WABCO-TVS (INDIA) LIMITED INFORMATION MEMORANDUM ...

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WABCO-TVS (INDIA) LIMITED INFORMATION MEMORANDUM S.No Name of Director (M/s) No. of Equity Shares held 4. Trevor Lucas Nil 5. Nikhil Madhukar Varty Nil 6. Leon Liu Nil 7. D E Udwadia Nil 8. Vice Admiral P J Jacob (Retd.) Nil 9. Narayan K Seshadri Nil Change in the Board since the Company’s inception: Name of the Director Date of Date of Reason M/s. Appointment Resignation Venu Srinivasan 18.11.2004 - H. Lakshmanan 18.11.2004 - C. Narasimhan 18.11.2004 28.03.2008 Resigned from the Board for Trevor Lucas 30.10.2007 11.06.2008 personal reasons Resigned from the Board. C. N. Prasad 28.03.2008 Appointed as Whole-time Director Nikhil Madhukar Varty 07.05.2008 - Leon Liu 07.05.2008 - D. E. Udwadia 07.05.2008 - Vice Admiral P.J. Jacob (Retd.) 07.05.2008 - Narayan K Seshadri - Trevor Lucas 11.06.2008 Appointed as alternate director to Mr Leon Liu IX. OVERVIEW OF ORGANISATION STRUCTURE & SENIOR MANAGEMENT PERSONNEL: Key Managerial Personnel: Mr C. N. Prasad, Whole-time Director of the Company, is responsible for the day-today affairs of the Company and as such he is the key management personnel. He is ably assisted in the day-to-day management of the Company by a team of professionals. Details of important professionals responsible for their respective functional areas are given below: Mr C. N. Prasad is the overall incharge of the Company reporting to the Board. He is responsible for the entire operations of the Company’s functions like factory production, production engineering, TQM, TPM, R&D, finance, marketing, HRD, industrial relations and purchase. Heads of all these departments will report to and be accountable to Mr C. N. Prasad as Whole-time Director of the Company, who in turn will be answerable and accountable to the Board and will function subject to the supervision, control and directions of the Board. The other key managerial personnel of the Company are as under: Name & Designation M/s. Age Date of Appointment Board of Directors Whole-time Director Production R&D TPM TQM Finance HR & Admn Marketing Purchase IR Qualification Experience (years) Page 40 of 95 Responsibility Area/ Previous Experience S. Balachandran 57 05.09.1997 B.E 34 Vice-president (Marketing) Shareholding Nil
WABCO-TVS (INDIA) LIMITED INFORMATION MEMORANDUM Name & Designation M/s. Age Date of Appointment Qualification Experience (years) Page 41 of 95 Responsibility Area/ Previous Experience Shareholding P. Kaniappan 48 27.07.1982 B.Tech, MSc, (Warwick) 26 President Nil G. Narayana- 54 07.06.1997 B.Tech, MBA 29 Vice-president, Nil murthy (Marketing) Raju Kutty 56 20.02.1995 B.Tech, DIIT, 35 Sr. Vice-president, Nil Sebastian MSc. Systems R. Sarathy 42 20.01.1988 B.Com, BGL, 20 General Manager, Nil ACA, ACS, ACWA, CFA, MBA Finance S. Selvamani 54 16.01.1980 BE (Hons), 32 Sr Vice President, Nil MSc Research Development & N. Thangamani 63 29.08.1968 BA, PGDP MIR, 44 Vice-president, Nil DP MIR (Personnel) K. Gopal 61 27.06.1966 ITI, BME, BE, 42 General Manager Nil MBA (conformance) S. Narayanan 52 29.12.1981 BSC (Engg) MSC (Warwick) 28 Member (R & D) Nil V. Ramanathan 39 22.01.2007 DME, AMIE, PG 20 General manager Nil Dip in Management (production) Srinivasa Raman 56 17.03.1986 B.E, (EEE) M.Tech 31 Member (R & D) Nil R Madhavan Notes: 53 04.04.1990 ACA, ACS 27 Secretary 50 Date of appointment given above pertains to their original appointment in SCL. X. PROMOTER AND PROMOTER GROUP COMPANIES: TVS and the TVS Group: TVS is the parent company of the TVS Group. It was incorporated as a private limited company in 1929 under the Indian Companies Act, 1913, and was mainly engaged in providing passenger bus services. Ever since its incorporation, it has diversified into various other areas in the automobile sector as a service provider maintaining service stations in various centers, distributor of cars and commercial vehicles, automotive parts etc. throughout the country. Its turnover in the year ended March 2008 was Rs.4560.63 crores, including other income. TVS together with Southern Roadways Limited, Sundaram Industries Limited and Sundaram Finance Limited, i.e. the TVS Group holds 36.30% of the Company’s issued and paid up equity share capital. Southern Roadways Limited is a subsidiary of TVS. It was incorporated in 1946. It is presently one of the country’s largest transport operators for carriage of goods in the private sector. It turnover for the year ended March 2008 was Rs. 48.60 crores. Sundaram Industries Limited is also a subsidiary of TVS. It was incorporated in 1943 and has since been engaged in the retreading of tyres, coach building and manufacture of rubber products. Its turnover for the year ended March 2008 was Rs. 231.47 crores. Sundaram Finance Limited is a public limited company incorporated in 1954. It is one of the country’s largest lease and hire purchase finance companies in the private sector. Its earnings for the year ended March 2008 exceeded Rs.1023.30 crores. It has also entered into mutual funds and general insurance business.
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