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Notes to Accounts of Tata Motors Ltd.

Mar 31, 2014

(Rs. in crores)

As at As at

1. Contingent liabilities, commitments (to the extent not provided for) March 31, March 31, 2014 2013

Description of claims and assertions where a potential loss is possible, but not probable is reported under note (1) and (2) below:

1 Claims against the Company not acknowledged as debts

(i) Sales tax - Gross 869.50 353.54

- Net of tax 573.96 238.84

(ii) Excise duty - Gross 856.67 867.35

- Net of tax 565.49 585.94

(iii) Others - Gross 250.34 173.90

- Net of tax 157.52 117.48

(iv) IncomeTax in respect of matters pending in appeal /others 92.58 95.20

2 The claims / liabilities in respect of excise duty, sales tax and other matters where the issues were decided in favour of the Company for which the Department is in further appeal 71.42 70.80

3 Other money for which the Company is contingently liable in respect of bills discounted and export sales on deferred credit 348.39 204.30

4 Estimated amount of contracts remaining to be executed on capital account and not provided for 1,629.65 1,526.11

5 Purchase commitments 9,597.72 12,142.44

2. Other notes

(i) Capital Work-in-progress as at March 31,2014 includes building under construction at Singur in West Bengal of Rs.309.88 crores for the purposes of manufacturing automobiles. In October 2008, the Company moved the Nano project from Singur in West Bengal to Sanand in Gujarat. In June 2011, the newly elected Government of West Bengal (State Government) enacted a legislation to cancel land lease agreement. The Company challenged the legal validity of the legislation. In June 2012, the High Court of Calcutta ruled against the validity of the legislation and restored Company''s rights under the land lease agreement. The State Government filed an appeal in the Supreme Court of India, which is pending disposal. Based on management''s assessment no provision is considered necessary to the carrying cost of buildings at Singur.

(ii) The Company has substantially completed the process of divesting its investments in certain foreign subsidiary companies to TML Holding Pte Ltd, Singapore, a wholly owned subsidiary. Conseguently, the year ended March 31, 2014 includes a profit of Rs.1,966.12 crores on such divestment (Rs. Nil for the year ended March 31,2013).

(iii) During FY 2012-13, the Company sold the Forge division at Jamshedpur to its wholly-owned subsidiary, TML Drivelines Ltd on a slump sale basis for a consideration of X110 crores vide an agreement dated March 28,2013.


Mar 31, 2013

1. (i) Related party disclosures for the year ended March 31, 2013

(a) Related party and their relationship

1. Subsidiaries :

Tata Technologies Ltd

TAL Manufacturing Solutions Ltd

TML Drivelines Ltd

Sheba Properties Ltd

Concorde Motors (India) Ltd

Tata Daewoo Commercial Vehicle Co. Ltd

Tata Motors Insurance Broking & Advisory Services Ltd

Tata Motors European Technical Centre PLC

Tata Motors Finance Ltd

Tata Marcopolo Motors Ltd

Tata Motors (Thailand) Ltd

Tata Motors (SA) (Proprietary) Ltd

PT Tata Motors Indonesia

TML Holdings Pte. Ltd, Singapore

TML Distribution Company Ltd

Tata Hispano Motors Carrocera S.A.

Trilix S.r.l

Tata Precision Industries Pte. Ltd

Jaguar Land Rover Automotive PLC

(formerly known as Jaguar Land Rover PLC)

Jaguar Cars Ltd

(formerly known as Jaguar Cars Overseas Holdings Ltd)

Jaguar Land Rover Austria GmbH

Jaguar Belux NV

Jaguar Land Rover Ltd

(formerly kno wn as Jaguar Cars Ltd)

Jaguar Land Rover Japan Ltd

Jaguar Cars South Africa (pty) Ltd

Jaguar Land Rover Exports Ltd (Land Rover Exports Ltd

Business transferred on April 1,2012)

The Daimler Motor Company Ltd

The Jaguar Collection Ltd

Daimler Transport Vehicles Ltd

S S Cars Ltd

The Lanchester Motor Company Ltd

Jaguar Hispania SL

Jaguar Land Rover Deutschland GmbH

Land Rover Ireland Ltd

2. Associates :

Tata AutoComp Systems Ltd

Tata Cummins Ltd

Tata Precision Industries (India) Ltd

Tata Hitachi Construction Machinery Company Ltd

(formerly known as Telco Construction Equipment Co. Ltd)

Jaguar Cars Finance Ltd

Nita Company Ltd

Tata Sons Ltd (Investing Party)

Automobile Corporation of Goa Ltd

Spark44 (JV) Ltd

INCAT International Plc.

