Mar 31, 2015
The Directors are pleased to present their Twentieth Report together with the audited accounts of your Company for the Financial Year ended 31st March, 2015.
The summarized financial results of the Company are given below:
Consolidated Particular 2015-15 2013-14
Income 24,257.8 22,356.8
Profit before Interest, Depreciation, 2,022.1 1,771.9 Taxation & Exceptional Item Less: Interest (Net) 333.2 311.2
Depreciation (Net) 545.1 468.2
Profit before Tax & Exceptional Item 1,143.8 992.5
Less: Exceptional Item 1.8 -
Profit before Tax (PBT) 1,142.1 992.5
Less: Provision for Tax- Current 349.5 249.1
- Deferred (23.6) 16.8
- Taxes for earlier years - 8.9
Profit after Tax (PAT) 816.2 717.6
Share of profit/(loss) transferred to minority interest 2.3 1.4
Profit for the year 813.9 716.2
Add: Balance brought forward 479.9 388.7
Less: Adjustments as per Schedule-II to the Companies Act, 2013 32. -
Add: Share of loss in derecognized subsidiary (As per latest 0 8 18 balance sheet)
Profit available for appropriation 1,262.5 1,106.7 Appropriation
- Interim dividend 44.0 36.4
- Proposed dividend 68.1 97.5
- Dividend Tax 33.7 22.8
- Tonnage Tax reserve 52.0 50.0
- General reserve 450.0 420.0
Balance carried forward 614.7 480.0
Standalone Particular 2014-15 2013-14
Income 22,091.3 20,329.8
Profit before Interest, Depreciation, 1,827.3 1,550.4 Taxation & Exceptional Item
Less: Interest (Net) 319.1 296.7
Depreciation (Net) 494.6 424.3
Profit before Tax & Exceptional Item 1,0136 829.4
Less: Exceptional Item 1.7 -
Profit before Tax (PBT) 1,011.9 829.4
Less: Provision for Tax- Current 278.9 187.3
- Deferred (26.5) 13.1
- Taxes for earlier years - 8.9
Profit after Tax (PAT) 759.4 620.1
Share of profit/(loss) transferred to - - minority interest
Profit for the year 759.4 620.1
Add: Balance brought forward 134.6 95.5
Less: Adjustments as per Schedule-II 32.0 - to the Companies Act, 2013
Add: Share of loss in derecognized 862.1 715.6 subsidiary (As per latest balance sheet)
Profit available for appropriation Appropriation
- Interim dividend 44.0 36.5
- Proposed dividend 68.1 58.4
- Dividend Tax 22.4 16.1
- Tonnage Tax reserve 52.0 50.0
- General reserve 450.0 420.0
Balance carried forward 225.6 134.6
The highlights of the financial performance of the Company during Financial Year ended 31st March, 2015 are as under:
On Standalone Basis, revenues grew by 8.7% to Rs. 2,2091.3 Mn while profit before tax increased by 22.0% to Rs. 1,01 1.9 Mn. Profit after tax also improved by 22.5% to Rs. 759.4 Mn. Earning
per Share for the year stood at Rs. 10.5.
On Consolidated Basis, revenues increased by 8.5% to Rs. 24,257.8 Mn while Profit before tax increased by 15.1% to Rs. 1,142.1 Mn. Profit after tax for the year grew by 13.7 % to Rs. 816.2 Mn. Earning per Share for the year stood at Rs. 11.7.
The consolidated financial statements of your Company are prepared in compliance with the Accounting Standards and Listing Agreement as prescribed by the SEBI and include financial information of its subsidiaries, joint venture companies & associates.
Your Directors are delighted to recommend for approval of the shareholders final dividend of Rs. 0.90 per share @45% for the year ended 31st March, 2015. This is in addition to the Interim Dividend of Rs. 0.60 per equity share @30% declared by the Board of Directors on 29th January, 2015 & paid on 5th February, 2015.
Thus, the total dividend for the year ended 31st March, 2015 would accordingly be Rs. 1.50 per equity shares of Rs. 2/- each @75% (Previous year Rs. 1.30 per share @65%).
The final dividend, subject to the approval of Members at the Annual General Meeting, will be paid to the Members whose names appear in the Register of Members, as on the date of Book closure, i.e. from Saturday, the 25th July, 2015 to Saturday, 1st August, 2015 (inclusive of both dates).
Transfer of Unclaimed Dividend to IEPF
As per Section 205C of the Companies Act, 1956, any amount in the unpaid dividend account of the Company, which has remained unclaimed and unpaid for a period of seven years from the date they become due for payment, needs to be transferred to ''Investor Education and Protection Fund'' (IEPF) established by the Central Government.
In line with the above provision, during the year, the Company has transferred following unpaid dividend to IEPF:
Dividend A/c Amount(Rs) Date of Transfer
Unpaid Dividend A/c th 200p6-07(Final) 436''844 6th September 2014
Unpaid Dividend A/c 2007-08 (Interim) 360,509 5th March, 2015
Transfer to Reserves
The Board proposes to transfer Rs. 450 Mn to the General Reserve out of the amount available for distribution.
Subsidiaries, Joint Ventures & Associate Companies
As on 31st March, 2015, your Company has 17 subsidiaries & Joint ventures, out of which 03 are India based & rest are situated overseas.
During the year, Transport Corporation of India (Mauritius), the wholly owned subsidiary of the Company was liquidated. Shareholders interested in obtaining a copy of the audited annual accounts of the above subsidiaries and joint ventures of the Company may write to the Company Secretary.
All of the subsidiaries, associates & joint ventures are involved
in the business of transportation, freight or logistics. A report on the performance and financial position of each of the subsidiaries, associates and joint venture companies as per the Companies Act, 2013 is provided in the consolidated financial statement and hence not repeated here for the sake of brevity. The Policy for determining material subsidiaries as approved by the Board of Directors may be accessed on the Company''s website at the link http://www.tcil.com/tcil/pdf/Material_Subsidiary_Policy- TCI.pdf
Abridged Annual Accounts
Having regard to the provisions of the first proviso to Section 136(1) of the Act, the abridged Standalone and Consolidated annual report is being sent to the members of the Company. The said information is available for inspection at the Registered Office of the Company during working hours and any member interested in obtaining such information may write to the Company Secretary and the same will be furnished on request.
The full Annual Report including the aforesaid information is being sent electronically to all those members who have registered their email addresses and is also available on the Company''s website www.tcil.com.
During FY 2014-15, the Company has repaid fixed deposit aggregating Rs. 2.68 Mn of 08 deposit holders and has not accepted any fresh public deposits during year.
Hence, as on 31st March, 2015, the Company has no fixed deposits.
Conservation of energy, technology absorption and foreign exchange earnings and outgo
The particulars relating to energy conservation, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 is annexed herewith as Annexure A.
