Bosch Limited Annual Report 2019 PDF

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CONTENTS

4
About Bosch Group

5
About Bosch India 6Board of Directors

7
Chairman’s Letter
8
12
Managing Director’s

38 Message

Smart Moves Financials at a


Glance

41
Directors’ Report including
Manangement Discussion and
Analysis

59
Annexures to the
Report of Directors
83
Standalone Financial
Statement

136
Consolidated Financial
Statements 182
Report on Corporate
Governance

198
Business Responsibility
Report

208
Offices
Annual Report 2018-19 | About Bosch India
Board of Directors

V.K. Viswanathan Peter Tyroller


Chairman, Non-Executive
Non-Executive Non-Independent Director
Non-Independent Director

Bernhard Steinruecke Renu S. Karnad


Independent Director Independent Director
(upto september 25, 2018)

Bhaskar Bhat Hema Ravichandar


Independent Director Independent director

S.V. Ranganath Gopichand


Independent Director Katragadda
(From July 01, 2018) Independent Director
(From December 04, 2018)

Andreas Wolf Soumitra Bhattacharya


Joint Managing Director, Managing Director
Bosch Limited

S.C. Srinivasan Jan O. Roehrl


Chief Financial Officer & Chief Technology Officer
Whole-time Director & Executive Director,
(Alternate Director to Bosch Limited
Peter Tyroller
From July 01, 2018)
Bosch annual report
Annual
2018
Report
| Energy
2018-19 | Chairman’s Letter
- Honda
38 | Financials at a Glance | Annual Report 2018 -19

Financials at a Glance

10 YEARS’ PERFORMANCE [Mio INR]

2018-19 2017-18 2016-17 2015-16** 2014-15* 2013 2012 2011 2010 2009

Sales 117,818 112,108 99,426 92,725 117,414 85,151 84,172 79,295 66,305 47,498

Of which Export Sales 8,999 10,346 8,240 8,712 14,625 10,578 9,402 10,344 8,461 5,855

Profit Before Tax 23,410 20,406 20,944 20,824 19,559 12,566 13,462 15,740 12,028 7,934

Less: Provision for tax on Income 7,430 6,698 6,503 5,701 6,182 3,719 3,879 4,513 3,439 2,028

Profit After Tax 15,980 13,708 14,441 15,123 13,377 8,847 9,583 11,227 8,589 5,906

Profit from Discontinued - - 2,970 191 - - - - - -


Operations

Items of OCI recognised directly 157 167 (109) 39 - - - - - -


in retained earnings

Profit before appropriation 16,137 13,875 17,302 15,353 13,377 8,847 9,583 11,227 8,589 5,906

Paid -up Capital 295 305 305 314 314 314 314 314 314 314

Reserves (other than other 82,917 92,298 81,729 90,583 73,156 62,629 55,419 46,970 40,666 33,538
reserves)

Net Worth 83,212 92,603 82,034 90,897 73,470 62,943 55,733 47,284 40,980 33,852

Net block of Fixed Assets 10,108 11,411 13,194 11,487 9,800 9,381 8,633 5,917 4,360 5,133

Additions to Gross Block 2,612 2,757 6,485 5,732 5,757 4,581 6,375 4,423 1,776 2,121

Earning per Share (INR) 525 449 465 482 426 282 305 358 274 187


* 2014-15 represents fifteen months period starting from January 2014 to March 2015.
** 2015-16 figures are restated for Ind AS and discontinued operation relating to Starters and Generators business.
Previous years’ figures have been recast/regrouped wherever necessary.
Annual Report 2018-19 | Financials at a Glance | 39

* 2014-15 represents fifteen months period starting from January 01, 2014 to March 31, 2015.
** Re-stated on account of sale of the Starter Motors and Generators business with effect from August 01, 2016 and adoption of Ind AS.
*** Excludes Special Dividend.
40 | Financials at a Glance | Annual Report 2018 -19

Primary Segment Secondary segment

Automotive Others (Non-Automotive)

Capital investments percentage to sales Location-wise capital investments

* 2014-15 represents fifteen months period starting from January 2014 to March 2015
** Re-stated on account of sale of the Starter Motors and Generators business with effect from August 01, 2016 and adoption of Ind AS.
Annual Report 2018-19 | Directors’ Report including Management Discussion and Analysis | 41

Directors’ Report including Management Discussion


and Analysis

The Directors have pleasure in presenting the SIXTY IMF estimates. The downward revision is primarily
SEVENTH Annual Report together with the Audited on account of the negative effects of tariff increases
Financial Statements for the Financial Year ended enacted in the United States and China.
March 31, 2019.
Risks to the global GDP tilt towards the downside
1. Financial Results on trade tensions and risks in the Eurozone. The
effect of the same has been that central banks
The following are the financial highlights for the across the world have adopted an easing policy
Financial Year 2018-19: as growth concerns. However, given the stretched
[Mio INR] balance sheets of many central banks, there is limited
Particulars 2018-19 2017-18 bandwidth for the same.

Sale of Products
(including excise duty)
117,818 113,929 3.1.2 Indian Economy
Of which Export Sales 8,999 10,346 Though 2018-19 started out on a promising note,
Profit Before Tax 23,410 20,406 there was a dip seen towards the end. Quarterly GDP
growth which was above 8 percent for Q1 2018-
Provision for tax 7,430 6,698
19 dipped to 5.8 percent for Q4 2018-19, primarily
Profit After Tax 15,980 13,708 attributed to the liquidity crisis in the second half of
Other Comprehensive income 997 1,415 the financial year.
(Net of tax)
Total Comprehensive income 16,977 15,123 While the industrial production and credit growth
moderated, Government capital expenditure
continued to hold up the economy. At the same time,
The Company does not propose to transfer any
since inflation was under control, the focus of the RBI
amount to its Reserves for the year under review.
has changed to accommodate growth. But delay in
shortfall of monsoon is likely to negatively effect the
2. Dividend
economy.
Pursuant to the requirements of regulation 43A
of SEBI (Listing Obligations and Disclosure Towards the end of 2018-19, we saw liquidity
Requirements) Regulations, 2015, the Company has constrained on account of the NBFC (Non-Banking
adopted a Dividend Distribution Policy. This Policy Financial Company) crisis and rising crude oil prices.
is uploaded on website of the Company and can This has affected automotive sales among other
be accessed at https://www.bosch.in/media/our_ things. Though banking liquidity shows signs of
company/shareholder_information/2017_2/dividend_ improvement, it remains to be seen if this crisis will
distribution_policy_2017.pdf. This Policy is enclosed continue for a few more quarters.
as Annexure ‘A’ (Page No. 59) to this Report.
On the other hand one key positive is the political
In line with the Dividend Distribution Policy, the stability after a clear mandate in the elections and
Board has recommended a Dividend of INR 105 per signs that the NPA situation in banks is improving.
share for the Financial Year 2018-19, aggregating to This could mean that banks would be in a better
Mio INR 3,733.39 including Dividend Distribution position to facilitate credit required by industry as
Tax. The dividend payout ratio is approximately 23.4 Reserve Bank of India has also taken additional steps
percent. The Dividend is subject to the approval of to improve liquidity.
the shareholders at the forthcoming Annual General
Meeting. The key factors to watch out for would be reforms by
the Government, chances of any geo-political risks in
3. Management Discussion and Analysis the region and heightened chances of a global slow
In order to avoid duplication between the Directors’ down.
Report and Management Discussion and Analysis, a
composite summary of the Company’s performance 3.2 Industry Structure and Development
and its various business segments is given below: Automotive:
3.1 Economic Scenario Heavy Commercial Vehicles (HCVs) production
posted a strong growth of 28 percent due to tenders
3.1.1 Global Economy and contracts on road and infrastructure projects.
The global economy is expected to slow down to Other projects such as building of irrigation and
3.3 percent in 2019 from 3.6 percent in 2018 as per
42 | Directors’ Report including Management Discussion and Analysis | Annual Report 2018-19

affordable housing contributed to the growth of


Production +/(-) PY
domestic market. Additionally, there has been strong
acceptance of SCR technology, aiding the growth.
FY 13- FY 14- FY 15- FY 16- FY 17- FY 18
Segment
14 15 16 17 18 -19
The Light Commercial Vehicles (LCVs) market grew
by 22 percent due to increased thrust in FMCG, Tractor 22% -13% -8% 21% 14% 14%
ecommerce sales and agriculture output. The current 2 Wheeler 7% 10% 2% 6% 16% 6%
trend of warehouse consolidation has resulted in a TOTAL -2% 5% 2% 6% 15% 7%
segment shift for >2T<3.5T segment, the demand for
city trucking drives the growth of LCV. Non-Automotive:
During the year under review, Passenger Car The Indian Professional Tools market is estimated to
production witnessed a muted growth. Domestic be around INR 18 billion by value in the year 2018
market witnessed new launches especially in the and is expected to grow at 7 percent. This is in line
Compact UV and premium hatchback segment. with the estimated growth of the construction sector,
There were some market challenges such as higher which is its biggest customer. The market trend is
insurance cost, higher fuel prices and higher interest shifting towards the mid-price category indicating
rates, which has resulted in low growth. that the users are steadily upgrading from hand tools
to power tools.
Three-wheelers production increased by 24 percent
due to higher demand driven by grant of additional The Building technology (Security technology)
permits in Delhi, Maharashtra, Kerala and Karnataka. market in India is growing at 5 percent driven by the
Strong export demands from African and SAARC need to secure Critical Infrastructure, Government
countries (except Sri Lanka) for last mile connectivity Buildings, Public and Private Spaces. The Technology
has driven three-wheeler market with export trends in this space are evolution and maturity of
contribution of 45 percent. IP Convergence, analytics and seamless integration.
The market is also preparing itself to deal with
The Tractor market grew by 14 percent driven by the challenging threats and changes driven by fast
a good monsoon, farm loan waiver, good MSP changing hardware and software. The Industry is also
(minimum selling price) for crops and positive maturing driven by the renewed scope in Regulation
farmer sentiments. The trend is moving towards farm and Bottoms-up desire to feel safe and secure.
mechanization and tractor sharing.
The solar energy sector in India stabilized since the
Two-wheeler market witnessed a growth of 6 percent start of the year under review, with solar PV panel
during the year under review mainly due to growing prices settling and clarity in applicable GST rates
export sales demands. Various OEM campaigns coming in. As of December 2018, the total installed
throughout the year have struck a good chord with capacity stood at 27.9 GW, making India the third
the consumers, driving the sales of two wheelers in largest solar market globally. Of the total installed
India. capacity, rooftop solar capacity accounted for 3.3
GW, indicating a strong 66 percent growth over the
The Automotive Aftermarket industry grew by previous year. The energy efficiency market continued
~7 percent during year under review driven to grow with government-led initiatives like the
predominantly by Heavy Commercial Vehicle, Light Partial Risk Sharing Facility for Energy Efficiency and
Commercial Vehicle and Three-wheeler segments. Perform-Achieve-Trade scheme.

Vehicle Production Growth Rates: With India’s commitments to the Paris Climate
Agreement, the energy efficiency market is expected
Production +/(-) PY
to pick up further pace in the current financial year
and drive adoption in energy-intensive industrial
FY 13- FY 14- FY 15- FY 16- FY 17- FY 18
Segment
14 15 16 17 18 -19
and commercial sectors. The solar energy market
is anticipated to grow further and achieve the
HCV -20% 26% 23% 2% 3% 28% government target of 10 GW capacity addition for
LCV -14% -10% 3% 6% 18% 22%
the year, with 2.5 GW capacity addition coming from
rooftop solar.
Car + UV -4% 6% 6% 11% 6% 0%
3 Wheeler -1% 14% -2% -16% 31% 24%
Annual Report 2018-19 | Directors’ Report including Management Discussion and Analysis | 43

Bosch Limited offers an integrated system including motor, control unit, battery, charger, display, and app.

3.3. Business and segment wise performance year. In future, the growing working population and
The overall performance of the Company witnessed a expanding middle class will remain the key drivers of
growth of 4.9 percent. Mobility business (Automotive) growth for automobile industry.
posted a growth of 2.8 percent, while the Business
The Distributor pump injection system has seen a
beyond mobility (Others) grew by 17.9 percent.
considerable reduction post implementation of BSIV
Domestic mobility business witnessed an increase of
emission norms. The In-line pump system continues
3.4 percent, mainly driven by Powertrain Solutions
to be stable on account of demand from Tractor and
with increased demand from Commercial Vehicle
Genset segments. Bosch is continuously gearing
segment due to infrastructural projects, growth in
up to handle the customer requirements for the
FMCG and e-commerce, and demand in 3-Wheeler
upcoming BSVI emission norms implementation from
segment towards last mile connectivity solutions.
01.04.2020.
As the Company predominantly operates in
2 Wheeler business grew by 2.3 percent aided
manufacturing and trading of mobility solutions, through targeted product launches. During the year,
this constituted 84.8 percent of total sales for the the Company has started engineering activities for
Financial Year 2018-19. The Business beyond mobility, BSVI projects, which are due to be delivered by late
comprising of Industrial Technology, Consumer Goods 2019, for smooth transition into new emission norms.
and Energy and Building Technology, had a share of With the tailored product portfolio for the Indian
15.2 percent. Hence, the operating segment consists market, we are providing vehicle manufacturers
of “Mobility Business” (Automotive Products) and with local engineering competence - aiming towards
“Business beyond mobility” (Others). realizing the vision of nearly emissions - free mobility.

3.3.1 Operating Segment Further during the year, we also embarked upon
Mobility Business: challenging electrification programs, which will be
delivered to our customers in 2019. This will open
Powertrain Solutions up new stream of business for 2 Wheeler products in
The successful merger of the former Diesel Systems India.
and Gasoline Systems in early 2018 has given rise
to Powertrain Solutions with the aim to develop and Automotive Aftermarket
provide unmatched solutions to Automobile industry The Automotive Aftermarket division (AA) offers a
regardless of the energy source. This also helped in comprehensive range of spare parts for passenger
bringing synergy among two divisions and helped cars, commercial vehicles and 2-Wheelers for the
in standardization of processes and deployment of aftersales-market & OES (Original Equipment -
resources in a more productive manner. Spares). Automotive Aftermarket Division also offers
unit repair solutions as well as vehicle repair solutions
The Powertrain Systems division offers an extensive especially for Passenger Cars & 2-Wheelers including
range of energy efficient, eco - friendly fuel injection diagnostic for independent aftermarket. The product
systems for applications ranging from passenger cars portfolio consists of Bosch manufactured products
and all kinds of commercial vehicles and agricultural like Fuel Injection Equipment & Spares, Spark Plug,
equipment to large - scale industrial power - Braking Parts and Filter, as well as products &
generation units. It focuses primarily on the common- services like Battery, Starter Generators, Lubricants,
rail system, which comprises of a high - pressure Comfort Electronics, Wiper Blades and Lubricant
injection pump, rail and various injectors. developed and manufactured by other manufacturers.

The general market sentiment was buoyant in CV The Automotive Aftermarket division is the largest
segment due to growth in infrastructure and higher Independent Aftermarket (IAM) network in India.
sales in tractor segment driven by good monsoon and During the year under review, the Division grew by 6.5
new launches having targeted products manufactured percent.
by the Company led to the growth of Powertrain
Systems business by 2.4 percent over the previous
44 | Directors’ Report including Management Discussion and Analysis | Annual Report 2018-19

The division released simplified business development partner or a buyer for opening up additional
policy in 2018 towards customer centric initiative growth potential and enabling further expansion of
which was very much acknowledged by distributors. international presence. The proposed re-alignment
The division has more than 87,000 customers in would enable the global PA business additional
BRO (Bosch Rewards On Orders), a retailer binding growth opportunities.
program and more than 55,000 customers in Bosch
UKU (Ustadon Ke Ustaad) Program, a program for The PA Business in India (“PA-IN”) constitutes
Independent Repair workshop for Commercial Vehicle approximately 1.4 percent of the total business of the
segment which creates demand for Bosch range of Company. The sale of PA-IN will allow the Company
parts across all vehicle segments. The division also to sharpen its focus on transformation of the Bosch
worked in transparent and digital reimbursement Group and its future digitalization strategy, including
of eligible 2nd Trade Level customers (Retailer & the internet of things and to pool its resources
Bosch Service Partners) incentives directly to the accordingly. The sale of PA-IN business may enable
customer’s account through NEFT. the Company to increase the overall profit margin.

Business beyond Mobility:


The Business beyond Mobility has grown by 17.9 Consumer Goods - Power Tools
percent; which was driven predominantly by Power The Power Tools business comprising corded and
Tool and Bosch Energy & Building Solution Division in cordless power tools, spares, accessories, digital
domestic market; which contributed to 91.3 percent measuring tools and high pressure washers witnessed
of total business beyond mobility during the year a growth of 13.8 percent.
under review as compared to 83.4 percent during the
The Division achieved 100 percent growth in terms
previous financial year. However, export sales of total
of Channel expansion to Tier 3 and Tier 4 markets.
business beyond mobility decreased by 39.2 percent
It aims at reducing the distance to its users and will
as compared to previous financial year.
continue to focus on improving their lives by providing
affordable solutions. Its focus on the loyalty program
Industrial Technology - Packaging Technology
and e-commerce channels for business would also
continue to be essential contributors to the overall
The Packaging Technology Division is a provider of business.
packaging solutions for the food and confectionery
industries. The range includes individual machines,
Energy and Building Technology (Building
end-to-end packaging system solutions and a
Technology, Bosch Energy & Building Solutions and
comprehensive service portfolio.
Thermo-technology)
Robert Bosch GmbH, the holding company, vide its Building Technology (Security Technology)
press release dated June 29, 2018 informed that it
The Building Technology division manufactures
intends to realign its Packaging Machinery Business
innovative products and solutions in the field of
(PA). The proposed slump sale of the India business
security, safety and communications primarily for
is a pre-requisite to be a part of the global
infrastructure and commercial applications. The
re-alignment.
portfolio includes video-surveillance, intrusion-
detection, fire-detection, public address and voice-
The Board of Directors of the Company, at their
alarm systems, access-control, building management
meeting held on May 21, 2019, have approved the
systems, professional audio and conference systems.
sale of Packaging Business, subject to the approval of
the shareholders.
The business achieved a growth of 8.8 percent over
the previous year, driven by orders in the verticals of
PA Business globally is characterized by tough
Transportation, Government, Oil and Gas. Futuristic
competition and cost pressure. Packaging technology
products like the new high Mega-Pixel Cameras,
is not a core Bosch business. Due to dependence on
Professional Audio speakers and Amplifiers and
PA global for technology and Intellectual Properties
localized Conference Systems that were introduced
(IP), local business cannot be run profitably on
were well received. During the year under review, the
standalone basis. Packaging division in India operates
exports continued to increase due to rise in demand
in a very competitive environment, competing with
of Fire Alarm Systems from SAARC customers.
Small and Medium Enterprise (SMEs) with structural
advantages. Even the margins in this business are
Bosch Energy & Building Solutions
very low. Hence, it has been thought fit to globally
re-align the said business by seeking a joint venture The division implements customized energy solutions
Annual Report 2018-19 | Directors’ Report including Management Discussion and Analysis | 45

Bosch Limited’s innovative energy solutions include reliable solar power plants
and customized energy efficiency solutions

in the solar energy and energy efficiency space for 3.4 Financial Performance and Condition
commercial and industrial clients for reduction of
Sale of products
energy consumption, costs and carbon footprint.
Sale of products grew by 5.1 percent over previous
The division achieved substantial growth of 63.6 year on a comparable basis and stood at Mio INR
percent over the previous year due to tailwinds from 117,818. The increase is attributable to better sales
stable market conditions and resumption in demand volumes in Powertrain Solutions division consisting of
compared to the previous year, combined with 2 Diesel and Gasoline powertrain products.
large solar project orders. The year under review
saw project completions for key clients (like Honda Sale of services
Motorcycle and Scooter India, Bangalore International
Airport, Bagmane Tech Park, Nilons’ Enterprises and Sale of services is marginally decreased by 1.7
Mysore Polymers & Rubber Products) for solar energy percent over previous year, mainly due to deferral of
and energy efficiency solutions. revenues as per Ind AS 115 - “Revenue from contracts
with customers”.
In the current fiscal year, the division is focusing
on consolidating the solar energy business with
Other operating revenue
implementations for captive power consumers and
scaling up the energy efficiency business with deeper Other operating revenue stood at Mio INR 2,120,
penetration of its established solutions in focus increased by 0.6 percent over the previous year.
customer sectors.
Other income

Thermo-technology Other income, which mainly comprises of mark-to-


market gains, profit on sale of marketable securities,
At the meeting of the Board of Directors held on
dividend and interest income, increased by 16.3
May 21, 2019, the Board has decided to close the
percent over the previous year. Income from net gain
“Thermo-technology Business”.
on financial assets measured at Fair Value through
This business was established in 2011 and has not Profit and Loss (FVTPL) was Mio INR 3,093 for
been profitable since the beginning in India. The the year under review as against Mio INR 2,185 in
overall revenue from this business is small and not previous year.
material. Considering the business competitiveness
and market attractiveness, the Company does not find Income from interest on bank and inter-company
this business viable. Overall, it is a highly fragmented deposits increased by 6.2 percent due to improved
market with very high competition from unorganized interest rates yielding higher returns.
players. The Company will continue to provide spare
parts and service for Thermo-technology Business Cost of materials consumed
offerings for the next 5 years. The cost of materials consumed as a percentage of
revenue increased from 53.9 percent to 55.3 percent
3.3.2 Revenue by geographical area during the year under review. The increase is mainly
The export sales of the Company decreased to 7.6 driven by commodity price and foreign exchange
percent to the total sales for the year under review as impact, offset by various cost reduction measures
compared to 9.2 percent during the previous financial undertaken by the across value chain including with
year. The Company’s exports, bulk of which were to suppliers.
Germany, China, Turkey, Brazil, Bangladesh and UAE
decreased by ~12.0 percent as compared to previous Personnel cost
year majorly in Packaging Division, Powertrain Personnel cost as a percentage of revenue decreased
Solutions, Building Technology and Thermo from 11.6 percent to 11.2 percent during the year
Technology Divisions. under review. This is attributed to continuous
productivity improvement measures and reduced
depth of production of new generation products.
46 | Directors’ Report including Management Discussion and Analysis | Annual Report 2018-19

The Company continues to focus on rationalizing INR 21,569 was utilized for the purpose of buyback of
its workforce based on its business needs in a equity shares.
fair manner, while sustaining productivity and
competence. Other Reserve
Other Reserve increased from Mio INR 7,210 to Mio
Depreciation and amortization INR 8,050 mainly due to change in the fair value of
The depreciation charge for the year under review equity investments valued in line with Ind AS.
was Mio INR 4,045 as against Mio INR 4,672 during
the previous year ended March 31, 2018. The higher Shareholders’ fund
depreciation in previous year is attributable to The total Shareholders’ fund decreased to Mio INR
new investments for expansion of new generation 91,262 as on March 31, 2019 from Mio INR 99,813
products at facilities situated in Bidadi (Karnataka) as on March 31, 2018, mainly due to utilization of
and Nashik (Maharashtra). general reserves for the purpose of buyback during
the year under review; which is further offset by
Provision for Tax profits during the year under review.
Tax Expense represents a net charge of Mio INR 7,430
in the year under review, as compared to Mio INR Fixed assets – capital expenditure
6,698 in the previous year. The effective tax rate for The gross fixed asset value (including Capital Work-In-
the year under review was 31.7 percent as compared Progress) as on March 31, 2019 was Mio INR 33,269
to 32.8 percent in the previous year due to tax refund compared to Mio INR 27,629 as on March 31, 2018.
relating to earlier years.
The Company made capital investments of Mio INR
Profit After Tax (PAT) 5,975 during the year under review in addition to
Profit after tax increased by 16.6 percent to Mio Mio INR 4,600 invested during previous year. Major
INR 15,980 in the period under review from Mio INR investments were made towards development of
13,708 in previous financial year. Bidadi Phase II and Adugodi Phase II in Karnataka.

Other Comprehensive Income Investments


The investment in equity securities is classified as The total investments (excluding investment in
financial assets through other comprehensive income property) as on March 31, 2019 decreased to Mio INR
as per the requirements of Ind AS 109. The changes 40,361 as against Mio INR 52,228 as on March 31,
in fair value of equity securities is recognized under 2018 mainly for the purpose for funding the buyback
other comprehensive income. Accordingly, the impact of the equity shares during the year under review.
of Mio INR 997 (net of taxes) during the year under
review is mainly contributed by increase in fair value Working capital
of those investments. Inventories

Earnings per Share (EPS) Inventory as on March 31, 2019 increased by 17.8
percent to Mio INR 14,443 from Mio INR 12,258 as
EPS (basic and diluted) of the Company for Financial
on March 31, 2018 mainly due to lower inwarding
Year 2018-19 was INR 525 per share as against INR
from OEMs (Original Equipment Manufacturer) in
449 in FY 2017-18.
Automotive segment; as an effect of production
cuts in order to liquidate dealer inventory in the last
Share capital
quarter of the year under review.
As on March 31, 2019, the Authorized Share Capital
comprises of 38,051,460 Equity Shares of INR 10 Trade receivables
each. The issued, subscribed and paid-up capital is
Trade receivables as on March 31, 2019 decreased
Mio INR 294.94 divided into 29,493,640 equity shares
to Mio INR 15,675 as against Mio INR 16,156 as on
of INR 10 each. During the year under review, the
March 31, 2018 mainly due to reduction in turnover
Company had a buyback of 1,027,100 equity shares of
during the last quarter of the year under review. This
INR 10 each.
is further supported by improved collections against
overdue receivables in retail market customers of
Reserves & Surplus
other divisions.
Reserves & Surplus as on March 31, 2019 stood at
Mio INR 82,917, which includes retained profits of However, there is an increase of 4 days in Debtor
Mio INR 82,491. During the year under review, Mio Turnover Ratio due to delay in collections from export
Annual Report 2018-19 | Directors’ Report including Management Discussion and Analysis | 47

customers (SAARC countries), higher project billings bagging the national level award.
with long collection period to infrastructure projects
from building technology division and Machine building The Company, through its Integrated Talent Management
projects in packaging division. initiatives, continued to enable learning, networking and
collaboration by emphasizing on cross entity movement
Cash and Bank balances between different Bosch legal entities enabling holistic
development and encouraging integration across
The total cash and bank balances as on March 31, 2019
different entities/locations.
was Mio INR 12,527 (including cash and cash equivalent
of Mio INR 2,032), compared to Mio INR 18,878
Industrial Relations (Employee Relations)
(including cash and cash equivalent of Mio INR 3,633) as
on March 31, 2018. Industrial Relations in all plants generally remained
Key Ratios: cordial during the year under review. Transitioning from
‘Industrial Relations’ to ‘Employee Relations’, a more
Ratio 2018-19 2017-18 focused approach on increased Employee Engagement
and increased collaboration between various plants,
Debtor Turnover Ratio (in days) 49 45 corporate departments and amongst all level of
Inventory to Sales Turnover Ratio employees was continued. The Company continues to
41 39
(in days) deal with the said matters in a fair and firm manner in a
Interest Coverage Ratio (percent) ¹ NA NA journey towards “Fit for Future”.

Current Ratio 1.6 1.8 During the year under review, increased connect with
Debt Equity Ratio (percent) ¹ NA NA Government and statutory bodies, Engagement calendar,
Operating Profit Margin (percent) 14.3% 13.7% Compliance checklist, self-audits and cross audits, etc.
were continued to strengthen Employee Relations.
Net Profit Margin (percent) 13.0% 11.5%
Return On Capital Employed (ROCE) The Company has received appreciations from its
18.2% 17.0%
(percent) various customers for its best practices and approach
Return On Net Worth (RONW) in Employee relations with a clear focus on engagement
15.6% 14.8% and trust building.
(percent)²
Working Capital (No. of days) 72 79
3.6 Internal Audit and Internal Financial Controls
No. of Employees (average) 9,410 9,517
The Company has an Internal Audit function. The
¹The Company does not have any interest bearing debts, borrowings or
long term liabilities.
Internal Audit department provides an appropriate
²RONW increased due to higher PAT contributed by increase in turnover, level of assurance on the design and effectiveness of
cost efficiency measures and one time Gratuity impact in the previous internal controls, its compliance with operating systems
year. and policies of the Company at all locations. Based on
the internal audit report, process owners undertake
3.5 Human Resource Development and Industrial corrective actions in their respective areas and thereby
Relations strengthen the controls. Significant audit observations
and corrective measures thereon are presented to the
Human Resource Development Audit Committee.
During the year under review, Human Resources (HR)
continued its transformation initiatives, in a volatile The Company has an effective and reliable internal
and uncertain business environment, to cater to the financial control system commensurate with the nature
organizational requirements. of its business, size and complexity of its operations.
The internal financial control system provides for
The Company has collaborated with the global well-documented policies and procedures that are
organization ‘Great Place to Work’, in its endeavor to aligned with Bosch global standards and processes,
become a great place to work. The objective is to bring adhere to local statutory requirements for orderly and
about a High Performance Culture and Ownership and efficient conduct of business, safeguarding of assets,
build a High Trust Culture of collaboration and thereby detection and prevention of frauds and errors, adequacy
achieve Organizational Objectives. and completeness of accounting records and timely
preparation of reliable financial information. This also
The Company continued its efforts to foster and identifies opportunities for improvement and ensures
drive younger generation towards future leadership. that good practices are imbibed in the processes that
The Company was again recognized at the National develop and strengthen the Internal financial control
Competition for Young Managers 2018 conducted by system and enhances the reliability of the Company’s
the All India Management Association with the Company financial statements.
48 | Directors’ Report including Management Discussion and Analysis | Annual Report 2018-19

The Audit Committee reviews the internal audit plan, Other key areas of focus emerging from MOVE Summit
adequacy and effectiveness of the internal control was Asset Utilization and use of Analytics in Mobility.
system, significant audit observations and monitors To cater to these new age businesses we have created
the sustainability of remedial measures. It also reviews agile project houses, both on Electrification and Mobility
functioning of the Whistle Blower mechanism and Services to understand the local requirements and use
reviews the action taken on the cases reported. the global expertise to provide localized solutions for
the Indian market. These project houses being a step
The efficacy of the internal checks and control systems is towards future-proofing of the Company will need time to
validated by self-audits and verified by internal as well as translate to mature businesses.
statutory auditors.
3.8 Risks and Concerns
3.7 Opportunities and Threats The Company follows a specific, well-defined risk
management process which is integrated with its
The Indian economy saw a slowdown in the last quarter
operations, for identification, categorization and
of 2018 and first quarter of 2019 –due to uncertainty
prioritization of operational, financial and strategic
in the market, mainly due to the impending general
business risks. Across the organization, there are teams
elections coupled with the liquidity crisis. This resulted
responsible for the previously mentioned processes who
in high inventory at the OEMs and dealers. Now, with a
report to the Senior Management.
stable pro-reform government back in power pursuing
a fiscal consolidation path, the pickup in growth is
expected to be gradual. But the overall direction is clear, The Risk Management Committee headed by
development being the top priority, the opportunities Mr. Soumitra Bhattacharya, Managing Director, reviews
for the fast adoption of technology in India is certain. the effectiveness of the process at regular intervals.
Upgradation of infrastructure being the fundamental
foundation for development, this is an opportunity for
Following are the major risks and mitigation measures:
the company’s Beyond Mobility divisions dealing in
domains like Building Technology and Consumer Goods
(Power Tools). 1. Disruptive norms:
Automotive industry is in the midst of changes like
In the mobility scenario, the various initiatives of NITI BSVI, and Electrification. These are considered by the
Aayog and Ministry of Road Transport and Highways e.g. Company as one of the major risk.
MOVE – the Global Mobility Summit, where stakeholders
from across the sectors of mobility and transportation (a) Shift to BSVI: The jump from BSIV to BSVI in a
gathered to co-create a public interest framework to short span of about 3 years, the pace of change and
revolutionize transport – shows the importance of the short time duration for preparedness
Mobility as a topic for India. are challenging. Shift to BSVI products, which are
largely based on imports, in the initial years, and
From the various pronouncements of the government have low replacement requirements in the
and its agencies, it is clear that reducing the oil bill Aftermarket, may have an adverse financial impact
is of paramount importance and thus electrification on the Company. The Company is currently working
in mobility is the way forward. While we are working on customer project acquisitions and measures are
closely with OEMs in various concurrent projects to being enforced to minimize the financial impact.
deliver the BSVI mandate, electrification also opens up
new opportunities and challenges in the mobility space. (b) Electrification: There has been a lot of discussion
FAME 2 (Faster Adoption for Manufacturing of Electric on electrification by various stakeholders
and Hybrid Vehicles) has been announced providing including the Government, OEMs and auto
incentives for all EVs and promoting EV infrastructure. component manufacturers. The technological
Also, there are indications that GST for EV will be dominance, which the Company currently has in the
reduced to 5% from 12%. These steps clearly show the auto component industry, might not be available
impetus given to create a demand for EVs in the country. once electrification has its way into the industry.
However, the Company, being a global end-to-end
Two and three-wheelers, will be the early adopters of solution provider, has its own advantage and is
electrification. This will gradually move towards fleet working closely with some of the top customers in
passenger cars, but the Internal Combustion Engine the industry.
(ICE) will continue to be the dominant technology
in the remaining segments. Bosch with its focus on 2. Competition: The Company operates in a highly
environment, continues research and improvements in competitive environment due to which there are
diesel technology and applications; and has been able to risks of pressure on pricing, loss of market share
achieve even lower emissions than what is mandated. due to de-risking from some customers, judicial
changes and increased import content. Spurious
Annual Report 2018-19 | Directors’ Report including Management Discussion and Analysis | 49

parts and cheap imitations continue to put pressure higher TCO (total cost of ownership). Increase in fuel
on existing market share, primarily for Automotive prices, rise in third party insurance charges, coupled
Aftermarket and Power Tools divisions. with NBFC financial crisis and low employment rate
would lead to poor market sentiments. Thus, FY2019-20
The Company, as a strategy, localizes products over looks to be of muted growth at best, if not negative.
a period resulting in reduction of price of the
products and consequent increase in the market 4. Manufacturing Facilities
share. Respective business unit teams undertake
a comprehensive competitor analysis periodically 4.1 Bengaluru (Karnataka)
to evaluate competitors’ strategies vis-à-vis, our own The 68 year old Bengaluru plant transforming itself
products and services and define our counter into a lean and agile plant with the vision statement of
strategic and marketing plans. ‘We Shape the Future’ is now looking beyond at being
a market leader with technology & digitalization as the
3. Industrial Relations (IR): IR-related risks continue on
pillar. The new vision to aid this strategy is ‘WE LEAD’,
account of surplus capacity at the Company’s
which was launched as the direction until 2021. This
Powertrain systems plants and high lead time for
Plant has the manufacturing facility for the 93 year old
wage settlement. These include possible risks arising
product ‘A Pump’ which is still going strong in the tractor
from stoppage of production and/or leading to
and diesel genset segments of Automotive Market & the
unpredictable cost structure and/or possible lay-off.
Single Cylinder PF Pumps. During the year under review,
The Company adopts more focused continuous the plant achieved a milestone of manufacturing its 20th
action plan for wage settlement, offers attractive million A-pump & marked the highest sales number of
voluntary retirement schemes, Firm and Fair 1.05 million in 2018.
approach for settlement with contract labour and
implement “selected” industry best practices. As The plant has implemented an intensive System
continued process in building capability initiative, Continuous Improvement Process for improving and
special trainings were conducted on Employee sustaining quality and remaining cost competitive. With
Relations and adding value to Front line leadership this as a blueprint, the restructuring of machinery and
development in the plant. equipment together with focus on increasing operational
efficiency on the shop floor have made value streams
4. Heavily auto sector dependent: About 85 percent of even leaner. Additionally, the plant is using low cost
the business is dependent on the auto sector. automation solutions for process optimization and
Performance of the Company, therefore, is reduction of manual effort resulting in better quality and
dependent on this sector’s growth. speed in the value chain. With all these restructuring
measures, the plant with its men & machines will get
5. Economy/Industry: The automotive industry is going shifted to Bidadi (Phase II) by Q2 2019.
through a rough patch currently due to various
issues like lower demand, tight liquidity crunch, 4.2 Bidadi (Karnataka)
high fluctuations in customer demand and in general Being one of the youngest manufacturing plants,
slowdown due to general elections. Even though Bidadi is progressing towards being a pioneer in I4.0
most of these are likely to be temporary, it could Solutions & low cost automation solution. House to
impact the Company in short and mid-term. the common rail pumps, high-pressure rails & common
rail single cylinder pumps the strategy is to be a
3.9 Outlook benchmark manufacturer in terms of quality & cost
In the near term, the downtrend in the automotive which is driven by the new vision ‘WE LEAD’. Many
market with high inventory built-up in the pipeline is COBOTS (Collaborative Robots) in manufacturing aid
a definitive threat. With the ongoing slowdown in the in simultaneously achieving two targets: significant cost
market and multiple manufacturers regulating their reduction & improving quality by eliminating human
production, we perceive a very conservative outlook errors.
of this sector. Though empirical evidence in the past
suggests a pre-buy in the market before implementation The plant also has a ‘Carbon Neutral-2030’ strategy to
of regulatory changes like the BSVI changeover. However, reduce the carbon footprint. The solar power capacity
in the current market scenario there is a high uncertainty has been upgraded to 8.7 MWp in the year under review.
on a pre-buy. With a definitive deadline in place for BSVI Apart from which numerous tree plantation and usage of
implementation, the OEMs will be looking forward to LNG are in place to make the plant greener.
exhausting their complete inventory and not carrying
over inventory of obsolete technology. Furthermore, the The plant has commenced lake rejuvenation project in
implementation of safety and emission norms will also the area adjacent to its facilities.
lead to increase in the cost of the vehicle resulting in
50 | Directors’ Report including Management Discussion and Analysis | Annual Report 2018-19

With the manufacturing facilities and people getting The year under review witnessed an increase in the
shifted from Bangalore plant to Bidadi plant by Q2’2019, turnover mainly due to higher demand from OE and
Bidadi will become the single plant for Powertrain Independent Aftermarket segments.
system products in Karnataka.
Focusing on improving cost competitiveness, productivity
4.3 Nashik (Maharashtra) improvement projects were implemented in addition to
Nashik plant manufactures the Common Rail Injectors safety and quality improvement programs.
(CRI) and components including nozzles for both
common rail and conventional diesel injectors. During During the year under review, Machine building division
the year under review, the plant successfully transferred and manufacturing of automotive service solutions were
the production facility of Conventional Injectors (NHA) relocated from the Bengaluru plant to Naganathapura
to Jaipur plant. Additional capacity was added for CRI plant.
product by relocation of a high volume line from Bosch
Turkey plant. Nashik plant celebrated the production 4.6 Verna (Goa)
of 25th million CRI and became the second largest The Verna plant provides a variety of applications and
manufacturer of CRI 2-16 injectors in the Bosch group solutions relating to packaging market in India and
globally. SAARC countries. The products and solutions of the
plant also have good presence in Africa.
During the year under review, the Nashik plant continued
its endeavor to use renewable source of energy. The During the year under review, Verna plant executed many
plant has an overall capacity of 13 MWp of solar energy challenging projects, made successful product transfers
generation. The plant is the first Bosch plant in India and and took big steps in Horizontal Form, Fill & Seal product
fifth worldwide to receive ISO 50001:2001 certification line. The plant also introduced new products like SVI
for Energy Management. 4000WR and BVK 1200 in the market.