Tata Technologies Europe Ltd

INCAT GmbH

Tata Technologies Inc

Tata Technologies de Mexico, S.A. de CV

Tata Technologies (Canada) Inc

Tata Technologies (Thailand) Ltd

Tata Technologies Pte Ltd, Singapore

Miljobil Grenland AS (upto August30,2012)

Tata Hispano Motors Carrocerries Maghreb

Tata Daewoo Commercial Vehicles Sales and Distribution Co. Ltd

Tata Engineering Services (Pte) Ltd

(Liquidated w.e.f July7,2012)

Jaguar Land Rover North America LLC

Land Rover Belux SA/NV

Jaguar Land Rover Nederland BV

Jaguar Land Rover Portugal - Veiculos e Pecas, LDA

Jaguar Land Rover Australia Pty Ltd

Jaguar Land Rover Italia SpA

Land Rover Espana SL

Jaguar Land Rover Korea Co. Ltd

Jaguar Land Rover Automotive Trading (Shanghai) Ltd

Jaguar Land Rover Canada ULC

Jaguar Land Rover France, SAS

Jaguar Land Rover (South Africa) (Pty) Ltd

Jaguar e Land Rover Brazil Importacao e Comercio de Veiculos Ltda

Jaguar Land Rover (Russia) Limited Liability Company

Land Rover Parts Ltd

Jaguar Land Rover (South Africa) Holdings Ltd

Jaguar Land Rover India Ltd

(incorporated w.e.f. October25,2012)

Land Rover (business and assets transferred to

Jaguar Land Rover Ltd except Jaguar Land Rover Automotive

Trading (Shanghai) Co Ltd w.e.f. January 1,2013)

Land Rover Group Ltd

PT Tata Motors Distribusi Indonesia

(incorporated w.e.f. February 11,2013)

3. Joint Ventures :

Fiat India Automobiles Ltd

Tata HAL Technologies Ltd

Suzhou Chery Jaguar Land Rover Trading Co. Ltd (Interim JV)

Chery Jaguar Land Rover Automotive Co. Ltd (Incorporated in November 2012)

4. Key Management Personnel

Mr. P M Telang (upto June 21,2012)

Mr. Karl Slym (from September 13,2012)

Mr. R Pisharody (from June 21,2012)

Mr. S B Borwankar (from June 21,2012)

2. The Company has a joint venture with Fiat Group Automobiles S.p.A., Italy, Fiat India Automobiles Limited (FIAL), for manufacturing passenger cars, engines anc transmissions at Ranjangaon in India. The Company has an investment of Rs. 1,242.04 crores as at March 31, 2013, representing 50% shareholding in FIAL .

The proportionate share of assets and liabilities as at March 31, 2013 and income and expenditure for the year 2012-2013 of FIAL as per their unaudited financial statement are given below :

3. Other notes

(i) Capital work-in-progress as at March 31, 2013 includes building under construction at Singur in West Bengal of Rs. 309.88 crores for the purposes of manufacturing automobiles. In October 2008, the Company moved the Nano project from Singur in West Bengal to Sanand in Gujarat. In June 2011, the Government of West Bengal (State Government) enacted a legislation to cancel land lease agreement. The Company challenged the legal validity of the legislation. In June 2012, the High Court of Calcutta ruled against the validity of the legislation and restored Companys rights under the land lease agreement. The State Government has filed an appeal in the Supreme Court of India, which is pending disposal. Based on managements assessment no provision is considered necessary to the carrying cost of buildings at Singur.