Changes in Share Capital
Employee Stock Options
During the year, your Company allotted 325,320 Equity Shares upon exercise of stock options by eligible employees under employee stock option scheme 2006 Part-IV, V & VI. On the allotment of Equity Shares, the issued, subscribed and paid up Share Capital of the Company stood increased from Rs. 145,896,360 to Rs. 146,547,000.
Further, on 24th May, 2014, the Compensation/Nomination & Remuneration Committee granted 530,000 options to eligible employees under Employee Stock Option Scheme-Part VII.
The disclosures as required under the Securities and Exchange
Board of India (Share Based Employee Benefits) Regulations 2014 & SEBI (Employee stock option scheme & Employee stock purchase scheme) Guidelines, 1999 are set out in the Annexure B of the Report.
During the year, your Company issued 2,400,000 Equity Shares to IDFC Premier Equity Fund on preferential basis. The Issue was approved by the Shareholders in the Extraordinary General Meeting of the Company held on 29th January, 2015.
After the preferential issue, the paid up capital increased from Rs. 146,547,000 to Rs. 151,347,000.
Extract of Annual Report
The Extract of Annual Return is set out in the Annexure C of this Report.
Directors and Key Managerial Personnel
Changes in Directors & Key Managerial Personnel
During the year under review, there was no new appointment or resignation from the Board of the Company.
Further, pursuant to applicable provisions of Companies Act, 2013 and in accordance with Articles of Association of the Company, Mr. M P Sarawagi & Mr. Chander Agarwal, Directors of the Company, are liable to retire by rotation and being eligible, offer themselves for re-appointment at this Annual General Meeting.
A brief resume of the Directors, being re-appointed, has been incorporated in the notice of the Annual General Meeting forming part of this Annual Report.
It is further confirmed that none of the above directors are disqualified under Section 164 (2) of the Companies Act, 2013 (corresponding Section 274 (1) (g) of the Companies Act, 1956).
Your directors recommend their re-appointment.
Furthermore, during the year, Mr. A K Bansal, the Group CFO & Company Secretary of the Company retired from the services of the Company. In his place, Mr. Ashish Tiwari was appointed as the Group CFO of the Company and Ms. Archana Pandey was appointed as the Company Secretary & Compliance Officer of the Company with effect from 1st June, 2014.
Besides, effective from 29th January, 2015, the Company has designated Mr. Ishwar Singh Sigar, CEO-TCI Freight Division, Mr. P C Sharma, CEO-TCI XPS Division and Mr. Jasjit Singh Sethi, CEO-TCI Supply Chain Solutions Division as Key-Managerial Personnel as per Companies Act 2013 & Rules made thereunder.
Declaration by Independent Director(s)
All Independent Directors have given declaration that they meet the criteria of Independence as laid down under section 149(6) of the Companies Act, 2013 & Rules made thereunder and Clause 49 of the Listing Agreement.
Pursuant to the provisions of the Companies Act, 2013 & Rules made thereunder and the Listing Agreement, the Board has carried out annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its Committees.
The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.
Number of Board Meetings
Your Board met 06 (Six) times during the year under review.The details of the Board meetings and attendance of Directors are provided in the Corporate Governance Report.
Details about the composition of the Audit Committee is given in the Corporate Governance Report.
Vigil Mechanism/ Whistle Blower Policy
Pursuant to Section 177(9) & (10) of the Companies Act, 2013 and Clause 49 of the Listing Agreement, the Company has a Whistle Blower Policy for establishing a vigil mechanism for directors and employees to report genuine concerns regarding unethical behaviour, actual or suspected fraud or violation of the Company''s Code of Conduct and Ethics policy. The said mechanism also provides for adequate safeguards to the whistle blowers from victimization, harassment or disciplinary proceedings.
Directors Responsibility Statement
To the best of our knowledge and based on the representation received from the Management, your Directors make the following statements in terms of Section 134(3) (c) of the Companies Act, 2013:
- That in the preparation of the annual financial statements for the year ended 31st March, 2015, all the applicable accounting standards have been followed alongwith proper explanation relating to material departures, if any;
- That the directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit and loss of the Company for that period;
- The directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
- The directors have prepared the annual accounts on a going concern basis;
- The directors have laid down internal financial controls to
be followed by the Company and that such internal financial controls are adequate and are operating effectively; and
- The directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.
The Company''s Auditors M/s R S Agarwala & Co., Chartered Accountants, Kolkata who retire at the ensuing Annual General Meeting of the Company are eligible for re-appointment. They have confirmed their eligibility under section 141 of the Companies Act, 2013 and the Rules framed thereunder for reappointment as Auditor of the Company. Therefore, it is proposed to appoint M/s R S Agarwala & Co. Chartered Accountant as statutory Auditors of the Company from the conclusion of the forthcoming Annual General Meeting till the conclusion of next Annual General Meeting.
Further, M/s R S Agarwala & Co., Chartered Accountants, Bangalore, Branch Auditor for TCI Seaways Division of the Company are retiring at this Annual General Meeting and being eligible, offer themselves for re-appointment. They have confirmed their eligibility under section 141 of the Companies Act 2013 and Rules framed thereunder for reappointment as Auditor of the Company.
Further, M/s. K B Chitracar & Co., Chartered Accountants, Kathmandu, the Branch Auditors for branches situated in Federal Democratic Republic of Nepal are retiring at this Annual General Meeting and being eligible, offer themselves for re-appointment. They have confirmed their eligibility under section 141 of the Companies Act 2013 and the Rules framed thereunder for reappointment as Auditor of the Company.
Your Directors recommend their re-appointment.
Pursuant to the provisions of Section 204 of the Companies Act, 2013 & Rules made thereunder, the Company had appointed Ms. Nishi Talwar, Practising Company Secretary to undertake the Secretarial Audit of the Company for the financial year 2014-15.
The Report of the Secretarial Audit is annexed herewith as Annexure D.
Explanation or comments on qualifications, reservations or adverse remarks or disclaimers made by the Statutory Auditors and the Secretarial Auditor in their reports
There were no qualifications, reservations or adverse remarks made either by the Statutory Auditors or the Secretarial Auditor in their reports.
Related Party Transactions
All related party transactions that were entered during the
financial year were on arm''s length basis and were in the ordinary course of business. There are no materially significant related party transactions i.e. transactions exceeding 10% of the annual consolidated turnover as per last audited financial statement, entered by the Company.Accordingly, the disclosures of related party transactions as required under section 134(3) (h) of the companies Act, 2013 in form AOC-2 is not applicable.
