Dear Shareholders,
The Directors take pleasure in presenting the 17th Annual
Report together with the audited financial statements of the Company for the financial
year ended 31st March 2025.
1. Business Environment
The world has evolved rapidly since the turn of the calendar year. The
elevated risk of trade tensions, evolving geo-political shifts and market dynamics have
put many countries on anxious, wait & watch mode. For India, this could be a blessing
in disguise in view of its diplomatic relationship with other bigger economies and its
ability to redefine export strategy in view of differentiated tariffs. The world economy
faced headwinds with continuing inflationary pressures, economic & political
uncertainties in some of the developed economies and disruptions to global trade due to
multiple reasons ranging from continued war, disruption to supply chain and protectionist
tendencies. During FY 2024-25, the global business environment witnessed an uneven growth
and India is expected to clock about 6.5%. India's growth story, though lower than the
previous years, is an outlier in the period of contracted global growth.
The Indian economy got a shot in the arm with recent rate cuts by the
Reserve Bank of India after about five years. Supplemented by easing inflation in the
recent months, the primary focus for the rate cuts is to support the domestic growth. The
domestic demand continues to be strong and resilient, which is signified by the increase
in the GST collection during FY 2024-25. Though Indian rupee depreciated by about 3%, it
has recovered recently and is not expected to be very volatile during the current year.
To continue with the growth momentum backed by the demographic
advantage, one of the key focus areas for India will be to ensure appropriate skilling and
education, including in the recent technological advancements, for the youth. This will
enable prospects of attracting more foreign inflow through Global Capability Centres, in
multiples places across India, to enhance employment opportunities. The efforts taken by
the Government to boost domestic production and its focus on quality standards and steps
taken by the industry to diversify the import sources for critical items, will help in
reducing our dependence on imports. The volatility of the raw material prices is expected
during the current year in view of the recent global developments which may have an
immediate impact on the cost and margins. While India's economic trajectory remains
strong, sustained policy measures in the areas of capital investment, employment
generation, trade competitiveness, inflation control and investment in innovation are
required to ensure our competitiveness in global markets and sustain our growth momentum
during the current year.
The automotive industry saw a mixed performance in FY 2024-25 with
growth in two-wheeler segment, moderation in passenger vehicle and negative growth in
commercial vehicle segments. The industry seems to be cautious in terms of Electric
Vehicles ("EV") adoption and other factors including supply chain disruptions,
emission standards etc. The shift to shared mobility, though positive in terms of
long-term sustainability, may impact the auto industry in the short term. Once there is an
expansion in the infrastructure for EV coupled with reduction in costs, the growth
potential is significant for EV sector. The healthcare segment in India is also growing
with wider access and quality service to the people.
Despite global economic headwinds, India is expected to remain the
fastest-growing major economy this year. The country is well-positioned to capitalize on
emerging opportunities in high value added manufacturing exports, particularly in sectors
such as electronics and semiconductors. Continued Government policy support, along with
strong domestic resilience, is likely to help India maintain its growth momentum into FY
2025-26.
2. Financial Summary
The Company's financial performance (standalone and consolidated) for
the financial year ended 31st March 2025 is summarised below:
Particulars |
Standalone |
Consolidated |
|
2024-25 |
2023-24 |
2024-25 |
2023-24 |
Sale of Products |
7,431.40 |
7,144.42 |
18,915.14 |
16,334.92 |
Profit Before Exceptional Items and Tax and Fair value gain /
(loss) on Compulsorily Convertible Preference Shares (CCPS) |
974.53 |
970.11 |
1,801.33 |
1,695.05 |
Fair Value Gain / (loss) on CCPS |
569.00 |
- |
(136.70) |
- |
Loss from Associate / Joint Ventures |
- |
- |
(0.38) |
(0.63) |
Exceptional items |
(19.13) |
- |
(11.05) |
0.08 |
Profit Before Tax |
1,524.40 |
970.11 |
1,653.20 |
1,694.50 |
Tax Expense |
227.74 |
235.60 |
598.91 |
497.16 |
Profit After Tax |
1,296.66 |
734.51 |
1,054.29 |
1,197.34 |
Note: The above consolidated numbers exclude discontinued operations
(net of taxes)
The Board of Directors has decided to retain the entire amount of
profit for the financial year 2024-25 in the Statement of Profit and Loss.
3. Performance Overview
During FY 2024-25, the Company has achieved a turnover of Rs7,431 Cr.,
registering a growth of 4% over the previous year. The Profit before Depreciation,
Interest, Exceptional Items, Tax and Fair Value Gain on CCPS was at Rs1,168 Cr. as against
Rs1,140 Cr. in the previous year. The Profit before Tax was at Rs1,524 Cr (including Fair
Value Gain on CCPS of Rs569 Cr) as against Rs970 Cr. in the previous year.
The Engineering segment registered a revenue of Rs5,029 Cr. as compared
to Rs4,921 Cr. during the previous year, a growth of 2%. The operating profit before
interest and tax stood at Rs617 Cr. similar to previous year.
The Metal Formed Products segment recorded a revenue of Rs1,565 Cr. as
compared to Rs1,519 Cr. during the previous year, a growth of 3%. The operating profit
before interest and tax stood at Rs161 Cr. as compared to Rs187 Cr. during previous year,
lower mainly on account of sluggish performance of railways.
The Mobility segment recorded a revenue of Rs671 Cr. as compared to
Rs664 Cr. during previous year, a growth of 1%, inspite of adverse market conditions. The
operating profit/(Loss) before interest and tax stood at Rs5 Cr. as compared to loss of
Rs(18) Cr. during the previous year, driven by efficiency, cost reduction measures and
focus on exports & adjacencies.
Other businesses segment including Industrial Chains registered a
revenue of Rs987 Cr. as compared to Rs834 Cr. during the previous year, a growth of 18%.
The operating profit before interest and tax stood at Rs48 Cr. as compared to Rs65 Cr.
during previous year.
4. Other business initiatives
4.1. TI Clean Mobility Private Limited
The Company, through its subsidiary M/s. TI Clean Mobility Private
Limited ("TICMPL'), is focussing on the clean mobility solutions. TICMPL is pursuing
electric three-wheelers and electric tractors businesses. During the year, TICMPL has
consistently ramped up volume of the electric three-wheeler for passenger segment under
'Montra Electric' brand. The business has been expanding in Northern and Eastern regions
while it has gained market share in Southern states. During the year, TICMPL has completed
the development of 27HP electric tractor after carrying out rigorous product testing /
validation processes, both on and off the field. During the year, M/s. IPLTech Electric
Private Limited ("IPLT"), a subsidiary of TICMPL, successfully broadened its
customer base by delivering 172 vehicles across 20 customers. IPLT also obtained
homologation for a new model featuring a 282-kWh battery, which provides an improved
driving range. During the year, M/s.TIVOLT Electric Vehicles Private Limited
("TIVOLT"), a subsidiary of TICMPL, marked several significant achievements.
