Apollo Tyres 46th AGM Notice 2019
Apollo Tyres 46th AGM Notice 2019
Regd. Office: 3rd Floor, Areekal Mansion, Near Manorama Junction, Panampilly Nagar, Kochi- 682036 (Kerala)
(CIN-L25111KL1972PLC002449) Tel: +91 484 4012046 Fax: +91 484 4012048, Email: [email protected]
Web: apollotyres.com
NOTICE
NOTICE is hereby given that the 46th Annual General Meeting of the Members of APOLLO TYRES LTD will be held as under:-
DAY : Wednesday
DATE : July 31, 2019
TIME : 10:00 AM
PLACE : Kerala Fine Arts Theatre, Fine Arts Avenue,
Foreshore Road, Ernakulam,
Kochi (Kerala), India
to transact the following businesses:-
ORDINARY BUSINESS:
1. To consider and adopt:
a. the audited financial statement of the Company for the financial year ended March 31, 2019, the reports of the Board of
Directors and Auditors thereon; and
b. the audited consolidated financial statement of the Company for the financial year ended March 31, 2019 and report of
Auditors thereon.
2. To declare dividend of 3.25 per equity share, for the financial year ended March 31, 2019.
3. To appoint Mr. Robert Steinmetz (DIN: 00178792), who retires by rotation, and being eligible, offers himself for re-appointment
and in this regard to consider and if thought fit, to pass the following resolution as a Special Resolution:-
“RESOLVED THAT pursuant to provisions of Section 152 and all other applicable provisions of the Companies Act, 2013
and Regulation 17(1A) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, and other applicable
provisions, if any, (including any statutory modification(s) or re-enactment thereof, for the time being in force), consent of the
Members of the Company be and is hereby accorded to re-appoint, Mr. Robert Steinmetz (DIN: 00178792), Director, aged 79
years, who retires by rotation and being eligible offers himself for re-appointment, as a Director of the Company, liable to
retire by rotation.”
4. To appoint a Director in place of Mr. Francesco Gori (DIN: 07413105), who retires by rotation, and being eligible, offers
himself for re-appointment.
SPECIAL BUSINESS:
5. To ratify the payment of remuneration to the Cost Auditor for the financial year 2019-20 and in this regard to consider and if
thought fit, to pass the following resolution as an Ordinary Resolution:-
“RESOLVED THAT pursuant to the provisions of Section 148 and all other applicable provisions of the Companies Act,
2013 and the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof
for the time being in force), the Cost Auditor, M/s. N.P.Gopalakrishnan & Co., Cost Accountants appointed by the Board
of Directors of the Company for carrying out Cost Audit of the Company’s plants at Perambra (Kerala), Limda (Gujarat),
Chennai (Tamil Nadu) and Chinnapandur (Andhra Pradesh) as well as Company’s leased operated plant at Kalamassery
(Kerala) for the financial year 2019-20 be paid out a remuneration of ₹ 3.00 lakhs per annum plus reimbursement of out of
pocket expenses.
RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do all acts and take all
such steps as may be necessary, proper or expedient to give effect to this resolution.”
6. To appoint Mr. Satish Sharma (DIN: 07527148) as Whole-time Director and in this regard to consider and if thought fit, to
pass the following resolution as an Ordinary Resolution:-
“RESOLVED THAT pursuant to the provisions of Sections 152, 161 and all other applicable provisions, if any, of the
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Companies Act, 2013 (the Act) and the Rules made thereunder (including any statutory modification(s) or re-enactment(s)
thereof for the time being in force), Mr. Satish Sharma (DIN: 07527148) who was appointed as an Additional Director of the
Company with effect from April 1, 2019 and who holds office upto the date of this Annual General Meeting and in respect of
whom the Company has received a notice in writing under Section 160 of the Act from a Member proposing the candidature
for the office of the Director be and is hereby appointed as Director of the Company.
RESOLVED FURTHER THAT pursuant to the provisions of Sections 196, 197 and any other applicable provisions of
the Companies Act, 2013 and the rules made thereunder (including any statutory modification(s) or re-enactment thereof
for the time being in force), read with Schedule V to the Companies Act, 2013, SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, and pursuant to the recommendation of the Nomination & Remuneration Committee, Mr.
Satish Sharma (DIN: 07527148) be and is hereby appointed as Whole-time Director of the Company for a period of 5 years
with effect from April 1, 2019 to March 31, 2024, with such designation as the Board of Directors (hereinafter referred to as
the “Board” which expression shall also include the ‘Nomination and Remuneration Committee’ of the Board) may decide
from time to time, on the terms and conditions of appointment and remuneration as set out in the explanatory statement
annexed to the notice with liberty and power to the Board, to grant increments and to alter and vary from time to time, the
terms and conditions of the said appointment, subject to the same not exceeding the limits specified under the Companies Act,
2013 or any statutory modification(s) or re-enactment thereof.
RESOLVED FURTHER THAT in the event of absence or inadequacy of profits in any financial year, Mr. Satish Sharma will
be paid the salary and perquisites as minimum remuneration in accordance with Section II of Part II of Schedule V of the
Companies Act, 2013, by making such compliances as provided in the said schedule.
RESOLVED FURTHER THAT the Board of Directors of the Company, severally and jointly, be and is hereby authorized
to do all such acts, deeds, things and execute all such documents, instruments, writings as, in its absolute discretion, it may
be considered necessary, expedient or desirable, including power to sub-delegate, in order to give effect to the foregoing
resolution or otherwise as considered by the Board to be in the best interest of the Company as it may deem fit.”
7. To re-appoint Mr. Akshay Chudasama (DIN: 00010630) as an Independent Director and in this regard to consider and if
thought fit, to pass the following resolution as a Special Resolution:-
“RESOLVED THAT pursuant to Sections 149 and 152 read with Schedule IV and other applicable provisions, if any, of the
Companies Act, 2013 (“the Act”) and Companies (Appointment and Qualification of Directors) Rules, 2014 (“the Rules”) and
the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any
statutory modification(s) or re-enactment(s) thereof, for the time being in force), Mr. Akshay Chudasama (DIN: 00010630),
who was appointed as an Independent Director and who holds office of Independent Director upto August 5, 2019, be and is
hereby re-appointed as an Independent Director of the Company, not liable to retire by rotation, to hold office for a second
term of 5(five) consecutive years with effect from August 6, 2019 to August 5, 2024, on the Board of the Company.
RESOLVED FURTHER THAT the Board or any Committee thereof, be and is hereby authorized to do all such things, deeds,
matters and acts, as may be required to give effect to this resolution and to do all things incidental and ancillary thereto.”
8. To re-appoint Mr. Vikram S. Mehta (DIN: 00041197) as an Independent Director and in this regard to consider and if thought
fit, to pass the following resolution as a Special Resolution:-
“RESOLVED THAT pursuant to Sections 149 and 152 read with Schedule IV and other applicable provisions, if any, of the
Companies Act, 2013 (“the Act”) and Companies (Appointment and Qualification of Directors) Rules, 2014 (“the Rules”) and
the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any
statutory modification(s) or re-enactment(s) thereof, for the time being in force), Mr. Vikram S. Mehta (DIN: 00041197), who
was appointed as an Independent Director and who holds office of Independent Director upto August 5, 2019, be and is hereby
re-appointed as an Independent Director of the Company, not liable to retire by rotation, to hold office for a second term of
5(five) consecutive years with effect from August 6, 2019 to August 5, 2024, on the Board of the Company.
RESOLVED FURTHER THAT the Board or any Committee thereof, be and is hereby authorized to do all such things, deeds,
matters and acts, as may be required to give effect to this resolution and to do all things incidental and ancillary thereto.”
9. To authorise Private Placement of Non-Convertible Debentures and in this regard to consider and, if thought fit, to pass the
following as a Special Resolution:-
“RESOLVED THAT in accordance with the provisions of Section 42, 71 and all other applicable provisions, if any, of the
Companies Act, 2013 (including any statutory modification(s) or re-enactment thereof, for the time being in force) read
with the rules made thereunder, as may be amended from time to time and any other applicable laws including the SEBI
(Issue & Listing of Debt Securities) Regulations, 2008, as amended from time to time and other applicable SEBI regulations
and guidelines, the provisions of the Memorandum and Articles of Association of the Company and subject to the receipt
of necessary approvals as may be applicable and such other approvals, permissions and sanctions, as may be necessary,
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consent of the Company be and is hereby accorded to raise funds not exceeding ₹15,000 Million through Private Placement
of Unsecured/ Secured Non-Convertible Debentures during the period of one year from the date of passing of this resolution
within overall borrowing limits of the Company, as approved by the Members from time to time, in one or more tranches, to
such person or persons, who may or may not be the debenture holder(s) of the Company, as the Board (or any duly constituted
Committee of the Board or such other authority as may be approved by the Board) may at its sole discretion decide, including
eligible investors (whether residents and/or non-residents and/or institutions/incorporated bodies and/or individuals and/or
trustees and/or banks or otherwise, in domestic and/or one or more international markets), Non-Resident Indians, Foreign
Institutional Investors (FIIs), Foreign Portfolio Investors (FPIs), Venture Capital Funds, Foreign Venture Capital Investors,
Mutual Funds, State Industrial Development Corporations, Insurance Companies, Development Financial Institutions, Bodies
Corporate, Companies, private or public or other entities, authorities and such other persons in one or more combinations
thereof through Private Placement in one or more tranches and including the exercise of a green-shoe option (within overall
borrowing limits of the Company, as approved by the Members from time to time), if any, on such terms as may be determined
under the guidelines as may be applicable, and on such terms and conditions as may be finalized by the Board or any duly
constituted Committee of the Board or such other authority as may be approved by the Board.
RESOLVED FURTHER THAT for the purpose of giving effect to Private Placement of Unsecured/ Secured Non-Convertible
Debentures, the Board of Directors of the Company (the “Board”) or any duly constituted Committee of the Board or such
other authority as approved by the Board, be and is hereby authorized to determine the terms of the Issue, including the class
of investors to whom the Debentures are to be allotted, the number of Debentures to be allotted in each tranche, issue price,
tenor, interest rate, premium/ discount to the then prevailing market price, amount of issue, discount to issue price to a class
of Debenture holders, listing, issuing any declaration/undertaking etc. required to be included in the Private Placement Offer
Letter and any other regulatory requirement for the time being in force.”
By Order of the Board
Place: Gurgaon For Apollo Tyres Ltd
Date: May 9, 2019
SEEMA THAPAR
Company Secretary
FCS No.: 6690
NOTES:
1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY/
PROXIES TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF. SUCH A PROXY/ PROXIES NEED NOT
BE A MEMBER OF THE COMPANY.
A PERSON CAN ACT AS PROXY ON BEHALF OF MEMBERS NOT EXCEEDING 50 (FIFTY) AND HOLDING
IN THE AGGREGATE NOT MORE THAN 10 (TEN) PERCENT OF THE TOTAL SHARE CAPITAL OF THE
COMPANY CARRYING VOTING RIGHTS. A MEMBER HOLDING MORE THAN 10 (TEN) PERCENT OF
THE TOTAL SHARE CAPITAL OF THE COMPANY CARRYING VOTING RIGHTS MAY APPOINT A SINGLE
PERSON AS PROXY AND SUCH PERSON SHALL NOT ACT AS A PROXY FOR ANY OTHER PERSON OR
MEMBER.
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4. Corporate Members are requested to send a duly certified copy of the Board resolution/ authority letter, authorizing their
representative(s) to attend and vote on their behalf at the meeting.
5. The relevant explanatory statement pursuant to Section 102 of the Companies Act, 2013, in respect of the ordinary/ special
businesses set out above is annexed hereto.
6. All documents referred to in the notice are available for inspection (in physical or electronic form) at the Registered Office
and Corporate Office of the Company between 11:00 AM to 5:00 PM on any working day prior to the date of the meeting and
will also be available at the meeting venue on the date of the meeting.
Every Member entitled to vote at a meeting of the Company, or on any resolution to be moved thereat, shall be entitled during
the period beginning twenty-four hours before the time fixed for the commencement of the meeting and ending with the
conclusion of the meeting, to inspect the proxies lodged, at any time during the business hours of the Company, provided not
less than 3 days’ notice in writing of the intention so to inspect is given to the Company.
7. The Register of Contracts or Arrangements in which Directors are interested maintained under Section 189 of the Companies
Act, 2013 and the Register of Directors and Key Managerial Personnel and their shareholding maintained under Section 170
of the Companies Act, 2013, will be available for inspection by the Members at the Annual General Meeting (AGM).
8. Members intending to require information about accounts to be explained at the meeting are requested to write to the Company
at least 10 (ten) days in advance of the AGM.
9. The shares of the Company are under compulsory demat list of Securities & Exchange Board of India w.e.f. November 11,
1999. The trading in equity shares can now only be done in demat form. In case you do not hold shares in demat form, you
may do so by opening an account with a depository participant and complete dematerialisation formalities.
10. Members holding shares in dematerialised mode are requested to intimate all changes with respect to their bank details,
mandate, nomination, power of attorney, change of address, e-mail address, change in name etc. to their depository participant.
These changes will be automatically reflected in the Company’s records which will help the Company to provide efficient and
better service to the Members.
11. Members holding shares in physical form are requested to intimate changes with respect to their bank account
(viz. name and address of the branch of the bank, MICR code of branch, type of account and account number), mandate,
nomination, power of attorney, change of address, e-mail address, change in name etc. immediately to the Company.
12. Voting through Electronic Means:
I. In compliance with Section 108 of the Companies Act, 2013, Rule 20 of the Companies (Management and Administration)
Rules, 2014, as amended and Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, the Company has provided a facility of casting the votes by the Members using an electronic voting system from a
place other than venue of AGM (“remote e-Voting”) through the electronic voting service facility arranged by National
Securities Depository Limited(NSDL).
The facility for voting, through polling paper, will also be made available at the AGM and the Members attending the
AGM who have not already cast their votes by remote e-Voting shall be able to exercise their right at the AGM through
polling paper. Members who have cast their votes by remote e-Voting prior to the AGM may attend the AGM but shall
not be entitled to cast their votes again.
In case of joint holders attending the meeting, only such joint holder who is higher in the order of names, will be entitled
to vote at the Meeting.
The Instructions for e-voting are as under:
How do I vote electronically using NSDL e-Voting system?
The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:
Step 1 : Log-in to NSDL e-Voting system at https://www.evoting.nsdl.com/
Step 2 : Cast your vote electronically on NSDL e-Voting system.
Details on Step 1 is mentioned below:
How to Log-into NSDL e-Voting website?
1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.
com/ either on a Personal Computer or on a mobile.
2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under
‘Shareholders’ section.
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3. A new screen will open. You will have to enter your User ID, your Password and a Verification Code as shown on
the screen.
Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/
with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on
e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.
4. Your User ID details are given below :
Manner of holding shares i.e. Demat (NSDL or Your User ID is:
CDSL) or Physical
a) For Members who hold shares in demat account 8 Character DP ID followed by 8 Digit Client ID
with NSDL. For example if your DP ID is IN300*** and Client ID is
12****** then your user ID is IN300***12******.
b) For Members who hold shares in demat account 16 Digit Beneficiary ID
with CDSL. For example if your Beneficiary ID is
12************** then your user ID is
12**************
c) For Members holding shares in Physical Form. EVEN Number followed by Folio Number
registered with the Company
For example if folio number is 001*** and EVEN is
101456 then user ID is 101456001***
5. Your password details are given below:
a) If you are already registered for e-Voting, then you can use your existing password to login and cast your
vote.
b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’
which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial
password’ and the system will force you to change your password.
c) How to retrieve your ‘initial password’?
(i) If your email ID is registered in your demat account or with the Company, your ‘initial password’ is
communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox.
Open the email and open the attachment i.e. “ATLe-voting.pdf” file. Open the pdf file. The password to
open the pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account
or folio number for shares held in physical form. The pdf file contains your ‘User ID’ and your ‘initial
password’.
(ii) If your email ID is not registered, your ‘initial password’ is communicated to you on your postal
address.
6. If you are unable to retrieve or have not received the “ Initial password” or have forgotten your password:
a) Click on “Forgot User Details/Password?”(If you are holding shares in your demat account with NSDL or
CDSL) option available on www.evoting.nsdl.com.
b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.
evoting.nsdl.com.
c) If you are still unable to get the password by aforesaid two options, you can send a request at evoting@
nsdl.co.in mentioning your demat account number/folio number, your PAN, your name and your registered
address.
7. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
8. Now, you will have to click on “Login” button.
9. After you click on the “Login” button, Home page of e-Voting will open.
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How to cast your vote electronically on NSDL e-Voting system ?
1. After successful login at Step 1, you will be able to see the Home page of e-Voting. Click on e-Voting. Then, click
on Active Voting Cycles.
2. After click on Active Voting Cycles, you will be able to see all the Companies “EVEN” in which you are holding
shares and whose voting cycle is in active status.
3. Select “EVEN” of Company for which you wish to cast your vote.
4. Now you are ready for e-Voting as the Voting page opens.
5. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which
you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
6. Upon confirmation, the message “Vote cast successfully” will be displayed.
7. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
8. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
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13. Electronic copy of the Annual Report and Notice of the 46th AGM of the Company inter alia indicating the process and manner
of e-voting along with Attendance Slip and Proxy Form is being sent to all the Members whose Email ids are registered with
the Company/Depository Participants(s) for communication purposes unless any Member has requested for a hard copy of the
same. For Members who have not registered their email address, physical copies of the Annual Report and Notice of the 46th
Annual General Meeting of the Company inter alia indicating the process and manner of e-voting along with Attendance Slip
and Proxy Form is being sent through the permitted mode. Members who have received the Notice of AGM, Annual Report
and Attendance Slip in electronic mode are requested to print the Attendance Slip and submit a duly filled in Attendance Slip
at the Registration Counter at the AGM.
14. Those Members who have so far not encashed their dividend warrants for the below mentioned financial years, may claim or
approach the Company for the payment thereof, as the same will be transferred to Investor Education and Protection Fund
(IEPF) established pursuant to Section 125(1) of the Companies Act, 2013, if a Member does not claim the dividend amount
for a consecutive period of seven years or more.
Financial Year Ended Due date of Transfer
31.03.2012 09.09.2019
31.03.2013 07.09.2020
31.03.2014 06.09.2021
31.03.2015 11.09.2022
31.03.2016 09.09.2023
31.03.2017 05.08.2024
31.03.2018 01.09.2025
In accordance with Section 124 (6) of the Act read with Rule 6 of Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016 (as amended from time to time), if a Member does not claim the
dividend amount for a consecutive period of seven years or more, then the shares held by him/her shall be transferred to
the DEMAT Account of IEPFA. The details of the Members whose shares are liable to be transferred are also posted on the
website of the Company i.e. www.apollotyres.com. The unclaimed or unpaid dividend which have already been transferred
or the shares which were transferred can be claimed back by the Members from IEPFA by following the procedure given
on its website i.e. http://iepf.gov.in/IEPFA/refund.html. Both unclaimed dividend amount and the shares transferred can be
claimed from the IEPF Authority by making an online application in the prescribed form “IEPF-5” available on http://iepf.
gov.in/IEPFA/refund.html and by sending the physical copy of the same duly signed along with requisite documents to the
Company at the above mentioned address for verification of the claim. The Company Secretary acts as the Nodal Officer for
IEPF matters.
15. Pursuant to Section 101 and Section 136 of the Companies Act, 2013 read with relevant rules made thereunder, Companies
can serve Annual Reports and other communications through electronic mode to those Members who have registered their
E-mail address with the Company or with the Depository Participant(s). Members holding shares in demat form are requested
to register their E-mail address with their Depository Participant(s) only. Members of the Company, who have registered their
E-mail address, are entitled to receive such communication in physical form upon request.
16. The Notice of AGM and the copies of audited financial statements, board’s report, auditor’s report etc. will also be displayed
on the website (www.apollotyres.com) of the Company.
17. As per the provisions of Regulation 39 (4) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
read with Schedule VI of the Regulations, the unclaimed/undelivered shares lying in possession of the Company had been
dematerialised and transferred into an “Unclaimed Suspense Account”. Members who have not yet claimed their shares are
requested to immediately approach the Company by forwarding a request letter duly signed by all the Members furnishing the
necessary details to enable the Company to take necessary action.
18. The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN) by
every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit the PAN
to their depository participants with whom they are maintaining their demat accounts. Members holding shares in physical
form are requested to submit their PAN details to the Company.
19. To prevent fraudulent transactions, Members are advised to exercise due diligence and notify the Company of any change
in address or staying abroad or demise of any Member as soon as possible. Members are also advised not to leave their
demat account(s) dormant for a long period. The statement of holdings should be obtained from the concerned Depository
Participants and holdings should be verified periodically.
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20. Information under Regulation 36 (3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and
Secretarial Standard-2 on General Meetings, in respect of the Directors seeking appointment at the AGM, forms integral part
of the notice. The concerned Directors has furnished the requisite declarations for their appointment and their brief profile
forms part of the explanatory statement.
21. Kindly register your email address and contact details with us, by writing to us addressed to the Secretarial Department at
our Corporate Office, or at our E-mail ID: [email protected]. This will help us in prompt sending of notices, annual
reports and other shareholder communications in electronic form.
22. Members can also provide their feedback on the shareholder services of the Company using the ‘Shareholders Satisfaction
Survey’ form available on the website of the Company (refer link: https://corporate.apollotyres.com/en-in/investors/corporate-
governance/?filter=Others ). This feedback will help the Company in improving Shareholder Service Standards.
