Sundaram-Clayton Limited 48Th Annual Report 2010
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Sundaram-Clayton Limited 48th Annual Report 2010 Sundaram-Clayton Limited New Wrapper 2009-10.p651 9/2/2010, 5:00 PM Sundaram-Clayton Limited Board of Directors Listing of shares with Hosur Madras Stock Exchange Limited Hosur - Thally Road VENU SRINIVASAN National Stock Exchange of India Limited Belagondapalli Managing Director Bombay Stock Exchange Limited Hosur - 635 114, Tamil Nadu, India. Tel. : 04347 - 233 445 SURESH KRISHNA Registered Office Fax : 04347 - 233 014 K MAHESH "Jayalakshmi Estates" GOPAL SRINIVASAN No. 29 (Old 8) Haddows Road Website Chennai - 600 006, Tamil Nadu, India. T K BALAJI Tel. : 044 - 2827 2233 www.sundaramclayton.com DR LAKSHMI VENU Fax : 044 - 2825 7121 Director - Strategy Share Transfer Department Subsidiary Companies VICE ADMIRAL P J JACOB (Retd.) No. 22 (Old 31) Railway Colony 3rd Street SURESH KUMAR SHARMA Mehta Nagar, Chennai - 600 029, Anusha Investments Limited Tamil Nadu, India. S SANTHANAKRISHNAN TVS Motor Company Limited Tel. : 044 - 2374 1889 V SUBRAMANIAN 044 - 2374 2939 TVS Motor (Singapore) Pte Limited T R SRIDHARAN Fax : 044 - 2374 1889 TVS Motor Company (Europe) B.V E-mail : [email protected] PT.TVS Motor Company Indonesia Executive Director [email protected] H LAKSHMANAN [email protected] Sundaram Auto Components Limited President & Chief Executive Officer [email protected] TVS Energy Limited - Automotive Products Division Factory TVS Investments Limited C N PRASAD Chennai TVS Electronics Limited President - Die Casting Division Padi, Chennai - 600 050, Tamil Nadu, India. P H NARAYANAN Sravanaa Properties Limited Tel. : 044 - 2625 8212 Executive Vice President - Finance Fax : 044 - 2625 7177 TVS Capital Funds Limited V N VENKATANATHAN Mahindra World City TVS-E Access India Limited Secretary Plot No. AA8, Central Avenue TVS-E Servicetec Limited R RAJA PRAKASH Auto Ancilliary SEZ Tumkur Property Holdings Limited Audit Committee Kancheepuram - 603 002, Tamil Nadu, India. Tel. : 044 - 4749 0049 Prime Property Holdings Limited VICE ADMIRAL P J JACOB (Retd.) Chairman T K BALAJI CONTENTS Page No. V SUBRAMANIAN T R SRIDHARAN Financial Highlights 2 Investors' Grievance Committee Notice to the shareholders 3 SURESH KRISHNA Directors' Report to the shareholders 8 Chairman VENU SRINIVASAN Report on Corporate Governance 17 K MAHESH Auditors' Report to the shareholders 27 T K BALAJI Balance Sheet 30 Bankers Profit and Loss Account 31 STATE BANK OF INDIA Schedules 32 Corporate Accounts Group Branch Greams Dugar Notes on Accounts 39 Greams Road Chennai - 600 006 Cash Flow Statement 56 STATE BANK OF MYSORE Statement under Section 212 of the Companies Act, 1956 58 Industrial Finance Branch General Business Profile 59 Chennai - 600 006 Auditors Auditors' Report on Consolidated Accounts 61 SUNDARAM & SRINIVASAN Consolidated Accounts 62 Chartered Accountants New No. 4 (Old No. 23) Financial information of subsidiaries as per Section 212(8) Sir C P Ramaswamy Road of the Companies Act, 1956. 76 Alwarpet, Chennai - 600 018. 1 Sundaram-Clayton Limited 25.08.2010 FINAL.p651 9/2/2010, 5:02 PM Sundaram-Clayton Limited FINANCIAL HIGHLIGHTS INCLUDING SELECTED INDICATORS AND RATIOS Rupees in crores Year ended 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 Profit and Loss Account Sales 240.6 246.8 299.1 417.4 536.3 629.3 816.2 426.9 492.4 492.7 Other income 14.6 18.3 24.2 28.4 32.5 45.3 48.6 34.5 36.3 46.3 Total income 255.2 265.1 323.3 445.8 568.8 674.6 864.8 461.4 528.7 539.0 Gross profit before interest, depreciation & tax (EBIDTA) 34.9 41.5 59.0 82.1 101.6 141.1 176.1 73.9 60.1 71.8 Depreciation 9.5 10.9 12.0 15.3 21.4 26.9 32.8 27.7 31.0 37.6 Profit before interest & tax 25.4 30.6 47.0 66.8 80.2 114.2 143.3 46.2 29.1 34.2 Interest 1.5 1.3 (1.3) 0.5 3.8 7.9 15.2 10.8 22.1 20.5 Profit before taxation 23.9 29.3 48.3 66.3 76.4 106.3 128.1 35.4 7.0 13.7 Profit after taxation 17.7 21.9 36.1 46.0 53.4 75.3 91.6 23.9 6.3 12.4 Balance Sheet Net Fixed assets 96.2 99.6 124.8 183.8 275.1 302.5 326.4 240.2 304.3 307.4 Investments 43.0 48.3 43.2 55.0 57.1 71.0 82.3 69.4 67.3 73.4 