TIVOLT launched 'Eviator', a 3.5T electric small commercial vehicle as part of Bharat
Mobility Global Expo, 2025. TIVOLT also opened its manufacturing facility and commenced
commercial production. The Chinese subsidiary of TICMPL is helping its businesses by
acting as an interface with the product development team(s) and facilitate vendor
identification & coordination in line with the requirements.
During the year, TICMPL consolidated its holdings in IPLT by acquiring
shares from the erstwhile promoters & shareholders and infused funds into TIVOLT
towards its capex and operational requirements.
4.2. TI Medical Private Limited
M/s. TI Medical Private Limited ("TI Medical"), a subsidiary
of the Company engaged in the medical devices business. The Company has joined hands with
M/s. PI Opportunity Fund I Scheme II ("Premji Invest") in its foray into the
medical devices business. TI Medical has a manufacturing facility at Dehradun and is one
of the top manufacturers of surgical sutures in the country. During the year, TI Medical
has acquired land at Uttar Pradesh for establishing a greenfield manufacturing facility
for medical consumables.
4.3. 3xper Innoventure Limited
Pursuant to the agreement entered by TII with Mr. N Govindarajan, M/s.
3xper Innoventure Limited ("3xper"), a subsidiary for pursuing the contract
development & manufacturing operation (CDMO) and active pharmaceutical ingredients
business, was incorporated in FY 2023-24. During the year, TII invested Rs99 Cr. in 3xper
for establishment of greenfield manufacturing facility at Naidupet, Andhrapradesh.
During the year under review, the scale of operations at its research
and development facility at Chennai picked up and started delivering projects to global
big pharma and innovator companies. A wholly-owned subsidiary, M/s. 3xper Innoventure Labs
Limited ("3xper Labs") was incorporated in August 2024 to manage the R&D
business.
4.4. Kcaltech System India Private Limited
During the year, the Company acquired 67% of the equity share capital
of M/s. Kcaltech System India Private Limited ("Kcaltech") for a consideration
of about Rs62 Crores. Kcaltech is an established company engaged in the business of
manufacture of aluminium tubes and parts used in Heating Ventilation and Air Conditioning
("HVAC") applications in automobile segment.
5. Business Review - Standalone
5.1. Engineering TI's Presence
The Engineering segment of the Company consists of cold rolled steel
strips and precision steel tubes viz., Cold Drawn Welded tubes (CDW) and Electric
Resistance Welded tubes (ERW). These products primarily cater to the needs of the
automotive, boiler, bicycle, general engineering and process industries. The Company is
further engaged in the manufacture of large diameter welded tubes mainly for non-auto
application, which are largely imported.
Industry Scenario
During FY 2024-25, the automotive industry's production volume grew by
9.1%. Passenger vehicle grew by 3.3%, commercial vehicle de-grew by 3.3% and two-wheeler
segment grew by 11.3% over the last fiscal year.
Review of Performance
The Engineering segment was able to grow its volumes leveraging the
growth of passenger, commercial vehicles and two-wheeler segment. The business also
focussed and realized the increased opportunities in the export market. The volumes of
tubes in the domestic market grew by 9%, export market by 6% and cold rolled steel strips
business grew by 9%.
The business continued to drive efficiency, improvement and prudent
spending on capital expenditure on critical growth projects. The business has setup Green
field plant for the manufacture of cold rolled steel strips in Nasik to meet the market
demand in Western region and the capacity expansion for Large diameter tubes plant is
completed. The business is setting up green field plant for tubes in the Western India to
meet the increased market demand.
The business started Lean implementation for eliminating/reducing
wastes in the value chain by focusing on productivity & quality improvement, inventory
reduction & creating a flow in production system using Lean tools & techniques.
Career path initiatives were taken up to provide opportunities to
employees within the organization for new openings and to enable cross function exposure
and growth.
The business continued to participate in the reviews of US Department
of Commerce on complaint of alleged dumping of cold-drawn steel mechanical tubes from
India and some other countries, the Countervailing Duty (CVD) and Anti-dumping Duty (AD)
on the Company's exports to the US market, to reduce duty rates to enhance export volumes.
5.2. Metal Formed Products TI's presence
Automotive chains, fine blanked products roll-formed car door frames
and shell sub-assemblies for passenger coaches constitute the Metal Formed Products
segment.
Industry scenario
During FY 2024-25, production of two-wheeler segment grew by 11.3% and
passenger vehicles grew by 3.3%.
During FY 2024-25, production of two-wheeler segment was 23.88 million
units against 21.47 million units for FY 2023-24 and production of passenger vehicles
segment was 5.06 million units against 4.90 million units for FY 2023-24.
Review of Performance
Backed by the demand in the four-wheeler segment, the businesses
dependent on this segment did in the line with the market. Despite the two-wheeler
industry volume not reaching the pre-pandemic level, business maintained its market share
in key segments.
Auto Chains:
Considering the segmental growth in the sealed / silent chains,
business invested in both capacity and capability to participate in the potential demand
emerging in OEM/space. Business continues to focus in the secondary brand as well by
leveraging focussed DIAMOND initiatives. The replacement market continues to provide
opportunities for growth notwithstanding competition and the business expects to
strengthen on the sales structure, deepen its coverage and launch new products for new
categories and secondary market.
Fine Blanking:
Sales were higher by 18% during FY 2024-25. The focus has been on
generating more new businesses from Exports and Original Equipment Manufacturers
(OEMs)/Tier 1 Suppliers to OEMs by value addition and cost competitiveness through
building deeper customer connect, capacity enhancement through capex and conversion
efficiency initiatives through LEAN.
Auto Doorframes:
The business manages to hold on to the market due to good traction seen
in four - wheeler segment. The businesses continue to gain additional market share by
maintaining high quality standards and customer satisfaction.
Railways:
Railway business is continuously undergoing cost challenges in the
tender space. However, business is strategically exploring options through sustainable
mitigation strategies through diversification and selective participation in tender space.