The policy on related party transactions as approved by the Board is uploaded on the Company''s website at the web link: http://www.tcil.com/tcil/pdf/FINAL_RPT_POLICY-TCI.pdf
Particulars of loans, guarantee or investments under section 186 of the Companies Act, 2013 & Rules made thereunder
The details of loans, investments, guarantees and securities under Section 186 of the Companies Act 2013 and Rules made thereunder are provided in the financial statements. (Please refer to Note 10, 11 and 30 to the standalone financial statements).
Corporate Governance Report
Pursuant to Clause 49 of the Listing Agreement entered into with Stock Exchanges, Corporate governance Report with Auditors Certificate thereon & Management Discussion & Analysis Report are attached hereto & forming part of this Report.
Risk Management Policy
Pursuant to the requirement of the Companies Act, 2013 & Rules made thereunder & Clause 49 of the Listing Agreement, the Company has adopted a well defined Risk Management Policy.
Your Company recognizes risk management as an integral component of good corporate governance and fundamental in achieving its strategic and operational objectives. It improves decision-making, defines opportunities and mitigates material events that may impact shareholder value.
The policy covers various risks facing the business, their attributes, the mitigation steps required to minimize the risks involved & the monitoring & reporting of risks.
The risk management framework adopted by the Company is discussed in detail in the Management Discussion and Analysis section of this Annual Report.
Internal Control Systems and Internal Financial Control
The Company has an internal control system including financial controls, appropriate with the size, scale and complexity of its operations for ensuring the orderly and efficient 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 financial information & these are sufficient and are functioning efficiently.
Corporate Social Responsibility Initiatives
In accordance with the requirements laid down in Section 135 of the Companies Act, 2013 and Rules made thereunder, the Company has adopted a Corporate Social Responsibility (CSR)
The CSR initiatives taken by the Company are discussed in detail in the Management Discussion and Analysis chapter of this Annual Report.
Further, the Annual Report on CSR Policy & the CSR activities undertaken during the year is annexed herewith as Annexure E.
Prevention of Sexual Harassment at Workplace
The Company has in place an anti-harassment policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. An Internal Complaint Committee has been set up to receive & redress complaints received. All employees (permanent, contractual, temporary, trainees) are covered under the policy. No complaints were received from any employee during the financial year 2014-15.
Your Company has taken many initiatives to support business through organizational efficiency, process optimization and various employee engagement programs which have helped the Organization achieve higher productivity levels. The main focus of the Company is the development of employees in various areas with specific focus on customer service and technical & managerial capacity building in order to meet the future talent requirement.
The Company has a conducive work atmosphere and there is constant effort to improve the same, thus encouraging innovation and productivity. The Company has the policy that attracts high- skilled employees from the Industry and also retains them by providing them appropriate growth opportunities.
Your Company has adopted a policy recommended by the Compensation/Nomination & Remuneration Committee relating to the appointment and remuneration for the Directors, Key Managerial Personnel and Senior Management Personnel.
The Remuneration Policy is stated in the Corporate Governance Report.
As required under the Companies Act, 2013 & Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the disclosures are forming part of this report as Annexure F.
The Directors wish to convey their thanks to various Central and State Government departments, Organizations and Agencies for the continued help and co-operation extended by them.
The Directors would also like to thank the shareholders, customers, bankers and all other stakeholders for their continuous support given by them to the Company and their confidence in its management.
The Directors place on record their sincere appreciation to all employees of the Company for their unstinted commitment and continued contribution to the Company.
For & on behalf of the Board
Place: Gurgaon S M Datta Date : 25th May, 2015 Chairman
Mar 31, 2013
The, the Board of Directors of Transport Corporation of India Limited, are delighted to present the Eighteenth Directors Report for the year ended March 31, 2013, along with the Balance Sheet and Profit and Loss Account for the year.
1. Results of Operations
Significant Financial Highlights for your company during the year ending 31st March, 2013 are as under:
(Rs. in mn.)
Particulars Consolidated Standalone 2012-13 2011-12 2012-13 2011-12 Income 21378.7 19594.2 19566.3 18323.0
Profit before Interest, Depreciation, 1810.8 1621.1 1502.8 1488.7 Taxation & Exceptional Item
Less: Interest (Net) 336.3 350.0 321.7 332.8
Depreciation (Net) 464.0 415.7 420.8 378.7
Profit before Tax & Exceptional Item 1010.5 855.4 760.3 777.2
Less: Exceptional Item - - 3.7 40.0
Profit before Tax 1010.5 855.4 756.6 737.2
Less: Provision for Tax
- Current 309.4 258.9 232.4 212.0
- Deferred -2.5 5.0 -3.5 8.2
Taxes for earlier years 8.3 -1.9 8.2 -1.4
Profit after Tax 695.3 593.4 519.5 518.4
Share of profit in associates 0.02 - 1.6 - -
Share of (profit)/loss transferred to minority interest 0.2 - - -
Profit for the year 695.1 595.0 519.5 518.4
Add: Balance brought forward 249.4 180.4 86.0 82.5
Add: Share of loss in derecognised joint venture 14.15 - - - as per last Blance Sheet
Add: Share of loss in derecognised subsidiary 0.05 - - - as per last Balance Sheet
Profit available for appropriation 958.7 775.4 605.5 600.9
- Interim dividend 29.1 29.2 29.1 29.2
- Proposed dividend 82.9 49.5 43.7 43.6
- Dividend Tax 18.8 12.7 12.2 11.8
- Tonnage Tax Reserve 15.0 20.3 15.0 20.3
- General reserve 424.2 414.3 410.0 410.0
- Retained Earning in associates 0.02 - - -
Balance carried forward 388.7 249.4 95.5 86.0
958.7 775.4 605.5 600.9
2. Review of Company''s Performance
On standalone basis, gross turnover during the year grew by 6.78% to 19,566.3 Mn. Pre-tax profits increased by 2.63% to 756.6 Mn. Despite adverse market conditions, the Company has reported its PAT for the year at Rs. 519.5 Mn. Earning per Share for the year stands at Rs. 7.1.
On consolidated basis, the Company achieved revenues to the tune of Rs. 21378.7 Mn. During the same period, PAT stood at Rs 695.3 Mn as against Rs. 593.4 Mn in the previous year, achieving a commendable growth of about 17.1%. Earning per Share for the year rests at Rs. 9.5.
The consolidated financial statements of your Company are prepared in compliance with the Accounting Standards and Listing Agreement as prescribed by the SEBI and include financial information of its subsidiaries and joint venture companies.
3. Distribution to Equity Shareholders
Keeping in view the improved performance and continuous track record of distributing dividend, your Board has recommended Final Dividend of (30%) i.e. Re. 0.60 per share subject to the approval of Shareholders at the ensuing Annual General Meeting.
This is in addition to interim dividend of (20%) i.e. Re. 0.40/- per share already declared aggregating to the total dividend for the year @ 50% i.e. Re.1.00 per share (Previous year @50% i.e. Re 1.00 per share). The book closure date for the purpose has been fixed from Saturday, the 20th July, 2013 to Thursday, the 25th July, 2013 in due consultation with the stock exchanges.
