltd. 32 (A) 308 414
MothersonSumi INfotech & Designs Ltd. 32 (A) 73 198
Motherson Sintermetal Technology Ltd. 32 (A) 230 567
Samvardhana Motherson Auto Component Pvt. Ltd. 32 (A) 116 75
Motherson Advanced Tooling Solutions Ltd. 32 (A) 153 112
14 Loan received back during the yearSamvardhana Motherson Finance Services Cyprus Ltd. 32 (A) - 134
Motherson Advanced Tooling Solutions Ltd. 32 (A) 104 -
Motherson Sintermetal Technology Ltd. 32 (A) 122 -
Motherson Auto Solutions Ltd. 32 (A) 412 310
MothersonSumi Infotech & Designs Ltd. 32 (A) 271 -
15 Security Deposit given during the yearMotherson Leasing Solution Ltd. 32 (B) (iii) 2 5
16 Security Deposit received back during the yearMotherson Leasing Solution Ltd. * 32 (B) (iii) 1 0
17 Loans availed during the yearVivek Chaand Sehgal 32 (B) (v) (a) & (b) - 25
18 Loans repaid during the yearVivek Chaand Sehgal 32 (B) (v) (a) & (b) - 25
19 Reimbursement of ExpensesPayment made to:
MSSL GmbH 32 (B) (i) 5 -
Motherson Auto Ltd. 32 (B) (iii) 17 36
20 Reimbursement of Expenses Received from :
Samvardhana Motherson Automotive Systems Group B.V.
32 (B) (i) 7 7
Motherson Sumi Systems Ltd. 32 (B) (i) 25 3
21 Remuneration/ Sitting Fees of Directors and KMPRamesh Dhar 32 (B) (v) (a) & (b) 13 4
Ashok Tandon 32 (B) (v) (a) & (b) 11 10
Dhruv Mehra 32 (B) (v) (a) & (b) 8 7
Book 1.indb 105Book 1.indb 105 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
106 Annual Report 2016-17
S. No. Particulars Relation (Refer Note)
Current Year
Previous Year
Pooja Mehra 32 (B) (v) (a) & (b) 4 3
22 Other ExpensesProfessional Charges:SMR Automotive Mirrors Stuttgart GmbH 32 (B) (i) 7 13
Motherson Auto Ltd. 32 (B) (iii) 8 6
Travelling ExpensesMotherson Air Travel Agencies Ltd. 32 (B) (ii) 28 20
Conference ExpensesMotherson Auto Ltd. 32 (B) (iii) - 1
Computer ExpensesMothersonSumi Infotech & Designs Ltd. 32 (A) 3 2
Motherson Sumi Systems Ltd. 32 (B) (i) 1 1
Vehicle Repair & MaintenanceSpirited Auto Car India Ltd. * 32 (B) (iii) 0 -
RentMotherson Air Travel Agencies Ltd. 32 (B) (ii) 6 3
Motherson Auto Ltd. 32 (B) (iii) 15 12
Repair & MaintenanceMotherson Auto Ltd. 32 (B) (iii) 5 4
Lease RentMotherson Lease Solution Ltd. 32 (B) (iii) 28 20
Provision for Diminution in Long Term InvestmentsSamvardhana Motherson Finance Services Cyprus Limited
32 (A) - 512
Motherson Sintermetal Technology Ltd. 32 (A) - 631
Samvardhana Motherson Refrigeration Product Ltd.* 32 (A) 0 -
Provision for Doubtful AdvancesMotherson Sintermetal Technology Ltd. 32 (A) 314 1,012
Samvardhana Motherson Refrigeration Product Ltd. 32 (A) 22 54
23 Purchase of Fixed Assets (Computer)MothersonSumi Infotech & Designs Ltd. 32 (A) 1 2
24 Trade Receivables, balance outstandingSMP Deutschland GmbH * 32 (B) (i) 0 4
MothersonSumi Infotech & Designs Ltd. * 32 (A) 8 0
Samvardhana Motherson Automotive Systems Group B.V.
32 (B) (i) 7 7
Motherson Sumi Systems Ltd. 32 (B) (i) 4 11
25 Trade Payables, balance outstandingMothersonSumi Infotech & Designs Ltd. 32 (A) 1 1
Motherson Air Travel Agencies Ltd. 32 (B) (ii) 1 1
Book 1.indb 106Book 1.indb 106 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 107
S. No. Particulars Relation (Refer Note)
Current Year
Previous Year
Motherson Auto Ltd. * 32 (B) (iii) 3 0
Motherson Lease Solution Ltd. 32 (B) (iii) 2 1
26 Amount Recoverable , balance outstandingSamvardhana Motherson Auto System Pvt. Ltd. 32 (A) - 1
Samvardhana Employees Welfare Trust 32 (B) (iii) - 1
27 Other LiabilitiesMagnetti Marelli Motherson Auto System Pvt Ltd. * 32 (B) (i) 0 -
Samvardhana Motherson Auto System Pvt. Ltd. 32 (A) 1 -
28 Balance of Loans given, outstanding: Samvardhana Motherson Polymers Ltd. 32 (B) (i) - 98
Motherson Advanced Tooling Solutions Ltd. 32 (A) 257 208
Motherson Sintermetal Technology Ltd. 32 (A) 1,326 1,218
29 Security DepositsMotherson Auto Ltd. 32 (B) (iii) 4 4
Motherson Lease Solution Ltd. 32 (B) (iii) 10 9
30 Interest Receivable Samvardhana Motherson Holding (M) Pvt. Ltd. 32 (A) 18 9
Motherson Auto Solutions Ltd. 32 (A) - 3
Motherson Sintermetal Technology Ltd.* 32 (A) - 0
Motherson Invenzen Xlab Pvt. Ltd. 32 (A) 4 -
MothersonSumi Infotech & Designs Ltd. 32 (A) - 3
31 Employee Benefi ts PayableRamesh Dhar 32 (B) (v) (a) & (b) 6 -
32 Contingent liabilities: refer note 26 (i)33 Provision for Diminution in Long Term Investments
Samvardhana Motherson Finance Services Cyprus Ltd. 32 (A) 512 512
Motherson Sintermetal Technology Ltd. 32 (A) 631 631
Tiger Connect Travel Systems and Solutions Ltd. 32 (A) 55 55
Samvardhana Motherson Refrigeration Product Ltd. 32 (A) 204 205
Motherson Advanced Tooling Solutions Ltd. 32 (A) 147 147
34 Letter of ComfortMotherson Sintermetal Technology Ltd. 32 (A) 193 450
Magneti Marelli Motherson Shock Absorbers India Pvt Ltd.
32 (B) (i) 150 150
Magneti Marelli Motherson Auto System Pvt. Ltd. 32 (B) (i) 801 628
35 Provision for Doubtful AdvancesMotherson Sintermetal Technology Ltd. 32 (A) 1,326 1,012
Motherson Consultancies Service Ltd. 32 (A) 48 63
Samvardhana Motherson Refrigeration Product Ltd. 32 (A) 140 118
Book 1.indb 107Book 1.indb 107 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
108 Annual Report 2016-17
33. The Company has entered into cancellable operating leases for offi ce premises, equipments and vehicles which range for a period between 11 months and 4 years. Most of the leases are renewable for further period on mutually agreeable terms. Refer below the details of operating lease:
Particulars Current Year Previous YearLease payments recognized in the Statement of Profi t and Loss during the year
48 36
34. Earnings per share
As atMarch 31, 2017
As atMarch 31, 2016
Profi t / (Loss) after tax attributable to Equity Shareholders (1,222) (1,034)
Weighted average number of Equity Shares (Nos.) 47,36,13,855 47,36,13,855
Nominal Value of share (`) 10 10
Basic Earnings / (Loss) per Share (`) (2.58) (2.18)
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.
35. Interest in Joint Ventures:
Country of Incorporation
As atMarch 31, 2017
As atMarch 31, 2016
The Company’s interests, as a venturer, in jointly controlled entities are as below: Name of the Company Motherson Sumi Systems Limited (Consolidated) India 34.81% 36.93%
Anest Iwata Motherson Coating Equipment Private Limited India 49.00% 49.00%
Anest Iwata Motherson Private Limited India 49.00% 49.00%
AES (India) Engineering Limited India 26.00% 26.00%
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 India 49.00% 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 India 49.00% 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%
Book 1.indb 108Book 1.indb 108 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 109
The following amounts represent the share of assets and liabilities and revenue and expenses of the joint ventures being jointly controlled entities:
As atMarch 31, 2017
As atMarch 31, 2016
Assets
Non Current Assets
Fixed Assets
Tangible 66,335 58,679
Intangible 16,383 3,742
Capital Work in Progress 17,905 12,773
Intangible assets under development 1 -
Non Current Investments 1,196 1,071
Deferred Tax Assets (Net) 3,604 3,318
Long Term Loans and Advances 3,296 1,627
Other Non Current Assets 7,434 5,228
Current Assets
Current Investments * 0 0
Inventories 43,595 38,182
Trade Receivable 35,359 28,477
Cash and Bank Balances 40,589 17,191
Short Term Loans and Advances 9,241 6,959
Other Current Assets 784 530
Liabilities
Long Term Borrowings 78,163 48,497
Deferred Tax Liability (Net) 2,499 1,788
Other Long Term Liabilities 2,571 1,514
Long Term Provisions 2,168 2,239
Current Liabilities
Short Term Borrowings 4,166 7,427
Trade Payables 64,472 51,222
Other Current Liabilities 27,027 22,252
Short Term Provisions 2,898 2,398
Reserves and Surplus 37,676 23,996
Revenue
Revenue from Operations 3,71,818 3,31,894
Other Income 2,419 2,633
Book 1.indb 109Book 1.indb 109 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
110 Annual Report 2016-17
As atMarch 31, 2017
As atMarch 31, 2016
Expenditure 3,53,511 3,18,590
Profi t before tax 20,726 15,937
Provision for tax 6,828 3,852
Profi t after tax 13,898 12,085
Contingent Liabilities
- In respect of Excise, Sales tax & service tax matters 850 387
- Bank Guarantees 330 105
Capital Commitment 2,242 3,837
Corporate/Counter guarantees given by Company on behalf of Joint Ventures
- -
* Amount is below the rounding off norm adopted by the Company
36. In view of tax losses and unabsorbed depreciation, deferred tax asset on timing difference has not been recognized based on principle of prudence and in absence of virtual certainty of suffi cient future taxable income considering nature of business of Investment Company.
37. The Company has framed Corporate Social Responsibility (CSR) Policy in accordance with the provisions of the Companies Act, 2013 and Rules made there under. In view of losses, the Company is not required to spend any amounts on CSR Activities for the year ended March 31, 2017.
38. 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 the previous years and year ended March 31, 2016 has been obtained and there were no signifi cant adverse comments requiring adjustments in these accounts.
39. The Company has entered into an agreement on March 30, 2017, with Nachi-Fujikoshi Corp., Japan (co-venture partner) for sale of it’s interest in the entities namely Nachi Motherson Precision Private Limited (Joint Venture - 49% stake) and Nachi Motherson Tool Technology Limited (Subsidiary - 74%) for consideration of ` 107.68 Mn and ` 77.32 Mn respectively. This transaction is not yet completed as at the year end.
40. 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 purposes 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 scheme in 2006-07, towards which 6.0 million equity shares of ` 10/- each fully paid up were allotted to the Trust at par during the year 2006-07, 2.85 million shares of ` 10/- each fully paid up were allotted during the year 2009-10 at a premium of ` 11/- each, 5.2 million shares of ` 10/- each fully paid up were allotted during the year 2011-12 at a premium of ` 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 87,801 (March 31, 2016 : NIL) number of shares of ` 24 million (March 31, 2016: NIL) to the employees of the Company during the year ended March 31, 2017.
41. (i) The Company has privately placed Redeemable Non-Convertible Debentures amounting to ` 1,200 million (March 31, 2016 : ` 6,000 million out of which ` 4,000 million of Redeemable Non-Convertible Debentures had been listed in Bombay Stock Exchange) to various lenders during the year and as per Rule 7 (b) (ii) of Chapter IV, Rule 18 (7) of the Companies (Share Capital and Debentures) Rules, 2014, if an NBFC, which is registered with the RBI, issues debentures on a private placement basis, the said NBFC is not required to create any DRR in respect of the said debentures. The Company had redeemed debentures amounting to ` 2,500 million out of ` 8,500 million issued during the previous years to various lenders along with redemption premium during the year.
Book 1.indb 110Book 1.indb 110 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 111
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 Core Investment Companies (Reserve Bank) Master Directions 2016. In accordance of the aforesaid provisions, the Company is not required to and has therefore not created Debenture Redemption Reserve.
(ii) The Company is required to pay premium aggregating to ` 1,814 million (March 31, 2016: ` 2,735 million) at the time of redemption of these debentures, out of which the Company has charged off a premium of ` 972 million (March 31, 2016: ̀ 893 million) on proportionate basis in the Statement of Profi t and Loss under the head “Other Borrowing Cost” in Note - 24 (Finance Cost) and disclosed as “Premium on Redemption of Debentures” under Note - 6 (Other Long-Term Liabilities) and Note- 10 (Other Current Liabilities).
42. The Company received a Letter dated March 13, 2012 from the Reserve Bank of India (“RBI”) to make overseas direct investments under automatic route subject to the condition that the existing overseas step down entities acting as SPV or Holding companies are either collapsed or converted into operating entities on or before March 31, 2014 which was further extended till March 31, 2016 by RBI’s letter dated January 20, 2016. During the year, the Company has informed the Reserve Bank of India that it has complied with all conditions as laid out by RBI and approval for Automatic Route has been granted vide letter dated July 26, 2016.
43. The Company received the Certifi cate of Registration (“CoR’) as a Non-Deposit Taking Systemically Important Core Investment Company (“CIC-ND-SI”) vide Certifi cate No. N-14.03309 dated September 11, 2014 issued by the RBI under CIC Directions vide letter dated November 13, 2014. During the year, the Company has shifted its registered offi ce from State of Delhi to State of Maharashtra, at Mumbai and therefore the Company has been granted a new Certifi cate of Registration (“CoR’) as a Non-Deposit Taking Systemically Important Core Investment Company (“CIC-ND-SI”) vide Certifi cate No. N-13.02168 dated March 07, 2017 by the Reserve Bank of India (“RBI”) in lieu of earlier certifi cate.
Further, by virtue of the above registration, the provisions of section 45-IA (1)(b) of the 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 Master Direction – Core Investment Companies (Reserve Bank) Directions, 2016 dated August 25, 2016.
Statutory Disclaimer:
(a) The Company is having a valid Certifi cate of Registration dated March 7, 2017 (issued in lieu of earlier certifi cate dated September 11, 2014) issued by the Reserve Bank of India under Section 45-IA of the Reserve Bank of India Act, 1934. However, the RBI 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 repayment of deposits / discharge of liabilities 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 any responsibility nor guarantee for the payment of the public funds to any person/body corporate.
44. Core Investment Company (CIC) Compliance Ratios [refer note 43]
S. No.
Particulars As atMarch 31, 2017
As atMarch 31, 2016
(i) Investments and Loans to Group companies as a proportion of Net Assets (%)
98.95% 98.12%
(ii) Investments in equity shares and compulsorily convertible instruments of Group companies as a proportion of Net Assets (%)
81.77% 79.76%
(iii) Capital Adequacy Ratio(%) [Adjusted Net Worth/Risk Weighted Assets] 344.27% 272.31%
(iv) Leverage Ratio(Times) [Outside Liabilities /Adjusted Net worth] 0.20 0.24
Book 1.indb 111Book 1.indb 111 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
112 Annual Report 2016-17
45. Schedule to the Balance Sheet of Systemically Important Core Investment Company as required in terms of paragraph 19(5) of Master Direction – Core Investment Companies (Reserve Bank) Directions, 2016 dated August 25, 2016.
i) Exposure to Real Estate Sector
Category 2016-17 2015-16a) Direct Exposurei) 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 ` 15 Lac NIL NIL
- Individual housing loans above ` 15 Lac 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 ExposureFund 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
March 31, 2017 March 31, 2016
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)
- - 1 - - 1,000 7 -
Over one month to 2 months *
- 1,390 0 - - 494 0 -
Over 2 month to 3 months
- - 2 - - 295 3 1020
Over 3 month to 6 months *
- 2,000 0 - - - 153 -
Over 6 month to 1 years
- 1,600 184 - - 2,500 644 -
Over 1 years to 3 years
- 6,080 449 - - 6,000 371 -
Over 3 years to 5 years
- - 15 - - - 14 -
Over 5 years - - - 18,943 - - - 17,527
Total - 11,070 651 18,943 - 10,289 1,192 18,547
* Amount is below the rounding off norm adopted by the Company
Book 1.indb 112Book 1.indb 112 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 113
46. Schedule to the Balance Sheet of Systemically Important Core Investment Company as required in terms of paragraph 21 of Master Direction – Core Investment Companies (Reserve Bank) Directions, 2016 dated August 25, 2016.
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 atMarch 31, 2017
As atMarch 31, 2016
Amount Outstanding
Amount Overdue
Amount Outstanding
Amount Overdue
a) Debentures:
(other than those falling within the meaning of Public Deposit)
i) Secured 7,200 - 8,500 -
ii) Unsecured - - - -
b) Deferred Credits - - - -
c) Term Loans - - - -
d) Inter-corporate loans and borrowing - - -
e) Commercial Paper 1,390 - 789 -
f) Other Loans
i) Loan from Finance Companies 2,480 - 1,000 -
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 at
March 31, 2017As at
March 31, 2016a) Secured - -
b) Unsecured 2,108 2,177
III) Break up of Leased Assets and stock on hire and other assets counting towards AFC activities
Particulars Amount OutstandingAs at
March 31, 2017As at
March 31, 2016(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 113Book 1.indb 113 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
114 Annual Report 2016-17
IV) Break up of investments
Particulars Amount Outstanding (Gross)As at
March 31, 2017As at
March 31, 2016Current Investments:
1. Quoted:
(i) Shares:
a) Equity - -
b) Preference - -
(ii) Debentures and Bonds - -
(iii) Units of mutual funds - 1,020
(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 11,564 11,564
b) Preference - -
(ii) Debentures and Bonds - -
(iii) Units of mutual funds - -
(iv) Government Securities - -
(v) Others - -
2. Unquoted:
(i) Shares:
a) Equity 7,134 5,728
b) Preference 1,918 1,908
(ii) Debentures and Bonds - -
(iii) Units of mutual funds - -
(iv) Government Securities - -
(v) Others - -
Book 1.indb 114Book 1.indb 114 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 115
V) Borrower group-wise classifi cation of assets fi nanced as in (ii) and (iii) above:
Category
March 31, 2017 March 31, 2016Amount (net of provisions) Amount (net of provisions)
Secured Unsecured Total Secured Unsecured Total1. Related Parties
a) Subsidiaries - 576 576 - 868 868
b) Companies in the same group - 18 18 - 116 116
c) Other related parties - - - - - -
2. Other than related parties - - - - - -
Total - 594 594 984 984VI) Investor group-wise classifi cation of all investments (current and long term) in shares and securities
(both quoted and unquoted):
Category
March 31, 2017 March 31, 2016Market 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 329 4,864 (95) 3,640
b) Companies in the same group 183,802 13,894 132,582 13,703
c) Other related parties 3 1 3 1
2. Other than related parties 184 184 180 180
Total 184, 318 18,943 132,670 17,524Note : Face value of Preference shares have been considered for the purpose of arriving at break-up value of investment.
VII) Other Information
Particulars AmountMarch 31, 2017 March 31, 2016
1. Gross Non-Performing Assets
a) Related parties 1,514 1,399
b) Other than related parties - -
2. Net Non-Performing Assets
a) Related parties - 206
b) Other than related parties - -
3. Assets acquired in satisfaction of debt - -
Book 1.indb 115Book 1.indb 115 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the fi nancial statements(All amounts in ` million, unless otherwise stated)
116 Annual Report 2016-17
47. Details of specifi ed bank notes held and transacted during the period from November 8, 2016 to December 30, 2016.
(Amount in Rupees)
SBNsOther
denominations notes
Total
Closing Cash in hand as on 08.11.2016 7,500 5,987 13,487
Add : Permitted Receipts - 150,000 150,000
Less : Permitted Payments - 86,916 86,916
Less : Amount Deposited in Bank 7,500 2,310 9,810
Closing Cash in hand as on 30.12.2016 - 66,761 66,761
48. 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. However, due to losses incurred during the year, the Company has not transferred any amount to Reserve Fund.
49. Previous year fi gures have been re-classifi ed to conform to this year’s classifi cation.
For Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/ N500016 For and on behalf of the Board
Ashok Narayanaswamy Ashok Tandon Vivek Chaand SehgalPartner (Director & CFO) (Director) M.No.: 095665 DIN 00032733 DIN 00291126
Place: Noida Pooja Mehra Date : May 30, 2017 (Company Secretary)
Book 1.indb 116Book 1.indb 116 29/08/17 8:02 PM29/08/17 8:02 PM
Consolidated Financial Statements
Book 1.indb 117Book 1.indb 117 29/08/17 8:02 PM29/08/17 8:02 PM
118 Annual Report 2016-17
INDEPENDENT AUDITORS’ REPORT To the Members of Samvardhana Motherson International Limited
Report on the Consolidated Financial Statements1. We have audited the accompanying consolidated
fi nancial statements of Samvardhana Motherson International Limited (“hereinafter referred to as the Holding Company”) and its subsidiaries (the Holding Company and its subsidiaries together referred to as “the Group”), its jointly controlled entities and associate companies; (refer Note 42 to the attached consolidated fi nancial statements), comprising of the consolidated Balance Sheet as at March 31, 2017, the consolidated Statement of Profi t and Loss, the consolidated Cash Flow Statement for the year then ended, and a summary of signifi cant accounting policies and other explanatory information prepared based on the relevant records (hereinafter referred to as “the Consolidated Financial Statements”).
Management’s Responsibility for the Consolidated Financial Statements 2. The Holding Company’s Board of Directors is
responsible for the preparation of these consolidated fi nancial statements in terms of the requirements of the Companies Act, 2013 (hereinafter referred to as “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 jointly controlled entities in accordance with accounting principles generally accepted in India including the Accounting Standards specifi ed under Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules, 2014. The Holding Company’s Board of Directors is also responsible for ensuring accuracy of records including fi nancial information considered necessary for the preparation of Consolidated Financial Statements. The respective Board of Directors of the companies included in the Group and of its associates and jointly controlled entities are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and its associates and jointly controlled entities respectively and for preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies; making judgements 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 has been used for the purpose of preparation of the consolidated fi nancial statements by the Directors of the Holding Company, as aforesaid.
Auditors’ Responsibility 3. 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 and the Rules made thereunder including the accounting standards and matters which are required to be included in the audit report.
4. We conducted our audit in accordance with the Standards on Auditing specifi ed under Section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered Accountants of India. Those Standards and pronouncements require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated fi nancial statements are free from material misstatement.
5. 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 auditors’ judgement, 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 the 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.
6. 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 sub-paragraph 8 of the Other Matters paragraph below, other than the unaudited fi nancial statements/ fi nancial information as certifi ed by the management and referred to in sub-paragraph 9 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.
Opinion7. In our opinion and to the best of our information
and according to the explanations given to us, 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 jointly controlled entities as at
Book 1.indb 118Book 1.indb 118 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 119
March 31, 2017, and their consolidated profi t and their consolidated cash fl ows for the year ended on that date.
Other Matter8. We did not audit the fi nancial statements/fi nancial
information of sixteen subsidiaries, and thirty six jointly controlled entities whose fi nancial statements/ fi nancial information refl ect total assets of Rs. 186,862 million and net assets of Rs. 40,646 million as at March 31, 2017, total revenue of Rs. 324,974 million, net profi t of Rs. 4,390 million and net cash fl ows amounting to Rs. 19,792 million for the year ended on that date, as considered in the consolidated fi nancial statements. These fi nancial statements/ fi nancial information have been audited by other auditors whose reports have been furnished to us by the Management, and our opinion on the consolidated fi nancial statements insofar as it relates to the amounts and disclosures included in respect of these subsidiaries and jointly controlled entities and our report in terms of sub-section (3) of Section 143 of the Act insofar as it relates to the aforesaid subsidiaries, jointly controlled entities and associates, is based solely on the reports of the other auditors.
9. We did not audit the fi nancial statements/fi nancial information of forty fi ve jointly controlled entities whose fi nancial statements/ fi nancial information refl ect total assets of Rs. 23,288 million and net assets of Rs. 9,164 million as at March 31, 2017, total revenue of Rs. 14,248 million, net loss of Rs. 7 million and net cash fl ows amounting to Rs. 1,083 million for the year ended on that date, as considered in the consolidated fi nancial statements. These fi nancial statements/ fi nancial information are unaudited and have been furnished to us by the Management, and our opinion on the consolidated fi nancial statements insofar as it relates to the amounts and disclosures included in respect of these jointly controlled entities and our report in terms of sub-section (3) of Section 143 of the Act insofar as it relates to the aforesaid jointly controlled entities is based solely on such unaudited fi nancial statements/ fi nancial information. In our opinion and according to the information and explanations given to us by the Management, these fi nancial statements/ fi nancial information are not material to the Group.
Our opinion 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/ fi nancial information certifi ed by the Management.
Report on Other Legal and Regulatory Requirements10. As required by Section143(3) of the Act, we report, to
the extent applicable, 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
purposes of our audit of the aforesaid consolidated fi nancial statements.
(b) In our opinion, proper books of account as required by law maintained by the Holding Company, its subsidiaries included in the Group, associate companies and jointly controlled entities incorporated in India including relevant records relating to preparation of the aforesaid consolidated fi nancial statements have been kept so far as it appears from our examination of those books and records of the Holding Company and the reports of the other auditors.
(c) The Consolidated Balance Sheet, the Consolidated Statement of Profi t and Loss, and the Consolidated Cash Flow Statement dealt with by this Report are in agreement with the relevant books of account maintained by the Holding Company, its subsidiaries included in the Group, associate companies and jointly controlled entities incorporated in India including relevant records relating to the preparation of the consolidated fi nancial statements.
(d) In our opinion, the aforesaid consolidated fi nancial statements comply with the Accounting Standards specifi ed under Section 133 of the Act, read with Rule 7 of 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, 2017 taken on record by the Board of Directors of the Holding Company and the reports of the statutory auditors of its subsidiary companies, associate companies and jointly controlled companies incorporated in India, none of the directors of the Group companies, its associate companies and jointly controlled companies incorporated in India is disqualifi ed as on March 31, 2017 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 Holding Company, its subsidiary companies, associate companies and jointly controlled companies incorporated in India and the operating effectiveness of such controls, refer to our separate Report in Annexure A.
(g) With respect to the other matters to be included in the Auditors’ 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, if any, of pending litigations as at March 31, 2017 on the consolidated fi nancial position of the Group, its associates and jointly controlled entities– Refer Note 33 and Note 44 to the consolidated fi nancial statements.
Book 1.indb 119Book 1.indb 119 29/08/17 8:02 PM29/08/17 8:02 PM
120 Annual Report 2016-17
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 as at March 31, 2017 – Refer (a) Note 36 to the consolidated fi nancial statements in respect of such items as it relates to the Group, its associates and jointly controlled entities and (b) the Group’s share of net loss 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 and its subsidiary companies, associate companies and jointly controlled companies incorporated in India during the year ended March 31, 2017.
iv. The Group has provided requisite disclosures in the fi nancial statements as to holdings as well as dealings in Specifi ed Bank Notes
during the period from November 8, 2016 to December 30, 2016. Based on audit procedures and relying on the management representation we report that the disclosures are in accordance with books of account maintained by the Holding Company, and its subsidiary companies, associate companies and jointly controlled companies incorporated in India and as produced to us by the Management – Refer Note 53.