5.3. Mobility Business
TI's Presence
Mobility segment comprises of bicycles of Standards and Specials
including alloy bikes, performance bikes, cycling accessories, bi-cycle component spares
and home/semi commercial fitness equipment. Last year the scope of business was further
expanded in the SMART - Spares, Maintenance, Accessories, Recreational and Toddler
products. Company continued its focus in the export market as a growth lever/strategy.
Industry Scenario
The subdued performance of the domestic bicycle industry continued.
Consumer demand towards economy range of products and unbranded players with low priced
products gained an edge in the industry.
There was a significant downward shift in the average selling price,
particularly in the kids and the Mountain Terrain Bikes ("MTB") segments. To
counter the penetration of unbranded players, playing on price, the organized players
i.e., AICMA (All India Cycle Manufacturer's Association) continued to launch low priced
products in Kids and MTB segments.
During the financial year, the organized trade industry witnessed a
marginal decline of 3% as against the previous year. Standards segment remained flat and
specials segment declined by 5% mainly contributed by MTB, Sports Light Roadster segments.
Over 60% of the country's requirements are met by four major players.
The smaller regional players and imports constitute the balance. TI Cycles enjoys a share
of about 21% of the total organized trade market.
Review of Performance
TI Cycles sold 15.2 lakh bicycles during the year in trade, which was
marginally lower by 2% compared to previous year.
The thrust on Specials segment was driven through new product launches,
product innovations, digital marketing and consumer experience through exclusive retail
outlets under the exclusive retail brand 'Track & Trail' and "Star MBO"- a
shop-in-shop experience leveraging Multi-Brand Outlets (MBO). During the previous year we
have onboarded 100 such shops.
In FY 2024-25, 73 new model bicycles were launched and 37 models were
refreshed. Expansion of export market, spares and fitness growth are being pursued as
future growth engines.
6. Dividend
The Board of Directors declared an Interim Dividend of Rs2/- per equity
share of Rs1/- each (@200%) for the financial year 2024-25, which was paid on 20th
February 2025 to all the eligible shareholders.
The Board recommended Rs1.50 per equity share of Rs1/- each (@ 150%) of
Final Dividend and is subject to the approval of the members at the ensuing Annual General
Meeting for the said financial year.
The total Dividend in respect of the financial year 2024-25 shall be
Rs3.50 per equity share of Rs1/- each (@350%).
During the year, in view of the requirement to conserve cash for the
capital expenditure and funding future growth opportunities, the Dividend Distribution
policy was modified to set the maximum dividend at 25% of the annual standalone profits
after tax. The said Policy, as approved by the Board, is available in the Company's
website at the following link: https://tiindia.com/dividend-distribution-policy/
7. Share Capital
The paid-up Equity Share Capital of the Company as on 31st
March 2025 was Rs19,34,93,889/- consisting of 19,34,93,889 Equity Shares of the face value
of Rs1/- each fully paid up. During the financial year 2024-25, the Company allotted
91,673 Equity Shares consequent to exercise of employee stock options.
8. Finance
Cash and Cash Equivalents as at 31st March 2025 were Rs 88
Cr. The Company continues to focus on judicious management of its free cash flow and net
debt. The Company has taken many steps during the year to manage the free cash flow. Net
debt reduced from Rs180 Cr. to Rs12 Cr. due to better free cash flow
8.1. Non-Convertible Debentures
There are no Non-Convertible Debentures outstanding as on 31st
March 2025.
8.2. Deposits
The Company has not accepted any deposits under Chapter V of the
Companies Act, 2013 and as such no amount of principal and interest were outstanding as on
31st March 2025.
8.3. Particulars of Loans, Guarantees or Investments
As per Section 186 of the Companies Act, 2013, details of the loans,
guarantees and investments made during the FY 2024-25 are given below:
Name of the Company |
Nature of transactions -
Investments/Loans |
(In Cr.) |
TI Medical Private Limited |
Investment in equity shares |
12.07 |
3xper Innoventure Limited |
Investment in Compulsorily Convertible Preference Shares |
99.00 |
Watsun Infrabuild Private Limited |
Investment in Equity Shares |
0.68 |
Kcaltech System India Private Limited |
Investment in Equity Shares |
62.00 |
TICL Brands (India) Private Limited |
Investment in Equity Shares |
0.01 |
The aforesaid loans and investments are in compliance with Section 186
of the Companies Act, 2013 and used for the business activities by the respective
companies. Further details form part of the Notes to the financial statements provided in
this Annual Report.
During the year, the Company made an initial contribution of Rs0.01 Cr.
to the corpus of M/s. Chola Foundation.
As part of treasury management, the Company also deploys any short-term
surplus in units of mutual funds, the details of which form part of the Notes to the
financial statements provided in this Annual Report.
9. Subsidiaries, Joint Ventures and Associate Companies
The Company, in accordance with Section 129(3) of the Act has prepared
Consolidated Financial Statements of the Company and all its subsidiaries, associates and
joint ventures. Further, the report on the performance and financial position of each
subsidiary, associate and joint venture and salient features of their Financial Statements
in the prescribed Form AOC-1 is annexed to this report (refer Annexure-A).
Business Review
9.1. CG Power and Industrial Solutions Limited (CG Power)
CG Power is a subsidiary of the Company acquired in 2020.
The Company holds 57.98% of CG Power's equity capital.
During the year under review, CG Power recorded consolidated revenue of
Rs9,909 Cr. (previous year: Rs8,046 Cr.) and registered consolidated profit before tax of
Rs1,348 Cr. (Previous year: Rs 1,158 Cr.)
CG Power continues to operate efficiently, contributing significantly
to the Group's overall results, where performance is aligned with strategic expectations
and market conditions, creating value for itself and the Group.
CG Power also declared and paid an Interim Dividend of Rs1.30 per share
for the financial year 2024-25.
9.2. TI Clean Mobility Private Limited (TICMPL)
TICMPL, a subsidiary in which the Company holds about 99.99% of equity
share capital was incorporated in February 2022 to foray into electric mobility business.
During the current year, TICMPL recorded Rs274 Cr. (previous year:
Rs123 Cr.) as revenue on a standalone basis and registered a loss before tax of Rs827 Cr.
(previous year: Rs98 Cr.). Excluding the Fair Value loss on Compulsorily Convertible
Preference Shares (CCPS) of Rs706 Cr., loss before tax was Rs121 Cr.