23. The route map of the venue for the AGM is attached herewith and also available on the website of the Company.
24. As per Section 118(10) of the Companies Act, 2013, read with the Secretarial Standard-2 on General Meetings issued by
Institute of Company Secretaries of India “No gifts, gift coupons or cash in lieu of gifts shall be distributed to Members
at or in connection with the meeting”.
Item No. 3
As per the provisions of Section 152 (6) of the Companies Act, 2013, one-third of the two-thirds of the total Non- Independent
Directors are liable to retire by rotation at every AGM and on the basis of the dates of appointment of retiring Directors, Mr. Robert
Steinmetz being in the office for the longest term is liable to retire by rotation and being eligible, offers himself for re-appointment.
Pursuant to Regulation 17(1A) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, applicable w.e.f. April
1, 2019, no listed Company shall appoint or continue the Directorship of a Non-Executive Director who has attained the age of
75 years unless a special resolution is passed by the Members to that effect and justification thereof is indicated in the explanatory
statement annexed to the Notice for such appointment.
The Members of the Company through Postal Ballot dated September 7, 2018 had approved the continuation of Directorship of Mr.
Robert Steinmetz, who had attained the age of 75 years to hold office till he is liable to retire by rotation. Mr. Robert Steinmetz is
liable to retire by rotation at the ensuing AGM and being eligible, offers himself for re-appointment.
Accordingly, a Special Resolution needs to be passed for the re-appointment of Mr. Robert Steinmetz, who is liable to retire by
rotation at the ensuing AGM.
Mr. Robert Steinmetz, aged about 79 years, joined the Board of the Company on September 10, 1999. He has been the Chief of
International Business Unit of Continental AG, Germany.
Mr. Robert Steinmetz is known for his unwavering focus on value creation and sound long term business strategy, has almost 40
years of extensive experience in the international tyre manufacturing industry. As an active Member, he not only contributes to
discussion but also facilitates discussion by sharing his insightful feedback on various business strategies and consumer behaviour.
He holds a diploma in machinery building and has worked with Continental AG for most of his career.
He is not holding Directorship on the Board of other Companies.
He is a Member of the Audit Committee and Risk Management Committee of the Company. He is not holding any other Committee
positions on the Board of other Companies.
He is not holding any shares in the Company either directly or in form of beneficial interest for any other person.
He has attended five Board Meetings during FY2019.
He is not relaled with any other Director and Key Managerial Personnel (KMP) of the Company.
The sitting fees for attending the Board Meetings and the commission as approved by the Members within the overall ceiling of
1% of the net profits of the Company, is paid to the Directors of the Company other than Managing Directors in proportion to their
tenure of Directorship. Mr. Robert Steinmetz is entitled to a remuneration of ₹4.86 million as commission, as approved by the
Board, for FY2019.
The Company has received from Mr. Robert Steinmetz, an undertaking that he is not debarred from holding the office of Director
pursuant to order of SEBI or any other authority and Intimation in Form DIR 8 in terms of Companies (Appointment and Qualification
of Directors) Rules, 2014, to the effect that he is not disqualified under Sub Section (2) of Section 164 of the Companies Act, 2013.
The Board considers that his continued association would be of immense benefit to the Company and it is desirable to continue to
avail services of Mr. Robert Steinmetz.
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This Explanatory Statement may also be regarded as a disclosure under Regalation 36 of SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015.
None of the Directors or KMP of the Company or their relatives except Mr. Robert Steinmetz is concerned or interested (financial
or otherwise) in the resolution.
The Board of Directors recommends resolution set out at item no.3 for your consideration and approval.
Item No. 5
The Board at its meeting held on May 9, 2019, on the recommendation of the Audit Committee, had re-appointed M/s. N.P.
Gopalakrishnan & Co., Cost Accountants for carrying out Cost Audit of the Company’s plants at Perambra (Kerala), Limda
(Gujarat), Chennai (Tamil Nadu) and Chinnapandur (Andhra Pradesh) as well as Company’s leased operated plant at Kalamassery
(Kerala) for the financial year 2019-20 on a remuneration of ₹ 3.00 Lakhs per annum plus reimbursement of out of pocket expenses.
In accordance with provisions of Section 148 of the Companies Act, 2013 read with Rule 14 of the Companies (Audit and Auditors)
Rules, 2014, the remuneration of the Cost Auditors which is recommended by the Audit Committee shall be considered and approved
by the Board of Directors and subsequently ratified by the Members.
None of the Directors or Key Managerial Personnel (KMP) of the Company or their relatives is concerned or interested (financial
and otherwise) in the resolution.
The Board of Directors recommends resolution set out at item no.5 for your consideration and ratification.
Item No. 6
In recognition of the excellent performance of Mr. Satish Sharma for the past 22 years in the organisation and keeping in view the
Company’s policy on Board Diversity and to further strengthen the Board, the Board, on the recommendation of the Nomination
& Remuneration Committee, at its meeting held on March 26, 2019 had appointed Mr. Satish Sharma, President (APMEA) of the
Company as an Additional Director with effect from April 1, 2019. He was also appointed as a Whole-time Director on the Board
of the Company w.e.f. April 1, 2019 for a period of 5 years subject to the approval of the Members.
The Company has received from Mr. Satish Sharma, the consent to act as Director and a declaration that he is not disqualified from
being appointed as a Director of the Company.
The Company has also received a notice in writing, from a Member under Section 160 of the Act, proposing his candidature for the
appointment as Director of the Company.
The terms and conditions of appointment are detailed below:
1. Salary: ₹ 10.91 Lakhs per month (approx.) with suitable annual increases at such rate as may be determined by the Board
of Directors of the Company (which expression shall include a Committee thereof) from time to time, commensurate with
average percentile increase in the remuneration of employees at one level below the Board of Directors.
2. Perquisites, Allowances & Other Benefits: Mr. Satish Sharma shall be entitled to perquisites and allowances like accommodation
(furnished or otherwise) or house rent allowance in lieu thereof, house maintenance allowance, reimbursement of expenses or
allowances for furnishings, repairs & driver salary, medical reimbursement, leave travel concession for himself and his family,
club fee, medical/ accident insurance, retiral benefits including provident fund, superannuation fund, gratuity and such other
perquisites and allowances as may be allowed under the Company’s rules/ schemes and restricted to an amount not exceeding
250% of annual salary.
The above perquisites shall be allowed in addition to the salary, to be evaluated as per Income Tax rules, wherever applicable,
and in the absence of any such rule, perquisites shall be evaluated at actual cost.
3. Performance Linked Bonus/ Commission: An amount of ₹ 16.50 Lakhs per month or such other amount as may be approved
by the Board of Directors on the recommendation of the Nomination and Remuneration Committee subject to ceiling of 1%
of the Profits before Tax (PBT) of the Company on overall annual remuneration (including Salary, Perquisites, Allowances &
Other Benefits) payable to Mr. Satish Sharma as per Company’s policy.
4. Amenities:
i) Communication facilities: The Company shall provide appropriate telephone, including cellular phone, telefax, internet
and other communication facilities to Mr. Satish Sharma at his residence for discharging his functions effectively.
ii) The Company shall provide office space required by Mr. Satish Sharma either at his residence or any other convenient
place for discharging his official duties along with the required office support facilities.
9
iii) Mr. Satish Sharma shall be entitled to official travel for himself and his spouse, if considered expedient to accompany
him in the Company’s interests, during domestic and/ or overseas business trips as per Company’s policy.
5. Other benefits:
i) Earned Leave: On full pay and allowances as per the rules of the Company.
ii) Encashment of leave at the end of the tenure, in accordance with the rules of the Company, if any, will not be included
in the computation of the ceiling on perquisites.
iii) Provision of car(s) for use on Company’s business.
iv) Housing, education and medical loan and other loans facilities as applicable in accordance with the rules of the
Company.
6. Mr. Satish Sharma shall also be entitled to reimbursement of entertainment expenses incurred in the course of business of the
Company.
7. The above remuneration payable to Mr. Satish Sharma is subject to the condition that the total remuneration shall be within
the permissible limits under with Section 197 of the Companies Act, 2013, or any amendment thereto or any other provisions
as may be applicable.
8. Notwithstanding anything to the contrary contained herein, where in any financial year, during the currency of tenure of the
appointee, the Company has no profits or its profits are inadequate, the Company will pay salary, perquisites and allowances
in accordance with Section II of Part II of Schedule V of the Companies Act, 2013, to Mr. Satish Sharma as minimum
remuneration, subject to other compliances of Schedule V of the Act.”
The copies of the resolutions passed at the Nomination & Remuneration Committee meeting and the Board of Directors meeting
held on March 26, 2019 are open for inspection of the Members, during business hours between 11:00 AM to 5:00 PM on all
working days of the Company, upto the date of the meeting, at the Registered Office and Corporate Office of the Company during
normal business hours on any working day, excluding Saturday and at the venue of the meeting.
Mr. Satish Sharma aged 51 years is a Chemical Engineer from the National Institute of Technology, Raipur, Madhya Pradesh.
He also holds a post-graduate diploma in Business Management from Institute of Management Technology, Ghaziabad. He is a
Member of the Institute of Engineers, Indian Rubber Institute and All India Management Association (AIMA).
He is not holding Directorship on the Board of other Companies.
He is a Member of the Risk Management Committee of the Company. He is not holding any other Committee positions on the Board
of other Companies.
He is not related with any other Director and Key Managerial Personnel (KMP) of the Company.
He is not holding any shares in the Company either directly or in form of beneficial interest for any other person.
Mr. Satish Sharma is not debarred from holding the office of Director pursuant to any order of SEBI or any other authority.
None of the Directors or KMP of the Company or their relatives, except Mr. Satish Sharma, himself, is concerned or interested
(financial & otherwise) in the resolution.
This Explanatory Statement may also be read and treated as disclosure in compliance with the requirements of Section 190 of the
Companies Act, 2013 and Regulation 36 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015.
The Board of Directors recommends the Ordinary resolution set out at item no.6 for your consideration and approval.
Item No. 7
Mr. Akshay Chudasama was appointed as an Independent Director on the Board of the Company pursuant to the provisions of
Section 149 of the Act read with the Companies (Appointment and Qualification of Directors) Rules, 2014. He holds office as
an Independent Director of the Company up to August 5, 2019 (“first term” in line with the explanation to Sections 149(10)
and 149(11) of the Act). The Nomination and Remuneration Committee of the Board of Directors, on the basis of the report of
performance evaluation of Independent Director, has recommended re-appointment of Mr. Akshay Chudasama for a second term
of 5 (five) consecutive years on the Board of the Company.
The Board, based on the performance evaluation of Independent Director and based on the recommendation of Nomination and
Remuneration Committee, considered that his continued association would be of immense benefit to the Company and it is desirable
to continue to avail services of Mr. Akshay Chudasama as an Independent Director. Accordingly, it is proposed to re-appoint Mr.
Akshay Chudasama as an Independent Director for a second term of 5 (five) consecutive years on the Board of the Company w.e.f.
August 6, 2019 to August 5, 2024. The Company has also received a notice in writing from a Member under Section 160 of the Act,
proposing his candidature for appointment as Director of the Company.
10
Mr. Akshay Chudasama, aged about 49 years, holds a Degree in Bachelors of Arts from St. Xavier’s College (University of Bombay)
and is a Law Graduate from the London School of Economics (University of London), UK. He is enrolled as an Advocate with
the Bar Council of Maharashtra and Goa, and as a Solicitor with the Law Society (England and Wales). He is also enrolled with
the Bombay Bar Association, International Bar Association and Inter-Pacific Bar Association and is a Member of Entrepreneurs
Organization and Young Presidents’ Organization.
Mr. Akshay Chudasama is the Managing Partner of Shardul Amarchand Mangaldas & Co. and heads the Firm’s practice in the
Mumbai Region. He has expertise in cross-border M&A and Private Equity across a range of sectors, particularly, real estate. He
advises both Foreign Companies entering India and Indian Companies in their outbound acquisitions.
Mr. Akshay Chudasama has been practicing law since 1994. He was a Partner at AZB & Partners for over 3 years and thereafter at J.
Sagar Associates (JSA) for almost 10 years. He has won several awards from various international agencies including Chambers &
Partners, Legal 500, Asia Legal and IFLR. He has addressed several prestigious domestic and international seminars and conferences
on various aspects related to his practice.
Mr. Akshay Chudasama was first appointed on the Board of the Company on November 11, 2013.
He is on the Board of the following other Companies:-
Sl.No Name of the Company Designation
1 Bata India Ltd. Director
2 Artemis Medicare Services Ltd. Director
3 Raymond Ltd. Director
4 Artemis Global Life Sciences Ltd. Director
5 Wyosha Real Estates Private Ltd. Director
He is the Member of Audit Committee, Nomination and Remuneration Committee, Business Responsibility Committee and
Stakeholders Relationship Committee of the Company.
He is also a Member / Chairman of Committees in the following other Companies:-
Sl.No Name of the Company Name of the Committee Position
1 Bata India Ltd. Corporate Social Responsibility Committee Chairman
Audit Committee Member
Nomination and Remuneration Committee Member
2 Artemis Medicare Audit Committee Member
Services Ltd. Nomination and Remuneration Committee Member
3 Artemis Global Life Audit Committee Member
Sciences Ltd.
4 Raymond Ltd. Stakeholders Relationship Committee Chairman
He is not holding any shares of the Company either directly or in form of beneficial interest for any other person.
He has attended six meetings of the Board during FY2019.
He is not related with any other Director and Key Managerial Personnel (KMP) of the Company.
Section 149 and Section 152 of the Companies Act, 2013 inter alia specifies that:
(a) Independent Directors shall hold office for a term of upto five consecutive years, and shall be eligible for re-appointment
upto five years, subject to passing of special resolution by the Shareholders in General Meeting; and
(b) An Independent Director shall not be liable to retire by rotation at the Annual General Meeting.
The provisions further provide that the Independent Directors shall give a confirmation of independence and meeting of the
prescribed criteria, as mentioned in Section 149(6) of the Companies Act, 2013.
In terms of Section 149 and other applicable provisions of Companies Act, 2013, Mr. Akshay Chudasama, being eligible and
offering himself for re-appointment, is proposed to be appointed as an Independent Director for 5 (five) consecutive years w.e.f.
August 6, 2019 to August 5, 2024.
The Company has received from Mr. Akshay Chudasama:-
(i) Intimation in Form DIR 8 in terms of Companies (Appointment and Qualification of Directors) Rules, 2014, to the effect
that he is not disqualified under Sub Section (2) of Section 164 of the Companies Act, 2013.
11
(ii) A declaration to the effect that he meets the criteria of independence as provided under Sub Section (6) of Section 149
of the Companies Act, 2013.
(iii) An undertaking that he is not debarred from holding the office of Director pursuant to order of SEBI or any other
authority.
The sitting fees for attending the Board Meetings and the commission as approved by the Members within the overall ceiling of
1% of the net profits of the Company, is paid to the Directors of the Company other than Managing Directors in proportion to their
tenure of Directorship. Mr. Akshay Chudasama is entitled to a remuneration of ₹ 4.86 million as commission, as approved by the
Board, for FY2019.
In the opinion of the Board, Mr. Akshay Chudasama fulfils the conditions specified in the Companies Act, 2013 and rules made
thereunder and SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, for his re-appointment as an Independent
Director of the Company and he is independent of the management. Copy of the draft letter for re-appointment of Mr. Akshay
Chudasama as an Independent Director would be available for inspection, without any fee, by the Members at the Registered Office
and Corporate Office of the Company during normal business hours on any working day, excluding Saturday.
This Explanatory Statement may also be regarded as a disclosure under Regulation 36 of the SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015.
None of the Directors or KMP of the Company or their relatives except Mr. Akshay Chudasama himself is concerned or interested
(financial or otherwise) in the resolution.
The Board of Directors recommends resolution set out at item no.7 for your consideration and approval.
Item No. 8
Mr. Vikram S. Mehta was appointed as an Independent Director on the Board of the Company pursuant to the provisions of Section
149 of the Act read with the Companies (Appointment and Qualification of Directors) Rules, 2014. He holds office as an Independent
Director of the Company up to August 5, 2019 (“first term” in line with the explanation to Sections 149(10) and 149(11) of the Act).
The Nomination and Remuneration Committee of the Board of Directors, on the basis of the report of performance evaluation of
Independent Director, has recommended re-appointment of Mr. Vikram S. Mehta for a second term of 5 (five) consecutive years
on the Board of the Company.
The Board, based on the performance evaluation of Independent Director and based on the recommendation of Nomination and
Remuneration Committee, considered that his continued association would be of immense benefit to the Company and it is desirable
to continue to avail services of Mr. Vikram S. Mehta as an Independent Director. Accordingly, it is proposed to re-appoint Mr.
Vikram S. Mehta as an Independent Director for a second term of 5 (five) consecutive years on the Board of the Company w.e.f.
August 6, 2019 to August 5, 2024. The Company has also received a notice in writing from a Member under Section 160 of the Act,
proposing his candidature for appointment as Director of the Company.
Mr. Vikram S. Mehta, aged about 66 years holds B.A. Mathematics honors degree from St. Stephens College, Delhi University, MA
economics honors degree from Magdalen College, Oxford University and a post-graduate degree in energy economics from the
Fletcher School Of Law and Diplomacy, Tufts University.
Mr. Vikram S. Mehta started his career with the Indian Administrative Service (IAS) in 1978. He resigned in 1980 to join Phillips
Petroleum in London as their senior economist. In 1984, he returned to India to join the Government Company, Oil India Ltd. as
its advisor, strategic planning. Mr. Mehta joined Shell International in London in 1988. He was appointed as Managing Director of
Shell Markets and Shell Chemical Companies in Egypt in 1991 and Chairman of the Shell Group of Companies in India in 1994.
Mr. Mehta left Shell in October 2012. He was Chairman of the Hydrocarbon Committee of the Confederation of Indian Industry
(CII) and a Member of its National Council.
Mr. Vikram S. Mehta was the recipient of Asia House’s “Businessmen of the year” award for 2010. He also received the Asia Centre
for Corporate Governance and Sustainability‘s Award for “Best Independent Director“ for 2016.
Mr. Vikram S. Mehta was first appointed on the Board of the Company on February 6, 2013.
He is on the Board of the following other Companies:-
Sl.No Name of the Company Designation
1 Colgate Palmolive (I) Ltd. Director
2 Mahindra & Mahindra Ltd. Director
3 HT Media Ltd. Director
4 Larsen and Toubro Ltd. Director
5 Jubilant Food Works Ltd. Director
12
6 N V Advisory Services Pvt Ltd. Additional Director
7 L & T Hydro Carbon Engineering Ltd. Director
He is also a Member / Chairman of Committees in the following other Companies:-
Sl.No Name of the Company Name of the Committee Position
1 Larsen and Toubro Ltd. CSR Committee Chairman
2 Colgate Palmolive (I) Ltd. Audit Committee Member
Nomination and Remuneration Committee Member
Risk Management Committee Member
3 Mahindra & Mahindra Ltd. Corporate Social Responsibility Committee Member
Nomination and Remuneration Committee Member
4 Jubilant Food Works Ltd. Audit Committee Member
Stakeholders Relationship Committee Member
Nomination Remuneration and Member
Compensation Committee
He is holding 6000 shares of the Company.
He has attended five meetings of the Board during FY2019.
He is not related with any other Director and Key Managerial Personnel (KMP) of the Company.
Section 149 and Section 152 of the Companies Act, 2013 inter alia specifies that:
(a) Independent Directors shall hold office for a term of upto five consecutive years, and shall be eligible for re-appointment upto
five years, subject to passing of special resolution by the Shareholders in General Meeting; and
(b) An Independent Director shall not be liable to retire by rotation at the Annual General Meeting.
The provisions further provide that the Independent Directors shall give a confirmation of independence and meeting of the
prescribed criteria, as mentioned in Section 149(6) of the Companies Act, 2013.
In terms of Section 149 and other applicable provisions of Companies Act, 2013, Mr. Vikram S. Mehta, being eligible and offering
himself for re-appointment, is proposed to be appointed as an Independent Director for 5 (five) consecutive years w.e.f. August 6,
2019 to August 5, 2024.
The Company has received from Mr. Vikram S. Mehta:-
(i) Intimation in Form DIR 8 in terms of Companies (Appointment and Qualification of Directors) Rules, 2014, to the effect that
he is not disqualified under Sub Section (2) of Section 164 of the Companies Act, 2013.
(ii) A declaration to the effect that he meets the criteria of independence as provided under Sub Section (6) of Section 149 of the
Companies Act, 2013.
(iii) An undertaking that he is not debarred from holding the office of Director pursuant to order of SEBI or any other authority.
The sitting fees for attending the Board Meetings and the commission as approved by the Members within the overall ceiling of
1% of the net profits of the Company, is paid to the Directors of the Company other than Managing Directors in proportion to their
tenure of Directorship. Mr. Vikram S. Mehta is entitled to a remuneration of ₹4.86 million as commission as approved by the Board,
for FY2019.
In the opinion of the Board, Mr. Vikram S. Mehta fulfils the conditions specified in the Companies Act, 2013 and rules made
thereunder and SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, for his re-appointment as an Independent
Director of the Company and he is independent of the management. Copy of the draft letter for re-appointment of Mr. Vikram S.
Mehta as an Independent Director would be available for inspection, without any fee, by the Members at the Registered Office and
Corporate Office of the Company during normal business hours on any working day, excluding Saturday.
This Explanatory Statement may also be regarded as a disclosure under Regulation 36 of the SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015.