Focusing on behavior based safety, reduction of first aid


4.7 Gangaikondan (Tamil Nadu)
cases and capturing and working on near miss incidents,
the plant recorded a “zero accident” year. The plant Situated at Tirunelveli, Tamil Nadu with a 6,200 sq.
was awarded by CII for the Manufacturing excellence meters of built-up area, the state-of-the-art Gangaikondan
practices of Industry 4.0. plant is the Powertrain Solutions plant in India catering
to the needs of growing Gasoline automobile market
4.4 Jaipur (Rajasthan) (both four and two-wheelers) in India. This plant was
The Jaipur plant produces Distributor (VE) Mechanical inaugurated in 2015 and achieved a break-even during
and Electronic Diesel Control Pumps used in Light and the year under review.
Heavy Commercial Vehicles, Sports and Multi-Utility
Vehicles and tractors. Relocation of manufacturing The plant mainly produces Powertrain Sensor products,
of Conventional Injectors from Nashik to Jaipur was Air Management products, Fuel supply Modules, Fuel
successfully completed during the year under review. Injection products for Gasoline vehicles. Year on year, the
These are used in both on-highway and off-highway plant has increased its output by 30 percent and is ready
applications including Light and Heavy Commercial to face the market demands.
Vehicles, Locomotives, Tractors and Gensets.
4.8 Chennai (Tamil Nadu)
Growth in the domestic LCV and tractor markets resulted
in good turnover in spite of reduction in other OE The Power Tools facility admeasuring approximately
volumes due to implementation of BSIV Emission Norms 8,500 sq. meters is located at Indospace Industrial
with effect from April 01, 2017. Park, Orgadam, Tamil Nadu. At present, the facility cater
mainly to the Indian and SAARC markets. It primarily
The plant is the first Bosch plant in India to win the manufactures Small Angle grinders, Large Angle grinders,
“National Safety Award” in two categories, ‘Accident Marble cutters, Blowers, Drills and two-kg Hammers,
free year’ and ‘Lowest Average Frequency Rate’ from along with their motors. The plant produces Blowers for
the Government of India in September 2017. The plant the entire global market.
also won other awards including CII Lean Award for lean
manufacturing.
The plant was accredited with Power Tools plant
4.5 Naganathapura (Karnataka) excellence award for the second consecutive year as
well as best improving plant within the Power Tools
The Naganathapura plant produces Spark Plugs, a international network.
product produced by the Bosch group for over a century.
Annual Report 2018-19 | Directors’ Report including Management Discussion and Analysis | 51

5. Information Technology (IT) trainings and support, building the competent pool
of CIP Coordinators and recognition of outstanding
The Company is working towards making the IT system
contributors.
robust to support operational efficiency, quick decision
making and ensuring quality customer experience.
During the year, the Company continued to enhance its 6.2 Bosch Production System (BPS)
IT infrastructure to facilitate better internal as well as
One of the Strategic focus points from the “We are
external communication, by introducing various IT tools.
Bosch” statement is efficient processes, lean structure,
high productivity, secure and increase in value of
After the smooth rollout of GST last year, during the year
the Company. To augment Operational excellence,
under review, the Company has further upgraded its IT
People competency on Lean has been given adequate
systems for centralized tax returns (GSTR1 and GSTR2),
attention. Technical and Commercial Plant Managers
apart from incorporating changes based on the GST
were given insights on Improvable System approach so
notifications on ongoing basis.
that Business KPR’s can be achieved on a sustainable
basis. “Learn by doing” workshops for Value stream
The Company is already using industrial IoT (Internet
Managers were conducted at Gemba to bring “Stability
of Things) and Industry 4.0 concepts and now plans to
in processes”. Boot camps to qualify BPS Assessors and
scale up this initiative to improve efficiency and quality.
Cross assessments have improved the understanding of
Lean concepts. At the same time Learning and Sharing
In order to ensure our competitive edge and leverage
among plants has become the norm. BPS day for RO-IN
market opportunity with emerging business models,
plant was conducted in Bangalore in May 2018.
Digital Transformation initiative was launched. This will
lay thrust on various digital solutions and technology,
thereby generating revenue through new business All these activities have supported us in moving swiftly
channels, drive competitiveness through process up the ladder of Excellence. KPR’s on Lead time,
automation and focus on transformation of the workforce inventory, productivity and delivery performance have
from ‘Digital Naïve’ to ‘Digital Native’. improved significantly over the previous year.

The Company is providing topmost priority for Bosch had also been adjudged the Winner in 3 categories
information security to insulate the Company and its organized by CII on “Lean implementation at Value
operations from external threats, including cyber attacks. streams” in Bengaluru in May 2018.
The Company has put in place comprehensive measures,
to provide organizational and technical protection against 7. Business Excellence
system outages, data loss, and data manipulation. In
Striving for excellence has been the Company’s strategic
expanding our privacy and IT security organization, we
focal point, which will help to succeed. We measure
are equipping ourselves for the growing requirements of
ourselves against our strongest competitors, we are Agile
the National Privacy Regulation and EU’s General Data
and accurate. With efficient processes, lean structures,
Protection Regulation.
and high productivity we intend to secure and increase
the value of the Company. Through Business excellence
The implemented measures include mandatory
we are aiming at increasing our overall organizational
documentation, awareness campaigns and risk based
efficiency to fuel our future growth.
security audits.

6. Change Initiatives 8. Awards and Recognition


During the year under review, the Company won several
6.1 Continuous Improvement Process (CIP)
awards for excellence. Few such awards are:
Structured CIP deployment and review by Senior
Leadership in 2018 helped in the increase of number of • Supplier Support Award from Mahindra Swaraj
suggestions per employee by 19 percent and number of
Shop Floor CIPs / Lernstatt’s by 12 percent over 2017 • Customer Driven Six Sigma Project recognized by
leading to CIP savings increase by 40 percent. Ford India – Nashik Plant

• “Growth Through Comprehensive Excellence” at


For 2019, emphasis has been laid for making CIP as part the Maruti Suzuki Vendor Conference
of Corporate Culture and the same has been addressed
by rolling-out CIP approach from 2019 onwards. This • “Best Supplier Award” by VECV at the Annual
will support in addressing various important cultural Supplier Conference 2018
aspects of CIP viz. regular review by Leadership,
enabling associates at different levels by means of • Landmark Purchase Agreement with Hero
MotoCorp Ltd (HMCL)
52 | Directors’ Report including Management Discussion and Analysis | Annual Report 2018-19

• TKML 0 PPM Award for 2017 of time with effect from September 25, 2018. The Board
places on record its sincere appreciation for the valuable
• “Best Supplier Award” by TMTL at the Annual guidance provided by Ms. Karnad during her tenure as
Supplier Conference 2018 Director of the Company.
• Leading EPC – Solar Rooftop Award
The Board of Directors, on recommendation of the
• National Safety Award from Govt. of India – Jaipur Nomination & Remuneration Committee and subject to
Plant the approval of the shareholders, appointed
Dr. Gopichand Katragadda as an Additional Director
• “GOLD Award” in ICQCC-2018 Singapore designated as an Independent Director for a term of 5
years with effect from December 04, 2018.
• Bajaj Quality Award – Gangaikondan Plant
Mr. Bernhard Steinruecke and Mr. Bhaskar Bhat were
• Ashok Leyland Supplier SAMRAT Competition –
appointed as Independent Directors of the Company for
Nashik Plant
a period of 5 years with effect from April 01, 2014 to
• Quality Excellence Award from SMLI hold office upto March 31, 2019.

• Best Tech Award Supporting Energy Efficiency The Nomination & Remuneration Committee, on the
2018 basis of performance evaluation of Independent
Directors and taking into account the external business
• “Gold Award” from Greaves Cotton Limited
environment, the business knowledge acumen,
• CII-SR EHS Excellence Awards 2018 – Bidadi Plant experience and the substantial contribution made by Mr.
Bernhard Steinruecke and Mr. Bhaskar Bhat during their
• CO2 Energy Efficiency at Bosch EHS Award 2018 – tenure, has recommended to the Board that continued
Nashik Plant association of Mr. Bernhard Steinruecke and Mr. Bhaskar
Bhat as Independent Directors of the Company would
• Global Safety Award 2019: Gold category – Nashik be beneficial to the Company. Based on the above and
Plant performance evaluation of Independent Directors, the
Board of Directors recommend re-appointment of
• NSCI Safety Award 2018 – Jaipur Plant Mr. Bernhard Steinruecke and Mr. Bhaskar Bhat as
Additional Directors designated as Independent Directors
• Gold Award from Greaves Cotton Limited
of the Company, not liable to retire by rotation, to hold
• John Deere Award for New Product Development office for a second term of 5 consecutive years with
effect from April 01, 2019 till March 31, 2024, subject to
• John Deere Award for Commendable Performance the approval of the shareholders.
for India Business
Dr. Andreas Wolf was appointed as a Joint Managing
Director of the Company for a period from January 01,
9. Directors and Key Managerial Personnel 2017 to February 28, 2019.
9.1 Directors Retiring by Rotation
On recommendation of the Nomination & Remuneration
In accordance with the provisions of the Companies
Committee, the Board of Directors, at their meeting held
Act, 2013 and Articles of Association of the Company,
on February 13, 2019, re-appointed Dr. Andreas Wolf
Mr. Soumitra Bhattacharya (DIN: 02783243) and Mr.
as Joint Managing Director for a period of three years
Peter Tyroller (DIN: 06600928) retire by rotation at the
with effect from March 01, 2019 till February 28, 2022,
forthcoming Annual General Meeting, and being eligible,
subject to the approval of the shareholders.
offer themselves for re-election at the said Meeting.
The Company has received notice from Member under
Brief profiles of Mr. Soumitra Bhattacharya and Mr. Peter section 160 of the Companies Act, 2013, proposing
Tyroller form part of the Notice convening the 67th Annual candidature of Dr. Gopichand Katragadda, Mr. Bernhard
General Meeting of the Company. Steinruecke and Mr. Bhaskar Bhat for the office of
Director(s) of the Company at the forthcoming Annual
General Meeting.
9.2 Changes in the Key Managerial Personnel and Board
9.2.1 Board of Directors The following resolutions, in addition to re-appointment
of Mr. Soumitra Bhattacharya and Mr. Peter Tyroller,
Ms. Renu S. Karnad resigned from the Directorship of who retire by rotation, relating to the aforementioned
the Company due to other commitments and limitation
Annual Report 2018-19 | Directors’ Report including Management Discussion and Analysis | 53

re-constitution of the Board of Directors of the Company 9.3.1. Familiarization Programme for Independent
will form part of the Notice convening the 67th Annual Directors
General Meeting of the Company:
For details of programmes of familiarization of the

Independent Directors with the Company, their roles,
i. Appointment of Dr. Gopichand Katragadda as an rights, responsibilities in the Company, nature of
Independent Director for a period of 5 industry in which the Company operates, business model
consecutive years with effect from December 04, of the Company and number of hours please refer to the
2018. Corporate Governance Report.
ii. Appointment of Mr. Bernhard Steinruecke
as an Independent Director for a second term of 5 9.4 Performance Evaluation of Directors
consecutive years with effect from April 01, 2019.
In line with the provisions of the Act and the Listing
iii. Appointment of Mr. Bhaskar Bhat as Regulations, the Board has carried out an annual
an Independent Director for a second term of performance evaluation of its own performance, its
5 consecutive years with effect from April 01, Committees and individual Directors.
2019.
iv. Re-appointment of Dr. Andreas Wolf as Joint For details of the performance evaluation including
Managing Director for a period of 3 years with evaluation criteria for Independent Directors, please refer
effect from March 01, 2019. the Corporate Governance Report.

Brief profiles of Dr. Gopichand Katragadda, Mr. Bernhard 10. Board Meetings
Steinruecke, Mr. Bhaskar Bhat and Dr. Andreas Wolf form
part of the Notice convening the 67th Annual General During the year under review, five meetings of the Board
Meeting of the Company. of Directors were held. The particulars of the meetings
and attendance thereat are mentioned in the Corporate
9.2.2 Key Managerial Personnel Governance Report.

Mr. Anuj Sharma resigned as Compliance Officer (interim)


with effect from November 04, 2018. The Board of 11. Corporate Social Responsibility (CSR) Committee
Directors, on the recommendation of the Nomination & and Initiatives
Remuneration Committee, appointed Mr. Rajesh Parte Consequent to changes in the Board of Directors during
(ACS 10700) as the Company Secretary and Compliance the year under review, the CSR Committee was
Officer with effect from November 05, 2018. re-constituted by inducting Mr. S.V. Ranganath and
Dr. Gopichand Katragadda as members. As on the date
As on the date of this report, the following have of this report, the CSR Committee comprises of
been designated as the Key Managerial Personnel of Mr. Bhaskar Bhat (Independent Director) as its Chairman
the Company pursuant to Section 2(51) and 203 of and Ms. Hema Ravichandar (Independent Director),
the Companies Act, 2013 read with the Companies Mr. S.V. Ranganath (Independent Director),
(Appointment and Remuneration of Managerial Dr. Gopichand Katragadda (Independent Director),
Personnel) Rules, 2014: Mr. Soumitra Bhattacharya (Managing Director) & Dr.
Andreas Wolf (Joint Managing Director) as its members.
• Mr. Soumitra Bhattacharya - Managing Director
The CSR Committee oversees the Company’s CSR
• Dr. Andreas Wolf - Joint Managing Director initiatives.
• Mr. Jan-Oliver Röhrl - Executive Director
• Mr. S.C. Srinivasan - Chief Financial Officer & Alternate The Board of Directors have adopted a CSR Policy in
Director designated as a Whole-time Director line with the provisions of the Act. The CSR Policy,
inter-alia, deals with the objectives of the Company’s
• Mr. Rajesh Parte - Company Secretary & Compliance
CSR initiatives, its guiding principles, thrust areas,
Officer
responsibilities of the CSR Committee, implementation
plan and reporting framework.
9.3 Independent Directors
All the Independent Directors have given a declaration to Some of the key CSR initiatives during the year under
the Company that they meet the criteria of independence review include the following:
prescribed under section 149(6) of the Companies
Act, 2013 (the Act) and SEBI (Listing Obligations and New projects:
Disclosure Requirements) Regulations, 2015 (Listing • Bosch’s support for Lalbagh Botanical Garden in
Regulations). Bengaluru began including the installation of Smart
54 | Directors’ Report including Management Discussion and Analysis | Annual Report 2018-19

Parking facility, 8 Aerators in the Lalbagh Lake, 200 Company Secretary of the Company is the Secretary of
waste bins for dry and wet segregation at source and the Committee.
Solar Power Plants saving 20 tons of CO2 every year.
During the year under review, the Board accepted all the
• Rejuvenation of the Shanumangala Lake in
recommendations of the Audit Committee.
Bidadi.
• Development of Model I.T.I. (Skill Development Details of the roles and responsibilities, particulars of
Center) in Government ITI, Diary Circle Bengaluru meeting and attendance thereat are mentioned in the
Corporate Governance Report.
Sustainability and scalability of existing projects:
13. Subsidiary, Associate and Joint Venture Companies
• BRIDGE: 20,000 less-educated youth trained and
placed through 250 BRIDGE Centers across India. 13.1 Subsidiary Company
• 25 RO Plants in Jaipur.
MICO Trading Private Limited (MTPL)
• 14 Check Dams in Nashik.
The Company has only one subsidiary viz., MICO Trading
• Akshaya Patra Kitchen in Jigani: 25,000 meals cooked Private Limited. The financial performance of MTPL is as
per day (from 15,000 last year). under:-
• CHDP interventions in 300 Government schools. [TINR]

Collaboration and Partnerships: Particulars FY 2018-19 FY 2017-18

• Partnership with Tata Steel and Indian Oil-led Skill Total Revenue 67 68
Center to run the BRIDGE program in Jamshedpur Profit/(Loss) before tax 6 (51)
and Hyderabad respectively.
Profit/(Loss) after tax 6 (51)
• Bosch is now a non-funded Industry partner of
National Skill Development Corporation (NSDC) The Directors’ Report along with the Audited Statement
through which the BRIDGE program is scaled up at of Accounts of MTPL has been uploaded on the website
NSDC Centers. of the Company at www.bosch.in under the “Shareholder
• Bosch has also partnered with MEPSC (Management Information” section.
Entrepreneurship and Professional Skills Council) for
assessing the ‘Train the Trainer’ program. 13.2 Associate Company

Newtech Filter India Private Limited (NTFI)


Details of the CSR Committee meetings and attendance
thereat forms a part of the Corporate Governance The Company has one Associate Company viz., Newtech
Report. Filter India Private Limited. The Company holds 25
percent and Robert Bosch Investment Nederland B.V.
Annual Report on Corporate Social Responsibility holds 75 percent of the paid-up share capital of NTFI.
Activities of the Company is enclosed as Annexure ‘B’
(Page No. 61) to this Report. NTFI is the manufacturer of automotive filters, selling
their products to the Company, which further sells the
12. Audit Committee same to end customers.
Consequent to changes in the Board of Directors Aftermarket contributed to 72 percent of the product
during the year under review, the Audit Committee sales while 28 percent were attributed to OEM and OES
was re-constituted by appointing Mr. S.V. Ranganath channels in 2018-19.
(Independent Director) as the Chairman with effect
from November 05, 2018. As on the date of this report, The financial performance of NTFI is as under:
the Audit Committee comprises of Mr. S.V. Ranganath
[Mio INR]
(Independent Director) as its Chairman and Mr. V.K.
Viswanathan (Non-Executive and Non-Independent Particulars 2018-19 2017-18 % Growth
Director), Mr. Bernhard Steinruecke (Independent
Turnover 673 666 1%
Director), Mr. Bhaskar Bhat (Independent Director) &
Ms. Hema Ravichandar (Independent Director) as its Profit/(Loss) before tax 16 16 0%
members. PBT % on Turnover 2.4 2.4 0%

The Members of the Committee possess strong A separate statement containing the salient features of
Accounting and Financial Management knowledge. The the financial statement of the aforementioned Subsidiary
Annual Report 2018-19 | Directors’ Report including Management Discussion and Analysis | 55

and Associate is enclosed as Annexure ‘C’ (Page No. 66) from the Practicing Company Secretary, forms part of
to this Report. this Annual Report (Page No. 182).

13.3 Joint Venture Company 17. Risk Management


The Company has a well-defined Risk Management
The Company has executed a Joint Venture Agreement Policy. The Policy has been developed after taking
dated March 20, 2019 with Prettl India Private Limited, cognizance of the relevant statutory guidelines, Bosch
its Joint Venture partner, for incorporation of the new Guidelines on risk management, empirical evidences,
joint venture company for the purpose of carrying out stakeholders’ feedback, forecast and expert judgment.
the business of manufacturing/assembly and supply
of mechanical and electromechanical components and The Policy, inter-alia, provides for the following:
assemblies for automobile and non-automobile industry.
Accordingly, PreBo Automotive Private Limited was Risk Management framework;
incorporated on May 18, 2019 with its registered office
at Bengaluru. This Company is yet to commence its
business. (i) In-built pro-active processes within the Risk
Management Manual for reporting, evaluating
14. Remuneration Policy and resolving risks;
The Nomination & Remuneration Policy, inter-alia, (ii) Identifying and assessing risks associated with
provides for criteria and qualifications for appointment various business decisions before they
of Director, Key Managerial Personnel & Senior materialize. Take informed decisions at all levels
Management, Board diversity, remuneration to of the organization in line with the Company’s
Directors, Key Managerial Personnel, etc. This Policy risk appetite;
was amended at the Board Meeting held on February (iii) Ensuring protection of shareholders’ stake by
13, 2019 to amend the definition of Senior Management establishing an integrated Risk Management
Personnel and to provide that the remuneration Framework for identifying, assessing, mitigating,
payable to the Senior Management shall be placed monitoring, evaluating and reporting all risks;
before the Committee for recommending the same for (iv) Strengthening Risk Management through
approval of the Board. The Policy can also be accessed constant learning and improvement;
at the following link: https://www.bosch.in/media/
our_company/shareholder_information/2015/nomination_ (v) Adoption and implementation of risk mitigation
and_remuneration_policy.pdf measures at every level in order to achieve long-
term goals effectively and sustainably;

15. Particulars of Employees (vi) Regularly review Risk Tolerance levels of the
Company as they may vary with change in the
Disclosures pertaining to remuneration of employees and Company’s strategy; and
other details, as required under Section 197(12) of the
(vii) Ensuring sustainable business growth with
Act and rules framed thereunder is enclosed as Annexure
stability.
‘D’ (Page No. 67) to this Report.
In the opinion of the Board, there are no risks that may
threaten the existence of the Company.
The information in respect of employees of the Company
required pursuant to Rule 5 of Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, 18. Whistle Blower Policy/Vigil Mechanism
as amended will be provided on request. In terms of The Company has a Whistle Blower Policy, which
Section 136 of the Act, the Reports and Accounts are includes vigil mechanism for dealing with instances of
being sent to the Members and others entitled thereto fraud and mismanagement.
excluding the aforementioned particulars of employees,
which is available for inspection by the Members at the Details of the Whistle Blower Policy have been
Registered Office of the Company during business hours mentioned in the Corporate Governance Report. The
on any working day. Any member desirous of obtaining a Whistle Blower Policy has also been uploaded on
copy of the same may write to the Company at investor@ the website of the Company and can be accessed at
in.bosch.com. the following link: https://www.bosch.in/media/our_
company/shareholder_information/2018/whistle_blower_
16. Corporate Governance policy-3.pdf
A report on Corporate Governance in terms of the
requirements of the Listing Regulations and a certificate
56 | Directors’ Report including Management Discussion and Analysis | Annual Report 2018-19

19. Business Responsibility Report 22.2 Cost Audit & Cost Auditors
In terms of the requirements of Regulation 34(2) The Board of Directors, on recommendation of the Audit
(f) of the Listing Regulations, a report on Business Committee, appointed M/s. Rao, Murthy & Associates,
Responsibility in the prescribed format forms a part of Cost Accountants, Bengaluru (Registration No. 000065)
this Annual Report (Page No. 198). as Cost Auditors to audit the cost accounts of the
Company for the Financial Year 2019-20 in terms of the
20. Related Party Transactions provisions of Section 148 of the Act.

The Audit Committee accords omnibus approval to The Audit Committee has also received a Certificate from
Related Party Transactions which are in ordinary course the Cost Auditors certifying their independence and
of business, foreseen, repetitive in nature and satisfy the arm’s length relationship with the Company.
arm’s length principles. The Audit Committee reviews,
on a quarterly basis, the details of the Related Party In terms of the requirements of the said section, the
Transactions entered pursuant to the aforementioned members are required to ratify remuneration payable to
omnibus approval. Additionally, the Company obtains the Cost Auditors. Accordingly, resolution ratifying the
a half yearly certificate from a Chartered Accountant in remuneration payable to M/s. Rao, Murthy & Associates
Practice confirming that the related party transactions will form a part of the Notice convening the 67th Annual
during the said period were in ordinary course of General Meeting.
business, repetitive in nature and satisfy the arm’s length
principles. As per Section 148(1) of the Act, the Company is
required to maintain Cost Records. Accordingly, Cost
The details of Related Party Transactions under Section Records and Cost Accounts are duly maintained by the
188(1) of the Act required to be disclosed under Company.
Form AOC - 2 pursuant to Section 134(3) of the Act is
enclosed as Annexure ‘E’ (Page No. 69) to this Report. 22.3 Secretarial Auditor
Pursuant to the provisions of Section 204 of the Act,
The Company has framed a Policy for determining
and the Companies (Appointment and Remuneration of
materiality of Related Party Transactions and dealing
Managerial Personnel) Rules, 2014, the Company has
with Related Party Transactions. The Policy has been
appointed Mr. Sachin Bhagwat, Practicing Company
revised by the Board of Directors at their meeting
Secretary (Certificate of Practice No. 6029) to undertake
held on February 13, 2019. The said Policy is hosted
Secretarial Audit of the Company for the Financial
on the website of the Company and can be accessed
Year 2018-19. The Report of the Secretarial Auditor is
at the following link: https://www.bosch.in/media/
enclosed as Annexure ‘G’ (Page No. 72) to this Report.
our_company/shareholder_information/2019/rpt_policy_
amended.pdf
The Secretarial Audit Report does not contain any
qualifications, reservations or adverse remarks or
21. Energy Conservation, Technology Absorption, disclaimer.
Foreign Exchange Earnings & Outgo
The report in respect of conservation of energy, 22.4 Reporting of Fraud
technology absorption, foreign exchange earnings and
During the year under review, the Statutory Auditors,
outgo as required under Section 134 of the Act read
Cost Auditors and Secretarial Auditor have not reported
with Rule 8 of Companies (Accounts) Rules, 2014, as
any instances of fraud committed in the Company by
amended, is enclosed as Annexure ‘F’ (Page No. 70) to
its Officers or Employees to the Audit Committee under
this Report.
Section 143(12) of the Act, details of which needs to be
mentioned in this Report.
22. Auditors
22.1 Statutory Auditor 23. Directors’ Responsibility Statement
The shareholders at the 65th Annual General Meeting of
Pursuant to Section 134(5) of the Act, the Board of
the Company held on September 01, 2017 appointed
Directors report that:
M/s. Deloitte Haskins & Sells LLP (Firm Registration
No. 117366W/W-100018) as Statutory Auditors of the (i) in the preparation of the annual accounts, the
Company for a period of 5 years until the conclusion of applicable accounting standards have been
the 70th Annual General Meeting. followed along with proper explanation relating
to material departures;
The Auditors’ Report on the Standalone as well as
Consolidated Financial Statements for the Financial (ii) they have selected and consistently applied
Year 2018-19 is unmodified i.e. it does not contain any accounting policies and have made judgements
qualification, reservation or adverse remark. and estimates that are reasonable and prudent
Annual Report 2018-19 | Directors’ Report including Management Discussion and Analysis | 57

so as to give a true and fair view of the state of The post capital of the Company is Mio INR 294.94
affairs of the Company at the end of the financial consisting of 29,493,640 Equity Shares of INR 10 each.
year and the profit of the Company for that The present shareholding pattern is as under:
period;
% of the paid-up
Particulars No. of Shares
(iii) proper and sufficient care has been taken share capital
for maintenance of adequate accounting Promoter and Promoter Group 20,805,224 70.54
records in accordance with the provisions of the
Act for safeguarding the assets of the Company Others/ Public 8,688,416 29.46
and for preventing and detecting fraud and other
irregularities; 28. Extract of Annual Return
(iv) the annual accounts have been prepared on a The Extract of Annual Return as provided under Section
‘going concern’ basis; 92(3) of the Act and as prescribed in Form MGT-9 under
the Companies (Management and Administration) Rules,
(v) proper internal financial controls are in place 2014 is enclosed as Annexure ‘H’ (Page No. 74) to this
and that such controls are adequate and are Report. In terms of the requirements of Section 134(3)
operating effectively; and (a) of the Act, the complete Annual Return is available
(vi) proper systems to ensure compliance with the on the Company’s website and can be accessed at
provisions of all applicable laws were in place the following link: https://www.bosch.in/media/our_
and that such systems were adequate and company/shareholder_information/2019/mgt_7_website.
operating effectively. pdf

24. Details of Loans, Guarantees or Investments 29. Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013
Particulars of loans given, investment made or guarantee The Company has complied with provisions relating
given or security provided and the purpose for which the to the constitution of Internal Complaints Committee
loan or guarantee or security is proposed to be utilized under the Sexual Harassment of Women at Workplace
by the recipient of the loan or guarantee or security (Prevention, Prohibition and Redressal) Act, 2013. The
are provided in Note Nos. 6, 7 and 34 to the Financial information as regards the number of cases filed and
Statements. their disposal under this Act is given in the Business
Responsibility Report.
The particulars of loans/advances, etc., required to
be disclosed in the Annual Accounts of the Company 30. Secretarial Standards
pursuant to Para A of Schedule V of the Listing
Regulations are furnished separately. The applicable Secretarial Standards i.e. SS – 1 and
SS – 2, relating to “Meetings of the Board of Directors”
25. Deposits and “General Meetings”, respectively, have been duly
complied by the Company.
During the year under review, there were no deposits
accepted by the Company as per the provisions of 31. Cautionary Statement
Companies Act, 2013.
Statements in the Board’s Report and the Management
26. Material Changes and Commitments Discussion & Analysis describing the Company’s
objective, expectations or forecasts may be forward
There were no material changes and commitments looking within the meaning of applicable laws and
between the end of the year under review and the date regulations. Actual results may differ materially from
of this report affecting the financial position of the those expressed in the statement.
Company.
32. General

27. Buyback Your Directors state that no disclosure or reporting is


required in respect of the following items as there were
During the year under review, the Company bought no transactions/events on these items during the year
back 1,027,100 Equity Shares of face value INR 10 each under review:
representing 3.365 percent of the pre-buyback paid up
share capital of the Company for an aggregate of INR i. Issue of Equity Shares with differential rights as
21,569,100,000 (representing 24.999 percent of the paid to Dividend, voting or otherwise;
up share capital and free reserves of the Company on a ii. Issue of Shares (including Sweat Equity Shares) to
consolidated basis). Robert Bosch GmbH, the holding employees of the Company under any scheme;
company, also participated in the Buyback.
58 | Directors’ Report including Management Discussion and Analysis | Annual Report 2018-19

iii. Significant or material orders passed by the support received from them. The Directors would also
Regulators or Courts or Tribunals which impact the like to acknowledge the exceptional contribution and
going concern status and the Company’s commitment of the employees of the Company during
operations in future; the year under review.
iv. Voting rights which are not directly exercised by
the employees in respect of Shares for the
subscription/purchase of which loan was given by For and on behalf of the Board of Directors
the Company (as there is no scheme pursuant
to which such persons can beneficially hold shares
as envisaged under Section 67(3)(c) of the Act).
V. K. Viswanathan
33. Acknowledgements
The Directors express their gratitude to the various DIN: 01782934
Central and State Government Departments for their Chairman
continued cooperation extended to the Company. The Date: May 21, 2019
Directors also thank all customers, dealers, suppliers,
banks, members, and business partners for the excellent
Annual Report 2018-19 | Annexures to the Report of the Directors | 59

Annexure ‘A’ to the Report of the Directors


BOSCH LIMITED - DIVIDEND DISTRIBUTION POLICY

I. Background 1. Circumstances under which the shareholder


may not expect dividend
SEBI vide Notification No. SEBI/LAD-NRO/
GN/2016-17/008 dated July 08, 2016 amended The shareholder may not expect dividend,
the SEBI (Listing Obligations and Disclosure inter-alia, in the following circumstances, subject
Requirements) Regulations, 2015 by inserting to discretion of the Board:
Regulation 43A, requiring the top 500 listed
a. In event of loss or inadequacy of profit or
entities based on the market capitalization
cash flow.
(calculated as on March 31 of every financial
year) to formulate a Dividend Distribution b. Higher capital investments on account of
Policy. The Company, being one of the top 500 expansion of business, etc. by the Company.
listed Companies, has formulated this Dividend
c. Decision to undertake any acquisition,
Distribution Policy.
amalgamation, merger, takeover, etc.
requiring significant capital outflow.
II. Definition
d. Other business condition(s) in the opinion
Unless the context otherwise requires:
of the Board it would be prudent to plough
(a) ‘Act’ means the Companies Act, 2013 and back the profits of the Company.
includes the rules framed thereunder;
e. De-growth in the overall business.
(b) ‘Board’ means the Board of Directors of the
Company and includes any Committee f. The Company has been prohibited to declare
thereof constituted or to be constituted. dividends by any regulatory authority.