During the current year, IPLTech Electric Private Limited, a subsidiary
of TICMPL, recorded a revenue of Rs182 Cr. (previous year: Rs33 Cr) and registered a loss
before tax of Rs180 Cr. (previous year: Rs106 Cr)
During the current year, Jayem Automotives Private Limited, a
subsidiary of TICMPL, recorded a revenue of Rs95 Cr. (previous year: Rs99 Cr) and
registered a Loss before tax of Rs21 Cr. (previous year: Profit before tax of Rs2 Cr)
During the current year, TIVOLT Electric Vehicles Private Limited, a
subsidiary of TICMPL, recorded a revenue of Rs5 Cr. and recorded a loss before tax of Rs87
Cr. (previous year: Rs57 Cr.)
During the current year, M/s. TICMPL Technology (Shenzhen) Co Limited,
a subsidiary of TICMPL, incorporated in June 2024 recorded a revenue of CNY 1.45 Cr. and
registered a Profit before tax of CNY 0.12 Cr.
9.3. Shanthi Gears Ltd (SGL)
SGL, a subsidiary of the Company, recorded revenue of Rs605 Cr. in FY
2024-25 against Rs536 Cr. in the previous year. Profit before tax was Rs130 Cr. (Previous
year: Rs110 Cr.). During the year, SGL renewed its focus on re-establishing itself in the
market and gaining new customers.
SGL continued to look at enlarging its market presence, create a robust
channel, enhance its process capabilities and launch new products to meet the growing
expectations of customers.
SGL paid an Interim Dividend of Rs 3/- per share and recommended a
final dividend of Rs 2/- per share for the financial year 2024-25.
9.4. TI Medical Private Limited (TIMPL), formerly known as Lotus
Surgicals Private Limited
TIMPL, a subsidiary in which the Company holds 67% of equity share
capital.
During the current year, TIMPL recorded Rs 195 Cr. as revenue (previous
year: Rs175 Cr.) and registered a profit before tax of Rs13 Cr. (previous year: Rs24 Cr.)
9.5. 3xper Innoventure Limited (3xper)
3xper, a subsidiary in which the Company holds about 95% of the equity
share capital was incorporated in May 2023 to foray into CDMO business.
During the current year, 3xper recorded Rs4 Cr. as revenue (previous
year: Rs0.03 Cr) and registered a loss before tax of Rs34 Cr. (previous year: Rs15 Cr).
During the current year, 3xper formed a wholly owned subsidiary company
named M/s. 3xper Innoventure Labs Limited for carrying out Research and development
activities which recorded a revenue of Rs2 Cr. and registered a loss before tax of Rs9 Cr.
9.6. Financiere CIO SAS (FC10)
FC10, a subsidiary in France, in which the Company holds 95% recorded
consolidated revenue of Euro 39.81 Mn in 2024 (previous year: Euro 40.92 Mn). The profit
after tax for the year was Euro 1.27 Mn (previous year Euro 0.80 Mn). The consolidated
results of FC10 include results of its subsidiaries viz., Sedis SAS, Sedis GmbH and Sedis
Co Ltd in UK.
9.7. Great Cycles (Private) Limited (GCPL)
GCPL is a subsidiary of the Company in Sri Lanka. The Company holds 80%
of GCPLs equity capital. During the year under review, GCPL recorded revenue of LKR 0.33
Cr. (previous year: LKR 0.18 Cr.) and registered Loss before tax of LKR 2.51 Cr. (Previous
year: LKR 2 Cr.)
9.8. Creative Cycles (Private) Limited (CCPL)
CCPL is a subsidiary of the Company in Sri Lanka. The Company holds 80%
of CCPLs equity capital. During the year under review, CCPL registered a revenue of LKR
2.65 Cr. (Previous Year - Nil) and Profit before tax of LKR 3.87 Cr. (Previous year loss
before tax: LKR 5 Cr.)
9.9. Moshine Electronics Private Limited (MEPL)
During the year under review, MEPL recorded Rs3 Cr. as revenue
(previous year: Rs12 Cr) and registered a loss before tax of Rs4 Cr. (previous year: Rs2
Cr). During the year, MEPL converted Inter-Corporate Deposits received from TII to equity
shares of MEPL and the current shareholding of TII is about 94.07%.
9.10. X2Fuels and Energy Private Limited (X2Fuels)
X2Fuels, a joint venture company acquired in 2022-23. During the year
under review, TII's share of loss from X2Fuels was Rs0.43 Cr. (Previous year: Rs0.30 Cr.)
9.11. Kcaltech System India Private Limited (Kcaltech)
Kcaltech, a subsidiary of the Company, was acquired in January 2025 for
a consideration of Rs62 Cr. for 67% ownership in the company.
During the current year, Kcaltech recorded a revenue of Rs15 Cr. and
registered a loss before tax of Rs0.37 Cr. from the date of acquisition.
9.12. TICL Brands (India) Private Limited (TICL)
TICL was incorporated during the year as a joint venture company for
licensing "BSA" trademarks for the manufacture and/or sale of motorcycles, parts
and accessories in India.
During the year, the Company invested Rs0.01 Cr. in TICL and TII's
share of profit from the Joint venture was Rs 0.05 Cr.
10. Financial Review
10.1. Profits & Profitability
The Profit before Tax and exceptional items and fair value gain on CCPS
remained flat at Rs975 Cr. All the business segments of the Company maintained their focus
on servicing customers, improving efficiencies, controlling working capital and reducing
resources employed in the business.
10.2. Capital Expenditure
The Company continues to assess the trends emerging in the industry and
the changing requirements of its customers and invests appropriately for the long-term,
with a view to servicing its customers in a more timely and efficient manner.
10.3. Interest Cost
The Company's interest cost during FY 2024-25 was Rs25 Cr. compared to
Rs30 Cr. in the previous year. The Company had a net debt of Rs12 Cr. (Net of Cash &
Cash Equivalents and investment in mutual funds) as on 31st March 2025 as
compared to Rs180 Cr. as on 31st March 2024.
10.4. Financial Ratios
The key financial ratios of the Company during the financial year
compared to the previous financial year are as under:
Financial Ratio* |
FY 2024-25 |
FY 2023-24 |
% change over previous year |
1 Interest Coverage Ratio (times) |
47.3 |
38.6 |
22.4% |
2 Debt-Equity Ratio (times) |
0.0 |
0.1 |
83.5%# |
3 Net Profit Margin |
9.2% |
9.7% |
(4.5%) |
4 Return on Net Worth |
15.9% |
20.2% |
(21.6%)@ |
5 Return on Capital Employed |
20.5% |
24.5% |
(16.3%) |
6 Revenue Growth |
4.0% |
5.2% |
|
7 Debtors Turnover (times) |
8.4 |
9.4 |
(11.1%) |
8 Inventory Turnover (times) |
7.8 |
7.8 |
(0.3%) |
9 Current Ratio (times) |
1.4 |
1.1 |
22.9% |
10 Operating Profit Margin |
12.9% |
12.9% |
0.0% |
*Ratios are tracked by the Company on a standalone basis. Profits
excludes Fair Value Gain on CCPS of 569 Cr in FY2024-25.