None of the Directors or KMP of the Company or their relatives except Mr. Vikram S. Mehta himself is concerned or interested
(financial or otherwise) in the resolution.
The Board of Directors recommends resolution set out at item no.8 for your consideration and approval.
13
Item No. 9
In order to meet funds requirements for Company’s growth, the Members of the Company at the Annual General Meeting held on
August 1, 2018 had passed the resolution for raising of funds for an amount not exceeding ₹15,000 million through Issue of Secured
Non-Convertible Debentures (NCDs) through Private Placement, in one or more tranches within overall borrowing limits of the
Company. The above resolution is valid upto July 31, 2019. During the validity of aforesaid resolution, the Company has not raised
any funds through issue of NCDs.
In order to meet the funds requirements for growth/ capex, the Board approved raising of funds through issue of NCDs for an
amount not exceeding ₹15,000 million.
In order to enable the Company to offer or invite subscriptions for Non-Convertible Debentures on a Private Placement basis, in one
or more tranches, as per provisions of Section 42 of the Companies Act, 2013, read with Rule 14 of the Companies (Prospectus and
Allotment of Securities) Rules, 2014 and Rule 18 of the Companies (Share Capital and Debentures) Rules, 2014, a Company shall
not make a Private Placement of its securities unless the proposed offer of securities or invitation to subscribe to securities has been
previously approved by the Members of the Company by a Special Resolution for each of the offers or invitations. However, in case
of offer or invitation for “Non-Convertible Debentures”, it shall be sufficient if the Company passes a Special Resolution only once
in a year for all the offers or invitations for such Debentures during the year.
Further, the Board of Directors of the Company or any duly constituted Committee of the Board or such other authority as may be
approved by the Board, shall be authorized to determine the terms of the Issue, including the class of investors to whom the NCDs
are to be allotted, the number of NCDs to be allotted in each tranche, issue price, tenor, interest rate, premium/ discount to the then
prevailing market price, amount of issue, discount to issue price to a class of bond/debenture holders, listing, issuing any declaration
/ undertaking etc. required to be included in the Private Placement Offer Letter and any other regulatory requirement for the time
being in force.
The Board of Directors of the Company, at its Meeting held on May 9, 2019, had approved the above proposal and recommends the
passing of proposed Special Resolution by Members of the Company.
The approval of the Members is being sought by way of a Special Resolution under Section 42 & 71 of the Companies Act, 2013,
read with the Rules made there under, to enable the Company to offer or invite subscriptions for NCDs on a Private Placement basis,
in one or more tranches, during the period of one year from the date of passing of the resolution, within the overall borrowing limits
of the Company, as approved by the Members from time to time.
None of the Directors or Key Managerial Personnel (KMP) of the Company or their relatives is concerned or interested (financial
& otherwise) in the resolution.
The Board of Directors recommends resolution set out at item no.9 for your consideration and approval.
Item No. 4
Mr. Francesco Gori, aged about 66 years, has a degree in Economics from Universita degli Studi in Florence and he possesses
experience over 33 years with Pirelli Tyre S.p.A Group in the field of product development, sales & marketing, product management
etc. He has had a long and illustrious career in the tyre industry. His last appointment was as the CEO of Pirelli Tyre, a position that
he held from 2006 till he left the Company in 2012. He has also served as a Member of the Board of Directors of many companies
of Pirelli & C Group. He had joined the Company as “Advisor for Strategy” effective from October 26, 2015 to support the goal
of international growth, identification and development of new opportunities and has been Member of Management Board of the
Company.
Mr. Francesco Gori was first appointed on the Board of the Company on February 9, 2016.
He is not holding Directorship on the Board of other Companies.
He is a Member of Risk Management Committee of the Company. He is not holding any other Committee positions on the Board
of other Companies.
14
He is not holding any shares in the Company either directly or in from of beneficial interest for any other person.
He has attended six Board Meetings during FY2019.
He is not related with any other Director and Key Managerial Personnel (KMP) of the Company.
The sitting fees for attending the Board Meetings and the commission as approved by the Members within the overall ceiling of
1% of the net profits of the Company, is paid to the Directors of the Company other than Managing Directors in proportion to their
tenure of Directorship. Mr. Francesco Gori is entitled to a remuneration of ₹4.86 million as commission, as approved by the Board,
for FY2019.
The Company has received from Mr. Francesco Gori, an undertaking that he is not debarred from holding the office of Director
pursuant to order of SEBI or any other authority and Intimation in Form DIR 8 in terms of Companies (Appointment and Qualification
of Directors) Rules, 2014, to the effect that he is not disqualified under Sub Section (2) of Section 164 of the Companies Act, 2013.
The Board considers that his continued association would be of immense benefit to the Company and it is desirable to continue to
avail services of Mr. Francesco Gori.
None of the Directors or KMP of the Company or their relatives except Mr. Francesco Gori is concerned or interested (financial or
otherwise) in the resolution.
The Board of Directors recommends resolution set out at item no.4 for your consideration and approval.
15
Kerala Fine Arts Theatre, Fine Arts Avenue,
Foreshore Road, Ernakalam,
Kochi (Kerala), India
Regd. Office: Apollo Tyres Ltd, 3rd Floor, Areekal Mansion, Near Manorama Junction,
Panampilly Nagar, Kochi - 682036, India.
CIN: L25111KL1972PLC002449 Tel: +91 484 4012046
Fax No.: +91 484 4012048 Email: [email protected]
Website: apollotyres.com
16
CONTENTS
02
Unstoppable Corporate overview
We have been persistent 02 Unstoppable
in our aim to establishing
04 Chairman’s Message
and maintaining market
leadership to be able to achieve 06 Vice Chairman’s Message
unprecedented growth for our
08 Board of Directors
stakeholders.
10 Management Board
14 14 Integrated Report
COMPANY OVERVIEW
`172.73 BN `6.80 BN
Revenues Net profit
3
Apollo Tyres Ltd Annual Report 2018-19
CHAIRMAN’S MESSAGE
People First
Dear Shareholders,
As I look back at the tough,
uncertain and challenging FY2019,
I am reminded of what Kalpana
Chawla, American astronaut and
the first woman of Indian descent
to go to space, once said - The
path from dreams to success does
exist. May you have the vision to
find it, the courage to get on to it,
and the perseverance to follow it.
4
Corporate Overview Statutory Reports Financial Statements
For all of us at Apollo Tyres, the year was about an integral element of Apollo Tyres corporate
moving to achieve our vision of becoming a strategy. The year saw Kerala witnessing one of its
‘Premier tyre company with a diversified and worst floods in recent times. Your Company rose to
multinational presence’ and continued, with a the challenge and contributed money, material and
steadfast resolve, to do what we do best – create time to bring relief to the people whose lives were
best in class products, offer superior value severely affected by the calamity. Also, during
proposition to our customers, work with our the financial year, your Company continued with
partners, support and empower communities, and, its multiple initiatives and created a real positive
in the process, deliver above industry growth and impact in the lives of the communities it serves.
create wealth to you, our shareholders. We had the We received multiple recognition including the CSR
courage to dream and work on it and I am proud Times Award 2018 and CSR Health Impact Award
to mention that we are getting close to achieve for its Health CSR Project, relating again to the
our 2020 aspirations for India of building market healthcare programme for our truck drivers. As a
leadership and to achieve our premiumization strong proponent of sustainability, your Company
strategy in Europe. Despite the uncertain times continues to reduce its own carbon footprint and
faced in the financial year, our growth is a with the Apollo Tyres’ Partnership Pact helps
testimony of achieving the high standards that we and supports its partners to integrate relevant
set for ourselves. I remain bullish that even with policies and processes related to the environment,
a challenging year ahead, our employees across occupational health & safety, human rights and
the globe will put in tremendous work to deliver labour laws into their business and decision
above industry numbers. This is because, we are making processes. This is further extending the
committed to our vision and have the perseverance use of environmentally responsible practices for
to achieve it in our pursuit to build Apollo Tyres as growing natural rubber within the overall supply
a world class institution. chain network.
It has been my firm belief that every organization I take this opportunity to thank all the banks,
needs to focus on its employees in its journey for financial institutions, various Indian State
meaningful success. Personally for me, the Apollo Governments and the Central Governments of
Tyres journey has been exciting and invigorating India, the Netherlands and Hungary, our network
as we grew from employees who were based only and business partners for their unstinted support
in India to now where we have a multi-cultural and actively contributing to our success. Equally,
and multi-locational employee base. In this long I am humbled with your continued support and
journey, what has certainly not changed is our grateful for standing with us in times of prosperity
philosophy of ‘People First’. Our team has ensured and adversities. We at Apollo Tyres remain ever
that we take every step to induct new people from committed and sincere in our efforts to keep
various geographies and ethnicities into the global delivering ever better value to you. I look forward
Apollo family. Despite the diversity, I am proud to to having many more exciting updates for you in
say that we have built an Apollo culture of taking the current financial year.
on challenging tasks and moving together to
Wishing you all the best.
achieve the goals. Further, it is this focus on people
and building a strong capability of effectively
integrating cultures that has helped us to spread
our wings far and wide.
5
Apollo Tyres Ltd Annual Report 2018-19
Neeraj Kanwar
Vice Chairman and Managing Director
6
Corporate Overview Statutory Reports Financial Statements
7
Apollo Tyres Ltd Annual Report 2018-19
BOARD OF DIRECTORS
1 Dr. S. Narayan 4 Nimesh N. Kampani 7 Vikram S Mehta
Former Principal Secretary to the Chairman, JM Financial Group Former Chairman, Shell Group of
Prime Minister of India Companies
5 Robert Steinmetz
2 Onkar S. Kanwar Former Chief of International
Chairman & Managing Director Business, Continental AG
6 7
1 2
8
Corporate Overview Statutory Reports Financial Statements
12 14
13
11
10
8 9
9
Apollo Tyres Ltd Annual Report 2018-19
MANAGEMENT BOARD
1 2
3 4
5
10
Corporate Overview Statutory Reports Financial Statements
7 8
9
10 11
12 13
11
Apollo Tyres Ltd Annual Report 2018-19
FY19 FY19
172.73 6.80
FY19 FY19
21.37 20.82
FY19 FY19
12.69 0.43
FY19 FY19
2.08 3.41
Note: Data for FY15 is as per previous GAAP (ie. IGAAP) and for FY16, FY17, FY18 and FY19 is as per Ind AS.
12
Corporate Overview Statutory Reports Financial Statements
73
2.1
5.7 Passenger Vehicles
37.1
Truck-Bus
10.1
Off Highway
Light Truck
Products (%) Other
45
NATURAL RUBBER PRICE MOVEMENT `/KG CRUDE OIL PRICE MOVEMENT ($/Barrel)
(BRENT Crude)
79.11 80.63
77.01
132.66 74.95
75.93
127.79 128.02 73.84
126.45
130.55 71.76 67.03
129.13 124.25 66.11
122.02 64.32
120.45
124.34 124.66 60.12
121.59
57.67
Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar
18 18 18 18 18 18 18 18 18 19 19 19 18 18 18 18 18 18 18 18 18 19 19 19
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Apollo Tyres Ltd Annual Report 2018-19
INTEGRATED REPORT
ON THE ROAD TO INTEGRATED
THINKING WITH VISION 2020
Apollo Tyres’ Vision 2020 – ‘To be a premier
tyre company with a diversified and
multinational presence’ is the driving force
towards integrated thinking.
The organisation has identified key
priorities to realise Vision 2020 – ‘build
leadership in India’, ‘premiumisation
in Europe’, and ‘explore strategically
attractive markets where we are currently
not represented.’
These priority areas are integrated within
the six capitals and interconnected in order
to create value in the short, medium and
long-term.
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Corporate Overview Statutory Reports Financial Statements
MATERIALITY
Apollo Tyres has conducted the materiality The process of materiality assessment
assessment in the FY2018, according to included establishing process parameters
the Integrated Reporting framework’s and identification of relevant non-financial
materiality assessment process. It has topics; evaluating the importance of relevant
conducted materiality through a third-party matters based on magnitude of effect and
study and identified the material issues by likelihood of occurrence; survey among key
mapping stakeholder concerns and business stakeholder groups representing investors,
priorities. customers, senior management, employees,
suppliers, NGOs, institutions, associations
and sustainability professionals.
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Apollo Tyres Ltd Annual Report 2018-19
BUSINESS MODEL
INPUTS
VISION 2020
TO BE A PREMIER TYRE COMPANY WITH A
Natural Capital
DIVERSIFIED AND MULTINATIONAL PRESENCE
Natural rubber and crude oil linked raw
materials
Intellectual Capital
For our competitive advantage- R&D,
patents, etc.
Manufactured Capital
Continuous investments in plants and
equipment allow us to operate safely with
efforts to reduce environmental footprint
BUSINESS MODEL
Financial Capital
Financial strength to run our operations
and fund our growth-debt and equity
financing- as well as cash generation
EXTERNAL ENVIRONMENT Raw material price and volatility Economic slowdown in India and European markets
16
Corporate Overview Statutory Reports Financial Statements
OUTPUTS OUTCOMES
BUSINESS ACTIVITIES
Light Truck
Manufactured Capital
Production capacity
Sales revenue
Two Wheeler
EMPLOYEES
Global Markets
Financial Capital
US
Underlying RoE
Europe
Underlying EPS
Middle East
Credit rating
India/Asia
SUPPLIERS
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Apollo Tyres Ltd Annual Report 2018-19
NATURAL CAPITAL
* for FY2019
To reduce the impact on Natural Capital, the Company invests in community development projects such as environmental
protection, thereby increasing Social & Relationship Capital through generation of livelihood opportunities for the local
community.
18
Corporate Overview Statutory Reports Financial Statements
HUMAN CAPITAL
The Company’s Human Capital is positively impacted when it invests in skill development initiatives to improve the technical
know-how for better operations. This also benefits individuals for career enhancements, and increasing growth prospects,
thereby increasing Social and Relationship Capital stock and Intellectual Capital stock as well positively impacting the
Financial Capital by enhanced profitability.
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Apollo Tyres Ltd Annual Report 2018-19
INPUTS
Promote an employees relations Collaborative relationships with Sustained confidence of
culture that encourages customers based on mutually agreed suppliers and dealers in
employee inputs and terms of engagement and the drive to our business have led
involvement through various innovate and excel. In order to improve to building strong and
initiatives to enable employee its products and services, the Company committed partnerships.
engagement. Our core value - conducts regular customer staisfaction With a well-defined purchase
“Communicate Openly” further surveys. The Company’s customer- policy, our suppliers/
underlines this spirit. centric approach and customer- dealers development and
oriented values have led to the initiative management systems are
‘Customer Champion Project’ aligned with our business
goals and objectives.
The Company invests proactively in Social and Relationship Capital to enable growth in Financial Capital
over the long-term.
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Corporate Overview Statutory Reports Financial Statements
OUTCOMES
Managing Outcomes
• Prioritising social investment projects • CSR Activities Beneficieries: 6,74,142
in skills development, community beneficaries were outreached from healthcare,
development, environment, health and environment conservation and livelihood
livelihood generation where there is a generation programmes in the year FY2019.
convergence of multiple stakeholder Some beneficiaries may be common to one or
interests to achieve maximum impact in more initiatives and hence may have got double
our communities counted
• Fostering positive employee relations • Healthcare Programme outputs: In the reporting
culture, informed by trust and respect. year total 4,91,382 people were outreached
Implementation of ‘Horizon’ has helped from awareness activities and 1,60,574 received
in improving employee’s relationship treatment facility. There is 34.80 % increase
through constructive dialogue with in the people treated from the reporting year
superiors. Building strong Industry- FY2018. Out of the total treated in the reporting
Employee relations, employee health & year, 44,741 people opted for HIV testing, 58,128
safety, developing ‘Apollo One Family’ for vision screening and 43,823 for diabetes
value system and bringing diversity testing. Total 966 TB tests were conducted
across cultures are some of the focus • In the reporting year total 18,122 people
areas of Apollo Tyres outreached from awareness generation and
• Ensuring consistent and effective 24,607 people were outreached from door to
engagement with suppliers/dealers door waste collection activities. Total 2,606
with the objective of aligning their metric ton (MT) was collected from CMV and
expectations with our strategy and CMTN projects. Out of the collected waste 298
targets. Natural Rubbers Suppliers meet, MT was biodegradable and 2,308 MT was non-
Dealers meets, IT-enabled digitised biodegradable waste
solution for business transaction, • To promote recyling of waste tyres total 02 new
queries, benefits and grievances ELT play structures were made using 696 waste
tyres
• For safe sanitation 150 toilet cum bathing space
in Chennai. Around 600 people are directly
benefitted from the newly constructed toilets
• In the reporting year total 2,012 women
outreached and 1,158 received income
generation training in farming and non-farming
activities. Out of the total trained, 1,030 women
are engaged in income generation. Around
733 farmers received training in sustainable
agriculture
• Total 719 ITI students/graduates received job
counselling and skill buliding training
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Apollo Tyres Ltd Annual Report 2018-19
INTELLECTUAL CAPITAL
Apollo Tyres value proposition is based on its research and development &
intellectual capital inputs to achieve technological leadership. The Company has
focused on developing its own technology through in-house efforts or through
collaborative research.
Key organisational intangibles also include know-how and management systems. Apollo Tyres assesses the
extent to which its proprietary or licensed technologies, in combination with team expertise, provide adequate
advantage to generate targeted returns on investment. The Company is striving to develop innovative and high-
quality products and also protect its proprietary intellectual property.
OUTPUTS Patent application in last FY in the below mentioned Intangible assets worth
technological area:
• Self healing materials for sidewalll crack resistance
`314 MN
(standalone) in FY2019
• Variable installation TPMS sensor for tyres
• Six number of patent applications are in pipeline for current FY.
OUTCOMES
• 21 Truck-Bus Tyre (5 design applied outside Managing Outcomes
India),Indian defence tyre design, Electric • Prioritising focused research and development
commercial vehicle tyre design, 7 Two wheeler, activities
Motorcycle sport touring for Europe, off-highway • Focus on new product development to grow
port tyre & Mining tyre design applied for market share
protection in India so far. • Partnering with academic institutions, research
• Partnership with various research institutes, bodies and OEM partners across the world to
universities & OEM partners across the world - develop, pilot and implement new technologies
Collaboration with Centire USA in tyre research, • Providing training and technical skills
Dresden university ,Twente University, SRM development for engineers and other non-
University & BITS-Pilani University. technical employees
• Research for new transportation solutions with
low impact on environment
• Exploring the feasibility of usage of alternate
materials for natural rubber including the use of
recycled materials
The Company bolsters investments in stocks of Intellectual Capital through modern R&D facilities for passenger
and commercial vehicle tyres. This will play a key role in ushering in cutting-edge technology and innovation to drive
organisational growth. Consequentially, Financial Capital, as well as Manufactured Capital, Natural Capital, Human
Capital and Social & Relationship Capital, are likely to be enhanced.
22
Corporate Overview Statutory Reports Financial Statements
MANUFACTURED CAPITAL
Apollo Tyres relies on its significant fixed assets (property, plant, equipment) to
deliver goods and services safely, efficiently, reliably and sustainably.
Apollo Tyres continues to invest to nurture and grow these assets, reducing the environmental footprint
of their facilities and enabling compliance with new regulatory requirements. Given the ever-changing
environment, the Company has de-risked and re-phased certain projects, while prioritising capital to advance
its growth projects in European markets and also beginning to look at US markets. It has also invested in a
greenfield in India. Sufficient capital has been allocated for maintenance and sustenance activities to ensure
that the business continues to operate sustainably.
2,95,792 MT 35,567 MT
Chennai Kalamassery
NIL
INTERLINKAGE OF MANUFACTURED CAPITAL WITH OTHER CAPITALS
With the Company’s strategic focus on growth projects, it increases the stock of Manufactured Capital. Increasing capex
on manufacturing plants to access domestic as well as global markets impacts financial capital and natural capital in the
near term. The enhanced Manufactured Capital in terms of new products across segments will help company in achieving
its market leadership in India. The Company’s commitment to reduce the environmental footprint of its existing facilities
will benefit Natural, Intellectual, Human and Social & Relationship Capital.
23
Apollo Tyres Ltd Annual Report 2018-19
FINANCIAL CAPITAL
The Company’s effective management of the balance sheet and cash flows
is of prime importance for consideration in investing to sustain and grow their
business.
Delivering a significant positive contribution to financial capital by using advanced technologies, well-defined
processes, skilled people and resource management that monetise natural capital. Considering the targeted
return on capital, the Company’s investment decisions are strategically evaluated. Apart from creating value
through its business initiatives, the resulting financial capital is also reinvested in each of the six capitals in a
carefully balanced manner. This is done to ensure the most effective and efficient achievements to succeed in
the industry.
`127.42 BN `21.37 BN
as of March 31, 2019 for FY2019
`43.24 BN `100.40 BN
as of March 31, 2019 as of March 31, 2019
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Corporate Overview Statutory Reports Financial Statements
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Apollo Tyres Ltd Annual Report 2018-19
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Corporate Overview Statutory Reports Financial Statements
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Apollo Tyres Ltd Annual Report 2018-19
MANAGEMENT DISCUSSION
AND ANALYSIS
28
Corporate Overview Statutory Reports Financial Statements
VISION 2020
29
Apollo Tyres Ltd Annual Report 2018-19
The global economy, led by robust growth in the emerging enabled the Company continue towards a northward path as
markets and developing countries, posted a 3.8% growth in it posted a consolidated revenue of `17,273 crore, a growth of
Calendar Year 2017 (CY2017) racing past the 3.2% growth in 18% over the previous financial year.