For Price Waterhouse Chartered Accountants LLPFirm Registration Number:012754N/N500016
Chartered Accountants
Ashok NarayanaswamyPlace: Noida PartnerDate: July 24, 2017 Membership Number : 095665
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Act1. In conjunction with our audit of the consolidated
fi nancial statements of the Company as of and for the year ended March 31, 2017, 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, its associate companies and jointly controlled companies, which are companies incorporated in India, as of that date.
Management’s Responsibility for Internal Financial Controls2. The respective Board of Directors of the Holding
company, its subsidiary companies, its associate companies and jointly controlled companies, which are companies incorporated in India, are responsible for establishing and maintaining internal fi nancial controls based on 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 (ICAI)”. 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 Responsibility3. Our responsibility is to express an opinion on the
Group’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”) issued by the ICAI and the Standards on Auditing deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal fi nancial controls, both applicable to an audit of internal fi nancial controls and both issued by the ICAI. 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.
4. 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.
Annexure A to Independent Auditors’ ReportReferred to in paragraph 10(f) of the Independent Auditors’ Report of even date to the members of Samvardhana Motherson International Limited on the consolidated fi nancial statements for the year ended March 31, 2017
Book 1.indb 120Book 1.indb 120 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 121
5. 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 Company’s internal fi nancial controls system over fi nancial reporting.
Meaning of Internal Financial Controls Over Financial Reporting6. 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 Reporting7. 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 inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion8. In our opinion, the Holding Company, its subsidiary
companies, its associate companies and jointly controlled companies, which are companies incorporated in India, have, 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, 2017, 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.
Other Matters9. Our aforesaid reports under Section 143(3)(i) of the
Act on the adequacy and operating effectiveness of the internal fi nancial controls over fi nancial reporting insofar as it relates to fi fteen subsidiary companies and thirteen jointly controlled companies, which are companies incorporated in India, is based on the corresponding reports of the auditors of such companies incorporated in India in so far as it relates to the unaudited two jointly controlled entities is based on representation received from the management. Our opinion is not qualifi ed in respect of this matter.
For Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/N500016
Chartered Accountants
Ashok NarayanaswamyPlace: Noida PartnerDate: July 24, 2017 Membership Number 095665
Book 1.indb 121Book 1.indb 121 29/08/17 8:02 PM29/08/17 8:02 PM
122 Annual Report 2016-17
Consolidated Balance Sheet(All amounts in ` million, unless otherwise stated)
Note As AtMarch 31, 2017
As AtMarch 31, 2016
EQUITY AND LIABILITIES Shareholders' Funds Share Capital 3 4,736 4,736 Reserves & Surplus 4 39,905 24,399
44,641 29,135 Minority Interest 17,678 12,643 Non Current Liabilities Long-Term Borrowings 5 87,218 58,135 Deferred Tax Liabilities (Net) 6 2,512 1,788 Other Long-Term Liabilities 7 3,287 1,707 Long-Term Provisions 8 2,423 2,412
95,440 64,042 Current Liabilities Short-Term Borrowings 9 6,791 9,783 Trade Payables 10
Total outstanding dues of micro and small enterprises and
53 25
Total outstanding dues of creditors other than micro and small enterprises
66,056 51,917
Other Current Liabilities 11 30,685 26,688 Short-Term Provisions 12 3,062 2,521
106,647 90,934 TOTAL EQUITY AND LIABILITIES 264,406 196,754 ASSETS Non Current Assets Fixed Assets
Tangible Assets 13 70,717 62,223 Intangible Assets 13 25,578 12,936 Capital Work In Progress 17,987 13,269 Intangible Assets Under Development 9 12
Non-Current Investments 14 1,427 1,338 Deferred Tax Assets (Net) 15 3,677 3,382 Long-Term Loans And Advances 16 3,793 2,025 Other Non-Current Assets 17 7,473 5,271
130,662 100,456 Current Assets Current Investments* 18 0 1,020 Inventories 19 44,328 38,850 Trade Receivables 20 36,714 29,713 Cash And Bank Balances 21 41,354 18,114 Short-Term Loans and Advances 22 10,622 7,913 Other Current Assets 23 726 688
133,744 96,298 TOTAL ASSETS 264,406 196,754 Summary of signifi cant accounting policies 2
* Amount is below the rounding off norm adopted by the Company
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 Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/ N500016 For and on behalf of the Board
Ashok Narayanaswamy Ashok Tandon Vivek Chaand SehgalPartner (Director & CFO) (Director) M.No.: 095665 DIN 00032733 DIN 00291126
Place: Noida Pooja Mehra Date : July 24, 2017 (Company Secretary)
Book 1.indb 122Book 1.indb 122 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana Motherson International Limited 123
Consolidated Statement of Profi t and Loss(All amounts in ` million, unless otherwise stated)
Note For the Year Ended
March 31, 2017
For the Year Ended
March 31, 2016REVENUERevenue From Operations (Gross) 382,403 341,155
Less: Excise Duty 4,125 3,464
Revenue From Operations (Net) 24 378,278 337,691 Other Income 25 2,571 2,660
Total Revenue 380,849 340,351 EXPENSESCost of Materials Consumed 26 235,782 207,170
Purchase of Stock-In-Trade 1,589 1,990
Changes in Inventories of Finished Goods, Work-In-Progress and Stock In Trade
27 (5,067) (2,657)
Employee Benefi t Expenses 28 74,422 67,044
Other Expenses 29 39,523 39,009
Total Expenses 346,249 312,556 Profi t Before Finance Cost, Depreciation, Exceptional items and Tax
34,600 27,795
Finance Costs 30 4,635 3,767
Profi t for the Year before Depreciation, Exceptional items and Tax
29,965 24,028
Depreciation and Amortisation Expenses 31 9,683 10,583
Profi t Before Exceptional Items and Taxation 20,282 13,445 Exceptional Items - Expenses / (Income) 32 717 291
Profi t Before Taxation 19,565 13,154 Tax ExpenseCurrent Tax 6,465 5,212
Deferred Tax expense / (credit) 409 (1,325)
Fringe Benefi t Tax 42 48
Profi t before Minority Interest and Share of results of Associates
12,649 9,219
Less: Minority Interest Profi t 4,576 3,781
Add: Share of Profi t of Associates (3) 8
Profi t for the Year 8,070 5,446 Summary of signifi cant accounting policies 2
Earnings per equity share 41
Nominal value per share ` 10/- (Previous year ` 10/-)
Basic : ` per share 16.99 10.57
Diluted : ` per share 16.99 10.57
* Amount appearing as zero "0" are below rounding off norms adopted by the CompanyThe 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 Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/ N500016 For and on behalf of the Board
Ashok Narayanaswamy Ashok Tandon Vivek Chaand SehgalPartner (Director & CFO) (Director) M.No.: 095665 DIN 00032733 DIN 00291126
Place: Noida Pooja Mehra Date : July 24, 2017 (Company Secretary)
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124 Annual Report 2016-17
Consolidated Cash Flow Statement(All amounts in ` million, unless otherwise stated)
For the Year Ended March 31, 2017
For the Year Ended March 31, 2016
A. Cash fl ows from Operating Activities:Net Profi t before Tax 20,282 13,445
Adjustments for: Depreciation & Amortisation 9,683 10,583
Interest Expense 4,635 3,767
Interest Income (335) (245)
Income from Investment - Dividends (5) (22)
Loss/(Profi t) on Fixed Assets sold (net) 29 (50)
Provision for diminution in value of investments* 0 2
Bad Debts/Advances written off 92 162
Provision for Doubtful Debts / Advances 141 83
Liabilities no longer required written back (434) (128)
Provision for Employee Benefi t (79) 530
Unrealised Foreign Exchange (gain) / loss (726) 1,812
Profi t on sale of Investment (279) 140
Provision for Warranty (127) 338
Waiver of claims from suppliers* (0) (6)
Other Provisions 109 75
Operating profi t before working capital changes 32,986 30,486 Adjustments for changes in working capital :(Increase) / Decrease in Trade Receivables (3,183) (3,982)
(Increase) / Decrease in Loans and Advances (3,481) (1,325)
(Increase) / Decrease in Inventories (3,338) (6,815)
(Increase) / Decrease in Other Current Assets 636 (556)
(Increase) / Decrease in Other Non - Current Assets (1,817) (2,647)
Increase / (Decrease) in other Current Liabilities 3,165 2,316
Increase / (Decrease) in other Long Term Liabilities 1,065 (599)
Increase / (Decrease) in Trade and Other Payables 11,905 5,972
Cash generated from operations 37,938 22,850 Taxes paid (Net of TDS) (5,907) (5,483)
Net cash generated from operations 32,031 17,367 Extraordinary /Exceptional Item (Expense)/ Income (717) (291)
Net cash from operating activities 31,314 17,076 B. Cash fl ows from Investing Activities:
Purchase of Fixed Assets including Capital Work in Progress (27,019) (21,112)
Sale / (Purchase) of Investment in Mutual Funds (Net) 1,020 (881)
Purchase of Minority Interest in Subsidiary and Joint Venture (139) -
Proceeds from Sale of Fixed Assets 980 1,434
(Purchase) / sale of Investments 178 (723)
Interest received 275 217
Dividend received 5 22
Consideration paid on Acquisition of Subsidiaries & Joint Ventures (14,152) -
Redemption of Preference Shares by Subsidiary - (53)
Net cash (used) in Investing Activities (38,852) (21,096)
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Samvardhana Motherson International Limited 125
For the Year Ended March 31, 2017
For the Year Ended March 31, 2016
C. Cash fl ows from Financing Activities:Proceeds from minority shareholders (Net) 9,450 37 Proceeds from long term borrowings
Receipts 38,896 14,438
Payments (9,443) (6,790)
Proceeds from short term borrowings Receipts 14,476 23,573
Payments (18,060) (20,722)
Proceeds from Government subsidy 18 14
Interest paid (4,480) (3,575)
Dividend paid including tax (44) (463)
Dividend Paid to Minority Share holders (853) (452)
Net cash from Financing Activities 29,960 6,060 Net increase/(decrease) in cash & cash equivalents 22,422 2,040
Cash & Cash equivalents - opening 17,806 15,722 Acquired on acquisition/ change in shareholding 1,811 -
Total Cash and Cash equivalents as per cash fl ow statement 42,039 17,762 Cash and Cash equivalents compriseCash on hand 17 22
Cheques on hand 45 17
Balance with banks:
- deposits with original maturity of less than three months 8,840 1,902
- in current accounts 31,951 15,865
Total Cash and Cash equivalents 40,853 17,806 Cash and cash equivalents include :
Cash & bank balances as per balance sheet 40,853 17,806
Net unrealised (gain) / loss on foreign currency cash & equivalents
1,186 (44)
Total 42,039 17,762 Notes:(i) The above Cash Flow Statement has been prepared under the Indirect Method as set out in the Accounting Standard
- 3 on “Cash Flow Statement” notifi ed in Companies (Accounting Standards Rule) 2006. (ii) Figures in brackets indicate cash outgo.
(All amounts in ` million, unless otherwise stated)
This is Consolidated Cash Flow Statement referred to in our report of even date
For Price Waterhouse Chartered Accountants LLP
Firm Registration Number: 012754N/ N500016 For and on behalf of the Board
Ashok Narayanaswamy Ashok Tandon Vivek Chaand SehgalPartner (Director & CFO) (Director) M.No.: 095665 DIN 00032733 DIN 00291126
Place: Noida Pooja Mehra Date : July 24, 2017 (Company Secretary)
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Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
126 Annual Report 2016-17
1. General Information Samvardhana Motherson International Limited (“SMIL” or “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 that has listed its Non-Convertible Debentures on December 1, 2015 on the Bombay Stock Exchange.
2. Summary of Signifi cant Accounting Policies2.1 Basis of Preparation These fi nancial statements have been prepared in accordance with the generally accepted accounting principles
in India under the historical cost convention on accrual basis. Pursuant to section 133 of the Companies Act, 2013 read with Rule 7 (i) of the Companies (Accounts) Rules, 2014, till the standards of accounting or any addendum thereto are prescribed by the Central Government in consultation and recommendation of the National Financial Reporting Authority, the existing accounting standards notifi ed under the Companies Act, 1956 shall continue to apply.
Consequently, these fi nancial statements have been prepared to comply in all material aspects with the accounting standards notifi ed under Section 211(3C) of the Companies Act, 1956 [Companies (Accounting Standards) Rules, 2006, as amended] and the other relevant provisions of the Companies Act, 2013.
All assets and liabilities have been classifi ed as current or non-current as per the Company’s normal 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 realization 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 with accounting principles generally accepted in India
requires the management to make estimates and assumptions that affect the reported amount of asset and liabilities as at Balance Sheet date, reported amount of revenue and expenses for the year and disclosures of contingent liabilities as at the Balance Sheet date. The estimates and assumptions used in the accompanying fi nancial statement are based upon management’s evaluation of relevant facts and circumstances as at the date of the fi nancial statements. Actual results could differ from estimates.
2.3 Principles of Consolidation The Consolidated Financial Statements relates to the Financial Statements of Samvardhana Motherson
International Limited (‘the Company’) and its Subsidiary Companies, Joint Ventures and Associates (‘the Group’).
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.
(iv) The excess of the cost of acquisition over the Company’s portion of equity and reserves 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 and reserves over cost of acquisition is accounted for as capital reserve.
(v) Minority Interest in the Net Assets of consolidated subsidiaries consists of the amount of equity attributable to the minority shareholders at the dates on which investments are made by the Company in the subsidiary companies and further movements in their share in the equity, 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
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Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 127
the Company’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 Company’s interest until the minority’s share of losses previously absorbed by the Company has been recovered.
b) 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 Company.
c) 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.
d) The Consolidated Financial 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.
e) 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.
f) The Consolidated Financial 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, inventories are consistently valued on First-in-First-Out (FIFO) cost basis as against the group policy of valuing inventories on weighted average cost basis since it is not considered practical to do so by the management. The total value of inventories valued on FIFO basis amount to ` 1,821 million (Previous year: ` 2,003 million) as at March 31, 2017. Such inventories are 4 % (Previous year 5 %) of the Group’s total inventories.
g) In case of foreign subsidiaries, being non-integral foreign operations, revenue items are consolidated at the average rate prevailing during the year. 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 fl uctuation reserve.
h) 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.
2.4 Tangible Assets 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.
The Company has used Cost model for valuation of Property, Plant and Equipment and accordingly, all revaluation reserve, existing as at transition date i.e. April 1, 2016, has been adjusted with carrying amount of asset.
Property, Plant and Equipment are stated at acquisition cost, net of accumulated depreciation and accumulated impairment losses, if any.
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 Statement of Profi t and Loss.
Book 1.indb 127Book 1.indb 127 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
128 Annual Report 2016-17
Losses arising from the retirement of, and gains or losses arising from disposal of items of Property, Plant and Equipment which are carried at cost are recognised in the Statement of Profi t and Loss.
Depreciation is provided on a pro-rata basis on the straight-line method over the estimated useful lives of the assets, based on technical evaluation done by management, in order to refl ect the actual usage of the assets, as follows:
Indian EntitiesUseful life
Overseas EntitiesUseful life
Leasehold Land Over the period of lease
Freehold Land Nil
Leasehold improvements Over the period of lease
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
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
The Company has opted to adjust revaluation reserve, existing as at transition date i.e. April 1, 2016, with carrying amount of asset. Consequently revaluation reserve of ` 28 million has been transferred to revenue reserves. There is no impact on Statement of Profi t and Loss statement with change in this accounting policy.
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 Statement of Profi t and Loss. The useful life of the intangible asset is as below:
Asset Useful lives (years)Technical Knowhow fees* 3 to13
Business & Commercial rights* 3 to 11
Intellectual property rights 1 to 3
Software 2 to 5
*The useful life of technical knowhow, 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 is being carried at cost less impairment (if any). Goodwill arising on amalgamation is amortized over period of 5 years. Also, Goodwill generated on acquisition of assets is tested for impairment.
2.6 Borrowing Costs Borrowing costs include interest, 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
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Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 129
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 Statement of Profi t and Loss in the period in which they are incurred.
Premium on redemption of debenture has been amortized over the period of debentures.
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.
2.7 Impairment of Assets Assessment is done at each balance sheet 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/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. Assessment is also done at each balance sheet 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. An impairment loss is reversed to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined if no impairment loss had previously been recognised.
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 long term 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 Investment in land & buildings that are not intended to be occupied substantially for use by, or in the operations
of, the Company, have been classifi ed as investment property. Investment properties are carried at cost less accumulated depreciation. Refer Note 2.4 for depreciation rates used for buildings.
2.9 Inventories Inventories are stated at lower of cost and net realisable value. Cost is determined using the weighted average
method. The cost of fi nished goods and work in progress comprises raw materials, direct labour, other direct costs and related production overheads. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and the 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 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 non-monetary items which are carried at fair value or other similar valuation denominated in a foreign currency are reported using the exchange rates that existed when the values were determined.
All monetary assets and liabilities in foreign currency are restated at the end of accounting period.
A monetary asset or liability is termed as a long-term foreign currency monetary item, if the asset or liability is
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Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
130 Annual Report 2016-17
expressed in a foreign currency and has a term of 12 months or more at the date of origination of the asset or liability.
Exchange differences on restatement of all other monetary items are recognised in the Statement of Profi t and Loss.
Translation of Foreign Operations Foreign operations are classifi ed as either ‘integral’ or ‘non-integral’ operation. Exchange differences arising
on a monetary item that, in substance, forms part of an enterprise’s net investment in a non-integral foreign operation are accumulated in the “Exchange Reserve on Consolidation” until the disposal of the net investment, at which time they are recognised as income or as expenses. The fi nancial statements of an integral foreign operation are translated using the principles and procedures as if the transactions of the foreign operation are those of the Company itself.
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 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 Company 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)
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’. The gain or loss relating to the effective portion of forward foreign exchange contracts hedging export sales is recognised in profi t or loss within ‘sales’. 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 Sale of Goods Sales are recognized when the signifi cant risks and rewards of ownership in the goods are transferred to the
buyer as per the terms of the contract and are recognized net of trade discounts, rebates, sales taxes and excise duties.
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Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 131
Sale of Services In contracts involving the rendering of services, revenue is recognised as per the terms of contracts and net of
taxes.
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 recognised on a time proportion basis taking into account the amount outstanding and the
rate applicable.
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.
2.13 Employee Benefi ts a) In respect of the companies incorporated in India Provident Fund & Employee State Insurance Contribution towards provident fund and employee state insurance for 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.
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 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 Company’s liability is 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.
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 Company’s liability is 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.
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. A defi ned benefi t plan is a pension plan that is not a defi ned contribution plan. Typically defi ned benefi t plans defi ne an amount of pension benefi t that an employee will receive on retirement, usually dependent on one or more factors such as age, years of service and compensation.
Book 1.indb 131Book 1.indb 131 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
132 Annual Report 2016-17
SMRPBV Group 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, SMR group 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 the UK, 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 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.
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 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 Company’s liability is actuarially determined 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.
Termination Benefi ts Termination benefi ts in the nature of voluntary retirement benefi ts are recognised in the 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
Book 1.indb 132Book 1.indb 132 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 133
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 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 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 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 Alternative Tax credit is recognised as an asset only when and to the extent there is convincing evidence that the Company 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 Company will pay normal income tax during the specifi ed period.
Fringe Benefi t Tax Fringe benefi t tax is determined based on the liability computed in accordance with relevant tax rates and tax
laws of the jurisdiction in which it is applicable.
2.16 Provisions and Contingent Liabilities Provisions Provisions are recognised when there is a present obligation as a result of a past event, it is probable that an
outfl ow of resources embodying economic benefi ts will be required to settle the obligation and there is a reliable estimate of the amount of the obligation. Provisions are measured at the best estimate of the expenditure required to settle the present obligation at the Balance Sheet date and are not discounted to its present value.
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.
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 Statement of Profi t and Loss on a straight-line basis over the period of the lease.
Book 1.indb 133Book 1.indb 133 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
134 Annual Report 2016-17
(b) Finance Leases The Company leases certain tangible assets and such leases where the Company 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 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 Company has leased certain tangible assets and such leases where the Company 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 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 Statement of Profi t and Loss in the period in which they are incurred.
2.18 Segment Reporting The accounting policies adopted for segment reporting are in conformity with the accounting policies
adopted by the Company. Further, inter-segment revenue have been accounted for based on the transaction price agreed to between segments which is primarily market based.
Revenue and expenses have been identifi ed to segments on the basis of their relationship to the operating activities of the segment. Revenue and expenses, which relate to the Company as a whole and are not allocable to segments on a reasonable basis, have been included under “Unallocated corporate expenses/Income”.
2.19 Cash and Cash Equivalents In the cash fl ow statement, cash and cash equivalents include 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 is 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 for the period after deducting preference dividends and any attributable tax thereto for the period. The weighted average number of equity shares outstanding during the period and for all periods presented is adjusted for events, such as bonus shares, other than the conversion of potential equity shares, which 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.
As atMarch 31, 2017
As atMarch 31, 2016
3. Share CapitalAuthorised 900,000,000 (Previous Year 900,000,000) Equity Shares of ` 10/- each 9,000 9,000
Issued 473,613,855 (Previous Year 473,613,855) Equity Shares of ` 10/- each 4,736 4,736
Subscribed and Paid up 473,613,855 (Previous Year 473,613,855) Equity Shares of ` 10/- each 4,736 4,736
Total 4,736 4,736
Book 1.indb 134Book 1.indb 134 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 135
a. Reconciliation of number of equity shares Equity Shares As at March 31, 2017 As at March 31, 2016
No. of Shares Amount No. of Shares AmountAt the beginning of the period 47,36,13,855 4,736 47,36,13,855 4,736
Outstanding at the end of the period 47,36,13,855 4,736 47,36,13,855 4,736 b. Rights, preferences and restrictions attached to shares
Equity Shares: The Company has only one class of equity shares having a par value of ` 10/- per share. Each holder of equity 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 are eligible 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 As at March 31, 2017 As at March 31, 2016
No. of Shares
% holding in the class
No. of Shares
% holding in the class
Equity shares of ` 10/- Each fully paid up
Shri Sehgals Trustee Company Private Limited 12,15,90,869 25.67% 12,15,90,869 25.67%
Vivek Chaand Sehgal 10,05,27,391 21.23% 10,05,27,391 21.23%
Renu Alka Sehgal 10,98,25,286 23.19% 10,98,25,286 23.19%
Radha Rani Holdings Pte Limited 6,67,80,000 14.10% 6,67,80,000 14.10%
Sojitz Corporation 3,06,12,843 6.46% 3,06,12,843 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.
As at 31 March, 2017 As at March 31, 20164. Reserve & Surplus
Revaluation ReserveBalance as at the beginning of the year 28 28
Additions during the year - -
Deductions during the year (28) - - 28
Reserve on AmalgamationBalance as at the beginning of the year 2,645 2,645
Additions during the year - -
Deletion on Change in Holding1 (35) -
Deductions during the year - 2,610 - 2,645
Securities Premium AccountBalance as at the beginning of the year 3,399 3,399
Additions during the year 8,770 -
Deletion on Change in Holding1 (59) -
Deductions during the year - 12,110 - 3,399
General ReserveBalance as at the beginning of the year 1,054 1,017
Transfer from Profi t & Loss Account6 - 54
Deletion on Change in Holding1 (79) -
Deductions during the year4 - 975 (17) 1,054
Book 1.indb 135Book 1.indb 135 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
136 Annual Report 2016-17
As at 31 March, 2017 As at March 31, 2016Exchange Reserve on Consolidation Balance as at the beginning of the year 2,160 2,103
Additions during the year - 57
Deletion on Change in Holding1 (54) -
Deductions during the year (571) 1,535 - 2,160
Capital Reserve on Consolidation Balance as at the beginning of the year 1,743 1,747
Additions during the year - -
Addition on Change in Holding1 66 -
Deductions during the year3 - 1,809 (4) 1,743
Surplus in Statement of Profi t and LossBalance as at the beginning of the year 13,224 7,776
Additions / (Deletions) during the year 8,070 5,446
Transfer to General Reserve6 - (54)
Other addition during the year5 - 564
Deletion on Change in Holding1 (448) -
Transfer to employee fund2 (10) (32)
Tax on dividend (25) (442)
Transfer from Revaluation Reserve 28 -
Transfer to Capital Redemption Reserve - 20,839 (34) 13,224
Capital ReserveBalance as at the beginning of the year 103 103
Additions during the year - -
Deletion on Change in Holding*1 (0) -
Deductions during the year* - 103 (0) 103
Capital Redemption ReserveBalance as at the beginning of the year 46 3
Additions during the year4 - 43
Deductions during the year - 46 - 46
Hedging ReserveBalance as at the beginning of the year (3) -
Additions during the year7 (119) (3)
Addition on Change in Holding*1 0 -
Deductions during the year - (122) - (3)
Total 39,905 24,399
1 On account of change in holding in Motherson Sumi Systems Limited consequent to prefrential and QIB allotment to other shareholders (Refer note 51)
2 Rs. 10 million (Previous year : Rs. 32 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 discontinuation of joint venture with Woco Franz Josef Wolf Holding GmbH, Germany by Motherson Sumi Systems Limited.
4 Includes Nil (Previous year : Rs. 9 million) transferred to capital redemption reserve on redemption of 7% Non Convertible Cumulative Redeemable Preference Shares of MothersonSumi INfotech & Designs Limited and Rs. Nil million (Previous year : Rs. 8 million) on account of discontinuation of joint venture with Woco Franz Josef Wolf Holding GmbH, Germany by Motherson Sumi Systems Limited.
5 Includes Nil (Previous year : Rs. 12 million) on account of discontinuation of joint venture with Woco Franz Josef Wolf Holding GmbH, Germany by Motherson Sumi Systems Limited and Nil (Previous year : Rs. 552 million) on account of creation of goodwill due to further acquisition of shares in Motherson Sintermetal Technology Limited.
6 Includes Nil (Previous year: Rs. 24 million) in respect of overseas subsidiaries of the Motherson Sumi Systems Limited in order to comply with the local statute.
7 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.
* Amount is below the rounding off norm adopted by the Company
Bracket denotes appropriations / deduction
Book 1.indb 136Book 1.indb 136 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 137
Non-Current Portion Current MaturitiesAs at
March 31, 2017As at
March 31, 2016As at
March 31, 2017As at
March 31, 20165. Long Term Borrowings
Securedi) Term loans:
From Banks :- Rupee Loan 3,036 844 250 170
- Foreign Currency Loan 6,271 2,734 650 1,273
From others:
- Rupee Loan 1,759 968 5 242
- Foreign Currency Loan 9 - 3 -
ii) Finance lease liabilities (Refer note 40) 334 513 211 532
iii) Debentures:
0% Redeemable Non-Convertible debentures
4,000 6,000 3,200 2,500
iv) 41/8%Senior Secured Notes Due 2021(EUR 500 million (Previous year : EUR 500 million))
34,181 37,690 - -
v) 3.7% Senior Secured Notes Due 2025(EUR 100 million (Previous year : EUR 100 million))
6,836 7,538 - -
vi) 47/8% Senior Secured Notes Due 2021 (Refer Note 50)(EUR 400 million (Previous year : Nil))
25,678 - - -
Unsecuredi) 4.25% Senior Unsecured Bond Due 2018
(EUR 100 million (Previous year : Nil) 2,404 - - -
ii) Term loans:
From Banks :- Rupee Loan 2 2 1 1
- Foreign Currency Loan 1,182 833 122 241
From others:
- Rupee Loan 365 20 - -
- Foreign Currency Loan 862 707 62 79
iii) Finance lease liabilities 5 - 7 -
iv) Deposits from related parties
- Rupee Loan 9 - - 142
- Foreign Currency Loan 285 286 - -
Amounts disclosed under the head "other current liabilities" (Refer Note 11)
(4,511) (5,180)
Total 87,218 58,135 - -
Book 1.indb 137Book 1.indb 137 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
138 Annual Report 2016-17
(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 Nil (Previous year: Rs 103 million) Secured by fi rst and exclusive charge on entire movable and immovable fi xed assets of SMR Automotive Systems India Limited, Chennai Plant 1, 4/113 Varadharajapuram, Chennai - Bangalore Highway, Poonamallee, Chennai
The loan was fully repaid during current year.The applicable interest rate was 10.5%
ii) Loan amounting to Rs. 2,002 million (Previous year: Nil) 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. payable quarterly / monthly rests.
iii) Loan amounting to Rs. 9 million (Previous year: Rs. 20 million) secured by fi rst charge on the movable fi xed assets 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 2013The applicable rate of interest is 12.75% p.a.
iv) "Loan amounting to Rs. 455 million (Previous year: Rs.183 million) secured by a) First charge on all movable fi xed assets of Motherson Sintermetal Technology Ltd., both present and future. b) Second charge on all current assets, both present and future.c) Letter of Comfort from the Company."