#Due to increase in Networth and reduction in borrowings.
@ Due to increase in Networth
10.5. Internal Control Systems
I nternal control systems in the organisation are looked at as the key
to its effective functioning. The Company believes that internal control is one of the key
pillars of governance which provides freedom to the management within a framework of
appropriate checks and balances. Given the nature of business and size of operations, the
Company has designed and instituted a robust internal control system that comprises
well-defined organisation structure, roles and responsibilities, documented policies and
procedures to reduce business risks through a framework of internal controls and
processes. These controls ensure:
Recording of transactions are accurate, complete and properly
authorised;
Adherence to Accounting Standards, compliance to applicable
Statutes, Company policies and procedures and timely preparation of financial statements;
Effective usage of resources and safeguarding of assets;
Prevention and detection of frauds/errors; &
Efficient conduct of operations.
To ensure efficient internal control systems, the Company has a
well-established, independent and multi-disciplinary Internal Audit function that carries
out periodic audits across locations and functions. The Internal Audit function reviews
compliance vis-a-vis the established design of the internal control, as also the
efficiency and effectiveness of operations. Internal Audit function is responsible for
providing, assurance on compliance with operating systems, internal policies and legal
requirements as well as suggesting improvements to systems and processes. It reviews and
reports to management and the Audit Committee about compliance with internal controls, and
the efficiency and effectiveness of operations as well as the key process risks. The
Company also has established whistle-blower mechanism operative across the Company.
In its continued efforts to further strengthen its Internal Audit
process through utilizing the services of a specialist agency in order to benefit from the
best of practices available (including the use of analytical tools) to monitor various
processes, the Company re-appointed M/s. PricewaterhouseCoopers Services LLP
("PwC") as Internal Auditors of the Company for the financial
years 2025-26 and 2026-27. The Company is seeing benefits from the professional approach
and practises adopted by the said Internal Auditors.
The Audit Committee of the Board of Directors, comprising of
independent directors, regularly reviews the audit plans, significant audit findings,
adequacy of internal controls, compliance with accounting standards as well as reasons for
changes in accounting policies and practices, if any.
The summary of the Internal Audit findings and status of implementation
of action plans for risk mitigation are submitted to the Audit Committee every quarter for
review, and concerns if any, are reported to the Board. This process ensures robustness of
internal control system and compliance with laws and regulations including resource
utilisation and system efficacy.
Revenue and capital expenditures are governed by approved budgets and
the levels are defined by a delegation of authority mechanism. Review of capital
expenditure is undertaken with reference to benefits expected in line with the policy for
the same.
Investment decisions are subject to formal detailed evaluation and
approved by the relevant authority as defined in the delegation of authority mechanism.
The Audit Committee reviews the plan for internal audit, significant internal audit
observations and functioning of the Company's Internal Audit function on a periodic basis.
10.6. Internal Financial Control Systems with reference to the
Financial Statements
The Company has complied with the specific requirements of the
Companies Act, 2013 which calls for establishment and implementation of an Internal
Financial Control framework that supports compliance with requirements of the said Act in
relation to the Directors' Responsibility Statement.
The Company's business processes are enabled by an Enterprise-wide
Resource Platform (ERP) as its core IT system. The operating management is not only
responsible for revenue and profitability, but also for maintaining financial discipline
and accountability. The systems and processes are continuously improved by adopting best
in class processes, automation and implementing latest Information Technology tools.
The Company has a formal system of internal financial control to ensure
the reliability of financial and operational information, and regulatory and statutory
compliances. This is reviewed regularly and tested by Internal Audit Team. The Company's
business processes are enabled by the ERP for monitoring and reporting processes resulting
in financial discipline and accountability.
11. Enterprise Risk Analysis and Management
The Company has an established risk assessment and minimisation
framework. This framework provides a mechanism to identify the risk, evaluation of
likelihood of happening and consequences. It also provides for assessment of options to
mitigate the risk and develop appropriate risk management plans. There are normal
constraints of time, efficiency and cost.
The Risk Management Committee of the Board of Directors reviews the
risk mitigation plans periodically to monitor the key risks of the Company and evaluate
the management of such risks for effective mitigation.
During the year under review, the Risk Management Committee met on 31st
July 2024, 4th November 2024 & 25th March 2025 and reviewed the
risks and mitigation plans of the divisions.
Some of the risks associated with the business and the related
mitigation plans are discussed hereunder. The risks given below are not exhaustive and the
evaluation of risk is based on management's perception.