(c) ‘Company’ means Bosch Limited. g. Any other extra-ordinary circumstances.

(d) ‘Dividend’ shall have the meaning ascribed 2. Financial Parameters


to it under the Act and includes an Interim
Dividend but excludes Special Dividend. While determining the quantum of dividend
the Board of Director shall, inter-alia, consider the
(e) ‘Listing Regulations’ or ‘SEBI LODR’ means following financial parameters:-
Securities and Exchange Board of India
(Listing Obligations and Disclosure (i) Profit After Tax considering write-off of
Requirements) Regulations, 2015, including accumulated losses, exceptional and
any statutory modifications or extraordinary items, if any
re-enactments thereto. (ii) Accumulated reserves
(f) ‘Free Reserves’ shall have the meaning (iii) Cash flow and treasury position keeping in
ascribed to it under the Act. view the total debt to equity ratio
(g) ‘Policy’ means Bosch Limited - Dividend (iv) Earnings Per Share
Distribution Policy.
(v) Dividend Payout during the previous years
The words or expressions used but not defined
herein, but defined under Companies Act, (vi) Capital Expenditure
2013 or the Listing Regulations shall have the (vii) Contingent Liabilities
same meaning assigned therein.
Words in singular number include the plural and 3. Factors to be considered while declaring
vice-versa. dividend
The quantum of dividend is an outcome of due
III. Effective Date: deliberation by the Board considering various
The policy shall come into force from the date of Internal and External factors including, but not
approval of the Board of Directors i.e. February limited to:-
10, 2017. (i) Internal Factors
IV. Parameters (a) Business Forecast (near to medium term)
Dividend payout is contingent upon various (b) Earning stability
factors and their combination thereof, which
(c) Availability of liquidity
are enumerated below and the Board of
Directors shall before deciding the dividend (d) Accumulated Reserves
consider these factors in the best interest of the
(e) Working capital requirements of the
Company and its shareholders.
Company
(f) Capital Expenditure requirements of the
Company
60 | Annexures to the Report of the Directors | Annual Report 2018-19

(g) Investments in new line(s) of business VII. Disclosure:


(h) Expenditure on Research & Development of In terms of the requirements of the Listing
new products Regulations, this policy has been uploaded on
the website of the Company viz.,www.bosch.in
(i) Investment in technology
and will also form a part of the Annual Report of
(j) Acquisition of brands/businesses the Company.
(k) Replacement cost of end-of-lifecycle
products In case the Company declares dividend on the
basis of parameter in addition to the parameters
(ii) External Factors
stated in this Policy, such parameters will be
(a) Statutory provisions, legal requirements, disclosed on the website as well as in the Annual
regulatory conditions or restrictions laid Report of the Company.
down under applicable laws
VIII. General
(b) Prevailing macro-economic environment
This Policy is subject to revision/amendments
(c) Re-investment opportunities in accordance with the guidelines as may be
(d) Investor Expectations issued by the Ministry of Corporate Affairs, SEBI
or other regulatory authority from time to time,
(e) Prevailing taxation structure including any on the subject matter. Accordingly, the Company
amendments expected thereof. reserves the right to alter, modify, add, delete or
Dividend will generally be declared once a year, amend any of the provisions of this Policy.
after the approval of the Audited Financial Notwithstanding anything contained herein but
Statement and shall be subject to approval/ subject to the applicable laws, the Board may, at
confirmation of shareholders at the Annual their discretion revise, amend or modify the
General Meeting (AGM). In certain years and to policy, which they in their absolute discretion
commemorate special occasions, the Board may may deem fit.
consider declaring special dividend for its
shareholders. In case of any amendment(s), clarification(s),
circular(s), etc. issued by the relevant
Considering the above factors, the Company authorities, not being consistent with the
would endeavor to declare a dividend (excluding provisions laid down under this Policy, then
any special dividend or a payout in the form of a such amendment(s), clarification(s), circular(s),
one-time/special dividend) resulting in a pay-out etc. shall prevail upon the provisions of
ratio upto 30% of the annual standalone Profits this Policy and this Policy shall stand amended
after Tax (PAT) of the Company. accordingly from the effective date as laid
down under such amendment(s), clarification(s),
V. Utilization of Retained Earnings circular(s), etc.
Subject to the applicable regulations, retained
earnings may be applied for: IX. Cautionary Statement

(i) Funding the organic and inorganic growth of The Policy reflects the intent of the Company to
the Company reward its shareholders by sharing a portion of
its profits after retaining sufficient funds for
(ii) Diversification of business growth of the Company. The Company
(iii) Capacity Expansion shall pursue this Policy to pay, subject to the
circumstances and factors enlisted herein above,
(iv) Replacement of Capital Assets which shall be consistent with the performance
(v) Declaration of Dividend in future years of the Company over the years.

(vi) Issue of Bonus Shares This document does not solicit investment
in the Company’s shares nor is it an assurance of
(vii) Buy-back of Shares/Capital Reduction guaranteed returns (in any form), for investments
(viii) Other permissible purposes in the Company’s shares.
The Policy is not an alternative to the decision of
VI. Parameters that shall be adopted with regard to the Board for recommending dividend,
various classes of shares which is made generally every year after taking
The Company has only one class of shares viz., into consideration all the relevant circumstances
Equity Shares of Face Value of INR 10 each. contained in this Policy as may be decided by the
Board.
Since the Company has issued only one class
of equity shares with equal voting rights, all the
members of the Company are entitled to receive
the same amount of Dividend per share.
Annual Report 2018-19 | Annexures to the Report of the Directors | 61

Annexure ‘B’ to the Report of the Directors


ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES
FOR THE FINANCIAL YEAR 2018-19
1. A brief outline of the Company’s CSR Policy, including overview of projects or programs proposed to
be undertaken and a reference to the web-link to the CSR policy and projects or programs.

Brief outline of the CSR Policy and overview of projects and programs undertaken are given in the
Directors’ Report.

The CSR Policy can be accessed at:


https://www.bosch.in/media/our_company/shareholder_information/2017_2/csrpolicy_final.pdf

2. Composition of the CSR Committee:


(i) Mr. Bhaskar Bhat, Chairman (Independent Director)
(ii) Ms. Hema Ravichandar (Independent Director)
(iii) Mr. S.V. Ranganath (Independent Director)@
(iv) Dr. Gopichand Katragadda (Independent Director)#
(v) Mr. Soumitra Bhattacharya (Managing Director)
(vi) Dr. Andreas Wolf (Joint Managing Director)

@ Member with effect from July 01, 2018


# Member with effect from February 13, 2019


3. Average Net Profit of the Company for the last three financial years:
Mio INR 17,654

4. Prescribed CSR Expenditure (Two percent of the amount as in item 3 above):


Mio 353 INR

5. Details of CSR spent for the Financial Year:


a. Total amount spent for the financial year: Mio INR 353.29
b. Amount unspent, if any: Nil
c. Manner in which amount spent in the financial year is detailed below:
[Mio INR]
Sl. CSR Projects/ Sector in which Locations Amount Amount spent Cumulative Amount
No. Activities the Project is (State) Outlay on the Project Expenditure spent Direct
Covered (Budget) or Program up to the or through
Project or during FY reporting implementing
Program 2018-2019 period agency
for FY
(a) Direct
2018-2019
expenditure
(b) Overheads

1. Child Health (i) Promoting Bengaluru 14.00 9.22 57.26 Implementing


Development Healthcare (Karnataka) Agency -
Program Jaipur Karuna Trust
(CHDP) for (ii) Promoting (Rajasthan) and Akhila
Government Education Nashik Bharatha
school children (Maharashtra) Mahila Seva
and Cleft Samaja and
Surgery Apollo Clinic
2. Primary Health Promoting Bengaluru 4.00 3.36 23.81 Implementing
Centre Running heath care (Karnataka) Agency -
cost including Karuna Trust
preventive
healthcare
62 | Annexures to the Report of the Directors | Annual Report 2018-19

[Mio INR]
Sl. CSR Projects/ Sector in which Locations Amount Amount spent Cumulative Amount
No. Activities the Project is (State) Outlay on the Project Expenditure spent Direct
Covered (Budget) or Program up to the or through
Project or during FY reporting implementing
Program 2018-2019 period agency
for FY
(a) Direct
2018-2019
expenditure
(b) Overheads

3. Science Promoting Bengaluru 10.00 9.64 38.37 Implementing


Education to Education (Karnataka) Agency –
Government Jaipur Agastya
school children (Rajasthan) International
Nashik Foundation
(Maharashtra)

4. English, Promoting Bengaluru 28.00 24.95 42.09 Direct as well


Computer Education (Karnataka) as through
and Creative Implementing
learnings Agency -
& Value Children’s
Movement
Education in
for Civic
Government Awareness, Art
Schools Spark
5. Model School Promoting Bengaluru 17.00 20.44 40.40 Direct as
Concept for Education (Karnataka) well as
upgrading Jaipur through and
infrastructure (Rajasthan) Implementing
& Education Nashik Agency –
quality in (Maharashtra) Academy
Government for Creative
school Teaching Trust

6. Toilet (i) Promoting Bengaluru 0.00 0.00 76.91 Direct


construction Education (Karnataka)
in Government Jaipur
schools (ii) Sanitation (Rajasthan)
Nashik
(Maharashtra)
7. BRIDGE Skill Promoting All India 60.00 39.32 196.69 Direct
development and Education
employability including
enhancement for employment
underprivileged enhancing
youth vocational
skills
8. Train the Promoting All India 5.00 3.57 15.95 Direct
Trainers Education

9. Infrastructure Promoting Bengaluru 0.00 3.25 60.69 Direct


development Education (Karnataka)
for Vocational including Jaipur
Training in employment (Rajasthan)
Government ITI enhancing Nashik
vocational (Maharashtra)
skills

10. Model BRIDGE Promoting All India 22.00 39.81 59.03 Direct
centers in Education
PU colleges/ including
Institutes employment
enhancing
vocational
skills
Annual Report 2018-19 | Annexures to the Report of the Directors | 63

[Mio INR]
Sl. CSR Projects/ Sector in which Locations Amount Amount spent Cumulative Amount
No. Activities the Project is (State) Outlay on the Project Expenditure spent Direct
Covered (Budget) or Program up to the or through
Project or during FY reporting implementing
Program 2018-2019 period agency
for FY
(a) Direct
2018-2019
expenditure
(b) Overheads

11. Training center Promoting Nashik 4.00 4.54 8.26 Direct


for tribal girls Education (Maharashtra)
& Bosch circle
maintenance
12. Support to Promoting Nashik 2.00 2.00 9.60 Direct
special children Healthcare (Maharashtra)
and medical
support
(Nashik Run)
13. Check Dams Environment Nashik 20.00 36.55 98.46 Direct
(Water Sustainability (Maharashtra)
conservation in
drought - prone
area)
14. RO (Reverse (i) Maintaining Jaipur 6.00 7.31 43.62 Direct
Osmosis) quality of (Rajasthan)
Plants to water
provide clean
(ii)Rural
drinking water
development
facility to the
projects
Villagers

15. Garbage Environment Jaipur 7.00 3.00 9.62 Direct


management sustainability (Rajasthan)
/ Cleanliness
project at
RICCO circle
and Heritage
Protection
16. Mid-day Promoting Jigani 2.00 1.82 78.16 Direct &
meal kitchen Education (Karnataka) Implementing
maintanance Agency - The
Akshaya Patra
Foundation
17. Lalbagh Lake Environment Bangalore 16.00 16.44 40.24 Direct and
rejuvenation and sustainability (Karnataka) Implementing
parking system Agency -
and Waste Saahas
Management

18. Shanmangala Environment Bangalore 14.00 19.29 35.94 Direct


Lake sustainability (Karnataka)
rejuvenation in
Bidadi

19. Administrative Rule 4 of All India 17.00 17.00 53.80 Direct


expenses Companies
(Corporate
Social
Responsibility
Policy) Rules,
2014
64 | Annexures to the Report of the Directors | Annual Report 2018-19

[Mio INR]
Sl. CSR Projects/ Sector in which Locations Amount Amount spent Cumulative Amount
No. Activities the Project is (State) Outlay on the Project Expenditure spent Direct
Covered (Budget) or Program up to the or through
Project or during FY reporting implementing
Program 2018-2019 period agency
for FY
(a) Direct
2018-2019
expenditure
(b) Overheads

20. CSR Awareness Promoting Bengaluru 0.00 0.00 12.26 Direct


and Volunteers Education (Karnataka)
Promotional
activities
21. Holistic Village Rural Bidadi 68.00 67.70 133.70 Bosch India
Development Development (Karnataka) Foundation
and Artisan Nashik
training centers (Maharashtra)
Jaipur
(Rajasthan)

22. Contribution to (i) Rule 7 of All India 20.00 20.00 180.50 NA


the corpus fund Companies
of Bosch India (Corporate
Foundation Social
Responsibility
Policy) Rules,
2014

(ii) Rural
development
projects

23. Vocational & Promoting Bangalore 17.00 4.08 4.08 Direct


technology Education (Karnataka)
training setup including
in Academia employment
institutes enhancing
vocational
skills
Total 353.00 353.29 1319.44

Details of the implementing agencies:-

Karuna Trust, a registered trust since 1986, is a Non-Government Organisation of repute primarily providing
free primary health care for the past 27 years in partnership with various State Governments and Funding
Agencies.

Akhila Bharatha Mahila Seva Samaja (ABMSS), is a social organization set up in Bengaluru in 1993 primarily
to work towards the betterment of women and children. Since 2013, they added cleft lip and palate treatment
as one of their major programmes under the support of Deutsche Cleft Kinderilfe E.V Germany and local donors
within the country.

Apollo Clinic, Nashik, is among well-known hospitals for valuable treatment in Nashik. They provide treatment
to the children of Government schools in Nashik identified by the Company, at subsided rates.

Agastya International Foundation (“Agastya”), founded in 1999 in Bengaluru is an Indian education trust
and non-profit organization whose mission is to spark curiosity, nurture creativity and build confidence among
economically disadvantaged children and teachers in India. Agastya runs hands - on science and art education
programs in rural and semi-urban regions across 18 Indian states. It is one of the largest science education
programs that caters to economically disadvantaged children and teachers.
Annual Report 2018-19 | Annexures to the Report of the Directors | 65

Children’s Movement for Civic Awareness (CMCA), was founded in the year 2000 as a joint programme of
Public Affairs Centre and Swabhimana, two Bengaluru based NGOs. The energy and enthusiasm of the children
quickly saw the movement evolve into summer camps and then into ‘Civic Clubs’. The ‘Civic Club’ gained
popularity and its impressive growth propelled the two parent organisations to launch CMCA as an autonomous
body. CMCA was registered as a Public Charitable Trust on June 15, 2009.

Akshaya Patra Foundation, The Akshaya Patra Foundation is a not-for-profit organisation headquartered in
Bengaluru, India. The Foundation strives to fight issues like hunger and malnutrition in India, by implementing
the Mid-Day Meal Scheme in the government schools and government-aided schools.

Academy for Creative Teaching Trust (ACT), is an institution for teacher training and educational consultancy
set up in 2005. It has resources of academicians and academic administrators.

Bosch India Foundation (BIF), is a trust formed in 2008 by Bosch group companies in India for public purpose
of community and societal development, with a clear focus on sustainability, thus sustaining the philanthropic
values of the Bosch Group in India. The trust is governed by the Board of Trustees who are the heads of the
entities of Bosch Group in India.

6. Reasons for not spending the amount specified in Point 5 (b) above:

Not Applicable

7. A responsibility statement of the CSR Committee that the implementation and monitoring of CSR
Policy is in compliance with CSR objective and Policy of the company:

The CSR projects were designed, implemented and periodically reviewed in accordance with the
CSR Policy of the Company framed pursuant to the provisions of the Companies Act, 2013 and rules
made thereunder.

Soumitra Bhattacharya Andreas Wolf Bhaskar Bhat


DIN: 02783243 DIN: 07088505 DIN: 00148778
Managing Director Joint Managing director Chairman
Corporate Social Responsibility
Committee
66 | Annexures to the Report of the Directors | Annual Report 2018-19

Annexure ‘C’ to the Report of the Directors


Form AOC-1
STATEMENT CONTAINING SALIENT FEATURES OF THE FINANCIAL STATEMENT OF SUB-
SIDIARIES/ASSOCIATE COMPANIES/JOINT VENTURES
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules,
2014)

Part “A”: Subsidiaries


Name of the subsidiary: MICO Trading Private Limited
(Amount in TINR)
1. Reporting period for the subsidiary concerned, if different Not Applicable
from the holding company’s reporting period
2. Reporting currency and exchange rate as on the last date Not Applicable
of the relevant financial year in the case of foreign
subsidiary
3. Share Capital 1,000
4. Reserves & Surplus (31)
5. Total Assets 1,077
6. Total Liabilities 108
7. Investments 1,000
8. Turnover* Nil
9. Profit/(Loss) before taxation 6
10. Provision for taxation Nil
11. Profit/(Loss) after taxation 6
12. Proposed Dividend Nil
13. % of shareholding 100

*Turnover - Nil. Income from Investments (Fixed Deposits) - 67 TINR


1. Names of subsidiaries which are yet to commence operations: MICO Trading Private Limited
2. Names of subsidiaries which have been liquidated or sold during the year: None

Part “B”: Associates and Joint Ventures


Name of Associate: NewTech Filter India Private Limited
1. Latest audited Balance Sheet Date March 31, 2019 March 31, 2018
2. Shares of Associate/Joint Ventures held by the Company on the year end
• Nos. 17,500,000 17,500,000
• Amount of Investment in Associates/Joint Venture (Amount in TINR) 175,000 175,000

• Extent of Holding % 25% 25%


3. Description of how there is significant influence Voting Rights Voting Rights
4. Reasons why the Associate/Joint Venture is not consolidated Consolidated Consolidated

5. Net-worth attributable to the shareholding as per the latest audited Balance 90,518 87,892
Sheet (Amount in TINR)
6. Profit/(Loss) for the year (attributable to the shareholding) (Amount in TINR) 2,510 2,642
i. Considered in consolidation (Amount in TINR) 2,510 2,642
ii. Not considered in consolidation NIL NIL

1. Names of associates or joint ventures which are yet to commence operations: Nil
2. Names of associates or joint ventures which have been liquidated or sold during the year: Nil
The accompanying notes are an integral part of these consolidated financial statements.

For and on behalf of the Board


V.K. Viswanathan (DIN: 01782934) Chairman
Soumitra Bhattacharya (DIN: 02783243) Managing Director
Andreas Wolf (DIN: 07088505) Joint Managing Director
Jan-Oliver Röhrl (DIN: 07706011) Executive Director
Bhaskar Bhat (DIN: 00148778) Director
Bernhard Steinruecke (DIN: 01122939) Director
Place: Bengaluru Rajesh Parte S.V. Ranganath (DIN: 00323799) Director
Date: May 21, 2019 Company Secretary & Gopichand Katragadda (DIN: 02475721) Director
Compliance Officer
S.C. Srinivasan (DIN: 02327433) CFO & Whole-time Director
Annual Report 2018-19 | Annexures to the Report of the Directors | 67

Annexure ‘D’ to the Report of the Directors


Details pertaining to remuneration as required under section 197(12) read with Rule 5(1) of Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014

I. Percentage increase in the remuneration of each director, Chief Financial Officer and Company
Secretary during the Financial Year 2018-19 and ratio of the remuneration of each Director to the
median remuneration of the employees of the Company for the Financial Year 2018-19 are as under:

% increase in Ratio to median


Sl. Name of the Director / Key Category / Designation the remuneration remuneration of
No. Managerial Personnel
during the employees~
financial year
1. Mr. V. K. Viswanathan Chairman, Nil 2.24
Non-Executive &
Non-Independent Director

2. Mr. Bernhard Steinruecke Independent Director -6.90 2.01


3. Ms. Renu S. Karnad Independent Director @
NA 1.17
4. Mr. S. V. Ranganath Independent Director$ NA 1.67
5. Mr. Bhaskar Bhat Independent Director 0.20 2.03
6. Ms. Hema Ravichandar Independent Director *
NA 2.01
7. Dr. Gopichand Katragadda Independent Director #
NA 0.58

8. Mr. Peter Tyroller Non-Executive & NA NA


Non-Independent Director!

9. Mr. Soumitra Bhattacharya Managing Director 22.60 54.50


10. Dr. Andreas Wolf Joint Managing Director 14.20 47.98
11. Mr. Jan-Oliver Röhrl Executive Director &
6.00 51.44
12. Mr. S. C. Srinivasan Chief Financial Officer & NA 34.68
Whole time Director%
13. Mr. Rajesh Parte Company Secretary & NA NA
Compliance Officer**
14. Mr. R. Vijay Company Secretary@@ NA NA
15. Mr. S. Karthik Joint Chief Financial NA NA
Officer$$

~ Employees for the above purpose and Point No. II below includes all employees except employees/associates governed under Long-
term wage settlement.
@ Ms. Renu Karnad resigned from the directorship of the Company with effect from the close of business hours on September 25, 2018.
Hence, the remuneration drawn for the year under review is not comparable with the previous year.
$ Appointed as an Additional Director and designated as an Independent Director with effect from July 01, 2018.
* Remuneration for 2018 is not comparable with the previous year since Ms. Hema Ravichandar joined the Board in September 2017 and
last year’s remuneration is for a part of the year.
# Appointed as an Additional Director and designated as an Independent Director with effect from December 04, 2018.
! Mr. Peter Tyroller has waived his remuneration as Director of the Company.
& Appointed as Alternate Director to Mr. Peter Tyroller upto June 30, 2018 and consequently as an Executive Director with effect from
July 01, 2018.
% Appointed as a Chief Financial Officer and Alternate Director to Mr. Peter Tyroller with effect from July 01, 2018.
** Served as the Company Secretary & Compliance officer for a part of the previous financial year with effect from November 05, 2018.
@@ Served as the Company Secretary for a part of the previous financial year till May 23, 2018.
$$ Served as the Joint Chief Financial Officer for a part of the previous financial year till June 30, 2018.

II. The percentage decrease in the median remuneration of employees in the Financial Year:

There was a decrease of ~ 1.4 % in the median remuneration of employees.

III. The number of permanent employees on the rolls of the Company:

As at March 31, 2019, the Company had 9,245 permanent employees on its roll.
68 | Annexures to the Report of the Directors | Annual Report 2018-19

IV. Average percentile increase already made in the salaries of employees other than the managerial
personnel in the last Financial Year and its comparison with the percentile increase in the managerial
remuneration and justification thereof and point out if there are any exceptional circumstances for
increase in the managerial remuneration:
Average percentage increase made in the salaries of the employees other than the managerial personnel in
the last Financial Year i.e. 2018-19 was ~ 8.2% whereas the increase in the managerial remuneration in the
Finanial Year 2018-19 was ~ 39.72%.

V. Affirmation that the remuneration is as per the remuneration policy of the Company:
It is hereby affirmed that the remuneration paid to the Directors, Key Managerial Personnel and Employees
is as per the Nomination and Remuneration Policy of the Company.
Annual Report 2018-19 | Annexures to the Report of the Directors | 69

Annexure ‘E’ to the Report of the Directors


Form No. AOC-2
(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts)
Rules, 2014)

Form for disclosure of particulars of contracts/arrangements entered into by the Company with related
parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arm’s length
transactions under third proviso thereto.

1. Details of contracts or arrangements or transactions not at arm’s length basis:

There were no contracts or arrangements or transactions entered into during the year ended March 31, 2019
which were not at arm’s length basis.

2. Details of material contracts or arrangement or transactions at arm’s length basis:

Name of related party and relationship:


Robert Bosch GmbH (Holding company)

Salient Terms:
Ongoing, repetitive, in ordinary course of business and on arm’s length basis.

Date of approval by the Board, if any:


Since these transaction are in the ordinary course of business and at arm’s length basis, approval of
the Board is not applicable. Approval of the Audit Committee and the shareholders have been obtained
pursuant to the requirements of erstwhile Listing Agreement/SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and the Companies Act, 2013, for an aggregate amount upto Mio INR
50,000 for each financial year.

[Mio INR]

Amount of
Sl. No. Nature of Transaction Duration
transaction during
FY 18-19
1. Purchase of goods (trade goods, components, tools, Ongoing 12,701
spares, etc.)
2. Purchase of assets Ongoing 424
3. Sale of goods (products, components, etc.) Ongoing 4,761
4. Sale of services (development income, etc.) Ongoing 893
5. Miscellaneous income Ongoing 36
6. Services received (royalty, development charges, IT Ongoing 1,847
charges, etc.)
Total 20,662

For and on behalf of the Board of Directors

V. K. Viswanathan
DIN: 01782934
Chairman
Date: May 21, 2019
70 | Annexures to the Report of the Directors | Annual Report 2018-19

Annexure ‘F’ to the Report of the Directors


CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
[Pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of Companies (Accounts)
Rules, 2014]

A. Conservation of energy
Manufacturing facility’s Cumulative Solar
(i) The steps taken or impact on conservation of location Capacity (per year)
energy:
Nashik 17,500 MWh
• Optimization of ventilation system.
Bidadi 6,950 MWh
• Use of energy efficient pumps and motors in
Jaipur 2,300 MWh
Air Handling Units.
Gangaikondan 57.3 MWh
• Heat Pump utilization for Aqueous cleaning
machine. Bangalore 750 MWh
• Installation of centralized Programmable Logic Naganathapura 21 MWh
Controller (PLC) control for ACs.
• Use of Carbon Fiber Composite (CFC) trays (iii) The capital investment on energy conservation
in place of Metallic trays for batch loading of equipment(s):
heat treatment furnaces. During the year under review, the Company
• Adoption of Auto Power Factor Control. focused on investments aiming to reduce
usage of conventional energy, energy
• Replacement of conventional luminaries with
conservation projects and increase the
LED lights.
generation of solar energy and/or optimization
• Variable Frequency Drive (VFD) installed for of energy utilization. Location wise details of
Compressors etc. investment on energy conservation/solar energy
• ‘Dew point’ based control of compressed air equipment(s):
dryers.
Manufacturing facility’s [Mio INR]
• Use of timers & motion sensors for office location
lighting.
Nashik 14.0
• Energy Saver Panel for lightings to consume
optimum electrical energy. Bidadi 265.0

• Installation of solar thermal unit for generation Jaipur 46.0


of hot water at the kitchen block of canteen. Naganathapura 4.7
• Thermal imaging of the furnaces and leakage Bengaluru 23.0
correction.
Total 352.7
• Energy analytics to review energy conservation
on line. B. Technology absorption
• Temperature optimization in Dürr cleaning (i) The efforts made towards technology
machine. absorption:
• Interlocking of exhaust fans with machine • Introduction of Heat Pumps in place of electrical
controls. heating.
• Elimination of standalone chiller unit for • Introducing lean manufacturing concept for
centralized oil filtration system. energy efficiency projects through leveling and
• Batch quantity and charge grate weight auto loading for increasing utilization of
optimization in furnace and heat treatment. machines.
• Roof exhaust fan automation. • Smart LED lighting technology for street lighting
and office areas.
• Optimization of compressor capacity.
• Energy analytics to monitor energy consumption
(ii) The steps taken by the Company for utilising and take energy conservation measures.
alternate sources of energy: • Energy efficient chiller.
• The Company has installed Solar Plants at its • Energy efficient control drives used for furnace.
various manufacturing location for using solar
energy as a source in place of conventional • Quench oil optimization in conveyer brazing
sources. furnace.

• The details of the installed solar capacity of the • Developing alternate process for non-
various manufacturing facilities of the Company environment friendly / Obsolete Technology.
is given below:
Annual Report 2018-19 | Annexures to the Report of the Directors | 71

(ii) The benefits derived like product improvement, cost reduction, product development or import
substitution:
The initiatives have resulted in benefits for customers and the end users as enumerated below:
• Synchronization of Diesel Generator with purchased electricity to ensure the fuel economy which result in
emission reduction.
• Reducing exhaust emissions.
• Improving fuel economy and consequent reduction in CO2.
• Optimum cost/benefit ratio for system solutions.
• Elimination of Hazards through alternate process.

(iii) In case of imported technology (imported during the last three years reckoned from the beginning of
the financial year):

Whether the If not fully absorbed,


technology areas where
Details of technology imported Year of import has been absorption has not
fully taken place, and the
absorbed reasons thereof
Rail including FDB (Product Class 0449) 2016 Yes NA

327 Solar-Flat Plate Basic/Comfort/IN 2016 Yes NA

Fuel Supply Module without Fuel level 2016 Yes NA


sender (Product Class 0449)
CP1H Station 338, CP4 Assembly Line 2016 Yes NA
(part) CRI12 Assembly line, CSI12-16
Station 5 & 6 (Product Class 0846)
PF4 Packaging Machine (HFFS, Product 2016 Yes NA
Class 0990)
Fuel Supply Module FSM D.30 SE (PDCL) 2017 Yes NA
Global Rockwell Software for HFFS 2017 Sl. Yes NA
No.
FLS 1.3 System to measure a fuel level hight 2018 Yes NA
(fuel level sensor) Product Class: 0580
(L-112916)

(iv) The expenditure incurred on Research and C. Foreign Exchange Earnings and Outgo:
Development:

Sl. Particulars [Mio INR] Sl. Sl. Particulars


No. [Mio INR]
No. No.
a) Capital 239 a) Export activities:
b) Revenue 2,852 Exports 8,999
c) Total 3,090
b) Total foreign exchange
d) Total R&D expenditure as a 2.6%
used and earned:
percentage of Gross Sales
Foreign exchange used
44,192
(including capital assets)
Foreign exchange earned 10,693

For and on behalf of the Board of Directors

V.K. Viswanathan
DIN: 01782934
Chairman
May 21, 2019
72 | Annexures to the Report of the Directors | Annual Report 2018-19

Annexure ‘G’ to the Report of the Directors


SECRETARIAL AUDIT REPORT
For the financial year ended 31 March, 2019
[Pursuant to section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To,
The Members,
Bosch Limited

I have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence
to good corporate practices by Bosch Limited (hereinafter called “the Company”). Secretarial Audit was
conducted in a manner that provided me a reasonable basis for evaluating the corporate conduct/statutory
compliances and expressing my opinion thereon.

Based on my verification of the Company’s books, papers, minute books, forms and returns filed and other
records maintained by the Company and also the information provided by the Company, its officers, agents
and authorised representatives during the conduct of Secretarial Audit, I hereby report that in my opinion, the
Company has, during the audit period covering the financial year ended on 31 March, 2019, complied with the
statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-
mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

I have examined the books, papers, minute books, forms and returns filed and other records maintained by the
Company for the financial year ended on 31 March, 2019 according to the provisions of:

(i) The Companies Act, 2013 (the Act) and the rules made thereunder;

(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;

(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;

(iv) Foreign Exchange Management Act, 1999 and the rules and regulations framed thereunder to the extent
of foreign direct investment. The provisions of external commercial borrowings and overseas direct
investment were not applicable to the Company.

(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India
Act, 1992 (‘SEBI Act’):-

(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011;

(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)
Regulations, 2009 and The Securities and Exchange Board of India (Issue of Capital and Disclosure
Requirements) Regulations, 2018; (Not applicable to the Company during the audit period)

(d) The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014;
(Not applicable to the Company during the audit period)

(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
(Not applicable to the Company during the audit period)

(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act and dealing with client;

(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; (Not
applicable to the Company during the audit period); and

(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998 and The
Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018;

(vi) As per the representation made by the Company, no law was applicable specifically to the Company.

Annual Report 2018-19 | Annexures to the Report of the Directors | 73

I have also examined compliance with the applicable clauses of the following:

(i) Secretarial Standards issued by the Institute of Company Secretaries of India.

(ii) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015.

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations,
Guidelines, Standards, etc. mentioned above.

I further report that:

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-
Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that
took place during the period under review were carried out in compliance with the provisions of the Act.

Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda
were sent at least seven days in advance, and a system exists for seeking and obtaining further information and
clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

As per the minutes of the meetings duly recorded and signed by the Chairman, the decisions of the Board were
unanimous and no dissenting views have been recorded.

I further report that there are adequate systems and processes in the Company commensurate with the size and
operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and
guidelines.

I further report that during the audit period, no specific events / actions took place having a major bearing on
the Company’s affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc.
referred to above.


Place: Pune Sachin Bhagwat
Date: 9 May 2019 ACS: 10189
CP: 6029

This report is to be read with my letter of even date which is annexed as Annexure and forms an integral part of
this report.

Annexure
To,
The Members,
Bosch Ltd.