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.
v) Loan amounting to Nil (Previous year: Rs.15 million) secured byPrimary :Exclusive fi rst charge on the assets created out of the term loanCollateral:Pari passu second charge on the residual value of the fi xed assets of Fritzmeier Motherson Cabin Engineering Private Limited. Second charge on the fi xed assets of Fritzmeier Motherson Cabin Engineering Private Limited exclusively charged to SBI subject to exclusive fi rst charge in favour of SBI.
The loan was fully repaid during current year.The applicable rate of interest was within the range of 12.85% - 12.60% p.a.
vi) Loan amounting to Nil (Previous year: Rs 270 million) secured by:- Exclusive charge on all current assets, immovable and movable fi xed assets of Motherson Advanced Tooling Solutions Limited.- Unconditional and irrevocable corporate guarantee of the Company to remain valid during entire tenure of the credit facility.
The loan was fully repaid during current year.The applicable rate of interest was 12.25% p.a.
vii) Loan amounting to Rs. 27 million (Previous year: Rs 47 million) secured by:- First charge on entire fi xed assets 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 the Company 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 8.9% p.a.
viii) Loan amounting to Rs. 80 million (Previous year: Rs 100 million) secured by:- First charge on entire fi xed assets 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 the Company 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 8.9% p.a.
ix) Loan Amounting to Rs. 49 million (Previous year: Rs 59 million) term loan secured by way of fi rst exclusive charge on entire fi xed assets 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 + .25% p.a. payable monthly.
x) Loan Amounting to Rs. 186 million (Previous year: 170 million) primarily secured by exclusive charge on movable fi xed assets of Samvardhana Motherson Auto Component Private Limited and corporate guarantee given by the Company
Repayable in 5 year and 2 months being fi rst repayment in April 2017 in 16 equal quarterly instalments ending on Oct, 2020.The applicable rate of interest was 8.75% p.a.
Book 1.indb 138Book 1.indb 138 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 139
Nature of Security Terms of Repayment
xi) Loan Amounting to Rs 45 million (Previous year: 47 million) secured by fi rst charge on entire fi xed assets of the company, 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 the Company 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.
xii) Loan Amounting to Rs 95 million (Previous year: Nil) secured by - First charge on entire fi xed assets of the company, 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 2017The applicable rate of interest was 9.65% p.a.
xiii) Loan Amounting to Rs. 20 million (Previous year: Nil) primarily secured by exclusive charge on movable fi xed assets of Samvardhana Motherson Auto Component Private Limited and corporate guarantee given by the Company.
Repayable in 5 years after 2 years moratorium.The applicable rate of interest was 8.75% p.a.
xiv) Loan Amounting to Rs 11 million (Previous year: Nil) secured by - Exclusive charge on current assets of Fritzmeier Motherson Cabin Engineering Private Limited.- Exclusive fi rst charge on the moveable and immovable fi xed assets of Fritzmeier Motherson Cabin Engineering Private Limited.
Repayable in 42 months from March 17 onwards. The applicable rate of interest is 9% p.a.
xv) Loan Amounting to Rs 20 million (Previous year: Nil) 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.
xvi) Loan Amounting to Rs 287 million ( Previous year: Nil) secured by -Exclusive charge on all the immovable fi xed assets of Motherson Advanced Tooling Solutions Limited comprising of : (a) Plot No. F-2/1, M.I.D.C, Aurangabad and (b) Plot No. A-3/2, M.I.D.C, Aurangabad - Exclusive charge on all the current assets and movable fi xed assets of the Motherson Advanced Tooling Solutions Limited (both present and future).-Corporate guarantee given by the Company."
Repayable in 16 quarterly instalment after 2 years moratorium.The applicable rate of interest was 9.65% p.a.
Long term foreign currency loans from Bank include:
i) Loan amounting to Rs. 638 million (Previous year : Rs 1083 million) secured by fi rst pari passu charge on entire fi xed assets, 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) Rs. 203 million (Previous year: Rs. 367 million) is repayable in remaining 3 half yearly instalments till August 2018 carrying Interest rate of 6 month US $ Libor + 205bps and from February 29, 2016 interest rate of 6 month US $ Libor + 160 bps
2). Rs. 113 million (Previous year: Rs. 220 million) is repayable in remaining 2 half yearly instalments till February 2018, carrying Interest rate of 6 month US $ Libor + 160bps
3) Rs. 17 million (Previous year: Rs. 55 million)) is repayable in remaining 1 half yearly instalment till August 2017, carrying Interest rate of 6 month US $ Libor + 175bps
4) Rs. 305 million (Previous year: Rs. 441 million)) is repayable in remaining 3 half yearly instalments started from March 2017 till September 2018, carrying Interest rate of 6 month US $ Libor + 71.25bps
The applicable rate of interest in respect of foreign currency loans from banks is within a range of 1.0 % p.a. to 3.0% p.a. (Previous year: 0.4% p.a. to 2.0 % p.a) over 3 to 6 months US $ Libor and 8.05% p.a. to 9.30% p.a. (Previous year: 7.5% p.a. to 9.3% p.a.) in respect of loans hedged.
ii) "Loan amounting to Rs. 116 million (Previous year: Rs. 218 million) Secured against: 1) 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. 2) 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. 3) A fi rst covering mortgage bond over the property to the value of ZAR 80 million plus additional costs, in favour of the Lender."
"Repayable in monthly instalments from October' 2014 till June' 2020.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 139Book 1.indb 139 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
140 Annual Report 2016-17
Nature of Security Terms of Repayment
iii) Loan amounting to Rs.18 million (Previous year: Rs. 28 million) secured by General Notarial Bond on assets of Vacuform 2000 Pty Ltd.
1) Rs. 7 million (Previous year: Rs. 12 million) is repayable in 60 equal monthly instalments commenced from January 2015.
2) Rs. 11 million (Previous year: Rs. 16 million) is repayable in 60 equal monthly instalments commenced from 31 March 2014.The applicable rate of interest in respect of these loans is within a range of 7.5% to 13.5%
iv) Loan amounting to Rs 282 million(Previous year: Rs. 300 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 June 2020. The applicable rate of interest is 4.96 %
v) Loan amounting to Rs 9 million(Previous year: Rs. 10 million) secured against land and building of MSSL Japan.
"Repayable in 57 quarterly instalments from June 2015. The applicable rate of interest is 3 months Tibor + 0.95%"
vi) Loan amounting to Rs. 6 million (Previous year: Rs. 9 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 4.5%"
vii) Loan amounting to Rs. 48 million (Previous year: Rs 15 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 Nil (Previous year: Rs. 693 million) secured by guarantee given by parent company Samvardhana Motherson Automotive Systems Group B.V.
"Fully repaid in April 2016. The applicable rate of interest was Euribor + 1.55%."
ix) Loan amounting to Rs. 1 million (Previous year: Rs. 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 loans is South Africa prime lending rate + 0.5%"
x) Rs. 1822 million (Previous year : Nil) secured by creating a pledge on Investment in shares of one of the subsidiary, MSSL GB Ltd on pari passu basis.
"Repayable as bullet payment in March 2022. The applicable rate of interest is 6 months Libor + 120 basis points to be paid on half yearly basis."
xi) Rs. 1682 million (Previous year : Nil) secured by creating a pledge on Investment in shares of one of the subsidiary, 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."
xii) Rs. 71 million (Previous year : Nil) secured against the plant & machinery.
"Repayable as bullet payment in March 2020. The applicable rate of interest is 3 months Euribor + 1.15%"
xiii) Loan amounting to Rs. 54 million (Previous year : Rs. 39 million). The loan is secured against mortgage of plant and machinery of SMP Deutschland GmbH.
"Repayable in equal monthly instalments commencing from November 2013. The applicable rate of interest is 5.92%."
xiv) Loan amounting to Rs. 11 million (Previous year : Rs. 14 million). The loan is secured against mortgage of plant and machinery of SMP Deutschland GmbH.
"Repayable in equal monthly instalments commencing from May 2014, ending in March 2019. The applicable rate of interest is 5%."
xv) "Nil (Previous year: Rs. 14 million) secured by: First charge by way of hypothecation of all existing and future movable fi xed and current assets of Motherson Molds and Diecasting Limited."
"The loan was fully repaid during current year. The applicable rate of interest was 1.97%"
xvi) Loan Amounting to Rs. 1,450 million (Previous year: Rs. 1,583 million) secured by corporate guarantee given by the Company in respect of facility availed by Samvardhana Motherson Holding (M) Private Limited. Further, loan facility is secured by pledge of 9,000,000 (Previous year : 12,500,000) equity shares of Motherson Sumi Systems Limited held by the Company and charges on its assets by way of Hypothecation over current account no. 916020013180296 held with Axis Bank Limited, Sector 16, Noida Branch.
Repayable on or before March 2019. The applicable rate of interest is 6 month Euribor + 1.9%.
xvii) Loan Amounting to Rs. 12 million (Previous year: Nil) 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 on 07.03.2019. The applicable rate of interest is 6 month Libor + 99bps."
xviii) Loan Amounting to Rs. 10 million (Previous year: Nil) secured by fi rst charge by way of hypothecation of all existing and future movable fi xed and current assets Motherson Molds and Diecasting Limited.
"Repayable on 06.03.2019. The applicable rate of interest is 12 month Libor + 39bps."
xix) Loan Amounting to Rs. 691 million (Previous year: Nil) secured by Corporate Guarantee given by the Company.
"Repayable within 1 year from utilization date, i.e. March 2018.The applicable rate of interest is Euribor + 1.3%."
Book 1.indb 140Book 1.indb 140 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 141
Nature of Security Terms of Repayment
Long term Indian Rupee Loans from Other than Banks include:
i) Loan amounting to Nil (Previous year: Rs. 41 million) secured against land acquired from NOIDA authority under instalment plan by SMR Automotive Systems India Limited
"The loan was fully repaid during current year. The applicable rate of interest was 11% "
ii) Loan amounting to Rs. 17 million (Previous year: Rs. 22 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 %."
iii) "Loan from fi nance Company amounting to Nil (Previous year: Rs. 1147 million) has been secured by: - Pari-passu charge on the entire movable and immovable assets of Motherson Auto Solutions Limited - Corporate guarantee from the Company covering the facility amount."
"The loan was fully repaid during current year. The applicable rate of interest was 12.75% "
iv) Loan from a fi nance company amounting to Rs 1,747 million (Previous year : Nil) has been secured by pledge of 11,400,000 (Previous year : Nil) equity shares held in Motherson Sumi Systems Limited. Margin of 2 times to be maintained.
"Repayable in single instalment in June 2018. The applicable rate of interest is 8.9% p.a. due on maturity."
Long term Foreign Currency Loans from Other than Banks include:
i) Rs. 7 million (Previous year : Nil) 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 is 3.71%."
ii) Rs. 5 million (Previous year : Nil) 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 is 3.78%."
Long term Foreign Currency Loans from Other than Banks include:
Finance Leases amounting to Rs.545 million (Previous year: 1,045 million) are secured by hypothecation of assets underlying the leases.
Rs. 13 million (Previous year: Rs. 36 million) repayable in monthly instalments.
Rs. 220 million (Previous year: 638 million) repayable in quarterly instalments.
Rs. 312 million (Previous year: Rs. 371 million) 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 2.5% to 7% (Previous year: 2.95% to 10%).
Debenture
i) Nil (Previous year : Rs. 100 million) 0% redeemable non convertible debentures having face value of Rs. 10 million each amounting to Nil (Previous year : Rs. 1,000 million) allotted on February 20, 2014 have been secured by pledge of Nil (Previous year : 9,993,571) equity shares held in Motherson Sumi Systems Limited. Margin of 1.6 times to be maintained.
"100 NCDs redeemed in single instalment in February 2017. Redemption on 12.5% premium over face value calculated on the basis of 12.5% YTM compounding annually."
ii) Nil (Previous year : Rs. 150 million) 0% redeemable non convertible debentures having face value of Rs. 10 million each amounting to Nil (Previous year : 1,500 million) allotted on March 26, 2014 have been secured by pledge of Nil (Previous year : 15,667,890) equity shares held in Motherson Sumi Systems Limited. Margin of 1.6 times to be maintained.
"Series C: 150 NCDs redeemed in single instalment in March 2017. Redemption on 12.5% premium over face value calculated on the basis of 12.5% YTM compounding annually."
iii) Rs. 200 million (Previous year : Rs. 200 million) 0% redeemable non convertible debentures having face value of Rs. 10 million each amounting to Rs. 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."
iv) Rs. 200 million (Previous year : Rs. 200 million) 0% redeemable non convertible debentures having face value of Rs. 10 million each amounting to Rs. 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."
Book 1.indb 141Book 1.indb 141 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
142 Annual Report 2016-17
Nature of Security Terms of Repayment
v) Rs. 200 million (Previous year : Rs. 200 million) 0% redeemable non convertible debentures having face value of Rs. 10 million each amounting to Rs. 2,000 million allotted on March 09, 2016 have been secured by pledge of 12,200,000 (Previous year : 16,000,000) equity shares held in Motherson Sumi Systems Limited. Margin of 1.68 times to be maintained.
"NCDs are due for redemption in September 2017.Redemption on 10% premium over face value calculated on the basis of 10% YTM compounding annually."
vi) Rs. 120 million (Previous year : Nil) 0% redeemable non convertible debentures having face value of Rs. 10 million each amounting to Rs. 1,200 million allotted on September 1, 2016 have been secured by pledge of 7,300,000 (Previous year : Nil) equity shares held in Motherson Sumi Systems Limited. Margin of 1.68 times to be maintained.
"NCDs are due for redemption in November 2017.Redemption on 9.25% premium over face value calculated on the basis of 9.25% YTM compounding annually."
4 1/8 % Senior Secured Notes Due 2021
"Loan amounting to Rs 34,181 million (Previous year: Rs 37,690 million) secured by:a. Guarantee given by some of the material subsidiaries of Samvardhana Motherson Automotive Systems Group B.V.b. 100% share pledge of material subsidiaries of Samvardhana Motherson Automotive Systems Group B.V.c. 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."
3.7% Senior Secured Notes Due 2025
"Loan amounting to Rs 6,836 million (Previous year: Rs 7,538 million) secured by:a. Guarantee given by some of the material subsidiaries of Samvardhana Motherson Automotive Systems Group B.V.b. 100% share pledge of material subsidiaries of Samvardhana Motherson Automotive Systems Group B.V.c. 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."
4 7/8 % Senior Secured Notes Due 2021
"Loan amounting to Rs 25,678 million (Previous year: Nil) 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."
(b) Terms of repayment for unsecured borrowings:
Nature of Security Terms of Repayment4.25% Senior Unsecured Bond Due 2018Loan amounting to Rs 2,404 million (Previous year : Nil) "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 Rs. 3 million (Previous year: Rs. 3 million) "Repayable in 10 equal half yearly instalments commencing from
April 2016.The applicable rate of interest is within range of 9.75% to 10.00%."
Book 1.indb 142Book 1.indb 142 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 143
Nature of Security Terms of RepaymentUnsecured Foreign Currency Term Loans from Banks -
i) Loan amounting to Nil (Previous year: Rs. 163 million). Motherson Sumi Systems Limited has given a negative lien on the assets purchased out of the said facility.
"Fully repaid in January 2017.The applicable rate of interest was 6 month US $ Libor + 200 bps."
ii) "Loan amounting to Rs. 12 million (Previous year: Rs. 27 million) against:1) Negative lien on pledge of shares of operating subsidiaries of Samvardhana Motherson Refl ectec Group Holdings Limited (SMR)2) 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.3) Undertaking from the Company and Samvardhana Motherson International Limited that they would not reduce their shareholding in SMR below 75%."
"Repayable in 16 quarterly instalments commenced from January 2016.The applicable rate of interest is 1.5%"
iii) Loan amounting to Rs. 8 million (Previous year: Rs. 11 million). Repayable in 55 equal monthly instalments (after 5 months moratorium) until February 2021.
iv) Loan amounting to Rs. 39 million (Previous year: Rs 34 million) "Repayable in equal monthly instalments commencing from September 2014.The applicable rate of interest is 5.6 %"
v) Loan amounting to Rs.36 million (Previous year: 29 million) "Repayable in monthly instalments up to April, 2019.Applicable interest rate of 5.60%."
vi) Loan amounting to Rs.20 million (Previous year: 18 million) "Repayable in equal monthly instalments commencing from September 2014.The applicable rate of interest is 5.6 %"
vii) Loan amounting to Rs.982 million (Previous year: Nil) "Repayable in July 2018.The applicable rate of interest is Euribor + margin 0.85%"
viii) Loan amounting to Rs. 207 million (Previous year: Rs.264 million) Repayable in 9 equal half yearly instalment from 36 month from date of each drawdown.
ix) Loan Amounting to Nil (Previous year: Rs. 528 million) "The loan was fully repaid during current year.The applicable rate of interest was Euro Libor + 297 bps."
Unsecured Indian Rupee Loans from Other than Banks - Loan amounting to Rs. 1 million (Previous year: Rs. 1 million) are 5.00% non cumulative preference shares allotted to joint venturer, compulsorily convertible into equity shares of KIML at the end of 20 years from the date of issue i.e. 24th March 2010.
Interest free loan of Rs. 31 million (Previous year: Rs 19 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 Rs 333 million ( Previous year: Nil) repayable in a single instalment in May 2018 @ 9.1% p.a. interest due on maturity.
Unsecured Foreign Currency Loans from Other than Banks - "Loan amounting to Nil (Previous year: Rs. 0* million) fully repaid in June 2016.The applicable rate of interest was 2.32%"
Loan amounting to Rs. 18 million (Previous year: 16 million) with no fi xed repayments terms carrying interest rate of 10.5%
Loan amounting to Rs. 51 million (April 01, 2016: Rs 29 million) repayable in half yearly instalments until March 2024.
Loan amounting to Rs. 42 million (Previous year: Rs. 44 million) repayable in 10 yearly instalments commencing from 2074.
Loan amounting to Rs. 61 million (Previous year: Rs. 35 million) repayable in various instalments starting after 4 years to be repaid in 10 years with fi nal maturity in 2028 carrying interest rate of 5%.
Loan amounting to Rs. 19 million (Previous year: Rs. 38 million) repayable in various instalments up to February 2023 carrying interest rate of 5%
Loan amounting to Rs. 5 million (Previous year: Nil) repayable in two instalments by December 2017 carrying interest rate of 5%
Loan amounting to Rs. 7 million (Previous year: Nil) to be repaid by December 2023 carrying interest rate of 5%
Loan amounting to Rs. 130 million (Previous year: Nil). Interest free loan to be repaid yearly.
Loan amounting to Rs. 75 million (Previous year: Rs. 249 million) carrying interest rate of 3.95% to be repaid yearly.
Loan amounting to Rs. 491 million (Previous year: Rs 297 million). Interest free loan to be repaid until 2025.
Loan amounting to Rs. Nil (Previous year: Rs. 5 million) carrying interest rate of 4.15%, fully repaid during the year.
Book 1.indb 143Book 1.indb 143 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
144 Annual Report 2016-17
Nature of Security Terms of RepaymentLoan amounting to Rs. 25 million (Previous year: Rs. 55 million) repayable in quarterly instalments up to May, 2020 carrying interest rate of 4%.
Loan amounting to Nil (Previous year: Rs. 18 million) carrying interest rate of 4%, fully repaid during the year.
Unsecured Finance lease Other than Banks - "Rs.12 million (Previous year: Nil) repayable in monthly instalments till life of assets purchased. The applicable rate of interest is within range of 0.3% to 2.6%."
Unsecured Foreign Currency Loans from Related Party - Loan amounting to Rs. 5 million (Previous year: Rs. 6 million) repayable in March 2018.The aplicable rate of interest is Libor 6M+ 250 bps.
" Loan amounting to Rs. 119 million (Previous year: Rs. 128 million) repayable in October 2017.The applicable rate of interest is Euribor 6M+ 250 bps. "
" Loan amounting to Rs. 3 million (Previous year: Rs.4 million) repayable in September 2017.The applicable rate of interest is Euribor 6M+ 250 bps. "
Loan amounting to Rs. 6 million (Previous year: Rs. 6 million) repayable in December 2017.The applicable rate of interest is Libor 6M+ 250 bps. "
" Loan amounting to Rs. 8 million (Previous year: Rs. 9 million) repayable up to June 2017.The applicable rate of interest is Euribor 6M + 250 bps. "
" Loan amounting to Rs. 125 million (Previous year: Rs. 127 million) repayable in March 2017.The applicable rate of interest is Libor 6M+ 350 bps. "
" Loan amounting to Rs. 2 million (Previous year : Nil) repayable in May 2017. The applicable rate of interest is Libor 6M+ 250 bps. "
Rs. 12 million (Previous year : Nil) repayable on September 30, 2018 carrying 3% interest rate.
" Loan amounting to Rs. 5 million (Previous year: Rs. 6 million) repayable in December 2017.The applicable rate of interest is Euribor 6M+ 250 bps. "
Loans from related parties - INR Loan amounting to Nil (Previous year: Rs. 85 million) carrying interest rate of Bank rate + 0.25%, fully repaid during the year.
Loan amounting to Nil (Previous year: Rs. 50 million) carrying interest rate of Bank rate + 0.25%, fully repaid during the year.
" Loan Amounting to Rs. 9 million (Previous year : Nil) repayable on June 30, 2019.The applicable rate of interest is 13% p.a. "
Loan amounting to Nil (Previous year : Rs. 7 million) carrying interest rate of LIBOR (Japanese Yen) - 6 months plus 0.15%, fully repaid during the year.
As atMarch 31, 2017
As atMarch 31, 2016
6. Deferred Tax Liabilities (Net)Deferred tax LiabilitiesDepreciation 2,089 1,649
Others 425 143
Less:
Deferred tax assetsEmployee benefi ts (2) (4)
Total 2,512 1,788
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 144Book 1.indb 144 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 145
As atMarch 31, 2017
As atMarch 31, 2016
7. Other Long-Term LiabilitiesTrade payables * 435 0
Other Payables:Advance from customers 35 92
Unearned revenue 1,743 1,274
Retention money 20 13
Security deposit received 78 41
Advance recovery from employees 50 44
Premium on redemption of debentures (Refer Note 48) 597 167
Interest accrued but not due on borrowings 58 -
Mark to market liability for cross currency swap 10 -
Others 261 76
Total 3,287 1,707
* Amount is below the rounding off norm adopted by the Company
As atMarch 31, 2017
As atMarch 31, 2016
8. Long Term Provisionsi) Provision for employee benefi ts
- Gratuity & Pensions (Refer Note 37) 1,148 1,234
- Compensated absences (Refer Note 37) 259 214
- Longevity / Jubilee bonus 183 173
- Others 635 636
ii) Other Provisions- for Warranties (Refer Note 44) 112 99
- for Litigations (Refer Note 44) 64 56
- Others 22 -
Total 2,423 2,412
Book 1.indb 145Book 1.indb 145 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
146 Annual Report 2016-17
As atMarch 31, 2017
As atMarch 31, 2016
9. Short Term BorrowingsSecured:i) Loans repayable on demand- from banks
- Rupee Loan1 306 577
- Foreign Currency Loan2 1,599 5,594
ii) Other short term loans - from banks
- Rupee Loan3 - 222
- Foreign Currency Loan4 152 762
iii) Other short term loans - from others
- Rupee Loan5 400 1,000
Unsecured:i) Loans repayable on demand- from banks
- Rupee Loan 62 338
- Foreign Currency Loan 843 149
ii) Other short term loans - from banks
- Rupee Loan - 42
- Foreign Currency Loan 514 -
iii) Other short term loans - from others
- Commercial Paper 1,390 789
- Foreign Currency Loan 981 -
iv) Loans and advances from related parties 544 310
Total 6,791 9,783 Nature of Security for secured borrowings:
1 Rs. 13 million (Previous year: Rs. 78 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 fi xed assets of Motherson Sumi Systems Limited including equitable mortgage of specifi ed properties.
Rs. 47 million (Previous year: Nil) secured by exclusive charge on the current assets and exclusive fi rst charge on movable and immovable fi xed assets of the Fritzmeier Motherson Cabin Engineering Limited.
Nil (Previous year: Rs. 32 million) primarily secured by way of fi rst charge over entire current assets of Fritzmeier Motherson Cabin Engineering Limited on pari-passu basis with SBI and collateral charge on the residual fi xed assets of Fritzmeier Motherson Cabin Engineering Limited, second charge on fi xed assets exclusively charged to SBI subject to exclusive fi rst charge in favour of SBI.
Nil (Previous year: Rs. 39 million) primarily secured by pari passu fi rst charge with Development Credit Bank Limited on the entire stock of raw material, semi fi nished and fi nished goods, consumables, packing material, spares, stores and other current assets along with assets secured for term loans and collateral secured by second charge on the current assets of Fritzmeier Motherson Cabin Engineering Ltd charged to Development Credit Bank Limited.
Rs. 49 million (Previous year: Rs. 68 million) secured by exclusive charge on all current assets and immovable & movable fi xed assets of Motherson Advanced Tooling Solutions Limited, both present and future and Corporate Guarantee given by the Company.
Rs. 183 million (Previous year: Rs. 173 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.
Rs. 14 million (Previous year: Nil) 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.
Nil (Previous year: Rs. 38 million) secured by exclusive fi rst charge on current assets of Magneti Marelli Motherson Auto Systems Limited, both present & future. Collateral charge on fi xed assets of Magneti Marelli Motherson Auto Systems Limited, both present & future. Comfort Letter issued by the Company & Magneti Marelli, Spa Italy.
Nil (Previous year: Rs. 64 million) secured by fi rst pari-passu charge both present and future on all current assets of SMR Automotive Systems India Limited.
Nil (Previous year: Rs. 85) secured by fi rst pari-passu charge both present and future on all current assets of SMR Automotive Systems India Limited.
Book 1.indb 146Book 1.indb 146 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 147
2 Rs. 440 million (Previous year: Rs. 722 million) secured by charge on the inventory and receivables of MSSL Wiring System Inc.
Rs. 32 million (Previous year: Rs. 1,014 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 fi xed assets of SMP Automotive Systems Mexico S.A. de C.V. including equitable mortgage of specifi ed properties.
Nil (Previous year: Rs. 3,511 million) secured over the inventory and receivables of SMP Automotive Systems Mexico S.A. de C.V.
Rs.1,114 million (Previous year: Rs. 123 million ) secured over the inventory and receivables of SMP Automotive Interiors (Beijing) Co. Ltd.
Rs. 13 million (Previous year: Rs 12 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.
3 Nil (Previous year: Rs. 222 million) 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 fi xed assets of Motherson Sumi Systems Limited including equitable mortgage of specifi ed properties.
4 Rs. 54 million (Previous year: Rs. 30 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 fi xed assets of Magneti Marelli Motherson Auto Systems Limited, both present & future. Comfort Letter Issued by the Company & Magneti Marelli, Spa Italy for cash credit facility.
Rs.75 million (Previous year: Nil) secured by bank deposit of SMR Automotive Yancheng Company Ltd.
Nil (Previous year: Rs. 730 million) secured by Corporate Guarantee of SMR Poong Jeong Automotive Mirrors Korea Ltd.
Rs.18 million (Previous year: Rs.2 million ) secured over the inventory and receivables of Motherson Elastomers Pty Limited.
Rs. 5 million ( Previous year: Nil) repayable by May 2017, secured by hypothecation of Inventory & Book Debts and second charge on fi xed assets of Magneti Marelli Motherson Shock Absorbers India Private Limited.