CY2016. The expectations and estimates for CY2018 included
better performance than CY2017. While CY2018 did begin on MARKET OVERVIEW
a strong note and posted solid numbers in the first half of the
India
year, the growth engine started sputtering during the second
During financial year 2018-19 (FY2019), India was back
half. Increased trade tensions between the US and China saw
on a 7%+ growth track as it shed the residual effects
major economies posting weaker numbers, impacting the
of demonetisation and Goods and Services Tax (GST)
global economy. The trade conflicts also negatively impacted
implementation. According to the International Monetary Fund
market sentiments leading to a tightening of the financial
(IMF), the real GDP growth was estimated at 7.2% for FY2019;
market for the emerging economies and later for the developed
and the industrial segment grew at a faster clip compensating
markets, as well. Demand from Asia softened further and
for the deceleration in the services sector. Agriculture growth
affected the Euro-area economies, which was already dealing
was robust at 4%. India’s story continued to be driven by
with the loss of momentum due to weak consumer and
domestic consumption and the fiscal in review witnessed a rise
business confidence. According to the data from April 2019
in contributions by gross fixed capital formation and exports.
edition of IMF’s World Economic Outlook, the global economy
posted a growth of 3.6%, a shade below the 3.8% in 2017.
Auto Segment
Despite India’s over 7% growth rate, the automobile segment
For Apollo Tyres, FY2019 was a year of enhanced focus on
failed to get traction hitting multiple speed breakers and was
its offerings and brand front. The Company roped in Sachin
forced to shift gear to the slow growth lane. Liquidity concerns
Tendulkar as its brand ambassador and introduced multiple
and crunch, uncertainty around the forthcoming elections,
initiatives to ramp up its product portfolio. These actions
30
Corporate Overview Statutory Reports Financial Statements
price hikes, mandatory insurance and other such challenges Tyre Segment
took a toll on India’s automobile market as it grew by 5.2% Despite the slow growth in the overall automotive sector, the
in FY2019 vis-à-vis a strong 14.2% and 6.8% in FY2018 and tyre industry had a good run during FY2019. According to the
FY2017, respectively. The Passenger Vehicles (PV) segment, Automotive Tyre Manufacturers’ Association, the tyre industry
the poster child of Indian automobile industry, sputtered witnessed double digit growth during FY2019 and posted a
as it moved to the slow lane and posted a 2.7% growth rate, growth of nearly 11% to an estimated `63,000 crore
against a 7.9%, 9.2% and 7.2% for the previous three financial (US$ 9 BN*). In terms of key segments, the CV segment (truck
years. Despite several product launches during the year under bus tyre) continued to be on a stellar growth path and recorded
review, sales failed to rev up, especially during the second half a 16% growth. However, the PV segment posted a flatish
of the year. However, it is interesting to note that the overall growth for the year. The CV industry, aided by good monsoon
value of purchase has gone up with customers upgrading from and an uptick in the economy, followed a growth path in line
entry-level hatchbacks to premium hatchbacks and compact with the auto industry. The CV segment continued to account
SUVs. While Commercial Vehicles (CV) segment continued to for the highest value within the industry.
be on a strong footing as it expanded by 17.5% for the financial
year, two-wheelers saw a sharp drop in growth to 4.9% as
against 14.8% in the previous financial year.
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Apollo Tyres Ltd Annual Report 2018-19
Europe
Like the global economy, the European economy in CY2018
was significantly influenced by the uncertainties of Brexit EFFECTIVE LEGISLATIONS
and the trade war between the US and China. Although the ON LOW COST TRUCK BUS
migration crisis of the past year calmed down, finding a RADIAL (TBR) TYRES IMPORTS
common and sustainable solution to the issue remained one IN EUROPE RESULTED IN A
of the European Union’s (EU) major challenges in CY2018. ROBUST 9% GROWTH IN AFTER
The second half of CY2018 witnessed a softer momentum for MARKET AND 4% GROWTH FOR
Europe’s economy. This was primarily due to the introduction THE OEM SEGMENT.
of new automobile fuel emission standards in Germany and
concerns about sovereign and financial risks weighing on
domestic demand in Italy, apart from the weakening financial
market sentiment. After six years of uninterrupted growth,
EU’s GDP grew by 1.9% in CY2018 with the growth dynamics Tyre Segment
slowed compared to the past three years. According to the European Tyre and Rubber
Manufacturers’ Association (ETRMA), the performance of the
Auto Segment tyre sector was generally stable for CY2018. The European
CY2018 witnessed Europe posting its fifth consecutive year market witnessed a small increase (1%) in the replacement
of growth for the industry. The PV registrations reached market for passenger car tyres due to a strong increase
18.1 MN units during the year under review to have a minor in the growing market for all-season tyres. The growth
growth of 0.1% compared to 3.8% in CY2017. The demand for the segment could have been much higher but for
was mostly driven by Central European countries where new imports of PV tyres, which continued to grow and gained
car registrations grew by 8.0%. In Western Europe, Spain market share. In line with the decline in registration and
and France led the growth with 7% and 3%, respectively production of cars, the market for consumer tyres from the
while Germany saw a fall of 0.2% in registrations, even as Original Equipment Manufacturers (OEMs) declined by 4%.
Italy and the UK posted negative growth rates of -3.1% Agricultural tyre sales posted its fifth year of negative growth
and -6.8%, respectively. of 4%. Effective legislations hit the imports of Truck Bus Radial
(TBR) tyres significantly and resulted in a robust 9% growth in
As car production in Europe declined by 1.7%, exports could aftermarket and 4% growth for the OEM segments.
not buck the trend and posted a decline of 1.6%. Interestingly,
there was a substantial increase in imports, which
was up by 9.3%.
The Company’s Vredestein Sportrac 5 was one of just two compact car tyre models to receive the coveted ‘highly recommended’ mark in the latest summer tyre test of ADAC
32
Corporate Overview Statutory Reports Financial Statements
Concerns around raw material, especially natural rubber, Given the continued strong demand for the All Season tyres, it
continued to plague the industry. The production of natural posted robust growth in the previous financial year. While there
rubber in India has been continuously dropping in the last was a slight growth in the Winter tyre segment, it is expected
decade, even as consumption has been on the rise. This has that the All Season growth will cannibalise the market of
led to a huge demand-supply mismatch. During FY2019, Winter and Summer tyres in the long term. The financial year
the problem was further compounded by the Kerala floods. in review witnessed a sharp increase in the number of players
Over the years, other factors have added to the woes of the in the All Season segment resulting in pricing pressure on the
industry. Export obligation period has been reduced from 18 existing players. The overall Ultra High Performance (UHP)
months to six months and the pre-import clearance has been segment showed a positive trend with a high single-digit
made mandatory. Additionally, only two ports, JNPT and the growth driven by an increase in winter volumes and All
Chennai Port, have been permitted and there are now port Season volumes.
restrictions in other ports. Further, the industry continues
to grapple with the inverted duty structure. While import of Imports from China and other countries has become a worry
natural rubber is an option, the current inverted duty structure for the industry as FY2019 saw that the low-cost imported
taxes imports of natural rubber at a higher rate of 25% to tyres are highly visible in the market putting an increasing
compared to that of finished tyre, which has a duty of less than volume and price pressure on all segments.
10%. Beyond natural rubber, the variation in oil prices, along
with the weakening of the rupee against the US Dollar by 8%
also added to the increase in raw material costs.
Europe
THE PRODUCTION OF
In Europe, the year witnessed a trend in the tyre distribution
NATURAL RUBBER IN INDIA
segment where further vertical and horizontal integration
HAS BEEN CONTINUOUSLY
drove market participants into a consolidation process,
DROPPING OVER THE
resulting in fewer and bigger market participants. All major
LAST DECADE, EVEN AS
industry players continued to drive initiatives to integrate
CONSUMPTION HAS BEEN
manufacturing and trade, which in the long term will reduce
ON THE RISE. THIS HAS LED
independent participants in Europe’s tyre distribution market.
TO A HUGE DEMAND-SUPPLY
MISMATCH.
33
Apollo Tyres Ltd Annual Report 2018-19
• In Europe, the Company’s brand, Vredestein, has a heritage • The Company is aggressively pursuing its strategy of building
of over 110 years and an established presence. It enjoys a OE relationships in Europe and has seen few initial wins.
reasonable premium positioning, especially in Winter and All
• In the premium Winter segment, we successfully introduced
Season segments.
the new Wintrac Pro that was awarded test winner in a major
• In India, the Company is a leading brand in the CV segment, German specialised press magazine.
which accounts for the bulk of the industry’s revenue.
Welcoming cricketing legend Sachin Tendulkar to the Apollo Family as its brand ambassador.
34
Corporate Overview Statutory Reports Financial Statements
Weaknesses
• In a rapidly-rising raw material cost scenario, the Company
is unable to pass on cost escalations to consumers, in a
timely fashion, due to intense competition and various
market dynamics resulting in pressure on margins.
Opportunities
• In India, the Company has a healthy lead over its
competition in terms of capacity and market share in the
Truck Bus Radial (TBR) segment. This implies healthy
growth prospects with increasing ‘radialisation’.
35
Apollo Tyres Ltd Annual Report 2018-19
• The Company has launched truck radial tyres in Europe, • Economic and political instability factors like Brexit and
which will further enhance revenue and market presence. the trade war between China and the US can impact
business in Europe.
• The Company continues to have a focussed approach on
increasing its sales channels and distribution expansion. • Consolidation in the distribution landscape as independent
dealers disappear and wholesalers and company-owned
• The Company has started its deliveries to European
networks are grow may affect the Company’s market reach.
OEMs, endorsing the premium position of its Vredestein
Internet is playing a major role in the change (vertical and
brand and further strengthening its position in the
horizontal integration).
Summer segment.
• High capital intensity resulting in regular need of large capex
• Growth in premium segment of PV (17” and above) in all
for growth puts pressure on free cash flow.
product segments (Summer/All Season/Winter).
36
Corporate Overview Statutory Reports Financial Statements
The FY saw the Company’s successful inaugural edition of #BadRoadBuddies, an initiative to connect with the SUV/4x4 community in India
The Company’s best-in-class and robust product portfolio Company to offer best-in-class range of tyre services ensuring
backed by cutting-edge R&D ensured that the OEM business maximum return on investments to the trucking community.
paced ahead at a healthy clip as it continued to maintain and
build on its OEM leadership position in the Indian market. Beyond the introduction of new products and laser sharp focus
With the emergence of electric vehicles, the financial year on the network, the Company upped its engagement with its
witnessed the Company becoming the exclusive supplier customers. It conducted over 100 activities with fleet owners
to Tata Motors’ ultra-electric buses. On similar lines, the under the banner of ‘Apollo Sakushal Sarathi’ programme and
Company saw its tyres fitted on the 9 mtr electric buses of strengthened its relationship with large- and medium-fleet
Ashok Leyland. Both these wins validated the role played by operators. Further, the Company conducted over 250 ‘Leaders
the Company’s R&D team. Apollo Tyres was the preferred & Movers Meet’ programmes to deeply engage with its
choice of Indian and global OEMs, including Tata Motors, customers and support them in their journey of improving
Ashok Leyland, Eicher Motors and Bharat Benz during the efficiencies and reducing cost. For the LCV segment, the
year under review. This has ensured that Apollo Tyres now Company piloted its innovative and first-of-its-kind school
have high visibility not only in the Indian market but also engagement programme called the ‘Apollo Safe Scholars’.
in the export markets of these OEMs, including the Middle
East, Mexico, South Africa, Bangladesh, North and Central
Africa. Another notable win for the Company was bagging
the prestigious ‘TATA Motor’s Partner-level Supplier’ award
ANOTHER NOTABLE WIN FOR
as it had the distinction of being the only tyre company to
THE COMPANY WAS BAGGING
receive this award.
THE PRESTIGIOUS ‘TATA
MOTOR’S PARTNER-LEVEL
Network expansion remained a key focus for the Company
SUPPLIER’ AWARD, THE ONLY
during the year. The Company doubled its Apollo CV zones
TYRE COMPANY TO RECEIVE
to take the total number to 50. Further, the Company also
THIS AWARD.
expanded its Apollo Retread Zones. This has helped the
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Apollo Tyres Ltd Annual Report 2018-19
38
Corporate Overview Statutory Reports Financial Statements
Further, the Company added a new range to target new Company has a presence only in the replacement market,
segments like compactors and cranes with the existing OEMs. according to internal estimates, it has now a sizable market
share in the category.
In the Agricultural segment, the Company increased its
market share, despite a depressed year for the segment. Brand building
The confidence in its products made the Company the first FY2019 was a year of focussing on further brand building.
player in the segment to increase standard manufacturing The Company adopted a 360-degree approach to strengthen
warranty from five to seven years. its brand awareness. To target the biking community, the
Company used OOH media across major biking routes,
As part of its branding strategy for the Industrial segment, the including Manali to Leh, Delhi to Chandigarh, Coimbatore to
Company participated in various events like Bauma 2018 & Ooty, Mumbai to Lonavala and others. Similarly, the Company
IMME 2018 exhibitions. The Company combined its Corporate effectively used the same media to target customers in over
Social Responsibility (CSR) activity, along with its innovative 30 cities for its Amazer 4G live range and cities with high
Industrial tyres van campaign in eight states across India concentration of luxury cars like Chandigarh, Ludhiana and
to showcase the product range and help its customers with Cochin for its Aspire brand. Apollo Tyres participated in the
health and eye check-up camps. For the Agricultural segment, Kumbh Mela with wall paintings, parking lots services and
the Company continued with its ATOM platform to engage with safety activations, among others. The Company continued
its customers. During the financial year in review, the Company to use its connection with Man Utd and related football
conducted more than 300 ATOM events with an outreach to associations for social media and on-ground activations.
over 20,000 customers. Along with conglomerate ITC Ltd., All these brand awareness efforts have yielded results as
the Company jointly organised 250+ activations to touch over the Company moved to the #1 position in brand awareness
10,000 customers. The Company and auto giant Mahindra & in India and #2 position in overall Brand Equity as per the
Mahindra Ltd. conducted joint campaigns and reached out to commissioned Brand Track Study.
the tractor customers across a few states. Apollo Tyres also
participated in multiple exhibitions in India, including Agro
Vision, Krishithon, Agro World and others. It effectively used
wall paintings to enhance its rural reach with over 25 lakh
square feet of branded walls across the length and breadth
of the country.
Two-wheelers
With an objective of becoming a full range player, the Company
continued to strengthen its brand in the two-wheeler tyres
segment even as it continued to expand its range during the
year under review. Apollo Alpha—India’s first ‘zero-degree
steel motorcycle radial tyre’—was launched during FY2019.
Designed and developed at Apollo Tyres’ Global R&D
Centre, Chennai, the tyres cater to the biking enthusiasts.
The launch was accompanied by a high-voltage campaign
#ThrillUpYourBeast.
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Apollo Tyres Ltd Annual Report 2018-19
Beyond India The financial year saw the region’s volumes of PV tyres
Apollo Tyres continued to invest in brand building and range marginally declining over the previous year, in line with the
expansion in key countries like Thailand, Malaysia and Vietnam overall market sentiment. However, a strong improvement in
in the APMEA region. In the SAARC regions, the Company the product mix witnessed revenue growth move to the positive
witnessed significant gains in Nepal. During the financial year, zone for FY2019. The region continued to seed the market with
the Company introduced its two-wheeler range in Nepal, its TBR offering and the reviews of customers and dealers have
adding it to the list of countries in SAARC where the product is been positive. In line with the market trend, while the volumes
available. Currently, the two-wheeler tyres are also available for Agricultural segment declined, again a healthy product mix
in Bangladesh and Sri Lanka. The Oceania region continued to helped the region to show an uptick in turnover and increase
show stable growth. its market share in a declining market. During the financial
year, the Company entered the radial compact tractor tyre
Europe segment as it introduced 14 sizes from 16” up to 20” in the new
For the Europe region, FY2019 was a challenging year, Traxion70 and Traxion65 product lines.
given the slow growth in the automobile and tyre industry.
The region continued to focus on introducing new range of The Company renewed its focus on the bicycle segment as
PV tyres and Agricultural tyres, seeding the TBR market and it introduced the innovative and sustainable Fortezza Flower
getting more OEMs on board. The Company’s strategy to move Power – the first bicycle tyre in the world to be produced from
from a replacement-only player and get associated with OEM rubber produced from the roots of the Russian dandelion
players in Europe saw major traction as Vredestein Quatrac flowers. Also, the Vredestein brand returned to the highest
5 was chosen as a standard fitment for Ford Fiesta and the level of professional bicycle racing as it joined forces with the
Vredestein Quatrac 5 (All Season) and Vredestein Ultrac Satin French World Tour Team AG2R-La Mondiale.
(Summer tyre) became part of the new Volkswagen Touareg
in Europe. With a sharp focus on performance and design, the
Company’s Vredestein Wintrac Pro was declared winner in
2018 Auto Bild test with the prestigious exemplary (Vorbildlich)
rating, a testimony to the R&D prowess of Apollo Tyres.
IN EUROPE, THE
COMPANY INTRODUCED
THE INNOVATIVE AND
SUSTAINABLE FORTEZZA
FLOWER POWER – THE FIRST
BICYCLE TYRE IN THE WORLD
TO BE PRODUCED FROM
RUBBER PRODUCED FROM
THE ROOTS OF THE RUSSIAN
DANDELION FLOWERS.
40
Corporate Overview Statutory Reports Financial Statements
Like the APMEA region, Europe continues to leverage the Man According to rating agency ICRA, the domestic tyre demand
Utd association to promote the Apollo brand throughout the is expected to grow in the range of 7-9% over the five-year
region. Its other key brand, Vredestein, is the main sponsor of period from FY2019 to FY2023. This will be hand in hand
the Mille Miglia, one of the most prestigious classic car events. with investments made by the industry players over the same
Furthermore, the Vredestein brand was associated with the time frame. Moreover, a forecast of normal monsoon for 2019
ISU speed ice skating world championships in Inzell, Germany will support the CV and Agriculture businesses, especially
to create more visibility and build awareness. To celebrate the for the replacement business given the uncertainties of an
rich legacy and the 110 years anniversary of the Vredestein election year.
brand, the Company created a heritage movie during the
introduction of the Quatrac Pro in March 2019. Against this background of global and Indian outlook, Apollo
Tyres will continue its three-pronged strategy:
OUTLOOK
• To consolidate market position in existing markets and seek
According to IMF estimates, the world economy will grow
new markets/segments
3.3% in CY2019, the weakest since 2009, when the world
economy shrank However, the growth will pick up in CY2020 • To continue investment in both brands – Apollo and
to 3.6%. The slow growth in the global economy is due to Vredestein – and capacity expansion via organic expansions
the fall in the growth rate from 2.2% to 1.8% in the Advanced
• To seek other growth opportunities
Economies. Nevertheless, the emerging markets and
developing economies will continue to grow around 4.4%, As part of its strategy, the Company will continue to seed
albeit a tad slow than that of 2018 at 4.5%. existing and new markets in APMEA and will continue to
seed other important markets across the globe, including the
Europe Americas. However, the Company will stay focussed on its
According to European Commission projections, the entire key markets: India and Europe. For Europe region, the focus
EU’s GDP growth is expected to slow to 1.5% in CY2019, will remain around premiumisation in the sizes 17” and above
before rising slightly to 1.7% in CY2020. Continued uncertainty for the PV tyres segment and all its sub-categories: Summer,
related to global trade and the slowdown of Chinese economy Winter and All Season segments. Importantly, the Company
are expected to have a negative impact on the EU economic will focus on getting OEMs on board and move away from its
growth. Also, the effects of Brexit on the economy are likely to replacement-only strategy in the past. With the initial positive
start being felt in 2019. Major economies, including Germany feedback of the TBR tyres from its Hungary plant, the region
where weak global demand and tougher car-emission will see an aggressive focus on this segment. However, the
standards have hit factory production; France with street region is gearing to pricing pressure for its All Season tyres
protests; and Italy with weak domestic demand and high given increased competition in the segment. The Company has
sovereign-debt spreads continue to dim the growth outlook. ended the year with a showcase of its highly rated Quatrac Pro
Despite the negative outlook, the tyre industry is expected for the UHP and Ultra-UHP segments. For India, the Company
to be relatively stable for the year ahead. It is expected that plans to maintain its leadership position in the TBR segment.
the All Season tyres will continue to grow. The replacement With increased brand building activities and on-ground
market for truck is another segment, which should see good activations around key initiative like #BadRoadBuddies, the
growth numbers. Company aims for the leadership position in PV tyres segment.
The Company plans to replicate its radialisation success story
India in the truck/bus segment in the two-wheeler segment with its
According to IMF estimates, India’s growth is expected Alpha range of radial tyres.
to accelerate moderately to 7.5% in FY2020, driven by
continued investment, improved export performance and
resilient consumption. However, Society of Indian Automobile
Manufacturers (SIAM) estimates that the automobile sector
in FY2020 will continue to be muted for PV sales and the
year will end with 5% growth over FY2019. While the first
half of FY2020 is expected to remain tepid due to the general ACCORDING TO RATING
elections, the industry can expect a rise in demand in the AGENCY ICRA, THE DOMESTIC
second half of the year. With BS-VI coming into play in FY2021, TYRE DEMAND IS EXPECTED
the industry is gearing for a jump in prices by ~10-15% for TO GROW IN THE RANGE OF
petrol vehicles and ~20-25% for diesel variants. It is expected 7-9% OVER THE FIVE-YEAR
that customers will prepone buying, thereby bolstering PERIOD FROM FY2019 TO
demand in second half of FY2020. FY2023.