(ii) The Company sold the Forge division at Jamshedpur to its wholly-owned subsidiary, TML Drivelines Ltd on a slump sale basis for a consideration of Rs. 110 crores vide an agreement dated March 28, 2013.

(iii) Micro, Small and Medium Enterprises Development Act, 2006 :

The information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company. The amount of principal and interest outstanding during the year is given below :

(iv) Current year figures are shown in bold prints

(v) Previous year figures have been regrouped / reclassified wherever necessary to correspond with the current year classification / disclosure.


Mar 31, 2012

(1) The Company has given a letter of comfort to HDFC Bank against the short term and long term loans aggregating Rs.235 crores given by HDFC Bank to Tata Marcopolo Motors Ltd (TMML). The letter of comfort is restricted to 51% of loan amount i.e. Rs. 120 crores. Also the Company has given an undertaking to HDFC Bank that it will not dilute its stake below 51% during the tenor of the loan.

(2) The Company has given a letter of comfort to Citibank NA towards the short term and long term loans aggregating THB 1,055 million (Rs. 174.19 crores as on March 31, 2012) given by Citibank NA to Tata Motors (Thailand) Ltd (TMTL). The Company has also given letter of comfort to ICICI Bank towards working capital facility aggregating THB 300 million (Rs. 49.53 crores as on March 31,2012) given by ICICI Bank to TMTL. Further the Company has given an undertaking to Citibank NA as well as to ICICI Bank for non- disposal of its shareholding in TMTL below 51% during the tenor of the loan.

(3) The Company has given a letter of comfort to GE Commercial Distribution Finance Europe Ltd for revolving syndicated loan facility to Jaguar Cars Ltd and Land Rover for outstanding balance of GBP 50.20 million (Rs. 409.31 crores as on March 31, 2012). Also the Company has given an undertaking to GE Commercial Distribution Finance Europe Ltd to retain ultimate 100% ownership of Jaguar Cars Ltd and Land Rover at all times during the tenor of the loan.

(4) The Company has given a letter of comfort to Citibank NA against working capital loans extended by the bank to Tata Hispano Motors Carrocera, S.A. (Hispano) aggregating Euro 25 million (Rs. 169.86 crores as on March 31, 2012). The Company has also given a letter of comfort to Banco de Valencia against bill discounting facility extended by the bank to Hispano aggregating Euro 2 million (Rs. 13.59 crores as on March 31, 2012).The Company has also given an undertaking to Citibank NA and Banco de Valencia for non-disposal of its shareholding in Hispano during the tenor of the loan.

(5) The Company has given letter of comfort to certain banks and other lenders against credit facilities extended to Fiat India Automobiles Ltd for Rs 1,600 crores and Euro 130 million (Rs. 883.29 crores as on March 31, 2012). The letter of comfort is restricted to 50% of the value of credit facilities extended i.e. Rs. 1,241.65 crores.

(6) The Company has given a letter of comfort to HDFC Bank amounting to Rs. 1 crore against working capital facility to Tata Motors Insurance Broking and Advisory Services Limited (TMIBASL). Also the Company has given an undertaking to HDFC Bank that it will not dilute its stake below 51% during the tenor of the loan.

(7) Trilix Srl., Turin (Italy) is a limited liability company.

(8) In terms of the Scheme of Amalgamation sanctioned by order dated July 29, 2011 of Hon'ble High Court of Bombay, HV Transmission Ltd has been amalgamated with TML Drivelines Ltd (formerly known as HV Axles Ltd) with effect from April 1, 2011.

9. Contingent liabilities, commitments (to the extent not provided for) :

Description of claims and assertions where a potential loss is possible, but not probable is reported under note (1) and (2) below :

As at As at March 31, March 31,

1 Claims against the Company not acknowledged as debts - 2012 2011

(i) Sales tax - Gross 413.12 1,003.68

- Net of tax 279.08 670.28

(ii) Excise duty - Gross 656.93 492.55

- Net of tax 443.79 328.94

(iii) Others - Gross 157.02 156.92

- Net of tax 106.07 104.80

(iv) Income Tax in respect of matters :

(a) Decided in the Company's favour by Appellate Authorities and for which the Department is in further appeal 2.38 2.38