5 Nil (Previous year : Rs. 1000 million) has been secured by pledge of Nil (Previous year: 10,194,500) equity shares held in Motherson Sumi Systems Limited. Margin of 2 times to be maintained.
Rs. 400 million (Previous year : Nil) has been secured by pledge of 2,600,000 (Previous year: Nil) equity shares held in Motherson Sumi Systems Limited. Margin of 2 times to be maintained.
(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%.
As atMarch 31, 2017
As atMarch 31, 2016
10. Trade PayablesTotal outstanding dues of micro and small enterprises and 53 25
Total outstanding dues of creditors other than micro and small enterprises 66,056 51,917
Total 66,109 51,942
As atMarch 31, 2017
As atMarch 31, 2016
11. Other Current Liabilities Other current liabilities
- Current maturities of long term debt (Refer Note 5) 4,293 4,648
- Current maturities of fi nance lease obligations (Refer Note 5) 218 532
- Interest accrued but not due on borrowings 892 725
- Interest accrued and due on borrowings 6 4
- Unearned revenue 4,488 2,207
- Unpaid dividends1 9 15
- Employee benefi ts payable 6,625 5,658
- Statutory dues payable 4,110 4,200
- Advances received from customers 5,835 5,706
- Security Deposit Received 2 2
- Advance recovery from employees 41 19
- Premium on Redemption of Debentures (Refer Note 48) 282 726
- Others 3,884 2,246
Total 30,685 26,688
Book 1.indb 147Book 1.indb 147 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
148 Annual Report 2016-17
As atMarch 31, 2017
As atMarch 31, 2016
12. Short Term Provisionsi) Provision for employee benefi ts
- gratuity and pensions (Refer Note 37) 93 87
- compensated absences1 74 77
- restructuring/ severence costs 130 178
- others 52 54
ii) Other Provisions- for warranties (Refer Note 44) 1,002 1,139
- for other litigations (Refer Note 44) 304 156
- for onerous contracts (Refer Note 44) 9 10
- for dividend in consolidated companies - 11
- for dividend tax in consolidated companies - 2
- for income tax (Net of advance income tax) 2 1,262 647
- others 136 160
Total 3,062 2,521 1 ` 40 million (Previous year : ̀ 45 million) include provision for unused entitlement of compensated absences in the nature of short
term employee benefi ts.
2 Advance income tax and provision for tax has been offset to the extent they relate to the same governing taxation laws.
Book 1.indb 148Book 1.indb 148 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 149
13
FIX
ED
AS
SE
TS
(
Refe
r N
ote
2.4
, 2.5
and
2.7
)
(All
amou
nts
in `
Mill
ion
unle
ss o
ther
wis
e st
ated
)
Par
ticul
ars
GRO
SS B
LOCK
D
EPRE
CIAT
ION
/ AM
ORT
IZAT
ION
NET
BL
OCK
A
s at
M
arch
31
, 201
6
Add
ition
s o
n ac
coun
t of
ac
quis
ition
3
Add
ition
s du
ring
the
year
Del
etio
ns /
Sal
e/
Adju
stm
ents
Oth
er
Adju
stm
ent
Exch
ange
Tr
ansl
atio
n Ad
just
men
t
Tot
al
as a
t M
arch
31
, 201
7
Upt
o M
arch
31
, 201
6
Add
ition
s o
n ac
coun
t of
ac
quis
ition
3
Depr
ecia
tion
/ Am
ortiz
atio
n fo
r the
yea
r 1a
, 1b
& 2
Depr
ecia
tion/
Am
ortiz
atio
n on
Del
etio
ns
/ Sal
e/Ad
just
men
ts
Oth
er
Adju
stm
ent
Exch
ange
Tr
ansl
atio
n Ad
just
men
t
Tot
al
as a
t M
arch
31
, 201
7
As
at
Mar
ch
31, 2
017
Tang
ible
Ass
ets
O
wn A
sset
s
Lease
hold
Land
1
,978
-
20
-
(
91)
(105)
1,8
02
245
-
24
1
(4)
(15)
249
1,5
53
Fre
ehold
Land
5
,580
104
1,2
01
3
(355)
(178)
6,3
49
-
-
-
-
-
-
-
6,3
49
Lease
hold
imp
rove
ments
3
44
10
72
-
(
7)
(6)
413
178
10
31
-
(5)
(6)
208
205
Build
ing
2
3,9
40
674
4,9
77
-
(196)
(1,4
91)
27,9
04
5,9
88
391
1,0
18
18
(94)
(282)
7,0
03
20,9
01
Pla
nt &
Machin
ery
8
7,9
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
& fi
xture
s 5
,215
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
,202
67
330
3
6
(18)
(73)
1,4
72
941
59
107
58
(13)
82
1,1
18
354
Com
pute
rs*
2,3
53
-
501
6
7
(33)
(137)
2,6
17
1,9
90
-
269
67
(26)
(110)
2,0
56
561
Vehic
les
427
-
22
4
3
(9)
(19)
378
305
-
34
37
(6)
(15)
281
97
Tota
l (A)
1
,28,
955
6,3
48
21,
323
2,0
28
(1,9
85)
(6,9
39)
1,4
5,67
4 6
8,71
7 4
,073
9
,163
1
,667
(8
84)
(3,2
54)
76,
148
69,
526
Asse
ts T
aken
on
Fina
nce
Leas
e B
uild
ing
1
,548
-
-
557
(16)
(79)
896
433
-
23
69
(3)
(31)
353
543
Pla
nt &
Machin
ery
2
,286
27
-
248
(25)
(39)
2,0
01
1,4
24
6
179
159
(12)
(69)
1,3
69
632
Furn
iture
& F
ixtu
res
19
-
10
-
-
(1)
28
11
-
2
-
-
(1)
12
16
Offi
ce e
quip
ments
* 0
-
-
-
-
-
0
-
-
-
-
-
-
-
0
Com
pute
rs
7
-
-
-
-
-
7
7
-
-
-
-
-
7
-
Tota
l (B)
3
,860
2
7 1
0 8
05
(41)
(119
) 2
,932
1
,875
6
2
04
228
(1
5) (1
01)
1,7
41
1,1
91
TOTA
L TA
NGIB
LE
ASSE
TS (A
+B)
1,3
2,81
5 6
,375
2
1,33
3 2
,833
(2
,026
) (7
,058
) 1
,48,
606
70,
592
4,0
79
9,3
67
1,8
95
(899
) (3
,355
) 7
7,88
9 7
0,71
7
Inta
ngib
le A
sset
s G
ood
will
on A
cq
uis
ition &
C
onso
lidatio
n 1
2,8
46
11,3
38
252
-
(
31)
(265)
24,1
40
579
-
-
-
(1)
(0)
578
23,5
62
Technic
al K
now
how
fees
338
-
52
-
(2)
(20)
368
242
-
40
1
(1)
(17)
263
105
Busi
ness
& C
om
merc
ial
Rig
hts
1
22
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
5
02
-
-
81
(5)
(41)
375
418
(35)
23
-
(3)
(37)
366
9
Softw
are
* 2
,408
764
374
5
(23)
(167)
3,3
51
1,9
51
356
224
14
(17)
(128)
2,3
72
979
TOTA
L IN
TANG
IBLE
AS
SETS
1
6,21
6 1
4,36
8 6
78
86
(62)
(500
) 3
0,61
4 3
,280
1
,681
2
99
15
(23)
(186
) 5
,036
2
5,57
8
Book 1.indb 149Book 1.indb 149 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
150 Annual Report 2016-17
13
FIX
ED
AS
SE
TS
(P
revio
us Y
ear)
(A
ll am
ount
s in
` M
illio
n un
less
oth
erw
ise
stat
ed)
Par
ticul
ars
GRO
SS B
LOCK
D
EPRE
CIAT
ION
/ AM
ORT
IZAT
ION
NET
BL
OCK
A
s at
M
arch
31
, 201
5
Add
ition
s o
n ac
coun
t of
ac
quis
ition
3
Add
ition
s du
ring
the
year
Del
etio
ns /
Sal
e/
Adju
stm
ents
Oth
er
Adju
stm
ent
Exch
ange
Tr
ansl
atio
n Ad
just
men
t
Tot
al
as a
t M
arch
31
, 201
6
As
at M
arch
31
, 201
5
Add
ition
s o
n ac
coun
t of
ac
quis
ition
3
Depr
ecia
tion
/ Am
ortiz
atio
n fo
r the
yea
r 1a
, 1b
& 2
Depr
ecia
tion/
Am
ortiz
atio
n on
Del
etio
ns
/ Sal
e/Ad
just
men
ts
Oth
er
Adju
stm
ent
Exch
ange
Tr
ansl
atio
n Ad
just
men
t
Tot
al
as a
t M
arch
31
, 201
6
As
at
Mar
ch
31, 2
016
Tang
ible
Ass
ets
Own
Ass
ets
Lease
hold
Land
1
,362
-
260
3
7
-
393
1,9
78
168
-
43
1
-
35
245
1,7
33
Fre
ehold
Land
4
,839
-
863
1
98
-
76
5,5
80
-
-
-
-
-
-
-
5,5
80
Lease
hold
imp
rove
ments
3
48
-
29
3
7
-
4
344
144
-
37
8
-
5
178
166
Build
ing
1
8,6
72
-
4,6
30
3
8
(17)
693
23,9
40
5,2
87
-
885
27
(16)
(141)
5,9
88
17,9
52
Pla
nt &
Machin
ery
6
9,8
49
-
13,6
12
1
,540
18
5,9
77
87,9
16
44,7
67
-
7,4
27
849
16
4,1
61
55,5
22
32,3
94
Furn
iture
& fi
xture
s 3
,960
-
903
2
4
16
360
5,2
15
2,6
05
-
777
50
35
181
3,5
48
1,6
67
Offi
ce e
quip
ments
* 1
,066
-
83
2
1
(16)
90
1,2
02
820
-
84
24
(35)
96
941
261
Com
pute
rs *
2,0
72
0
238
122
(1)
166
2,3
53
1,7
18
0
183
105
-
194
1,9
90
363
Vehic
les
449
-
46
8
7
-
19
427
327
-
46
78
-
10
305
122
Tota
l (A)
* 1
,02,
617
0
20,
664
2,1
04
- 7
,778
1
,28,
955
55,
836
0
9,4
82
1,1
42
- 4
,541
6
8,71
7 6
0,23
8 As
sets
Tak
en o
n Fi
nanc
e Le
ase
Build
ing
1
,391
-
-
-
-
157
1,5
48
359
-
32
-
-
42
433
1,1
15
Pla
nt &
Machin
ery
2
,628
-
248
7
94
-
204
2,2
86
1,4
82
-
167
374
-
149
1,4
24
862
Furn
iture
& F
ixtu
res
14
-
4
-
-
1
19
9
-
2
-
-
-
11
8
Offi
ce e
quip
ments
* 0
-
-
-
-
-
0
-
-
-
-
-
-
-
0
Com
pute
rs
7
-
-
-
-
-
7
7
-
-
-
-
-
7
-
Tota
l (B)
4
,040
-
252
7
94
- 3
62
3,8
60
1,8
57
- 2
01
374
-
191
1
,875
1
,985
TO
TAL
TANG
IBLE
AS
SETS
(A+B
) * 1
,06,
657
0
20,
916
2,8
98
- 8
,140
1
,32,
815
57,
693
0
9,6
83
1,5
16
- 4
,732
7
0,59
2 6
2,22
3
Inta
ngib
le A
sset
s G
ood
will
on A
cq
uis
ition &
C
onso
lidatio
n
12,0
47
598
-
141
-
342
12,8
46
26
-
553
-
-
-
579
12,2
67
Technic
al K
now
ho
w fees
280
-
70
-
(
29)
17
338
225
-
32
5
(27)
17
242
96
Busi
ness
& C
om
merc
ial
Rig
hts
1
01
-
24
1
0
-
7
122
80
-
16
10
-
4
90
32
Inte
llectu
al p
rop
ert
y rig
hts
4
49
-
-
3
-
56
502
345
-
31
3
-
45
418
84
Softw
are
* 1
,954
-
252
7
2
9
180
2,4
08
1,5
19
-
255
0
27
150
1,9
51
457
TOTA
L IN
TANG
IBLE
AS
SETS
1
4,83
1 5
98
346
1
61
- 6
02
16,
216
2,1
95
- 8
87
18
- 2
16
3,2
80
12,
936
1a
Inclu
des
imp
air
ment lo
ss a
mountin
g to N
il (P
revi
ous
year
` 1 m
illio
n)
recog
nis
ed
during
the y
ear
(Refe
r N
ote
31).
1b
Dep
recia
tion in
clu
des
Imp
air
ment. In r
esp
ect of cert
ain
fi xe
d a
ssets
of one s
tep
dow
n s
ub
sid
iary
of M
oth
ers
on S
um
i Sys
tem
s Lim
ited
am
ountin
g to N
il (P
revi
ous
year:
` 1
343 m
illio
n)
and
good
will
arisi
ng
on c
onso
lidatio
n o
f M
oth
ers
on S
inte
rmeta
l Technolo
gy
Lim
ited
am
ountin
g to N
il (P
revi
ous
year
: `
552 m
illio
n)
2
Inclu
des
dep
recia
tion o
f `
3 m
illio
n (P
revi
ous
year
: `
3 m
illio
n)
cap
italiz
ed
during
the y
ear
on a
ssets
use
d for
cre
atio
n o
f se
lf g
enera
ted
ass
ets
. (R
efe
r N
ote
31)
3
On a
ccount of acq
uis
itions
mad
e d
uring
the y
ear
(Refe
r N
ote
52)
4
Inclu
des
am
ount on a
ccount of chang
e in
hold
ing
in M
oth
ers
on S
um
i Sys
tem
s Lim
ited
conse
quent to
pre
frentia
l and
QIB
allo
tment to
oth
er
share
hold
ers
.
* A
mount is
belo
w the r
ound
ing
off n
orm
ad
op
ted
by
the C
om
pany
Book 1.indb 150Book 1.indb 150 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 151
As atMarch 31, 2017
As atMarch 31, 2016
14. NON-CURRENT INVESTMENTSLong-term investment:Trade Investment Property (at cost less accumulated depreciation)Cost of Buildings 710 639
Additions/(deletions):Additions on account of change in holding* (11) 0
Additions during the year 132 3
Exchange translation adjustment (30) 68
Gross Block 801 710 Accumulated depreciation:Opening balance 277 232
Additions/(deletions):Additions on account of change in holding* (3) 0
Depreciation for the year 20 16
Exchange translation adjustment* 0 29
Net Block 507 433
Trade Investment (Unquoted, valued at cost)1
Investment in associates:i. Motherson Air Travel Agencies Ltd. 2
Nil (Previous year : 325,000) equity shares of ` 10/- each fully paid up
Net asset value as at the beginning of the year 123
Add: Share of profi t/ (loss) for current year 6
Less: Disposal during the year (129) - 123
ii. Saks Ancillaries Limited (held by MSSL)
1,000,000 (Previous year : 1,000,000) equity shares of ` 10/- each fully paid up
Net asset value as at the beginning of the year 13
Less: Change in Shareholding (1)
Add: Share of profi t/ (loss) for current year 1 13 13
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 20
Less: Change in Shareholding* (0)
Add: Share of profi t/ (loss) for current year (10)
Add: Exchange difference 1 11 20
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 151Book 1.indb 151 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
152 Annual Report 2016-17
As atMarch 31, 2017
As atMarch 31, 2016
Other Investments (valued at cost, unless stated otherwise)Investment in equity instruments:Quoted:
Ssangyong Motor Corporation (held by SMR) 8 9
18,040 (Previous year : 18,040) equity shares of Euro 3.394 each fully paid up
Unquoted:i. Motherson Sumi Infotech & Designs Ltd. (held by MSSL)
1,200,000 (Previous year : 1,200,000) equity shares of ` 10/- each fully paid up
5 5
ii. Motherson Air Travel Agencies Ltd. (held by MSSL)* - 0
Nil (Previous year : 120,000) equity shares of ` 10/- each fully paid up
iii. Green Infra Wind Power Projects Limited (held by MSSL)* - 0
Nil (Previous year : 120,000) equity shares of ` 10/- each fully paid up
iv. Comunidad de Vertidos, “Les Carrases” (held by SMR) 4 4
882 (Previous year : 882) equity shares of Euro 69.494/- each fully paid up
v. Daewoo Automotive securities (held by SMR) - -
5,861 (Previous year : 5,861) bonds of Euro 3.334 per bond
vi. Motherson Moulds and Diecasting Limited (held by CTM India Limited)
14 14
3,332,000 (Previous year : 3,332,000) equity shares of ` 10/- each fully paid up
vii. Systematic Conscom Limited 1 1
2,500 (Previous year : 2,500) equity shares of ` 10/- each fully paid up
viii. 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 66
971, 251 (Previous year : 971,251) Series B-3 preference shares of US$ 1.03/- per share
65 66
ix. ETECHACES Marketing & Advertising Private Limited 50 50
455 (Previous year : 455) equity shares of 10/- each fully paid up
x. ETECHACES Marketing & Advertising Private Limited 130 130
1,000 (Previous year : 1,000) Compulsorily Convertible D Series preference shares of ` 100/- each fully paid up
xi. Gwynnie Bee Inc. (held by Samvardhana Motherson Finance Services Cyprus Ltd.)
16 18
59,382 (Previous year : 59,382) Series A-8 preferred shares of US$ 0.001/- per share
xii. 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 42
248,026 (Previous year : Nil) Series A-2 preferred shares of US$ 0.31/- per share
5 -
Book 1.indb 152Book 1.indb 152 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 153
As atMarch 31, 2017
As atMarch 31, 2016
xiii. iTutor.com Inc. (held by Samvardhana Motherson Finance Services Cyprus Ltd.)
61 -
403,257 (Previous year: Nil) Series Seed Preferred shares of US$ 5/- per share
xiv. Nano Holding (Held by SMR) - 346
Nil (Previous year: 6,598,918) units of USD 0.76/- each
xv. N H 2 Ltd. (shares received in lieu of surrendering of shares in Nano Holding) (Held by SMR)
369 -
7,918,702 (Previous year: Nil) units of GBP 0.1/- each
xvi. Investment in CAPARO Private Limited* (held by Calsonic Kansei Motherson Auto Products Private Limited.)
1,386 (Previous year : 1,386) preference shares of ` 10/- each fully paid up
0 0
99 (Previous year : 99) equity shares of ` 10/- each fully paid up 0 0
xvii. Echanda Urja Private Ltd (Held by MSSL) 0 -
35,000 Equity shares (Previous year: Nil) of ` 10/- each fully paid-up
xviii. Tulsyan NEC Limited (Held by MSSL) 1 -
63,750 Equity shares (Previous year: Nil) of ` 30/- each fully paid-up
xix. Wisetime Oy (Held by PKC) 16 -
19 (Previous year: Nil) shares
xx. ConnectedYard (Held by SMR) 32 - 531,915 (Previous year: Nil) Series A Preferred Stock
xxi. Naya Health (Held by SMR) 9 -
1% Convertible Promisory Note
xxii. GC Web Ventures Private Limited 4 -
86 (Previous year : NIL) Compulsorily Convertible Series C2 Preference Shares of ` 250/- each fully paid up
Others:Investment in antique arts (unquoted) (Held by PKC) 1 -
Investments (Gross) 1,427 1,340
Less: Provision for diminution in investments - 2
Investments (Net) 1,427 1,338
Aggregate amount of quoted investments 8 9
Market value of quoted investments 11 11
Aggregate amount of unquoted investments 1,419 1,331
Aggregate amount of provision for diminution in investments - 2
1 Trade Investment represents investment made by the Company in shares or debentures of another Company, to promote the trade or business of the Company.
2 During the year, the Company has sold its stake in Motherson Air Travel Agencies Limited and accordingly an amount of ` 8 million being loss on sale of investment has been charged to Statement of Profi t and Loss.
* Amount is below the rounding off norm adopted by the Company
Book 1.indb 153Book 1.indb 153 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
154 Annual Report 2016-17
As atMarch 31, 2017
As atMarch 31, 2016
15. Deferred Tax Assets (Net)Deferred tax assetsUnabsorbed depreciation and tax losses 1,876 1,742
Depreciation 385 278
Provision for employee benefi ts 247 193
Provision for doubtful debts/advances/inventory 708 746
Others 512 485
Less:
Deferred tax LiabilitiesDepreciation (43) (55)
Others (7) (7)
Total 3,678 3,382 Note:- Deferred Tax Assets and Deferred Tax Liabilities have been offset as they relate to the same governing taxation laws. In view of the Company’s past fi nancial performance and future profi t projections, the Company expects to fully recover the Deferred Tax Assets.
As atMarch 31, 2017
As atMarch 31, 2016
16. Long Term Loans and AdvancesUnsecured, considered good (unless otherwise stated)
Capital Advances 1,699 973
Security Deposits
- Considered good 270 387
- Considered doubtful - 2
Less: Allowance for doubtful security deposits - (2)
270 387
Security deposits to related parties 197 155
Loans and advances to related parties 240 124
Advances to be recoverable in cash or in kind for value to be received 290 82
Other loans and advances Prepaid expenses 856 77
Housing loan to employees 15 20
Balances with statutory/ government authorities 226 207
Total 3,793 2,025
As atMarch 31, 2017
As atMarch 31, 2016
17. Other Non Current AssetsUnsecured, considered good (unless otherwise stated)
Long term trade receivables (including trade receivables on deferred credit terms)
6,757 4,901
Non current bank balance with original maturity for more than 12 months
- deposits with original maturity for more than 12 months 62 63
- margin money deposits 21 64
Non current derivative fi nancial assets 239 -
Other receivables 394 243
Total 7,473 5,271
Book 1.indb 154Book 1.indb 154 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 155
As atMarch 31, 2017
As atMarch 31, 2016
18. Current Investments* 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 ` 2/- each fully paid up
Balrampur Chini Mills Ltd (held by MSSL)* 0 0
1,200 (Previous year :1,200) equity shares of ` 1/- each fully paid up
Jaysynth Dyechem Ltd (held by MSSL)* 0 0
100 (Previous year:100) equity shares of ` 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 ` 10/- each fully paid up
Mahindra & Mahindra Ltd. (held by MSSL)* 0 0
3,644 (Previous year:3,644) equity shares of ` 5/- each fully paid up
Arcotech Limited (held by MSSL)* 0 0
200 (Previous year 200) equity shares of ` 10/- each fully paid up
Unquoted, Non-trade:Pearl Engineering Polymers Ltd. (held by MSSL) - -
3,160 (Previous year :3,160) equity shares of ` 10/- each fully paid up
Daewoo Motors Limited (held by MSSL) - -
6,150 (Previous year :6,150) equity shares of ` 10/- each fully paid up
Athena Financial Services Limited (held by MSSL) - -
66 (Previous year : 66) equity shares of ` 10/- each fully paid up
Inox Leasing & Finance Limited (held by MSSL) - -
100 (Previous year : 100) equity shares of ` 10/- each fully paid up
ICICI Prudential Liquid - Regular Plan - Daily Dividend - 600
Nil (Previous Year : 5,998,252.167) Units @ Nil ( Previous Year : ` 100.0989) per unit
Reliance Liquid Fund - Treasury Plan - Daily Dividend - 300
Nil (Previous Year : 196,361.167) Units @ Nil (Previous Year : ` 1528.740) per unit
Kotak fl oater Short Term - Regular Plan - Daily Dividend - 120
Nil (Previous Year : 118,694.1955 ) Units @ Nil (Previous Year : ` 1011.62) per unit
Investments (Net) 0 1,020 Aggregate amount of quoted investments * 0 0
Market value of quoted investments 2 3
Aggregate amount of unquoted investments - 1,020
* Amount is below the rounding off norm adopted by the Company
Book 1.indb 155Book 1.indb 155 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
156 Annual Report 2016-17
As atMarch 31, 2017
As atMarch 31, 2016
19. Inventories
Raw Materials 11,907 9,758
Work in progress 26,610 23,425
Finished Goods (Manufactured) 4,339 4,364
Stock-in-trade 267 307
Stores and spares 1,190 986
Loose tools 15 10
Total 44,328 38,850
Inventory include Inventory in transit of:
Raw materials 734 754
Finished goods 230 205
Stock-in-trade 6 5
Stores and spares* 3 0
* Amount is below the rounding off norm adopted by the Company
As atMarch 31, 2017
As atMarch 31, 2016
20. Trade Receivables
- Outstanding for a period exceeding six months from the date they are due for payment
Unsecured, considered good 4,371 469
Doubtful 526 606
4,897 1,075
Less: Provision for doubtful receivables 526 606
(A) 4,371 469
- Other receivables
Unsecured, considered good1 32,343 29,244
Doubtful 188 247
32,531 29,491
Less: Provision for doubtful receivables 188 247
(B) 32,343 29,244
Total (A+B) 36,714 29,713 1 Includes receivables from companies in which Director of the Company is a Director 32 13
Book 1.indb 156Book 1.indb 156 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 157
As atMarch 31, 2017
As atMarch 31, 2016
21. Cash and Bank Balances Cash and Cash Equivalents Balances with Banks:
- in Current Accounts 31,951 15,865
- deposits with original maturity of less than three months 8,840 1,902
Cheques and drafts on hand 45 17
Cash on hand 17 22
(A) 40,853 17,806 Other Bank Balances - deposits with original maturity for more than three months but less
than twelve months 492 293
- in unpaid dividend account 9 15
(B) 501 308 Total (A+B) 41,354 18,114
As atMarch 31, 2017
As atMarch 31, 2016
22. Short Term Loans and Advances Unsecured, considered good (unless otherwise stated)
Security Deposits
Unsecured, considered good 506 315
Doubtful 4 4
510 319 Less: Provision for doubtful security deposits 4 4
506 315 Loans and advances to related parties 1
Unsecured, considered good 459 488
Doubtful - 19
459 507 Less: Provision for doubtful advances - 19
459 488 Advances to be recoverable in cash or kind
Unsecured, considered good 5,472 3,605
Doubtful 2 2
5,474 3,607 Less: Provision for doubtful advances 2 2
5,472 3,605 Other loans and advances
Advance income-tax (net of provisions) 2 562 525
Prepaid expenses 824 501
Loans to employees 67 37
Balances with statutory/ government authorities 2,658 2,405
Interest receivable 74 37
4,185 3,505 Total 10,622 7,913
1 Includes receivables from companies in which Director of the Company is a Director 18 18
2 Advance income tax and provision for tax has been offset to the extent they relate to the same governing taxation laws.