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Apollo Tyres Ltd Annual Report 2018-19
accounting records and the timely preparation of reliable Director of the Company. Key internal audit findings are
financial information. The Company uses SAP—an Enterprise presented to the Audit Committee at its quarterly meetings.
Resource Planning (ERP) software—as its core IT system.
The systems and processes are continuously improved Most importantly, the senior management sets the tone at the
by adopting best-in-class processes and automation and top of ‘no tolerance to non-compliance’ and promotes a culture
implementing the latest IT tools. of continuous innovation and improvement.
The Company has a well-established independent in-house DISCUSSION ON FINANCIAL PERFORMANCE WITH
Internal Audit function that is responsible for providing RESPECT TO OPERATIONAL PERFORMANCE
assurance on compliance with operating systems, internal
Apollo Tyres prepared the financial statements in accordance
policies and legal requirements, as well as suggesting
with the requirement of the Companies Act 2013, and
improvements to systems and processes. The Company has
applicable accounting standards issued by the Institute of
also identified and documented key internal financial controls
Chartered Accountants of India. The management of Apollo
for critical processes across all plants, warehouses and offices
Tyres accepts the integrity and objectivity of these financial
wherein financial transactions are undertaken. The financial
statements, as well as the various estimates and judgments
controls are evaluated for operating effectiveness through
used therein. The estimates and judgments relating to the
management’s ongoing monitoring and review process, and
financial statements were made on a prudent and reasonable
independently by Internal Audit.
basis, in order that the financial statements are reflected in
a true and fair manner and also reasonably represent the
The Head of Internal Audit reports functionally to the Audit
Company’s state of affairs and profit for the year.
Committee and administratively to the Chairman and Managing
( ` MN)
Year ended Year ended
Sl.No Particulars March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Standalone Consolidated
1 Revenue from operations
Gross sales 120,896 103,881 172,734 149,290
Less: Excise duty - 2,549 - 2,549
Net sales 120,896 101,332 172,734 146,741
Other operating income 2,642 1,688 2,755 1,688
2 Other income 1,114 1,195 1,231 1,142
Total 124,652 104,215 176,720 149,571
3 Total expenditure
a) Decrease/(Increase) in finished goods & work in (2,615) 125 (4,704) (1,474)
process
b) Consumption of raw materials/Purchase of stock in 83,194 65,329 105,969 85,430
trade
c) Employee benefits expense 7,372 7,097 24,562 21,566
d) Other expenses 20,795 17,972 30,075 26,371
Total 108,746 90,523 155,902 131,893
4 Operating profit 15,906 13,692 20,818 17,678
5 Finance costs 1,379 1,375 1,811 1,629
6 Depreciation & mortisation expenses 4,463 3,644 8,127 5,926
7 Profit before share of profit in associates/joint 10,064 8,673 10,880 10,123
venture, exceptional items & tax
8 Exceptional items (2,000) - (2,000) -
9 Share of profit in associate/joint venture - - 1 0
10 Profit before tax 8,064 8,673 8,881 10,123
11 Provision for tax
-Current 1,807 1,885 1,871 2,389
-Deferred 336 564 212 495
Total 2,143 2449 2,083 2,884
12 Profit after tax 5,921 6,224 6,798 7,239
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Apollo Tyres Ltd Annual Report 2018-19
In accordance with the SEBI (Listing Obligations and • Continuing our journey to cloud-based applications and
Disclosure Requirements 2018) (Amendment) Regulations, landscape to reduce cost of ownership and redundancy
2018, the Company is required to give details of significant of our IT assets
changes (i.e. change of 25% or more as compared to the
• Disaster recovery enhancement for our critical applications
immediately previous financial year) in key financial ratios.
Please note that there is no significant change of 25% or more • Rollout of Managed Security Service to monitor the IT
in the Key Ratios viz. Debtors Turnover, Inventory Turnover, environment from internal and external threats
Interest Coverage Ratio, Current Ratio Debt Equity Ratio,
• Started an initiative for technology enablement journey,
Operating Profit Margin and Net Profit Margin as compared to
including machine learning and artificial intelligence
the previous year.
• Multiple dealer digitisation initiatives to improve access and
Change in Return on Net Worth
connection to the Company’s dealer network
Sl.No Particulars FY2019 FY2018 % Change
i) Return on Net Worth* 7.95 9.89 -20% GENERAL DATA PROTECTION REGULATION (GDPR)
* Return on Net Worth is computed as Net Profit by Average Net Worth. Decline in The Company is implementing its GDPR roadmap with all
Return on Net Worth is primarily due to decline in Net Profit from `6,223.9 MN
to `5,921.1 MN. major compliances in place to ensure protection of personal
data at all locations in the organisation. An awareness
INFORMATION TECHNOLOGY (IT)
campaign was rolled out to ensure that data privacy becomes
At Apollo Tyres, the IT function continues to play an part of its DNA.
important role in ensuring the execution of all operations
across the Company. Furthermore, IT is the custodian of HEALTH AND SAFETY
the organisation’s cyber security and intellectual properties.
The Health, Safety and Environmental (HSE) transformation
Additionally, it also guides and supports the organisation
journey gained significant momentum in the previous financial
through digital transformations that underpin its growth
year to achieve the Company’s safety vision: ‘Committed
ambitions. FY2019 was a year of stabilising and modernising
to highest safety standard to make sure we return safe
the IT through various infrastructure and security initiatives, as
and healthy to our families’. The impetus was led by the
well as supporting digitisation and technology projects for the
Management Board as it laid down strategic priorities to bring
business functions. Some of the key initiatives in areas such
in a culture of safety across the organisation.
as infrastructure, compliance and our digital journey, during
FY2019, included:
India’s 1st full-service farm/agriculture tyre outlet in Nashik, Maharashtra, a state-of-the-art service centres with trained personnel including an Agronomist to guide
the farmers in the tyre selection process
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Corporate Overview Statutory Reports Financial Statements
The Company joined hands with Ashok Leyland to provide healthcare facility to the trucking community in and around Chhindwara, in the central
Indian state of Madhya Pradesh.
Capability Building
During the year under review, the Company continued with its
Safety training programmes were conducted at various levels.
HR strategy and a sharp focus on the following themes:
Risk-based training programmes offered to all employees
and training effectiveness monitored at functional level.
Capability Building
Over 12,000 employees/contractors were trained in Safety
Given the lack of technical institutes to teach about
Absolutes course.
tyre technology, the Company has had a sharp focus on
building capability since its inception. The Europe region
Positive reinforcement
continued with its ‘Essential 7’ programme to talk to the line
During the year, the first Chairman Safety awards for
manager to support and enhance the line manager’s skill.
three categories were distributed. The categories include
Around 15 workshops were held in FY2019 with a special
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Apollo Tyres Ltd Annual Report 2018-19
focus on mentoring, performance management and coaching. by ensuring that the above parameters are met. A robust
The Hungary plant created a self-service platform learning Internal Job Posting system ensures that employees are
environment for its employees. The platform contains aware of available prospects. The leadership team actively
instructions for its various processes and the employee can participates in the quarterly ‘townhalls’ as it answers any
use multiple learning methods (text, video, pictures and tests). and every questions from the employees. Finally, each
Moreover, for the ease of access, the content is available location has a list of events to continuously engage with the
through smartphone, desktop and tablet. In the Indian plants, employees and, at times, their families as well. The Hungary
initiatives like Signature 2019 was launched where employees plant has a regular programme for employees and their
were asked to present their Kaizen projects to share their family members called ‘Family Factory Visit’ and gives an
learning. There was also Saksham, a programme, which opportunity to the closest relatives of the employees to visit
focusses on the development required during the transition in the plant. The Indian plants held various events like festival
the new role of an employee. celebrations, Women’s Day celebrations, running and wellness
programmes and others.
Employee Engagement
With ‘One Family’ as one of the core values of the Company, Performance Management
it actively engages with the employees at all levels. The performance management process, ‘Horizon’, completed
The Company looks at engagement as beyond the traditional its third annual cycle. The Company’s performance
event-based engagement programmes and at a holistic management system gives ample opportunities to each
engagement initiative where the endeavour is to provide clear employee to discuss not only about the performance but also
job knowledge; clarity about the scope of opportunities (both the opportunities available in the organisation.
horizontal and vertical); an environment, which promotes
learning and sharing; open communication and others.
The Company endeavours to provide an engaging environment
The Company’s Vredestein brand launched the brand-new all-season tyre, the Vredestein Quatrac Pro and is specially designed for the ultra-high performance (UHP)
segment and cars such as the Alfa Romeo Stelvio, Volvo XC90 and BMW 5-series.
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Corporate Overview Statutory Reports Financial Statements
Talent Management Company started its first initiative, Healthcare for the Trucking
In an increasingly competitive world, talent management Community in 2000, it created Apollo Tyres Foundation in
has become a key focus area for the HR function in the 2008 to undertake all its CSR initiatives.
organisation. The Company actively endeavours that its
employees look at job enlargement and rotation opportunities. The organisation respects the value of the community
For the Company, supporting such a journey is a win-win by supporting rural livelihood, addressing solid waste
arrangement wherein employees discover avenues of growth management in the community and protecting biodiversity.
and the organisation can leverage well-inducted candidates It also encourages its supply chain partners and employees to
with a deep understanding of its business and culture. be equally conscious of the environment and play their part as
Multiple people across the organisation were given the responsible citizens. The long trajectory of the organisation in
opportunity to work in new functions or move to a new location. the space has helped it to focus its efforts towards four core
areas of work: Healthcare for Trucking Community, Solid Waste
Industrial and Employee Relations Management, Livelihood for Underprivileged Women and
The Company continuously engages with its unions and work Biodiversity Conservation. In addition to these four core areas,
councils across its global locations. In the Indian plants, the a few local initiatives pertaining to watershed management,
Company concluded long-term agreements with its unions. computer literacy and philanthropy were also undertaken.
The Company has implemented a structured grievance
redressal system in its India plants. A new pension plan During FY2019, the Company managed to achieve some
for all Netherlands-based employees was agreed upon. significant milestones. Under its Healthcare for Trucking
The agreement was cost neutral and is innovative in its kind. Community programme, which is rolled out through the 31
centres across 19 states, a 33% increase of beneficiaries
CSR: SOCIAL COMMITMENTS availing the service was recorded compared to the previous
year. Under the Solid Waste Management programme, the
Apollo Tyres is fully committed to fulfil its responsibility to
Company set up End-of-Life Tyres playgrounds in rural schools
the society and environment, given the wide range of CSR
addressing environmental threats of disposal of used tyres.
activities it undertakes within and outside India. While the
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Apollo Tyres Ltd Annual Report 2018-19
During the year, the Kerala floods devastated the state. In a Tyres’ foothold in the space of managing carbon footprint.
heart-warming gesture, the Company and its employees across During FY2019, the organisation received its first external
the organisation rallied together and provided assistance to the verification of the Corporate Carbon Footprint, in line with
beneficiaries and communities at large in Kerala. Additionally, International Standards of AA1000 and ISO 14064 for
in Europe, employees of the Company donated a fixed sum and FY2018 and FY2019. This is aligned to our vision to be in the
suggested a charity organisation to which the funds could be league of forward-looking organisations. The details of all the
donated. Last year, the total amount of donations was divided initiatives listed above are further elaborated in the subsequent
among five foundations. section under Sustainability.
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Corporate Overview Statutory Reports Financial Statements
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Apollo Tyres Ltd Annual Report 2018-19
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Corporate Overview Statutory Reports Financial Statements
SUSTAINABILITY SNAPSHOT
This section provides an overview of the
sustainability performance of Apollo Tyres,
focussed on its key stakeholders.
READ INSIDE
Centre of Excellence
Read more on Pg 54
Community Workforce
Involvement Read more on Pg 60
Read more on Pg 77
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Apollo Tyres Ltd Annual Report 2018-19
SUSTAINABILITY SNAPSHOT
2 5
3 1
4
Operational Unit
Project Site
MANUFACTURING LOCATIONS
Europe Operations
1. Enschede, Netherlands
2. Gyöngyöshalász, Hungary
APMEA Operations
1. Chennai
2. Limda
3. Perambra
4. Kalamassery (leased unit)
5. Andhra Pradesh
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Corporate Overview Statutory Reports Financial Statements
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Apollo Tyres Ltd Annual Report 2018-19
The Centre of Excellence will allow the Company to leverage a shared talent pool to streamline activities, drive
efficiency and enhance organisation-wide control.
VISION MISSION
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Apollo Tyres Ltd Annual Report 2018-19
Customers as the
brand ambassadors
Customer centricity has always been critical to everything we do at Apollo Tyres.
It is part of our value system as enshrined in the Apollo Way, a philosophy of life
advocated by the Company for each and every employee. Our ‘Customer First’
approach is encapsulated in the words: ‘We believe that our customers and those
whom they serve are central to everything we do’. It highlights the importance of
the customer for each and every employee in the Company.
56
Corporate Overview Statutory Reports Financial Statements
CUSTOMER SERVICES
In the tyre industry, beyond quality and a competitive price, The function is also supported by the Company’s Regional
quality of services also plays a key role in enhancing customer Inspection Centres. These centres conducted inspections
loyalty. The Company continued to focus on its Customer and checks on the returned products and the feedback shared
Services function. The department specialises in providing with functions like manufacturing and R&D. This, in turn,
superior value-added services to customers. supports the Company’s objective of providing best-in-class
products.
The function plays an important link between multiple
departments including sales, marketing, manufacturing Additionally, the CS adopts a 360˚-service approach to
and R&D with its robust feedback from the customers. The connect all customer service touchpoints, enriching the
Company has launched multiple products and services, based overall customer experience. The features of the approach are
on voice of customers. outlined in the table below:
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Apollo Tyres Ltd Annual Report 2018-19
CUSTOMER ENGAGEMENT
TBR Tyre Service Experts: Pilot launch at
Uttar Pradesh Providing a world-class customer experience is integral to our
The Company launched its high quality TBR customer engagement strategy at Apollo Tyres. We continue
products in 2010 supported with 360 degree to engage with our customers through multiple forums to
service approach to manage the entire tyre receive inputs and suggestions in order to serve them better.
life cycle. A sustained focus on the approach Some of these are as follows:
helped the Company to establish a leadership
position in the TBR segment.
58
Corporate Overview Statutory Reports Financial Statements
CUSTOMER SAFETY
region. In Asian markets for example, one-on-one interactions
are more prominent and effective.
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Apollo Tyres Ltd Annual Report 2018-19
270
Permanent
Permanent
Contract
Contract Employees covered by on-line learning platform
worldwide, covering core manufacturing and
sales disciplines
450
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Corporate Overview Statutory Reports Financial Statements
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Apollo Tyres Ltd Annual Report 2018-19
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Corporate Overview Statutory Reports Financial Statements
The Company strives to continuously enhance customer On the other hand, in the areas of new technology and innovation,
satisfaction by providing cost- effective and quality materials suppliers outside India have been developed for additional
on a timely basis, while working with its supply chain partners material sources and technical partnerships.
on environmental, economic and social aspects to enable
The Company also encourage its suppliers to develop
sustainable business practices.
environmental management systems in line with international
standards such as ISO14001. Apollo Tyres regularly engages
with its supplier communtiy to promote sustainable practices at
their respective manufacturing plants, offices and urge them to
adopt environmentally compliant policies.
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Apollo Tyres Ltd Annual Report 2018-19
REACH COMPLIANCE
REACH (Registration, Evaluation, Authorisation and
Restriction of Chemicals) is a European Union regulation
adopted to improve the protection of human health and the
environment from the risks posed by chemicals. Import
of tyres in EU has certain obligations under REACH and
companies need to ensure that the tyres do not contain any
of the listed SVHCs (substance of very high concern) beyond
the specified limits. The Company’s suppliers are either
registered for REACH or are executing the required activity as
prescribed by REACH. TYRE LABELLING REQUIREMENTS
The Company is geared to meet all raw material related The Company continues to engage with its raw material
requirements with reference to the usage of PAH free suppliers to steadily improve the labelling parameters related
materials for the supply of tyres to Europe and other markets. to its tyre, in line with evolving market requirements and
expectations from OEM customers.
Safety @ Workplace
The Company encourages suppliers
to follow all relevant applicable
industrial practices to ensure
their safety and conducts periodic
assessment of prevailing safety
practices and development of their
workplace conditions.
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Corporate Overview Statutory Reports Financial Statements
SUPPLIER ENGAGEMENT
The Company has mutliple initiatives to continuously engage
with the supplier community. To mention a few - vendor
meets, joint technical projects, quality workshops with
natural rubber producers and processors, quality review
meets, CSR workshops at suppliers manufacturing facilities,
among others.
Supplier Audits
The Company conducts audits of the supplier’s Quality
Management System, first when a new supplier comes on
board and then at defined frequency for existing suppliers.
The scope of such audits encompasses various facets
including product & process quality, quality management
system, environmental standards, occupational health and
safety standards, among others as defined by the Company’s
Green Procurement Standards and Apollo Partnership Pact.
The Company’s audit teams conduct supplier audits at regular
intervals for comprehensive evaluation in accordance with the
standard audit checklist.
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Apollo Tyres Ltd Annual Report 2018-19
Corporate Social Responsibility in Supply Chain Apollo Natural Rubber Dirt Free Centres
With a view to support the cause of good health of workers in The Company is an industry frontrunner in contributing to the
its upstream supply chain, the Company conducts awareness quality improvement of natural rubber in India with establishing
programmes on HIV / AIDS prevention and the ill effects of ‘Dirt Free Centres’ where natural rubber sheets sourced from
substance abuse. the farmers are graded using international practices making it
suitable for critical applications. Importantly, the centres are
The programme is conducted by internal resources from
providing training and livilihood to women.
the Purchase department, who have been trained by the
International Labour Organisation (ILO). The programme’s
objective is to educate workmen at the supplier premises as
well as develop peer educators at the supplier end, who can
carry this knowledge further in their respective organisations.
Total Participants
99
Apollo Natural Rubber Advisory Council meet
The key natural rubber domestic suppliers, which formed
the Apollo Natural Rubber Advisory Council, met in Kochi
in January 2019, along with key members of Apollo Tyres’
R&D, Purchase and Vendor Quality teams. It was an
exchange of information ranging from current market trends
on demand, supply and increasing the readiness of domestic
natural rubber suppliers to meet our volume and quality
requirements.
Natural Rubber Business Partners Summit 2019 In the last two years, Apollo Tyres has reached out to nearly
The Company invited its key natural rubber suppliers to join 600 women in Kottayam, who had very little or no income,
the Partners Summit at Kochi in January 2019. The event and provided them with alternate sources of livelihood. These
included a plant tour, presentations on natural rubber quality women have been trained in jackfruit processing, mushroom
and discussions. This was followed with an award ceremony. cultivation, aqua culture, organic farming and apiculture. In
The company created a selfie booth where the NR Business addition, the Company continues to provide healthcare facilities
Partners took a selfie with the placard depicting their number by conducting regular health camps and specialised cancer
of years of association with Apollo Tyres. screening camps for around 500 families of rubber tappers.
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Corporate Overview Statutory Reports Financial Statements
To provide best consumer experience, a state of art display Dealer development and growth are essential for the
centre was opened in Chennai. The centre displays both Company’s global aspirations. In FY2019, 65% of its Business
passenger and commercial vehicle tyre range of the Company. Partners have grown their Non-Truck sales by 25%. In
During the year, the Company also introduced ‘Road Hazard addition various activities such as Apollo Value Club, FB live
Protection’ to boost premium and luxury segment sales in sessions, competitions etc. are organized regularly to keep
passenger car radial segment. A first of its kind program in dealers engaged and motivated.
the tyre Industry, it includes Optional Paid Protection to cover
damages caused by poor road conditions.
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Apollo Tyres Ltd Annual Report 2018-19
Privileged Helpdesk
It assures personalised support for all the business
transactions of its dealers through Privileged Helpdesk,
a dedicated unit that provides priority services on daily
business handling needs.
GST Helpdesk
Apollo Tyres has a GST Helpdesk to raise awareness
among its dealers on new reforms on Goods and
Services Tax (GST) system. The dedicated team
conducts webinars and provides CN DN working Support
from one platform to enhance the understanding of the
dealers on new amendments in GST.
These enablers have helped cement the trust between Apollo To impart various skills to its dealers and technicians, Apollo
Tyres and its business partners, resulting in better products Tyres conducts various training programmes. In FY2019, the
and service turnaround time. Company trained 256 technicians under its Star Technician
programme. Further, more than 1,000 dealers were trained
The company also rolled out ‘Tiger Job Card’, focused on
through 498 sessions on various topics including Tyre care,
providing digital solutions facilitating CV zones to increase
product awareness to rural dealers, etc.
revenue, vehicle footfall and improve customer experience.
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Corporate Overview Statutory Reports Financial Statements
The Company continues to implement its sustainability There are four environmental issues identified in the
management framework, according to the international standard stated below:
standard on social responsibility, ISO 26000:2010.
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Apollo Tyres Ltd Annual Report 2018-19
Emission reduction
The manufacturing operations at Apollo Tyres use state-
of-the-art technology to ensure clean operations. The
concentration of air emissions across plants was within the
prescribed limits throughout the reporting period.
Waste management
The Company’s waste generated from operations, include
solid and liquid forms and hazardous and non-hazardous in
nature. The total solid waste generated during the reporting
period was 27,203 metric tonne.