(b) Pending in appeal / other matters 95.20 105.19

2 The claims / liabilities in respect of excise duty, sales tax and other matters where the issues were decided in favour of the Company for which the Department is in further appeal 69.77 31.28

3 Other money for which the Company is contingently liable -

(i) In respect of bills discounted and export sales on deferred credit 139.21 170.60

(ii) The Company has given guarantees for liability in respect of receivables assigned by way of securitisation 107.80 634.34

(iii) Cash margins / collateral [Note 20, page 152] 90.29 428.82

(iv) In respect of subordinated receivables 9.51 37.16

(v) Others 6.64 13.68

4 Estimated amount of contracts remaining to be executed on capital account and not provided for 1,536.25 1,857.43

5 Purchase commitments 12,527.63 14,699.18

10. Other Notes

(i) The revised Schedule VI has become effective from April 1, 2011 for the preparation of financial statements. This has significantly impacted the disclosure and presentation made in the financial statements. Previous year figures have been regrouped/ reclassified wherever necessary to correspond with the current year classification / disclosure.

(ii) During the year ended March 31, 2012, TML Holding Pte Ltd. (Singapore) (TMLHS), a wholly owned subsidiary of the Company, bought back 91,666,700 equity shares for a consideration of USD 2.2 per share (Rs.108.79 per share), based on an independent valuation of TMLHS. The consideration of Rs. 997.24 crores has been credited to Investment account.

(iii) Capital work-in-progress as at March 31, 2012 includes building under construction at Singur in West Bengal of Rs.309.88 crores for the purposes of manufacturing automobiles. In October 2008, the Company moved the Nano project from Singur in West Bengal to Sanand in Gujarat.The newly elected Government of West Bengal enacted a legislation on June 14, 2011, which was notified on June 20, 2011, to cancel the land lease relating to the project at Singur. The Company has challenged the legal validity of the legislation including the process of compensation in the Courts of Law, the outcome of which is pending as of the date of approval of these financials by the Board of Directors. Based on management's assessment no provision is considered necessary to the carrying cost of buildings at Singur.


Mar 31, 2011

1 I. The Issued and subscribed capital includes :

(a) Ordinary Shares allotted as fully paid up shares for consideration other than cash:

7,53,470 Ordinary Shares allotted to Daimler - Benz AG in consideration of materials supplied to the Company in the financial year 1956-57,

3,00,000 Ordinary Shares allotted to the Shareholders of erstwhile Investa Machine Tools and Engineering Company Limited in terms of the Scheme of Amalgamation sanctioned by the Bombay High Court in the fnancial year 1966-67,

7,59,510 Ordinary Shares allotted to the Shareholders of the erstwhile Central Bank of India in terms of the Scheme of Amalgamation in the fnancial year 1970-71,

1,83,823 Ordinary Shares issued to the Shareholders of the erstwhile Noduron Founders Maharashtra Limited in terms of the merger in the fnancial year 1992-93,

15,24,30,083 Ordinary Shares issued to Financial Institutions and holders of convertible debentures / bonds on conversion of term loans / debentures / bonds,

1,45,04,949 Ordinary Shares issued to the Shareholders of the erstwhile Tata Finance Limited in terms of the merger in the fnancial year 2005- 06.

(b) 11,12,92,760 Ordinary Shares issued as fully paid up Bonus Shares by utilising Securities Premium Account, Capital Reserve, Capital Redemption Reserve, Amalgamation Reserve, contribution for Capital Expenditure Account and General Reserve.

(c) 2,55,02,678 (as at March 31, 2010 2,55,02,622) Ordinary Shares allotted against the exercise of equivalent number of warrants pertaining to the rights issue of 2001 at Rs.120/- per share.

(d) 7,60,78,654 (as at March 31, 2010 5,25,08,228) Ordinary Shares issued upon conversions of Foreign Currency Convertible Notes (FCCNs). Details are as follows:

(i) 1% FCCN due 2008 :

1,83,98,095 (as at March 31, 2010 : 1,83,98,095) Ordinary Shares issued against 99,940 (as at March 31, 2010 : 99,940) Notes.