Book 1.indb 157Book 1.indb 157 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
158 Annual Report 2016-17
As atMarch 31, 2017
As atMarch 31, 2016
23. Other Current AssetsUnamortised expenditureUnamortised expenditure - 2
Unsecured, considered good (unless otherwise stated)Interest accrued on fi xed deposits 10 9
Unbilled revenue 7 -
Capital subsidy receivable 55 9
Receivable for mark to market gain on derivatives 40 202
Other receivable 614 466
Total 726 688
For the Year EndedMarch 31, 2017
For the Year EndedMarch 31, 2016
24. Revenue From Operations (Net) Sales of ProductsFinished Goods Within India 35,544 29,767
Outside India 340,476 303,622
Traded Goods 1,662 3,427
Sales of Services / Service Income 3,340 2,858
Other operating revenueScrap sales 185 136
Job work income 68 61
Recovery from customers 1,091 1,249
Others 37 35
382,403 341,155 Less: Excise Duty 4,125 3,464
Total 378,278 337,691 Details of Sales (Finished Goods): Wiring Harness 24,168 23,015
Plastic parts and Modules 227,389 199,052
Mirrors 118,539 106,073
Others 5,924 5,249
Total 376,020 333,389 Details of Sales (Traded Goods): Tools & Moulds 1,201 2,317
Others 461 1,110
Total 1,662 3,427
Book 1.indb 158Book 1.indb 158 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 159
For the Year EndedMarch 31, 2017
For the Year EndedMarch 31, 2016
25. Other Income
(a) Interest Income 133 125
- From Bank Deposits 202 120
- From Others
(b) Dividend Received
- From non current investments 2 1
- From current investments 3 21
(c) Rent 106 106
(d) Change in carrying amount of current investments* 0 0
(e) Profi t on Sale of tangible assets (Net) - 50
(f) Export Incentives 60 42
(g) Liabilities written back to the extent no longer required 434 128
(h) Government Grants & Subsidies 449 418
(i) Net gain on foreign currency transaction 70 -
(i) Waiver of claims from suppliers* 0 6
(j) Profi t on sale of Investments 279 -
(k) Claims received from insurance company 28 674
(l) Miscellaneous Income 805 969
Total 2,571 2,660 * Amount is below the rounding off norm adopted by the Company
For the Year EndedMarch 31, 2017
For the Year EndedMarch 31, 2016
26. Cost of Materials Consumed
Materials consumed
Opening stock of raw materials 9,004 7,858
Opening stock of raw materials (on acquisition) 1,743 -
Add : Purchases of Raw materials 236,857 207,721
Less: Closing Stock of Raw Materials (11,173) (9,004)
Add: Exchange Adjustment:
Exchange differences opening stock (gain)/loss (226) 489
Exchange differences closing stock (loss)/gain (423) 106
Total 235,782 207,170
Book 1.indb 159Book 1.indb 159 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
160 Annual Report 2016-17
For the Year EndedMarch 31, 2017
For the Year EndedMarch 31, 2016
27. Changes in Inventories of Finished Goods, Work-In-Progress and Stock In Trade
(Increase)/ decrease in stocks
Stock at the Opening of the year:
Finished goods 4,364 4,408
Work-in-progress 23,425 18,122
Stock in trade 307 461
TOTAL (A) 28,096 22,991
Add: Stock acquired on acquisition
Finished goods 492 -
Work-in-progress (81) -
Stock in trade (10) -
TOTAL (B) 401 -
Less: Stock at the end of the year:
Finished goods (4,339) (4,364)
Work-in-progress (26,610) (23,425)
Stock in trade (267) (307)
TOTAL (C) (31,216) (28,096)
Add: Exchange Adjustment:
Exchange differences opening stock (gain)/loss (536) 1,599
Exchange differences closing stock (loss)/gain (1,812) 849
TOTAL (D) (2,348) 2,448
Increase/ decrease in stocks (A+B+C+D) (5,067) (2,657)
For the Year EndedMarch 31, 2017
For the Year EndedMarch 31, 2016
28. Employee Benefi ts Expense
Salary, Wages & Bonus 64,897 58,440
Contribution to Provident & Other Fund (Refer Note 37) 7,703 6,836
Staff Welfare 1,569 1,481
Restructuring/ Severance costs 253 287
Total 74,422 67,044
Book 1.indb 160Book 1.indb 160 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 161
For the Year EndedMarch 31, 2017
For the Year EndedMarch 31, 2016
29. Other Expenses Electricity, Water and Fuel 5,781 5,715
Repairs and Maintenance -
Machinery 3,691 3,493
Building 1,157 1,123
Others 1,191 1,040
Consumption of Stores & Spare Parts 1,944 1,744
Conversion Charges 129 142
Excise Duty expense 1 10 14
Lease rent (operating leases) (Refer Note 40) 4,405 4,070
Rates & taxes 754 969
Insurance 584 483
Net loss on foreign currency transaction - 741
Donation 83 88
Travelling 2,071 1,630
Freight & forwarding 3,877 3,709
Royalty 195 164
Cash Discount 3 8
Commission 26 19
Loss on sale of fi xed assets (Net) 29 -
Provision for diminution in value of investments (Net) * 0 2
Bad Debts/Advances written off 92 162
Provision for Doubtful Debts/Advances 141 83
Legal & Professional expenses (Refer Note 35) 4,448 3,222
Loss on sale of Investments - 140
Miscellaneous expenses 8,912 10,248
Total 39,523 39,009 1 Represents excise duty related to the difference between the closing stock and the opening stock.
* Amount is below the rounding off norm adopted by the Company
For the Year EndedMarch 31, 2017
For the Year EndedMarch 31, 2016
30. Finance Costs
Interest on long-term borrowings 2,581 1,945
Interest on shortfall of advance tax 1 10
Other borrowing costs 1,770 1,539
Commitment charges on borrowings 135 135
Others 148 138
Total 4,635 3,767
Book 1.indb 161Book 1.indb 161 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
162 Annual Report 2016-17
33. Contingent Liabilities: A) Claims against the Company not acknowledged as debts
As atMarch 31, 2017
As atMarch 31, 2016
a) Excise Matters# 23 29
b) Customs Demand Matters# - 22
c) Sales Tax Matters# 130 116
d) Service Tax Matters 16 17
e) Stamp Duty - 1
f) Claims made by workmen 25 15
g) Income Tax Matters 124 105
h) Unfulfi lled export commitment under EPCG Scheme# 129 44
i) Others 525 188
# Against which Company has given bank guarantees amounting to ` 671 million (Previous year: ` 36 million)
(a) The Company does not expect any reimbursements in respect of the above contingent liabilities.
(b) It is not practicable for the Company to estimate the timings of cash outfl ows, if any, in respect of the above pending resolution of the respective proceedings.
For the Year EndedMarch 31, 2017
For the Year EndedMarch 31, 2016
31. Depreciation and Amortisation ExpensesDepreciation on Tangible assets1a & 1b 9,367 9,683
Amortization on Intangible assets 2&3 299 887
Depreciation on Investment Property 20 16
Less: Capitalized during the year 4 (3) (3)
Total 9,683 10,583 1a Depreciation on assets used for creation of self generated assets. (Refer Note 13)
1b Depreciation includes Impairment. In respect of one of its step down joint venture, the Company based on the review of future business plans, has estimated the value in use/ recoverable value to be lower than the carrying value of certain fi xed assets and consequently recognised an impairment loss amounting to Nil (Previous year : ` 1343 million)
2 Amortisation includes Impairment. The management, based on the review of future business plans, has estimated the value in use/ recoverable value to be lower than the carrying value of certain fi xed assets and consequently recognised an impairment loss amounting to Nil (Previous year ` 1 million).
3 Amortisation includes Impairment. The management, based on the review of discounted future cash fl ow projections of Motherson Sintermetal Technology Limited and its subsidiary in Spain, has assessed that goodwill arising on consolidation needs to be impaired and consequently recognised an impairment loss amounting to Nil (Previous year : ` 552 million)
4 Includes depreciation of Rs 3 million (Previous year : ` 3 million) capitalized during the year on assets used for creation of self generated assets.
For the Year EndedMarch 31, 2017
For the Year EndedMarch 31, 2016
32. Exceptional Items - ExpensesExpenses incurred in relation to issue of Senior Secured Notes (Refer Note 50) 378 291
Acquisition cost in respect of PKC Group Plc (Refer Note 52 (a)) 339 -
Total 717 291
Exceptional items are in the nature of following expenses:Legal & Professional expenses 585 276
Miscellaneous expenses 132 15
717 291
Book 1.indb 162Book 1.indb 162 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 163
34. Capital and Other Commitments
As atMarch 31, 2017
As atMarch 31, 2016
Capital CommitmentsEstimated value of contracts in capital account remaining to be executed not accounted as debt, Net of Advances of ` 1699 million (Previous year : ` 973 million)
4,944 3,292
TotalTotal 4,4494,449 3,2923,292Other CommitmentsBank Guarantee 214 167
Others 281 199
35. Payment to Group’s Auditors: (Refer note (a) below)
Year endedMarch 31, 2017
Year endedMarch 31, 2016
As Auditor: Audit Fees (including limited review) 27 26
Other services 19 5
Reimbursement of expenses 3 2
Total 49 33 Note (a): Included under Legal & Professional expenses in note 29
36. Derivative instruments and unhedged foreign currency exposure/ commodity exposure a. Derivatives outstanding as at the reporting date:
Particular Currency March 31, 2017 March 31, 2016Hedge of external commercial borrowings and long term loans (Buy)*
USD : INR USD 0 ; INR 11 USD 1 ; INR 30
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 11 ; INR 663 USD 25 ; INR 1,699
USD : INR USD 2 ; INR 114 USD 0 ; INR 3
USD : AUD USD 0 ; INR 0 USD 1 ; INR 93
MXP : USD MXN 664 ; INR 2,163 MXN 78 ; INR 305
HUF : EUR HUF 2,186 ; INR 472HUF 7,651 ; INR 1,809
JPY : INR JPY 81 ; INR 48 -
USD : JPY USD 0 ; INR 10 -
Forward Contract (Sell)
USD : AUD - USD 1 ; INR 92
EUR : KRW EUR 5 ; INR 352 EUR 10 ; INR 776
MXP : USD MXN 58 ; INR 198 -
Trade Payable (Buy)*
JPY : INR - JPY 3 ; INR 2
EUR : INR - EUR 0 ; INR 1
USD : INR - USD 1 ; INR 34
Currency Swap (Buy)1 EUR : INR - EUR 13 ; INR 1,000
Interest Rate Swaps
USD : INR - USD 4 ; INR 264
USD : EUR USD 173 ; INR 10,800 -
EUR : GBP EUR 10 ; INR 798 -
* Amount is below the rounding off norm adopted by the Company.
1 The Company entered in to an “INR to Euro Principal Only” Swap deal on September 26, 2014 of INR 1,000 million with an underlying transaction of Zero Coupon Secured Non-Convertible Debentures Series A (ISIN Number INE750H07030), which matured on September 30, 2016.
Book 1.indb 163Book 1.indb 163 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
164 Annual Report 2016-17
b. Particulars of unhedged foreign exposure as at the reporting date:
Currency March 31, 2017 March 31, 2016Receivables Payables Receivables Payables
AED*AED* AED 1, INR 11AED 1, INR 11 AED 0, INR 5AED 0, INR 5 NilNil AED 0, INR 7AED 0, INR 7
AUDAUD AUD 2, INR 89AUD 2, INR 89 AUD 1, INR 70AUD 1, INR 70 AUD 1, INR 52AUD 1, INR 52 AUD 1, INR 29AUD 1, INR 29
CNYCNY CNY 28, INR 262CNY 28, INR 262 CNY 187, INR 1,763CNY 187, INR 1,763 CNY 67, INR 684CNY 67, INR 684 CNY 1, INR 12CNY 1, INR 12
CZK*CZK* NilNil CZK 0, INR 0CZK 0, INR 0 NilNil CZK 0, INR 0CZK 0, INR 0
CHF*CHF* CHF 0, INR 3CHF 0, INR 3 CHF 0, INR 0CHF 0, INR 0 NilNil CHF 0, INR 6CHF 0, INR 6
DKK*DKK* DKK 0, INR 1DKK 0, INR 1 NilNil NilNil NilNil
EUREUR EUR 10, INR 721EUR 10, INR 721 EUR 14, INR 998EUR 14, INR 998 EUR 22, INR 1,622EUR 22, INR 1,622 EUR 89, INR 6,708EUR 89, INR 6,708
GBPGBP GBP 4, INR 342GBP 4, INR 342 GBP 10, INR 841GBP 10, INR 841 GBP 11, INR 1,023GBP 11, INR 1,023 GBP 4, INR 346GBP 4, INR 346
HUFHUF HUF 1788, INR 400HUF 1788, INR 400 HUF 997, INR 223HUF 997, INR 223 HUF 947, INR 228HUF 947, INR 228 HUF 1,256, INR 302HUF 1,256, INR 302
INR*INR* 11 00 NilNil 2929
JPYJPY JPY 939, INR 547JPY 939, INR 547 JPY 327, INR 190JPY 327, INR 190 JPY 100, INR 59JPY 100, INR 59 JPY 1,154, INR 679JPY 1,154, INR 679
KRWKRW NilNil NilNil NilNil KRW 37, INR 2KRW 37, INR 2
MXPMXP MXN 221, INR 767MXN 221, INR 767 MXN 444, INR 1537MXN 444, INR 1537 MXN 58, INR 222MXN 58, INR 222 MXN 12, INR 44MXN 12, INR 44
MYR*MYR* MYR 0, INR 1MYR 0, INR 1 NilNil NilNil MYR 0, INR 1MYR 0, INR 1
SEKSEK SEK 7, INR 54SEK 7, INR 54 NilNil NilNil SEK 1, INR 8SEK 1, INR 8
SGD*SGD* SGD 0, INR 3SGD 0, INR 3 NilNil NilNil SGD 0, INR 2SGD 0, INR 2
THB*THB* THB 8, INR 14THB 8, INR 14 THB 0, INR 0THB 0, INR 0 THB 0, INR 0THB 0, INR 0 THB 8, INR 16THB 8, INR 16
USDUSD USD 134, INR 8,667USD 134, INR 8,667 USD 72, INR 4669USD 72, INR 4669 USD 135, INR 8,952USD 135, INR 8,952 USD 134, INR 8,883USD 134, INR 8,883
ZARZAR NilNil NilNil NilNil NilNil
CADCAD CAD 1, INR 46CAD 1, INR 46 CAD 1, INR 47CAD 1, INR 47 NilNil NilNil
HKD*HKD* NilNil HKD 0, INR 1HKD 0, INR 1 NilNil NilNil
PLNPLN PLN 4, INR 58PLN 4, INR 58 PLN 1, INR 11PLN 1, INR 11 NilNil NilNil
RUBRUB RUB 2, INR 2RUB 2, INR 2 RUS 23, INR 20 RUS 23, INR 20 NilNil NilNil
RSDRSD RSD 18, INR 10RSD 18, INR 10 RSD 4, INR 2RSD 4, INR 2 NilNil NilNil
BRLBRL BRL 5, INR 94BRL 5, INR 94 BRL 19, INR 385BRL 19, INR 385 NilNil NilNil
LKRLKR NilNil NilNil NilNil NilNil
* Amount is below the rounding off norm adopted by the Company
c. Mark to market losses / (gain) on foreign currency:
Particulars Year ended March 31, 2017
Year ended March 31, 2016
Mark to Market losses/(Gain) provided for 143 (71)
d. Commodity hedging:
Particulars As at March 31, 2017 As at March 31 2016Quantity Amount Quantity Amount
Copper (buy) LB360,000 USD 0* ; Rs. 24 LB630,000 USD 1 ; Rs. 36Nil Nil MT192 USD 1 ; Rs. 82
* Amount is below the rounding off norm adopted by the Companye. Mark to market losses/(gain) on commodity hedging:
Particulars Year ended March 31, 2017
Year ended March 31, 2016
Mark to Market losses/(Gain) provided for (5) 9
Book 1.indb 164Book 1.indb 164 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 165
37. 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 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
Year endedMarch 31, 2017
Year endedMarch 31, 2016
Obligations at year beginning 2,431 3,001
Service Cost - Current 258 255
Interest Cost 67 57
Actuarial (gain) / loss (49) 22
Benefi ts Paid (146) (91)
Settlement (gain)/loss1 - (1,165)
Deletion on account of change in shareholding (37) (2)
Effect of Exchange rate changes (86) 347
Addition due to transfer of Employees 3 7
Obligations at year end 2,441 2,431 (ii) Fair Value of Plan Assets
Year endedMarch 31, 2017
Year endedMarch 31, 2016
Plan assets at year beginning, at fair value 1,111 1,816
Expected return on plan assets 38 35
Actuarial gain / (loss) (1) (1)
Contributions 153 240
Benefi ts paid (59) (40)
Settlement (gain)/loss1 - (1,188)
Deletion on account of change in shareholding (22) -
Effect of Exchange rate change (19) 245
Addition due to transfer of Employees - 4
Additions consequent to Acquisition - -
Plan assets at year end, at fair value 1,201 1,111 1 In respect of one of the subsidiary of Motherson Sumi Systems Limited, the scheme wound up in December
2015 with policies assigned to individual members and henceforth the Company has no further obligations in respect of the scheme
Book 1.indb 165Book 1.indb 165 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
166 Annual Report 2016-17
(iii) Assets and Liabilities recognized in the Balance Sheet
Year endedMarch 31, 2017
Year endedMarch 31, 2016
Present Value of the defi ned benefi t obligations 2,441 2,431
Fair value of the plan assets (1,201) (1,111)
Amount not recognized because of limitation of assets 1 1
Amount recognized as Liability 1,241 1,321Recognised UnderLong Term Provision (Refer Note 8) 1,148 1,234Short Term Provision (Refer Note 12) 93 87
(iv) Defi ned benefi t obligations cost for the year
Year endedMarch 31, 2017
Year endedMarch 31, 2016
Service Cost - Current 258 255
Interest Cost 67 57
Expected return on plan assets (38) (35)
Actuarial (gain) / loss (48) 23
Net defi ned benefi t obligations cost 239 300 (v) Investment Details of plan assets
In respect of companies incorporated in India, 100% of the plan assets are lying 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 was administered through ICICI Life Insurance Co. Ltd till year 2009-10 and thereafter through SBI Life Insurance Co. Ltd, under their respective group gratuity schemes. In respect of companies incorporated outside India, plans are funded except in South Korea.
The details of investments of plan assets are as follows:
Year endedMarch 31, 2017
Year endedMarch 31, 2016
LIC 440 377
SBI Life Insurance Co. Ltd* 10 0
Bonds, Gilts and others 751 734
Total 1,201 1,111 * Amount is below the rounding off norm adopted by the Company
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.
(vi) Actuarial assumptions
2017 2016Indian Foreign Indian Foreign
Discount Rate 7.10%-8.50% 1.7%- 7.9% 7.60%-8.50% 1.7%-7.9%
Future salary increases 5%-11% 2%-8% 5%-14% 2%-8%
Expected return on plan as-sets
7.35%-8.50% 1.5%-2% 8%-9.10% 1.5%-15%
Book 1.indb 166Book 1.indb 166 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 167
(vii) Amount recognized in current year and previous four years:
March 31, 2017 March 31, 2016 March 31, 2015 March 31, 2014 March 31, 2013Defi ned benefi t obligations
2,441 2,431 3,001 2,294 1,989
Plan assets (1,201) (1,111) (1,816) (1,551) (1,216)
Amount not recognized because of limitation of assets
1 1 1 267 121
Defi cit /(Surplus) 1,241 1,321 1,186 1,010 894 (viii) Expected contribution to the fund in the next year
Year endedMarch 31, 2017
Year endedMarch 31, 2016
Gratuity 298 245
(2) Compensated Absences The employees are entitled for leave for each year of service and part thereof and subject to the limits specifi ed, the
un-availed portion of such leaves can be accumulated or encashed during / at the end of the service period. The plan is not funded.
The reconciliation of opening and closing balances of the present value of the compensated absences are as below:
(i) Present Value of Defi ned Benefi t Obligation
Year endedMarch 31, 2017
Year endedMarch 31, 2016
Obligations at year beginning 246 201Service Cost – Current 44 35
Interest Cost 26 15
Actuarial (gain) / loss 11 9
Benefi t Paid (28) (21)
Deletion on account of change in shareholding (6) -
Effect of Exchange rate change (2) 1
Addition due to transfer of Employees 2 6
Additions consequent to Acquisition - -
Obligations at year end 293 246 (ii) Assets and Liabilities recognized in the Balance Sheet:
Year endedMarch 31, 2017
Year endedMarch 31, 2016
Present Value of the defi ned benefi t obligations 293 246
Fair value of the plan assets - -
Amount recognized as Liability 293 246Recognised UnderLong Term Provision (Refer Note 8) 259 214
Short Term Provision (Refer Note 12) 34 32
Book 1.indb 167Book 1.indb 167 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
168 Annual Report 2016-17
(iii) Defi ned benefi t obligations cost for the year:
Year endedMarch 31, 2017
Year endedMarch 31, 2016
Service Cost - Current 44 35
Interest Cost 26 15
Expected return on plan assets - -
Actuarial (gain) / loss 11 9
Net defi ned benefi t obligations cost 81 59 (iv) Actuarial assumptions:
2017 2016Indian Foreign Indian Foreign
Discount Rate 7.10%-8.50% 1.7%- 7.9% 7.60%-8.50% 0.22%-9.07%
Future salary increases 5%-11% 2%-8% 5%-14% 2.0%-8%
(v) Amount recognized in current year and previous four years
March 31, 2017 March 31, 2016 March 31, 2015 March 31, 2014 March 31, 2013Defi ned benefi t obligations
293 246 202 157 119
Plan assets - - - - -
Defi cit /(Surplus) 293 246 202 157 119 The estimates of rate of escalation in salary considered in actuarial valuation, take into account infl ation,
seniority, promotion and other relevant factors including supply and demand in the employment market.
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 ` 7,703 million (Previous year: ` 6,836 million).
38. Segment Information: The Company has considered the business segment as the primary reporting segment on the basis that the risk
and returns of the Company 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 DescriptionMSSL 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 Samvardhana Motherson Refl ectec Group Holdings Limited including its subsidiaries excluding Samvardhana Motherson Innovative Autosystems Holding Company BV, Samvardhana Motherson Innovative Autosystems de Mexico, S.A. de C.V., SMP Automotive Systems Alabama Inc. and plant at Kecskemet of SMR Automotive Mirror Technology Hungry Bt. and is engaged in development, manufacture and supply of rear view mirrors and drive assistance systems.
SMP Represents Samvardhana Motherson Automotive Systems Group B.V. (SMRPBV) (an overseas subsidiary of the Company) including its subsidiaries and excludes SMR defi ned above. SMP supplies plastic parts and system modules for vehicle interiors and exteriors.
Book 1.indb 168Book 1.indb 168 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 169
Segments DescriptionPKC Represents PKC Group Plc including its subsidiaries, acquired on March 27, 2017. 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. (Refer note 52)
Others Comprise other subsidiaries and joint ventures of the Company that are below the thresholds for separate reporting as operating segments.
Geographical segment is considered based on sales within India and outside India.
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
March 31, 2017 March 31, 2016Segment revenueMSSL Standalone 22,237 19,731
SMR 123,456 107,173
SMP 218,932 191,504
Others 25,700 25,499
Total 390,325 343,907Less Inter Segment 10,291 3,888
Total 380,034 340,019Other unallocated income 480 87
Total Revenue 380,514 340,106ResultsMSSL Standalone 3,735 2,918
SMR 9,968 8,228
SMP 9,763 5,623
Others 837 (22)
Total 24,303 16,747Add: Inter Segment profi t/(loss) 279 221
Total 24,582 16,968 Add: unallocated income/(expense)Interest expense (net of Interest Income) (4,300) (3,523)
Exceptional Items (717) (291)
Profi t of Associates (3) 8
Profi t before taxation 19,562 13,162Tax Expense 6,916 3,935
Net profi t /(Loss) after tax 12,646 9,227Concern share 8,070 5,446
Book 1.indb 169Book 1.indb 169 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
170 Annual Report 2016-17
March 31, 2017 March 31, 2016Minority 4,576 3,781
Segment assetsMSSL Standalone 12,309 11,228
SMR 46,675 43,551
SMP 139,218 104,929
PKC 22,861 -
Others 23,359 21,379
Total 244,422 181,087Less Inter Segment 698 713
Total 243,724 180,374Unallocated:Deferred Tax 3,678 3,382
Advance Tax 562 525
Other corporate assets and investments 16,442 12,473
Total Assets 264,406 196,754 Segment liabilitiesMSSL Standalone 8,038 4,982
SMR 24,822 22,475
SMP 59,772 47,519
PKC 8,660 -
Others 26,337 23,572
Total 127,629 98,548Less Inter Segment 1,155 520
Total 126,474 98,028Unallocated:Deferred Tax 2,512 1,788
Advance Tax 1,262 647
Other corporate / unallocated liabilities 71,839 54,513
Total Assets 202,087 154,976 Capital expenditureMSSL Standalone 691 733
SMR 6,106 6,167
SMP 17,184 17,358
Others 589 747
Total 24,570 25,005Depreciation & ImpairmentMSSL Standalone 688 742
SMR 3,118 2,685
SMP 5,029 5,707
Others 848 1,449
Total 9,683 10,583
Book 1.indb 170Book 1.indb 170 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 171
March 31, 2017 March 31, 2016Non-cash expenditure other than depreciation and impairment mentioned aboveMSSL Standalone 8 23
SMR 110 43
SMP 56 146
Others 59 35
Total 233 247 b) Information about Secondary Business Segments:
India Outside India Unallocated Total Current
Year Previous
Year Current
Year Previous
Year Current
Year Previous
Year Current
Year Previous
Year Revenue by geographical marketsExternal # 35,018 31,240 345,016 308,399 480 467 380,514 340,106
Intersegment - - - - - - - -
Carrying amount of segment assets
31,491 26,293 224,790 163,188 8,125 7,273 264,406 196,754
Addition to fi xed assets
2,153 2,413 22,350 21,962 67 630 24,570 25,005
# Excluding Interest Income.
c) Additional Information Earlier management used to review operations of the Group based on risk and return that was further based
on nature of product and services categorized in to Auto and Non-auto segment whereas now CODM reviews operations of the Group as per following operating segments namely MSSL Standalone, SMR, SMP, PKC and Others. Accordingly, the Company has revised the segment disclosures in the current year and restated comparative fi gures for the previous periods.
39. Related Party DisclosuresI. Related party disclosures, as required by Accounting Standard 18, “Related Party Disclosures”, are
given below: a) Joint Ventures and their subsidiaries (where control exists)
Motherson Sumi Systems Ltd.
Anest Iwata Motherson Coating Equipment Private Ltd.
Anest Iwata Motherson Private Ltd. (AIM)
AES (India) Engineering Ltd.
Spheros Motherson Thermal System Ltd.
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.
Air Factory Energy Ltd. (Merged with AIM w.e.f April 1, 2015 vide High Court order dated December 19, 2016).
Book 1.indb 171Book 1.indb 171 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
172 Annual Report 2016-17
CTM India Ltd.
Nachi Motherson Precision Private Ltd.
Motherson Bergstrom HVAC Solutions Private Ltd.
Magneti Marelli Motherson Shock Absorbers India Private Ltd.Woco Motherson Elastomer Ltd. (till May 30, 2015).Woco Motherson Advanced Rubber Technologies Ltd. (till May 30,2015).
MSSL Mauritius Holdings Limited
Motherson Electrical Wires Lanka Pvt. Ltd
MSSL Mideast (FZE)
MSSL (S) Pte Ltd.
MSSL Automobile Component Ltd
Samvardhana Motherson Polymers Ltd.
MSSL (GB) Limited
Motherson Wiring System (FZE)
MSSL GmbH
MSSL Tooling (FZE)
Samvardhana Motherson Invest Deutschland GmbH
MSSL Advanced Polymers s.r.o
Motherson Orca Precision Technology GmbH
MSSL s.r.l. Unipersonale
Samvardhana Motherson Polymers Management Germany GmbH
Motherson Techno Precision México, S.A. de C.V
MSSL Australia Pty Limited
MSSL Ireland Pvt. Limited
Global Environment Management (FZC)
Global Environment Management Australia Pty Limited
Motherson Elastomers Pty Limited
Motherson Investments Pty Limited
MSSL Global RSA Module Engineering Limited
MSSL Japan Limited
Vacuform 2000 (Proprietary) Limited
MSSL México, S.A. De C.V.
MSSL WH System (Thailand) Co., Ltd
MSSL Korea WH Limited
MSSL Consolidated Inc.
MSSL Overseas Wiring System Ltd.
MSSL Wiring System Inc., USA.
Alphabet de Mexico, S.A. de C.V.
Alphabet de Mexico de Monclova, S.A. de C.V.
Alphabet de Saltillo, S.A. de C.V.
MSSL Wirings Juarez S.A. de C.V.
Samvardhana Motherson Global Holdings Ltd.
Samvardhana Motherson Automotive Systems Group B.V. (SMRPBV)
Book 1.indb 172Book 1.indb 172 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 173
Samvardhana Motherson Refl ectec Group Holdings Limited
SMR Automotive Technology Holding Cyprus Limited
SMR Automotive Mirror Parts and Holdings UK Ltd
SMR Automotive Holding Hong Kong Limited
SMR Automotive Systems India Limited
SMR Automotive Systems France S. A.