95.82
4.18
Non-Hazardous
Hazardous
Energy performance
Apollo Tyres utilises both direct and indirect energy sources
with a mix of renewable and non-renewable fuel types.
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Corporate Overview Statutory Reports Financial Statements
In the Netherlands, electricity is the primary source of The total energy consumption (both direct and indirect) for
indirect energy. the reporting year was 5,939 TJ vis-à-vis 5,093 TJ in FY2018.
The share of direct energy was 70.3% (4,174 TJ) and indirect
Share of direct and indirect energy consumed (%), FY2019
energy (1,765 TJ) accounted for the balance (29.7%).
69.45
Non-renewable energy sources contributed to the major share
30.55 in the total energy consumption. Coal remained the leading
source of direct energy at 3,296 TJ, accounting for almost
79% of direct energy consumption.
Direct Energy
In the reporting year, the Company’s Limda and Chennai
Indirect Energy
facilities contributed captive capacities for solar energy into
the renewable sources portfolio.
2.05 0.31
1.54
78.96
13.68
Coal
Furnace Oil
0.38
HSD
Natural Gas
RLNG
3.08
Wind
Solar
The Company continues to make efforts to achieve energy Break up of indirect energy by source(%), FY2019
efficiency through improvements in process design,
5.53
conversion and retrofitting of equipment and use of energy 59.89
efficient equipment. Several initiatives were undertaken
during the reporting period, which resulted in energy savings
of 22,800 GJ.
Electricity from Grid
The table below lists the energy saved across operations
34.59 Thermal Power
during the reporting period.
Wind Energy
Particulars
Plants Process Conversion and Use of Energy Total Energy
Design Retrofitting Equipment Efficient Equipment Saved
Limda 2,996 – 3,350 6,346
Chennai 1,891 4,457 0 6,438
Kalamessery 699 130 119 948
Perambra 6,527 2,344 – 8,871
Netherlands – – 197 197
Total Energy 12,113 7,021 3,666 22,800
Saved 2018–19
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Apollo Tyres Ltd Annual Report 2018-19
ANNUAL WATER
WITHDRAWAL (M3)
IN FY2019
The APMEA operations conducted several initiatives to Share of water withdrawal by source in APMEA and
conserve water in the reporting year. These included: Europe Operations (%), FY2019
8,10,164 M 3.60
3
% of water recycled/reused in
Surface Water
the reporting year FY2019
Municipal Water Supplies
12.6
% of water recycled/reused in
the previous year FY2019
9.18
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Corporate Overview Statutory Reports Financial Statements
Break-up of total water usage in terms of recycled water Water Recycle, APMEA Operations (in m3), FY2019
and freshwater withdrawal (%), FY2019
5,17,307
87.41 Perambra 73,548
12.59
2,27,086
Kalamassery 66,672
Withdrawal
8,37,900
Recycled
Limda 4,08,660
7,10,527
Chennai 2,61,284
Raw material sourcing and management Total raw material consumed across operations: 9,67,609
The three primary constituents for manufacturing tyres are metric tonne
natural rubber, synthetic rubber and carbon black. In the
Total recycled material: 6,254 metric tonne
reporting period, these three components amounted close
to 47.4% of our total raw material consumption. The APMEA In the APMEA operations the total raw materials consumed
operations reported natural rubber use of 72% of the total was 8,86,773 metric tonne and the total recycled material
rubber used. The share of natural rubber use in the Europe was 5,538 metric tonne.
region stood at 52%.
In Europe operations, the total raw materials consumed was
Share of raw material consumed, APMEA and Europe 80,836 metric tonne. The total recycled material was 716
operations(%) in FY2019 metric tonne.
15.23
Break-up of recycled raw materials by Type, APMEA and
Europe operations(%) in FY2019
8.76 1
APMEA 52
Natural Rubber
53.35
Synthetic Rubber
Carbon Black
APMEA
Other Raw Materials
Ultrafine Reclaim
47
22.66 80 Mesh Crumb
Butyl Reclaim
43.62
17.44
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Apollo Tyres Ltd Annual Report 2018-19
GHG Emissions (t CO2 eq) - Scope Breakup, FY2019 Green House Gas (GHG) emissions
At present, the Company’s operations mostly depend on non-
1,05,586.10 3,52,752.30 renewable energy sources. With the addition of manufacturing
facility at Hungary, the footprint has increased.
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Corporate Overview Statutory Reports Financial Statements
To support the cause, the Company launched its SPARSH, During the reporting year, the programme reached out to
Swachh Banao initiative. This initiative aims to provide 18,000+ people to spread awareness and 24,000+ people
comprehensive solutions for better health and hygiene, which were connected for door-to-door waste collection. A total of
include proper waste management and promoting the use of 2,606 metric tonne (MT) was collected from CMV and CMTN
toilets. projects. Of the collected waste, 298 MT was bio-degradable,
and 2,308 MT was non-biodegradable waste.
SPARSH stands for: S – Segregate Waste, P – Practice
Composting, A – Awareness Generation, R – Reduce-Reuse- In line with safe sanitation for all, the Company constructed
Recycle, S – Safe Sanitation, H – Hygiene for All 150 toilet-cum-bathing space in Chennai. Around 600 people
continue to directly benefit from the newly constructed
Clean My Transport Nagar (CMTN), Clean My Village (CMV),
toilets.
Sanitation Management and End- of-life Tyres (ELT) projects
are initiated under the SPARSH umbrella. ELT projects promote the recycle of waste tyres by
constructing playgrounds. Apollo Tyres has been strategically
The primary features of CMTN and CMV projects comprise
evaluating various ways on how to increase the product
door-to-door waste collection, daily cleaning of lanes,
lifecycle through the expansion of re-treading footprint, which
segregation of waste, compost creation from wet waste,
reinforces the Re-use concept. In addition, the Company is
awareness generation and others.
also exploring various ways of using the ELT in innovative and
yet useful ways such as play structures. A total of two new
ELT play structures were made using 696 waste tyres.
During the first year, students and teachers from eight During the second year, the Company’s community initiatives
schools were involved in activities such as biodiversity were introduced. These included awareness generation
survey, exploring river and riparian biodiversity with related initiatives such as classes for various community groups,
traditional knowledge. The cleaning drive removed plastic riverbank protection, tree plantation, cleaning drive, rainwater
debris from the riverbed and banks, planting of bamboo harvesting, promotion activities like recharging wells, among
shoots and releasing fingerlings of native fish species. others. During the third year of the reporting fiscal, the
activities were extended to the watershed area of the river
and restored one rivulet of the river (Thalikathodu), a tributary
of the Chalakudypuzha.
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Apollo Tyres Ltd Annual Report 2018-19
Use of Biogas
The use of renewable energy proliferation is critical to
address the issue of climate change, and this project supports
the cause. The Company is promoting the use of biogas in
its communities around the Limda plant in Gujarat. In the
reporting year, 39 biogas units were installed.
Mangrove conservation
The Company partnered with the Wild Life Trust of India Other aspects of the project include a mangrove nursery and
(WTI) for the implementation of its mangrove conservation community-based initiatives to enhance public awareness and
project. The actual site of the mangrove conservation project reduce threats to mangroves. The Company reached out to
is Kunhimangalam village in Kannur district, Kerala’s largest 26,000+ people through its various awareness initiatives.
mangrove village.
The organisation in partnership with WTI organised an
The project has established a hub located in the natural Environment and Nature quiz for college students to
ecosystem for mangrove-based education, serving as an create awareness in mangrove, environment and nature
open-air laboratory for research and promoting restoration conservation. In the reporting year, around five acres were
through community and government participation. planted with mangrove saplings at four locations. Over 6,000
mangrove saplings were raised in the mangrove conservation
nursery.
Initiatives in Europe
To conserve and promote biodiversity in the vicinity of the
factory in Enschede, Apollo Tyres is working on the Stadsbeek
project. The project’s objective is to address issues related
to rainwater and groundwater and improve the surrounding
environment. It involves digging of a ‘stadsbeek’ or city creek,
from Bruggertstraat to the Volkspark. The project will be
implemented in several phases. A monitoring and evaluation
mechanism has been set up to keep track of the project.
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Corporate Overview Statutory Reports Financial Statements
Apollo Tyres constituted its CSR policy in 2014 in line with the The break-up of the CSR spend(%)
Companies Act, 2013 and complies with the requirements of
Section 135 of the Act. The CSR programmes are implemented 4 5
4
by the Apollo Tyres Foundation. During FY2019, the Company 4
invested 2% of its net profit in CSR initiatives, amounting to 40
7
D21.4 crore.
Healthcare for Trucking
Community
Solid Waste Management &
Sanitation
Livelihood for Women
14 Biodiversity Conservation
Local Initiatives
Philantrophy
Kerala Flood Relief
22
Administrative Cost
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Apollo Tyres Ltd Annual Report 2018-19
• Community Involvement and Development Issue 6: Under this issue, it provides career counselling, employability
Health skills to ITI and graduate students for better job opportunities
at Chennai and Kochi location. This is part of the local initiatives
Community Involvement and Development Issue 1:
bucket of CSR. During the reporting year, 719 students were
Community involvement
trained under this initiative.
The Company engages directly with its communities for
mapping their requirements and expectations. The initiatives
are designed by involving the local community to ensure Community Involvement and Development Issue 5:
that they are aligned to their expectations. At Apollo Tyres, Wealth and income creation
community involvement is aimed at preventing or solving
problems and fostering partnerships with local organisations
and stakeholders. At the project designing stage, the
organisation consults with local leaders, government bodies,
community-based organisations, underprivileged community,
specially the women groups, through various formal and
informal methods.
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Corporate Overview Statutory Reports Financial Statements
Women are trained in agriculture and non-agriculture activities is the first of its kind initiative in Gujarat for organic produce.
such as rubber sheet making, mushroom cultivation, apiculture Around 50 women have received certificates for production and
(honey production), khakhra making, tailoring, organic farming, marketing of organic items. In the reporting year, a total of 615
livestock care and management and others for income women received training in organic farming.
generation.
In addition, a month-long campaign, Ek Naam, was organised
During the fiscal, various capacity-building sessions were to felicitate eight women achievers, who were the change
adopted to build the core strengths of beneficiaries. The trained agents selected on the criteria of their intervention in the
beneficiaries were further linked with the market and service community by way of providing further livelihood opportunities
sector for employment. to more women or by bringing social change in their community.
These change agents received award from the Collector and
As an outcome, the beneficiaries started their own business
Mayor of Vadodara city. A symposium (Ek Naam) was organised
and they are now extending livelihood opportunities to other
to celebrate International Women’s Day with all change
women, leading to large-scale women empowerment. The
agents.
programme also provided credit linkage with banks/financial
institutions for setting up of the business. The programme has In addition, during the fiscal, a total of 2,012 women were
established linkages and leveraging government schemes. outreached and 1,158 received income generation training
in farming and non-farming activities. Of the total trained
Under livelihood initiative the organisation achieved two
population, 1,030 women are currently engaged in income
significant milestones.
generation.
The organisation has achieved Food Safety Certification (FSSC
In addition to programme Navya, the Company also provides
22000) Ver. 4.1 for a honey production unit in Kottayam. FSCC
livelihood support to male farmers by providing technical skills
standard is internationally recognised under food safety and
and knowledge in improved farming practise and livestock
ATF is one of the very few entities and presumably the first CSR
care and management. During the reporting year, the farmers
Foundation to have achieved this feat.
received training in various composting methods, fodder
The second achievement has been the registration of first management, organic farming, cattle rearing and others.
women organic farming co-operative society at Baroda. A Around 733 farmers benefitted during the year.
total of 332 active members are part of the co-operative. This
The Company acknowledges the need to address the health healthcare services such as prevention of HIV-AIDS, vision
issues experienced by its key customers, truck drivers. care, integration of tuberculosis and other non-communicable
Hence, a preventative healthcare programme for the trucking diseases such as diabetes, high blood pressure and general
community was established in 2000. treatment facility.
The programme addresses perils linked to their continuous and To expand the outreach, mobile medical units (Apollo Tyres
long travel, coupled with lack of access to healthcare facilities. Health Care Express) have also been introduced in two
To provide healthcare services at their vicinity, the Company locations to improve access to cost-effective and quality
has established 31 healthcare centres in the transhipment healthcare. The Company also organised health camps
hubs spanning 18 Indian states. The programme provides (Sakushal Saarthi) for employees of its fleet owners.
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Apollo Tyres Ltd Annual Report 2018-19
HIV-AIDS awareness and prevention programme total of 13,290 people were screened, of which 10,215 were
truck drivers. A total of 6,064 truck driver were detected
with refractive errors and 5,413 pair of spectacles were
distributed.
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Corporate Overview Statutory Reports Financial Statements
Other Programmes
Road safety
Computer literacy
Philanthropic initiatives
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Apollo Tyres Ltd Annual Report 2018-19
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Corporate Overview Statutory Reports Financial Statements
COMPLIANCE TO ROHS
Apollo complies with the Restriction of Hazardous
Substances (RoHS) regulation and usage of hazardous
substances such as lead, mercury, cadmium and hexavalent
chromium in tyres is completely banned.
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Apollo Tyres Ltd. Annual Report 2018-19
BOARD’S REPORT
Dear Member,
Your Directors have pleasure in presenting the 46th Annual Report on the business and operations of Apollo Tyres Ltd. (“the Company”),
together with the audited financial statements for the financial year ended March 31, 2019.
FINANCIAL PERFORMANCE
The financial performance of the Company for the financial year ended March 31, 2019 is summarised below:
(` Million)
OPERATIONS million for FY2019 as against ` 7,239 million for the previous
financial year.
As the economy stepped back in the 7% plus zone and despite the
slow growth by the overall automotive sector, the tyre industry had a
RAW MATERIALS
good run during FY2019. As per the estimates by ICRA, the revenue
growth for tyre industry was pegged at 14-15% for the fiscal, with This fiscal saw an increase in raw material cost by approx. 5% over
operating margin and net margin of 14% and 7% respectively. last year with rise in Carbon Black, Synthetic Rubber, Nylon Fabric,
The Commercial Vehicle (CV) industry, aided by good monsoon and Steel Cord, Bead Wire and Chemicals prices.
an uptick in the economy, followed a growth path in line with the
auto industry. The CV segment continues to account for the highest Oil based raw materials were on the increase due to the rise in
value within the industry. crude oil prices. Brent Crude prices were 21% higher in FY2019
over FY2018. OPEC together with Russia agreed and implemented
The European market witnessed a small increase (1%) in production cuts which kept the crude prices buoyant during the year.
the replacement market for passenger car tyres due to a
strong increase in the growing market for all-season tyres. The weakening of the rupee against the US Dollar by 8% during the
However, the market for consumer tyres from the OEMs declined by year under review also added to the raw material cost push.
4%. Agricultural tyre sales posted its fifth year of negative growth
of 4%. Strong legislations hit the imports of Truck Bus Radial (TBR) The strong demand in the first half of the year provided a solid
tyres significantly and resulted in a strong 9% growth in aftermarket momentum to domestic Natural Rubber (NR) requirement.
TBR tyres and 4% growth for the OEM TBR segment. The domestic NR production got impacted by the unfortunate Kerala
floods in August 2018. However, the entire NR production value
On a standalone basis, your Company achieved a net sales of chain bounced back quickly in a couple of weeks time. India had a
` 120,896 million as against ` 101,332 million during the previous shortfall of around 5.0 lakhs MT of NR in FY2019 which had to be
financial year. EBIDTA was at ` 15,906 million as compared to met through imports. The inverted duty of 25% on NR continued
` 13,692 million during the previous financial year. The Net Profit for through the year. The shortfall in domestic availability was met
the year under review was ` 5,921 million, as against ` 6,224 million through imports from Thailand and Indonesia. The Company in
in the previous fiscal. order to improve the quality of domestic NR has set up Dirt Free
Centres where loose sheets are sourced, inspected and graded
The consolidated net sales of your Company was ` 172,734 million using international practices and made suitable for use in our
during FY2019, as compared to ` 146,741 million in FY2018. radial applications. The port restrictions on NR and also the pre
The consolidated EBIDTA was ` 20,818 million for FY2019 as import condition on NR imports under Advance Licences continued
compared to ` 17,678 million for the previous financial year. during the year.
On consolidated basis, Apollo Tyres earned a Net Profit of ` 6,798
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Corporate Overview Statutory Reports Financial Statements
Carbon Black supply situation improved over the last fiscal aided by rotation and to hold office for a second term of 5 consecutive
capacity expansion/ debottlenecking by the local industry towards years with effect from May 15, 2019 to May 14, 2024, through
the fourth quarter and also moderation in automobile demand in the Postal Ballot on March 18, 2019. The Board noted that
later part of the year. The anti-dumping duty on imports of Carbon her continuous association would be of immense benefit
Black from China continues. to the Company.
(ii)
Appointment of Mr. Satish Sharma (DIN: 07527148),
RESERVES
President (APMEA) as Whole-time Director (Additional
The amount available for appropriations, including surplus from Director) with effect from April 1, 2019.
previous year amounted to ` 39,859 million. Surplus of ` 36,208
million has been carried forward to the balance sheet. A debenture (iii) Mr. Nimesh N. Kampani & Dr. S. Narayan, Independent
redemption reserve of ` 410 million and general reserve of ` 1,000 Directors, tenure would end on August 5, 2019. They have
million has been provided. requested not to propose their re-appointment considering
their age and long association with the Company.
BOARD OF DIRECTORS
(iv)
Re-appointment of Mr. Akshay Chudasama
A) Appointment/Re-appointment of Director
(DIN: 00010630) and Mr. Vikram S. Mehta
Mr. Neeraj Kanwar (DIN: 00058951), Managing Director was
(DIN: 00041197) Independent Directors, for a further
re-appointed for a period with effect from May 28, 2019 till
period of 5 years from August 6, 2019 to August 5, 2024,
March 31, 2024, by way of a Postal Ballot on December 20, 2018.
for which the approval is sought at the ensuing AGM.
The Company has received approval of Central Government
dated April 30, 2019, for appointment of Mr. Neeraj Kanwar as
(v) The Company has received an order from Government of
Managing Director of the Company.
Kerala (GOK) withdrawing nomination of Dr. M. Beena, IAS
pursuant to her appointment as Chairperson, Cochin Port
Ms. Pallavi Shroff (DIN: 00013580) was re-appointed as an
Trust. She ceases to be a Director w.e.f. May 9, 2019.
Independent Director of the Company, not liable to retire by
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Apollo Tyres Ltd. Annual Report 2018-19
There are no changes in the Key Managerial Personnel F) Remuneration Policy
of the Company. The Board has, on the recommendation of the Nomination
& Remuneration Committee, laid down a Nomination &
C) Declaration by Independent Directors Remuneration Policy for selection and appointment of the
In terms with Section 149(7) of the Companies Act, 2013, Directors, Key Managerial Personnel and Senior Management
Independent Directors of the Company have submitted and their remuneration. The extract of the Nomination and
declarations that they meet the criteria of Independence. Remuneration Policy provided in the Corporate Governance
The Independent Directors have also complied with the Report forms part of Board’s Report.
Code for Independent Directors as per Schedule IV of the
Companies Act, 2013. he Nomination & Remuneration policy of the Company is
T
available on the website of the Company and the weblink
D) Formal Annual Evaluation is : https://corporate. apollotyres.com/investors/corporate-
Pursuant to the provisions of the Companies Act, 2013, governance/?filter=CodesPolicies
the Board is required to carry out annual evaluation of its
own performance and that of its Committees and individual G) Code of Conduct for Directors and Senior
Directors. The Nomination and Remuneration Committee Management
(NRC) of the Board also carries out evaluation of every The Company has formulated a Code of Conduct for Directors
Director’s performance. Accordingly, the Board and NRC of and Senior Management Personnel and has complied with all
your Company have carried out the performance evaluation the requirements mentioned in the aforesaid code.
during the year under review.
PRODUCT & MARKETING
For annual performance evaluation of the Board as a whole, it’s
In FY2019, the APMEA (Asia Pacific, Middle East and Africa)
Committee(s) and individual Directors including the Chairman
operations continued its focus on key themes for the Indian market
of the Board, the Company has formulated a questionnaire to
- consolidating its leadership position and expanding market share
assist in evaluation of the performance. Every Director has to
by introducing new products across segments. The Vision 2020
fill the questionnaire related to the performance of the Board,
for the Indian business aims at building leadership in multiple
its Committees and individual Directors except himself by
segments of the industry. Committed investments in R&D and brand
rating the performance on each question on the scale of 1 to 5,
building continued to fuel the growth journey of the region to attain
1 being Unacceptable and 5 being Exceptionally Good.
its vision. The region has seen continued OEMs approvals with high
satisfaction as well as increased customer acknowledgements.
On the basis of the response to the questionnaire, a matrix
For other countries in the APMEA region, it continued seeding the
reflecting the ratings was formulated and placed before
markets with country specific products, building brand salience and
the Board for formal annual evaluation by the Board of its
expanding distribution networks.
own performance and that of its Committees and individual
Directors. The Board was satisfied with the evaluation results.
In the CV segment, the Company became the first tyre Company
in India to introduce a range of fuel efficient tyres in the later part
E) Separate Meeting of Independent Directors
of the FY2019 which highlights the role played by its R&D team in
In terms of requirements under Schedule IV of the
creating first to market products. With the emergence of electric
Companies Act, 2013 and Regulation 25(3) of SEBI(Listing
vehicles, the fiscal saw the Company becoming the exclusive
Obligations and Disclosure Requirements) Regulations, 2015,
supplier to the Tata Motors’ ultra-electric buses. On similar lines,
a separate meeting of the Independent Directors was held on
the Company saw its tyres fitted on the 9 Mtr electric buses of
March 26, 2019.