My report of even date is to be read along with this letter:

1 Maintenance of secretarial records is the responsibility of the management of the Company. My


responsibility is to express an opinion on these secretarial records based on my audit.
2. I have followed the audit practices and processes as were appropriate to obtain reasonable assurance about
the correctness of the contents of the secretarial records. The verification was done on test basis to ensure
that correct facts are reflected in secretarial records. I believe that the process and practices I followed
provide a reasonable basis for my opinion.
3. I have not verified the correctness and appropriateness of financial records and books of accounts of the
Company.
4. Wherever required, I have obtained Management Representation about the compliance of laws, rules and
regulations and happening of events, etc.
5. The compliance of the provisions of corporate and other applicable laws, rules, regulations, standards is the
responsibility of management. My examination was limited to the verification of procedures on test basis.
6. The Secretarial Audit report is neither an assurance as to future viability of the Company nor of the efficacy
or effectiveness with which the management has conducted the affairs of the Company.


Sachin Bhagwat

Place: Pune ACS: 10189
Date: 9 May, 2019 CP 6029
74 | Annexures to the Report of the Directors | Annual Report 2018-19

Annexure ‘H’ to the Report of the Directors


FORM NO. MGT - 9
EXTRACT OF ANNUAL RETURN
(As on the Financial Year ended March 31, 2019)
[Pursuant to Section 92(3) of the Companies Act, 2013, and rule 12(1) of the Companies (Management and
Administration) Rules, 2014, as amended]

I. REGISTRATION AND OTHER DETAILS:

Sl.
No. Particulars Details

1. CIN L85110KA1951PLC000761
2. Registration Date 12.11.1951
3. Name of the Company Bosch Limited
4. Category / Sub-Category of the Company Public Limited Company having Share Capital
5. Address of the Registered office and Contact Hosur Road, Adugodi,
details Bengaluru - 560 030
Tel : 080 6752 1750, 6752 2315
Website : www.bosch.in
E-mail : [email protected]
6. Whether listed company Yes
7. Name, Address and Contact details of Registrar Integrated Registry Management Services Private
and Transfer Agent (RTA), if any Limited
30, Ramana Residency, 4th Cross, Malleswaram,
Bengaluru – 560003.
Tel: 080 23460815 - 818
E-mail : [email protected]

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY:


All the business activities contributing 10% or more of the total turnover of the Company are given
below:-

Sl. Name and Description of NIC Code of the % to total turnover of the
No. main products / services Product / service company

1. Fuel Injection Equipment & Components 29104 74%

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES:

Sl. Name and Address of Holding / % of Applicable


No. the Company CIN / GLN Subsidiary / shares Section
Associate held
1. Robert Bosch GmbH, NA Holding 69.0% 2(46)
Postfach 10 60 50 70049 (Body Corporate
Stuttgart incorporated outside India)
Germany
2. Robert Bosch U72400KA1997PTC023164 Subsidiary 1.54% 2(46)
Engineering and Business of Holding
Solutions Private Limited, Company
123 Industrial Layout,
Hosur Road,
Bengaluru - 560 095
Annual Report 2018-19 | Annexures to the Report of the Directors | 75

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES:

Sl. Name and Address of Holding / % of Applicable


No. the Company CIN / GLN Subsidiary / shares Section
Associate held
3. MICO Trading Private U51109KA1992PTC013736 Subsidiary 100% 2(87) (ii)
Limited,
Hosur Road, Adugodi,
Bengaluru - 560 030

4. Newtech Filter India U00291HP2006PTC001074 Associate 25% 2(6)


Private Limited,
C/o ESys Information
Technologies Private
Limited
Shed No. 5 Industrial
Area, Village : Bairsen
(Manjholi)
Nalagarh Solan
Himachal Pradesh -
174 101
5. PreBo Automotive Private U50500KA2019PTC124184 Associate 40% 2(6)
Limited,
No. 5, Kumbalgodu
Industrial Area,
Bengaluru - 560074

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)

i) Category-wise Share Holding

No. of Shares held at the beginning of No. of Shares held at the end of the year %
Category of the year change
Shareholders during
Demat Physical Total % of Demat Physical Total % of
the year
Total Total
Shares Shares
A. Promoters
(1) Indian
(a) Individual/ Nil Nil Nil Nil Nil Nil Nil Nil Nil
HUF
(b) Central Nil Nil Nil Nil Nil Nil Nil Nil Nil
Government
(c) State Nil Nil Nil Nil Nil Nil Nil Nil Nil
Government(s)
(d) Bodies 454,000 Nil 454,000 1.49 454,000 Nil 454,000 1.54 0.05
Corporate

(e) Banks/FI Nil Nil Nil Nil Nil Nil Nil Nil Nil
(f) Any other Nil Nil Nil Nil Nil Nil Nil Nil Nil
Sub Total (A)(1) 454,000 Nil 454,000 1.49 454,000 Nil 454,000 1.54 0.05
(2) Foreign
(a) NRI- Nil Nil Nil Nil Nil Nil Nil Nil Nil
Individuals
(b) Other- Nil Nil Nil Nil Nil Nil Nil Nil Nil
Individuals
(c) Bodies 21,058,705 Nil 21,058,705 69.00 20,351,224 Nil 20,351,224 69.00 Nil
Corporate
(d) Banks/FI Nil Nil Nil Nil Nil Nil Nil Nil Nil
(e) Any other Nil Nil Nil Nil Nil Nil Nil Nil Nil
Sub Total (A)(2) 21,058,705 Nil 21,058,705 69.00 20,351,224 Nil 20,351,224 69.00 Nil
Total Shareholding 21,512,705 Nil 21,512,705 70.49 20,805,224 Nil 20,805,224 70.54 0.05
of Promoters
(A)=(A)(1)+(A)(2)
76 | Annexures to the Report of the Directors | Annual Report 2018-19

No. of Shares held at the beginning of No. of Shares held at the end of the year %
Category of the year change
Shareholders during
Demat Physical Total % of Demat Physical Total % of
the
Total Total
year
Shares Shares
B. Public Shareholding
(1) Institutions
(a) Mutual 718,690 150 718,840 2.36 526,855 150 527,005 1.79 -0.57
Funds/UTI
(b) Banks/FI 54,789 5,090 59,879 0.20 44281 5,090 49,371 0.17 -0.03
(c) Central Nil Nil Nil Nil Nil Nil Nil Nil Nil
Government
(d) State Nil Nil Nil Nil Nil Nil Nil Nil Nil
Government (s)
(e) Venture Capital Nil Nil Nil Nil Nil Nil Nil Nil Nil
Funds
(f) Insurance 3,315,497 250 3,315,747 10.86 3,260,005 250 3,260,255 11.05 0.19
Companies

(g) FIIs/Foreign 2,098,021 Nil 2,098,021 6.87 2,213,779 Nil 2,213,779 7.51 0.64
Portfolio
Investors

(h) Foreign Venture Nil Nil Nil Nil Nil Nil Nil Nil Nil
Capital Funds

(i) Others (specify) 3,491 Nil 3,491 0.01 7,046 Nil 7,046 0.02 0.01

Sub-Total (B)(1) 6,190,488 5,490 6,195,978 20.30 6,051,966 5,490 6,057,456 20.54 0.24

(2)Non-Institutions

(a) Bodies Corporate

i. Indian 429,042 18,490 447,532 1.47 319,225 18,490 337,715 1.15 -0.32

ii. Overseas Nil Nil Nil Nil Nil Nil Nil Nil Nil

(b) Individuals

i. Individual 1,758,732 143,776 1,902,508 6.23 1,749,705 109,335 1,859,040 6.30 0.07
Shareholders
holding nominal
share capital up
to INR 1 lakh
ii. Individual 289,015 17,150 306,165 1.00 267,530 17,150 284,680 0.96 -0.04
Sharehders
holding nominal
share capital in
excess of INR 1
lakh

(c) Others (specify)

i. Shares held by Nil Nil Nil Nil Nil Nil Nil Nil Nil
Pakistan citizens
vested with the
Custodian of
enemy property
ii. Other Foreign 145 Nil 145 Nil 179 Nil 179 Nil Nil
Nationals
iii. Foreign Bodies Nil Nil Nil Nil Nil Nil Nil Nil Nil
iv. NRI/OCBs 119,876 500 120,376 0.39 104,962 500 105,462 0.36 -0.03
v. Clearing 14,705 Nil 14,705 0.05 23,109 Nil 23,109 0.08 0.03
Members/
Clearing House
vi. Trusts 20,626 Nil 20,626 0.07 20,775 Nil 20,775 0.07 0.00
Annual Report 2018-19 | Annexures to the Report of the Directors | 77

No. of Shares held at the beginning of No. of Shares held at the end of the year %
Category of the year change
Shareholders during
Demat Physical Total % of Demat Physical Total % of
the
Total Total
year
Shares Shares
vii. Limited Nil Nil Nil Nil Nil Nil Nil Nil Nil
Liability
Partnerships
viii. Foreign Nil Nil Nil Nil Nil Nil Nil Nil Nil
Portfolio
Investor
(Corporate)
ix. Qualified Nil Nil Nil Nil Nil Nil Nil Nil Nil
Foreign
Investor
Sub Total (B)(2) 2,632,141 179,916 2,812,057 9.21 2,485,485 145,475 2,630,960 8.92 -0.29
Total Public 8,822,629 185,406 9,008,035 29.51 8,537,451 150,965 8,688,416 29.46 -0.05
Shareholding
(B)=(B)(1)+(B)(2)

C. Shares held Nil Nil Nil Nil Nil Nil Nil Nil Nil
by Custodian for
GDRs & ADRs

GRAND TOTAL 30,335,334 185,406 30,520,740 100.00 2,9342,675 150,965 29,493,640 100.00 0.00
(A+B+C)

Note: The paid-up share capital of the Company at the beginning of the Financial Year comprised of 30,520,740 Equity Shares
of face value of INR 10 each. Consequent to the Buy-back of 10,27,100 Equity Shares during the year under review, the revised
paid-up share capital as on the date of this report comprises of 29,493,640 equity Shares of face value of INR 10 each as at the
end of the year under review.

ii) Shareholding of Promoters:

Shareholding at the beginning Shareholding at the end of the year


Shareholders of the year % change in
Name shareholding
No. of % of % of Shares No. of % of total % of Shares
during
shares total pledged / shares shares of the pledged /
the year
shares of encumbered Company encumbered
the to total to total
Company shares shares
Robert Bosch 21,058,705 69.00 Nil 20,351,224 69.00 Nill Nil
GmbH

Robert Bosch 4,54,000 01.49 Nil 4,54,000 01.54 Nil 0.05


Engineering
and Business
Solutions
Private Limited

Total 21,512,705 70.49 Nil 20,805,224 70.54 Nil 0.05

iii) Change in Promoter/Promoter Group’s Shareholding:

Shareholding at the beginning of Cumulative Shareholding during


Shareholders Name the year the year
No. of shares % of total shares of No. of shares % of total shares of the
the Company Company
1. Robert Bosch GmbH

At the beginning of the year 21,058,705 69.00 - -

February 25, 2019 (707,481) 20,351,224 69.00


Decrease in shareholding
( Buyback of shares)

At the end of the year (1) - - 20,351,224 69.00

2. Robert Bosch Engineering and Business Solutions Private Limited

At the beginning of the year 454,000 1.49

At the end of the year (2) 454,000 1.54


78 | Annexures to the Report of the Directors | Annual Report 2018-19

iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of
GDRs and ADRs):

Shareholding at the beginning of Cumulative shareholding during the


For Each of the the year year
Sl. No. Top 10 No. of Shares % of total No. of Shares % of total shares of
Shareholders shares of the the Company
Company
1. General Insurance 965,000 3.161 3.161
Corporation of
India
Date Purchase/(Sale)

25.02.2019 Sale - Buyback of (23,500) 941,500 3.192


shares

2. The New India 867,291 2.841


Assurance
Company Limited
Date Purchase/(Sale)

13.04.2018 Sale (1,200) 866,091


20.04.2018 Sale (34) 866,057
20.07.2018 Purchase 100 866,157
07.09.2018 Sale (2,920) 863,237
14.09.2018 Sale (1,320) 861,917
21.09.2018 Sale (900) 861,017
05.10.2018 Sale (448) 860,569
25.02.2019 Sale - Buyback of (23,569) 837,000 2.837
shares

3. Life Insurance 759,014 2.486


Corporation of
India
Date Purchase/(Sale)
06.04.2018 Sale (1,156) 757,858
25.02.2019 Sale - Buyback of (21,140) 736,718 2.497
shares

4. United India 369,779 1.211


Insurance Company
Limited
Date Purchase/(Sale)
25.05.2018 Purchase 4,291 374,070
08.06.2018 Purchase 500 374,570 1
22.06.2018 Purchase 1,483 376,053 1
25.02.2019 Sale - Buyback of (10,889) 365,164 1.238
shares

5. The Oriental 185,910 0.609


Insurance Company
Limited
Date Purchase/(Sale)
06.04.2018 Purchase 1,931 187,841
22.06.2018 Purchase 1,000 188,841 1
30.06.2018 Purchase 1,903 190,744 1
06.07.2018 Purchase 2,141 192,885 1
13.07.2018 Purchase 1,984 194,869 1
20.07.2018 Purchase 1,672 196,541
27.07.2018 Purchase 776 197,317
Annual Report 2018-19 | Annexures to the Report of the Directors | 79

Shareholding at the beginning of Cumulative shareholding during the


For Each of the the year year
Sl. No. Top 10 No. of Shares % of total No. of Shares % of total shares of
Shareholders shares of the the Company
Company
01.02.2019 Purchase 2,318 199,635
08.02.2019 Purchase 1,562 201,197
15.02.2019 Purchase 1,120 202,317
25.02.2019 Sale - Buyback of (5,713) 196,604
shares
15.03.2019 Purchase 1,339 197,943
22.03.2019 Purchase 1,850 199,793 1
30.03.2019 Purchase 1,811 201,604 0.683

6. Aditya Birla Sun 172,074 0.563


Life Trustee Private
Limited
Date Purchase/(Sale)
06.04.2018 Sale (709) 171,365
18.05.2018 Purchase 225 171,590
01.06.2018 Sale (1,500) 170,090
30.06.2018 Purchase 15 170,105
07.09.2018 Purchase 7,459 177,564
14.09.2018 Purchase 5,250 182,814
21.09.2018 Purchase 6,065 188,879
29.09.2018 Purchase 7,995 196,874
05.10.2018 Purchase 2,600 199,474
19.10.2018 Purchase 1,080 200,554
26.10.2018 Purchase 1,080 201,634
23.11.2018 Purchase 2,250 203,884
14.12.2018 Sale (240) 203,644
21.12.2018 Purchase 1,448 205,092
31.12.2018 Purchase 12 205,104
11.01.2019 Purchase 9 205,113
15.02.2019 Purchase 914 206,027
01.03.2019 Sale (6,755) 199,272
08.03.2019 Sale (331) 198,941
15.03.2019 Purchase 591 199,532
22.03.2019 Purchase 91 199,623
30.03.2019 Purchase 426 200,049 0.678

7. Aberdeen Global 280,907 0.920


Indian Equity
Limited
Date Purchase/(Sale)
13.04.2018 Sale (7,200) 273,707
20.04.2018 Sale (8,210) 265,497
27.04.2018 Sale (1,790) 263,707
08.06.2018 Sale (2,300) 261,407
15.06.2018 Sale (4,320) 257,087
22.06.2018 Sale (670) 256,417
27.07.2018 Sale (1,355) 255,062
03.08.2018 Sale (8,645) 246,417
24.08.2018 Sale (9,302) 237,115
31.08.2018 Sale (10,698) 226,417
80 | Annexures to the Report of the Directors | Annual Report 2018-19

Shareholding at the beginning of Cumulative shareholding during the


For Each of the the year year
Sl. No. Top 10 No. of Shares % of total No. of Shares % of total shares of
Shareholders shares of the the Company
Company
21.09.2018 Sale (27,000) 199,417
05.10.2018 Sale (2,790) 196,627
19.10.2018 Sale (242) 196,385
02.11.2018 Sale (6,764) 189,621
09.11.2018 Sale (4,204) 185,417
25.02.2019 Sale - Buyback of (5,786) 179,631 0.609
shares

8. National 168,503 0.552


Insurance
Company Limited
Date Purchase/(Sale)
27.04.2018 Purchase 9,600 178,103
22.06.2018 Purchase 1,000 179,103
06.07.2018 Purchase 1,000 180,103
20.07.2018 Purchase 1,000 181,103
25.02.2019 Sale - Buyback of (6,084) 175,019
shares
15.03.2019 Purchase 3,000 178,019 0.603

9. First State Asian 74,116 0.242


Equity Plus Fund
Date Purchase/(Sale)
06.04.2018 Purchase 19,948 94,064
04.05.2018 Purchase 731 94,795
11.05.2018 Purchase 18,020 112,815
18.05.2018 Purchase 5,225 118,040 0.400

10. Vanguard Emerging 128,725 0.421


Markets Stock
Index Fund, A Serie
of Vanguard Inter
Date Purchase/(Sale)
04.05.2018 Sale (260) 128,465
11.05.2018 Sale (247) 128,218
01.06.2018 Sale (195) 128,023
15.06.2018 Sale (195) 127,828
22.06.2018 Sale (492) 127,336
30.06.2018 Sale (792) 126,544
06.07.2018 Sale (324) 126,220
13.07.2018 Sale (516) 125,704
29.09.2018 Sale (10,116) 115,588
16.11.2018 Purchase 180 115,768
23.11.2018 Purchase 468 116,236
07.12.2018 Purchase 228 116,464
21.12.2018 Purchase 648 117,112
01.02.2019 Purchase 638 117,750
08.02.2019 Purchase 2,035 119,785
25.02.2019 Sale - Buyback of (3,518) 116,267 0.394
shares

Note: The paid-up share capital of the Company at the beginning of the Financial Year comprised of 30,520,740 Equity Shares of face value of INR 10 each.
Consequent to the Buy-back of 10,27,100 Equity Shares during the year under review, the revised paid-up share capital as on the date of this report comprises of
29,493,640 Equity Shares of face value of INR 10 each as at the end of the year under review.
Annual Report 2018-19 | Annexures to the Report of the Directors | 81

v) Shareholding of Directors and Key Managerial Personnel (KMP):

Name of the Directors and Shareholding at the beginning of Shareholding at the end of
KMP the year the year
No. of shares % of total shares of No. of shares % of total shares of the
the Company Company
1. Dr. Gopichand Katragadda (Independent Director from 04.12.2018)

At the beginning of the year 43 - - -

February 25, 2019 (01) - 42 -


Decrease in shareholding
(Buyback of shares)

At the end of the year - - 42 -

2. Mr. Rajesh Parte (Company Secretary & Compliance Officer from 05.11.2018)

At the beginning of the year 03 - - -

At the end of the year - - 03 -

V. INDEBTEDNESS:

The Company has not availed any loan.

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director (MD), Whole-Time Directors (WTD) and/or Manager:


[Mio INR]
SI. Mr. Soumi- Dr. Andreas Mr. Jan-Oliver
Mr. S. C.
no. Particulars of Remuneration Srinivasan Total
tra Bhat- Wolf (Joint Röhrl
(CFO & Whole Amount
tacharya Managing (Executive
time
(Managing Director) Director)
Director)
Director)
1. Gross salary
(a) Salary as per provisions contained in section 24.04 25.89 32.24 16.77 98.94
17(1) of the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax Act, 11.99 10.36 11.65 5.93 39.93
1961
(c) Profits in lieu of salary under section 17(3) - - - - -
Income-tax Act, 1961
2. Stock Option - - - - -
3. Sweat Equity - - - - -
4. Commission 34.51 29.96 27.19 21.34 113.00

-As a % of profit - - - - -

-Others, specify - - - - -

5. Others –Contribution to funds 6.24 1.38 1.38 4.82 13.82


TOTAL (A) 76.78 67.59 72.46 48.86 265.69
Ceiling as per the Act 2,014

(being 10% of the net profits of the Company as per Section 198 of the
Companies Act, 2013)
82 | Annexures to the Report of the Directors | Annual Report 2018-19

B. Remuneration to other directors: [Mio INR]


SI. Particulars of Mr. V. K. Mr. Ms. Dr. Gop- Mr. Ms. Mr. S.V. Total
no. Remuneration Viswana- Bernhard Renu ichand Bhaskar Hema Ranganath * (Amount)
than Steinruecke Karnad* Katragadda* Bhat Ravichandar

1. Independent directors
Fee for attending - 0.12 0.09 0.02 0.12 0.12 0.12 0.59
board/
committee meetings
Commission - 2.71 1.55 0.79 2.75 2.71 2.23 12.74
Others specify - - - - - - - -
Total (1) - 2.83 1.64 0.81 2.87 2.83 2.35 13.33
Other Non-Executive
Directors
Fee for attending 0.15 - - - - - - 0.15
board/
committee meetings
Commission 3.00 - - - - - - 3.00

Others specify - - - - - - - -

Total (2) 3.15 - - - - - - 3.15


Total (B) =(1)+ (2) 3.15 2.83 1.64 0.81 2.87 2.83 2.35 16.48

Total Managerial 282.17


Remuneration#
Over all Ceiling as 201.4
per Act (being 1% of the net profit of the Company calculated as per Section 198 of the Companies
Act, 2013)

Note: Mr. Peter Tyroller, Non- executive director has waived his remuneration as director.
* During the year under review, Ms. Renu s Karnad (upto 25.09.18), Mr. S.V. Ranganath (from 01.07.18) and Dr. Gopichand Katragadda (from
04.12.18) served as Independent Directors for approximately 6 months, 9 months and 4 months respectively. Therefore, the Commission
paid to them has been calculated on pro-rata basis.

# Total remuneration to Managing Director, Whole-time Director and other Directors [being the total of (A) and (B)]. The ceiling for the total
remuneration to all directors is MIO INR 2,215, being 11 percent of the profits calculated as per Section 198 of the Companies Act, 2013.

C. Remuneration To Key Managerial Personnel Other Than MD/Manager/WTD


[Mio INR]
SI. Particulars of Remuneration R. Vijay Rajesh Parte S. Karthik
[Mio INR]
No. (Company (Company (Joint Chief
Secretary up to Secretary Financial
23.05.18) from 05.11.18) Officer up to
30.06.18)
1. Gross salary
(a) Salary as per provisions contained in section 17(1) 1.58 2.94 6.15
of the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 Nil Nil 1.08
(c) Profits in lieu of salary under section 17(3) In Nil Nil Nil
come-tax Act, 1961
Sweat Equity Nil Nil Nil

Commission Nil Nil Nil


- as % of profit
- others, specify Nil Nil 2.91
Others- Contribution to funds Nil 0.09 1.24
Total (C) 1.58 3.03 11.38

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:


During Financial Year 2018 - 19, there were no penalties/punishment/compounding of offences under the
Companies Act, 2013.

For and on behalf of the Board of Directors

Place: Bengaluru V. K. Viswanathan


Date: May 21, 2019 DIN: 01782934
Chairman
Annual Report 2018-19 | Standalone Financial Statements | 83

Independent Auditor’s Report


To the Members of Bosch Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of BOSCH LIMITED (“the Company”), which comprise
the Balance Sheet as at March 31, 2019, the Statement of Profit and Loss (including Other Comprehensive Income), the Cash
Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of significant accounting
policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone
financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give
a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with
the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally
accepted in India, of the state of affairs of the Company as at March 31, 2019, and its profit, total comprehensive income, its
cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified
under section 143(10) of the Act (SAs). Our responsibilities under those Standards are further described in the Auditor’s
Responsibility for the Audit of the Standalone financial statements section of our report. We are independent of the
Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together
with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of
the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these
requirements and the ICAI’s Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to
provide a basis for our audit opinion on the standalone financial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the
standalone financial statements of the current period. These matters were addressed in the context of our audit of the
standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion
on these matters. We have determined the matters described below to be the key audit matters to be communicated in our
report.

Sr. No. Key Audit Matter Auditor’s Response

1 Revenue recognition under Ind AS 115 Our principal audit procedures performed, among other procedures,
Revenue from contracts with Customers included the following:
- Refer note 32
1. We performed an understanding of the systems and processes for
The Company generates recognising revenue when the performance obligations are met.
revenue from manufacture and
trading in automotive and 2. We carried out testing of management’s controls over revenue
industrial products. recognition with a focus on those related to the timing of revenue
recognition due to impact of Ind AS 115.
The Company adopted Ind AS 115 3. We performed testing of samples of revenue transactions to
Revenue from contracts with customers confirm the transactions had been appropriately recorded in the
from April 1, 2018. The Company has income statement and verified the satisfaction of performance
identified the performance obligations obligation to recognise revenue by:
and assessed the satisfaction of the • analyzing the contract and terms of the sale and determining
performance obligation for the purpose whether the management has appropriately identified the
of recognising revenue. separate performance obligations and has estimated the costs
to complete the contracts, where relevant;
We consider revenue recognition under • compared the terms with the revenue recorded by management
the new standard to be a key area of to determine whether the Company’s revenue recognition
focus for our audit due to: policies had been properly applied and the transaction price
• the existence of large number of has been appropriately determined; and
contracts • testing management‘s calculations and estimates made by
• the contracts are of different types the management in providing for estimated losses, if any, on
and of customised nature; and the contracts which are in progress at the year end
• the judgement regarding various
matters like completion of 4. We performed cut-off testing by tracing sample of revenue
performance obligation, etc. transactions around the period end to customer acceptance, to
ensure performance obligations are met in recognition of
revenue, as per the customer contracts.
5. We tested the management’s calculation of the transition impact
in recognising the cumulative effect of applying the new standard
at the date of initial application.
84 | Standalone Financial Statements | Annual Report 2018-19

Information Other than the Financial Statements and Auditor’s Report Thereon

• The Company’s Board of Directors is responsible for the other information. The other information comprises the information
included in the “Financials at a Glance”, “Directors’ Report including Management Discussion and Analysis”, including
“Annexures to the Report of Directors” and “Report on Corporate Governance” but does not include the standalone financial
statements and our auditor’s report thereon.

• Our opinion on the standalone financial statements does not cover the other information and we do not express any form of
assurance conclusion thereon.

• In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our
knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

• If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.

Management’s Responsibility for the Standalone Financial Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the
preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance
including other comprehensive income, cash flows and changes in equity of the Company in accordance with the Ind AS and other
accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and
other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are
reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating
effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of
the standalone financial statement that give a true and fair view and are free from material misstatement, whether due to fraud or
error.

In preparing the standalone financial statements, management is responsible for assessing the Company’s ability to continue as a
going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless
management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibility for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect
a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
standalone financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout
the audit. We also:

• Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate
to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control.

• Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on
whether the Company has adequate internal financial controls system in place and the operating effectiveness of such
controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by the management.

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on
the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to
draw attention in our auditor’s report to the related disclosures in the standalone financial statements or, if such disclosures
are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and
whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair
presentation.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes
it probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements may be
influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in
evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the standalone financial
statements.
Annual Report 2018-19 | Standalone Financial Statements | 85

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to
bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance
in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe
these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of
doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act, based on our audit we report that:

a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purposes of our audit.

b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our
examination of those books.

c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the Cash Flow Statement
and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.

d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the
Act.

e) On the basis of the written representations received from the directors as on March 31, 2019 taken on record by the
Board of Directors, none of the directors is disqualified as on March 31, 2019 from being appointed as a director in terms
of Section 164(2) of the Act.

f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating
effectiveness of such controls, refer to our separate Report in “Annexure A”. Our report expresses an unmodified opinion
on the adequacy and operating effectiveness of the Company’s internal financial controls over financial reporting.

g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section
197(16) of the Act, as amended.

In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by
the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.

h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies
(Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the
explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial
statements;

ii. The Company has made provision, as required under the applicable law or accounting standards, for material
foreseeable losses, if any, on long­-term contracts including derivative contracts;

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection
Fund by the Company.

2. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”) issued by the Central Government in terms of
Section 143(11) of the Act, we give in “Annexure B” a statement on the matters specified in paragraphs 3 and 4 of the Order.

For DELOITTE HASKINS & SELLS LLP


Chartered Accountants
(Firm’s Registration No.117366W/W–100018)

S. Sundaresan
Partner
(Membership No. 25776)
Place: Bengaluru
Date: May 21, 2019
86 | Standalone Financial Statements | Annual Report 2018-19

Annexure “A” to the Independent Auditor’s Report


(Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of BOSCH LIMITED (“the Company”) as of March 31, 2019
in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal
control over financial reporting criteria established by the Company considering the essential components of internal control
stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered
Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial
controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence
to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and
completeness of the accounting records, and the timely preparation of reliable financial information, as required under the
Companies Act, 2013.

Auditor’s Responsibility

Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting of the Company
based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting (the “Guidance Note”) issued by the Institute of Chartered Accountants of India and the Standards on
Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial
controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the
audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established
and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system
over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included
obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness
exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The
procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and
procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions
and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary
to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts
and expenditures of the company are being made only in accordance with authorisations of management and directors of the
company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or
disposition of the company’s assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or
improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also,
projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that
the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree
of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given to us the Company has, in all material
respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial
reporting were operating effectively as at March 31, 2019, based on the criteria for internal financial control over financial
reporting established by the Company considering the essential components of internal control stated in the Guidance Note on
Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.


For DELOITTE HASKINS & SELLS LLP
Chartered Accountants
(Firm‘s Registration No.117366W/W–100018)

S. Sundaresan
Partner
(Membership No. 25776)
Place: Bengaluru
Date: May 21, 2019
Annual Report 2018-19 | Standalone Financial Statements | 87

Annexure “B” to the Independent Auditor’s Report


(Referred to in paragraph 2 under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)
(i) In respect of fixed assets,
(a) The Company has maintained proper records showing full particulars, including quantitative details and situation
of fixed assets.
(b) The Company has a program of verification of fixed assets to cover all the items in a phased manner over a period
of three years which, in our opinion, is reasonable having regard to the size of the Company and the nature of its
assets. Pursuant to the program, certain fixed assets were physically verified by the Management during the year.
According to the information and explanations given to us, no material discrepancies were noticed on such
verification.
(c) According to the information and explanations given to us and the records examined by us and based on the
examination of the registered sale deed / transfer deed / conveyance deed provided to us, we report that, the
title deeds, comprising all the immovable properties of land and buildings which are freehold, are held in the
name of the Company or the erstwhile name of the Company as at the balance sheet date.
In respect of immovable properties of land and buildings that have been taken on lease and disclosed as fixed
asset in the financial statements, the lease agreements are in the name of the Company or the erstwhile name of
the Company, where the Company is the lessee in the agreement.
(ii) As explained to us, the inventories were physically verified during the year by the Management at reasonable intervals
and no material discrepancies were noticed on physical verification.
(iii) The Company has not granted any loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or
other parties covered in the register maintained under section 189 of the Companies Act, 2013.
(iv) In our opinion and according to the information and explanations given to us, the Company has complied with the
provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of grant of loans, making investments
and providing guarantees and securities, as applicable.
(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year
and does not have any unclaimed deposits as at March 31, 2019 and therefore, the provisions of clause 3(v) of the
Order is not applicable.
(vi) The maintenance of cost records has been specified by the Central Government under Section 148(1) of the Companies
Act, 2013. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost
Records and Audit) Rules, 2014, as amended prescribed by the Central Government under sub-section (1) of Section 148
of the Companies Act, 2013, and are of the opinion that, prima facie, the prescribed cost records have been made and
maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether
they are accurate or complete.
(vii) According to the information and explanations given to us, in respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund,
Employees’ State Insurance, Income-tax, Customs Duty, Goods and Service Tax, cess and other material statutory
dues applicable to it with the appropriate authorities.
(b) There were no undisputed amounts payable in respect of Provident Fund, Employees’ State Insurance, Income-tax,
Customs Duty, Goods and Service Tax, cess and other material statutory dues in arrears as at March 31, 2019 for
a period of more than six months from the date they became payable.
(c) Details of dues of Income-tax, Sales Tax, Service Tax, Customs Duty, Excise Duty, and Value Added Tax which have
not been deposited as on March 31, 2019 on account of disputes are given below:

Name of the Nature of Amount Period to which the Forum where dispute is
statute dues (Rs. in amount relates pending
millions)

26 1985-88 Supreme Court


Excise duty, 360* 1998-2001, 2005-16 Customs, Excise and Service
Central Excise interest and
Act, 1944 Tax Appellate Tribunal
penalty
22 1992-94, 2002-04, Upto Commissioner level
2009-14
17* 2008-12, 2014-15 Customs, Excise and Service Tax
Customs Act, Customs duty
Appellate Tribunal
1962 and interest
90 1991-92, 2009-15 Upto Commissioner level

4* 2001-03 High Court
Income-tax Act, Income tax and 0* 2012-13 Income Tax Appellate Tribunal
1961 interest 0* 1979-80, 2011-12, Commissioner of Income Tax
2013-15 (Appeals)
1* 1983-84 Upto Commissioner level
Sales tax, 70* 1996-2015, 2017-18 Sales Tax Appellate Tribunal
Sales Tax Act
interest and
and VAT laws 95* 1995-2018 Upto Commissioner level
penalty
Goods and
Goods and Service Tax
Service 1 2017-2018 Upto Commissioner level
transitional
Tax Act credit
* Net of amount paid under protest.
88 | Standalone Financial Statements | Annual Report 2018-19

(viii) The company has not taken any loans or borrowings from financial institutions, banks and government or has not issued
any debentures. Hence, reporting under clause 3 (viii) of the Order is not applicable.
(ix) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term
loans and hence reporting under clause (ix) of the Order is not applicable.
(x) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and
no material fraud on the Company by its officers or employees has been noticed or reported during the year.
(xi) In our opinion and according to the information and explanations given to us, the Company has paid / provided managerial
remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to
the Companies Act, 2013.
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the Order is not applicable.
(xiii) In our opinion and according to the information and explanations given to us the Company is in compliance with Section 188
and 177 of the Companies Act, 2013, where applicable, for all transactions with the related parties and the details of related
party transactions have been disclosed in the standalone financial statements as required by the applicable accounting
standards.
(xiv) During the year, the Company has not made any preferential allotment or private placement of shares or fully or partly
convertible debentures and hence reporting under clause (xiv) of the Order is not applicable.
(xv) In our opinion and according to the information and explanations given to us, during the year the Company has not entered
into any non-cash transactions with its Directors or persons connected to its Directors to which Section 192 of the
Companies Act, 2013 applies and accordingly reporting under clause (xv) of the Order is not applicable.
(xvi) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934.