SMR Automotive Mirror Technology Holding Hungary Kft
SMR Patents S.à.R.L.
SMR Automotive Technology Valencia S.A.U.
SMR Automotive Mirrors UK Limited
SMR Automotive Mirror Services UK Ltd.
SMR Automotive Mirror International USA Inc.
SMR Automotive Systems USA Inc.
SMR Automotive Beijing Co Limited
SMR Automotive Yancheng Co. Limited
SMR Automotive Mirror Systems Holding Deutschland GmbH
SMR Holding Australia Pty Ltd.
SMR Automotive Australia Pty Limited
SMR Automotive Mirror Technology Hungary Bt
SMR Automotive Modules Korea Ltd (formely SMR Poong Jeong Automotive Mirrors Korea Ltd.)
SMR Automotive Beteiligungen Deutschland GmbH
SMR Hyosang Automotive Ltd.
SMR Automotive Mirrors Stuttgart GmbH
SMR Automotive Systems Spain S.A.U.
SMR Automotive Vision Systems Mexico S.A. de C.V.
SMR Automotive Servicios Mexico S.A. de C.V.
SMR Grundbesitz GmbH & Co. KG
SMR Automotive Brasil LTDA
SMR Automotive System (Thailand) Limited
SMR Automotives Systems Macedonia Dooel Skopje
SMR Automotive Operations Japan K.K.
SMR Automotive (Langfang) Co. Ltd.
SMR Automotive Vision System Operations USA INC
SMR Mirror UK Limited
Samvardhana Motherson Peguform GmbH
SMP Automotive Interiors (Beijing) Co. Ltd
SMP Deutschland GmbH
SMP Logistik Service GmbH
SMP Automotive Solutions Slovakia s.r.o
Changchun Peguform Automotive Plastics Technology Co. Ltd
Foshan Peguform Automotive Plastics Technology Co. Ltd.
SMP Automotive Technology Management Services (Changchun) Co. Ltd.
SMP Automotive Technology Iberica S.L
Book 1.indb 173Book 1.indb 173 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
174 Annual Report 2016-17
Samvardhana Motherson Peguform Barcelona S.L.U
SMP Automotive Technologies Teruel Sociedad Limitada
Samvardhana Motherson Peguform Automotive Technology Portugal S.A
SMP Automotive Systems Mexico S.A. de C.V
SMP Automotive Produtos Automotivos do Brasil Ltda
SMP Automotive Exterior GmbH
Samvardhana Motherson Innovative Autosystems B.V. & Co. KG
Samvardhana Motherson Innovative Autosystems Holding Company BV
SM Real Estate GmbH
Samvardhana Motherson Innovative Autosystems de Mexico, S.A. de C.V.
Property Holdings Trier de México S.A de C.V
Administrative Services Trier de México S.A de C.V
SMP Automotive Systems Alabama Inc.
Motherson Innovations Company Limited
Motherson Innovations Deutschland GmbH
Samvardhana Motherson Global (FZE)
SMR Automotive Industries RUS Limited Liability Company (incorportaed on 03.10.2016)
Celulosa Fabril (Cefa) S.A. (became the subsidiary on 20.12.2016 due to control – earlier JV Company)
Modulos Ribera Alta S.L. (became the subsidiary on 20.12.2016 due to control – earlier JV Company)
Motherson Innovations Lights GmbH & Co KG (formerly Kobek Siebdruck GmbH & Co. KG – acquired on 02.01.2017)
Motherson Innovations Lights Verwaltungs GmbH (formerly Kobek Verwaltungs GmbH - acquired on 02.01.2017)
PKC Group Plc (became the subsidiary on 29.03.2017 due to acquire the shares)
PKC Wiring Systems Oy (Acquired on 29.03.2017)
PKC Netherlands Holding B.V. (Acquired on 29.03.2017)
PKC Group Poland Sp. z o.o. (Acquired on 29.03.2017)
PKC Wiring Systems Llc (Acquired on 29.03.2017)
PKC Group APAC Limited (Acquired on 29.03.2017)
PKC Group Canada Inc. (Acquired on 29.03.2017)
PKC Group USA Inc. (Acquired on 29.03.2017)
PKC Group Mexico S.A. de C.V. (Acquired on 29.03.2017)
Project del Holding S.a.r.l. (Acquired on 29.03.2017)
PK Cables do Brasil Ltda (Acquired on 29.03.2017)
PKC Eesti AS (Acquired on 29.03.2017)
TKV-sarjat Oy (Acquired on 29.03.2017)
PKC SEGU Systemelektrik GmbH (Acquired on 29.03.2017)
PK Cables Nederland B.V. (Acquired on 29.03.2017)
Groclin Luxembourg S.à r.l. (Acquired on 29.03.2017)
PKC Vehicle Technology (Suzhou) Co., Ltd. (Acquired on 29.03.2017)
AEES Inc. (Acquired on 29.03.2017)
PKC Group Lithuania UAB (Acquired on 29.03.2017)
PKC Group Poland Holding Sp. z o.o. (Acquired on 29.03.2017)
OOO AEK (Acquired on 29.03.2017)
Book 1.indb 174Book 1.indb 174 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 175
Kabel-Technik-Polska Sp. z o.o. (Acquired on 29.03.2017)
AEES Power Systems Limited partnership (Acquired on 29.03.2017)
T.I.C.S. Corporation (Acquired on 29.03.2017)
Fortitude Industries Inc. (Acquired on 29.03.2017)
AEES Manufactuera, S. De R.L de C.V. (Acquired on 29.03.2017)
Cableodos del Norte II, S. de R.L de C.V. (Acquired on 29.03.2017)
Manufacturas de Componentes Electricos de Mexico S. de R.L de C.V. (Acquired on 29.03.2017)
Arneses y Accesorios de México, S. de R.L de C.V. (Acquired on 29.03.2017)
Asesoria Mexicana Empresarial, S. de R.L de C.V. (Acquired on 29.03.2017)
Arneses de Ciudad Juarez, S. de R.L de C.V. (Acquired on 29.03.2017)
PKC Group de Piedras Negras, S. de R.L. de C.V. (Acquired on 29.03.2017)
PKC Group AEES Commercial S. de R.L de C.V (Acquired on 29.03.2017)
Jiangsu Huakai-PKC Wire Harness Co., Ltd. (Acquired on 29.03.2017)
PKC Vechicle Technology (Hefei) Co, Ltd. (Acquired on 29.03.2017)
MSSL Manufacturing Hungary Kft
MSSL Estonia WH OÜ (incorporated on 30.01.2017)
b) Associates: Motherson Air Travel Agencies Ltd. (till 31.12.2016)
c) Joint Venturers:Sumitomo Wiring Systems Ltd. , Japan
Anest Iwata Corporation, Japan
Sojitz Corporation, Japan
Matsui Manufacturing Company Ltd., Japan
AES Global PTE Ltd., Singapore
Sumitomo Electric Industries Ltd.
Spheros Gmbh, Germany
F Holding GmbH, Austria
Nissin Electric Co. Ltd., Japan
Magneti Marelli Holding S.p.A, Italy
Zanotti S.p.A, Italy
Nachi-Fujikoshi Corporation, Japan
Bergstorm Inc., USA
Michael Bernhard Gnann
Soami Saran Saini
Prashant Dalmia
Amit Kumar Upadhyay
Ravi Shankar Prasad
Mohit Joshi
Amit Varshney
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
Book 1.indb 175Book 1.indb 175 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
176 Annual Report 2016-17
Mr. Yoshiki Kishimoto (till Aug 19, 2015)
Mr. Masahiro Matsushita (till Aug 19, 2015)
Mr. Vivek Avasthi
Ms. Geeta Soni
Ms. Nilu Mehra
Mr. Dhruv Mehra, whole time Director
Mr. Ramesh Dhar, whole time Director
Ms. Madhu BhaskarMr. Mikihisa Takayama
Mr. Hideo Hatada (w.e.f November 11, 2016)
Mr. Yasuhiro Kawamura (Alternate director to Mr. Hideo Hatada)
*Person exercising signifi cant infl uence over the Company
(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 (Daughter in Law of Mr. Vivek Chaand Sehgal)
Ms. Renu Alka Sehgal (Wife of Mr. Vivek Chaand Sehgal)Master Siddh Vaasav Sehgal (Son of Mr. Laksh Vaaman Sehgal)
(iv) Entities in which key managerial persons or their relatives have control/ signifi cant infl uence:
Motherson Auto Ltd.
Ganpati Auto Industries (Partnership Firm)
Southcity Motors Private Ltd.
Motherson (Partnership Firm)
Vaaman Auto Industry (Partnership Firm)
Motherson Engineering Research and Integrated Technologies Limited
Motherson Innovative Technologies And Research
Moon Meadows Pvt. Ltd.
Sisbro Motor and Workshop Pvt. Ltd.
Field Motor Private Limited
Spirited Auto Cars (I) Limited
Motherson Lease Solution Ltd.
Systematic Conscom Ltd.
MAS Middle East Ltd. (FZE)
Samvardhana Employees Welfare Trust
JSRR Holdings (M) Pvt. Limited.
Radha Rani Holdings Pte Ltd.
Edcol Global Pte. Limited
Advance Technologies and Automotive Resources Pte. Ltd.
Sehgal Family Trust
Book 1.indb 176Book 1.indb 176 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 177
Shri Sehgals Trustee Company Private Limited
Nirvana Niche Products Private LimitedATAR Mauritius Private Limited
Nirvana 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 Ltd. (w.e.f. January 1, 2017)
Calsonic Kansei Motherson Auto Products Pvt. Ltd.
Kyunshin Industrial Motherson Pvt. Ltd
MATA GmbH
II. Details of transactions, in the ordinary course of business at commercial terms, and balances with related parties as mentioned in 46 (I) above:
S. No.
Particulars
Joint VenturesRefer 39 (a)
AssociatesRefer 39 (b)
Entities in which Key
Management personnel
have control/ Signifi cant infl uence
Refer 39 (d) (iv)
Joint VenturersRefer 39 (c)
Key Management
Personnel (KMP)Refer 39 (d)
(i)&(ii)
Relatives of Key Management
PersonnelRefer 39 (d) (iii)
Current Year
Previous Year
Current Year
Previous Year
Current Year
Previous Year
Current Year
Previous Year
Current Year
Previous Year
Current Year
Previous Year
1 Sale of goods 411 257 - 1 0* 6 0* - - - - -
2 Rendering of services 1834 1,552 0* 7 3 16 - 3 - - - -
3 Sale of fi xed assets - - - - - 0* - - - - - -
4 Purchase of goods 9 3 - - - 0* 516 58 - - - -
5Purchase of fi xed assets / capital advance
3 - - - 308 5 30 - - - - -
6 Purchase of services 59 51 20 97 272 188 0* 1 - - - -
7 Royalty - - - - - 2 2 - - - -
8 Reimbursement expense (net) 9 (9) (0)* (0)* 24 44 - - - - - -
9Remuneration/sitting fees of Directors & KMP #
- - - - 0* - 7 - 37 24 - -
10Investments sold to related parties/Redemption shares
- - - - 121 - - - - - - -
11 Interest income 9 7 - - 3 3 - - - - - -
12 Interest expense 2 - - - 14 1 - - - -
13 Dividend paid 5 10 - - 2 2 4 17 0* 1 - 0*
14 Dividend received - 2,230 - - - 0* - - - - - -
15 Purchase of investment - 609 - - - - - - - - - -
16 Redemption of shares - 13 - - - - - 40 - - - -
17 Capital advance given during the year - 1 - - 36 - - - - - - -
18 Loans given during the year - 32 - - 75 - - - - - - -
19 Loan taken during the year 441 - - - 101 - - - - 25 - -
20 Loans repaid during the year - - - - 257 - - - - 25 - -
21Loans received back during the year
98 - - - - - - - - - - -
22 Loans converted into equity shares - 21 - - - - - - - - - -
23 Security deposits given - - - - 45 15 - - - - - -
24 Security deposit received back - 1 - - 1 0* - - - - - -
25 Security deposit received 36 - - - - - - - - - - -
Book 1.indb 177Book 1.indb 177 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
178 Annual Report 2016-17
S. No.
Particulars
Joint VenturesRefer 39 (a)
AssociatesRefer 39 (b)
Entities in which Key
Management personnel
have control/ Signifi cant infl uence
Refer 39 (d) (iv)
Joint VenturersRefer 39 (c)
Key Management
Personnel (KMP)Refer 39 (d)
(i)&(ii)
Relatives of Key Management
PersonnelRefer 39 (d) (iii)
Current Year
Previous Year
Current Year
Previous Year
Current Year
Previous Year
Current Year
Previous Year
Current Year
Previous Year
Current Year
Previous Year
Balances at year end26 Security deposits given 5 5 - - 178 133 - - - - - -
27 Security deposits received 36 - - - 0* 0* - - - - - -
28 Loan receivable 18 116 - - 145 70 - - - - - -
29 Advances given to supplier 0* 1 - 0* 0* 1 - - - - - -
30 Advance received from customers 69 39 - - 1 - - - - - -
31 Capital advance - 1 - - 50 52 - - - - - -
32 Trade payable 14 7 1 14 37 28 126 - - - - -
33 Trade receivable 454 347 - 4 3 13 - 0* - - - -
34 Amount recoverable - 1 - - 1 2 - - - - - -
35 Interest receivable - 0* - - 5 5 - - - - - -
36 Interest payable 0* - - - 10 - - - - - - -
37 Loan payable 511 105 - - 130 302 - - - - - -
# The contribution to Gratuity and leave encashment has been made on group basis and separate fi gures applicable to any individual employee are not available. Therefore contribution to Gratuity and leave encashment has not been considered in above computation.
* Amount is below the rounding off norm adopted by the Company
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 PartyRelation
(Refer note) Amount
2016-17 2015-161 Sale of goods Motherson Sumi Systems Ltd. 39 (I) (a) 301 189
Magneti Marelli Motherson Auto System Pvt Ltd. 39 (I) (a) 42 27
2 Rendering of services Motherson Sumi Systems Ltd. 39 (I) (a) 456 384
SMP Deutschland GmbH (Boetzingen, DE) 39 (I) (a) 714 570
3 Sale of fi xed assets Spirited Auto Cars (I) Limited 39 (I) (d) (iv) - 0*
4 Purchase of goods Nachi-Fujikoshi Corporation, Japan 39 (I) (c) 86 58
Sumitomo Electric Industries Ltd 39 (I) (c) 431 -
5Purchase of fi xed assets / capital advance
Systematic Conscom Ltd. 39 (I) (d) (iv) 307 5
6 Purchase of services Motherson Air Travel Agencies Ltd. 39 (I) (b) 20 97
Motherson Auto Ltd. 39 (I) (d) (iv) 169 82
Motherson Lease Solutions Ltd. 39 (I) (d) (iv) 69 93
7 Royalty Nachi-Fujikoshi Corporation, Japan 39 (I) (c) 2 2
8 Reimbursement expense (net) Motherson Sumi Systems Ltd. 39 (I) (a) (5) 6
SMR Automotive Mirrors UK Ltd. 39 (I) (a) 0* (6)
Magneti Marelli Motherson Auto System Private Ltd. 39 (I) (a) 0* 4
MSSL GmbH 39 (I) (a) (9) -
Motherson Auto Ltd. 39 (I) (d) (iv) (21) (45)
Samvardhana Motherson Automotive Systems Group B.V. (SMRPBV)
39 (I) (a) 7 7
9Remuneration/sitting fees of Directors and KMP
Mr. Ashok Tandon 39 (I) (d) (i) 11 10
Mr. Dhruv Mehra 39 (I) (d) (i) 8 7
Book 1.indb 178Book 1.indb 178 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 179
S. No. Particulars Name of Related PartyRelation
(Refer note) Amount
2016-17 2015-16Mr. Ramesh Dhar 39 (I) (d) (i) 13 4
Ms. Pooja Mehra 39 (I) (d) (ii) 4 3
10 Interest income Samvardhana Motherson Polymers Ltd. 39 (I) (a) 7 7
Motherson Auto Ltd. 39 (I) (d) (iv) 2 3
Motherson Bergstrom HVAC Solutions Pvt. Ltd 39 (I) (a) 2 0*
11 Interest expense Systematic Conscom Ltd. 39 (I) (d) (iv) - 1
MAS Middle East Ltd. (FZE) 39 (I) (d) (iv) 12 -
SCCL Infra Projects Limited 39 (I) (d) (iv) 2 -
MSSL Tooling (FZE) 39 (I) (a) 2 -
12 Dividend paid CTM India Ltd. 39 (I) (a) 5 3
Motherson Sumi Systems Ltd. 39 (I) (a) - 6
Sumitomo Wiring Systems Ltd. , Japan 39 (I) (c) - 16
Radha Rani Holdings Pte Ltd 39 (I) (d) (iv) 2 2
Sumitomo Electric Industries Ltd. 39 (I) (c) 3 -
13 Dividend received Motherson Sumi Systems Ltd. 39 (I) (a) - 2198
14 Purchase of investment Fritzmeier Motherson Cabin Engineering Private Ltd. 39 (I) (a) - 271
Magneti Marelli Motherson Holding India B.V. 39 (I) (a) - 190
15 Redemption of shares Motherson Sumi Systems Ltd 39 (I) (a) - 13
Sumitomo Wiring Systems Ltd. , Japan 39 (I) (c) - 40
16 Capital advance given during the year Matsui Technologies India Ltd. 39 (I) (a) - 1
Systematic Conscom Ltd. 39 (I) (d) (iv) 36 -
17 Loans given during the year Samvardhana Motherson Polymers Ltd. 39 (I) (a) - 14
Motherson Bergstrom HVAC Solutions Pvt. Ltd. 39 (I) (a) - 18
Spirited Auto Cars (I) Limited 39 (I) (d) (iv) 75 -
18 Loan taken during the year Mr. Vivek Chaand Sehgal 39 (I) (d) (i) - 25
MAS Middle East Ltd. (FZE) 39 (I) (d) (iv) 99 -
MSSL Tooling (FZE) 39 (I) (a) 441 -
19 Loans repaid during the year Mr. Vivek Chaand Sehgal 39 (I) (d) (i) 25
MAS Middle East Ltd. (FZE) 39 (I) (d) (iv) 257 -
20 Loans received back during the year Samvardhana Motherson Polymers Ltd 39 (I) (a) 98 -
21 Loans converted into equity shares Samvardhana Motherson Global Holdings Ltd 39 (I) (a) - 21
22 Security deposits given Motherson Lease Solutions Ltd. 39 (I) (d) (iv) 9 13
Motherson Auto Ltd. 39 (I) (d) (iv) 36 -
23 Security deposit received back Motherson Lease Solutions Ltd. 39 (I) (d) (iv) 1 0
24 Security Deposit Received SMP Deutschland GmbH 39 (I) (a) 36 -
25 Investment sold/ sale of shares Motherson Auto Ltd. 39 (I) (d) (iv) 121 -
Balance at year end26 Security deposit given Motherson Lease Solutions Ltd. 39 (I) (d) (iv) 28 65
Motherson Auto Ltd. 39 (I) (d) (iv) 150 68
27 Security deposits received Motherson Sumi Systems Ltd 39 (I) (a) 36 -
28 Loans receivable Spirited Auto Cars (I) Limited 39 (I) (d) (iv) 75 -
Samvardhana Motherson Polymers Ltd. 39 (I) (a) - 98
Systematic Conscom Ltd. 39 (I) (d) (iv) 48 48
Motherson Auto Ltd. 39 (I) (d) (iv) - 22
Motherson Bergstrom HVAC Solutions Pvt. Ltd 39 (I) (a) 18 18
29 Advance given to supplier SMR Automotive Systems USA Inc 39 (I) (a) - 0*
Motherson Air Travel Agencies Ltd. 39 (I) (b) - 0*
Book 1.indb 179Book 1.indb 179 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
180 Annual Report 2016-17
S. No. Particulars Name of Related PartyRelation
(Refer note) Amount
2016-17 2015-16Systematic Conscom Ltd. 39 (I) (d) (iv) 1 1
30 Advance received from customers Motherson Sumi Systems Ltd. 39 (I) (a) 60 30
Magneti Marelli Motherson Auto System Private Ltd. 39 (I) (a) 4 8
31 Capital advance given Motherson Auto Ltd. 39 (I) (d) (iv) 50 50
32 Trade payable Motherson Sumi Systems Ltd. 39 (I) (a) 4 6
Motherson Air Travel Agencies Ltd 39 (I) (b) 1 14
Motherson Auto Ltd. 39 (I) (d) (iv) 27 8
Motherson Lease Solutions Ltd. 39 (I) (d) (iv) 3 18
Sumitomo Electric Industries Ltd. 39 (I) (c) 85 -
Nachi-Fujikoshi Corporation, Japan 39 (I) (c) 41 -
33 Trade receivable Motherson Sumi Systems Ltd. 39 (I) (a) 184 96
SMP Deutschland GmbH (Boetzingen, DE) 39 (I) (a) 111 87
SMR Automotive Mirrors Stuttgart GmbH 39 (I) (a) 48 36
34 Amount recoverable SMR Automotive Systems India Limited 39 (I) (d) (iv) 0* -
Samvardhana Employees Welfare Trust 39 (I) (d) (iv) - 1
Motherson Lease Solutions Ltd. 39 (I) (d) (iv) 0* -
35 Interest receivable Motherson Auto Ltd. 39 (I) (d) (iv) 4 5
Spirited Auto Cars (I) Limited. 39 (I) (d) (iv) 1 -
36 Interest Payable MAS Middle East Ltd. (FZE) 39 (I) (d) (iv) 10 -
Motherson Lease Solutions Ltd. 39 (I) (d) (iv) - 0*
37 Loan Payable MSSL Tooling (FZE) 39 (I) (a) 511 105
MAS Middle East Ltd. (FZE) 39 (I) (d) (iv) 93 262
SCCL Infra Projects Limited 39 (I) (d) (iv) 36 38
* Amount is below the rounding off norm adopted by the Company
40. Leasesa) Finance Leases: Assets acquired on fi nance lease and hire purchase contract comprise property and plant & machinery. 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 Payments
Present value of Minimum lease payments
March 31, 2017 March 31, 2016 March 31, 2017 March 31, 2016Not later than one year 236 569 218 534
Later than 1 year and not later than 5 years 318 487 296 441
Later than 5 years 46 76 43 70
Total 600 1,132 557 1,045Less: Finance Charges 43 87
Present value of minimum lease period 557 1,045Disclosed under:Other long term borrowings (Refer Note 5) 339 513
Other Current Liabilities (Refer Note 11) 218 532
Book 1.indb 180Book 1.indb 180 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 181
b) Operating Leases: The Company has signifi cant operating leases for premises. These lease arrangements range for a period
between 11 months and 10 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 Company 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:
Year ended March 31, 2017
Year ended March 31, 2016
With respect to all operating leases;Lease payments recognised in the Statement of Profi t and Loss during the year
4,405 4,070
Sub-lease payments received / receivable recognised in the Statement of Profi t and Loss during the year
106 106
The Company 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 at March 31, 2017
As atMarch 31, 2016
Payable not later than 1 year 2,136 2,170
Payable later than 1 year and not later than 5 years 4,221 3,877
Payable later than 5 years 538 1,575
41. Earnings per share
Year endedMarch 31, 2017
Year endedMarch 31, 2016
a) Basic
Net profi t / (loss) after tax available for equity shareholders 8,070 5,446
Less: Dividend Tax paid by consolidated company 25 442
Net profi t / (loss) after tax available for equity Shareholders -(A) 8,045 5,004
Weighted average number of Equity Shares outstanding (Nos.) - (B) 473,613,855 473,613,855
Basic (loss) / earnings (in Rupees) Per Equity Share of ` 10/- each. (Previous year ` 10/- each) (A/B)
16.99 10.57
b) Diluted
Net profi t / (loss) after tax available for equity Shareholders -(A) 8,045 5,004
Weighted average number of equity shares used to compute basic earnings per share- (B)
473,613,855 473,613,855
Diluted Earnings (in Rupees) Per Equity Share of ` 10/- each. (Previous year ` 10/- each) (A/B)
16.99 10.57
Note: The Company does not have any outstanding dilutive potential equity shares. Consequently, the basic and dilutive EPS of the Company remains the same.
Book 1.indb 181Book 1.indb 181 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
182 Annual Report 2016-17
42. 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 Company Country of Incorporation
% voting power held as at Reporting Dates used for ConsolidationMarch 31,
2017March 31,
2016Motherson Sumi INfotech & Designs Ltd. India 53.67% 53.65% March 31, 2017
Samvardhana Motherson Virtual Analysis Ltd. (held by Motherson Sumi INfotech & Designs Ltd.)
India 100% 100% March 31, 2017
Motherson Auto Engineering Service Ltd. (held by Motherson Sumi INfotech & Designs Ltd.) India 100% 100% March 31, 2017
MSID U.S. Inc. (held by Motherson Sumi INfotech & Designs Ltd.)
USA 100% 100% March 31, 2017
MothersonSumi Infotekk And Designs GmbH (held by Motherson Sumi INfotech & Designs Ltd.)
Germany 100% 100% March 31, 2017
MothersonSumi INfotech and Designs SG Pte. Ltd. (held by Motherson Sumi INfotech & Designs Ltd.)
Singapore 100% 100% March 31, 2017
MothersonSumi INfotech & Designs KK (held by MothersonSumi INfotech and Designs SG Pte. Ltd.)
Japan 80% 80% March 31, 2017
Saks Ancillaries Ltd. India 58.12% 58.12% March 31, 2017
Motherson Machinery and Automations Ltd. India 100% 100% March 31, 2017
Nachi Motherson Tool Technology Ltd. India 74% 74% March 31, 2017
Tiger Connect Travel Systems & Solutions Ltd. India 100% 100% March 31, 2017
Motherson Molds and Diecasting Ltd. India 51% 51% March 31, 2017
Samvardhana Motherson Finance Services Cyprus Ltd.
Cyprus 100% 100% March 31, 2017
Samvardhana Motherson Refrigeration Product LtdIndia
100% - 100 Shares
100% - 100 Shares
March 31, 2017
Samvardhana Motherson Holding (M) Private Ltd. (SMHPL)
Mauritius 100% 100% March 31, 2017
Motherson Advanced Tooling Solutions Ltd. India 100% 100% March 31, 2017
Motherson Auto Solutions Ltd. India 66% 66% March 31, 2017
Motherson Consultancies Service Limited India 100% 100% March 31, 2017
Motherson Sintermetal Technology Ltd. India 88.85% 88.85% March 31, 2017
Motherson Sintermetal Technology B.V.(held by Motherson Sintermetal Technology Ltd.) Netherlands 100% 100% March 31, 2017
Motherson Sintermetal Products S.A.(held by Motherson Sintermetal Technology B.V.)
Spain 100% 100% March 31, 2017
Motherson Techno Tools Limited India 60% 60% March 31, 2017
Motherson Techno Tools Mideast FZE. (% held by Motherson Techno tools Limited)
UAE 100% 100% March 31, 2017
Samvardhana Motherson Auto System Private Limited
India 100% 100% March 31, 2017
Samvardhana Motherson Auto Component Private Limited
India 100% 100% March 31, 2017
Motherson Invenzen Xlab Private Limited India 51% 51% March 31, 2017
B. Details of Associate Companies are as follows:
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for ConsolidationMarch 31,
2017March 31,
2016Motherson Air Travel Agencies Limited India - 43.33% -
Book 1.indb 182Book 1.indb 182 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 183
C. Details of Joint Venture Companies which have been considered in these consolidated accounts are as follows:
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for ConsolidationMarch 31,
2017March 31,
2016Samvardhana Motherson Global Holding Limited (SMGHL) (% held By Samvardhana Motherson Holding (M) Private Limited)1
Cyprus 49% 49% March 31, 2017
Motherson Sumi Systems Limited (MSSL) India 34.81% 36.93% March 31, 2017
Anest Iwata Motherson Coating Equipment Private Limited
India 49% 49% March 31, 2017
Anest Iwata Motherson Private Limited India 49% 49% March 31, 2017
Air Factory Energy Limited (merged with Anest Iwata Motherson Private Limited)
India - 100% -
AES (India) Engineering Limited India 26% 26% March 31, 2017
Spheros Motherson Thermal System Limited India 49% 49% March 31, 2017
Matsui Technologies India Limited India 50% 50% March 31, 2017
Fritzmeier Motherson Cabin Engineering Private Limited
India 50% 50% March 31, 2017
Nissin Advanced Coating Indo Co. Private Limited. India 49% 49% March 31, 2017
Magneti Marelli Motherson India Holding B.V. Netherlands 50% 50%December 31,2016
Magneti Marelli Motherson Auto System Private Ltd (% held by Magneti Marelli Motherson India Holding B.V.)