Ashok Leyland – both the wins validating the role played by the
Company’s R&D team.
The Independent Directors at the meeting, inter alia, reviewed
the following:-
In the PV tyres segment, the Company banking on its cutting edge
R&D introduced SUV tyres - Apterra White Lettered - with white
• Performance of Non-Independent Directors and
lettering on the sidewall. A key technology advancement, the Apterra
Board as a whole.
White Lettered tyre marks Apollo Tyres’ entry into high visibility
SUV tyres market and had the distinction of the few manufacturers
• Performance of the Chairman of the Company, taking
in India with this technology capability. The fiscal saw the Company
into account the views of Executive Directors and
expand its co-branded tyre range with Manchester United Football
Non-Executive Directors.
Club and the tyre was available to Man Utd fans driving fast selling
cars like Brezza, Nexon, BRV-WRV, XUV 500, Duster and Scorpio/
• Assessed the quality, quantity and timeliness of flow of
XUV 500. Further, the Company was extremely successful in
information between the Company Management and the
growing its premium range – Apollo Alnac 4G, meant for premium
Board that is necessary for the Board to effectively and
hatchbacks and sedans. To make deeper inroads in the luxury tyre
reasonably perform their duties.
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Corporate Overview Statutory Reports Financial Statements
segment, the Company expanded its range of Aspire 4G branded segment and all its sub-categories - summer, winter and All Season
tyre. With multiple branding initiatives and a focus on increasing segments. Importantly, the Company will focus on getting OEMs on
distribution for the brand, the Company grew this business by 6x board and move away from its replacement only strategy in the past.
over the corresponding previous fiscal. The Company achieved an With the initial positive feedback of the TBR tyres from its Hungary
important milestone as it was ranked #1 in the JD Power 2018 India plant, the region will see an aggressive focus on this segment.
Original Equipment Tyre Customer Satisfaction Index in small cars However, the region is gearing to pricing pressure for its All Season
segment and #2 in the midsize cars or sedan segment category. tyres given increased competition in the segment. The Company
For the segment, the fiscal ended with a bang as it concluded its has ended the year with a showcase of its highly rated Quatrac Pro
inaugural edition of #BadRoadBuddies, an initiative to build and be for the UHP and Ultra-UHP segments. For India, the Company plans
connected with the SUV/4x4 community. to continue to maintain its leadership position in TBR segment.
With increased brand building activities and on-ground activations
In the two-wheelers tyre segment, the year saw the launch around key initiative like ‘Bad Road Buddies’, the Company aims for
of Apollo Alpha, India’s first ‘zero-degree steel motorcycle the leadership position in PV tyres segment. The Company plans to
radial tyre’ in the country. Designed and developed at Apollo replicate its radialization success story in the truck/ bus segment in
Tyres’ Global R&D Centre, Asia in Chennai, the tyres cater to the the two wheeler segment with its Alpha range of radial tyres.
biking enthusiasts. The launch was accompanied by a high-voltage
campaign #ThrillUpYourBeast. MATERIAL CHANGES AND COMMITMENTS
No material changes and commitments affecting the financial
The Company adopted a 360 degree approach to strengthen its
position of your Company have occurred between the end of the
brand awareness. To target the biking community, the Company
financial year of the Company to which the financial statements
used OOH media across major biking routes including Manali to
relate and on the date of this report.
Leh, Mumbai to Lonavala etc. The Company participated in the
Kumbh Mela with wall paintings, parking lots service / safety
SIGNIFICANT MATERIAL ORDERS PASSED BY
activations. The Company continued to use its association with Man
REGULATORS
U and related football associations for social media and on-ground
activations. All these brand awareness efforts have yielded results No significant material orders have been passed during the year
as the Company moved to the #1 position in brand awareness in India under review by the regulators or courts or tribunals impacting the
and #2 position in overall Brand Equity as per the commissioned going concern status and Company’s operations in future.
Brand Track Study.
CHANGE IN THE NATURE OF BUSINESS, IF ANY
In Europe, the Company’s strategy to move from a replacement
There is no change in the nature of business of your Company during
only player and get associated with OEM players in Europe saw
the year under review.
good traction as Vredestein Quatrac 5 was chosen as a standard
fitment for Ford Fiesta and the Vredestein Quatrac 5 (All Season)
INTERNAL FINANCIAL CONTROLS
and Vredestein Ultrac Satin (summer tyre) became part of the new
Volkswagen Touareg in Europe. With a sharp focus on performance Internal Financial Control (IFC) means the policies and procedures
and design, the Company’s Vredestein Wintrac Pro was declared adopted by the Company for ensuring the orderly and efficient
winner in 2018 Auto Bild test with the prestigious exemplary conduct of its business, including adherence to Company’s policies,
(Vorbildlich) rating, a testimony to the R&D prowess of Apollo Tyres. the safeguarding of its assets, timely prevention and detection of
frauds and errors, the accuracy and completeness of the accounting
FUTURE OUTLOOK records and the timely preparation of reliable financial information.
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Apollo Tyres Ltd. Annual Report 2018-19
The financial controls are evaluated for operating effectiveness will also be kept for inspection by any shareholder at the Registered
through management’s ongoing monitoring and review process, and Office and Corporate Office of your Company. A statement in Form
independently by Internal Audit. The testing of controls by Internal AOC-1 containing the salient features of the financial statements of
Audit are divided into three separate categories; a) automated the Company’s Subsidiaries, Associates and Joint Venture is also
controls within SAP, b) segregation of duties within SAP and attached with financial statements.
restricted access to key transactions, c) manual process controls.
MATERIAL SUBSIDIARIES
The SOPs, FDOA, SAP-ERP and independent reviews by the Internal
Your Company has following material unlisted Subsidiaries viz.
Audit help in establishing adequate internal financial controls with
Apollo Vredestein B. V., Apollo Tyres (Hungary) Kft., Apollo Tyres
reference to its financial statements and such internal financial
B. V., Apollo Tyres Cooperatief U. A. and Apollo Tyres Holdings
controls are operating effectively.
(Singapore) Pte Ltd. as on March 31, 2019.
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Corporate Overview Statutory Reports Financial Statements
financial year. The commercial vehicle tyre production started COST AUDIT
during the year and capacity ramp up is expected to continue
M/s. N.P. Gopalakrishnan & Co., Cost Accountants, were appointed
in the next year.
with the approval of the Board to carry out the cost audit in respect
of the Company’s plants at Perambra (Kerala), Limda (Gujarat) and
c) Apollo Tyres B.V.
Chennai (Tamil Nadu) as well as Company’s lease operated plant at
Apollo Tyres B.V. incorporated in Netherlands is a Holding
Kalamassery (Kerala) for FY2019.
Company with two Subsidiaries, Apollo Vredestein B.V.
and Apollo Tyres (Hungary) Kft.
Based on the recommendation of the Audit Committee,
M/s. N.P. Gopalakrishnan & Co., Cost Accountants, being eligible,
d) Apollo Tyres Cooperatief U.A.
have also been appointed by the Board as the Cost Auditors for
Apollo Tyres Cooperatief U.A. a direct Subsidiary of the
FY2020 subject to Members’ approval. The Company has received
Company is incorporated in Netherlands. The Company is
a letter from them to the effect that their re-appointment would
primarily acting as a holding Company.
be within the limits prescribed under Section 141(3)(g) of the
Companies Act, 2013 and that they are not disqualified for such
e) Apollo Tyres Holdings (Singapore) Pte. Ltd.
re-appointment within the meaning of Section 141 of the Companies
The Company is a private company limited by shares
Act, 2013. The remuneration to be paid to Mr. N.P Gopalakrishnan
incorporated and domiciled in Singapore. The principal
& Co. for FY 2020 is subject to ratification by the shareholders at
activities of the Company is that of sourcing raw materials
the ensuing AGM.
for Apollo manufacturing plants in India and Europe. 50% of
the procurement is done for Natural Rubber. Major sourcing
Cost records as specified by the Central Government under
countries are Thailand, Indonesia and China.
Sub-Section (1) of Section 148 of the Companies Act, 2013 are
made and maintained by the Company.
In addition, Global Supply Chain team based out of Singapore
is managing Global Ocean Freights, Transport Optimization,
SECRETARIAL AUDITOR
Offtake activities, Supply Chain Cost Reviews, Mould
Managements and Certification Projects. Pursuant to the provisions of Section 204 of the Companies Act,
2013 and the Companies (Appointment and Remuneration of
DEPOSITS Managerial Personnel) Rules, 2014, your Company has re-appointed
M/s. PI & Associates, Company Secretaries as Secretarial
During the year under review, your Company did not accept deposits
Auditor of the Company for FY2019 to undertake secretarial audit
covered under Chapter V of the Companies Act, 2013.
of the Company.
AUDITORS
The Secretarial Audit Report does not contain any qualification,
M/s. Walker Chandiok & Co LLP, Chartered Accountants, Firm reservation or adverse remark. Secretarial Audit Report given by
Registration No. 001076N/N500013 (the firm licenses audit Secretarial Auditors is annexed with the report as Annexure I.
software as well as audit methodology from Grant Thornton
International Ltd), had been appointed as Statutory Auditors of MEETINGS OF THE BOARD OF DIRECTORS
your Company for a period of 5 years from FY2018 to FY2022 at the
A calendar of meetings is prepared and circulated in advance to
Annual General Meeting held on July 5, 2017.
the Directors. During the year, six Board meetings were convened
and held. The intervening gap between the meetings was within the
AUDITORS’ REPORT
period prescribed under the Companies Act, 2013 and SEBI (Listing
The report given by M/s. Walker Chandiok & Co LLP, Chartered Obligations and Disclosure Requirements) Regulations, 2015.
Accountants, Statutory Auditors on financial statements of the The details of all Board/ Committee meetings held are given in the
Company for FY2019 is part of the Annual Report. The comments Corporate Governance Report.
on statement of accounts referred to in the report of the Auditors
are self explanatory. The Auditors’ Report does not contain any AUDIT COMMITTEE
qualification, reservation or adverse remark.
The details of the Audit Committee including its composition and
terms of reference mentioned in the Corporate Governance Report
During the year under review, the Auditors had not reported any
forms part of Board’s Report.
matter under Section 143(12) of the Companies Act, 2013 therefore
no detail is required to be disclosed under Section 134(3)(ca) of the
The Board, during the year under review, had accepted all
Companies Act, 2013.
recommendations made to it by the Audit Committee.
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Apollo Tyres Ltd. Annual Report 2018-19
During the year under review, the Issued, Subscribed and Paid-up
b)
During the year under review, Mr. Neeraj Kanwar (DIN:
Share Capital of the Company was 572,049,980 equity shares of ` 1/-
00058951), Vice Chairman & Managing Director also received
each. There was no change in the capital structure of the Company.
remuneration from Apollo Tyres (UK) Pvt. Ltd., wholly owned
Subsidiary of the Company.
a) Issue of equity shares with differential rights
Your Company has not issued any equity shares with differential
PARTICULARS OF EMPLOYEES
rights during the year under review.
Particulars of employees as required in terms of the provisions
b) Issue of sweat equity shares of Section 197 of the Companies Act, 2013, read with Rule 5(2)
Your Company has not issued any sweat equity shares during of the Companies (Appointment and Remuneration of Managerial
the year under review. Personnel) Rules, 2014, are set out in Annexure A to the
Board’s Report.
c) Issue of employee stock options
Your Company has not issued any employee stock options PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE
during the year under review.
Your Company has in place a formal policy for prevention of sexual
harassment of its employees at workplace and the Company has
d) Provision of money by Company for purchase of
complied with provisions relating to the constitution of Internal
its own shares by employees or by trustees for the
Committee under the Sexual Harassment of Women at Workplace
benefit of employees
(Prevention, Prohibition and Redressal) Act, 2013.
Your Company has not made any provision of money for
purchase of its own shares by employees or by trustees for the
During the year under review, there were no cases filed pursuant
benefit of employees during the year under review.
to the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
UNDER SECTION 186
HEALTH, SAFETY & ENVIRONMENT
During the year under review, your Company has not given any loan
As a firm commitment to Health, Safety and Environment (HSE),
or guarantee which is covered under the provisions of Section 186
the year saw multiple initiatives to implement and review the HSE
of the Companies Act, 2013. However, details of investment made
plans and achieve the defined KPIs. For details on HSE, please refer
during the year, are given under notes to the financial statements.
to Management Discussion and Analysis Report.
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We have conducted the secretarial audit of the compliance d. The Securities and Exchange Board of India (Share Based
of applicable statutory provisions and the adherence to good Employees Benefits) Regulations, 2014;
corporate practices by Apollo Tyres Limited (hereinafter referred
to as “the Company”). Secretarial Audit was conducted in a manner e.
The Securities and Exchange Board of India (Issue
that provided us a reasonable basis for evaluating the corporate and Listing of Debt Securities) Regulations, 2008 (not
conducts/statutory compliances and expressing our opinion thereon. applicable to the Company during the audit period);
Based on our verification of the Company, books, papers, minute f. The Securities and Exchange Board of India (Registrars to
books, forms and returns filed and other records maintained by an Issue and Share Transfer Agents) Regulations, 2018
the Company and also the information provided by the Company, regarding the Companies Act and dealing with client;
its officers, agents and authorized representatives during the
conduct of secretarial audit. We hereby report that in our opinion, g. The Securities and Exchange Board of India (Delisting of
the Company has, during the audit period covering the financial Equity Shares) Regulations, 2009 (not applicable to the
year ended on March 31, 2019, complied with the statutory Company during the audit period);
provisions listed hereunder and also that the Company has proper
Board-processes and compliance-mechanism in place to the extent h. The Securities and Exchange Board of India (Buyback
based on the management representation letter/ confirmation, in of Securities) Regulations, 2018 (not applicable to the
the manner and subject to the reporting made hereinafter. Company during the audit period); and
(i)
The Companies Act, 2013 (‘the Act’) and the rules (vi) We, further report that with respect to the Compliance of the
made thereunder; below mentioned laws, we have relied on the representation
made by the Company and its officers for system and
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and mechanism framed by the Company for compliances under
the rules made thereunder; general laws (incl. Labour Laws, Tax Laws, etc.) and the
following Specific Laws applicable to the Company:
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws
framed thereunder; a.
Pneumatic Tyres and Tubes for Automotive Vehicles
(Quality Control), Order, 2009; and
(iv) Foreign Exchange Management Act, 1999 and the rules and
regulations made thereunder to the extent of Foreign Direct b. Bureau of India Standards Act, 1986 and the Rules made
Investment, Overseas Direct Investment and External thereunder as applicable to Tyre Industry;
Commercial Borrowings;
We have also examined compliance with the applicable clauses of
(v) The following Regulations and Guidelines prescribed under the the following:
Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):-
(i)
Secretarial Standards issued by The Institute of Company
a. The Securities and Exchange Board of India (Substantial Secretaries of India;
Acquisition of Shares and Takeovers) Regulations, 2011;
(ii) The Listing Agreements entered into by the Company with the
b. The Securities and Exchange Board of India (Prohibition of Stock Exchange(s).
Insider Trading) Regulations, 2015;
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Apollo Tyres Ltd. Annual Report 2018-19
uring the period under review, the Company has complied with the
D Non – Convertible Debentures of ` 15,000 Million on private
provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. placement basis to be allotted in one or more tranches.
mentioned above.
II.
That the Company through Postal Ballot passed on
We further report that: December 20, 2018 approved re–appointment of
The Board of Directors of the Company is duly constituted with Mr. Neeraj Kanwar (a foreign national of Hungary) as Managing
proper balance of Executive Directors, Non-Executive Directors Director with effect from May 28, 2019 to March 31, 2024 for
and Independent Directors. The changes in the composition of the which the Central Government approval has also been obtained.
Board of Directors that took place during the period under review
were carried out in compliance with the provisions of the Act. III.
The Adjudicating Officer of SEBI has passed an order on
November 22, 2018 wherein a penalty of ` 65,00,000/- (Rupees
Adequate notice is given to all Directors to schedule the Board Sixty Five Lakh Only) has been imposed on the Company for
Meetings, agenda and detailed notes on agenda were sent at least violation of the provisions of Regulations 4(1), 5A and 19(7) of the
seven days in advance, and a system exists for seeking and obtaining Buy Back Regulations, 1998 pertaining to the buy back scheme
further information and clarifications on the agenda items before launched in the year 2003. Further, the Company has also paid
the meeting and for meaningful participation at the meeting. penalty amount under protest to SEBI and simultaneously,
an appeal has been filed before Securities Appellate Tribunal
Majority decision is carried through while the dissenting against the order which is pending for disposal.
members’ views are captured and recorded as part of the minutes.
For PI & Associates,
We further report that there are adequate systems and processes Company Secretaries
in the Company commensurate with the size and operations of the
Company to monitor and ensure compliance with applicable laws, Ankit Singhi
Partner
rules, regulations and guidelines.
Place: New Delhi ACS No.:A20642
Date: May 6, 2019 C P No.: 16274
We further report that during the audit period the Company had
following events which had bearing on the Company’s affairs This report is to be read with our letter of even date which is
in pursuance of the above referred laws, rules, regulations, annexed as “Annexure A” and forms an integral part of this report.
guidelines, standards etc.
“Annexure A”
To, 4.
Wherever required, we have obtained the Management
The Members, representation about the compliance of laws, rules and
Apollo Tyres Limited regulation and happening of events etc.
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Corporate Overview Statutory Reports Financial Statements
ANNEXURE II
4.
Prescribed CSR Expenditure (two per cent of the
1)
Healthcare Programme for trucking community at 31
amount as in item 3 above):- ` 213.80 million
transhipment locations (ongoing). (Incorporate more health
services at the locations)
5.
Details of CSR spent during the financial year:-
` 213.83 million
2)
Solid Waste Management and Sanitation Programme
(SPARSH) in different transhipment hubs and communities
(a)
Total amount to be spent for the financial year:-
around manufacturing locations (ongoing). Introduction of
` 213.80 million
up-cycle products from waste. End of Life Tyre Playgrounds at
selected location. (b) Amount unspent, if any :- Nil
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Apollo Tyres Ltd. Annual Report 2018-19
(c) Manner in which the amount spent during the financial year is detailed below:
(` Million)
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Corporate Overview Statutory Reports Financial Statements
(` Million)
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Apollo Tyres Ltd. Annual Report 2018-19
(` Million)
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Corporate Overview Statutory Reports Financial Statements
(` Million)
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Apollo Tyres Ltd. Annual Report 2018-19
(` Million)
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Corporate Overview Statutory Reports Financial Statements
(` Million)
6. The CSR Committee confirms that the implementation and monitoring of CSR Policy is in compliance with CSR objectives and Policy
of the Company.
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Apollo Tyres Ltd. Annual Report 2018-19
ANNEXURE III
B Number of National Locations Apollo has business activity carried out in about 36 domestic locations.
The manufacturing units are located at Gujarat (Limda), Kerala
(Perambra and Kalamassery) and Tamil Nadu (SIPCOT Industrial
Growth Centre Oragadam, Chennai).
10 Markets served by the Company – Local/State/National/ National and International
International/
SECTION B: FINANCIAL DETAILS OF THE COMPANY 2. Do the Subsidiary Company/ Companies participate in
the BR Initiatives of the parent Company? If yes, then
1. Paid up Capital (INR) ` 572.05 million
indicate the number of such Subsidiary Company(s):
At present, the BR initiatives have been undertaken at
2. Total Turnover (INR) ` 120,896 million
parent Company level.
During the year under review, the Company has carried out
SECTION D: BR INFORMATION
activities primarily related to promoting preventive healthcare,
ensuring environmental sustainability, livelihood enhancement 1. Details of Director/ Directors responsible for BR
projects, rural development projects, promoting education and a.
Details of the Director/ Director responsible for
eradication of hunger, poverty & malnutrition. implementation of the BR policy/ policies
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Corporate Overview Statutory Reports Financial Statements
2. Details of the BR head Principle 4: Businesses should respect the interests of, and be
responsive towards all stakeholders, especially those who are
No Particulars Details
disadvantaged, vulnerable and marginalized.
1 DIN Number (if applicable) NA
2 Name Ms. Seema Thapar
Principle 5: Businesses should respect and promote human rights.
3 Designation Company Secretary
4 Telephone number 0124-2721000
5 E-mail ID [email protected] Principle 6: Business should respect, protect, and make efforts to
restore the environment.
LIST OF PRINCIPLES
Principle 7: Businesses, when engaged in influencing public and
Principle 1: Businesses should conduct and govern themselves regulatory policy, should do so in a responsible manner.
with Ethics, Transparency and Accountability.
Principle 8: Businesses should support inclusive growth and
Principle 2: Businesses should provide goods and services that are equitable development.
safe and contribute to sustainability throughout their life cycle.
Principle 9: Businesses should engage with and provide value to
Principle 3: Businesses should promote the well-being of all their customers and consumers in a responsible manner.
employees.
The policies are in compliance with applicable national/international laws, rules, regulations, guidelines and standards. The policies are in conformance to the
(1)
spirit of international standards like ISO 9001, ISO 14001 and OHSAS 18001.
(2)
As per Company practice, the policies that are approved by the Board are posted on the website of the Company www.apollotyres.com.
(3)
The Business Responsibility(BR) Committee shall oversee the implementation of the Policies.