For DELOITTE HASKINS & SELLS LLP


Chartered Accountants
(Firm’s Registration No.117366W/W–100018)

S. Sundaresan
Partner
(Membership No. 25776)
Place: Bengaluru
Date: May 21, 2019
Annual Report 2018-19 | Standalone Financial Statements | 89

Standalone Balance Sheet


[` in Millions (Mio INR)]

As at As at
Note No.
March 31, 2019 March 31, 2018

A Assets
1. Non-current assets
Property, plant and equipment 4(a) 10,108 11,411
Capital work-in progress 4(b) 6,442 3,132
Investment properties 5 1,649 1,764
Investments in subsidiary and associate 6 176 176
Financial assets
(i) Investments 7(a)(i) 37,991 42,939
(ii) Loans 7(c) 1,063 1,100
Deferred tax assets (net) 8 4,596 4,905
Other non-current assets 9 640 501
Total non-current assets 62,665 65,928

2. Current assets
Inventories 10 14,443 12,258
Financial assets
(i) Investments 7(a)(ii) 2,371 9,289
(ii) Trade receivables 7(b) 15,675 16,156
(iii) Cash and cash equivalents 7(d) 2,032 3,633
(iv) Bank balances other than (iii) above 7(e) 10,495 15,245
(v) Loans 7(c) 4,587 3,647
(vi) Other financial assets 7(f) 9,087 9,181
Other current assets 11 5,741 3,937
Total current assets 64,431 73,346
Total assets (1+2) 127,096 139,274

B Equity and Liabilities

1. Equity
Equity share capital 12(a) 295 305
Other equity
(i) Reserves and surplus 12(b) 82,917 92,298
(ii) Other reserves 12(c) 8,050 7,210
Total equity 91,262 99,813

2. Liabilities
Non-current liabilities
Financial liabilities
(i) Other financial liabilities 13(a) 107 66
Provisions 14 3,416 4,204
Total non-current liabilities 3,523 4,270

Current liabilities
Financial liabilities
(i) Trade payables 13(b)
total outstanding dues to micro enterprises and small enterprises 619 395
total outstanding dues of creditors other than micro enterprises
and small enterprises 15,266 19,836
(ii) Other financial liabilities 13(a) 5,189 4,237
Provisions 14 7,175 7,450
Current tax liabilities (net) 15 158 906
Other current liabilities 16 3,904 2,367
Total current liabilities 32,311 35,191
Total liabilities 35,834 39,461
Total equity and liabilities (1+2) 127,096 139,274

Summary of significant accounting policies 2


The accompanying notes are an integral part of these standalone financial statements.


In terms of our report attached
For and on behalf of the Board
For Deloitte Haskins & Sells LLP V.K. Viswanathan (DIN: 01782934) Chairman
Chartered Accountants
Soumitra Bhattacharya (DIN: 02783243) Managing Director

Andreas Wolf (DIN: 07088505) Joint Managing Director
S. Sundaresan Jan-Oliver Röhrl (DIN: 07706011) Executive Director
Partner Bhaskar Bhat (DIN: 00148778) Director
Bernhard Steinruecke (DIN: 01122939) Director
Place: Bengaluru Rajesh Parte S.V. Ranganath (DIN: 00323799) Director
Date: May 21, 2019 Company Secretary & Gopichand Katragadda (DIN: 02475721) Director
Compliance Officer S.C. Srinivasan (DIN: 02327433) CFO & Whole-time Director
90 | Standalone Financial Statements | Annual Report 2018-19

Standalone Statement of Profit and Loss


[` in Millions (Mio INR)]

For the year ended For the year ended


Note No.
March 31, 2019 March 31, 2018

Continuing operations
Revenue from operations :
Sale of products (including excise duty) 44 117,818 113,929
Sale of services 2,641 2,685
Other operating revenue 17 2,120 2,108
122,579 118,722
Other income 18 5,953 5,118

Total revenue 128,532 123,840

Expenses :
Cost of materials consumed 19 29,924 27,341
Purchases of stock-in-trade 20 39,680 35,278
Changes in inventories of finished goods,
work-in-progress and stock-in-trade 21 (1,853) 395
Excise duty 44 - 1,821
Employee benefit expense 22 13,704 13,565
Finance costs 23 133 33
Depreciation and amortisation expense 24 4,045 4,672
Other expenses 25 19,489 19,390

Total expenses 105,122 102,495


Profit before exceptional item and tax 23,410 21,345

Exceptional item 45 - 939

Profit before tax 23,410 20,406

Tax expense :
Current tax 27
(i) for the year 7,612 7,030
(ii) relating to earlier years (538) (14)
Deferred tax charge/ (credit) 356 (318)

Total tax expense 7,430 6,698


Profit for the year 15,980 13,708

Other comprehensive income (OCI)


Items that will not be reclassified to profit or loss
Changes in fair value of the equity instruments 12(c) 862 1,248
Income tax relating to above 12(c) & 8 (22) -
Remeasurement of post-employment benefit obligations 12(b) 238 256
Income tax relating to above 12(b) & 8 (81) (89)

Other comprehensive income for the year (Net of tax) 997 1,415
Total comprehensive income for the year 16,977 15,123

Earnings per share of nominal value of Rs. 10/- each - Basic and Diluted
from operations 37 525 449

Summary of significant accounting policies 2

Details of R&D expenses 26



The accompanying notes are an integral part of these standalone financial statements.


In terms of our report attached
For and on behalf of the Board
For Deloitte Haskins & Sells LLP V.K. Viswanathan (DIN: 01782934) Chairman
Chartered Accountants
Soumitra Bhattacharya (DIN: 02783243) Managing Director

Andreas Wolf (DIN: 07088505) Joint Managing Director
S. Sundaresan Jan-Oliver Röhrl (DIN: 07706011) Executive Director
Partner Bhaskar Bhat (DIN: 00148778) Director
Bernhard Steinruecke (DIN: 01122939) Director
Place: Bengaluru Rajesh Parte S.V. Ranganath (DIN: 00323799) Director
Date: May 21, 2019 Company Secretary & Gopichand Katragadda (DIN: 02475721) Director
Compliance Officer S.C. Srinivasan (DIN: 02327433) CFO & Whole-time Director
Annual Report 2018-19 | Standalone Financial Statements | 91

Standalone Cash Flow Statement [` in Millions (Mio INR)]


For the year For the year
Note No.
ended March 31, 2019 ended March 31, 2018
A. Cash flow from operating activities
Profit before income tax 23,410 20,406
Adjustments for :
Depreciation and amortisation expense 24 4,045 4,672
Unrealised exchange loss (net) 42 13
(Profit)/ Loss on sale of property, plant and equipment (net) 18 (10) (32)
Provision for doubtful debts 25 37 492
Bad debts written off 25 45 121
Provision/ liabilities no longer required written back 17 (30) (165)
Rental income 17 (1,043) (994)
Dividend from equity investments designated at FVOCI 18 (74) (71)
Interest income 18 (2,769) (2,720)
Net gain on financial assets measured at FVTPL 18 (3,093) (2,185)
Amortisation of deferred government grant income 18 (7) (55)
Government grant 18 - (55)
Finance cost 23 89 33
Operating profit before working capital changes 20,642 19,460
Changes in working capital:
(Increase)/ decrease in inventories (2,185) (454)
(Increase)/ decrease in trade receivables 345 (4,844)
(Increase)/ decrease in other financial assets 90 (104)
(Increase)/ decrease in other current assets (1,233) 374
(Increase)/ decrease in loans 47 77
(Increase)/ decrease in other non-current assets (71) 9
(Increase)/ decrease in other bank balances 0 (11)
Increase/ (decrease) in trade payables (4,285) 6,676
Increase/ (decrease) in other financial liabilities 784 1,538
Increase/ (decrease) in provisions (1,133) 890
Increase/ (decrease) in other current liabilities 875 437
Net cash generated from operations 13,876 24,048
Income taxes paid (net of refunds) 15 (7,822) (6,761)
Net cash from operating activities 6,054 17,287

B. Cash flow from investing activities


Additions to property, plant and equipment (5,848) (4,925)
Additions to investment properties (53) (7)
Proceeds from sale of property, plant and equipment 48 86
Purchase of investments (37,750) (26,705)
Proceeds from sale of investments 53,571 17,000
Inter corporate deposit given (7,850) (7,900)
Inter corporate deposit repayment received 7,900 6,800
Loan to fellow subsidiaries given (1,030) (1,215)
Loan to fellow subsidiaries repayment received 80 770
Investment in deposit accounts (original maturity of more than 3 months) (12,000) (16,850)
Maturity of deposit accounts (original maturity of more than 3 months) 16,750 17,480
Dividends received 18 74 71
Rental income received 17 1,043 994
Interest received 2,724 2,698
Net cash from/ (used in) investing activities 17,659 (11,703)

C. Cash flow from financing activities


Dividends paid 12(b)(v) (3,052) (2,736)
Dividend distribution tax 12(b)(v) (627) (559)
Buy Back of shares (21,569) -
Government grant received 18 - 55
Interest paid (60) (6)
Net cash from/ (used in) financing activities (25,308) (3,246)
Net cash flows during the year (A+B+C) (1,595) 2,338
Unrealised exchange gain/(loss) on cash and cash equivalents - (0)
Cash and cash equivalents at the beginning of the year 3,627 1,289
Cash and cash equivalents at the end of the year 2,032 3,627

Note No. As at March 31, 2019 As at March 31, 2018
Cash and cash equivalents as per above comprise of the following

Cash and cash equivalents 7(d) 2,032 3,633
Book overdraft 13(a) - (6)

Balance as per statement of cash flows 2,032 3,627

Notes: (a) Above cash flow statement has been prepared under indirect method in accordance with the Indian Accounting Standard (Ind AS) 7 on
“Statement of Cash Flows”.
(b) Mutual Fund dividend reinvested has not been considered above as there was no cash inflow/ outflow.

The accompanying notes are an integral part of these standalone financial statements.


In terms of our report attached
For and on behalf of the Board
For Deloitte Haskins & Sells LLP V.K. Viswanathan (DIN: 01782934) Chairman
Chartered Accountants
Soumitra Bhattacharya (DIN: 02783243) Managing Director

Andreas Wolf (DIN: 07088505) Joint Managing Director
S. Sundaresan Jan-Oliver Röhrl (DIN: 07706011) Executive Director
Partner Bhaskar Bhat (DIN: 00148778) Director
Bernhard Steinruecke (DIN: 01122939) Director
Place: Bengaluru Rajesh Parte S.V. Ranganath (DIN: 00323799) Director
Date: May 21, 2019 Company Secretary & Gopichand Katragadda (DIN: 02475721) Director
Compliance Officer S.C. Srinivasan (DIN: 02327433) CFO & Whole-time Director
92 | Standalone Financial Statements | Annual Report 2018-19

Standalone
Statement of changes in equity

A Equity share capital
[` in Millions (Mio INR)]
Note No. Amount

As at April 1, 2017 305


Changes in equity share capital 13(a) -
As at March 31, 2018 305
Changes in equity share capital 13(a) & 43 (10)
As at March 31, 2019 295

B Other equity
[` in Millions (Mio INR)]
Reserves and surplus Other reserves
Total
FVOCI
Note No. Capital other
Capital Share General Retained - equity
Redemption Total equity
Reserve Premium Reserve earnings instruments
Reserve

Balance at April 1, 2017 39 8 76 21,862 59,744 81,729 5,962 87,691


Profit for the year - - - - 13,708 13,708 - 13,708
Other comprehensive income - - - - 167 167 1,248 1,415
Total comprehensive income - - - - 13,875 13,875 1,248 15,123
for the year
Dividend 12(b)(v) - - - - (2,747) (2,747) - (2,747)
Dividend distribution taxes 12(b)(v) - - - - (559) (559) - (559)
- - - - (3,306) (3,306) - (3,306)
Balance at March 31, 2018 39 8 76 21,862 70,313 92,298 7,210 99,509
Ind AS transition adjustments 32 - - - - (280) (280) - (280)
Balance at April 1, 2018 39 8 76 21,862 70,033 92,018 7,210 99,228
Profit for the year - - - - 15,980 15,980 - 15,980
Other comprehensive income - - - - 157 157 840 997
Total comprehensive income - - - - 16,137 16,137 840 16,977
for the year
Buy back of shares 43 - - 10 (21,569) - (21,559) - (21,559)
Dividend 12(b)(v) - - - - (3,052) (3,052) - (3,052)
Dividend distribution taxes 12(b)(v) - - - - (627) (627) - (627)
Balance at March 31, 2019 39 8 86 293 82,491 82,917 8,050 90,967

The accompanying notes are an integral part of these standalone financial statements.


In terms of our report attached
For and on behalf of the Board
For Deloitte Haskins & Sells LLP V.K. Viswanathan (DIN: 01782934) Chairman
Chartered Accountants
Soumitra Bhattacharya (DIN: 02783243) Managing Director

Andreas Wolf (DIN: 07088505) Joint Managing Director
S. Sundaresan Jan-Oliver Röhrl (DIN: 07706011) Executive Director
Partner Bhaskar Bhat (DIN: 00148778) Director
Bernhard Steinruecke (DIN: 01122939) Director
Place: Bengaluru Rajesh Parte S.V. Ranganath (DIN: 00323799) Director
Date: May 21, 2019 Company Secretary & Gopichand Katragadda (DIN: 02475721) Director
Compliance Officer S.C. Srinivasan (DIN: 02327433) CFO & Whole-time Director
Annual Report 2018-19 | Standalone Financial Statements | 93

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 1: General Information


Bosch Limited (the “Company”) is the flagship company of Robert Bosch Company in India. Headquartered
out of Bengaluru, the Company has its key manufacturing facilities in Bengaluru, Nashik, Naganathapura, Jaipur,
Goa, Gangaikondan, Chennai and Bidadi. The Company has presence across automotive technology, industrial
technology, consumer goods and energy and building technology. It manufactures and trades in products such as
diesel and gasoline fuel injection systems, automotive aftermarket products, industrial equipments, packaging
machines, electrical power tools, security systems and industrial and consumer energy products and solutions. The
Company’s shares are listed on Bombay Stock Exchange (BSE) and National Stock Exchange (NSE).

The financial statements are approved for issue by the Company’s Board of Directors on May 21, 2019.

Note 2: Summary of Significant Accounting Policies

(a) Basis of preparation:

(i) Compliance with Ind AS

The financial statements are prepared in accordance with Indian Accounting Standards (Ind AS) notified under
Section 133 of the Companies Act, 2013 (the Act) [Companies (Indian Accounting Standards) Rules, 2015] and
other relevant provisions of the Act.

(ii) Historical cost convention

The financial statement has been prepared on a historical cost basis, except for:
- certain financial assets and liabilities (including derivative instruments) that are measured at fair value at the end
of each reporting period; and
- defined benefit plans (plan assets measured at fair value at the end of each reporting period)

(iii) The assets and liabilities have been classified as current or non-current as per the Company’s normal operating cycle
and other criteria set out in the Schedule III to the Companies Act, 2013. Based on the nature of products and the
time between the acquisition of assets for processing and their realisation in cash and cash equivalents, the
Company has ascertained its operating cycle as 12 months for the purpose of current and non-current classification
of assets and liabilities.

(iv) Recent accounting pronouncement

The Ministry of Corporate Affairs (MCA) has notified Ind AS 116 Leases vide its notification dated March 30, 2019.
The standard replaces Ind AS 17 Leases. The said notification is effective for annual periods beginning on or after
1 April 2019.

Ind AS 116 introduces a single lease accounting model and requires a lessee to recognise assets and liabilities for all
leases with a term of more than 12 months, unless the underlying asset is of low value. Currently operating lease
expenses are charged to the statement of Profit and Loss. Ind AS 116 substantially carries forward the lessor
accounting requirments in Ind AS 17. The standard permits two possible methods of transition i.e., full retrospective
and modified retrospective. The company is proposing to use the ‘Modified Retrospective Approach’ for transitioning
to Ind AS 116, and take the cumulative adjustment to retained earnings, on the date of initial application.

The Company is currently evaluating the requirements of Ind AS 116, and is in the process of determining the impact
on the standalone financial statements.
(b) Revenue recognition:
The Company recognizes revenue under the core principle to depict the transfer of control to the Company’s
customers in an amount reflecting the consideration the Company expects to be entitled.
(i) Sale of products is recognised when the control in the goods are transferred to the buyer which is when the
performance obligation is met, based on contract with customers. Revenue is based on price agreed with the
customers and are net of returns, trade discounts, cash discounts, sales incentives, goods & service tax, etc.
Amounts disclosed as revenue are inclusive of excise duty upto June 30, 2017 (Refer Note 44)
(ii) Sale of services with respect to fixed price contracts which extend over one accounting period is recognised on
percentage of completion method over the period of contract with the customers. Revenue with respect to
time-and-material contracts are recognised at the point of time when control is transferred to customer.
Provisions for estimated losses, if any, on contracts which are in progress at the year end are recorded in the
period in which such losses become probable based on the expected estimates at the reporting period.
(iii) Rental income arising from operating lease of investment properties is accounted on accrual basis based on
contractual terms with the lessee and is disclosed under other operating revenue in Statement of Profit and
Loss.
94 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(c) Investments and other financial assets:


(i) Classification

The Company classifies its financial assets under the following measurement categories:

- those to be measured subsequently at fair value through other comprehensive income (FVOCI) or fair value through
profit and loss (FVTPL), and

- those measured at amortised cost.

The classification depends on the entity’s business model for managing the financial assets and the contractual
terms of the cash flows.

For assets measured at fair value, gains and losses will either be recorded in the Statement of Profit or Loss or
Other Comprehensive Income. For investments in debt instruments, this will depend on the business model in
which the investment is held. For investments in equity instruments, this will depend on whether the Company
has made an irrevocable election at the time of initial recognition to account for the equity instrument at fair value
through Other Comprehensive Income.

The Company reclassifies debt investments when and only when its business model for managing those assets
changes.

(ii) Initial recognition and measurement

All financial assets are recognised initially at its fair value plus, in the case of financial assets not recorded at fair
value through profit or loss, transaction costs that are attributable to the acquisition of the financial asset.
Transaction costs of financial assets carried at fair value through profit or loss are expensed in Statement of Profit or
Loss.

(iii) Subsequent measurement

Financial assets that are held for collection of contractual cash flows, where those cash flows represent solely
payments of principal and interest, are measured at amortised cost.

Financial assets that are held for collection of contractual cash flows and for selling the financial assets, where
the asset’s cash flows represent solely payments of principal and interest, are measured at FVOCI. All equity
investments are measured at fair value through Other Comprehensive Income, except for investments in subsidiary/
associate which is measured at cost. Changes in the fair value of financial assets are recognised in Statement
of Other Comprehensive Income. In those cases, there is no subsequent reclassification of fair value gains and
losses to Statement of Profit and Loss.

Financial assets that do not meet the criteria for amortised cost or FVOCI are measured at FVTPL. A gain or loss
on such financial assets that are subsequently measured at FVTPL and is recognised and presented net in the
Statement of Profit and Loss within other income in the period in which it arises.

(iv) Impairment of financial assets

Impairment losses (and reversal of impairment losses) on equity investments measured at FVOCI are not reported
separately from other changes in fair value. The Company assesses the expected credit losses associated with its
assets carried at amortised cost. The impairment methodology applied depends on whether there has been a
significant increase in credit risk. Note 30 details how the company determines whether there has been a significant
increase in credit risk. The losses arising from impairment are recognised in Statement of the Profit or Loss.

For trade receivables only, the Company applies the simplified approach permitted by Ind AS 109 Financial
Instruments, which requires expected lifetime losses to be recognised from initial recognition of the receivables.

(v) Derecognition of financial assets

The Company derecognises a financial asset when the contractual right to the cash flows from the financial asset
expire or it transfers substantially all risk and rewards of ownership of the financial asset. A gain or loss on such
financial assets that are subsequently measured at amortised cost is recognised in the Statement of Profit or Loss
when the asset is derecognised.

(vi) Income recognition

Interest income

Interest income from financial assets measured at amortised cost is recognised using the effective interest rate
method and are disclosed in Statement of Profit and Loss.

Dividends

Dividends from equity instruments are recognised as other income in Statement of Profit and Loss only when the
right to receive payment is established.

(d) Property, plant and equipment:

Freehold land is carried at historical cost and other items of property, plant and equipment including capital spares
Annual Report 2018-19 | Standalone Financial Statements | 95

Notes to the Standalone Financial Statements for the year ended March 31, 2019

are stated at cost of acquisition or construction less accumulated depreciation when, it is probable that future
economic benefits associated with the item will flow to the Company and it can be used for more than one year and
the cost can be measured reliably.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only
when it meets the recognition criteria as mentioned above. The carrying amount of any component accounted for as
a separate asset is derecognised when replaced. All other repairs and maintenance are charged to Statement of
Profit or Loss during the reporting period in which they are incurred.

Gains and losses on disposal are determined by comparing proceeds with carrying amount. These are included in
Statement of Profit or Loss within other income or expense.

Depreciation on property, plant and equipments is provided using the written down value method. As required
under Schedule II to the Companies Act 2013, the Company periodically assesses the estimated useful life of its
tangible assets based on the technical evaluation considering anticipated technological changes and actual usage of
the assets. The estimated useful life is either equal to or lower than those prescribed under Part C of Schedule II to
the Companies Act, 2013.

The estimated useful life for various property, plant and equipments is given below:
Useful life
(in years)
Buildings :
Residential : 59
Factory/ Office : 29

Plant and machinery :


General : 6
Data processing equipment : 3

Furniture and fixtures : 8

Office equipment : 5

Vehicles : 5

In respect of specific assets including second hand plant and machinery, capital spares which are estimated to
have a lower residual life than envisaged above, depreciation is provided based on the estimated lower residual life,
where required.

Low value assets not exceeding INR 15,000/- per unit and all Research and Development assets (except for
Buildings) are depreciated at 100% in the quarter of addition.

In respect of additions, depreciation is provided on pro-rata basis from the quarter of addition and in respect of
disposals, the same is provided upto the quarter prior to disposal.

Cost of application software is expensed off on purchase.

(e) Investment properties:

Property that is held for rental income and that is not occupied by the Company, is classified as investment
property. Investment properties are measured initially at cost, including related transaction cost. It is carried at cost
less accumulated depreciation. Subsequent expenditure is capitalised to the asset’s carrying amount only when
it is probable that future economic benefits associated with the expenditure will flow to the Company and the
cost can be measured reliably. All other repairs and maintenance costs are expensed when incurred. Subsequent
to intial recognition, investment properties are measured in accordance with Ind AS 16 Property, Plant and
Equipment’s requirements for cost model.

Land is carried at historical cost, however, buildings are depreciated using the written down value method over their
estimated useful lives as mentioned in 2(d) above.

An investment property is derecognised upon disposal or when the investment property is permanently withdrawn
from use and no future economic benefits are expected from the disposal. Any gain or loss arising on derecognition
of the property (calculated as difference between the net disposal proceeds and the carrying amount of the asset) is
included in Statement of Profit or Loss in the period in which the property is derecognised.

(f) Trade receivables:

Trade receivables are recognised initially at fair value and subsequently measured at amortised cost less provision
for impairment.

(g) Inventories:

Inventories are valued at lower of cost and net realisable value. Cost is generally ascertained on weighted average
basis. Cost of raw materials, traded goods and indirect materials include cost of purchase and other costs incurred
in bringing the inventories to their present location and condition. The cost of finished goods and work in progress
comprises raw materials, direct labour, other direct costs and related production overheads. Net realisable value is
96 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

the estimated selling price in the ordinary course of business less the estimated costs of completion and the
estimated costs necessary to make the sale.

Obsolete/ slow moving inventories are adequately provided for.

(h) Employee benefits:

(i) Short term employee benefits:

All employee benefits that are expected to be settled wholly within twelve months after the end of the period in
which the employees render the related service are classified as short term employee benefits, which include
salaries, wages, short term compensated absences and performance incentives and are measured at the amounts
expected to be paid when the liabilities are settled. The liabilities are presented as current employee benefit
obligations in the Balance Sheet. These are recognised as expenses in the period in which the employee renders the
related service.

(ii) Post-employment benefits:

Contributions towards Superannuation Fund, Pension Fund and government administered Provident Fund are
treated as defined contribution schemes. In respect of contributions made to government administered Provident
Fund, the Company has no further obligations beyond its monthly contributions. Such contributions are recognised
as expense in the period in which the employee renders related service.

Provident Fund contributions made to Trusts administered by the Company are treated as defined benefit plan. The
interest payable to the members of these Trusts shall not be lower than the statutory rate of interest declared by the
Central Government under the Employees’ Provident Funds and Miscellaneous Provisions Act, 1952 and shortfall, if
any, shall be made good by the Company. The Company also provides for post employment defined benefit in the
form of Gratuity. The cost of defined benefit is determined using the projected unit credit method, with actuarial
valuation being carried out at each balance sheet date. Actuarial gains and losses in respect of the same are charged
to the Other Comprehensive Income (OCI).

(iii) Other long term employee benefits:

All employee benefits other than post-employment benefits and termination benefits, which do not fall due wholly
within twelve months after the end of the period in which the employees render the related service, including long
term compensated absences, service awards, and ex-gratia are determined based on actuarial valuation carried out
at each Balance Sheet date. Estimated liability on account of long term employee benefits is discounted to the
present value using the yield on government bonds as the discounting rate for the term of obligations as on the date
of the Balance Sheet. Actuarial gains and losses in respect of the same are charged to the Statement of Profit and
Loss.

(iv) Termination benefits:

Termination benefits are payable when employment is terminated by the Company before the normal retirement
date, or when an employee accepts voluntary retirement in exchange of these benefits. The Company recognises
termination benefits at the earlier of the following dates: (a) when the Company can no longer withdraw the offer of
those benefits; and (b) when the entity recognises costs for a restructuring that is within the scope of Ind AS 37
Provisions, Contingent Liabilities and Contingent Assets and involves the payment of termination benefits. The
termination benefits are measured based on the number of employees expected to accept the offer in case of
voluntary retirement scheme.

(i) Foreign currency transactions:

Items included in the standalone financial statements are measured using the currency of the primary economic
environment in which entity operates (‘the functional currency’). The standalone financial statements are presented
in Indian rupee (INR), which is Company’s functional and presentation currency.

Foreign currency transactions are recorded at the rate of exchange prevailing on the date of the transactions. At the
year end, all the monetary assets and liabilities denominated in foreign currency are restated at the closing exchange
rates. Exchange differences resulting from the settlement of such transactions and from the translation of such
monetary assets and liabilities at the year end are recognised in the Statement of Profit and Loss.

(j) Leases:

As a lessee

Leases in which the Company has substantial portion of the risks and rewards of ownership are classified as finance
leases. Assets acquired under finance leases are capitalised at the lower of the fair value of the leased assets at the
inception of the lease term and the present value of minimum lease payments. Lease payments are apportioned
between the finance charge and the reduction of the outstanding liability. The finance charge is allocated to periods
during the lease term at a constant periodic rate of interest on the remaining balance of the liability.

Cost of leasehold land (other than those which will be converted to freehold after a certain period upon satisfying
prescribed conditions) is amortised over the lease term.

Leases in which the Company doesn’t have substantial portion of the risks and rewards of ownership are classified
as operating leases. Payment made under operating leases are charged to Statement of Profit and Loss on a straight
line basis.
Annual Report 2018-19 | Standalone Financial Statements | 97

Notes to the Standalone Financial Statements for the year ended March 31, 2019


As a lessor

Leases are classified as finance leases when substantially all of the risks and rewards of ownership transfer from
the Company to the lessee. Amounts due from lessees under finance leases are recorded as receivables at the
Company’s net investment in the leases. Finance lease income is allocated to accounting periods so as to reflect
a constant periodic rate of return of the net investment outstanding in respect of the leases.

Lease income from operating leases where the Company is a lessor is recognised as income on a straight line
basis. The respective leased assets are disclosed as investment properties.

(k) Income tax :

(i) Current tax:

Current tax is measured at the amount expected to be paid to the tax authorities in accordance with the provisions
of Income-tax Act, 1961. Current tax assets and current tax liabilities are offset when there is a legally enforceable
right to set off the recognised amounts and there is an intention to settle the asset and the liability on a net basis.

(ii) Deferred tax:

Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax
bases of assets and liabilities and their carrying amounts in the financial statements.

Deferred tax assets are recognised and carried forward only if it is probable that sufficient future taxable income
will be available against which such deferred tax assets can be realised. Deferred tax assets and liabilities are
measured at the tax rates that have been enacted or substantively enacted as on the balance sheet date. Deferred
tax assets and deferred tax liabilities are offset when there is a legally enforceable right to set off assets against
liabilities representing current tax.

Current and deferred tax is recognised in the Statement of Profit and Loss, except to the extent that it relates to
items recognised in Other Comprehensive Income. In this case, the tax is also recognised in Other Comprehensive
Income.

(l) Impairment of assets:

At each Balance Sheet date, the Company assesses whether there is any indication that an asset may be impaired.
If any such indication exists, the Company estimates the recoverable amount. If the carrying amount of the asset
exceeds its estimated recoverable amount, an impairment loss is recognised in the Statement of Profit and Loss to
the extent the carrying amount exceeds recoverable amount. The recoverable amount is the higher of an asset’s
fair value less costs of disposal and value in use. For the purpose of assessing impairment, assets are grouped at
the lowest level of which that are separately identifiable cash inflows which are largely independent of the cash
inflows from other assets or group of assets (cash-generating units). Non-financial assets that suffered an
impairment are reviewed for possible reversal of the impairment at the end of each reporting period.

(m) Trade and other payables:

These amounts represent liabilities for goods and services provided to the Company prior to the end of financial
year which are unpaid. The amounts are unsecured and are usually paid as per payment terms. They are recognised
initially at their fair value and subsequently measured at amortised cost.

(n) Borrowings:

Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently
measured at amortised cost using effective interest method.

(o) Provisions and Contingent Liabilities:

Provisions are recognised when the Company has a present legal or constructive obligation as a result of past
events, for which it is probable that an outflow of resources embodying economic benefits will be required to settle
the obligation and a reliable estimate of the amount can be made.

Provisions are measured at the present value of management’s best estimate of the expenditure required to
settle the present obligation at the end of the reporting period. The discount rate to determine the present value is
a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the
liability. The increase in the provision due to the passage of time is recognised as interest expense.

Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of
which will be confirmed only by the occurrence or non occurrence of one or more uncertain future events not
wholly within the control of the company or a present obligation that arises from past events where it is either not
probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be
made.

(p) Government grants:

Grants from the government are recognised at their fair value where there is a reasonable assurance that the
grant will be received and the Company will comply with all attached conditions.

Government grants relating to the purchase of property, plant and equipment are deducted while calculating the
carrying amount of the asset resulting in reduced depreciation over the life of property, plant and equipment.
98 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(q) Segment Reporting:

Segment reporting is based on the management approach with regard to segment identification, under which
information regularly provided to the chief operating decision maker (CODM) for decision-making purposes is
considered decisive. The executive directors are the chief operating decision maker of the company, who assess
the financial position, performance and make strategic decisions.

Revenue and expenses have been identified to segments on the basis of their relationship to the operating
activities of the segment. Inter-segment revenue have been accounted for based on the transaction price agreed to
between segments which is primarily market based. Revenue and expenses, which relate to the Company as a
whole and are not allocable to segments on a reasonable basis, have been included under “Unallocated corporate
expenses/ income”.

(r) Cash and cash equivalents:

Cash and cash equivalents includes cash and cheques on hand, current accounts and fixed deposits accounts with
banks with original maturities of three months or less that are readily convertible to known amounts of cash and
which are subject to an insignificant risk of changes in value.

(s) Derivatives and hedging activities:

The Company uses derivative financial instruments such as forward exchange contracts and currency option
contracts to hedge its risks associated with foreign currency fluctuations. Such derivative contracts are not
designated as hedges and are accounted for at Fair Value through Profit and Loss.

(t) Embedded derivatives:

Derivatives embedded in a host contract that is an asset within the scope of Ind AS 109 Financial Instruments are
not separated. Financial assets with embedded derivatives are considered in their entirety when determining
whether their cash flows are solely payment of principal and interest.

Derivatives embedded in all other host contract are separated only if the economic characteristics and risks of the
embedded derivative are not closely related to the economic characteristics and risks of the host and are measured
at fair value through profit or loss. Embedded derivatives closely related to host contracts are not separated.

(u) Discontinued operation:

A discontinued operation is a component of the entity that has been disposed and that represents a separate line
of business. The results of discontinued operation is presented separately in the Statement of Profit and Loss.

(v) Earning per share (basic and diluted):

Earning per share is calculated by dividing the profit attributable to owners of the company by the weighted
average number of equity shares outstanding during the financial year.

Note 3: Critical estimates and judgements

The preparation of standalone financial statements in accordance with Ind AS requires that assumptions and estimates be
made for some line items. This note provides the areas that involve a higher degree of judgement or complexity.

(a) Estimation of current tax expense and payable - Note 27

Current tax is measured at the amount expected to be paid to the tax authorities in accordance with the provisions
of Income tax Act, 1961.

Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax
bases of assets and liabilities and their carrying amounts in the financial statements. The recognition of deferred
tax assets is premised on their future recoverability being probable.

(b) Estimation of defined benefit obligation - Note 28

Employee benefit obligations are measured using actuarial methods. This requires various assumptions, including
with respect to salary trends, attrition rate, discounting factor, etc.