India 100% 100% March 31, 2017
CTM India Limited India 41% 41% March 31, 2017
Nachi Motherson Precision Private Limited India 49% 49% March 31, 2017
Motherson Bergstrom HVAC Solution Private Limited India 50% 50% March 31, 2017
Magneti Marelli Motherson Shock Absorbers India Private Ltd.
India 50% 50% March 31, 2017
Samvardhana Motherson Polymers Limited1 India 49% 49% March 31, 2017 1 49% directly held by Company and 51% held by MSSL.
D. Details of Subsidiaries of Motherson Sumi Systems Limited which have been considered in these consolidated accounts are as follows:
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for ConsolidationMarch 31,
2017March 31,
2016MSSL Mauritius Holdings Limited Mauritius 100% 100% March 31, 2017
MSSL Mideast (FZE) UAE 100% 100% March 31, 2017
Motherson Electrical Wires Lanka Private Limited Sri Lanka 100% 100% March 31, 2017
MSSL (S) Pte Limited Singapore 100% 100% March 31, 2017
MSSL (GB) Limited (Jointly held by the MSSL and MSSL Mideast (FZE))
UK 100% 100% March 31, 2017
Motherson Wiring System (FZE) (held by MSSL Mideast (FZE))
UAE 100% 100% March 31, 2017
MSSL Tooling (FZE) (held by MSSL Mideast (FZE)) UAE 100% 100% March 31, 2017
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, 2017
MSSL GmbH (held by MSSL Mideast (FZE)) Germany 100% 100% March 31, 2017
Book 1.indb 183Book 1.indb 183 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
184 Annual Report 2016-17
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for ConsolidationMarch 31,
2017March 31,
2016Samvardhana Motherson Invest Deutschland GmbH (held by MSSL GmbH)
Germany 100% 100% March 31, 2017
MSSL Advanced Polymers s.r.o.(held by MSSL GmbH)
Czech Republic
100% 100% March 31, 2017
Motherson Orca Precision Technology GmbH (held by MSSL GmbH)
Germany 95.10% 95.10% March 31, 2017
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, 2017
Motherson Techno Precision México, S.A. de C.V (held by MSSL GmbH)
Mexico 100% 100% March 31, 2017
Samvardhana Motherson Polymers Management Germany GMBH (held by MSSL GmbH)
Germany 100% 100% March 31, 2017
Samvardhana Motherson Plastic Solutions GMBH & Co KG (dissolved on Feb 16, 2017) (held by MSSL GmbH)
Germany - 100% -
Global Environment Management (FZC) (held by MSSL Mauritius Holdings Limited)
UAE 78.82% 78.82% March 31, 2017
Global Environment Management Australia Pty Limited (held by Global Environment Management (FZC))
Australia 100% 100% March 31, 2017
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, 2017
Motherson Elastomers Pty Limited (held by MSSL Australia Pty Limited)
Australia 100% 100% March 31, 2017
Motherson Investments Pty Limited (held by MSSL Australia Pty Limited)
Australia 100% 100% March 31, 2017
MSSL Global RSA Module Engineering Limited (held by MSSL Mauritius Holdings Limited)
South Africa 100% 100% March 31, 2017
Samvardhana Motherson Global Holdings Ltd. (SMGHL) (held by MSSL Mauritius Holdings Limited)
Cyprus 51% 51% March 31, 2017
MSSL Japan Limited (held by MSSL (S) Pte Limited)
Japan 100% 100% March 31, 2017
MSSL México, S.A. De C.V. (held by MSSL (S) Pte Limited)
Mexico 100% 100% March 31, 2017
Vacuform 2000 (Proprietary) Limited (held by MSSL Mauritius Holdings Limited)
South Africa 51% 51% March 31, 2017
MSSL WH System (Thailand) Co., Ltd (held by MSSL (S) Pte. Ltd.)
Thailand 100% 100% March 31, 2017
MSSL Korea WH Limited (held by MSSL (S) Pte. Ltd.)
Korea 100% 100% March 31, 2017
MSSL Automobile Component Ltd India 100% 100% March 31, 2017
Samvardhana Motherson Polymers Limited (SMPL) India 51% 51% March 31, 2017
MSSL Consolidated Inc. (held by MSSL (GB) Ltd.) USA 100% 100% March 31, 2017
MSSL Overseas Wiring System Ltd. (held by MSSL Consolidated Inc)
UK 100% 100% March 31, 2017
MSSL Wiring System Inc (held by MSSL Overseas Wiring System Ltd)
USA 100% 100% March 31, 2017
Book 1.indb 184Book 1.indb 184 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 185
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for ConsolidationMarch 31,
2017March 31,
2016Alphabet de Mexico, S.A. de C.V. (held by MSSL (GB) Ltd.)
Mexico 100% 100% March 31, 2017
Alphabet de Mexico de Monclova, S.A. de C.V. (held by MSSL (GB) Ltd.)
Mexico 100% 100% March 31, 2017
Alphabet de Saltillo, S.A. de C.V. (held by MSSL (GB) Ltd.)
Mexico 100% 100% March 31, 2017
MSSL Wirings Juarez, S.A. de C.V. Mexico 100% 100% March 31, 2017
Samvardhana Motherson Automotive Systems Group B.V. (SMRPBV) (held by SMGHL and SMPL)
Netherlands 100% 100% March 31, 2017
Samvardhana Motherson Peguform GmbH (held by SMRPBV)
Germany 100% 100% March 31, 2017
SMP Deutschland GmbH (held by Samvardhana Motherson Peguform GmbH and SMGHL)
Germany 100% 100% March 31, 2017
SMP Automotive Technology Iberica S.L. (by SMRPBV)
Spain 100% 100% March 31, 2017
SMP Automotive Technology Management Services (Changchun) Co. Ltd. (held by SMP Deutschland GmbH)
China 100% 100% March 31, 2017
SMP Automotive Technologies Teruel Sociedad Limitada (held by SMP Automotive Technology Iberica S.L.)
Spain 100% 100% March 31, 2017
SMP Automotive Systems Mexico S.A. de C.V. (held by SMP Automotive Technology Iberica S.L.)
Mexico100%
-1share100%
-1share March 31, 2017
Samvardhana Motherson Peguform Barcelona S.L.U (held by SMP Automotive Technology Iberica S.L.)
Spain 100% 100% March 31, 2017
SMP Logistik Service GmbH (held by SMP Deutschland GmbH)
Germany 100% 100% March 31, 2017
Samvardhana Motherson Peguform Automotive Technology Portugal S.A. (held by SMP Automotive Technology Iberica S.L.)
Portugal 100% 100% March 31, 2017
SMP Automotive Solutions Slovakia s.r.o (held by SMP Deutschland GmbH)
Slovakia 100% 100% March 31, 2017
Changchun Peguform Automotive Plastics Technology Co., Ltd.(held by SMP Deutschland GmbH)
China50%
+1share50%
+1share March 31, 2017
SMP Automotive Produtos Automotivos do Brasil Ltda. (held by SMP Automotive Technology Iberica S.L.)
Brazil100%
-1share100%
-1share March 31, 2017
Foshan Peguform Automotive Plastics Technology Co. Ltd. (held by Changchun Peguform Automotive Plastics Technology Co., Ltd.)
China 100% 100% March 31, 2017
SMP Exterior Automotive GmbH (held by Samvardhana Motherson Peguform GmbH)
Germany 100% 100% March 31, 2017
SMP Automotive Interiors (Beijing) Co. Ltd (held by SMRPBV)
China 100% 100% March 31, 2017
Samvardhana Motherson Refl ectec Group Holdings Limited (SMR) (held by SMRPBV)
Jersey 98.45% 98.45% March 31, 2017
Samvardhana Motherson Innovative Autosystems BV & Co. KG (held by Samvardhana Motherson Peguform GmbH)
Germany 100% 100% March 31, 2017
Book 1.indb 185Book 1.indb 185 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
186 Annual Report 2016-17
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for ConsolidationMarch 31,
2017March 31,
2016SMR Automotive Holding Hong Kong Limited (held by SMR)
Hong Kong 100% 100% March 31, 2017
SMR Automotive Technology Holding Cyprus Limited (held by SMR)
Cyprus 100% 100% March 31, 2017
SMR Automotive Mirror Systems Holding Deutschland GmbH (held by SMR)
Germany 100% 100% March 31, 2017
SMR Automotive Mirrors Stuttgart GmbH (held by SMR)
Germany 100% 100% March 31, 2017
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% 89.86% March 31, 2017
SMR Hyosang Automotive Ltd. (held by SMR) South Korea 100% 89.86% March 31, 2017
SMR Holding Australia Pty Ltd. (held by SMR) Australia 100% 100% March 31, 2017
SMR Automotive Australia Pty Limited (held by SMR)
Australia 100% 100% March 31, 2017
SMR Automotive Mirror Technology Hungary BT (held by SMR)
Hungary 100% 100% March 31, 2017
SMR Grundbesitz GmbH & Co. KG (held by SMR) Germany 93.07% 93.07% March 31, 2017
SMR Automotive (Langfang) Co. Ltd (held by SMR Automotive Modules Korea Ltd)
China 100% 89.86% March 31, 2017
SMR Automotive Mirror Parts and Holdings UK Ltd (held by SMR)
UK 100% 100% March 31, 2017
SMR Automotive Mirrors UK Limited (held by SMR) UK 100% 100% March 31, 2017
SMR Automotive Technology Valencia S.A.U. (held by SMR)
Spain 100% 100% March 31, 2017
SMR Automotive Mirror Services UK Ltd. (held by SMR) dissolved on March 05, 2016
UK - 100% -
SMR Automotive Mirror International USA Inc. (held by SMR)
USA 100% 100% March 31, 2017
SMR Automotive Systems USA Inc. (held by SMR) USA 100% 100% March 31, 2017
SMR Automotive Systems France S.A. (held by SMR Automotive Technology Holding Cyprus Limited)
France 100% 100% March 31, 2017
SMR Automotive Systems India Limited (Jointly held by the MSSL and SMR Automotive Technology Holding Cyprus Limited)
India 100% 100% March 31, 2017
SMR Automotive Yancheng Co. Limited (held by SMR Automotive Holding Hong Kong Limited)
China 100% 100% March 31, 2017
SMR Automotive Beijing Company Limited (held by SMR Automotive Holding Hong Kong Limited)
China 100% 100% March 31, 2017
SMR Automotive Mirror Technology Holding Hungary KFT (held by SMR Automotive Technology Holding Cyprus Limited)
Hungary 100% 100% March 31, 2017
SMR Automotive Systems Spain S.A.U (held by SMR)
Spain 100% 100% March 31, 2017
SMR Automotive Vision Systems Mexico S.A de C.V (held by SMR)
Mexico 100% 100% March 31, 2017
SMR Automotive Servicios Mexico S.A de C.V (held by SMR) - under liquidation
Mexico 100% 100% March 31, 2017
Book 1.indb 186Book 1.indb 186 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 187
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for ConsolidationMarch 31,
2017March 31,
2016SMR Patents S.à.r.l. (held by SMR) Luxembourg 100% 100% March 31, 2017
SMR Automotive Beteiligungen Deutschland GmbH (held by SMR)
Germany 100% 100% March 31, 2017
SMR Automotive Brasil Ltda. (held by SMR) Brazil 100% 100% March 31, 2017
SMR Automotives Systems Macedonia Dooel Skopje (held by SMR)
Macedonia 100% 100% March 31, 2017
SMR Automotive System (Thailand) Limited (held by SMR Automotive Technology Holding Cyprus Limited)
Thailand 100% 100% March 31, 2017
SMR Automotive Operations Japan K.K. (held by SMR)
Japan 100% 100% March 31, 2017
SMR Automotive Vision System Operations USA INC. (held by SMR)
USA 100% 100% March 31, 2017
SMR Mirror UK Limited (held by SMR) UK 100% 100% March 31, 2017
Samvardhana Motherson Innovative Autosystems Holding Company BV (held by SMR)
Netherlands 100% 100% March 31, 2017
SM Real Estate GmbH (held by SMP Automotive Exterior GmbH)
Germany 94.80% 94.80% March 31, 2017
Samvardhana Motherson Innovative Autosystems de Mexico, S.A. de C.V. (held jointly by SMR & SMP)
Mexico 100% 99% March 31, 2017
Samvardhana Motherson Global (FZE) (Held by SMR)
UAE 100% 100% March 31, 2017
SMP Automotive Systems Alabama Inc. USA 100% 100% March 31, 2017
Motherson Innovations Company Limited (Held by SMR)
England 100% 100% March 31, 2017
Motherson Innovations Deutschland GmbH Germany 100% 100% March 31, 2017
SAKS Ancillaries Limited India 40.01% 40.01% March 31, 2017
Re time Pty Limited (held by SMR) Australia 35% 35% March 31, 2017
Kyungshin Industrial Motherson Limited India 50% 50% March 31, 2017
Calsonic Kansei Motherson Auto Products Private Limited
India 49% 49% March 31, 2017
Ningbo SMR Huaxiang Automotive Mirrors Co. Ltd. (through SMR)
China 50% 50% March 31, 2017
Chongqing SMR Huaxiang automotive Products Limited (through SMR)
China - 50% -
Celulosa Fabril S.A. (CEFA) (through SMP Automotive Technology Iberica S.L.)
Spain 50% 50% March 31, 2017
Modulos Rivera Alta S.L.U. (held by Celulosa Fabril S.A.)
Spain 100% 100% March 31, 2017
Eissmann SMP Automotive Interieur Slovensko s.r.o (through SMP Deutschland GmbH)
Slovakia 49% 49% March 31, 2017
Samvardhana Motherson Nippisun Technology Ltd (SMNTL)
India 100% 49.50% March 31, 2017
MSSL Manufacturing Hungary Kft (held by MSSL GMBH)
Hungary 100% - March 31, 2017
SMR Automotive Industries RUS Limited Liability Company (incorported on 03.10.2016) (held by SMR)
Russia 100% - March 31, 2017
Book 1.indb 187Book 1.indb 187 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
188 Annual Report 2016-17
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for ConsolidationMarch 31,
2017March 31,
2016Motherson Innovations Lights GmbH & Co KG (formerly Kobek Siebdruck GmbH & Co. KG – acquired on 02.01.2017 held by Samvardhana Motherson Peguform GmbH)
Germany 100% - March 31, 2017
Motherson Innovations Lights Verwaltungs GmbH (formerly Kobek Verwaltungs GmbH - acquired on 02.01.2017 held by Motherson Innovations Lights GmbH & Co KG)
Germany 100% - March 31, 2017
MSSL Estonia WH OÜ (incorporated on 30.01.2017) (held by MSSL (GB) Limited)
Estonia 100% - March 31, 2017
PKC Group Plc (held by MSSL Estonia WH OÜ) * Finland 100% - March 31, 2017
PKC Wiring Systems Oy (held by PKC Group Plc)* Finland 100% - March 31, 2017
PKC Netherlands Holding B.V. (held by PKC Group Plc)*
Netherlands 100% - March 31, 2017
PKC Group Poland Sp. z o.o. (held by PKC Eesti AS)*
Poland 100% - March 31, 2017
PKC Wiring Systems Llc (held by PKC Wiring Systems Oy)*
Serbia 100% - March 31, 2017
PKC Group APAC Limited (held by PKC Wiring Systems Oy)*
Hong Kong 100% - March 31, 2017
PKC Group Canada Inc. (held by PKC Wiring Systems Oy)*
Canada 100% - March 31, 2017
PKC Group USA Inc. (held by PKC Wiring Systems Oy)*
USA 100% - March 31, 2017
PKC Group Mexico S.A. de C.V. (held by PKC Wiring Systems Oy)*
Mexico 100% - March 31, 2017
Project del Holding S.a.r.l. (held by PKC Wiring Systems Oy)*
Luxembourg 100% - March 31, 2017
PK Cables do Brasil Ltda (held by PKC Wiring Systems Oy)*
Brazil 100% - March 31, 2017
PKC Eesti AS (held by PKC Wiring Systems Oy)* Estonia 100% - March 31, 2017
TKV-sarjat Oy (held by PKC Wiring Systems Oy)* Finland 100% - March 31, 2017
PKC SEGU Systemelektrik GmbH (held by PKC Wiring Systems Oy)*
Germany 100% - March 31, 2017
PK Cables Nederland B.V. (held by PKC Netherlands Holding B.V.)*
Netherlands 100% - March 31, 2017
Groclin Luxembourg S.à r.l. (held by PKC Group Poland Holding Sp. z o.o.)*
Luxembourg 100% - March 31, 2017
PKC Vehicle Technology (Suzhou) Co., Ltd. (held by PKC Group APAC Limited)*
China 100% - March 31, 2017
AEES Inc. (held by PKC Group USA Inc.)* USA 100% - March 31, 2017
PKC Group Lithuania UAB (held by PKC Eesti AS)* Lithuania 100% - March 31, 2017
PKC Group Poland Holding Sp. z o.o. (w.e.f. 29.03.2017 held by PKC Wiring Systems Oy)*
Poland 100% - March 31, 2017
OOO AEK (held by PKC Eesti AS)* Russia 100% - March 31, 2017
Kabel-Technik-Polska Sp. z o.o. (held by Groclin Luxembourg S.à r.l.)*
Poland 100% - March 31, 2017
AEES Power Systems Limited partnership (held by AEES Inc.)*
USA 100% - March 31, 2017
T.I.C.S. Corporation (held by AEES Inc.)* USA 100% - March 31, 2017
Book 1.indb 188Book 1.indb 188 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 189
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for ConsolidationMarch 31,
2017March 31,
2016Fortitude Industries Inc. (held by AEES Inc.)* USA 100% - March 31, 2017
AEES Manufactuera, S. De R.L de C.V. (held by Project del Holding S.a.r.l.)*
Mexico 100% - March 31, 2017
Cableodos del Norte II, S. de R.L de C.V. (held by Project del Holding S.a.r.l.)*
Mexico 100% - March 31, 2017
Manufacturas de Componentes Electricos de Mexico S. de R.L de C.V. (held by Project del Holding S.a.r.l.)*
Mexico 100% - March 31, 2017
Arneses y Accesorios de México, S. de R.L de C.V. (held by Project del Holding S.a.r.l.)*
Mexico 100% - March 31, 2017
Asesoria Mexicana Empresarial, S. de R.L de C.V. (held by Project del Holding S.a.r.l.)*
Mexico 100% - March 31, 2017
Arneses de Ciudad Juarez, S. de R.L de C.V. (held by Project del Holding S.a.r.l.)*
Mexico 100% - March 31, 2017
PKC Group de Piedras Negras, S. de R.L. de C.V. (held by Project del Holding S.a.r.l.)*
Mexico 100% - March 31, 2017
PKC Group AEES Commercial S. de R.L de C.V (held by Project del Holding S.a.r.l.)*
Mexico 100% - March 31, 2017
Jiangsu Huakai-PKC Wire Harness Co., Ltd. (held by PKC Group APAC Limited)*
China 50% - March 31, 2017
PKC Vechicle Technology (Hefei) Co, Ltd. (held by PKC Group APAC Limited)*
China 50% - March 31, 2017
* Acquired on March 27, 2017 (Refer note 52(a))
E. Details of subsidiaries / Joint Ventures / Associate of Samvardhana Motherson Group Holding Limited (SMGHL, Cyprus) which have been considered in these consolidated fi nancial statements are as follows:
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for Consolidation
March 31, 2017
March 31, 2016
Samvardhana Motherson Automotive Systems Group B.V. (SMRPBV) (formerly Samvardhana Motherson B.V.) (held by SMGHL and SMPL)
Netherlands 69% 69% March 31, 2017
Samvardhana Motherson Refl ectec Group Holdings Limited (SMR) (held by Samvardhana Motherson Automotive Systems Group B.V.)
Jersey 98.45% 98.45% March 31, 2017
SMR Automotive Holding Hong Kong Limited (held by SMR)
Hong Kong 100% 100% March 31, 2017
SMR Automotive Technology Holding Cyprus Limited (held by SMR)
Cyprus 100% 100% March 31, 2017
SMR Automotive Mirror Systems Holding Deutschland GmbH (held by SMR)
Germany 100% 100% March 31, 2017
SMR Automotive Mirrors Stuttgart GmbH (held by SMR)
Germany 100% 100% March 31, 2017
SMR Poong Jeong Automotive Mirrors Korea Ltd. (held by SMR)
South Korea 100% 89.86% March 31, 2017
SMR Hyosang Automotive Ltd. (held by SMR) South Korea 100% 89.86% March 31, 2017
SMR Holding Australia Pty Ltd. (held by SMR) Australia 100% 100% March 31, 2017
SMR Automotive Australia Pty Limited (held by SMR)
Australia 100% 100% March 31, 2017
Book 1.indb 189Book 1.indb 189 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
190 Annual Report 2016-17
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for Consolidation
March 31, 2017
March 31, 2016
SMR Automotive Mirror Technology Hungary BT (held by SMR)
Hungary 100% 100% March 31, 2017
SMR Grundbesitz GmbH & Co. KG (held by SMR) Germany 93.07% 93.07% March 31, 2017
SMR Automotive (Langfang) Co. Ltd (held by SMR,Korea)
China 100% 89.86% March 31, 2017
SMR Automotive Mirror Parts and Holdings UK Ltd (held by SMR)
UK 100% 100% March 31, 2017
SMR Automotive Mirrors UK Limited (held by SMR) UK 100% 100% March 31, 2017
SMR Automotive Technology Valencia S.A.U. (held by SMR)
Spain 100% 100% March 31, 2017
SMR Automotive Mirror Services UK Ltd. (held by SMR)
UK - 100% -
SMR Automotive Mirror International USA Inc. (held by SMR)
USA 100% 100% March 31, 2017
SMR Automotive Systems USA Inc. (held by SMR) USA 100% 100% March 31, 2017
SMR Automotive Systems France S.A. (held by SMR)
France 100% 100% March 31, 2017
SMR Automotive Systems India Limited (held by SMR)
India 100% 100% March 31, 2017
SMR Automotive Yancheng Co. Limited (held by SMR)
China 100% 100% March 31, 2017
SMR Automotive Beijing Company Limited (held by SMR)
China 100% 100% March 31, 2017
SMR Automotive Mirror Technology Holding Hungary KFT (held by SMR)
Hungary 100% 100% March 31, 2017
SMR Automotive Systems Spain S.A.U (held by SMR)
Spain 100% 100% March 31, 2017
SMR Automotive Vision Systems Mexico S.A de C.V (held by SMR)
Mexico 100% 100% March 31, 2017
SMR Automotive Servicios Mexico S.A de C.V (held by SMR)
Mexico 100% 100% March 31, 2017
SMR Patents S.à.r.l. (held by SMR) Luxembourg 100% 100% March 31, 2017
SMR Automotive Beteiligungen Deutschland GmbH (held by SMR)
Germany 100% 100% March 31, 2017
SMR Automotive Brasil Ltda. (held by SMR) Brazil 100% 100% March 31, 2017
SMR Automotives Systems Macedonia Dooel Skopje (held by SMR)
Macedonia 100% 100% March 31, 2017
SMR Automotive System (Thailand) Limited (held by SMR)
Thailand 100% 100% March 31, 2017
SMR Automotive Operations Japan K.K. (held by SMR)
Japan 100% 100% March 31, 2017
SMR Automotive Vision System Operations USA INC. (held by SMR)
USA 100% 100% March 31, 2017
SMR Mirror UK Limited (held by SMR) UK 100% 100% March 31, 2017
Samvardhana Motherson Innovative Autosystems Holding Company BV (held by SMR)
Netherlands 100% 100% March 31, 2017
Samvardhana Motherson Innovative Autosystems de Mexico, S.A. de C.V. (held jointly by SMR & SMP)
Mexico 100% 99% March 31, 2017
Book 1.indb 190Book 1.indb 190 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 191
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for Consolidation
March 31, 2017
March 31, 2016
Samvardhana Motherson Global (FZE) (Held by SMR)
UAE 100% 100% March 31, 2017
SMP Automotive Systems Alabama Inc. USA 100% 100% March 31, 2017
Motherson Innovations Company Limited (Held by SMR)
England 100% 100% March 31, 2017
Motherson Innovations Deutschland GmbH Germany 100% 100% March 31, 2017
Re time Pty Limited (held by SMR) Australia 35% 35% March 31, 2017
Ningbo SMR Huaxiang Automotive Mirrors Co. Ltd. (through SMR)
China 50% 50% March 31, 2017
Chongqing SMR Huaxiang automotive Products Limited (through SMR)
China 50% 50% March 31, 2017
Samvardhana Motherson Peguform GmbH (held by SMRPBV)
Germany 100% 100% March 31, 2017
SMP Deutschland GmbH (held by Samvardhana Motherson Peguform GmbH and SMGHL)
Germany 100% 100% March 31, 2017
SMP Automotive Technology Iberica S.L. (by SMRPBV)
Spain 100% 100% March 31, 2017
SMP Automotive Technology Management Services (Changchun) Co. Ltd. (held by SMP Deutschland GmbH)
China 100% 100% March 31, 2017
SMP Automotive Technologies Teruel Sociedad Limitada (held by SMP Automotive Technology Iberica S.L.)
Spain 100% 100% March 31, 2017
SMP Automotive Systems Mexico S.A. de C.V. (held by SMP Automotive Technology Iberica S.L.)
Mexico100%
-1share100%
-1shareMarch 31, 2017
Samvardhana Motherson Peguform Barcelona S.L.U (held by SMP Automotive Technology Iberica S.L.)
Spain 100% 100% March 31, 2017
SMP Logistik Service GmbH (previously known as SMP Automotive Solutions Personalleasings GmbH) (held by SMP Deutschland GmbH)
Germany 100% 100% March 31, 2017
Samvardhana Motherson Peguform Automotive Technology Portugal S.A. (held by SMP Automotive Technology Iberica S.L.)
Portugal 100% 100% March 31, 2017
SMP Automotive Solutions Slovakia s.r.o (held by SMP Deutschland GmbH)
Slovakia 100% 100% March 31, 2017
Changchun Peguform Automotive Plastics Technology Co., Ltd.(held by SMP Deutschland GmbH)
China50%
+1share50%
+1shareMarch 31, 2017
SMP Automotive Produtos Automotivos do Brasil Ltda. (held by SMP Automotive Technology Iberica S.L.)
Brazil100%
-1share100%
-1shareMarch 31, 2017
Foshan Peguform Automotive Plastics Technology Co. Ltd. (held by Changchun Peguform Automotive Plastics Technology Co., Ltd.)
China 100% 100% March 31, 2017
SMP Exterior Automotive GmbH (held by Samvardhana Motherson Peguform GmbH)
Germany 100% 100% March 31, 2017
SMP Automotive Interiors (Beijing) Co. Ltd (held by SMRPBV)
China 100% 100% March 31, 2017
Book 1.indb 191Book 1.indb 191 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
192 Annual Report 2016-17
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for Consolidation
March 31, 2017
March 31, 2016
Samvardhana Motherson Innovative Autosystems BV & Co. KG (held by Samvardhana Motherson Peguform GmbH)
Germany 100% 100% March 31, 2017
SM Real Estate GmbH (held by SMP Automotive Exterior GmbH)
Germany 94.80% 94.80% March 31, 2017
Celulosa Fabril S.A. (CEFA) (through SMP automotive technology Iberica S.L.)