11.1 Engineering
Risk |
Why considered as Risk |
Mitigation Plan/Counter Measure |
User Industry |
Significant exposure to auto sector |
New products/applications to existing customers |
Concentration Risk |
Time lag in pass through of input cost changes |
Introduction of new products catering to
non-auto users |
|
|
Increase in exports volume with focused
business development on select product segments |
|
|
Leverage application engineering skills for
tubular solutions |
|
|
To study the new opportunities that will emerge
with the launch of electric vehicles and plan for participation in same |
|
|
Drive efficiency improvement through Lean
approach for sustainable competitive advantage. |
Technology |
Cheaper alternatives for auto applications affecting
revenue streams |
Imbibing new and relevant technologies |
Obsolescence Risk |
|
Equipment upgradations to address emerging
demand for light weighting and high strength tubes (stabilizer bar tubes) |
Raw Material Risk |
Volatility in steel price |
Back-to-back arrangement with customers to
ensure timely recovery of steel price increases |
|
Inconsistency in quality |
|
|
High inventory holding |
Global sourcing |
|
|
Strategic sourcing including developing new
grades by suppliers |
|
|
Rationalization and standardization of grades |
|
|
Move to products with higher value addition |
Competition Risk |
Competition from integrated steel mills |
Consistent quality and timely delivery |
|
|
Import substitution, development of new grades |
|
New entrants with financial strength |
Product range of offering leveraging all
businesses of the Company |
|
Imports |
Innovate on products, process and applications |
|
|
Leveraging metallurgy skills |
|
|
Regional balancing and common capability across
all plants |
|
|
Digital initiatives for faster response |
Export related risks |
Increased trade protectionism and import tariff |
Identification of new export markets and
customers |
|
|
Capability building |
|
Global competition |
Focussing on new product categories and newer
markets across geographies |
|
Need for higher capability |
|
|
|
Continue participation in US AD/CVD reviews to
reduce duty rates |
|
|
Efficiency improvement through Lean approach
for sustainable competitive advantage |
Demand Risk |
Slowdown in 4W industry growth |
Widen profile across product and customer portfolio. |
|
|
Continue to focus on cost reduction opportunities. |
|
|
Improving focus on exports. |
|
|
More focus on Non-Door segment |
Pricing Risk |
Year-on-Year price reduction expectation |
Relationship building and joint / dynamic estimation
of cost with OEMs leading to smooth price increase settlement. |
|
|
Arrangement with customers for the timely recovery of
steel price increases in line with the industry standards. |
|
|
Maximize the benefit from sourcing and consolidated
buying to reduce impact |
|
|
Value Analysis / Value Engineering (VAVE) initiatives. |
|
|
Optimal investment and reduced cost of operations. |
|
|
Focus on AR and PR (Availability Rating and
Performance Rating) |
Product Risk |
Revenues are model specific |
Continuous engagement with customers |
|
Risk of product failures |
Indigenization of equipment |
|
|
Pursue options for other business using the same
facilities |
|
|
Model specific investments to be done by the customers |
|
|
More rigorous analysis of risks before taking up the
project |
|
|
Diversification into new segment and new product |
Technology Risk |
Adoption of Electric Vehicles |
Engagement with major EV manufacturers. |
|
|
Focus on adjacencies and exports. |
|
|
Identification of new business opportunities. |
Employee Risk |
Increase in labour cost and non-availability of
skilled resource |
Identifying talent and training for critical roles. |
|
|
Skill development of employees. |
|
Gap in talent availability |
Process automation |
Sourcing Risk |
Availability of raw material |
Vendor relationship building |
|
Dependency on few vendors |
Strengthening planning system to ensure timely
availability. |
|
|
Identification of alternate source for critical items. |
Product |
Decline in sales, revenue and profitability |
Adapt to product alternatives like e-bicycles |
Obsolescence Risk |
|
Focus on exports |
|
Increase in Inventory |
Activations to promote cycling as a lifestyle/ fitness
category |
|
|
Monitor NPD (New Product Development) cycle and
address the exceptions periodically. |
Sourcing Risk |
Raw material supply chain issues due to pandemic. |
Continuous upgrading of vendor capability through
vendor score card rating and closing the gaps, implementing Kaizens and ensuring timely
delivery. |
|
Volatility in volumes |
Relationship building and ensuring stable volumes to
keep the supplier operations running through altering Share of Businesses and
rationalizing the supply base continuously. |
|
Continuous increase in raw material price |
Reduce import dependency and pass on the increase to
market, ensuring commodity settlement to suppliers every month. |
Competition Risk |
International range licensing. |
Increase focus on brand awareness & visibility
initiatives. |
|
|
Launch of e-bicycles targeting global market. |
|
|
Introducing new models with a healthy innovation
funnel. |
|
|
Consistent quality and timely delivery. |
Volume and |
Shift to mass premium from premium. |
Be price competitive and leverage innovation |
Profitability Risk |
|
Premium imagery and designs at competitive price
points |
|
High price competition in specials. |
|
|
|
Star Multi Brand Outlets with a vision to enhance
consumer in-store experience and store footprint |
|
Increase in number of unbranded players with
competitive offering. |
|
|
|
Focus on optimized sourcing thereby have price
competitive products |
|
|
Increase focus on brand awareness & visibility
initiatives |
Technology Risk |
Lack of capacity and capability to handle large scale
shift to alloy bikes |
Capability building for manufacture and assembly of
alloy bikes by: |
|
|
- Frame alloy manufacturing |
|
|
- Water decal establishing |
|
|
Support indigenization for all imported components
except gears and shifters |
|
|
Establishing reliable source for high end bikes by
approval of alloy tube manufacturer. |
|
|
Development of alloy child parts. |
Human Resource Risk |
Build Talent Pipeline for meeting growth aspirations |
Conceptualize and implement TI Talent Management
approach as a key focus area |
|
Retention of talent |
Coaching and team building |
|
Availability and skill upgradation of non-permanent
workforce |
Individual career and development plan |
|
|
Effective communication exercises |
|
|
Continuous engagement with identified talent pool |
|
|
De-skill operations |
|
|
Continuously engage with contractors and contract
labour for their wellness & engagement. |
Currency Risk |
Foreign currency exposure on exports, imports and
borrowings |
Early identification and monitoring of exposures |
|
|
Hedging of exposures based on risk profile. |
IT/Cyber Related Risk |
Confidentiality, integrity and availability |
Access controls |
|
|
Secure Network Architecture |
|
|
Infrastructure redundancies & disaster recovery
mechanism |
|
|
Audit of controls |
Project Management |
Delay in implementation |
Effective project management |
Risk |
Increase in cost |
Pre-implementation planning |
|
Potential delay in stabilization of production. |
Deployment of adequate resources |
|
|
Effective monitoring |
12. Corporate Social Responsibility (CSR)
The Company, being part of the Murugappa Group, is known for its
tradition of philanthropy and community service. The Company's philosophy is to reach out
to the community by establishing service-oriented philanthropic institutions in the field
of education and healthcare as the core focus areas. The CSR Policy of the Company is
available on the Company's website at the following link: https://tiindia.com/csr-policy/.
As per the provisions of the Companies Act, 2013, the Company was
required to spend Rs14.48 Cr. after adjusting for excess amount spent in the previous year
of T0.06 Cr. The Company had spent Rs16.18 Cr. against the requirement of Rs14.48 Cr.
towards identified CSR projects in the fields of education, sports, health care and
employment enhancing vocational skills, environment sustainability during the year.
The Annual Report on CSR for FY 2024-25 is annexed to and forms part of
this Report (refer Annexure-B) as well as on the Company's website at the following
weblink: https://tiindia.com/csr-approved-and-actuals/.
13. Corporate Governance
The Company is committed to maintaining high standards of corporate
governance.
The Company was wholly in compliance with the requirements of SEBI
Listing Regulations.
A report on corporate governance together with a certificate from the
Practising Company Secretary is annexed in accordance with the terms of the SEBI Listing
Regulations and forms part of the Board's Report (refer Annexure-C). The Managing
Director and the Chief Financial Officer have submitted a certificate to the Board
regarding the financial statements and other matters in terms of Part B of Schedule II
[Corporate Governance] of the SEBI Listing Regulations.