(ii) 0% FCCN due 2009 :

74,66,867 (as at March 31, 2010 : 74,66,867) Ordinary Shares issued against 97,590 (as at March 31, 2010 : 97,590) Notes.

(iii) 1% FCCN due 2011 :

2,29,50,915 (as at March 31, 2010 : 1,88,16,152) Ordinary Shares issued against 2,99,102 (as at March 31, 2010 : 2,29,634) Notes.

(iv) 0% FCCN due 2011

78,39,043 (as at March 31, 2010 : 78,27,114) Ordinary Shares issued against 1,074 (as at March 31, 2010 : 1,071) Notes.

(v) 4% FCCN due 2014 :

1,94,23,734 (as at March 31, 2010 : Nil) Ordinary Shares issued against 2,576 (as at March 31, 2010 : Nil) Notes.

(e) 6,42,77,215 (as at March 31, 2010 : 6,42,76,883) Ordinary Shares atRs. 340 per share and 6,42,77,215 (as at March 31, 2010 : 6,42,76,883) A Ordinary Shares atRs. 305 per share were allotted on exercising of options pertaining to Rights issue of 2008.

(f) 2,99,04,306 Global Depository Shares (GDS) each representing one share at a price of US$ 12.54 per GDS, aggregating US$ 375 million (Rs. 1794.19 crores), issued in the year 2009-2010.

(g) During the year, the Company has issued 8,320,300 Ordinary Shares at a price ofRs. 1,074 per Ordinary Share and 32,165,000 A Ordinary Shares at a price ofRs. 764 per A Ordinary Share through Qualifed Institutional Placement (QIP).

II. The entitlements to 99,310 (as at March 31, 2010 : 1,49,534) Ordinary Shares and 54,832 (as at March 31, 2010: 99,790) A Ordinary Shares are subject matter of various suits fled in the courts / forums by third parties for which fnal order is awaited and hence kept in abeyance.

The application for 49,836 Ordinary Shares and 44,626 A Ordinary Shares have been received, to be issued out of shares kept in abeyance as on March 31, 2011, for which allotment is pending.

2 Secured Loans :

(i) Nature of Security (on loans including interest accrued thereon) :

(a) Rated, Listed, Secured, Credit Enhanced, 2% Coupon, Premium Redemption Non-Convertible Debentures amounting toRs. 3,400 crores are secured by a second charge in favour of Vijaya Bank , Debenture Trustee and frst ranking parri passu charge in favour of State Bank of India as Security trustee on behalf of the Guarantors, by way of English mortgage of the Companys lands, freehold and leasehold, together with all buildings, constructions and immovable and movable properties situated at Chinchwad, Pimpri, Chikhali and Maval in Pune District and plant and machinery and other movable assets situated at Pantnagar in the State of Uttarakhand and at Jamshedpur in the state of Jharkhand.

(b) Rated, Listed, Secured, 9.95% Coupon, Non-Convertible Debentures amounting to Rs. 200 crores is being secured by frst ranking charge by way of an English mortgage of the Companys freehold land together with immovable properties, plant and machinery and other movable assets (excluding stock and book debts) situated at Sanand in the State of Gujarat.

(c) Rated, Listed, Secured, 10.25% Coupon, Non-Convertible Debentures amounting to Rs. 500 crores is being secured by frst ranking charge by way of an English mortgage of the Companys freehold land together with immovable properties, plant and machinery and other movable assets (excluding stock and book debts) situated at Sanand in the State of Gujarat.

(d) Loans, Cash Credits, Overdrafts and Buyers line of credit from Banks are secured by hypothecation of existing current assets of the Company viz. stock of raw materials, stock in process, semi-fnished goods, stores and spares not relating to plant and machinery (consumable stores and spares), bills receivable and book debts including receivable from Hire Purchase / Leasing and all other moveable current assets except cash and bank balances, loans and advances of the Company both present and future.

4. Future instalments receivable in respect of vehicle loans [Schedule 10 (A), page 80] includes Rs. 452.13 crores (as at March 31, 2010 Rs. 595.71 crores) in respect of instalments that have become due but have not been recovered. Out of these Rs. 337.85 crores (as at March 31, 2010 Rs. 351.50 crores) are due for over six months. T here is an aggregate provision of Rs. 245.77 crores (as at March 31, 2010 Rs. 269.29 crores) made in respect of overdue instalments.