Spain 50% 50% March 31, 2017
Modulos Rivera Alta S.L.U. (through Celulosa Fabril S.A.)
Spain 100% 100% March 31, 2017
Eissmann SMP Automotive Interieur Slovensko s.r.o (through SMP Deutschland GmbH)
Slovakia 49% 49% March 31, 2017
SMR Automotive Industries RUS Limited Liability Company (incorported on 03.10.2016) (held by SMR)
Russia 100% - March 31, 2017
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% - March 31, 2017
Motherson Innovations Lights Verwaltungs GmbH (formerly Kobek Verwaltungs GmbH - acquired on 02.01.2017 held by Motherson Innovations Lights GmbH & Co KG)
Germany 100% - March 31, 2017
F. Details of subsidiaries / Joint Ventures / Associate of Samvardhana Motherson Polymers Limited (SMPL) which have been considered in these consolidated fi nancial statements are as follows:
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for Consolidation
March 31, 2017
March 31, 2016
Samvardhana Motherson Automotive Systems Group B.V. (SMRPBV) (formerly Samvardhana Motherson B.V.) (held by SMGHL and SMPL)
Netherlands 100% 31% March 31, 2017
Samvardhana Motherson Peguform GmbH (held by SMRPBV)
Germany 100% 100% March 31, 2017
SMP Deutschland GmbH (held by Samvardhana Motherson Peguform GmbH and SMGHL)
Germany 100% 100% March 31, 2017
SMP Automotive Technology Iberica S.L. (by SMRPBV)
Spain 100% 100% March 31, 2017
SMP Automotive Technology Management Services (Changchun) Co. Ltd. (held by SMP Deutschland GmbH)
China 100% 100% March 31, 2017
SMP Automotive Technologies Teruel Sociedad Limitada (held by SMP Automotive Technology Iberica S.L.)
Spain 100% 100% March 31, 2017
SMP Automotive Systems Mexico S.A. de C.V. (held by SMP Automotive Technology Iberica S.L.)
Mexico 100%-1share 100%-1share March 31, 2017
Samvardhana Motherson Peguform Barcelona S.L.U (held by SMP Automotive Technology Iberica S.L.)
Spain 100% 100% March 31, 2017
Book 1.indb 192Book 1.indb 192 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 193
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for Consolidation
March 31, 2017
March 31, 2016
SMP Logistik Service GmbH (previously known as SMP Automotive Solutions Personalleasings GmbH) (held by SMP Deutschland GmbH)
Germany 100% 100% March 31, 2017
Samvardhana Motherson Peguform Automotive Technology Portugal S.A. (held by SMP Automotive Technology Iberica S.L.)
Portugal 100% 100% March 31, 2017
SMP Automotive Solutions Slovakia s.r.o (held by SMP Deutschland GmbH)
Slovakia 100% 100% March 31, 2017
Changchun Peguform Automotive Plastics Technology Co., Ltd.(held by SMP Deutschland GmbH)
China 50% +1share 50% +1share March 31, 2017
SMP Automotive Produtos Automotivos do Brasil Ltda. (held by SMP Automotive Technology Iberica S.L.)
Brazil 100%-1share 100%-1share March 31, 2017
Foshan Peguform Automotive Plastics Technology Co. Ltd. (held by Changchun Peguform Automotive Plastics Technology Co., Ltd.)
China 100% 100% March 31, 2017
SMP Exterior Automotive GmbH (held by Samvardhana Motherson Peguform GmbH)
Germany 100% 100% March 31, 2017
SMP Automotive Interiors (Beijing) Co. Ltd (held by SMRPBV)
China 100% 100% March 31, 2017
Samvardhana Motherson Innovative Autosystems BV & Co. KG (held by Samvardhana Motherson Peguform GmbH)
Germany 100% 100% March 31, 2017
SM Real Estate GmbH (held by SMP Automotive Exterior GmbH)
Germany 94.80% 94.80% March 31, 2017
Celulosa Fabril S.A. (CEFA) (through SMP automotive technology Iberica S.L.)
Spain 50% 50% March 31, 2017
Modulos Rivera Alta S.L.U. (through Celulosa Fabril S.A.)
Spain 100% 100% March 31, 2017
Eissmann SMP Automotive Interieur Slovensko s.r.o (through SMP Deutschland GmbH)
Slovakia 49% 49% March 31, 2017
Samvardhana Motherson Refl ectec Group Holdings Limited (SMR) (held by Samvardhana Motherson Automotive Systems Group B.V.)
Jersey 98.45% 98.45% March 31, 2017
SMR Automotive Holding Hong Kong Limited (held by SMR)
Hong Kong 100% 100% March 31, 2017
SMR Automotive Technology Holding Cyprus Limited (held by SMR)
Cyprus 100% 100% March 31, 2017
SMR Automotive Mirror Systems Holding Deutschland GmbH (held by SMR)
Germany 100% 100% March 31, 2017
SMR Automotive Mirrors Stuttgart GmbH (held by SMR)
Germany 100% 100% March 31, 2017
SMR Poong Jeong Automotive Mirrors Korea Ltd. (held by SMR)
South Korea 100% 89.86% March 31, 2017
SMR Hyosang Automotive Ltd. (held by SMR) South Korea 100% 89.86% March 31, 2017
SMR Holding Australia Pty Ltd. (held by SMR) Australia 100% 100% March 31, 2017
SMR Automotive Australia Pty Limited (held by SMR)
Australia 100% 100% March 31, 2017
Book 1.indb 193Book 1.indb 193 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
194 Annual Report 2016-17
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for Consolidation
March 31, 2017
March 31, 2016
SMR Automotive Mirror Technology Hungary BT (held by SMR)
Hungary 100% 100% March 31, 2017
SMR Grundbesitz GmbH & Co. KG (held by SMR)
Germany 93.07% 93.07% March 31, 2017
SMR Automotive (Langfang) Co. Ltd (held by SMR,Korea)
China 100% 89.86% March 31, 2017
SMR Automotive Mirror Parts and Holdings UK Ltd (held by SMR)
UK 100% 100% March 31, 2017
SMR Automotive Mirrors UK Limited (held by SMR)
UK 100% 100% March 31, 2017
SMR Automotive Technology Valencia S.A.U. (held by SMR)
Spain 100% 100% March 31, 2017
SMR Automotive Mirror Services UK Ltd. (held by SMR)
UK - 100% -
SMR Automotive Mirror International USA Inc. (held by SMR)
USA 100% 100% March 31, 2017
SMR Automotive Systems USA Inc. (held by SMR)
USA 100% 100% March 31, 2017
SMR Automotive Systems France S.A. (held by SMR)
France 100% 100% March 31, 2017
SMR Automotive Systems India Limited (held by SMR)
India 100% 100% March 31, 2017
SMR Automotive Yancheng Co. Limited (held by SMR)
China 100% 100% March 31, 2017
SMR Automotive Beijing Company Limited (held by SMR)
China 100% 100% March 31, 2017
SMR Automotive Mirror Technology Holding Hungary KFT (held by SMR)
Hungary 100% 100% March 31, 2017
SMR Automotive Systems Spain S.A.U (held by SMR)
Spain 100% 100% March 31, 2017
SMR Automotive Vision Systems Mexico S.A de C.V (held by SMR)
Mexico 100% 100% March 31, 2017
SMR Automotive Servicios Mexico S.A de C.V (held by SMR)
Mexico 100% 100% March 31, 2017
SMR Patents S.à.r.l. (held by SMR) Luxembourg 100% 100% March 31, 2017
SMR Automotive Beteiligungen Deutschland GmbH (held by SMR)
Germany 100% 100% March 31, 2017
SMR Automotive Brasil Ltda. (held by SMR) Brazil 100% 100% March 31, 2017
SMR Automotives Systems Macedonia Dooel Skopje (held by SMR)
Macedonia 100% 100% March 31, 2017
SMR Automotive System (Thailand) Limited (held by SMR)
Thailand 100% 100% March 31, 2017
SMR Automotive Operations Japan K.K. (held by SMR)
Japan 100% 100% March 31, 2017
SMR Automotive Vision System Operations USA INC. (held by SMR)
USA 100% 100% March 31, 2017
SMR Mirror UK Limited (held by SMR) UK 100% 100% March 31, 2017
Samvardhana Motherson Innovative Autosystems Holding Company BV (held by SMR)
Netherlands 100% 100% March 31, 2017
Book 1.indb 194Book 1.indb 194 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 195
Name of the Company Country of Incorporation
% voting power held as at Reporting Dates used for Consolidation
March 31, 2017
March 31, 2016
Samvardhana Motherson Innovative Autosystems de Mexico, S.A. de C.V. (held jointly by SMR & SMP)
Mexico 100% 99% March 31, 2017
Samvardhana Motherson Global (FZE) (Held by SMR)
UAE 100% 100% March 31, 2017
SMP Automotive Systems Alabama Inc. USA 100% 100% March 31, 2017
Motherson Innovations Company Limited (Held by SMR)
England 100% 100% March 31, 2017
Motherson Innovations Deutschland GmbH Germany 100% 100% March 31, 2017
Re time Pty Limited (held by SMR) Australia 35% 35% March 31, 2017
Ningbo SMR Huaxiang Automotive Mirrors Co. Ltd. (through SMR)
China 50% 50% March 31, 2017
Chongqing SMR Huaxiang automotive Products Limited (through SMR)
China 50% 50% March 31, 2017
SMR Automotive Industries RUS Limited Liability Company (incorported on 03.10.2016) (held by SMR)
Russia 100% - March 31, 2017
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% - March 31, 2017
Motherson Innovations Lights Verwaltungs GmbH (formerly Kobek Verwaltungs GmbH - acquired on 02.01.2017 held by Motherson Innovations Lights GmbH & Co KG)
Germany 100% - March 31, 2017
43. Interests in Joint Ventures The Group’s interests, as a venture, in jointly controlled entities as at March 31, 2017 are:
Name of the Company Country of Incorporation
% voting power held as atMarch 31, 2017 March 31, 2016
Samvardhana Motherson Global Holding Limited (Consolidated)
Cyprus 49% 49%
Motherson Sumi Systems Limited (Consolidated) India 34.81% 36.93%
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%
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%
Book 1.indb 195Book 1.indb 195 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
196 Annual Report 2016-17
Name of the Company Country of Incorporation
% voting power held as atMarch 31, 2017 March 31, 2016
CTM India Limited India 41% 41%
Nachi Motherson Precision Private Limited India 49% 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%
Following amounts represent the Group’s share of the contingent liabilities and capital commitment of the joint ventures:
Particulars March 31, 2017 March 31, 2016Contingent Liabilities - In respect of Excise, Sales tax & Service tax matters 850 387
- Bank Guarantees 330 105
Capital Commitment 2,242 3,837
44. Provisions a) 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.
b) 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.
c) Litigations Provision for litigations/disputes represents claims against the Company 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 - ` 64 million (Previous year : ` 51 million): Amount of the provision relates to claims against the Company in respect of overtime payment, salary parity payment, tenure / damages caused by labour related diseases and labour accidents.
b. Civil claims - ̀ Nil (Previous year: ̀ 6 million): Amount of the provision relates to claims against the Company from suppliers.
c. Tax and other claims - ` 94 million (Previous year : ` 79 million): Amount of the provision relates to claims against the Company in respect of sales tax , excise and entry tax demands including interest thereon, where applicable, being contested by the Company. It is not practicable for the Company to estimate the timings of cash outfl ows, if any, in respect of the above pending resolution of the respective proceedings.
d. Litigation Cost - ` 210 million (Previous year : ` 76 million): Amount of provision relates to costs to be incurred in respect of compensation claim, on Cross Industries (former shareholder of Peguform Group) for violation of obligations of the share purchase agreement, fi led with International Chamber of Commerce.
Book 1.indb 196Book 1.indb 196 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 197
The group has the following provisions in the books of account:
Warranty Onerous Contracts LitigationsMarch 31,
2017March 31,
2016March 31,
2017March 31,
2016March 31,
2017March 31,
2016Opening Balance 1,238 900 10 9 212 209Addition acquired through acquisition*
(18) - (0) - (3) -
Additions during the year 325 663 - - 271 111
Utilised/Reversed during the year (369) (397) - - (97) (121)
Exchange translation adjustment
(62) 72 (1) 1 (15) 13
Closing balance 1,114 1,238 9 10 368 212Classifi ed as Non – Current (Refer Note 8)
112 99 - - 64 56
Classifi ed as Current (Refer Note 12)
1,002 1,139 9 10 304 156
* Amount is below the rounding off norm adopted by the Company
45. Percentage of Group in Net Assets (total assets minus total liabilities and share in profi t or loss) Current Year 2016-2017
Name of the Company Net Assets Share in profi t or (loss)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
Motherson Advanced Tooling Solutions Limited (0)* (154) (0)* (40)
Motherson Auto Solutions Limited 6 2,784 (0) (51)
MothersonSumi Infotech & Designs Limited # 1 457 1 78
Motherson Consultancies Service Limited (0)* (40) 0* 17
Motherson Sintermetal Technology Limited# (5) (2,274) (9) (767)
Motherson Techno Tools Limited # 2 1,138 0* 39
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)
Book 1.indb 197Book 1.indb 197 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
198 Annual Report 2016-17
Name of the Company Net Assets Share in profi t or (loss)As a % of
Consolidated Net Assets
Amount As a % of Consolidated Profi t/ (loss)
Amount
Foreign:Samvardhana Motherson Finance Services Cyprus Limited
2 773 4 306
Samvardhana Motherson Holding (M) Pvt. Limited
(1) (598) (1) (61)
Associates (Investment as per Equity Method)Indian:Motherson Air Travel Agencies Ltd - - 0* 6
Joint Ventures (As per Proportionate Consolidation)Indian:AES (India) Engineering Limited 0* 13 0* 2
Anest Iwata Motherson Private Limited 0* 210 0* 21
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 # 60 28,179 92 7,561
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)
Spheros Motherson Thermal System Limited 0* 76 0* 20
Motherson Bergstrom HVAC Solutions Private Limited
0* 10 (0)* (1)
Foreign:Magneti Marelli Motherson India Holding B.V. 0* 207 (0)* (2)
Samvardhana Motherson Global Holdings Limited #
39 18,591 64 5,274
Minority Interest in All Subsidiaries (37) (17,678) (55) (4,576)
Total 100 47,222 100 8,252Adjustment arising out of Consolidation 2,581 182As per Consolidated Financial Statements 44,641 8,070
# Net assets and Profi t / (Loss) are consolidated amount, including its step down subsidiaries, joint ventures and associates.
* Amount is below the rounding off norm adopted by the Company
Book 1.indb 198Book 1.indb 198 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 199
Previous Year 2015-2016
Name of the Company Net Assets Share in profi t or (loss)As a % of
Consolidated Net Assets
Amount As a % of Consolidated Profi t/ (loss)
Amount
Samvardhana Motherson International Limited 28 9,019 (17) (1,034)
Subsidiaries:
Indian:
SAKS Ancillaries Limited 0* 87 0* 2
Motherson Machinery and Automations Limited 0* 10 0* 2
Nachi Motherson Tool Technology Limited 0* 33 0* 3
Tigers Connect Travel Systems & Solutions Limited 0* 55 0* 1
Motherson Molds and Diecasting Limited 0* 103 0* 21
Motherson Advanced Tooling Solutions Limited (0)* (114) (1) (67)
Motherson Auto Solutions Limited 3 1,025 (0)* (24)
MothersonSumi Infotech & Designs Limited # 1 385 1 41
Motherson Consultancies Service Limited (0)* (57) 0* 20
Motherson Sintermetal Technology Limited# (5) (1,580) (16) (980)
Motherson Techno Tools Limited # 3 1,103 2 102
Samvardhana Motherson Auto Component Private Limited
0* 78 (0)* (12)
Samvardhana Motherson Auto System Private Limited
(0)* (1) (0)* (1)
Samvardhana Motherson Refrigeration Product Limited
(0)* (144) (1) (55)
Motherson Invenzen XLab Pvt. Limited (0)* (4) (1) (35)
Foreign:
Samvardhana Motherson Finance Services Cyprus Limited
2 488 (4) (282)
Samvardhana Motherson Holding (M) Pvt. Limited (2) (590) (1) (43)
Associates (Investment as per Equity Method)
Indian:
Motherson Air Travel Agencies Ltd 0* 115 0* 9
Joint Ventures (As per Proportionate Consolidation)
Indian:
AES (India) Engineering Limited 0* 11 0* 4
Anest Iwata Motherson Private Limited # 1 189 0* 13
Anest Iwata Motherson Coating Equipment Limited 0* 30 0* 11
CTM India Limited 1 143 1 58
Fritzmeier Motherson Cabin Engineering Private Limited
1 231 0* 0*
Matsui Technologies India Limited 0* 26 0* 7
Magneti Marelli Motherson Auto System Private Limited
2 514 0* 27
Motherson Sumi Systems Limited # 48 15,634 108 6,485
Nissin Advanced Coating Indo Co. Private Limited 0* 29 (0)* (1)
Nachi Motherson Precision Private Limited 0* 65 0* 6
Samvardhana Motherson Polymers Limited# 12 4,018 21 1,238
Magneti Marelli Motherson Shock Absorbers India Private Limited
1 335 (1) (80)
Spheros Motherson Thermal System Limited 0* 62 0* 13
Book 1.indb 199Book 1.indb 199 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
200 Annual Report 2016-17
Name of the Company Net Assets Share in profi t or (loss)As a % of
Consolidated Net Assets
Amount As a % of Consolidated Profi t/ (loss)
Amount
Motherson Bergstrom HVAC Solutions Private Limited 0* 11 (0)* (7)
Foreign:
Magneti Marelli Motherson India Holding B.V. 1 224 (0)* (2)
Samvardhana Motherson Global Holdings Limited # 42 13,552 72 4,334
Minority Interest in All Subsidiaries (39) (12,643) (63) (3,781)
Total 100 32,442 100 5,994 Adjustment arising out of Consolidation 3,307 548As per Consolidated Financial Statements 29,135 5,446
# Net assets and Profi t / (Loss) are consolidated amount, including its step down subsidiaries, joint ventures and associates.
* Amount is below the rounding off norm adopted by the Company
46. (i) The Group is required to comply with the local transfer pricing regulations, which are contemporaneous in nature. The companies in the Group appoint independent consultants annually for conducting the transfer pricing study to determine whether the transactions with the associate enterprises are undertaken during the fi nancial year on an arm’s length basis. Adjustments, if any, arising from the transfer pricing study in the respective jurisdiction shall be accounted for as and when the study is completed for the current fi nancial year. The management is of the opinion that its international and domestic transactions are at arm’s length so that aforesaid legislation will not have any impact on the fi nancial statements.
(ii) Current tax expense includes reversal of provision for income tax for earlier years of ` 295 million (Previous year: ` 143 million) due to completion of tax assessments of the Company.
47. 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 purposes 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 scheme in 2006 - 07, towards which 6.0 million equity shares of ` 10/- each fully paid up were allotted to the Trust at par during the year 2006-07, 2.85 million shares of ` 10/- each fully paid up were allotted during the year 2009-10 at a premium of ` 11/- each, 5.2 million shares of ` 10/- each fully paid up were allotted during the year 2011-12 at a premium of ` 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 87,801 (Previous year: Nil) number of shares of ` 24 million (Previous year: Nil) to the employees of the Company during the year ended March 31, 2017.
48. i) The Company has privately placed Redeemable Non-Convertible Debentures amounting to ` 1,200 million (Previous year: ` 6000 million out of which ` 4,000 million of Redeemable Non-Convertible Debentures has been listed in Bombay Stock Exchange) to various lenders during the year and as per Rule 7 (b) (ii) of Chapter IV, Rule 18 (7) of the Companies (Share Capital and Debentures) Rules, 2014, if an NBFC, which is registered with the RBI, issues debentures on a private placement basis, the said NBFC is not required to create any Debenture Redemption Reserve in respect of the said debentures.
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 Core Investment Companies (Reserve Bank) Directions 2015. In accordance of the aforesaid provisions, the Company is not required to and has therefore not created Debenture Redemption Reserve.
ii) The Company is required to pay premium aggregating to ` 1,814 million (Previous year: 2,735 million) at the time of redemption of these debentures, out of which the Company has charged off a premium of ` 972 million (Previous year: ` 893 million) on proportionate basis in the Statement of Profi t and Loss under the head “Other Borrowing Cost” in Note - 30 (Finance Cost) and disclosed as “Premium on Redemption of Debentures” under Note - 7 (Other Long-Term Liabilities) and Note- 11 (Other Current Liabilities).
Book 1.indb 200Book 1.indb 200 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
Samvardhana Motherson International Limited 201
49. The Company received a Letter dated March 13, 2012 from the Reserve Bank of India (“RBI”) to make overseas direct investments under automatic route subject to the condition that the existing overseas step down entities acting as SPV or Holding companies are either collapsed or converted into operating entities on or before March 31, 2014 which was further extended till March 31, 2016 by RBI’s letter dated January 20, 2016. During the year, the Company has informed to Reserve Bank of India that it has complied with all conditions as laid out by RBI and approval for Automatic Route should be granted to the Company.
50. During the year one of the joint ventures of the Company, Samvardhana Motherson Automotive Systems Group “SMRP BV” or “the Joint venture”) issued USD 400 million (` 25,622 million) 4.875% Senior Secured Notes due 2021 (the “Notes”) which will mature on December 16, 2021. The Notes are listed on the Irish Stock Exchange and trade on the Global Exchange Market of the Exchange.
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.
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 SMRP BV, 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 SMRP BV and are secured by share pledge and security interests granted over certain property and assets of SMRP BV and certain of its subsidiaries.
The Company has charged off expense incurred in relation to issue of these Senior Secured Notes directly to the statement of profi t and loss under note 32 as Exceptional Items – Expenses in the year of issue.
51. During the year ended March 31, 2017, MSSL on September 12, 2016 and September 16, 2016, has made allotment of 17,762,460 equity shares and 62,884,827 equity shares of Re. 1 each to Sumitomo Wiring Systems Japan and Qualifi ed Institutional Buyers respectively at an issue price of ` 317 per equity share (including premium of ` 316 per equity share), which has resulted into decrease of Company’s stake in MSSL by 2.12%. Share issue expenses amounting to ̀ 101 million has been charged to Securities Premium Account as per the provisions of Companies Act 2013. The proceeds from the issue have been utilised for the business combination. (Refer note 52).
The Company has charged off expense incurred in relation to issue of these shares directly to the statement of profi t and loss under note 32 as Exceptional Items – Expenses in the year of issue.
52. Business Combination: a) Acquisition of PKC Group Plc (by MSSL)
During the year, MSSL entered into a combination agreement on January 19, 2017 with PKC Group Plc a Finish public Company engaged in designing, manufacturing and integrating electrical distribution systems, electronics and related components for the commercial vehicle industry to buy outstanding shares and outstanding equity instruments for Euro 23.55 in cash for each outstanding share and for each outstanding equity instrument at a consideration of Euro 23.55 minus the applicable subscription price in cash for each such outstanding equity instrument.
In order to effect the Combination, the Company through its wholly owned subsidiary MSSL Estonia WH OU issued a tender offer to purchase all the above mentioned shares and outstanding options.
The price offered for each share validly tendered in the tender offer was Euro 23.55. The price offered for each 2012B stock option validly tendered was Euro 6.9 and the price offered for each 2012C Stock Option was Euro 0.27.
At the closure of tender offer on March 27, 2017 the Company has become the controlling shareholder of PKC Group Plc owning 93.75% of PKC’s outstanding shares and stock options.
The total acquisition price, paid amounted to Euro 571 million (` 40,343 million) and the transaction has resulted in goodwill amounting to Euro 468 million (` 32,284 million) accordingly, Company’s share in the resultant goodwill amounting to Euro 163 million (` 11,238 million) has been disclosed under intangible assets (Refer note 13).
Book 1.indb 201Book 1.indb 201 29/08/17 8:02 PM29/08/17 8:02 PM
Notes to the consolidated Financial Statements(All amounts in ` million, unless otherwise stated)
202 Annual Report 2016-17
For Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/ N500016 For and on behalf of the Board
Ashok Narayanaswamy Ashok Tandon Vivek Chaand SehgalPartner (Director & CFO) (Director) M.No.: 095665 DIN 00032733 DIN 00291126
Place: Noida Pooja Mehra Date : July 24, 2017 (Company Secretary)
b) Acquisition of control in Celulosa Fabril S.A. (by SMRP BV Group) Celulosa Fabril S.A. (CEFA) is a leading Spanish company in the development and production of components
for the automobile industry based mainly on the technology of injection of plastic materials. It is the parent company of Módulos Ribera Alta, S.L (“MRA”).
In 1994 CEFA got into a strategic alliance with erstwhile Peguform Group (which was later on acquired by SMRP BV Group), whom under a joint venture agreement became shareholder by the ownership of 50% stake in the Group. CEFA focuses on Spanish market where it is amongst the three leading suppliers for instrument panels and door trims.
Following a change in composition of the board of directors of CEFA, the SMRP BV Group through its subsidiaries gained majority control over CEFA with effect from December 20, 2016.
CEFA was treated as a joint venture in the consolidated fi nancial statements of the SMRP BV Group prior to December 20, 2016 and accounted for using proportionate consolidation method of accounting prescribed by AS 27. As a result of above event, the SMRP BV Group through its subsidiaries is regarded parent of CEFA within the framework of AS 21 and accordingly CEFA along with its subsidiary Modulos Ribera Alta S.L.U. is treated as a subsidiary of the SMRP BV Group with effect from December 20, 2016. The acquisition of additional control did not involve payment of any further purchase consideration.
c) Acquisition of Kobek Siebdruck GmbH & Co. KG On January 02, 2017 the SMRP BV Group through its subsidiaries acquired 100% of the issued share capital
of Kobek Siebdruck GmbH & Co. KG (hereinafter ‘Kobek’). Kobek is a specialist in lightning solutions and has been a supplier to the Group’s subsidiaries/ joint ventures. The acquisition adds new technology to the Group and will help expand Group’s ability to cater to customers demand and develop unique solutions. Kobek has been subsequently renamed as “Motherson Innovations Lights GmbH & Co. KG” as of March 31, 2017.
53. In accordance with the MCA notifi cation G.S.R. 308(E) dated March 30, 2017, details of Specifi ed Bank Notes (SBN) and Other Denomination Notes (ODN) held and transacted during the period from November 8, 2016 to December 30, 2016, is as below in respect of entities in India :
SBN(amount in `)
ODN (amount in `)
Total(amount in `)
Balance as at 08 November 2016 16,479,514 4,280,122 20,759,636(+) Permitted Receipts 7,500 6,079,251 6,086,751(+) Non Permitted Receipts** 46,550 - 46,550(-) Permitted Payments 49,090 5,251,882 5,300,972(-) Non Permitted Payments - - -(-) Amount Deposited in Banks 15,952,405 8,080 15,960,485Closing balance as at 30 December 2016 532,069 5,099,411 5,631,480
** Non-permitted receipts as shown above represent SMIL’s share in amounts returned by employees of one of the joint venture of the Company which were given to them as imprest for the purpose of incurring business expenses.
54. The Company has entered into an agreement on March 30, 2017, with Nachi-Fujikoshi Corp., Japan (co-venture partner) for sale of it’s interest in the entities namely Nachi Motherson Precision Private Limited (Joint Venture - 49% stake) and Nachi Motherson Tool Technology Limited (Subsidiary - 74%) for consideration of Rs. 107.68 Mn and Rs. 77.32 Mn respectively. Subsequent to the year end, the transaction has been completed.
55. Previous year fi gures have been reclassifi ed to conform to this year’s classifi cation.
Book 1.indb 202Book 1.indb 202 29/08/17 8:02 PM29/08/17 8:02 PM
Samvardhana MothersonInternational Limited
Unit 705, C Wing, ONE BKC, Bandra Kurla Complex, Bandra East Mumbai - 400051, Maharashtra, India, Website : www.smil.co.in