Net current assets 46.2 24.5 28.1 23.3 30.4 77.4 170.6 213.7 219.0 172.6 Total 185.4 172.4 196.1 262.1 362.6 450.9 579.3 523.3 590.6 553.4 Share capital 18.9 18.9 18.9 18.9 18.9 18.9 18.9 9.5# 9.5 18.9 Reserves & surplus 134.0 135.5 158.2 187.1 221.1 270.5 325.2 226.6 221.9 225.5 Net worth 152.9 154.4 177.1 206.0 240.0 289.4 344.1 236.1 231.4 244.4 Loan funds 32.5 9.6 8.9 44.8 109.2 146.1 215.8 267.4 339.3 288.7 Deferred taxation (net) 8.4 10.1 11.3 13.4 15.4 19.4 19.8 19.9 20.3 Total 185.4 172.4 196.1 262.1 362.6 450.9 579.3 523.3 590.6 553.4 Earnings Per Share (EPS) (Rs) * 4.68 5.76 9.50 12.13 14.08 19.63 24.03 6.31 1.67 3.26 Dividend Per Share (DPS) (Rs) 3.00 6.00 6.50 8.00 9.00 12.00 17.0 8.75 2.00 1.75 Book value per share (Rs) 80.63 81.41 93.40 108.63 126.53 152.57 181.41 127.48 122.00 64.43 Return on capital employed (ROCE) % 14.2 17.1 25.5 29.2 25.7 28.1 27.8 8.3 5.2 6.0 Return on net worth (RONW) % 12.1 14.2 21.7 24.0 23.9 28.5 28.9 8.2 2.7 5.2 Fixed assets turnover (no. of times) 2.7 2.5 2.7 2.7 2.3 2.2 2.6 1.5 1.8 1.6 Working capital turnover (no. of times) 5.3 7.0 11.4 16.2 20.0 11.7 6.6 2.2 2.3 2.5 EBIDTA as % of sales 14.5 16.8 19.7 19.7 18.9 22.4 21.6 17.3 12.2 14.6 EBIDTA as % of total income 13.7 15.7 18.3 18.4 17.9 20.9 20.4 16.0 11.4 13.3 Net profit as % of total income 7.0 8.2 11.2 10.3 9.4 11.2 10.6 5.2 1.2 2.3 ROCE is profit before interest and taXation divided by average networth plus loan funds. RONW is profit after taX divided by average networth. FiXed assets turnover is sales divided by average net fiXed assets as at the end of the year. Working capital turnover is sales divided by average net current assets as at the end of the year. # During 2007-08, the face value of share has been reduced from Rs. 10 to Rs. 5 per share in view of de-merger of brakes division of the Company. * After consideration of issue of bonus shares in 2009-10 in the ratio of 1:1. Figures of 2007-08 are not comparable with that of previous years' in view of demerger of brakes division of the Company. 2 Sundaram-Clayton Limited 25.08.2010 FINAL.p652 9/2/2010, 5:02 PM Sundaram-Clayton Limited Notice to the Shareholders NOTICE is hereby given that the forty-eighth annual general meeting 8. To consider and if thought fit, to pass with or without modification, of the Company will be held at 'The Music Academy' New No. 168 the following resolution as an ordinary resolution: (Old No. 306), TTK Road, Chennai 600 014 on Wednesday, the nd RESOLVED THAT subject to the provisions of Sections 198, 269 22 September 2010 at 10.15 a.m. to transact the following business: read with Schedule XIII, 309 and 317 of the Companies Act, 1956 ORDINARY BUSINESS (the Act), and other applicable provisions, if any of the Act, Dr Lakshmi Venu, be and is hereby appointed as Director-Strategy 1. To consider and if thought fit, to pass with or without modification, in the rank of managing director of the Company for a period of five the following resolution as an ordinary resolution: years from 22nd March 2010 and the remuneration payable to RESOLVED THAT the audited balance sheet as at 31st March 2010 Dr Lakshmi Venu upon such appointment, as set out in the and the profit and loss account of the Company for the year ended agreement dated 22nd March, 2010 entered into between the on that date, together with the directors' report and the auditors' Company and Dr Lakshmi Venu, copy of which was placed before report thereon as presented to the meeting be and the same are the meeting and initialed by the chairman for the purpose of hereby approved and adopted. identification, be and is hereby approved. 2. To consider and if thought fit, to pass with or without modification, RESOLVED FURTHER THAT the board may revise the the following resolution as an ordinary resolution: remuneration payable to her during the currency of present tenure RESOLVED THAT Mr Suresh Krishna, director, who retires by of office in such manner as may be agreed to between herself and rotation and being eligible for re-appointment, be and is hereby the Board of Directors, provided that the remuneration by way of re-appointed as a director of the Company.