(c) Estimation of provision for warranty claims - Note 14

Warranty estimates are established using historical information on the nature, frequency and average cost of
warranty claims and also management estimates regarding possible future outflow on servicing the customers for
any corrective action in respect of product failure which is generally expected to be settled within a period of 1 to
3 years.
Annual Report 2018-19 | Standalone Financial Statements | 99

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 4 (a) : Property, plant and equipment


[` in Millions (Mio INR)]
Gross Block Depreciation Net Block

As at March 31,

As at March 31,

As at March 31,

As at March 31,

As at March 31,
Deductions /
As at April 1,

Adjustments

Adjustments
Deductions/
For the year
Additions
Particulars

2018

2019

2018

2019

2019

2018
Land - Freehold 189 - - 189 - - - - 189 189
(92) (97) (-) (189) (-) (-) (-) (-) (189) (92)

- Leasehold 1,653 - - 1,653 30 10 - 40 1,613 1,623


(1,653) (-) (-) (1,653) (20) (10) (-) (30) (1,623) (1,633)

Buildings 4,638 87 0 4,725 1,193 354 0 1,547 3,178 3,445


[refer note (a) below] (4,619) (24) (5) (4,638) (806) (388) (1) (1,193) (3,445) (3,813)

Buildings - R & D* 26 - - 26 3 2 - 5 21 23
(20) (6) (-) (26) (1) (2) (-) (3) (23) (19)

Plant and machinery 16,576 2,136 258 18,454 10,737 3,099 225 13,611 4,843 5,839
[ refer note (d) below] (14,508) (2,271) (203) (16,576) (7,214) (3,681) (158) (10,737) (5,839) (7,294)

Plant and machinery - 571 230 - 801 571 230 - 801 - -


R & D* (362) (209) (-) (571) (362) (209) (-) (571) (-) (-)

Office equipment 182 30 2 210 136 28 2 162 48 46


(164) (22) (4) (182) (103) (36) (3) (136) (46) (61)

Office equipment - 8 1 - 9 8 1 - 9 - -
R & D* (3) (5) (-) (8) (3) (5) (-) (8) (-) (-)

Furniture and fixtures 240 35 2 273 147 52 2 197 76 93


(209) (37) (6) (240) (102) (48) (3) (147) (93) (107)

Furniture and fixtures - 9 8 - 17 9 8 - 17 - -


R & D* (5) (4) (-) (9) (5) (4) (-) (9) (-) (-)

Vehicles 404 85 20 469 251 93 15 329 140 153


(331) (82) (9) (404) (156) (103) (8) (251) (153) (175)

Vehicles - R & D* 1 - - 1 1 - - 1 - -
(2) (-) (1) (1) (2) (0) (1) (1) (-) (-)

Total 24,497 2,612 282 26,827 13,086 3,877 244 16,719 10,108 11,411
(21,968) (2,757) (228) (24,497) (8,774) (4,486) (174) (13,086) (11,411) (13,194)

Note 4 (b) : Capital work in progress 6,442 3,132


(3,132) (1,289)

* Relating to certain DSIR approved R&D facilities, considered eligible for Income tax benefit.
(a) Buildings include Mio INR 0 (2017-18: Mio INR 0) being the value of shares in co-operative housing societies.
(b) Plant and machinery includes capital spares capitalised.
(c) Capital work-in-progress mainly comprises plant and machinery and building under construction.
(d) Refer note 40 for disclosure of contractual commitment for the acquisition of property, plant and equipment.
(e) Figures in brackets relate to previous year.

100 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 5 : Investment properties
[` in Millions (Mio INR)]

As at March 31, As at March 31,
2019 2018
Gross carrying amount
Opening gross carrying amount 2,160 2,079
Additions 4 81
Closing gross carrying amount 2,164 2,160

Accumulated depreciation
Opening accumulated depreciation 451 265
Depreciation charge 168 186
Closing accumulated depreciation 619 451

Opening Capital work-in-progress 55 129


Closing Capital work-in-progress 104 55

1,649 1,764

(i) Amounts recognised in Statement of Profit and Loss for investment properties
[` in Millions (Mio INR)]
For the year For the year
ended March 31, ended March 31,
2019 2018
Rental income 1,043 994
Direct operating expenses from property that generated rental income (33) (30)
Profit from investment properties before depreciation 1,010 964
Depreciation charge (168) (186)
Profit from investment properties 842 778

(ii) Contractual obligations: Refer note no 40 for disclosure of contractual obligations relating to investment properties.

(iii) Fair value of investment properties:


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Land 10,158 9,649


Building 5,896 5,953
16,054 15,602

Note 6 : Investments in subsidiary and associate :


[` in Millions (Mio INR)]

Number Amount

As at March As at March As at March As at March


31, 2019 31, 2018 31, 2019 31, 2018

Unquoted equity investments valued at cost (all fully paid)

Associate (also a fellow subsidiary):


Newtech Filter India Private Limited, equity shares of Rs.10/- each 17,500,000 17,500,000 175 175
fully paid

Subsidiary :
MICO Trading Private Limited, equity shares of Rs.10/- each fully paid 100,000 100,000 1 1

176 176
Annual Report 2018-19 | Standalone Financial Statements | 101

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 7 (a): Investments

(i) Non-current investments


[` in Millions (Mio INR)]

Number Amount

As at March As at March As at March As at March


31, 2019 31, 2018 31, 2019 31, 2018
Quoted investments
(a) Investment in equity instruments valued at FVOCI:
ICICI Bank Limited (Quoted) 2,404,105 2,404,105 963 669
Equity shares of Rs.2/- each fully paid
Housing Development Finance Corporation Limited (Quoted) 3,404,800 3,404,800 6,701 6,216
Equity shares of Rs.2/- each fully paid
HDFC Bank Limited (Quoted) 188,500 188,500 437 357
Equity shares of Rs.2/- each fully paid
(b) Investment in bonds at amortised cost:
India Infrastructure Finance Corporation Limited
8.41% Tax Free secured bonds of Rs.1,000/- each 100,000 100,000 100 100
8.16% Tax Free secured bonds of Rs.1,000/- each 850,000 850,000 850 850
Indian Railway Finance Corporation Limited
7.55% Tax Free secured bonds of Rs.100,000/- each 200 200 20 20
8.00% Tax Free secured bonds of Rs.1,000/- each 54,445 54,445 54 54
8.23% Tax Free secured bonds of Rs.1,000/- each 1,500,000 1,500,000 1,500 1,500
6.70% Tax Free secured bonds of Rs.100,000/- each 5,000 5,000 500 500
7.07% Tax Free secured bonds of Rs.1,000/- each 90,600 90,600 91 91
Power Finance Corporation Limited
8.20% Tax Free secured bonds of Rs.1,000/- each 71,197 71,197 71 71
National Highway Authority of India Limited
8.20% Tax Free secured bonds of Rs.1,000/- each 433,981 433,981 434 434
7.14% Tax Free secured bonds of Rs.1,000/- each 85,709 85,709 86 86
National Thermal Power Corporation Limited
8.19% Tax Free secured bonds of Rs.1,000,000/- each 400 400 400 400
7.11% Tax Free secured bonds of Rs.1,000/- each 37,474 37,474 37 37
National Housing Bank
8.25% Tax Free secured bonds of Rs.5,000/- each 63,843 63,843 319 319
Rural Electrification Corporation Limited
8.19% Tax Free secured bonds of Rs.1,000/- each 750,000 750,000 750 750
National Highway Authority Of India Limited (unquoted)
5.25% Capital Gain Bonds of Rs.10,000/- each 500 500 5 5
(c) Investment in Mutual Funds at FVTPL:
ICICI Prudential Mutual Fund
ICICI Prudential FMP Series 78 - 1212 Days Plan A - 20,000,000 - 240
Direct Plan Cumulative of Rs.10/- each
ICICI Prudential FMP Series 78 -1190 Days Plan E - 15,000,000 - 179
Direct Plan Cumulative of Rs.10/- each
ICICI Prudential FMP Series 78 -1185 Days Plan F - 20,000,000 - 239
Direct Plan Cumulative of Rs.10/- each
ICICI Prudential FMP Series 78 - 1170 Days Plan I - 20,000,000 - 239
Direct Plan Cumulative of Rs.10/- each
ICICI Prudential FMP Series 78 - 1168 Days Plan J - 15,000,000 - 179
Direct Plan cumulative of Rs.10/- each
ICICI Prudential FMP Series 82 - 1215 Days Plan H 10,000,000 10,000,000 109 101
Direct Plan-Cumulative of Rs.10/- each
ICICI Prudential FMP Series 82 - 1185 Days Plan M 30,000,000 30,000,000 326 303
Direct Plan-Cumulative of Rs.10/- each
ICICI Prudential Saving Fund-Direct Plan-Growth of Rs.100 each
(Formerly known as ICICI Prudential Flexible Income Plan - 1,573,795 1,573,795 568 527
Direct Plan - Growth Units of Rs.100/- each)
ICICI Prudential Short Term Fund-Direct Plan - 36,412,801 35,075,812 1,469 1,315
Growth Option Units of Rs.10/- each
102 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 7 (a): Investments

(i) Non-current investments


[` in Millions (Mio INR)]

Number Amount

As at March As at March As at March As at March


31, 2019 31, 2018 31, 2019 31, 2018

HDFC Mutual Fund


HDFC FMP 1183 days January 2016 (1) - Direct - Growth - - 10,000,000 - 120
Series 35 of Rs.10/- each
HDFC FMP 1167 days January 2016 (1) - Direct - Growth - - 10,000,000 - 119
Series 35 of Rs.10/- each
HDFC FMP 1155 days February 2016 (1) - Direct - Growth - - 15,000,000 - 179
Series 35 of Rs.10/- each
HDFC FMP 1132 days February 2016 (1) - Direct - Growth - - 10,000,000 - 119
Series 35 of Rs.10/- each
HDFC FMP 1158D February 2018 (1)-Direct -Growth- 35,000,000 35,000,000 381 354
Series 39 Units of Rs.10/- each
HDFC FMP 1105D August 2018 (1)-Direct -Growth- 15,000,000 - 160 -
Series 42 Units of Rs.10/- each
HDFC FMP 1122D August 2018 (1)-Direct -Growth- 15,000,000 - 160 -
Series 42 Units of Rs.10/- each
HDFC Floating Rate Debt Fund-Direct Plan-Wholesale Option- 22,646,706 39,467,989 741 1,199
Growth Option units of Rs.10/- each (Formerly known as HDFC
Floating Rate Income Fund - Short Term Plan - Growth - Direct
Plan Units of Rs.10/- each)
HDFC Floating Rate Debt Fund-Regular Plan-Wholesale Option- 12,218,255 12,218,255 397 370
Growth Option units of Rs.10/- each (Formerly known as HDFC
Floating Rate Income Fund-Short Term Plan-Regular Plan-
Wholesale Option-Growth Option units of Rs.10/- each)
HDFC Short Term Debt Fund-Direct Plan -Growth Option 72,479,132 21,138,968 1,510 408
units of Rs.10/- each (Formerly known as HDFC Short Term
Opportunities Fund - Direct Plan -Growth Option units of
Rs.10/- each)
HDFC Medium Term Debt Fund - Direct Plan- Growth Option- - 23,986,704 - 853
Units of Rs.10/- each (Formerly known as HDFC High Interest
Fund - Direct Plan - Short Term Plan - Growth Option units of
Rs.10/- each)
HDFC Corporate Bond Fund-Growth- Regular- Units of - 37,727,708 - 729
Rs.10/- each (Formerly known as HDFC Medium Term
opportunities Fund - Growth - Regular - Units of Rs10/- each)
DHFL Pramerica Mutual Fund
DHFL Pramerica Short Maturity Fund - Direct Plan - Growth - 32,558,404 - 1,083
Option Units of Rs.10/- each
SBI Mutual Fund
SBI Debt Fund Series B - 31 (1200 Days) - Direct Growth - 15,000,000 - 178
Units of Rs.10/- each
SBI Debt Fund Series C-18 (1100 Days)-Direct Growth 30,000,000 - 324 -
Units of Rs.10/- each
SBI Debt Fund Series C-19 (1100 Days)-Direct Growth 30,000,000 - 322 -
Units of Rs.10/- each
SBI Debt Fund Series C-21 (1100 Days)-Direct Growth 20,000,000 - 212 -
Units of Rs.10/- each
SBI Debt Fund Series C-23 (1100 Days)-Direct Growth 20,000,000 - 212 -
Units of Rs.10/- each
SBI Banking & PSU Fund- Direct Plan - Growth Units of 368,600 368,600 791 729
Rs.1000/- each (Formerly known as SBI Treasury Advantage
Fund-Direct Plan - Growth Units of Rs.1000/- each)
SBI Short Term Debt Fund-Direct Plan-Growth 46,878,052 92,072,122 1,033 1,888
Units of Rs.10/- each
UTI Mutual Fund
UTI Fixed Term Income Fund Series XXIV - VI (1181 days) - Direct - 10,000,000 - 119
Growth Plan Option of Rs.10/- each
Annual Report 2018-19 | Standalone Financial Statements | 103

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 7 (a): Investments

(i) Non-current investments


[` in Millions (Mio INR)]

Number Amount

As at March As at March As at March As at March


31, 2019 31, 2018 31, 2019 31, 2018

UTI Fixed Term Income Fund Series XXIX -XIV (1131 days)-Direct 20,000,000 - 215 -
Growth Plan Option of Rs.10/- each
UTI Treasury Advantage Fund - Direct Plan - Growth - 56,839 - 137
Plan- Units of Rs.1,000/- each (Formerly known as UTI Treasury
Advantage Fund - Institutional Plan - Direct Plan - Growth
Units of Rs.1,000/- each)
UTI Treasury Advantage Fund - Regular Plan - Growth - 181,942 - 436
Plan- Units of Rs.1,000/- each (Formerly known as UTI Treasury
Advantage Fund- Institutional Plan - Growth - Regular
Units of Rs.1,000/- each)
UTI Short Term Income Fund -Growth-Direct Plan-Growth 101,156,122 116,413,235 2,344 2,519
Plan- Units of Rs.10/- each (Formerly known as UTI Short Term
Income Fund - Growth - Institutional Option - Direct Plan -
Growth Units of Rs.10/- each)
DSP Mutual Fund
(Formerly known as DSP BlackRock Mutual Fund)
DSP Ultra Short Fund -Direct Plan -Growth Units of 515,761 515,761 1,308 1,233
Rs.1000/- each (Formerly known as DSP BlackRock Money
Manager Fund - Growth - Direct Units of Rs.1,000/- each)
DSP Low Duration Fund - Direct Plan-Growth Units of 86,546,643 86,546,643 1,192 1,103
Rs.10/- each (Formerly known as DSP BlackRock Low Duration
Fund - Growth - Direct Units of Rs.10/- each)
DSP FMP Series 237 -36M-Direct-Growth- Units of Rs.10/- each 20,000,000 - 214 -
IDFC Mutual Fund
IDFC Fixed Term Plan - Series 140 Direct Plan - Growth 10,000,000 10,000,000 108 101
(1145 Days) Units of Rs.10/- each
IDFC Fixed Term Plan - Series 161 Direct Plan- Growth 10,000,000 - 106 -
(1098 Days) Units of Rs.10/- each
IDFC Low Duration Fund -Growth -Direct Units of Rs.10/- each 20,482,309 39,525,043 548 980
of Liquid Fund (Formerly known as IDFC Ultra Short Term
Fund - Growth - Direct Plan units of Rs.10/- each)
IDFC Low Duration Fund -Growth-Regular Units of Rs.10/- each 8,645,238 16,449,528 229 405
of Liquid Fund (Formerly known as IDFC Ultra Short Term Fund -
Growth - Regular Plan units of Rs.10/- each)
IDFC Bond Fund -Short Term Plan-Direct Plan -Growth units of 10,188,845 44,897,920 403 1,641
Rs.10 each (Formerly known as IDFC Super Saver Income Fund -
Short Term - Direct Plan - Growth units of Rs.10/- each)
IDFC Bond Fund -Medium Term -Direct Plan -Growth units of - 13,118,625 - 396
Rs.10 each (Formerly known as IDFC Super Saver Income Fund -
Medium Term - Direct Plan - Growth units of Rs.10/- each)
Tata Mutual Fund
Tata Fixed Maturity Plan Series 53 Scheme A - Direct Plan - 10,000,000 10,000,000 108 101
Growth Units of Rs.10/- each
Tata Fixed Maturity Plan Series 55 Scheme G -Direct Plan- 20,000,000 - 212 -
Growth Units of Rs.10/- each
Tata Treasury Advantage Fund-Direct Plan-Growth Units of 201,236 723,224 578 1,922
Rs.1000/- each (Formerly known as Tata Ultra Short Term Fund -
Direct Plan - Growth Units of Rs.1000/- each)
Tata Short Term Bond Fund - Direct Plan-Growth Units of 69,422,732 69,422,732 2,362 2,328
Rs.10/- each
Aditya Birla Sun Life Mutual Fund
(Formerly known as Birla Sun Life Mutual Fund)
Aditya Birla Sun Life Fixed Term Plan - Series PD (1177 days) - 10,000,000 10,000,000 109 101
Direct Growth Units of Rs.10/- each
104 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 7 (a): Investments

(i) Non-current investments


[` in Millions (Mio INR)]

Number Amount

As at March As at March As at March As at March


31, 2019 31, 2018 31, 2019 31, 2018

Aditya Birla Sun Life Fixed Term Plan - Series PG (1148 days) - 10,000,000 10,000,000 109 101
Direct Growth Units of Rs.10/- each
Aditya Birla Sun Life Fixed Term Plan - Series NI (1163 days) - - 25,000,000 - 298
Growth Regular Units of Rs.10/- each
Aditya Birla Sun Life Fixed Term Plan - Series QG (1100 days) - 25,000,000 - 270 -
Growth Direct Units of Rs.10/- each
Aditya Birla Sun Life Fixed Term Plan - Series QK (1099 days) - 25,000,000 - 269 -
Growth Direct Units of Rs.10/- each
Aditya Birla Sunlife Floating Rate Fund-Growth -Direct plan 1,982,165 1,982,165 462 427
Units of Rs.100/- each (Formerly known as Birla Sunlife Floating
Rate Fund- Long Term Plan -Growth -Direct plan Units of
Rs.100/- each)
Aditya Birla Sun Life Corporate Bond Fund - Growth- 4,591,242 17,484,586 329 1,162
Regular Plan Units of Rs.10/- each (Formerly known as Birla Sun
Life Short Term Fund - Growth - Regular Plan Units of
Rs.10/- each)
Aditya Birla Sun Life Corporate Bond Fund - Direct-Growth- 19,086,765 22,991,964 1,377 1,536
Plan Units of Rs.10/- each (Fomerly known as Birla Sun Life
Short Term Fund - Direct - Growth - Plan Units of Rs.10/- each)
Aditya Birla Sun Life Banking & PSU Debt Fund - Direct- - 891,278 - 200
Growth- Plan Units of Rs.100/- each (Formerly known as Birla
Sunlife Treasury Optimizer Plan - Growth - Direct Plan units of
Rs.100 each)

Franklin Templeton Mutual Fund


Franklin India Fixed Maturity Plan - Series 2-Plan C-1205 Days - 10,000,000 10,000,000 109 102
Direct - Growth Plan Units of Rs.10/- each
Franklin India Fixed Maturity Plan - Series 3-Plan B 1139 Days- 15,000,000 15,000,000 163 152
Direct Growth Plan Units of Rs.10/- each
Franklin India Fixed Maturity Plan - Series 3-Plan C 1132 Days 10,000,000 10,000,000 108 101
Direct Growth Plan Units of Rs.10/- each
Franklin India Fixed Maturity Plan - Series 4-Plan A 1098 Days- 25,000,000 - 268 -
Direct Growth Plan Units of Rs.10/- each
Franklin India Fixed Maturity Plan - Series 4-Plan B 1098 Days- 10,000,000 - 106 -
Direct Growth Plan Units of Rs.10/- each
Franklin India Fixed Maturity Plan - Series 4-Plan C- 1098 Days- 10,000,000 - 106 -
Direct-Growth Plan Units of Rs.10/- each

Kotak Mutual Fund


Kotak FMP Series 228 - Direct-Growth-Units of Rs.10/- each 10,000,000 - 109 -
Kotak FMP Series 237 - Direct-Growth-Units of Rs.10/- each 15,000,000 - 160 -
Kotak FMP Series 240 - Direct-Growth-Units of Rs.10/- each 10,000,000 - 107 -
Kotak FMP Series 243- Direct-Growth-Units of Rs.10/- each 15,000,000 - 161 -
Kotak Bond Short Term -Direct plan -Growth Units of Rs.10/- 46,862,755 36,482,204 1,709 1,229
each (Formerly known as Kotak Bond - Direct plan -Growth Units
of Rs.10/- each )
Total 37,991 42,939
Aggregate amount of quoted investments
Investments carried at amortised cost 5,212 5,212
Investments carried at FVOCI 8,101 7,242
Investments carried at FVTPL 24,673 30,480
Aggregate amount of unquoted investments
Investments carried at amortised cost 5 5
Aggregate amount of market value of quoted investments 38,460 43,478
Aggregate amount of market value of unquoted investments 5 5
Aggregate amount of impairment in the value of investments - -
Annual Report 2018-19 | Standalone Financial Statements | 105

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 7 (a): Investments

(ii) Current investments


[` in Millions (Mio INR)]

Number Amount

As at March As at March As at March As at March


31, 2019 31, 2018 31, 2019 31, 2018

Quoted investments
(a) Investment in mutual funds at FVTPL:
ICICI Prudential Mutual Fund
ICICI Prudential FMP series 76 - 1142 Days Plan M - 15,000,000 - 192
Direct Plan-Cumulative of Rs.10/- each
ICICI Prudential FMP Series 76 - 1108 Days Plan V Direct Plan- - 5,000,000 - 63
Cumulative of Rs.10/- each
ICICI Prudential FMP Series 76 - 1127 Days Plan W Direct Plan- - 25,000,000 - 317
Cumulative of Rs.10/- each
ICICI Prudential FMP Series 76 -  1135 Days Plan Z Direct Plan- - 25,000,000 - 313
Cumulative of Rs.10/- each
ICICI Prudential FMP Series 77 - 1132 Days Plan A Direct Plan- - 10,000,000 - 124
Cumulative of Rs.10/- each
ICICI Prudential FMP Series 77 - 1130 Days Plan D Direct Plan- - 30,000,000 - 378
Cumulative of Rs.10/- each
ICICI Prudential FMP Series 77 - 1134 Days Plan H Direct Plan- - 10,000,000 - 125
Cumulative of Rs.10/- each
ICICI Prudential FMP Series 77 - 1151 Days Plan S Direct Plan- - 15,000,000 - 183
Cumulative of Rs.10/- each
ICICI Prudential FMP Series 78 - 1212 Days Plan A Direct Plan- 20,000,000 - 258 -
Cumulative of Rs.10/- each
ICICI Prudential FMP Series 78 -1190 Days Plan E Direct Plan- 15,000,000 - 193 -
Cumulative of Rs.10/- each
ICICI Prudential FMP Series 78 -1185 Days Plan F Direct Plan- 20,000,000 - 257 -
Cumulative of Rs.10/- each
ICICI Prudential FMP Series 78 - 1170 Days Plan I Direct Plan- 20,000,000 - 257 -
Cumulative of Rs.10/- each
ICICI Prudential FMP Series 78 - 1168 Days Plan J Direct Plan- 15,000,000 - 192 -
Cumulative of Rs.10/- each
DHFL Pramerica Mutual Fund
DHFL Pramerica Fixed Maturity Plan Series 87 -Direct Plan - - 35,000,000 - 447
Growth option Units of Rs. 10/- each
DHFL Pramerica Fixed Maturity Plan Series 91- Direct Plan - - 25,000,000 - 314
Growth option Units of Rs. 10/- each
IDFC Mutual Fund
IDFC Fixed Term Plan - Series 108 (1144 Days) Units of - 15,000,000 - 189
Rs.10/- each
Aditya Birla Mutual Fund
(Formerly known as Birla Sun Life Mutual Fund)
Aditya Birla Sun Life Fixed Term Plan Series MP (1141 Days) - - 35,000,000 - 440
Direct Growth Units of Rs.10/- each
Aditya Birla Sun Life Fixed Term Plan - Series MR (1153 days) - - 20,000,000 - 251
Direct Growth Units of Rs.10/- each
Aditya Birla Sunlife Fixed Term Plan Series MX(1128 days) - - 35,000,000 - 427
Regular Growth Units of Rs.10/- each
Aditya Birla Sun Life Fixed Term Plan - Series MY (1107 days) - - 30,000,000 - 364
Direct Growth Units of Rs.10/- each
Aditya Birla Sun Life Fixed Term Plan - Series NI (1163 days)- 25,000,000 - 319 -
Growth Regular Units of Rs.10/- each
HDFC Mutual Fund
HDFC FMP 1157D February 2015 (1)-Direct -Growth Series 33 - 35,000,000 - 450
Units of Rs.10/- each
HDFC FMP 1112Days June 2015 (1)-Direct -Growth Series 33 - 20,000,000 - 250
Units of Rs.10/- each
106 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 7 (a): Investments

(i) Non-current investments


[` in Millions (Mio INR)]

Number Amount

As at March As at March As at March As at March


31, 2019 31, 2018 31, 2019 31, 2018

HDFC FMP 1108D September 2015 (1) -Direct -Growth Series 34 - 10,000,000 - 122
Units of Rs.10/- each
HDFC FMP 1111 Days November 2015 (1)-Direct -Growth-series - 15,000,000 - 180
34 Units of Rs.10/- each
HDFC FMP 1105D December 2015 (1)-Direct -Growth-series 35 - 10,000,000 - 120
Units of Rs.10/- each
HDFC FMP 1183D January 2016 (1)-Direct -Growth-series 35 10,000,000 - 128 -
Units of Rs.10/- each
HDFC FMP 1167D January 2016 (1)-Direct -Growth-series 35 10,000,000 - 128 -
Units of Rs.10/- each
HDFC FMP 1155D February 2016 (1)-Direct -Growth-series 35 15,000,000 - 192 -
Units of Rs.10/- each
HDFC FMP 1132D February 2016 (1)-Direct -Growth-series 35 10,000,000 - 128 -
Units of Rs.10/- each
SBI Mutual Fund
SBI Debt Fund Series B - 8 (1105 Days) Growth - 25,000,000 - 319
Option of Rs.10/- each
SBI Debt Fund Series B – 9 (1105 Days) Growth
Option of Rs.10/- each - 50,000,000 - 634
SBI Debt Fund Series B – 16 (1100 Days)-Direct Plan -Growth - 20,000,000 - 251
Option of Rs.10/- each
SBI Debt Fund Series B – 17 (1100 Days)-Direct Plan -Growth - 10,000,000 - 125
Option of Rs.10/- each
SBI Debt Fund Series B – 18 (1100 Days)-Direct Plan -Growth - 15,000,000 - 188
Option of Rs.10/- each
SBI Debt Fund Series B – 19 (1100 Days)-Direct Plan -Growth - 10,000,000 - 125
Option of Rs.10/- each
SBI Debt Fund Series B – 20 (1100 Days)-Direct Plan -Growth - 10,000,000 - 125
Option of Rs.10/- each
SBI Debt Fund Series B – 26 (1100 Days)-Direct Plan -Growth - 25,000,000 - 302
Option of Rs.10/- each
SBI Debt Fund Series B – 28 (1100 Days)-Direct Plan- Growth - 12,000,000 - 144
Option of Rs.10/- each
SBI Debt Fund Series B – 31 (1200 Days)-Direct Plan Growth 15,000,000 - 191 -
Units of Rs.10/- each
UTI Mutual Fund
UTI Fixed Term Income Fund Series XXII-III ( 1099 days )-Direct - 20,000,000 - 254
Growth Plan Option of Rs.10/- each
UTI Fixed Term Income Fund Series XXII - IX (1098 days)-Direct - 65,000,000 - 813
Growth Plan Option of Rs.10/- each
UTI Fixed Term Income Fund Series – XXIII – VII (1098 days)- - 50,000,000 - 604
Direct Growth Plan Option of Rs.10/- each
UTI Fixed Term Income Fund Series XXIII - XI (1100 days)-Direct - 13,000,000 - 156
Growth Plan Option of Rs.10/- each
UTI Fixed Term Income Fund Series XXIV -VI (1181 days)- 10,000,000 - 128 -
Direct Growth Plan Option of Rs.10/- each
Total 2,371 9,289
Aggregate amount of quoted investments
Investments carried at FVTPL 2,371 9,289
Aggregate amount of market value of quoted investments 2,371 9,289
Aggregate amount of impairment in the value of investments - -

Annual Report 2018-19 | Standalone Financial Statements | 107

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 7 (b) : Trade receivables


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Trade receivables
- Related parties [refer note (a) below and note 34] 2,304 2,339
- Others 14,598 15,007
Less: Allowance for credit losses (1,227) (1,190)

15,675 16,156

(a) Includes dues from private companies where directors are interested 1,067 374

Details of secured and unsecured


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Secured, considered good - -


Unsecured, considered good 15,675 16,156
Increase in credit risk 513 484
Credit impaired 714 706
Total 16,902 17,346
Allowance for credit losses (1,227) (1,190)
Total trade receivables 15,675 16,156

Note 7 (c) : Loans


[` in Millions (Mio INR)]
As at March 31, 2019 As at March 31, 2018
Current Non-Current Current Non-Current

Unsecured, considered good


Loan to fellow subsidiaries (refer note 34) 4,455 500 3,505 500
Loan to directors (refer note 34) 0 2 0 2
Loan to employees 132 227 142 259
Security deposits - 334 - 339
4,587 1,063 3,647 1,100

Note 7 (d) : Cash and cash equivalents


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Balances with banks


- in current accounts[includes margin money of INR 122 Mio
(as at March 31, 2018: Nil)] 360 237
- in EEFC accounts 17 -
- deposit accounts with original maturity of less than 3 months 1,647 3,133
Cash on hand 0 0
Cheques on hand 8 263
2,032 3,633

Note 7 (e) : Other bank balances


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Deposit accounts (maturity less than 12 months) 10,450 15,200


Unpaid dividend accounts 45 45
10,495 15,245
108 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 7 (f) : Other financial assets
[` in Millions (Mio INR)]
As at March 31, As at March 31,
2019 2018
Current Current

Inter-corporate deposit 7,850 7,900


Interest accrued on financial assets at amortised cost 850 804
Others (include non-trade receivables, etc.) 387 477
9,087 9,181
Note 8 : Deferred tax assets
[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Difference between books and Income tax written down value (WDV) of depreciable 3,106 3,049
property, plant and equipment and intangible assets
Expenses allowable for tax purposes when paid and other timing differences 1,490 1,856
4,596 4,905
Movement in deferred tax assets
[` in Millions (Mio INR)]
WDV of
depreciable Expenses
property, allowable on
Total
plant and payment basis
equipment

As at April 1, 2017 2,808 1,868 4,676


(Charged)/ Credited
- to Statement of Profit and Loss 241 77 318
- to Other Comprehensive Income - (89) (89)
As at March 31, 2018 3,049 1,856 4,905
Ind AS 115 transition adjustments (refer note 32) - 150 150
As at April 1, 2018 3,049 2,006 5,055
(Charged)/ Credited
- to Statement of Profit and Loss 57 (413) (356)
- to Other Comprehensive Income - (103) (103)
As at March 31, 2019 3,106 1,490 4,596
Note 9 : Other non-current assets
[` in Millions (Mio INR)]
As at March 31, As at March 31,
2019 2018

Capital advances 480 412


Security deposits 93 89
Deferred contract costs [refer note (a) below] 67 -
640 501
(a) Deferred contract costs are upfront costs incurred for the contract and are amortized over the term of the contract.

Note 10 : Inventories
(at lower of cost and net realisable value)
[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Raw materials 3,240 2,854


Work-in-progress 1,489 1,329
Finished goods 3,910 2,603
Stock-in-trade 5,209 4,823
Stores and spares 228 184
Loose tools 367 465
14,443 12,258
Annual Report 2018-19 | Standalone Financial Statements | 109

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(a) Inventories include the following as goods-in-transit


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Raw materials 474 986


Stock-in-trade 1,463 1,512
Loose tools 3 0
1,940 2,498

(b) Amount of inventories recognised as an expense/(income) is Mio INR (208) [2017-18 Mio INR 36].

(c) Write-down/(reversal of write-down of earlier year) of the inventories to net realisable value amounted to Mio INR 79
[2017-18 Mio INR 14]. These were recognised as an expense during the year and included in Note 21 in the Statement of
Profit and Loss.

Note 11 : Other current assets


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Balance with customs, goods & service tax, excise and sales tax authorities, etc. 488 584
Deferred expense 87 97
Contract assets (refer note 32) 1,783 -
Deferred contract costs [ refer note 9 (a) ] 30 -
Others (include vendor advances, claims receivable, etc.) 3,353 3,256
5,741 3,937

Note 12 : Equity share capital and other equity


Note 12(a) : Equity Share capital
Authorised equity share capital
[` in Millions (Mio INR)]

No of shares Amount

As at April 1, 2017 38,051,460 381


Increase during the year - -
As at March 31, 2018 38,051,460 381
Increase during the year - -
As at March 31, 2019 38,051,460 381

(i) Movements in equity share capital (issued, subscribed and fully paid up) (with voting rights):
[` in Millions (Mio INR)]

No of shares Amount

As at April 1, 2017 30,520,740 305


Increase/ (decrease) during the year - -
As at March 31, 2018 30,520,740 305
Increase/ (decrease) during the year (refer note 43) (1,027,100) (10)
As at March 31, 2019 29,493,640 295
Rights, preferences and restrictions attached to shares:
The Equity shares of the Company, having face value of Rs. 10/- per share, rank pari passu in all respects including
voting rights, entitlement to dividend and share in the proceeds of winding up of the Company in proportion to the
number of and amounts paid on the shares held.





110 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(ii) Equity shares held by the holding company and subsidiary of the holding company (with voting rights):
[` in Millions (Mio INR)]
As at March 31, 2019 As at March 31, 2018

No of shares Amount No of shares Amount

Robert Bosch GmbH, Federal Republic of 20,351,224 204 21,058,705 211


Germany, the Holding company (also the Ultimate
Holding company)
Robert Bosch Engineeering and Business 454,000 5 454,000 5
Solutions Private Ltd., India, subsidiary of the
Holding company

(iii) Details of Equity shares held by shareholders holding more than 5% of the aggregate equity shares in the Company
(with voting rights):
As at March 31, 2019 As at March 31, 2018

No of shares Shareholding % No of shares Shareholding %

Robert Bosch GmbH, Federal Republic of 20,351,224 69.00% 21,058,705 68.99%


Germany, the Holding company (also the Ultimate
Holding company)

(iv) There are no shares reserved for issue under options and contracts/ commitments. Further, there are no shares that
have been allotted during last 5 years pursuant to a contract without payment being received in cash, or by way of
bonus shares.