6 i) Related party disclosures for the year ended March 31, 2011

a) Related Party and their relationship

1. Subsidiaries :

Tata Technologies Ltd INCAT International Plc.

TAL Manufacturing Solutions Ltd Tata Technologies Europe Ltd

H V Axles Ltd INCAT SAS (liquidated w.e.f. April 30, 2010)

H V Transmissions Ltd INCAT GmbH

Sheba Properties Ltd Tata Technologies Inc

Concorde Motors (India) Ltd Tata Technologies de Mexico, S.A. de CV

Tata Daewoo Commercial Vehicle Co. Ltd Tata Technologies (Canada) Inc

Tata Motors Insurance Broking & Advisory Services Ltd Tata Technologies (Thailand) Ltd

Tata Motors European Technical Centre Plc Tata Technologies Pte Ltd

Tata Motors Finance Ltd Miljobil Grenland AS

Tata Marcopolo Motors Ltd Tata Hispano Motors Carrocerries Maghreb

Tata Motors (Thailand) Ltd (Formerly known as Carrocerries Hispano Maghreb, Morocco)

Tata Motors (SA) (Proprietary) Ltd Tata Daewoo Commercial Vehicles Sales and Distribution Co. Ltd

TML Holdings Pte. Ltd, Singapore (Incorporated on April 9, 2010)

TML Distribution Company Ltd Tata Engineering Services (Pte) Ltd (from February 15, 2011)

Tata Hispano Motors Carrocera S.A. Jaguar Land Rover North America LLC

Trilix S.r.l (w.e.f September 29, 2010) Land Rover Belux SA/NV

Tata Precision Industries Pte. Ltd Land Rover Ireland Ltd

(w.e.f February 15, 2011) Jaguar Land Rover Nederland BV

JaguarLandRover Ltd Jaguar Land Rover Portugal - Veiculos e Pecas, LDA

Jaguar Cars Overseas Holdings Ltd Jaguar Land Rover Australia Pty Ltd

Jaguar Land Rover Austria GmbH Land Rover Exports Ltd

Jaguar Belux NV Land Rover Italia SpA

Jaguar Cars Ltd Land Rover Espana SL

Jaguar Land Rover Japan Ltd Land Rover Deutschland GmbH

Jaguar Cars South Africa (pty) Ltd Jaguar Land Rover Mexico SA de CV (upto July 12, 2010)

Jaguar Italia SpA Jaguar Land Rover Korea Co. Ltd

Jaguar Cars Exports Ltd Jaguar Land Rover Automotive Trading (Shanghai) Co. Ltd

The Daimler Motor Company Ltd Jaguar Land Rover Canada ULC

The Jaguar Collection Ltd Jaguar Land Rover France, SAS

Daimler Transport Vehicles Ltd Jaguar Land Rover (South Africa) (Pty) Limited

S.S. Cars Ltd Jaguar Land Rover Brazil LLC

The Lanchester Motor Company Ltd Limited Liability Company "Jaguar Land Rover" (Russia)

Jaguar Hispania Sociedad Land Rover Parts Ltd

Jaguar Deutschland GmbH Land Rover Parts US LLC

Land Rover

Land Rover Group Ltd

2. Associates :

Tata AutoComp Systems Ltd Nita Company Ltd

Tata Cummins Ltd Tata Sons Ltd (Investing Party)

Tata Precision Industries Pte. Ltd (upto February 14, 2011) Automobile Corporation of Goa Ltd

(subsidiary from February 15, 2011) Telco Construction Equipment Co. Ltd

Tata Precision Industries (India) Ltd Jaguar Cars Finance Ltd

(w.e.f. February 15, 2011)

3. Joint Ventures :

Fiat India Automobiles Ltd TATA HAL Technologies Ltd

4. Key Management Personnel

Mr. Carl-Peter Forster (w.e.f. April 1, 2010) Mr. P M Telang

 
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