The Report further contains details as required to be provided in the
Board's Report on the policy on Directors' appointment and remuneration including the
criteria, annual evaluation by the Board and Directors, composition and other details of
Board committees, implementation of risk management policy, whistle-blower policy/ vigil
mechanism, dividend distribution policy etc.
14. Business Responsibility and Sustainability Reporting
As required under the SEBI Listing Regulations, Business Responsibility
and Sustainability Report forms part of the Annual Report (refer Annexure-D).
The Business Responsibility Policy of the Company is displayed on the
Company's website at the following link: https://tiindia.com/business-
responsibility-policy/
The report emphasises reporting on the ESG (Environmental, Social and
Governance) matters and describes the initiatives taken by the Company with specific focus
on ESG.
15. Human Resources
The Company has embarked on a 'High Ambition Culture'. This culture
embodies the Company's aspirational goal, encouraging every employee to strive for their
highest potential. The journey began with a Culture Visioning Workshop, where themes and
action plans were finalised to kick-start implementation and transition towards a High
Ambition Culture, ultimately making it a way of life at TII (TI Way).
Employee engagement survey was conducted in February 2024 capturing
insights, identifying areas of enhancement, and evaluating the efficacy of existing
initiatives. Effective implementation of action plans led to tangible improvements in
engagement scores over time. By actively listening to employee perspectives and
prioritising their feedback, the Company successfully cultivated a culture of continuous
improvement and commitment to employee satisfaction.
Talent development emphasis on nurturing internal leadership to meet
the ambitious business growth targets set by the Company. The Talent Development Engine
("TDE") has been meticulously crafted to cultivate executives at every level
converting them from Individual Contributors to Enterprise Leaders, through a structured
and systematic developmental journey. Over the last year, 20% of executives have embarked
on this developmental journey through the various interventions. Senior leaders actively
engage in mentoring these high-potential managers.
As part of the TDE, three senior leaders have been nominated for the
Harvard Advanced Management Programme to make them future ready to take on leadership
roles in existing as well as new businesses.
TII embarked on its Lean (Kaizen) journey under the guidance of
Japanese consultants, aimed at optimising operations, maximising value for customers,
employees, and shareholders, and achieving sustainable long-term growth. This ongoing
initiative ensures competitiveness, adaptability, and strategic positioning for future
expansion.
The total number of permanent employees on the rolls of the Company as
on 31st March 2025 is 3,219.
Industrial relations continued to remain cordial at all the Company's
units during the period under review.
The information relating to employees and other particulars required
under Section 197 of the Companies Act, 2013 read with Rule 5 of the Companies
(Appointment & Remuneration of Managerial Personnel) Rules, 2014 will be provided upon
request. In terms of Section 136 of the Companies Act, 2013, the Report and Accounts are
being sent to the Members excluding the information on employees, particulars of which are
available for inspection by the Members at the Registered Office of the Company during
business hours on all working days of the Company up to the date of the forthcoming Annual
General Meeting. If any Member is interested in obtaining a copy thereof, such Member may
write to the Company Secretary in the said regard.
The disclosure with regard to remuneration as required under Section
197 of the Act read with Rule 5 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is attached and forms part of this Report (refer
Annexure-E).
16. Prevention of sexual harassment at workplace
The Company has a policy on prevention of sexual harassment at
workplace in line with the requirement of the Sexual Harassment of Women at the Workplace
(Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committees have
been constituted in accordance with the provisions of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013, to address and redress
complaints of sexual harassment. The policy extends to all employees (permanent,
contractual, temporary and trainees). Employees at all levels are being sensitized about
the Policy and the remedies available thereunder.
The Company received and disposed one complaint during the financial
year 2024-25.
17. Employee Stock Option Scheme
During the year under review, the Company had granted 59,680 options to
eligible employees under its Employee Stock Option Plan viz., ESOP 2017.
The scheme is in compliance with Securities and Exchange Board of India
(Share Based Employee
Benefits) Regulations, 2014 and Securities and Exchange Board of India
(Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and the Companies Act,
2013 (the Act).
Details in respect of the ESOP 2017 as required under the Act/relevant
SEBI Regulations are displayed on the Company's website at the following link:
https://tiindia.com/esop/
18. Directors' Responsibility Statement
The Board of Directors confirm that the Company has in place a
framework of internal financial controls and compliance system, which is monitored and
reviewed by the Audit Committee and the Board besides the statutory, internal and
secretarial auditors. To the best of their knowledge and belief and according to the
information and explanations obtained by them, your Directors make the following
statements in terms of Section 134(3)(c) of the Companies Act, 2013:
a) that in the preparation of the annual accounts for the year ended 31st
March 2025, the applicable accounting standards read with requirements set out under
Schedule III to the Act have been followed and there are no material departures from the
same;
b) that such accounting policies as mentioned in the Notes to the
Financial Statements have been selected and applied consistently and judgment and
estimates have been made that are reasonable and prudent so as to give a true and fair
view of the state of affairs of the Company as at 31st March 2025 and of the
profit of the Company for the year ended on that date;
c) that proper and sufficient care has been taken for the maintenance
of adequate accounting records in accordance with the provisions of the Companies Act,
2013 for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities;
d) that the annual Financial Statements have been prepared on a going
concern basis;
e) that proper internal financial controls to be followed by the
Company have been laid down and that the financial controls are adequate and were
operating effectively; and
f) that proper systems have been devised to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and operating
effectively.
19. Auditors
Statutory Auditors
M/s. S R Batliboi & Associates LLP, Chartered Accountants (Firm
Registration Number: 101049W/ E300004) were appointed as
Statutory Auditors at the 14th Annual General Meeting held
on 2nd August 2022 for a period of four years viz., from the conclusion of the
said 14th Annual General Meeting till the conclusion of the 18th
Annual General Meeting.
The report of the Statutory Auditors forms part of this Annual Report.
Cost Auditors
In accordance with the provisions of Section 148(1) of the Act, read
with the Companies (Cost Records and Audit) Rules, 2014, the Company has maintained cost
records in respect of Steel Products, Metal Formed Products and parts & accessories of
auto components of the Company and such accounts and records are made and maintained. The
Board has appointed M/s. S Mahadevan & Co. (firm no.000007), Cost Accountants as the
Cost Auditors of the Company for auditing the cost accounting records maintained by the
Company in respect of the applicable products for the financial year 2025-26. Necessary
resolution for ratification of their remuneration in respect of the aforesaid terms of
appointment for the financial year 2025-26 forms part of the Notice for the ensuing Annual
General Meeting, which the Board recommends for the shareholders' approval.