The proposed dividend is in accordance with the Company''s policy to pay sustainable dividend linked to long term performance, keeping in view the capital needs for the Company''s growth plans and the intent to optimal financing of such plans through internal accruals.
4. Ratings of TCIL
The company enjoyes credit ratings from some of the most accredited credit rating agencies of the country, as below mentioned:
I) CRISIL Ratings
The Company has been enjoying the AA-/ assuring the stability of the credit risks Involved in the Long Term Funds & A1 (Non Fund based) Short Term Debts on its credit risk in the Short Term Financial obligations. This rating of the financial strength of your company in terms of highest safety with regard to timely fulfillment of all its financial obligations.
II) ICRA Ratings
The Company has been enjoying the Top credit rating of A1 (Short Term Debts) on its credit risk in the short term. The rating facilitates the company to raise short term finance at most competitive terms.
5. TCI Employee Stock Option Scheme- 2006 (ESOS-2006)
With the view of maintaining rapport among highly calibrated employees, your company has formulated and implemented an Employee Stock Options Scheme (the Scheme) for grant of Employee Stock Options (ESOS) to the employees of the Company and its subsidiaries.
During the year, the company issued 1,10,810 Equity Shares on exercise of stock options under Employee Stock Option Scheme 2006 Part-II,III and IV Due to this, the outstanding issued, subscribed and paid up equity share capital stands increased from Rs. 145,430,380 to Rs. 145,652,000 as at March 31, 2013.
6. Subsidiary Companies
During the period under review, TCI Distribution Ltd & TCI Scan Denmark ApS, Denmark ceases to be the subsidiary of your Company.
The consolidated financial statements, which includes the financial information of the subsidiaries of the Company for the Financial Year ending 31st March 2013 has been prepared pursuant to applicable Accounting Standards, as issued by the Institute of Chartered Accountants, forming part of this Annual Report.
The audited accounts and related information of subsidiaries will be made available on request. These documents will also be available for inspection during business hours at our Registered Office situated at Hyderabad, Andhra Pradesh.
7. Abridged Annual Accounts
In accordance with SEBI Guidelines and Companies Act, 1956, abridged standalone and consolidated annual accounts for the year ended March 31st, 2013 are being circulated while detailed accounts will be made available on request and also at the venue of the Annual General Meeting.
8. Board of Directors
During the year, Mrs. Urmila Agarwal was appointed as Additional Director in term of Section 260 of the Companies Act, 1956 effective from 01st November, 2012. She holds office upto the date of ensuing Annual General Meeting. The Company has received a notice from a member proposing her candidature as a Director & accordingly the proposal to regularize her on the Board of the Company, has been included in the Notice convening the Annual General Meeting.
Pursuant to the relevant provisions of the Companies Act, 1956 and in accordance with provisions of Articles of Association of the Company, Mr. K S Mehta, Mr. O Swaminatha Reddy and Mr. M P Sarawagi, Directors of the Company, are liable to retire by rotation and being eligible, offer themselves for re-appointment at this Annual General Meeting.
None of the above Directors are disqualified under Section 274(1) (g) of the Companies Act, 1956.
A brief profile of directors, who are proposed to be re-appointed, is given hereunder:
1. Mr. K. S. Mehta
Mr. K. S. Mehta is a renowned Chartered Accountant in practice. He has approximately 41 years of experience in corporate finance & restructuring, project financing, business valuations and tax planning.
List of directorships held by Mr. K. S. Mehta:
Sl. Public Limited Companies Designation Committees Designation No.
1. Transport Corporation of India Ltd. Director Shareholders''/ Investors'' Chairman Grievance Committee
Audit Committee Member
2. IFCI Venture Capital Fund Limited Director - -
3. Radico Khaitan Limited Director Nomination Committee Member
Private Limited Companies
4. Kothari Industrial Mgmt Company Pvt Ltd. Director - -
2. Mr. O Swaminatha Reddy
Mr. O. Swaminatha Reddy has over 59 years of experience as a financial and management consultant. He is currently the Chairman of the governing body of the Indian Institute of Economics, Hyderabad. He has also been a member of the management committee of federation of A. P Chamber of Commerce & Industry.
List of directorships held by Mr. O Swaminatha Reddy:
Directorships Sl. Public Limited Companies Designation Committees Designation No.
1 Sagar Cements Ltd. Chairman Audit Committee Chairman
Remuneration Committee Member
2 TCI Finance Ltd. Chairman - -
3 Transport Corporation of India Ltd. Director Audit Committee Chairman Compensation/ Remuneration Committee Member
4 TCI Developers Ltd. Director Audit Committee Member
5 K.C.P Ltd. Director Audit Committee Chairman Remuneration Committee Chairman
6 Surana Ventures Limited Director Audit Committee Chairman Remuneration Committee Member
Private Limited Companies
7 K.M. Power Pvt. Ltd. Director (Nominee IREDA) - -
8 Thembu Power Pvt. Ltd. Director (Nominee IREDA) - -
9 E.PR. Gene Technologies Pvt. Ltd. Director - -
10 E.P.R. Pharmaceuticals Pvt. Ltd. Director - -
11 E.P.R. Centre for Cancer Research and Biometrics Pvt. Ltd. Director - -
12 E.PR. Centre for Cancer Research and Biometrics Pvt. Ltd. Director - -
3. Mr. M. P. Sarawagi
Mr. M. P. Sarawagi has been associated with the Company for the past 48 years. He possesses rich experience in the legal and commercial aspects of the transport industry. Mr. Sarawagi has also served/presently serves on the Boards of Calcutta Goods Transport Association, All India Motor Union Congress and several other cultural associations. He is a Graduate in Law from the Calcutta University.
List of directorships held by Mr. M. P Sarawagi:
Sl. Public Limited Companies Designation Committees Designation No.
1. Transport Corporation of India Ltd. Director Share Transfer Committee Member Compensation/ Remuneration Committee Member
2. Bhoruka Investment Ltd. Director - -
3. Bhoruka Finance Corp. Of India Ltd. Director - -
4 Orissa Tyres Ltd. (In Liquidation) Director - -
Private Limited Companies
5 Ashish Securities Pvt. Ltd. Director - -
6 Prabhu-Dhan Carriers Pvt. Ltd. Director - -
7 Prabhu-Dhan Properties Pvt. Ltd. Director - -
8 Prabhu-Dhan Infrastructure Pvt. Ltd. Director - -
9 Bhoruka Properties Pvt. Ltd. Director - -
The Board recommends their re-appointment.