(v) The Company has bought back 1,027,100 shares during the year ended March 31, 2019 at buy-back price determined at
Rs. 21,000/- per share which w as approved by the board of directors and shareholders of the Company. Shares bought
back during the period of five years immediately preceding t he reporting date:

As at March 31, As at March 31, As at March 31,
2019 2018 2017

Number of equity shares bought back by the Company 1,027,100 - 878,160


(refer note 43)

Note 12(b) : Reserves and surplus


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Capital reserve [refer note (i)] 39 39


Share premium [refer note (ii)] 8 8
Capital redemption reserve [refer note (iii)] 86 76
General reserve [refer note (iv)] 293 21,862
Retained earnings [refer note (v)] 82,491 70,313
82,917 92,298

(i) Capital reserve


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Opening balance 39 39
Additions/(deletions) during the year - -
Closing balance 39 39
Annual Report 2018-19 | Standalone Financial Statements | 111

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(ii) Share premium


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Opening balance 8 8
Additions/(deletions) during the year - -
Closing balance 8 8

(iii) Capital redemption reserve


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Opening balance 76 76
Additions/(deletions) during the year (refer note 43) 10 -
Closing balance 86 76

(iv) General reserve


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Opening balance 21,862 21,862


Less: Utilisation for buy back of shares (refer note 43) (21,559) -
Less: Transfer to capital redemption reserve (refer note 43) (10) -
Closing balance 293 21,862

(v) Retained earnings


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Closing balance of previous year 70,313 59,744


Impact of transition to Ind AS 115, net of taxes (refer note 32) (280) -
Opening balance 70,033 59,744
Net profit for the year 15,980 13,708
Dividends (refer note no. 31(b)(i)) (3,052) (2,747)
Dividend distribution taxes (627) (559)
Items of other comprehensive income recognised directly in retained earnings
- Remeasurement of post-employment benefit obligations, net of tax 157 167
Closing balance 82,491 70,313

Note 12(c) : Other reserves


[` in Millions (Mio INR)]

FVOCI - Equity Total other


Instruments reserves

As at April 1, 2017 5,962 5,962


Change in fair value of FVOCI equity instruments, net of tax 1,248 1,248
As at March 31, 2018 7,210 7,210
Change in fair value of FVOCI equity instruments, net of tax 840 840
As at March 31, 2019 8,050 8,050
112 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 13(a) : Other financial liabilities
[` in Millions (Mio INR)]
As at March 31, 2019 As at March 31, 2018
Current Non-Current Current Non-Current

Unpaid dividend [refer note (a) below] 45 - 45 -


Book overdraft - - 6 -
Capital creditors 481 - 347 -
Other payables (includes employee dues, 4,663 107 3,839 66
derivative liabilities, etc.)
5,189 107 4,237 66

(a) There are no amounts due for payment to the Investor Education and Protection Fund under Section 125 of the
Companies Act, 2013 as at the year end.

Note 13(b) : Trade payables

[` in Millions (Mio INR)]

As at March 31, As at March 31,
2019 2018

Trade payables
- Dues of Micro Enterprises and Small Enterprises [refer note (a) below] 619 395
- Dues of creditors other than micro enterprises and small enterprises
- Related parties (refer note 34) 8,356 11,880
- Others 6,910 7,956
15,266 19,836
15,885 20,231

(a) Disclosure under Micro, Small and Medium Enterprises Development Act, 2006.
[` in Millions (Mio INR)]

As at As at
March 31, 2019 March 31, 2018
and for the and for the
year ended year ended
March 31, 2019 March 31, 2018

(i) Principal amount remaining unpaid to any supplier as at the end of the 619 395
accounting year
(ii) Interest due thereon remaining unpaid to any supplier as at the end of the 11 5
accounting year
(iii) The amount of interest paid along with the amounts of the payment made to - -
the supplier beyond the appointed day
(iv) The amount of interest due and payable for the year 19 22
(v) The amount of interest accrued and remaining unpaid at the end of the 113 83
accounting year
(vi) The amount of further interest due and payable even in the succeeding year, 10 13
until such date when the interest dues as above are actually paid

The Company has identified small enterprises and micro enterprises, as defined under the MSMED Act by requesting
confirmation from vendors to the letters circulated by the Company.

Note 14 : Provisions
[` in Millions (Mio INR)]
As at March 31, 2019 As at March 31, 2018
Current Non-Current Current Non-Current

Provision for employee benefits 2,261 3,400 2,566 4,188


Trade demand and others [refer note (a) below] 3,753 16 3,541 16
Warranty [refer note (a) below] 1,161 - 1,343 -
7,175 3,416 7,450 4,204
Annual Report 2018-19 | Standalone Financial Statements | 113

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(a) Disclosure under Indian Accounting Standard (Ind AS) 37 on “Provisions, Contingent Liabilities and Contingent Assets” :
[` in Millions (Mio INR)]
Ind AS 115 Utilised/
transition Additions reversed
As at April 1, As at March
Description As at March adjustments during the during the-
2018 31, 2019
31, 2018 (Refer note year year
32)

Trade demand and others [refer note (i) and 3,557 339 3,896 2,106 2,233 3,769
(ii) below] (3,471) (-) (3,471) (2,215) (2,129) (3,557)
Warranty [refer note (i) and (ii) below] 1,343 - 1,343 420 602 1,161
(1,155) (-) (1,155) (757) (569) (1,343)

(i) Nature of the provision has not been given on the grounds that it can be expected to prejudice the interests of the
Company. Due to the very nature of such provisions, it is not possible to estimate the timing/ uncertainties relating to
their outflows.

(ii) Figures in brackets relate to previous year.

Note 15 : Current tax liabilities


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Opening balance 906 651


Add: Provision for tax (including earlier years) 7,074 7,016
Less: Taxes paid (net of refund) (7,822) (6,761)
Closing balance (net of advance tax of Mio INR 28,643 (March 31, 2018:
Mio INR 25,941)) 158 906

Note 16 : Other current liabilities


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Statutory dues 1,125 1,171


Deferred income - 67
Indirect taxes 359 483
Contract liabilities (refer note 32) 1,805 -
Others (advance from customers,etc.) 615 646
3,904 2,367

Note 17 : Other operating revenue


[` in Millions (Mio INR)]

For the year ended For the year ended


March 31, 2019 March 31, 2018

Scrap sales 167 162


Export incentives 391 350
Provision/ liabilities no longer required written back 30 165
Rental income 1,043 994
Miscellaneous income 489 437
2,120 2,108
114 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 18 : Other income
[` in Millions (Mio INR)]

For the year ended For the year ended


March 31, 2019 March 31, 2018

Interest income
- Bank and inter corporate deposits 1,802 1,697
- Loans to related parties 365 330
- On financial assets at amortised cost 418 418
- Others 184 275
Government grant (refer note (a) below) - 55
Amortisation of deferred government grant income 7 55
Dividend from equity investments designated at FVOCI 74 71
Net gain on financial assets measured at FVTPL 3,093 2,185
Profit on sale of property, plant and equipment (net) 10 32
5,953 5,118

(a) Government grant represents subsidy received/ accrued during the year ended March 31, 2018 under the Package
Scheme of Incentives, 2001 from the Government of Maharashtra.

Note
19 : Cost of materials consumed
[` in Millions (Mio INR)]

For the year ended For the year ended


March 31, 2019 March 31, 2018

Raw materials consumed 30,211 27,555


Less: Issues capitalised (287) (214)
29,924 27,341

Note 20 : Purchases of stock-in-trade


[` in Millions (Mio INR)]

For the year ended For the year ended


March 31, 2019 March 31, 2018

Purchase of goods 39,680 35,278


39,680 35,278

Note 21 : Changes in inventories of finished goods, work-in-progress and stock-in-trade


[` in Millions (Mio INR)]

For the year ended For the year ended


March 31, 2019 March 31, 2018

Opening stock
Finished goods 2,603 3,939
Work-in-progress 1,329 958
Stock-in-trade 4,823 4,253

Closing stock
Finished goods 3,910 2,603
Work-in-progress 1,489 1,329
Stock-in-trade 5,209 4,823
(1,853) 395
Annual Report 2018-19 | Standalone Financial Statements | 115

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 22 : Employee benefit expense


[` in Millions (Mio INR)]

For the year ended For the year ended


March 31, 2019 March 31, 2018

Salaries, wages, bonus etc. 11,706 11,946


Contributions to provident and other funds [refer note 28] 967 839
Staff welfare 1,031 780
13,704 13,565

Note 23 : Finance costs


[` in Millions (Mio INR)]

For the year ended For the year ended


March 31, 2019 March 31, 2018

Interest expense
- others 89 33
Net interest on defined benefit liability 44 0
133 33

Note 24 : Depreciation and amortisation expense


[` in Millions (Mio INR)]

For the year ended For the year ended


March 31, 2019 March 31, 2018

Depreciation of property, plant and equipment [refer note 4(a)] 3,877 4,486
Depreciation on investment properties [refer note 5] 168 186
4,045 4,672

Note 25 : Other expenses


[` in Millions (Mio INR)]

For the year ended For the year ended


March 31, 2019 March 31, 2018

Consumption of stores and spares 1,040 1,178


Consumption of tools 1,584 1,618
Power and fuel 1,116 1,097
Repairs to plant and machinery 1,022 899
Repairs to building 531 538
Royalty and technical service fee 2,208 2,131
Rent [refer note 35] 547 804
Rates and taxes 101 182
Insurance 100 144
Expenditure towards Corporate Social Responsibility [refer note (a) below] 353 363
Packing, freight and forwarding 2,061 1,974
Warranty and service expenses 100 494
Travelling and conveyance 1,310 1,071
Professional and consultancy charges 1,637 1,823
Advertisement and sales promotion expenses 648 460
Miscellaneous manufacturing expenses 2,369 1,563
Computer expenses 1,136 920
Miscellaneous expenses [refer note (b) below] 1,900 2,314
Less: Expenses capitalised (274) (183)
19,489 19,390
116 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(a) Expenditure towards Corporate Social Responsibility :

- Gross amount required to be spent by the Company during the year is Mio INR 353 (2017-18 Mio INR 363).

- Amount spent during the year is Mio INR 353 (2017-18 Mio INR 363).
[` in Millions (Mio INR)]

Sr. No. Particulars In cash Yet to be paid in cash Total

(i) Construction/acquisition of any asset - - -


(-) (-) (-)
(ii) On purposes other than (i) above 287 66 353
(256) (107) (363)
- Total amount paid during the year Mio INR 394 includes Mio INR 107 relating to previous year.
- Figures in brackets relate to previous year.

(b) Miscellaneous expenses include :


[` in Millions (Mio INR)]

For the year ended For the year ended


March 31, 2019 March 31, 2018

(i) Remuneration to auditors (excluding indirect tax):


Statutory audit fee 8 8
Tax audit fees 1 1
Other services 2 2
Reimbursement of expenses - 0

(ii) Provision for doubtful debts (net) 37 492

(iii) Bad debts written off 45 121

(iv) Exchange loss [including exchange loss/(gain) of Mio INR 45 (2017-18: Mio 364 301
INR (80)) on account of mark-to-market valuation of outstanding
forward and option contracts]

Note 26 : R & D expenses *
[` in Millions (Mio INR)]

For the year ended For the year ended


March 31, 2019 March 31, 2018

R & D Expenses :
Cost of materials consumed 91 109
Employee benefit expenses 1,014 888
Other expenses 1,747 1,190
2,852 2,187

* Relating to certain DSIR approved R & D facilities, considered eligible for Income tax benefit.
Annual Report 2018-19 | Standalone Financial Statements | 117

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 27: Income tax expense



This note provides an analysis of the Company’s income tax expense, showing how the tax expense is affected by
non-assessable and non-deductible items.

(a) Income tax expense


[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

Current tax
Current tax on profits for the year 7,612 7,030
Adjustments for current tax of prior periods (538) (14)
Total current tax expenses 7,074 7,016

Deferred tax
Decrease/ (Increase) in deferred tax assets 356 (318)
Total deferred tax expenses/(benefit) 356 (318)
Income tax expense 7,430 6,698

(b) Reconciliation of tax expenses and the accounting profit multiplied by tax rate:
[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

Profit before income tax expense 23,410 20,406


23,410 20,406
Tax at the Indian tax rate of 34.944% (2017-18: 34.608%) 8,181 7,062
Effect of non-deductible expense 233 513
Effect of exempt other income/ weighted deduction (446) (911)
Adjustments for current tax of prior periods (538) (14)
Effect due to difference in future tax rate for deferred tax - 48
Income tax expense 7,430 6,698

Note 28: Employee Retirement Benefits:


Disclosure on Retirement Benefits as required in Indian Accounting Standard (Ind AS) 19 on “Employee Benefits” are given
below:
(a) Post Employment Benefit - Defined Contribution Plans
The Company has recognised an amount of Mio INR 342*(2017-18: Mio INR 321*) as expense under the defined
contribution plans in the Statement of Profit and Loss.
(b) Post Employment Benefit - Defined Benefit Plans
The Company makes annual contributions to the Bosch Employees’ Gratuity Fund and makes monthly contributions to
Bosch Employees (Bangalore) Provident Fund Trust and Bosch Workmen’s (Nashik) Provident Fund Trust, funded defined
benefit plans for qualifying employees. The Gratuity Scheme provides for lumpsum payment to vested employees at
retirement/death while in employment or on termination of employment of an amount equivalent to 15 days salary
payable for each completed year of service or part thereof in excess of six months. Vesting occurs only upon completion
of five years of service, except in case of death or permanent disability.
The Provident Fund Scheme provides for lumpsum payment/transfer to the member employees at retirement/ death
while in employment or on termination of employment of an amount equivalent to the credit standing in his account
maintained by the Trusts. The present value of the defined benefit obligation and the related current service cost are
measured using the projected unit credit method with actuarial valuation being carried out at each balance sheet date.


118 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(c) Total expense recognised in the statement of profit and loss


[` in Millions (Mio INR)]
Provident Fund Gratuity
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Current service cost* 392 357 233 161
Past service cost - - - 939
Net interest cost
a. Interest expense on defined benefit obligation (DBO) 799 649 368 283
b. Interest (income) on plan assets (799) (649) (324) (283)
c. Total net interest cost - - 44 0
Defined benefit cost included in Statement of Profit and Loss 392 357 277 1,100

* Total charge recognised in Statement of Profit and Loss is Mio INR 967 (2017-18: Mio INR 839) [Refer note no 22].

(d) Remeasurement effects recognised in Other Comprehensive Income (OCI)
[` in Millions (Mio INR)]

Gratuity

March 31, 2019 March 31, 2018

a. Actuarial (gain)/ loss due to financial assumption changes in DBO 66 (163)


b. Actuarial (gain)/ loss due to experience on DBO (249) (162)
c. Return on plan assets (greater)/ less than discount rate (55) 69
Total actuarial (gain)/ loss included in OCI (238) (256)

[` in Millions (Mio INR)]

Provident Fund

March 31, 2019 March 31, 2018

a. Actuarial (gain)/ loss on liability (134) 527


b. Actuarial (gain)/ loss on plan assets 134 (527)
Total actuarial (gain)/ loss included in OCI - -

(e) Total cost recognised in comprehensive income


[` in Millions (Mio INR)]
Provident Fund Gratuity
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Cost recognised in Statement of Profit and Loss 392 357 277 1,100
Remeasurements effects recognised in OCI - - (238) (256)
Total cost recognised in Comprehensive Income 392 357 40 844

(f) Change in defined benefit obligation


[` in Millions (Mio INR)]

Gratuity

March 31, 2019 March 31, 2018

Defined benefit obligation as at the beginning of the year 4,886 3,996


Service cost 233 1,100
Interest cost 368 283
Benefit payments from plan assets (246) (168)
Actuarial (gain)/ loss - financial assumptions 66 (163)
Actuarial (gain)/ Loss - experience (249) (162)
Defined benefit obligation as at year end 5,058 4,886
Annual Report 2018-19 | Standalone Financial Statements | 119

Notes to the Standalone Financial Statements for the year ended March 31, 2019

[` in Millions (Mio INR)]

Provident Fund

March 31, 2019 March 31, 2018

Defined benefit obligation as at the beginning of the year 10,221 8,740


Current service cost 392 357
Interest cost 799 649
Benefits paid and transfer out (1,109) (970)
Transfer in 84 59
Participant contributions 930 859
Actuarial (gain)/ loss (134) 527
Defined benefit obligation as of current year end 11,183 10,221

(g) Change in fair value of plan assets


[` in Millions (Mio INR)]
Provident Fund Gratuity
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Fair value of plan assets at end of prior year 10,221 8,740 4,198 3,874
Expected return on plan assets 799 649 324 283
Employer contributions 392 357 688 278
Participant contributions 930 859 - -
Benefit payments from plan assets (1,109) (970) (247) (168)
Transfer in/ transfer out 84 59 - -
Actuarial gain/ (loss) on plan assets (134) 527 55 (69)
Fair value of plan assets at end of year 11,183 10,221 5,018 4,198

(h) Net defined benefit asset/ (liability)


[` in Millions (Mio INR)]
Provident Fund Gratuity
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Defined benefit obligation 11,183 10,221 5,058 4,886
Fair value of plan assets 11,183 10,221 5,018 4,198
(Surplus)/ deficit recognised in Balance Sheet - - 40 688

(i) Expected company contributions for the next year


[` in Millions (Mio INR)]

Provident Fund Gratuity

March 31, 2019 March 31, 2019

Expected company contributions for the next year 439 156

(j) Reconciliation of amounts in balance sheet


[` in Millions (Mio INR)]

Gratuity

March 31, 2019 March 31, 2018

Net defined benefit liability/(asset) at prior year end 688 122


Defined benefit cost included in Statement of Profit and Loss 277 1,100
Total remeasurements included in OCI (238) (256)
Employer contributions (688) (278)
Net defined benefit liability/(asset) 40 688
120 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(k) Reconciliation of Statement of Other Comprehensive Income


[` in Millions (Mio INR)]
Gratuity
March 31, 2019 March 31, 2018

Cumulative OCI - (Income)/Loss, beginning of period (148) 108


Total remeasurements included in OCI (238) (256)
Cumulative OCI - (Income)/Loss (386) (148)

(l) Current/ non current liability


[` in Millions (Mio INR)]
Gratuity
March 31, 2019 March 31, 2018
Current liability - -
Non current liability 40 688
Total 40 688

(m) Assumptions

Provident Fund Gratuity


March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Discount factor [refer note (i) below] 7.65% 7.70% 7.65% 7.70%
Weighted average rate of escalation in NA NA 10.6% 10.6%
salary per annum [refer note (ii) below]
Mortality rate IALM (2006 08) IALM (2006 08) IALM (2006 08) IALM (2006 08)
Ultimate Ultimate Ultimate Ultimate

Notes:
(i) The discount rate is based on the prevailing market yield on Government Bonds as at the balance sheet date for
the estimated term of obligations.
(ii) The estimate of future salary increases considered in actuarial valuation takes into account inflation, seniority,
promotion and other relevant factors such as supply and demand in the employment market.
(n) Risk exposures:
A large portion of assets consists of government and corporate bonds and small portion of assets consists in
mutual funds and special deposit account in banks. Through its defined plans, the company is exposed to a
number of risks, the most significant of which are detailed below:
Asset Volatility: The plan liabilities are calculated using a discount rate with reference to bond yields, if plan assets
underperform this yield, this will create a deficit. Most of the plan asset investments are in fixed income
government securities with high grades and public sector corporate bonds. A small portion of the funds are
invested in equity securities.

Changes in bond yields: A decrease in bond yields will increase plan liabilities, although this will be partially offset
by an increase in the value of the plans’ bond holdings.

(o) Sensitivity analysis on defined benefit obligation


[` in Millions (Mio INR)]
Gratuity
March 31, 2019 March 31, 2018

Discount rate
a. Discount rate - 50 basis points 5,335 5,104
b. Discount rate + 50 basis points 4,802 4,639
Weighted average increase in salary
a. Rate - 50 basis points 4,904 4,781
b. Rate + 50 basis points 5,209 4,974

The above sensitivity analysis are based on a change in an assumption while holding all other assumptions constant. In
practice, this is unlikely to occur. This sensitivity analysis shows how the defined benefit obligation would have been
affected by changes in the relevant actuarial assumption that were reasonably possible at that date.


Annual Report 2018-19 | Standalone Financial Statements | 121

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(p) Plan assets

Provident Fund Gratuity


March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
% Invested % Invested % Invested % Invested

Government Securities (Central and State) 52 52 52 51


Corporate Bonds (including Public Sector bonds) 39 41 36 36
Mutual Funds 3 2 2 1
Cash and bank balances
(including Special Deposits Scheme, 1975) 6 5 10 12
Total 100 100 100 100

(q) Expected future cashflows


The weighted average duration of the defined benefit obligation is 14.26 years (2017-18 -14.27 years). The expected
maturity analysis is as follows:
[` in Millions (Mio INR)]
Provident Fund Gratuity
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018

Within 1 year 1,103 399 156 226


Between 1-2 years 687 450 266 188
Between 2-5 years 2,015 1,687 781 793
From 6 to 10 5,884 4,141 2,543 2,322
Total 9,689 6,677 3,746 3,529

Note 29: Fair value measurements:



(i) Financial instruments by category and hierarchy
This section explains the judgements and estimates made in determining the fair values of the financial instruments that
are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed
in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the
Company has classified its financial instruments into the three levels prescribed under the accounting standard. An
explanation of each level follows underneath the table.

[` in Millions (Mio INR)]


March 31, 2019 March 31, 2018

Amortised Amortised
Level FVPL FVOCI FVPL FVOCI
cost cost

Financial assets

Investments
- Equity instruments 1 - 8,101 - - 7,242 -
- Bonds 1 - - 5,212 - - 5,212
- Mutual funds 1 27,044 - - 39,769 - -
Interest accrued on financial assets
at amortised cost 3 - - 850 - - 804
Trade receivables 3 - - 15,675 - - 16,156
Loans 3 - - 5,650 - - 4,747
Investments
- Bonds 3 - - 5 - - 5
Cash and cash equivalents - - 2,032 - - 3,633
Other bank balances - - 10,495 - - 15,245
Inter-corporate deposit 3 - - 7,850 - - 7,900
Others (include non-trade
receivables, etc.) 3 - - 387 - - 477
Derivative assets 2 - - - 1 - -
Total financial assets 27,044 8,101 48,156 39,770 7,242 54,179

122 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

[` in Millions (Mio INR)]


March 31, 2019 March 31, 2018

Amortised Amortised
Level FVPL FVOCI FVPL FVOCI
cost cost

Financial liabilities

Trade payables 3 - - 15,885 - - 20,231
Unpaid dividend 3 - - 45 - - 45
Book overdraft - - - - - 6
Other payables (includes employee
dues, etc.) 3 - - 4,726 - - 3,905
Capital creditors 3 - - 481 - - 347
Derivative liabilities 2 - - 44 - - -
Total financial liabilities - - 21,181 - - 24,534

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity
instruments, tax free bonds and mutual funds that have quoted price. The fair value of all equity instruments, which are
traded in the stock exchanges, are valued using the closing price as at the reporting period. The mutual funds are valued
using the closing NAV.
Level 2: The fair value of financial instruments that are not traded in an active market (for market, traded bonds, over-the-
counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as
little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the
instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in Level 3.
There are no transfers between levels during the year.
(ii) Valuation technique used to determine fair value
Specific valuation techniques used to value financial instruments include:

- the fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date
- the fair value of remaining financial instruments is determined using the discounted cash flow analysis
(iii) Valuation process
The finance and accounts department of the company performs the valuation of financial assets and liabilities required for
financial reporting purposes, and report to the Executive Director (ED). Discussions on valuation processes and results are
held between the ED and valuation team at least once every three months, in line with the Company’s quarterly reporting
periods.
The main level 3 inputs are derived and evaluated as follows:
a) Discount rate for loans to employees are determined using prevailing bank lending rate.
b) The fair values of financial assets and liabilities are determined using the discounted cash flow analysis.

(iv) Fair value of financial assets and liabilities measured at amortised cost
[` in Millions (Mio INR)]
March 31, 2019 March 31, 2018
Carrying Carrying
Fair value Fair value
amount amount

Financial assets
Tax free bonds 5,217 5,692 5,217 5,763
Loans 1,063 1,063 1,100 1,100
Total financial assets 6,280 6,755 6,317 6,863

Financial liabilities
Other financial liabilities 107 107 66 66
Total financial liabilities 107 107 66 66

With respect to trade receivables, other receivables, inter-corporate deposit, current portion of loans, cash and cash
equivalents, other bank balance, trade payables, capital creditors, employee payables, the carrying amount is considered to
be the same as their fair value due to their short-term nature.
Annual Report 2018-19 | Standalone Financial Statements | 123

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 30: Financial risk management


The Company’s activities expose it to market risk, liquidity risk and credit risk. In order to minimise any adverse effects on
the financial performance of the Company, derivative financial instruments, such as foreign exchange forward contracts and
foreign currency option contracts are entered into by the Company to hedge certain foreign currency exposure. Derivatives
are used exclusively for hedging and not as trading or speculative instruments.

(A) Credit Risk


Credit risk arises from cash and cash equivalents, instruments carried at amortised cost and deposits with banks, as well as
credit exposures to customers including outstanding receivables.

(i) Credit risk management
Credit risk on cash and cash equivalents is limited as the Company generally invests in deposits with banks which have high
credit ratings assigned by external agencies. Investments primarily include investment in debt based mutual funds whose
portfolios have instruments with high credit rating and government bonds. The Board of Directors periodically review the
investment portfolio of the Company. Credit risk on loans given to fellow subsidiaries is guaranteed by the holding company.
Credit risk with respect to trade receivable is managed by the Company through setting up credit limits for customers and
also periodically reviewing the credit worthiness of major customers.

Expected credit loss for trade receivables under simplified approach



[` in Millions (Mio INR)]
March 31, 2019 March 31, 2018
Less than 6 More than 6 Less than 6 More than 6
months months months months
Gross carrying amount 14,432 2,470 15,552 1,794
Expected credit losses (Loss allowance provision) (69) (1,158) (78) (1,112)
Carrying amount of trade receivables (net of impairment) 14,363 1,312 15,474 682

The gross carrying amount of trade receivables is Mio INR 16,902 (March 31, 2018 - Mio INR 17,346). During the period, the
Company made no significant write-offs of trade receivables and it does not expect to receive future cash flows or recoveries
from trade receivables previously written off.

(ii) Reconciliation of loss allowance provision - Trade Receivables


[` in Millions (Mio INR)]
Gross carrying amount
Loss allowance as at April 1, 2017 698
Changes in loss allowance 492
Loss allowance as at March 31, 2018 1,190
Changes in loss allowance 37
Loss allowance as at March 31, 2019 1,227

(B) Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of
funding through an adequate amount of internal financing by way of daily cash flow projection to meet obligations when due
and to close out market positions. Due to the dynamic nature of the underlying businesses, company treasury maintains
flexibility in funding by maintaining availability of funds.

Management monitors daily and monthly rolling forecasts of the Company’s liquidity position and cash and cash equivalents
on the basis of expected cash flows. This is generally carried in accordance with standard guidelines. The company has
liquidity reserves in the form of highly liquid assets like cash and cash equivalents, debt based mutual funds, deposit
accounts, etc.

(i) Financing arrangements: The company had access to the following undrawn borrowing facilities at the end of the
reporting period
[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

Floating rate
- Expiring within one year (bank overdraft and other facilities) 20 20
- Expiring beyond one year (bank loans) - -
20 20
124 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(ii) Maturity of Financial liabilities


The table below summarises the company’s financial liabilities into relevant maturity groupings based on their contractual
maturities for:
a) all non-derivative financial liabilities
b) net and gross settled derivative financial instruments for which the contractual maturities are essential for an
understanding of the timing of the cash flows
The amounts disclosed in the table are the contractual undiscounted cash flows. Balance due within 12 months equal their
carrying balances as the impact of discounting is not significant.

[` in Millions (Mio INR)]


March 31, 2019 March 31, 2018
Less than More than Less than More than
1 year 1 year 1 year 1 year
Trade payables 15,885 - 20,231 -
Other financial liabilities 5,189 107 4,237 66
Total non-derivative liabilities 21,074 107 24,468 66
Foreign exchange forward contracts 2,933 - 1,044 -
Options contracts 1,112 - - -
Total derivative liabilities 4,045 - 1,044 -

(C) Market risk

(i) Foreign currency risk

The company is exposed to foreign exchange risk arising from foreign currency transactions, primarily with respect to
USD and EUR. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities
denominated in a currency that is not the company’s functional currency (INR). The risk is measured through a forecast of
highly probable foreign currency cash flows. The objective of the hedges is to minimise the volatility of the INR cash flows of
highly probable forecast transaction.

The Company imports and exports goods and services which are predominantly denominated in USD and EUR. This
exposes the Company to foreign currency risk. To minimise this risk, the Company hedges using forward contracts and
foreign currency option contracts on a net exposure basis.

(a) Foreign currency risk exposure: The company exposure to foreign currency risk at the end of the reporting period
expressed in Mio INR are as follows:

[` in Millions (Mio INR)]


March 31, 2019 March 31, 2018
USD EUR USD EUR

Financials assets
Trade receivables 1,362 172 1,684 303
Exposure to foreign currency risk - assets 1,362 172 1,684 303

Financial liabilities
Trade payables 4,788 817 6,235 1,381

Exposure to foreign currency risk - liabilities 4,788 817 6,235 1,381

Derivative liabilities
Foreign exchange forward contracts 2,933 - 1,044 -

Foreign currency option contracts - Buy Option Contract 1,112 - - -

Net exposure to foreign currency risk (619) 645 3,507 1,078


Annual Report 2018-19 | Standalone Financial Statements | 125

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(b) Sensitivity: The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency
denominated financial instruments:
[` in Millions (Mio INR)]

Impact on profit after tax

March 31, 2019 March 31, 2018

USD Sensitivity
INR/USD - Increase by 1%* 6 (35)
INR/USD - Decrease by 1%* (6) 35

EUR Sensitivity
INR/EUR - Increase by 1%* (6) (11)
INR/EUR - Decrease by 1%* 6 11
* Holding all other variables constant

(ii) Cash flow and fair value interest rate risk



(a) Interest rate risk exposure: The company does not have interest bearing borrowings and interest rate risk is towards
opportunity cost on investment in tax free bonds. Company analyses it based on the sensitivity analysis and manages it by
portfolio diversification.

(b)Sensitivity: Profit or loss is sensitive to changes in interest rate for tax free bonds. A change in the market interest level
by 100 basis points would have the following effect on the profit after tax:

[` in Millions (Mio INR)]

Impact on profit after tax

March 31, 2019 March 31, 2018

Interest rates - increase by 100 basis points* (365) (370)


Interest rates - decrease by 100 basis points* 365 370

* Holding all other variables constant

(iii) Price risk



(a) Exposure: The Company has invested in equity securities and the exposure is equity securities price risk from
investments held by the Company and classified in the balance sheet as fair value through OCI.

(b) Sensitivity: The table below summarises the impact of increase/decrease of the index in the company’s equity and
impact on OCI for the period. The analysis is based on the assumption that the equity index had increased/ decreased by
10% with all other variables held constant, and that all the company’s equity instruments moved in line with the index.

[` in Millions (Mio INR)]


Impact on other components
of equity

March 31, 2019 March 31, 2018

Price - increase by 10% 810 724


Price - decrease by 10% (810) (724)

Other components of equity would increase/decrease as a result of gains/ (losses) on equity securities classified as fair
value though Other Comprehensive Income.

Note 31: Capital management

(a) Risk management


The Company has equity capital and other reserves attributable to the equity shareholders, as the only source of
capital and the company does not have any interest bearing borrowings/ debts.



126 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(b) Dividends
[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

(i) Dividends recognised


Final dividend for the year ended March 31, 2018 of INR 100/- 3,052 2,747
(March 31, 2017 - INR 90/-) per fully paid share
3,052 2,747

(ii) Dividends not recognised at the end of the reporting period


In addition to the above dividends, since the year ended, the Directors have 3,097 3,052
recommended the payment of a final dividend of INR 105/- per fully paid equity
share (March 31, 2018 - INR 100/-). This proposed dividend is subject to the
approval of shareholders in the ensuing annual general meeting
3,097 3,052

Note 32: Revenue from contracts with customers



The Company derives revenues primarily from sale of goods and sale of services.
Effective April 1, 2018, the Company adopted Ind AS 115 “Revenue from Contracts with Customers” using the cumulative
catch-up transition method, applied to contracts that were not completed as of April 1, 2018. In accordance with
cumulative catch-up transition method, the comparatives have not been retrospectively adjusted. The following is a
summary of new and/or revised significant accounting policies related to revenue recognition. Refer Note 1 “Significant
Accounting Policies”, in the Company’s 2018 Annual Report for the policies in effect for revenue prior to April 1, 2018.
The Company recognizes revenue under the core principle to depict the transfer of control to the Company’s customers in
an amount reflecting the consideration the Company expects to be entitled.
Product revenues consist of sales to original equipment manufacturers (OEMs). The Company considers customer purchase
orders, which in some cases are governed by master sales agreements, to be the contracts with a customer. In situations
where sales are to a distributor, the Company has concluded that its contract is with the distributor as the Company
holds a contract bearing enforceable rights and obligations only with the distributor. As part of its consideration of the
contract, the Company evaluates certain factors including the customer’s ability to pay (or credit risk). For each contract,
the Company considers the promise to transfer products, each of which is distinct, to be the identified performance
obligations.
Revenue from sales to distributors is recognized upon the transfer of control to the distributor. Discounts, sales incentives
that are payable to distributors are netted-off with revenue.
In determining the transaction price, the Company evaluates whether the price is subject to refund or adjustment to
determine the net consideration to which the Company expects to be entitled. Revenue is recognized when control of
the product is transferred to the customer (i.e., when the Company’s performance obligation is satisfied). Further, in
determining whether control has transferred, the Company considers if there is a present right to payment and legal title,
along with risks and rewards of ownership having transferred to the customer.
Cost to obtain a contract with a customer is recognized as an asset and amortised over the period of fulfillment of contract.
The impact of adoption of Ind AS 115 on the Company’s financial statements are as follows:

[` in Millions (Mio INR)]

Reconciliation of reserves and surplus as at April 1, 2018 Note No.

Reserves and surplus as at March 31, 2018 12(b)(v) 70,313


Contract assets recognised 11 571
Contract liabilities recognised 16 (662)
Provisions for estimated losses 14 (339)
Deferred tax assets on the above 8 150
Ind AS 115 transition impact (280)
Reserves and surplus as at April 1, 2018 12(b)(v) 70,033
Annual Report 2018-19 | Standalone Financial Statements | 127

Notes to the Standalone Financial Statements for the year ended March 31, 2019

[` in Millions (Mio INR)]
As at Ind AS As at Deferred Cost As at
March 31, 115 April, 1 cost trans- March 31,
2018 transition 2018 ferred 2019
Description impact to the
(Refer statement
above) of profit
and loss
account

Contract assets (Refer note 11) - 571 571 1,389 177 1,783

[` in Millions (Mio INR)]


As at Ind AS As at Unearned Revenue As at
March 31, 115 April, 1 revenue recog- March 31,
2018 transition 2018 nised 2019
Description impact
(Refer
above)

Contract liabilities (Refer note 16) - 662 662 1,289 146 1,805

[` in Millions (Mio INR)]

Revenue at disaggregated level March 31, 2019

Automotive Others

Sale of Products 99,955 17,863


Sale of Services 2,035 606
Other operating revenue 1,077 1,043

Note 33: Segment Information

(a) Description of segments and principal activities


The Company’s operations predominantly relate to operating segments in the automotive business which consists
of diesel systems, gasoline systems and automotive aftermarket products and services and are aggregated into
one reportable segment ‘Automotive Products’ in accordance with the aggregation criteria. Aggregation is
done due to the similarities of the products and services provided to the customers, similar production processes
and similarities in the regulatory environment. The Company also operates in other businesses consisting of
Industrial technology, consumer goods, energy and building technology products and services which are non-
automotive and do not meet the threashold criteria for reporting as separate segments. Therefore, the reportable
segment consists of “Automotive Products” and “Others”.