20. Related Party Transactions
All related party transactions that were entered into during the
financial year under review were on an arm's length basis and were in the ordinary course
of business.
The Company did not enter into any materially significant related party
contracts or arrangements or transactions during the financial year which may have a
potential conflict with the interest of the Company at large or which is required to be
reported in Form No. AOC-2 in terms of Section 134(3) (h) read with Section 188 of the Act
and Rule 8(2) of the Companies (Accounts) Rules, 2014.
Necessary disclosures as required under the Indian Accounting Standards
have been made in the notes to the Financial Statements.
The policy on Related Party Transactions as approved by the Board is
uploaded and is available on the following link on the Company's website:
https://tiindia.com/rpt-policy/
None of the Directors had any pecuniary relationships or transactions
vis-a-vis the Company.
21 . Directors
During the year under review, the following key Board level changes
were effected.
Mr. K R Srinivasan (DIN: 08215289) retired as the President and Whole
Time Director from the close of business hours on 30th June 2024 on completion
of his term. The Board placed on record its appreciation for the services rendered by Mr.
K R Srinivasan during his entire tenure at the Company.
Mr. Vellayan Subbiah (DIN: 01138759) ceased to be the Whole Time
Director and Executive Vice Chairman of the Company with effect from the close of business
hours on 31st March 2025. The Board at its meeting held on 24th
March 2025, accepted his request and approved the change
in his executive position. Consequently, he has become Non-Executive
Vice Chairman of the Company with effect from 1st April 2025. The Board placed
on record its appreciation for the guidance and support provided by Mr. Vellayan Subbiah
as Executive Vice Chairman of the Company
Ms. Sasikala Varadachari (DIN: 07132398) will cease to be an
Independent Director from the close of business hours on 16th June 2025
consequent to the completion of her term of office as an Independent Director. The Board
places on record its grateful appreciation for the distinguished services rendered by Ms.
Sasikala Varadachari during her association as an Independent Director of the Company
since June 2021.
Ms. Shelina Pranav Parikh (DIN: 00468199) has been appointed as an
Additional Director and Independent Director, by the Board after taking into consideration
the recommendation of the Nomination & Remuneration Committee of the Company, on 15th
May 2025 for a term of three years, subject to the approval of the shareholders.
Accordingly, an item on approval of appointment of Ms. Shelina Pranav Parikh in the
ensuing Annual General Meeting forms part of the Notice for the ensuing Annual General
Meeting, which the Board recommends for the shareholders' approval.
Mr. M A M Arunachalam, Executive Chairman retires by rotation at the
ensuing Annual General Meeting only to facilitate the compliance of the requirements of
Section 152 of the Companies Act, 2013 ("the Act") and being eligible, he offers
himself for re-appointment. The Board, based on and after taking into consideration the
recommendations of the Nomination and Remuneration Committee, recommends the
re-appointment of Mr. M A M Arunachalam as Director, liable to retire by rotation only to
comply with the provisions of the Act, at the forthcoming Annual General Meeting.
All the Independent Directors of the Company have furnished the
necessary declaration in terms of Section 149(6) of the Act affirming that they meet the
criteria of independence as stipulated thereunder. In the opinion of the Board, all the
Independent Directors have the integrity, expertise and experience including the
proficiency as required to effectively discharge their roles and responsibilities in
directing and guiding the affairs of the Company and, are independent of the management.
The Independent Directors have complied with the Code for Independent Directors prescribed
in Schedule IV to the Act.
22. Declarations/Affirmations
During the year under review:
- there were no material changes and commitments affecting the
financial position of the Company, which have occurred between the end of the financial
year of the Company to which the financial statements relate viz., 31st March
2025 and the date of this Report; and
- there were no significant material orders passed by the regulators or
courts or tribunals impacting the Company's going concern status and its operations in
future.
23. Secretarial Audit
Pursuant to the provisions of Section 204 of the Companies Act, 201 3
and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the
Company appointed Mr. R Sridharan of Messrs R. Sridharan & Associates, Company
Secretaries in Practice to undertake the Secretarial Audit of the Company. The Secretarial
Audit Report for the FY 2024-25 is annexed herewith and forms part of this Report (refer
Annexure-FI). The Company has followed the applicable Secretarial Standards, with
respect to Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) issued by
the Institute of Company Secretaries of India. Accordingly, no qualifications or
observations or comments or other remarks have been made by the Secretarial Auditor in his
said Report.
Further, in terms of the requirements under the SEBI Listing
Regulations, the Secretarial Audit Report of the Company's material unlisted subsidiary,
M/s. TI Clean Mobility Private Limited is annexed to this report (Annexure-F2).
The Board at its meeting held on 15th May 2025, appointed
Messrs. Sridharan & Sridharan Associates, peer reviewed firm of Company Secretaries in
Practice (Firm Registration Number P2022TN093500), Company Secretaries, as Secretarial
Auditors of the Company for a period of five consecutive years commencing from FY 2025-26
till FY 2029-30, subject to approval of the shareholders. Accordingly, an item on approval
of appointment of secretarial auditors forms part of the Notice for the ensuing Annual
General Meeting, which the Board recommends for the shareholders' approval.
24. Annual Return
A copy of the Annual Return of the Company is placed on the website of
the Company and the same is available on the following link:
https://tiindia.com/financial-information/.
25. Key Managerial Personnel
As on 31st March 2025, Mr. M A M Arunachalam, Executive
Chairman, Mr. Mukesh Ahuja, Managing Director, Mr. AN Meyyappan, Chief Financial Officer
and Ms. S. Krithika, Company Secretary
are the Key Managerial Personnel (KMPs) of the Company as per Section
203 of the Companies Act, 2013.
26. Energy Conservation, Technology Absorption and Foreign Exchange
Earnings and Outgo
The information on conservation of energy, technology absorption and
foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies
Act, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014 is annexed herewith and
part of this Report (refer Annexure-G).
27. Acknowledgment
The Directors thank all Customers, Vendors, Financial Institutions,
Banks, State Governments, Investors for their continued support to your Company's
performance and growth. The Directors also wish to place on record their appreciation of
the contribution made by all the employees of the Company resulting in the good
performance during the year under review.
|
On behalf of the Board |
|
M A M Arunachalam |
Chennai |
Executive Chairman |
15th May 2025 |
DIN:00202958 |