9. Directors'' Responsibility Statement
Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, with respect to Directors Responsibility Statement, it is hereby confirmed that:
(i) In the preparation of the annual accounts for the financial year ended 31st March 2013, the applicable accounting standards have been followed along with proper explanations relating to material departures, if any;
(ii) We have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at end of the financial year and of the profit of the Company for the period;
(iii) We have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and preventing and detecting fraud and other irregularities; and
(iv) We have prepared the annual accounts on a ''going concern'' basis.
M/s. R.S. Agarwala & Co., Chartered Accountants, Kolkata, as Statutory Auditors of the Company, are due for retirement at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. The Statutory Auditors of your Company have submitted a certificate to your Company that they have subjected themselves for the peer review process of the Institute of Chartered Accountants of India for the financial year 2012-13. They have further confirmed that their re-appointment, if made, will be well within the limit as specified under Section 224 (IB) of the Companies Act, 1956.
Further, M/s R. S. Agarwala & Co., Chartered Accountants, Bangalore, Branch Auditor for TCI Seaways Division of the Company are retiring at this AGM and being eligible, offer themselves for re-appointment. They have confirmed that their re-appointment, if made, will be well within the limit as specified under Section 224 (IB) of the Companies Act, 1956.
Furthermore, M/s. K.B. Chitracar & Co., Chartered Accountants, Kathmandu, the Branch Auditors for branches situated in Royal Kingdom of Nepal are retiring at this AGM and being eligible, offer themselves for re-appointment confirming that their re- appointment, if made, will be well within the limit as specified under Section 224 (IB) of the Companies Act, 1956.
Your Directors recommend Statutory Auditors'' /Branch Auditors'' re-appointment for the financial year 2013-14.
11. Public Deposits
As on 31st March, 2013, Public Deposits stood at Rs. 2.64 million, and there is no amount of fixed deposits which has remained unclaimed.
During the financial year under review, the Company has not accepted any fixed deposits.
12. Human Resources
We believe that human resource is most important and valuable asset of our Company. Enough attention is paid to engagement, grooming & development of right candidates and their retention. Candidates are engaged through diverse sources, undergo training on company''s system and processes, groomed and developed for higher level responsibilities with right HR interventions. Professionals are engaged directly from campus. To equip them with required knowledge & skills, young and bright professionals undergoes Corporate Induction Programme, which help them in developing holistic picture of logistics industry as well as of the company. Various HR interventions like Buddy Programme, Mentor Programme, High Pot programme etc. enables young, bright and high potential employees moving up fast on career ladder.
Continuous training programme sharpens skills of employees for better performance on existing job and develop competencies for next level of job requirement. Fair and transparent appraisal process encourages employees for better performance every year & so are rewards. Annual salary revision and other reward programmes motivate employees to contribute their best for organization. Emphasis on internal recruitment gives surety of career growth to employees.
Company encourages work like balance among employees & Company''s benefit programme and support system takes care of employees & their family member.
13. Management Discussion & Analysis Report
In compliance with the provisions of the Listing Agreement, the Management Discussion and Analysis Report has been presented separately in this Annual Report.
14. Corporate Governance Report
Your Company has been consistently following good corporate governance practices as prescribed by various regulatory authorities and a detailed report on Corporate Governance together with the Certificate from the Auditors of the Company regarding compliance of conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement with the Stock Exchange(s) and the Certificate of the CEO & CFO in terms of sub-clause (v) of Clause 49 of Listing Agreement, inter alia, confirming the correctness of the financial statements for the financial year 2012-13 is annexed to & forming part of this Report.
15. Corporate Social Responsibility
It is true that business of every business is to do business but it is also true that every business should look beyond its business and assume its responsibility towards society at large. A step towards this direction has led TCI to set up its Social arm by name TCI Foundation (TCIF) which has entrenched itself in the areas of Health, Education, Disability, Vocational Training Disaster Relief etc
The two dispensaries one each in Coimbatore and Port Blair are catering to the nearby villages around them. Basic services are provided free of cost. The ailments that are being addressed are hyper tension, Diabetes, Asthma, etc.
FY 2012-13 has been the year for innovation and expansion for the TCIF. It focused on initiating projects in new areas to cater to the needs of diverse population. The new focus communities are migrants, youth and rural women along with our core group of truckers. To fulfil this mission, various new projects were started across India.
Targeted Interventions with Truckers
TCIF is implementing 13 Targeted interventions across 8 states (Punjab, Uttarakhand, Chandigarh, Haryana, Chhattisgarh, Jharkhand, Karnataka and Maharashtra) through funding from various State AIDS control societies for the National Truckers program under NACP III. TCIF continues to be the national leader in the area of trucker''s welfare as our annual reach has increased to more than 5 lacs truckers and allied population. Foundation provides counselling and medical services to about two lac truckers and allied population through its clinics across India.
Targeted Interventions with Migrants
Three projects for the health of migrants were started in FY 2012-13 by TCIF. These projects have been started in Delhi, Maharashtra and Jharkhand. About 30,000 migrants will be provided counselling and treatment services through these interventions.
Link Workers Scheme (LWS)
TCIF has been chosen as Technical lead agency for Bihar State AIDS Control Society to manage the link workers scheme in eight districts of Bihar. The program reaches to more than 800 villages of 8 districts. The LWS scheme is being implemented to cover vulnerable youths, women and other people in high risk groups in Nawada, Darbhanga, Saran (Chapra), Samastipur, Patna, Siwan, Darbhanga and Sitamari.
Four TIs with truckers are being implemented in collaboration with HPCL in Tamilnadu, Andhra Pradesh, UP and Maharashtra. TCIF has also collaborated with Society of Indian Automobiles Manufacturers (SIAM) for annual road safety training with drivers at different locations in India. More than 900 drivers were trained on road safety though this initiative.
HIV/AIDS Awareness Programme
A separate module on HIV/AIDS awareness has been developed for our staff. 2,900 personnel underwent an awareness programme in the three training centers of TCI during the year under review.
TCIF Goes International
Due to our experience and contribution in the field of STIs and HIV programming in India, TCIF has been identified to provide technical support to other countries as well. TCIF is providing technical support to Ethiopia and South Africa for their truckers programs. Discussions are in progress for a similar engagement with Kenya.
Education TCI DAV Public School
The objective of TCIF of starting a school in the remote area in Jharkhand was to make available quality education to the children of that area. Most children who come to the school are first generation learners. In the year 2012-2013 CBSE awarded its affiliation to the school after a rigorous inspection. The school now is till the Xth std. The strength in the school is growing slowly but surely. There is no denying the fact that the school offers challenges in terms of political vulnerability, poverty in the area and remoteness of the place. The school has now come into the regular mode of having its yearly annual events such as the Sports Day and the Annual function. It brings out its yearly school magazine titled PRAGATI every year.