(4)
https://corporate.apollotyres.com/en-in/investors/corporate-governance/?filter=CodesPolicies.
2a. If the answer to S. No. 1 against any principle, is ‘No’, please explain why: (Tick upto 2 options)-Not Applicable
P1 P2 P3 P4 P5 P6 P7 P8 P9
1. The Company has not understood the Principles
2. The Company is not at a stage where it finds itself in a position to
formulate and implement the policies on specified principles
3. The Company does not have financial or manpower resources
available for the task
4. It is planned to be done within next 6 months
5. It is planned to be done within the next 1 year
6. Any other reason (please specify)
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Apollo Tyres Ltd. Annual Report 2018-19
(v)
Silica based tyre production for PCR category
The Company has rolled out Code of Conduct mandatory
increased by 200% in last years and reduced
online training for all the employees. The Code of Conduct
fossil fuel based reinforcing agent carbon
explicitly guides our people on ethical dealings with
black consumption.
external stakeholders.
(vi)
Recycled material usage started for inner liner
2. How many stakeholder complaints have been received
of PCR tyres to the tune of 25 phr to reduce virgin
in the past financial year and what percentage was
material consumption.
satisfactorily resolved by the management? If so,
provide details thereof, in about 50 words or so.
b) Reduction during usage by consumers (energy, water)
During the year under review, there were no cases on the
has been achieved since the previous year?
violation of the Company’s Code of Conduct. During the past
The rolling resistance of the PCR tyres are reduced
financial year, 19 Shareholders Complaints were received
through the year from 13.0 Kg/T to 8.0Kg/T. This translates
and no complaints are pending as on March 31, 2019. All the
into reduction of rolling loss and reduce fuel consumption
Complaints were attended and resolved to the satisfaction of
without compromise in any other performances.
the shareholders.
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Corporate Overview Statutory Reports Financial Statements
Retreading of Truck tyres is continuously being supported The Company encourages its suppliers to implement
with more efficient techniques to provide extended life environmental standards at their work place with ultimate
cycle of the tyre body material to 2-3 times, thus avoiding objective of getting certified for ISO 14001 – Environmental
the need for frequent replacement. Management Standard. Currently, most of its suppliers
are ISO 14001 certified, complying with local government
Introduction of 1 Lakh KM car tyres improved re-use of laws and regulations. Apollo Tyres is continuously working
the non-consumable part of tyres to a longer period. on optimizing transportation, logistics and packaging so as
to reduce carbon footprint and environmental impacts.
Product failure rate is reduced by almost 25% for PCR The Company also emphasises on usage of environment
tyres, thus, enhancing the application life of tyres and friendly, re-usable, recyclable packing material like
improve usage of tyres for longer period. returnable pallets, returnable metal boxes, returnable
metallic spools for the supply of raw material to its
In FY2019, Apollo launched its range of Pick up radial manufacturing plant locations globally. The packaging of
tyres for Light Commercial Vehicles with a low rolling raw material should be “wood-free”. It also ensures that
resistance for the category. This would contribute the raw material sourced is free from chemicals impacting
increased fuel efficiency for the pick-up trucks. environment and complying with international norms.
3.
Does the Company have procedures in place for Along with the guidelines to safeguard the environment,
sustainable sourcing (including transportation)? the Company has set-up natural rubber processing units
a) If yes, what percentage of your inputs was sourced to support the community nearby and empower women.
sustainably? Also, provide details thereof, in about 50 Furthermore, health check-up facilities were provided by
words or so. the Company to promote socially responsible practices
The Company has laid down Sustainable Supply Chain amongst partners in the region.
Policy for its RM vendors, which includes guidelines
for conducting its business by reducing impact on 4. Has the Company taken any steps to procure goods
environment, adopting Good Governance, ethics and and services from local & small producers, including
adhering to Human Rights. communities surrounding their place of work?
a) If yes, what steps have been taken to improve their
The Company believes that supply chain is a key capacity and capability of local and small vendors?
contributor to the development and implementation of its Apollo’s purchasing guiding principles states that all other
Corporate Social Responsibility Programme. Apollo Tyres things being equal, the organisation prefers domestic
expects its Business Partners to emphasize on social suppliers because of benefits like proximity to our plants,
and environmental responsibilities as they conduct their lower transit time, lower inventory and carbon footprint.
businesses. The focus in the upstream supply chain
extends to sourcing of raw materials, their processing, The Company has initiated and established natural rubber
and their use in the manufacture of intermediate and collection centres near its plant and provide employment
final products. opportunities to the community nearby. The Company
has also been providing training to the employees in
In order to align its upstream supply chain with this aforesaid centres to improve their capability.
objective, Apollo’s Partnership Pact (APP) is enforced.
Suppliers are expected to comply with Apollo’s Partnership 5.
Does the Company have a mechanism to recycle
Pact (APP) and integrate environmental, occupational products and waste? If yes what is the percentage of
health & safety, human rights as well as labour policies recycling of products and waste (separately as <5%,
into their business and decision-making processes. 5-10%, > 10%). Also, provide details thereof, in about
50 words or so.
At present, most of the business partners have committed Yes, the Company has always been encouraging its RM Vendor’s
to our Partner code of conduct which consist of suppliers consciousness towards reduce, reuse and recycle concepts in
in all raw material categories. The compliances to APP their operations. Monitoring the finite resource consumption
are verified during on-site audits for existing suppliers. trends and actions taken to reduce have also been initiated.
The scope of audits covers various elements like In addition, reclaimed rubber usage stands at 1-2 % to replace
quality management system, environment standards, virgin rubber for compounds.
occupational health and safety standards as well as others
as per our Green Procurement Standards and Partner
Code of Conduct. Supplier audit is conducted by our
trained professionals periodically as per the audit criteria.
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Apollo Tyres Ltd. Annual Report 2018-19
8. What percentage of your under mentioned employees 3) Monthly ration support to the underprivileged;
were given safety & skill upgradation training in the
4) Support the education of the disabled children.
last year?
Permanent employees 80% erala Flood Relief: In FY2019, the organisation also
K
Permanent women employees Not Captured undertook relief activities for flood affected areas of Chalakudy,
Casual/Temporary/Contractual Employees 100% Aluva, Kodakara, Kalamassery and Airapuram in Kerala.
Employees with Disabilities Not Captured The organisation provided support in three areas: distribution
of supplies such as food and first aid kits, conducting health
Principle 4 camps and cleaning drive. Around 750 families received home
1. Has the Company mapped its internal and external cleaning and First Aid kits, 1,250 families received food kits.
stakeholders? Yes/No Total 16 free health camps were conducted and around 1,233
Yes, employees, customers (OEM), consumers (replacement) people were benefitted. Through waste collection and cleaning
and dealers, suppliers, investors and analysts, shareholders, drive, around 200 families were benefitted and 200 metric tons
regulatory bodies and community are identified stakeholder for (MT) waste was collected.
the organisation.
Principle 5
2.
Out of the above, has the Company identified the 1. Does the policy of the Company on human rights cover
disadvantaged, vulnerable & marginalized stakeholders. only the Company or extend to the Group/Joint Ventures/
Yes, community (Women and Children), consumers (replacement: Suppliers/Contractors/NGOs/Others?
Truck Drivers) are identified as vulnerable and marginalized Respect for human rights is fundamental part of the DNA of
stakeholders by the organisation. the Company and the communities in which we operate. In our
Company and across our system, we are committed to ensure
that people are treated with dignity and respect. The Company
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Apollo Tyres Ltd. Annual Report 2018-19
2.
Have you advocated/lobbied through above nature of their work, makes them vulnerable to various
associations for the advancement or improvement of health hazards. The programme provides health care
public good? Yes/No; if yes specify the broad areas services such as Awareness and Prevention of HIV-AIDS,
(drop box: Governance and Administration, Economic Vision Care, Awareness on Tuberculosis, Detection of
Reforms, Inclusive Development Policies, Energy other Non-Communicable Diseases such as Diabetes and
security, Water, Food Security, Sustainable Business High Blood Pressure and General Treatment facility.
Principles, Others)
Yes, The Company through various Industry associations, This programme is one of the biggest initiatives under
participates in advocating matters for the advancement of the the Company’s CSR work, and is aligned with Sustainable
Industry and Public Good. As a member of the Automotive Tyre Development Goals (Goal 3- Good Health and well-being).
Manufacturers Association (ATMA), the Company strives to be The programme has established 31 Healthcare
an active participant in policy making process of ATMA and also Centres in large transhipment hubs across the country.
is a frequent participant in the meetings with the Government The Healthcare Centres (HCC) are staffed with qualified
departments to discuss the challenges being faced by the doctors, paramedics, counsellors and outreach workers.
industry in the ever-changing economic environment. Mr. Satish
Sharma, President (APMEA) and Whole-time Director of the Under HIV Awareness and Prevention, services include
Company was the past Chairman of ATMA. Behaviour Change Communication (BCC), Sexually
Transmitted Infection (STI) Diagnosis and Treatment,
The Company has a Public and Regulatory Policy to ensure that Counselling, Condom Promotion, Integrated Counselling
the highest standards of business conduct are followed while Testing Centre (ICTC) support and awareness through
engaging with aforesaid Trade associations/ Industry bodies. peer educators (volunteers).
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Corporate Overview Statutory Reports Financial Statements
The important feature of Health programme is Peer toilet cum bathing space in Chennai. Around 600 people
Educators (PEs). They are the dhaba owners, mechanics are directly benefitted from the newly constructed toilets
etc. who are based at transhipment locations and remain
in close contact with truck drivers. They actively help in Last but not the least, to promote recycling of waste the
reaching out to the target audience to raise awareness organisation has constructed play grounds made out of
on the perils of HIV AIDS. So far, the programme has end of life tyres (ELT) at Chennai. Total 02 new ELT play
mobilised 861 active PEs across locations. structures were made using 696 waste tyres.
In the reporting year, total 491,382 people were 3.
Livelihood Initiative for underprivileged women
outreached from awareness activities and 160,574 (NAVYA):
received treatment facility. There is 34.80 % increase in To address the problem of poverty and poor social status
the people treated from the reporting year FY2019. Out of of women in the community, the organisation decided to
the total treated in the reporting year, 44,741 people opted start the skill building and income generation programme
for HIV testing, 58,128 for vision screening and 43,823 for namely Navya, for the women in the villages around
diabetes testing. Total 966 TB tests were conducted (as it its manufacturing locations (they are agriculture and
was only a pilot in Delhi). non-agriculture based initiatives).
2. Solid Waste Management and Sanitation (SPARSH): Under this, women are reached through Self Help Group
SPARSH stands for – (SHGs) formation or strengthening of existing SHGs.
S – Segregate Waste; P – Practise Composting; Women are trained on financial literacy, book keeping,
A – Awareness Generation; R – Reduce, Reuse & Recycle; documentation, leadership etc. through SHGs trainings.
S – Safe Sanitation; H – Hygiene for All The strategy of The main objective of this initiative is to create livelihood
SPARSH remains to engage with its stakeholders create opportunities at door step and develop entrepreneurship
awareness on the 3 R’s, i.e., Reduce, Reuse and Recycle. capabilities of underprivileged women.
There are four projects under SPARSH: Clean My The training includes vocational skills such as apparel
Transport Nagar (CMTN), Clean my Village (CMV), making, jewellery designing, nursing, beautician,
Sanitation Management and End of Life Tyres Playground housekeeping, khakhra making, sanitary napkin making,
(ELT). These projects are running under the umbrella sheet making, mushroom cultivation, apiculture etc.
Programme SPARSH, SwachhBanao - Our endeavour The trained beneficiaries are further linked with the market
to promote Waste Conscious Societies in a resource and service sector for employment. As a result of this
constrained World and Hygienic Lifestyle by Crusading initiative, trained women have started their own business
against Open Defecation. where they are not only supporting their own families but
also providing employment opportunities to other women
To address the need of solid waste management, the of their villages.
organisation started an initiative named Clean My
Transport Nagar (CMTN) and Clean my Village (CMV) in In the reporting year total 2,012 women were outreached
the year 2013. CMTN caters to needs of the customers and 1,158 received income generation training in farming
in transport hubs and CMV targets towards communities and non-farming activities. Out of the total trained
around our manufacturing locations. The main features of beneficiaries, 1,030 women are engaged in income
this initiative are door to door waste collection, cleaning of generation, about 89% engagement.
roads/lanes, segregation of waste, composting from wet
waste and awareness generation. In extension to the programme, there is support for the
farming community (male farmers) through capacity
In the reporting year, total 18,122 people were outreached building activities like livestock care and management
from awareness generation and 24,607 people were and scientific agriculture practices. It strengthens the
outreached from door to door waste collection activities. knowledge of the farmers related to modern techniques
Total 2,606 metric ton (MT) waste was collected of farming, increased crop yield skills and agricultural
from CMV and CMTN projects. Out of the collected practices expertise. Programme establishes linkages with
waste, 298 MT was biodegradable and 2,308 MT was the market to ensure direct financial benefit. Around 733
non-biodegradable waste. farmers were outreached under sustainable agriculture
initiative through trainings and awareness activities.
Further, to support the Swachh Bharat Abhiyan,
organisation has also constructed toilet cum bathing space Further, another extension to the core programme is
for the underprivileged communities around Chennai provision of career counseling, employability skills to
manufacturing location. The organisation constructed 150 the ITI and graduate students for better job opportunity
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Apollo Tyres Ltd. Annual Report 2018-19
at Chennai and Kochi location. Total 719 students local stakeholder requirement. These include, Watershed
student were trained. Management Projects (Access to purified drinking water,
Eco restoration and improvement of water bodies and River
4. Biodiversity Conservation conservation project), Computer Literacy, Road Safety.
Mangrove conservation is a key initiative under the
Biodviersity theme in the year FY2019. The ogranisation
Philanthropic Initiatives: The organisation also supports
has partnered with Wildlife Trust of India (WTI) for the underprivileged and deprived communities by
project implementation. The actual site of the mangrove undertaking philanthropic initiatives through Taru
conservation project is located in Kunhimangalam Foundation. The initiative ranges from providing education
village in Kannur district, which is the largest mangrove support to underprivileged girls, to providing healthcare
village in Kerala. As a part of the project, a nodal centre facilities to rural people and distributing food items to
has been set up for mangrove-based nature education, eradicate hunger and poverty.
research and restoration at project site. A mangrove
nursery and community based initiatives to enhance 2. Are the programmes/projects undertaken through in-
public awareness and reduce threats to mangroves, are house team/own foundation/external NGO/government
other aspects of the project. The organisation engages structures/any other organization?
with youth, local community, researchers, local bodies The programmes are carried out by the organisation’s own
and policy enforcement personnel for awareness Foundation - Apollo Tyres Foundation (ATF). All the CSR
generation. Total 26,000 people outreached from various activities of Apollo Tyres are routed from Apollo Tyres
awareness activities. Foundation (ATF) which was registered in 2008. The clear
objective of CSR activities is to have a positive impact on
The programme organised an Environment and Nature everyday lives of our key stakeholders and on business.
Quiz for college students with the objective of creating The implementation of the projects is with the help of expert
awareness on mangrove, environment and nature organisations and local Non-Governmental Organisations.
conservation. In the reporting year, around 5 acre of
area outside the project area was planted with mangrove The CSR Programmes and activities are aligned to national and
saplings at 4 locations. More than 6,000 mangrove saplings international development goals.
have been raised in mangrove conservation nursery.
The organisation has also partnered with likeminded corporates
The organisation has also contributed towards mitigation and government bodies for technical and programme
of climate change with the help of projects like usage of implementation support. For e.g. under healthcare theme, the
biogas units and afforestation, whereby the organisation organisation has partnered with Ambuja Cement Foundation,
has planted a total of 350,000 teak and red sandal trees ACC Cement and Ashok Leyland, Essilor Foundation for
in Tamil Nadu for emission reduction. As per estimation, establishing healthcare centres and vision care facilities,
around 10,100 tonnes of CO2 has been sequestered whereas for technical partnership is established with The
from these trees. Union (US Aid) for TB control programme and State AIDS
Control Society (SACS) for integrated counselling and testing
The usage of biogas units, in communities around the centre facility.
Limda plant in Gujarat, helps to reduce the carbon
footprints. The women who are engaged in income Similarly under environment theme, the organisation has
generation activities (agriculture based) are linked partnered with Wildlife Trust of India (WTI), for mangrove
with this initiative. This helps in saving time and cost in conservation and local municipality for sanitation initiatives
collecting the firewood. Slurry from the biogas is used for in transport nagar. Additionally for rubber crumb research,
organic farming purpose thus, resulting in limited or no as a part of End of Life Tyre Management strategy, we have
use of chemical fertilisers. The use of Renewable energy tied up with Rubber Research Institute, Kottayam Kerala
proliferation is a key to address the issue of climate change, focused on establishing usability of crumb rubber for jogging
and this project supports the cause. In the reporting year, tracks and such use.
total 39 Biogas units were installed. (Since the inception of
the project in 2016, total 230 units have been installed).
Under community development linkages developed with
National Rural Livelihood Mission for credit linkage, NABARD
In addition to the above four core themes, within the radius for livelihood training for underprivileged women, Agriculture
of 25-30 kms of our manufacturing locations, various Universities for agriculture and livestock development related
local initiatives are implemented which are based on trainings and others.
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Corporate Overview Statutory Reports Financial Statements
3.
Have you done any impact assessment of your 2.
Does the Company display product information on
initiative? the product label, over and above what is mandated
The organisation conducts periodic assessments of the as per local laws? Yes/No/N.A. /Remarks(additional
programmes. Initiatives which complete 3 years of work, a mid information)
line assessment is conducted; and initiative which compile 5 The Company adheres to all legal requirements with respect
years of work, an impact assessment is conducted. to product labelling and display of product information.
All data as per current laws are available on the tyre sidewall.
4.
What is your Company’s direct contribution to Product labels are available on PCR Tyres as of now basis
community development projects- Amount in INR and current laws in India
the details of the projects undertaken?
Broad Areas of CSR Programs (` Million)
3. Is there any case filed by any stakeholder against
Ensuring environmental sustainability 73.51
the Company regarding unfair trade practices,
Eradication hunger, poverty & 2.84
irresponsible advertising and/or anti-competitive
malnutrition behaviour during the last five years and pending as on
Livelihood enhancement projects 31.60
end of financial year. If so, provide details thereof, in
Promoting Education 6.32
about 50 words or so.
In various Consumer cases complainants allege about unfair
Promoting Preventive Health 89.38
trade practice by Apollo on warranty policies. No indent of such
Total 203.65
complaint in Competition Commission except a pending CCI
Administrative Cost (5% over total 10.18
expense) case initiated on the complaint of a dealers’ federation i.e. AITDF.
Grand Total 213.83
4. Did your Company carry out any consumer survey/
consumer satisfaction trends?
5. Have you taken steps to ensure that this community
The Company regularly engages with customers through call
development initiative is successfully adopted by the
center to get their feedback on the resolution provided for
community? Please explain in 50 words, or so.
complaints registered through various channels to gauge their
Under Clean My Village programme in the communities
satisfaction levels. The Company has also empowered dealers
around the manufacturing locations, we identified and trained a
with AQS (Apollo Quick Service) App for on the Spot complaint
set of beneficiaries (women) on awareness generation activities.
disposition resulting in quick turn around and enhanced
The trained women conduct periodic awareness activities on the
satisfaction trends for year under review. The findings of
field. This initiative has not only provided a livelihood opportunity
the feedback study are used to improve existing systems &
to women but it also provides a local connect with the community,
processes in alignment to organizational goals.
inculcating community ownership.
111
Apollo Tyres Ltd. Annual Report 2018-19
ANNEXURE IV
112
Corporate Overview Statutory Reports Financial Statements
for some large selling vehicles in India and also the single development expected to be completed in the current year.
source for many ongoing development projects for some of the The department has also developed BLE (Bluetooth low energy
prestigious models of Skoda, VW, Hyundai etc. In appreciation based) TPMS systems for two wheelers with user friendly
of our association, Apollo was given several awards by interfaces and functionalities. These products are scheduled to
OEMs- Comprehensive Excellence, Consistent High Quality & go to market in the current year. The department is working
Systems and Audits by Maruti Suzuki. Achieved global supplier on several key projects which will drive and spread Apollo’s
status from Suzuki, Hyundai and preferred supplier status business also to tyre plus products.
from Suzuki, Mahindra, Renault, Nissan, Skoda, Volkswagen
and Toyota. New OEMs in India like KIA, MG Motors, Peugeot/ The R&D department has also enhanced its technical capability
Citroen etc. have preferred us as a development partner. to validate tyre performance by the addition of several new test
Several collaborative research work has also been initiated equipments like Force & Moment tester for commercial vehicle
with various reputed universities and institutes in India such tyres, Flat spot testing for Off Highway tyres, Impact air loss
as; IITs, BITS, CUSAT, MIT etc., and overseas universities test for PCR tyres. To meet customer demands in improved
such as; IPF, Centire Virginia Tech etc. As a recognition of ride comfort, Commercial vehicle Ride & Handling subjective
partnership with universities, our Chief Advisor of R&D, Mr. P. K. testing to assess tyre performance. Simulations were
Mohamed was awarded with “Outstanding Industrial Partner“ developed to assess and find solutions for field failures like
award by the International and Inter University Centre for Ply separation and Turn-up separation. Two wheeler contact
Nanoscience and Nanotechnology (IIUCNN) of Mahatma pressure distribution was quantified using a novel test method,
Gandhi University in Kottayam, Kerala. which can measure foot print pressure of up to 45 degree lean