A training center in the campus of TCI DAV Public School is catering to young boys and girls and women since 2010. The training programmes are in IT, Sewing and Tailoring and hand loom weaving. Women who were hitherto confined to their homes and domesticity, girls and boys both kinds- drop outs from school and those who are continuing their school are a part of the Vocational Training Centre. The students belong to the under privileged families in the villages in and around Jhamhar.
More than 80 boys and girls have been trained in the IT basic course, accredited by NIIT Foundation. Women are working on their looms from their homes and getting their wages from Jharcraft.
Center in Makrana, Rajasthan
TCIF in collaboration with India Bulls Foundation, started a center in April 2012 to train underprivileged boys who have passed 2 in Transport Systems & Management .The objective was to prepare needy students for a job in the Logistics sector. More than 80 students have been trained and are in jobs.
TCIF''S Artificial Limb Centre
Fully equipped to cater to the needs of people with disability (below knee), the artificial limb center in Patna has serviced more than 15,000 patients with artificial limbs, calipers and crutches. Camps in all the districts of Bihar have been organized with support of local NGOs, Rotary Clubs and Lions clubs. Requests from Nepal Medical College to hold camps in Nepal for the disabled came to TCIF and the decision to do so by TCIF was taken in the year under review although the camps were held in April 2013.
16. Particulars of Employees
Pursuant to provision of section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975, the details of employees who were in receipt of gross remuneration of Rs. 500,000/-p.m., if employed for part of the year & Rs. 6,000,000/- p.a., if employed for the full year for the FY ended 31st March, 2013, is given as an annexure to this report.
Your Directors take this opportunity to express their sincere appreciation for the excellent support and co-operation extended by the shareholders, customers, suppliers, bankers and other business associates. Your Directors gratefully acknowledge the ongoing co- operation and support provided by Central and State Governments and all Regulatory bodies. We place on record our appreciation of the contribution made by all employees towards the growth of your Company.
For & on behalf of the Board
Place : Gurgaon S M Datta
Date : May 15, 2013 Chairman
Mar 31, 2012
The Directors are pleased to present the Seventeenth Annual Report of the Company together with the Audited Statement of Accounts and the Auditors' Report for the Financial Year ended 31st March, 2012.
During the year ended 31st March, 2012, significant financial highlights are as under:-
(Rs. in million)
Particulars consolidated Standalone 2011-12 2010-11 2011-12 2010-11 Income 19594.2 18563.9 18,323.00 17,601.4 Profit before Finance Cost, Depreciation & Amortization 1621.1 1437.1 1488.7 1378.1 Taxation & Exceptional Item
Less: Finance Cost (Net) 350.0 265.9 332.8 257.0
Depreciation & Amortization (Net) 415.7 353.1 378.7 320.6
Profit before Tax & Exceptional Item 855.4 818.0 777.2 800.5
Less: Exceptional Item 0.0 0.0 40.0 0.0
Profit before Tax 855.4 818.0 737.2 800.5
Less: Provision for Tax - Current 258.9 254.9 212.00 224.4
-Deferred 5.0 16 8.22 17.0
Profit after Tax 591.5 547.2 517.0 559.0
Taxes for earlier years (1.9) 46 (1.46) 45.8
Share of (profit)/loss transferred to minority interest (1.6) (0.1) 0.0 0.0
Add : Balance in Profit and Loss brought forward 180.4 189.7 82.5 75.4
Profit available for appropriation 775.4 691.0 600.9 588.6 Appropriations:
- Interim dividend 29.2 29.0 29.2 29.0
- Proposed dividend 49.5 40.2 43.6 36.3
- Dividend Tax 12.8 11.4 11.8 10.8
- Tonnage Tax Reserve 20.3 10.0 20.3 10.0
- General reserve 414.3 420.0 410.0 420.0
Balance carried forward 249.3 180.4 86.0 82.5
775.4 691.0 600.9 588.6
On standalone basis, gross turnover during the year grew by 4.1% to 18,323 mn. Net turnover at Rs. 18,279.7 mn grew by 4%. Pre - tax profit decreased by -7.91% to Rs. 737.2 mn. Despite adverse market conditions, the Company has maintained its PAT for the year at Rs. 518.4 mn which is after absorbing an exceptional provision of Rs. 40 mn for losses / diminution in the value of equity investments in overseas JV / subsidiaries. Earning per Share for the year stands at Rs. 7.1. Cash flow from operations stood at 129.6 mn.
While on consolidated basis, total turnover during the year grew by 5.55% to 19,594.2 mn. Net turnover at Rs. 19537.5 mn grew by 5.54%. Pre-tax profit increased by 4.58% to 855.4 mn. While post- tax profits at 595.0 mn recorded a growth of 18.69%. Earning per Share for the year rests at Rs. 8.19. Cash flow from operations stood at 307.3 mn.
Out of total profit of 518.4 mn on standalone basis for the financial year ended 31st March, 2012, an amount of Rs. 410 mn has been transferred to the General Reserves.
Your Company has a consistent track-record of dividend payment. The Board of Directors of the Company had earlier approved payment of an interim dividend @ 20% on equity share of Rs. 2 each (Re. 0.40/- per equity share) amounting to Rs. 29.1 mn paid in the month of February, 2012. Further, your Board has recommended payment of final dividend @30% on equity share of Rs. 2 each (Re. 0.60 per equity share) for the year 2011-12. The payment of final dividend is subject to shareholders approval in the ensuing Annual General Meeting of the Company.
With this, the total dividend payout for the fiscal 2011-12 will be at 50% (Previous year @ 45%) on equity share of Rs. 2 each (Re. 1.00 per equity share) amounting to Rs. 72.72 mn on its paid-up equity capital of Rs. 145.4 mn.
Change in Capital Structure
During the year, following shares were issued due to exercise of options by employees under Employees Stock Option Scheme 2006 part-I, part-II and part-III of the Company;
- 71,820 equity shares allotted on June 21st, 2011.
- 54,750 equity shares allotted on July 19th, 2011.
Post this allotment, the outstanding issued, subscribed and paid up equity share capital stands increased from Rs. 145,177,240 to Rs. 145,430,380 as at March 31st, 2012.
Ministry of Corporate Affairs vide circular Nos. 02/2011 & 3/2011 dated February 8, 2011 & February 21, 2011 respectively had granted general exemption to holding companies from attaching copies of the Balance Sheet, Profit and Loss Account, Report of the Board of Directors and Auditors of the subsidiary companies to the Balance Sheet of the Company. In accordance with the said circulars, the Balance Sheet, Profit & loss Account & other documents of the subsidiary companies are not being attached with the Balance Sheet of the Company.
The Company will make available annual accounts of the subsidiary companies and related detailed information to the shareholders of the Company who may be interested in the same.
The annual accounts of the subsidiary companies will also be kept open for inspection by any shareholders at the Registered Office of the Company and that of respective subsidiary companies.
Further, pursuant to Accounting Standard (AS)-21 prescribed under the Companies (Accounting Standards) Rules, 2006 and Listing Agreement as prescribed by the Securities and Exchange Board of India (SEBI), Consolidated Financial Statements presented by the Company includes financial information of subsidiary(ies) / joint ventures of the company, which forms part of the Annual Report.
Abridged Annual Accounts
In accordance with SEBI Guidelines and Companies Act, 1956, abridged standalone and consolidated annual accounts for the year ended March 31st, 2012 are being circulated while detailed accounts will be made available on request and also at the venue of the Annual General Meeting.
During the year, Mr. Ashish Bharat Ram was appointed as an Additional Director in terms of Section 260 of the Companies Act, 1956 effective from July 28th, 2011. He holds office up to the date of the ensuing Annual General Meeting. The Company has received notice from a member proposing his candidature as Non Executive Independent Director of the Company, liable to retire by rotation and accordingly, his candidature for appointment as a Director has been included in the Notice convening the Annual General Meeting.
In terms of the provisions of the Companies Act, 1956 and Articles of Association of the Company, Mr. S M Datta, Chairman, Mr. S N Agarwal and Mr. R V Raghavan retire by rotation at the ensuing Annual General Meeting, and Mr. S M Datta, Chairman and Mr. S N Agarwal being eligible, offer themselves for re-appointment.
In compliance with Clause 49(IV) (G) (i) of the Listing Agreement, a brief resume, nature of expertise & detail of directorships held in other companies of the directors proposing reappointment along with their shareholding in the Company, are furnished in the explanatory statement to the notice of the ensuing Annual General Meeting. Your Directors recommend their re-appointment.
Further, Mr. R V Raghavan, one of the retiring director, has expressed his inability to continue as director due to personal compulsions. Your board takes on record the appreciation for the services rendered by him during his tenure with the Company.
Further, since last Directors' Report, Mr. K. Prabhakar has resigned from the Board of the Company. The Board places on record its gratitude for the services rendered by Mr. Prabhakar during his tenure as member of the Board.
Directors' Responsibility Statement
In accordance with the provisions of Section 217(2AA) of the Companies Act, 1956 and based on the information provided by the management, your directors state that:
- The applicable Accounting Standards have been followed along with proper explanations relating to material departures In the preparation of the annual accounts for the financial year ended March 31st, 2012;
- They have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31st, 2012 and of the profit of the Company for the year under review;
- They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and
- They have prepared the annual accounts on a going concern basis.
Auditors and Auditors' Report
The Statutory Auditors of the Company M/s. R.S. Agarwala & Co., Chartered Accountants, Kolkata, retire at the conclusion of the ensuing Annual General Meeting of the Company & have confirmed their willingness and eligibility for reappointment and have also confirmed that their reappointment, if made, will be within the limits stipulated under Section 224 (IB) of the Companies Act, 1956.
Further, M/s R. S. Agarwala & Co., Chartered Accountants, Bangalore, Branch Auditors of TCI Seaways, a Division of your Company retire at the conclusion of the ensuing Annual General Meeting and they have confirmed their willingness and eligibility for reappointment and that their reappointment, if made, will be within the limits stipulated under Section 224 (IB) of the Companies Act, 1956.
In continuation, M/s. K. B. Chitracar & Co., Chartered Accountants, Kathmandu, the Branch Auditors for branches situated in Royal Kingdom of Nepal also retire at the conclusion of the ensuing Annual General Meeting and have confirmed their willingness and eligibility for reappointment and that their reappointment, if made, will be within the limits specified under Section 224 (IB) of the Companies Act, 1956.
The Board recommends their re-appointment for the next term. Fixed Deposit
During the year under report, your Company has not received any fresh deposits.
The aggregate amount outstanding in respect of fixed deposits as on 31st March, 2012 is Rs. 4.48 mn against 32 fixed deposit holders. No amounts of deposits are pending unclaimed as on 31st March, 2012.
During the year, the Company has repaid Rs. 2.17 mn In respect of 23 fixed deposit receipts.
The Company considers its employees to be the most valuable asset and is committed to providing conducive work environment to enable each individual employee to fully realize his or her potential. Continuous learning, updating HR systems in line with best practices and aligning rewards and recognition with performance have enabled the Company to sustain its reputation of a performance driven organization.
We focus on attracting, engaging and retaining our key resource i.e. employees. Employees are engaged at young age, undergo structured training, learn job requirement & groomed at different levels. Standard performance appraisal system encourages performance orientated work culture in our organization. Our reward and recognition programmers encourage internal competition among all employees & better performance. Preference is given to internal resources and most vacant positions are filled internally. We have engaged a premier HR consulting firm to strengthen our induction program me for young officers in the company, design & develop processes on identifying high potential employees and their career growth plan. We believe that these HR interventions will create leadership pipeline in organization.
Particulars of Employees
A statement showing the particulars of employees, pursuant to Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975, as amended from time to time, is annexed and forms an integral part of this Report.
Internal Control System
The Company has in place adequate internal control systems commensurate with its size and nature of business. These systems provide a reasonable assurance in respect of providing financial and operational information, compliance with applicable statutes and safeguarding of assets of the Company. These systems ensure that transactions are executed in accordance with specified policies and resources are deployed as per the business plans and policies.
The Company has an in-house internal audit division and the head of internal audit function reports directly to the Audit Committee to ensure independence of this function.
Insider Trading Regulations
Based on the requirements under SEBI (Prohibition of Insider Trading) Regulations, 1992, as amended from time to time, the Code of Conduct for prevention of insider trading and the Code for corporate disclosures are in force.
The equity shares of your Company continue to be listed on The Bombay Stock Exchange Limited (BSE) and the National Stock Exchange of India Limited (NSE).
The Company has paid annual listing fee for the financial year 2012-13 to BSE & NSE and annual custody fee to National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). Shares issued against stock options have been listed and trading permission has been granted by these stock exchanges.
Management Discussion and Analysis
Management Discussion and Analysis Report for the year under review as stipulated under Clause 49 of the listing agreement with the Stock Exchanges in India, forms part of this Report.
Employees Stock Option Scheme
Your Company has established Employee Stock Option Scheme- 2006 for its employees. Under the Scheme, during the year,
1,32,000 options in 2 trenches were vested with eligible employees of the Company. Out of above, 1,26,570 options were exercised by the employees. Accordingly, your Company allotted 1, 26,570 Equity Shares to the employees as per following details:
Date of allotment part I part II part III
June 21st, 2011 20,220 20,850 30,750
July 19th, 2011 17,400 10,350 27,000
Total 37,620 31,200 57,750
Furthermore, 2,75,000 options were granted by Remuneration Committee to entitled employees in their meeting held on 1st June, 2011under the said Scheme vide Employee Stock Option Scheme IV.
The particulars as required under Clause 12 of SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 are annexed and forms part of this Report.
The certificate required under Clause 14 of the said Guidelines and as obtained from the Statutory Auditors with respect to the implementation of the Company's Employees Stock Option Scheme, 2006 shall be placed at the forthcoming Annual General Meeting.
Your Company fully adheres to the standards set out by the Securities and Exchange Board of India (SEBI) for Corporate Governance practices and has implemented all of its stipulations. TCI understands and respects its fiduciary role in the corporate world and besides adhering to the prescribed corporate practices, it voluntarily governs itself as per the highest national and international standards of Corporate Governance.
The Compliance Report on Corporate Governance and a certificate from Statutory Auditors of the Company regarding compliance of the conditions of Corporate Governance, as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges forms part of this report.
Certificate of the CEO/CFO, inter alia, confirming the correctness of the financial statements, compliance with Company's Code of Conduct, adequacy of the Internal Control measures and reporting of matters to the Audit Committee in terms of Clause 49 of the Listing Agreement with the Stock Exchanges, is attached in the Corporate Governance Report and forms part of this report.
Corporate Social Responsibility Initiatives
Shri P. D. Agarwal, the Founder of TCI Group was of a strong belief that life was one long opportunity to be good and to do good. All the work that goes on in TCI under Corporate Social Responsibility is firmly etched on this philosophy. The year gone by has been fruitful in terms of scale and new initiatives in the area of Corporate Social Responsibility.
Vocational Training Centre
TCI Foundation (TCIF) started the vocational training centre in Jhamhar, near Ranchi, Jharkhand two years ago.
Two batches of women each batch of about 20, have completed their training in handloom weaving. They have been given looms and women have now started working from home.
TCIF entered into an MoU with NIIT Foundation to support us in running the IT course in the centre. About 50 students in two batches have completed their basic IT training accredited by NIIT Foundation. The students belong to the under privileged families in the villages in and around Jhamhar.
TCIF'S Artificial Limb Centre
Set up to cater and service the poor and provide artificial limbs, calipers and crutches, TCIF Jaipur Foot centre in Patna has completed four years in operation. The centre has serviced around
10,000 patients and has done 22 camps since its inception.
The centre has now been equipped with a mobile workshop which can cater to about 100 patients at any point of time.
TCI DAV Public School
The school which was set up in 2005 is slowly but surely growing. There is no denying the fact that it offers a lot of challenges in terms of the political vulnerability of the place and the fact that it is in the interior of Khunti district with problems of accessibility. The school organized its first annual Sports Day and Annual function in February 2012.
The two dispensaries one each in Coimbatore and Port Blair are catering to the nearby villages around them. Basic services are provided free of cost.
Rehabilitation Activates in Leh, J&K
TCI had adopted a village by name Nimmo in Leh when it was hit by a cloud burst in August 2010 leaving the people of that village totally devastated. TCI handed over the houses that it built, to the victims of that calamity. The houses were handed over in the year 2011.
TCIF's Truckers Programmer
TCI Foundation added another feather in its cap in December last year by bagging the first ever Mahindra Navistar Transport Excellence Award under the NGO category - 'Accepting No Limits', for the Project Kavach. Mahindra Navistar Transport Excellence Award is the first ever initiative taken on such a grand scale to recognize and reward Out performance, Excellence, Innovation and Leadership in the Indian Trucking Industry.
In 2011-2012, TCIF as TSG covered approximately 40 lakhs Long Distance Truckers (LDT) through various Behavior Change Communications like Inter Personal Communication (IPC) session and mid media activities.
Following are the key achievements of the project in FY 2011-2012:
- Total truckers reached through mid media coverage i.e. Film shows, street shows, health games etc : 16,49,021
- Total Interpersonal communications coverage through 2,02,453 sessions : 23,07,165
- Out of 6,56,747 footfalls at the Khushi Clinics total of 5,71,711 truckers were treated at the Khushi Clinics.
- Total of 61,681 truckers were tested at the ICTC out of which 607 were tested positive.
- Total 308 HIV positive truckers were linked to nearby ART centres.
- Through various condom vending machines, traditional outlets & non-traditional outlets identified around the intervention sites total 94,28,811 condoms have been sold through social marketing.
BMGF Funded Project 'Kavach'
Out of 15 kavach project interventions, TCIF has successfully transitioned 10 interventions to NACO. Through this, TCIF has successfully transferred key learning's from its intervention experience to the government and other key stakeholders.
Suraksha Khushi project
In 2010-2011, HPCL as part of their CSR initiative under Project Suraksha to improve the health seeking behavior of long distance truckers, with the expertise of TCIF, has replicated the Khushi Clinic Model of TCI Foundation in two of its Junction outlets:
- Hosur in Tamil Nadu
- Ravulapalem in Andhra Pradesh
In 2011-2012, HPCL extended its reach by opening two more clinics at the following junction outlets:
- Satara in Maharashtra
- Sikandra in Uttar Pradesh
Through this initiative, last year alone, TCIF reached out to 11,640 truckers and provided treatment to 2,328 unique long distance truckers on the NH-2, NH-4 & NH-5.
Celebrated Road Safety Week in Association with SIAM
Integrated Road safety trainings and health camps were organized by TCIF in association with Society of Indian Automobile Manufacturers (SIAM) from 5th - 9th Jan'12 at 10 locations across India. TCIF reached out to 851 long distance truckers through road safety trainings in the Transshipment locations and through Health Camps reached out to 1875 LDT. Total of 289 truckers were referred to nearby ICTCs. Special talk was facilitated on 'HIV & AIDS' prevention and care.
TCI's Workplace programmer on HIV/AIDS
TCI is one of the few Corporate in India with a well defined workplace policy on HIV/AIDS. The policy was adopted in 2005 and was revised in January 2010 by incorporating two new clauses on social dialogue and gender discrimination.
A module on HIV/AIDS awareness programme has been developed which is integrated with the overall training programmes of the TCI group. The staff of TCI gets exposed to the training each time they go for training programmes in their core areas which are held in the three training centers of the Group.
Particulars of Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo
Information pursuant to Section 217(1)(e) of the Companies Act, 1956 read with Rule 2 of the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 regarding conservation of energy, technology absorption and foreign exchange earnings and outgo is forming part of this report.
Your Directors wish to take this opportunity to express their sincere gratitude for the valuable guidance and support rendered by the Central and State Governments, banks, financial institutions, business associates and various stakeholders, such as, shareholders, customers and suppliers, for their whole-hearted support and co-operation.
Your Directors would also like to place on record their deep and sincere appreciation for the hard work, dedication and unstinting efforts of your Company's employees to ensure that your Company reaches the pinnacle of success.
For and on behalf of the Board
Place : Gurgaon S M Datta
Date : 30th May, 2012 Chairman