Revenue by geographical areas is stated on the basis of origin and there are no non-current assets located outside
India.

The accounting principles and policies adopted in the preparation of the standalone financial statements are also
consistently applied to record income/ expenditure and assets/ liabilities in individual segments.

The inter-segment revenue have been accounted for based on the transaction price agreed to between segments
which is primarily market based.


128 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(b) Details of operating segment

[` in Millions (Mio INR)]


Automotive Products Others Eliminations Total
March March March March March March March March
31, 2019 31, 2018 31, 2019 31, 2018 31, 2019 31, 2018 31, 2019 31, 2018
Revenue
Gross sale of product 99,955 98,536 17,863 15,393 - - 117,818 113,929
Sale of services 2,035 2,619 606 66 - - 2,641 2,685
Other operating revenue 1,077 711 1,043 1,397 - - 2,120 2,108
Inter-segment revenue - 515 650 (515) (650) - -
Total Revenue 103,067 101,866 20,027 17,506 (515) (650) 122,579 118,722

Result
Segment result 18,100 16,521 2,267 3,314 - - 20,367 19,835

[` in Millions (Mio INR)]

Revenue from external customers March 31, 2019 March 31, 2018

India 112,428 107,636


Other countries 10,151 11,086
Total 122,579 118,722

(c) Reconciliation of profit


[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

Segment results 20,367 19,835


Less: Depreciation and amortisation (194) (129)
Less: Unallocated corporate expenses (2,583) (4,385)
Add: Other income (refer note 19) 5,953 5,118
Less: Finance costs (refer note 24) (133) (33)
Profit before tax 23,410 20,406

(d) Details of segment assets and liabilities


[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

Segment assets
Automotive Products 41,894 38,078
Others 9,219 8,287
Total segment assets 51,113 46,365

Segment liabilities
Automotive Products 26,623 30,031
Others 6,522 6,252
Total segment liablities 33,145 36,283
Annual Report 2018-19 | Standalone Financial Statements | 129

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(e) Reconciliation of assets


[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

Segment assets 51,113 46,365


Property, plant and equipment 1,676 1,984
Capital work-in progress 1,698 755
Investments 40,362 52,228
Investments in subsidiary and associate 176 176
Other non-current assets 374 -
Deferred tax assets 4,596 4,905
Cash and cash equivalents 2,032 3,633
Bank balance other than cash and cash equivalents 10,495 15,245
Loans 5,237 4,268
Other financial assets 9,007 9,053
Other current assets 330 662
Total assets 127,096 139,274

(f) Reconciliation of liabilities


[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

Segment liabilities 33,145 36,283


Trade payables 49 24
Provisions 548 741
Unpaid dividend 45 45
Other current liabilities 141 416
Other financial liabilities 1,748 1,046
Current tax liabilities 158 906
Total liabilities 35,834 39,461

Note 34: Related Party Disclosure :

Holding Company : Robert Bosch GmbH, Federal Republic of Germany

Subsidiary Company : MICO Trading Private Limited, India

Associate (also a fellow subsidiary) : Newtech Filter India Private Limited, India

Whole time directors : Mr. Soumitra Bhattacharya, Mr. S.C. Srinivasan (From July 1, 2018), Dr. Andreas Wolf and
Mr. Jan-Oliver Röhrl

Non-whole time directors : Mr. V.K. Viswanathan, Mr. Peter Tyroller, Mr. Bernhard Steinruecke, Ms. Renu S. Karnad,
Mr. S.V.Ranganath (From July 1, 2018), Dr. Gopichand Katragadda (From December 4, 2018), Mr. Bhaskar Bhat &
Ms. Hema Ravichandar

Other related entities: Bosch India Foundation

(a) Key management personnel compensation:


[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

Short-term employee benefits 252 182


Post-employment benefits 14 8
266 190
130 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(b) Related Party transactions/ balances - summary:
[` in Millions (Mio INR)]

Employees'
Key Other
Benefit plans
Particulars Holding Fellow Associate Management related Total
where there
Company Subsidiary Personnel entities
is significant
influence
Net sale of product 4,761 2,876 - - - - 7,637
(4,501) (2,914) (-) (-) (-) (-) (7,415)
Sale of services 893 550 - 2 - - 1,445
(808) (543) (-) (2) (-) (-) (1,353)
Sale of property, plant and
equipments - 5 - - - - 5
(0) (61) (-) (-) (-) (-) (61)
Rental income - 990 - - - - 990
(-) (932) (-) (-) (-) (-) (932)
Miscellaneous income (including
reimbursements received) 36 690 - 17 - - 743
(24) (848) (-) (8) (-) (-) (880)
Interest earned - 365 - - - - 365
(-) (330) (-) (-) (-) (-) (330)
Purchases of :
Property, plant and equipment 424 292 - - - - 716
(220) (554) (-) (-) (-) (-) (774)
Goods 12,701 21,134 - 584 - - 34,419
(12,579) (22,594) (-) (588) (-) (-) (35,761)
Dividend paid 2,106 45 - - - - 2,151
(1,895) (41) (-) (-) (-) (-) (1,936)
Amount paid for shares bought back 14,857 - - - - - 14,857
(-) (-) (-) (-) (-) (-) (-)
Services received:
Royalty and technical service fee - 2,199 - - - - 2,199
(-) (2,116) (-) (-) (-) (-) (2,116)
Professional, consultancy and
other charges 1,847 2,169 - - - - 4,016
(1,380) (2,175) (-) (-) (-) (-) (3,555)
Liability written back 0 0 - - - - 0
(1) (48) (-) (-) (-) (-) (49)
Donation expense - - - - - 88 88
(-) (-) (-) (-) (-) (90) (90)
Loan given (*) - 1,030 - - - - 1,030
(-) (1,215) (-) (-) (-) (-) (1,215)
Loan repaid - 80 - - - - 80
(-) (770) (-) (-) (-) (-) (770)
Loan to related parties (*) - 4,955 - - - - 4,955
(-) (4,005) (-) (-) (-) (-) (4,005)
Trade receivables 610 1,694 - 0 - - 2,304
(840) (1,499) (-) (-) (-) (-) (2,339)
Other financial assets (non-trade
receivables) 2 285 - 0 - - 287
(118) (351) (-) (-) (-) (-) (469)

(*) Against guarantee given by Robert Bosch GmbH, Federal Republic of Germany, the holding company.

Annual Report 2018-19 | Standalone Financial Statements | 131

Notes to the Standalone Financial Statements for the year ended March 31, 2019

[` in Millions (Mio INR)]

Employees'
Key Other
Benefit plans
Particulars Holding Fellow Associate Management related Total
where there
Company Subsidiary Personnel entities
is significant
influence
Trade payables 2,483 5,767 - 106 - - 8,356
(3,912) (7,925) (-) (43) (-) (-) (11,880)

Other financial liabilities 161 44 - - - - 205


(39) (55) (-) (-) (-) (-) (94)

Contributions made to Employees’


Benefit plans - - 1,225 - - - 1,225
(-) (-) (774) (-) (-) (-) (774)

Managerial Remuneration:
Mr. Soumitra Bhattacharya - - - - 77 - 77
(-) (-) (-) (-) (63) (-) (63)

Mr. S.C. Srinivasan - - - - 49 - 49


(-) (-) (-) (-) (-) (-) (-)

Dr. Andreas Wolf - - - - 68 - 68


(-) (-) (-) (-) (59) (-) (59)

Mr. Jan-Oliver Röhrl - - - - 72 - 72


(-) (-) (-) (-) (68) (-) (68)

Sitting fees/ commissions


to non-executive directors - - - - 16 - 16
(-) (-) (-) (-) (15) (-) (15)

Unpaid Bonus/ Commission as at


the year end - - - - 133 - 133
(-) (-) (-) (-) (97) (-) (97)

Loan and Advances transactions :


Loan/Advances recovered - - - - 0 - 0
(-) (-) (-) (-) (1) (-) (1)

Amount outstanding at the


year end - - - - 2 - 2
(-) (-) (-) (-) (2) (-) (2)

Figures in brackets relate to previous year.


132 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

(c) Names and details of fellow subsidiaries having transaction value in excess of 10% in line transactions during the year:
March 31, March 31,
Particulars Name of the related party
2019 2018
Net sale of product Bosch Automotive Diesel Systems Co., Ltd. 341 191
Bosch Sanayi ve Ticaret A.S. 419 458
Sale of services Bosch Automotive Service Solutions Inc.,
United States 58 191
Bosch Security Systems B.V. 113 12
Bosch Chassis Systems India Private Ltd. 89 43
Rental income Robert Bosch Engineering and Business
Solutions Pvt. Ltd., India 813 751
Bosch Automotive Electronics India Pvt.
Ltd., India 164 143
Miscellaneous income (including reimbursements Robert Bosch Engineering and Business
received) Solutions Pvt. Ltd., India 292 264
Bosch Automotive Electronics India Pvt.
Ltd., India 197 216
Bosch Chassis Systems India Private Ltd. 97 95
Interest earned Bosch Rexroth (India) Pvt. Ltd., India 262 261
BSH Home Appliances Private Limited 94 39
Purchase of goods Bosch Automotive Electronics India Pvt.
Ltd., India 5,307 6,031
Bosch Automotive Diesel Systems Co., Ltd.,
China 2,112 4,448
Robert Bosch Power Tools GmbH 4,430 3,160
Purchase of property, plant and equipment Bosch Rexroth (India) Private Limited 72 28
ETAS Automotive India Private Ltd. 38 37
Bosch Automotive Diesel Systems Co., Ltd. 39 0
Robert Bosch Manufacturing Solutions
GmbH 64 347
Robert Bosch (France) S.A.S. 33 0
Professional, consultancy and other charges received Robert Bosch Engineering and Business
Solutions Pvt. Ltd., India 1,615 1,436
Bosch Corporation 63 442
Royalty and technical service fee Bosch Technology Licensing Administration
GmbH, Germany 2,189 2,105
Loan given BSH Household Appliances Manufacturing
Pvt. Ltd., India 1,000 1,000
Automobility Services and Solutions Private
Limited 30 200
Loan repaid Bosch Rexroth (India) Pvt. Ltd., India - 200
Mivin Engg. Technologies Pvt. Ltd., 80 -
Contributions made to Employees’ Benefit plans Bosch Employees’ Gratuity Fund, India 688 278
Bosch Superannuation Fund Trust, India 146 137
Bosch Employees (Bangalore) Provident
Fund Trust, India 312 282
Bosch Workmen’s (Nashik) Provident Fund
Trust, India 80 75
Sale of property, plant and equipments Bosch Chassis Systems India Private Ltd. 2 61
Precision Seals Manufacturing Ltd. 1 -
Robert Bosch Engineering and Business
Solutions Private Ltd. 1 -
Bosch Sanayi ve Ticaret A.S. 2 -
Liability written back Bosch Automotive Electronics India Pvt.
Ltd., India - 48

Note 35: Leases


Information on leases as per Indian Accounting Standard (Ind AS) 17 on “Leases”:

(a) Operating Lease Expense :

The Company has various operating leases ranging from 2 years to 10 years for office facilities, warehouses, guest
houses and residential premises for employees that are renewable on a periodic basis. Non-cancellable periods range
from 8 months to 108 months. The leases are renewable by mutual consent and contain escalation clause.

Rental expenses for operating leases recognised in the Statement of Profit and Loss for the year is Mio INR 547
(2017-18: Mio INR 804).
Annual Report 2018-19 | Standalone Financial Statements | 133

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Disclosure in respect of Non-cancellable lease is as given below [` in Millions (Mio INR)]

Future minimum lease payments March 31, 2019 March 31, 2018

- Not later than 1 year 103 139


- Later than 1 year and not later than 5 years 143 251
- Later than 5 years 5 8

(b) Operating Lease Income :



The Company has leased out certain office spaces that are renewable on a periodic basis. All leases are cancellable with
3 months notice. Rental income received during the year in respect of operating lease is Mio INR 1,043 (2017-18: Mio
INR 994). Details of assets given on operating lease as at year end are as below.
[` in Millions (Mio INR)]
Gross Block Accumulated Written down value Depreciation for the
Depreciation year
March March March March March March March March
31, 2019 31, 2018 31, 2019 31, 2018 31, 2019 31, 2018 31, 2019 31, 2018
Land 38 38 - - 38 38 - -
Buildings 2,126 2,122 619 451 1,507 1,671 168 186
Plant and machinery 518 506 415 332 103 174 83 125
Furniture and fixtures 2 2 1 0 1 2 1 0
Office equipment 2 2 2 2 - - - -
Total 2,686 2,670 1,037 785 1,649 1,885 252 311

Note 36: Research and Development expenses



Total gross Research and Development expenditure recognised in the Statement of Profit and Loss (amounts shown under
Note 26 to the Standalone Financial Statements) amounts to Mio INR 3,090 (2017-18: Mio INR 2,599).

Note 37: Earnings Per Share

(a) Basic and diluted earning per share


[` in Millions (Mio INR)]
For the year ended For the year ended
March 31, 2019 March 31, 2018
Profit attributable to equity shareholders 15,980 13,708
Weighted average number of equity shares outstanding during the year 30,427,879 30,520,740
Nominal value of equity shares (Rs.) 10 10
Basic and Diluted earnings per share (Rs.) 525 449

(b) Reconciliation of earnings used in calculating earnings per share



[` in Millions (Mio INR)]
For the year ended For the year ended
March 31, 2019 March 31, 2018
Profit attributable to the equity holders of the Company used in calculating basic
earnings per share: 15,980 13,708

(c) Weighted average number of shares used as the denominator



[` in Millions (Mio INR)]
For the year ended For the year ended
March 31, 2019 March 31, 2018
Weighted average number of equity shares used as the denominator in
calculating basic and diluted earnings per share 30,427,879 30,520,740



134 | Standalone Financial Statements | Annual Report 2018-19

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 38: Contingent liabilities

[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

Claims against the Company not acknowledged as debts:


(a) Excise/ Customs
Net of tax 220 110
Gross 338 169
(b) Income tax [refer note (i) below] 738 547

(i) Relates to adjustments made by the Income Tax Department for the financial year 2011-12, 2012-13, 2013-14 and
2014-15 which are disputed by the Company and the matters are lying under appeal with appellate authority.


Note 39: The Company has a process whereby periodically all long term contracts (including derivative contracts) are
assessed for material foreseeable losses. At the year end, the Company has reviewed and ensured that adequate
provision as required under any law/ accounting standards for material foreseeable losses on such long term
contracts (including derivative contracts) has been made in the books of accounts.


Note 40: Estimated amount of contracts remaining to be executed on capital accounts and not provided for (net of
advances)
[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

Property, plant and equipment 2,970 1,967


Investment properties 291 165


Note 41: Advances include dues from directors and officers of the Company - 2

Note 42: Offsetting financial assets and financial liabilities



The Company provides the incentives to selected customers under the terms of the agreements, the amounts payable by
the Company are offset against receivables from the customers and only the net amounts are settled. The amounts offset as
at March 31, 2019 is Mio INR 1,235 (March 31, 2018: Mio INR 1,036) which is disclosed under note 7(b).


Note 43: Buy-back of shares

During the current year, pursuant to the appropriate approvals, the Company had made an offer for buy back and
accordingly bought back 1,027,100 fully paid-up equity shares of the Company at a price of Rs. 21,000 per share for an
aggregate amount of Mio INR 21,569 and has extinguished such equity shares. The Company has utilized general reserve
amounting to Mio INR 21,559 for the buyback of its shares. In accordance with Section 69 of the Companies Act, 2013,
the Company has created a capital redemption reserve amounting to INR 10 Mio, equal to the nominal value of the shares
bought back, as an appropriation from the general reserve.


Note 44: Excise duty on sale of products

The Government of India introduced the Goods and Service Tax (GST) with effect from July 01, 2017. GST is collected on
behalf of the Government and no economic benefit flows to the entity, consequently revenue for the year ended March 31,
2019 and July 1, 2017 to March 31, 2018 is presented net of GST. Accordingly, the gross sales figures for the year are not
comparable with the previous year ended March 31, 2018. Gross sales and net sales (net of excise duty) for these years are
mentioned below:
[` in Millions (Mio INR)]
For the year ended For the year ended
March 31, 2019 March 31, 2018
Sale of products 117,818 113,929
Excise duty - (1,821)
Sale of products (Net of excise duty) 117,818 112,108


Annual Report 2018-19 | Standalone Financial Statements | 135

Notes to the Standalone Financial Statements for the year ended March 31, 2019

Note 45: Exceptional item

The Government of India, vide notification No.S-42012/02/2016-SS-II dated March 29, 2018, had increased the maximum
amount of gratuity payable to an employee under the Payment of Gratuity (Ammendment) Act, 1972 from rupees ten lakhs
to rupees twenty lakhs. The impact of this on past service cost had been disclosed as exceptional item for the year ended
March 31, 2018 in the Statement of Profit and Loss.

Note 46: Previous period figures

Previous period’s figures have been regrouped/ reclassified, wherever necessary, to conform to current year classification.


Note 47: Rounding off
Amounts mentioned as “0” in the standalone financial statements denote amounts rounded off being less than Rupees one
million.

Notes to the financial statements 1 to 47

The accompanying notes are an integral part of these standalone financial statements.


In terms of our report attached
For and on behalf of the Board
For Deloitte Haskins & Sells LLP V.K. Viswanathan (DIN: 01782934) Chairman
Chartered Accountants
Soumitra Bhattacharya (DIN: 02783243) Managing Director

Andreas Wolf (DIN: 07088505) Joint Managing Director
S. Sundaresan Jan-Oliver Röhrl (DIN: 07706011) Executive Director
Partner Bhaskar Bhat (DIN: 00148778) Director
Bernhard Steinruecke (DIN: 01122939) Director
Place: Bengaluru Rajesh Parte S.V. Ranganath (DIN: 00323799) Director
Date: May 21, 2019 Company Secretary & Gopichand Katragadda (DIN: 02475721) Director
Compliance Officer S.C. Srinivasan (DIN: 02327433) CFO & Whole-time Director
136 | Consolidated Financial Statements | Annual Report 2018-19

Independent Auditor’s Report


To the Members of Bosch Limited

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the accompanying consolidated financial statements of BOSCH LIMITED (“the Parent”) and its subsidiary
(the Parent and its subsidiary together referred to as “the Group”) which includes the Group’s share of profit in its
associate, comprising the Consolidated Balance Sheet as at March 31, 2019, and the Consolidated Statement of Profit and
Loss (including Other Comprehensive Income), the Consolidated Cash Flow Statement and the Consolidated Statement
of Changes in Equity for the year then ended, and a summary of significant accounting policies and other explanatory
information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid consolidated
financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give
a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with
the Companies (Indian Accounting Standards) Rules, 2015, as amended (‘Ind AS’), and other accounting principles generally
accepted in India, of the consolidated state of affairs of the Group as at March 31, 2019, and their consolidated profit, their
consolidated total comprehensive income, their consolidated cash flows and their consolidated changes in equity for the year
ended on that date.

Basis for Opinion

We conducted our audit of the consolidated financial statements in accordance with the Standards on Auditing specified
under section 143 (10) of the Act (SAs). Our responsibilities under those Standards are further described in the Auditor’s
Responsibility for the Audit of the Consolidated Financial Statements section of our report. We are independent of the
Group in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together
with the ethical requirements that are relevant to our audit of the consolidated financial statements under the provisions
of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these
requirements and the ICAI’s Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate
to provide a basis for our audit opinion on the consolidated financial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the
consolidated financial statements of the current period. These matters were addressed in the context of our audit of the
consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion
on these matters. We have determined the matters described below to be the key audit matters to be communicated in our
report.

Sr. No. Key Audit Matter Auditor’s Response

1 Revenue recognition under Ind AS 115 Our principal audit procedures performed, among other procedures,
Revenue from contracts with Customers - included the following:
Refer note 32
1. We performed an understanding of the systems and processes for
The Group generates revenue from recognising revenue when the performance obligations are met.
manufacture and trading in automotive 2. We carried out testing of management’s controls over revenue
and industrial products. recognition with a focus on those related to the timing of revenue
recognition due to impact of Ind AS 115.
The Group adopted Ind AS 115 Revenue 3. We performed testing of samples of revenue transactions to
from contracts with customers from April confirm the transactions had been appropriately recorded in the
1, 2018. The Group has identified the income statement and verified the satisfaction of performance
performance obligations and assessed obligation to recognise revenue by:
the satisfaction of the performance
obligation for the purpose of recognising • analyzing the contract and terms of the sale and determining
revenue. whether the management has appropriately identified the
separate performance obligations and has estimated the costs to
We consider revenue recognition under complete the contracts, where relevant;
the new standard to be a key area of • compared the terms with the revenue recorded by management to
focus for our audit due to : determine whether the Company’s revenue recognition policies
had been properly applied and the transaction price has been
• the existence of large number of appropriately determined; and
contracts • testing management’s calculations and estimates made by the
• the contracts are of different types management in providing for estimated losses, if any, on the
and of customised nature; and contracts which are in progress at the year end

• the judgement regarding various 4. We performed cut-off testing by tracing sample of revenue
matters like completion transactions around the period end to customer acceptance, to
of performance obligation, etc. ensure performance obligations are met in recognition of revenue,
as per the customer contracts.
5. We tested the management’s calculation of the transition impact
in recognising the cumulative effect of applying the new standard
at the date of initial application.
Annual Report 2018-19 | Consolidated Financial Statements | 137

Information Other than the Financial Statements and Auditor’s Report Thereon

• The Parent’s Board of Directors is responsible for the other information. The other information comprises the information
included in the “Financials at a Glance”, “Directors’ Report including Management Discussion and Analysis”, including
“Annexures to the Report of Directors” and “Report on Corporate Governance” but does not include the consolidated
financial statements and our auditor’s report thereon.

• Our opinion on the consolidated financial statements does not cover the other information and we do not express any form
of assurance conclusion thereon.

• In connection with our audit of the consolidated financial statements, our responsibility is to read the other information,
compare with the financial statements of the subsidiary, and associate, to the extent it relates to these entities and consider
whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained
during the course of our audit or otherwise appears to be materially misstated. Other information so far as it relates to the
subsidiary and associate, is traced from their financial statements audited by us.

• If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.

Management’s Responsibility for the Consolidated Financial Statements

The Parent’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation
of these consolidated financial statements that give a true and fair view of the consolidated financial position, consolidated
financial performance including other comprehensive income, consolidated cash flows and consolidated changes in equity of the
Group including its Associate in accordance with the and other accounting principles generally accepted in India. The respective
Board of Directors of the companies included in the Group and of its associate are responsible for maintenance of adequate
accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and its associate
and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies;
making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial
statements by the Directors of the Parent, as aforesaid.

In preparing the consolidated financial statements, the respective Board of Directors of the companies included in the Group
(and of its associate) are responsible for assessing the ability of the Group (and of its associate) to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the
management either intends to liquidate or cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group and of its associate are also responsible for overseeing
the financial reporting process of the Group and of its associate.

Auditor’s Responsibility for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect
a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
consolidated financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout
the audit. We also:

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to
provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal
control.

• Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on
whether the Parent has adequate internal financial controls system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by the management.

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on
the ability of the Group and its associate to continue as a going concern. If we conclude that a material uncertainty exists, we
are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if
such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the
date of our auditor’s report. However, future events or conditions may cause the Group and its associate to cease to continue
as a going concern.
• Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures,
and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves
fair presentation.
138 | Consolidated Financial Statements | Annual Report 2018-19

Materiality is the magnitude of misstatements in the consolidated financial statements that, individually or in aggregate, makes
it probable that the economic decisions of a reasonably knowledgeable user of the consolidated financial statements may
be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in
evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the consolidated financial
statements.
We communicate with those charged with governance of the Parent and such other entities included in the consolidated financial
statements of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to
bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance
in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe
these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of
doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1. As required by Section 143(3) of the Act, based on our audit we report, that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purposes of our audit of the aforesaid consolidated financial statements.
b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated financial
statements have been kept so far as it appears from our examination of those books.
c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss including Other Comprehensive Income,
the Consolidated Cash Flow Statement and the Consolidated Statement of Changes in Equity dealt with by this Report
are in agreement with the relevant books of account maintained for the purpose of preparation of the consolidated
financial statements.
d) In our opinion, the aforesaid consolidated financial statements comply with the Ind AS specified under Section 133
of the Act.
e) On the basis of the written representations received from the directors of the Parent as on March 31, 2019 taken on
record by the Board of Directors of the Company, its subsidiary and its associate incorporated in India, none of the
directors of the Group companies, its associate incorporated in India is disqualified as on March 31, 2019 from being
appointed as a director in terms of Section 164 (2) of the Act.
f) With respect to the adequacy of the internal financial controls over financial reporting and the operating effectiveness of
such controls, refer to our separate Report in “Annexure A” which is based on the auditors’ reports of the Parent,
subsidiary and associate incorporated in India. Our report expresses an unmodified opinion on the adequacy and
operating effectiveness of internal financial controls over financial reporting of those companies.
g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section
197(16) of the Act, as amended,
In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by
the Parent to its directors during the year is in accordance with the provisions of section 197 of the Act.
h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies
(Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the
explanations given to us:
i) The consolidated financial statements disclose the impact of pending litigations on the consolidated financial position
of the Group and its associate.
ii) Provision has been made in the consolidated financial statements, as required under the applicable law or accounting
standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts;
iii) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection
Fund by the Parent. There were no amounts required to be transferred to Investor Education and Protection Fund by
its subsidiary and associate incorporated in India.

For DELOITTE HASKINS & SELLS LLP


Chartered Accountants
(Firm’s Registration No.117366W/W–100018)

S. Sundaresan
Partner
(Membership No. 25776)
Place: Bengaluru
Date: May 21, 2019
Annual Report 2018-19 | Consolidated Financial Statements | 139

Annexure “A” to the Independent Auditor’s Report


(Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub­section 3 of Section 143 of the
Companies Act, 2013 (“the Act”)

In conjunction with our audit of the consolidated financial statements of the Company as of and for the year ended March 31,
2019, we have audited the internal financial controls over financial reporting of BOSCH LIMITED (hereinafter referred to as
“Parent”) its subsidiary and its associate which are companies incorporated in India, as of that date.

Management’s Responsibility for Internal Financial Controls

The respective Board of Directors of the Parent, its subsidiary and its associate which are companies incorporated in India, are
responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting
criteria established by the respective Companies considering the essential components of internal control stated in the Guidance
Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India
(ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that
were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the respective
company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and
completeness of the accounting records, and the timely preparation of reliable financial information, as required under the
Companies Act, 2013.

Auditor’s Responsibility

Our responsibility is to express an opinion on the internal financial controls over financial reporting of the Parent, its subsidiary
and its associate, which are companies incorporated in India, based on our audit. We conducted our audit in accordance with the
Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) issued by the Institute of
Chartered Accountants of India and the Standards on Auditing, prescribed under Section 143(10) of the Companies Act, 2013,
to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply
with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal
financial controls over financial reporting was established and maintained and if such controls operated effectively in all material
respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system
over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included
obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness
exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The
procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
Group’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and
procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions
and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary
to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts
and expenditures of the company are being made only in accordance with authorisations of management and directors of the
company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or
disposition of the company’s assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or
improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also,
projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that
the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree
of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion to the best of our information and according to the explanations given to us, the Parent, its subsidiary and its
associate, which are companies incorporated in India, have, in all material respects, an adequate internal financial controls
system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March
31, 2019, based on the criteria for internal financial control over financial reporting established by the respective companies
considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting issued by the Institute of Chartered Accountants of India.

For DELOITTE HASKINS & SELLS LLP


Chartered Accountants
(Firm‘s Registration No.117366W/W–100018)

S. Sundaresan
Partner
(Membership No. 25776)
Place: Bengaluru
Date: May 21, 2019
140 | Consolidated Financial Statements | Annual Report 2018-19

Consolidated Balance Sheet


[` in Millions (Mio INR)]

As at As at
Note No.
March 31, 2019 March 31, 2018

A Assets
1. Non-current assets
Property, plant and equipment 4(a) 10,108 11,411
Capital work-in progress 4(b) 6,442 3,132
Investment properties 5 1,649 1,764
Investments accounted for using the equity method 6 91 88
Financial assets
(i) Investments 7(a) 37,991 42,939
(ii) Loans 7(c) 1,063 1,100
Deferred tax assets (net) 8 4,596 4,905
Other non-current assets 9 640 501
Total non-current assets 62,580 65,840
2. Current assets
Inventories 10 14,443 12,258
Financial assets
(i) Investments 7(a) 2,371 9,289
(ii) Trade receivables 7(b) 15,675 16,156
(iii) Cash and cash equivalents 7(d) 2,032 3,633
(iv) Bank balances other than (iii) above 7(e) 10,496 15,246
(v) Loans 7(c) 4,587 3,647
(vi) Other financial assets 7(f) 9,087 9,181
Other current assets 11 5,741 3,937
Total current assets 64,432 73,347
Total assets (1+2) 127,012 139,187
B Equity and Liabilities
1. Equity
Equity share capital 12(a) 295 305
Other equity
(i) Reserves and surplus 12(b) 82,833 92,211
(ii) Other reserves 12(c) 8,050 7,210
Total equity 91,178 99,726
2. Liabilities
Non-current liabilities
Financial liabilities
(i) Other financial liabilities 13(a) 107 66
Provisions 14 3,416 4,204
Total non-current liabilities 3,523 4,270
Current liabilities
Financial liabilities
(i) Trade payables 13(b)
total outstanding dues to micro enterprises and small enterprises 619 395
total outstanding dues of creditors other than micro enterprises
and small enterprises 15,266 19,836
(ii) Other financial liabilities 13(a) 5,189 4,237
Provisions 14 7,175 7,450
Current tax liabilities (net) 15 158 906
Other current liabilities 16 3,904 2,367
Total current liabilities 32,311 35,191
Total liabilities 35,834 39,461
Total equity and liabilities (1+2) 127,012 139,187

Summary of significant accounting policies 2

The accompanying notes are an integral part of these consolidated financial statements.


In terms of our report attached
For and on behalf of the Board
For Deloitte Haskins & Sells LLP V.K. Viswanathan (DIN: 01782934) Chairman
Chartered Accountants
Soumitra Bhattacharya (DIN: 02783243) Managing Director

Andreas Wolf (DIN: 07088505) Joint Managing Director
S. Sundaresan Jan-Oliver Röhrl (DIN: 07706011) Executive Director
Partner Bhaskar Bhat (DIN: 00148778) Director
Bernhard Steinruecke (DIN: 01122939) Director
Place: Bengaluru Rajesh Parte S.V. Ranganath (DIN: 00323799) Director
Date: May 21, 2019 Company Secretary & Gopichand Katragadda (DIN: 02475721) Director
Compliance Officer S.C. Srinivasan (DIN: 02327433) CFO & Whole-time Director
Annual Report 2018-19 | Consolidated Financial Statements | 141

Consolidated Statement of Profit and Loss


[` in Millions (Mio INR)]

For the year ended For the year ended


Note No.
March 31, 2019 March 31, 2018

Continuing operations
Revenue from operations :
Sale of products (including excise duty) 45 117,818 113,929
Sale of services 2,641 2,685
Other operating revenue 17 2,120 2,108

122,579 118,722

Other income 18 5,953 5,118

Total revenue 128,532 123,840


Expenses :
Cost of materials consumed 19 29,924 27,341
Purchases of stock-in-trade 20 39,680 35,278
Changes in inventories of finished goods,
work-in-progress and stock-in-trade 21 (1,853) 395
Excise duty 45 - 1,821
Employee benefit expense 22 13,704 13,565
Finance costs 23 133 33
Depreciation and amortisation expense 24 4,045 4,672
Other expenses 25 19,489 19,390

Total expenses 105,122 102,495
Profit before exceptional item and tax 23,410 21,345
Exceptional item 46 - 939
Profit before tax 23,410 20,406

Tax expense :
Current tax 27
(i) for the year 7,612 7,030
(ii) relating to earlier years (538) (14)
Deferred tax charge/ (credit) 356 (318)

Total tax expense 7,430 6,698


Profit after tax 15,980 13,708
Share of net profit/(loss) of associate accounted for using equity method 3 3

Profit for the year 15,983 13,711


Other comprehensive income (OCI)
Items that will not be reclassified to profit or loss
Changes in fair value of the equity instruments 12(c) 862 1,248
Income tax relating to above 12(c) & 8 (22)
Remeasurement of post-employment benefit obligations 12(b) 238 256
Income tax relating to above 12(b) & 8 (81) (89)

Other comprehensive income for the year (Net of tax) 997 1,415
Total comprehensive income for the year 16,980 15,126
Earnings per share of nominal value of Rs. 10/- each - Basic and Diluted
from continuing operations 36 525 449
Summary of significant accounting policies 2
Details of R&D expenses 26
The accompanying notes are an integral part of these consolidated financial statements.


In terms of our report attached
For and on behalf of the Board
For Deloitte Haskins & Sells LLP V.K. Viswanathan (DIN: 01782934) Chairman
Chartered Accountants
Soumitra Bhattacharya (DIN: 02783243) Managing Director

Andreas Wolf (DIN: 07088505) Joint Managing Director
S. Sundaresan Jan-Oliver Röhrl (DIN: 07706011) Executive Director
Partner Bhaskar Bhat (DIN: 00148778) Director
Bernhard Steinruecke (DIN: 01122939) Director
Place: Bengaluru Rajesh Parte S.V. Ranganath (DIN: 00323799) Director
Date: May 21, 2019 Company Secretary & Gopichand Katragadda (DIN: 02475721) Director
Compliance Officer S.C. Srinivasan (DIN: 02327433) CFO & Whole-time Director
142 | Consolidated Financial Statements | Annual Report 2018-19

Consolidated Cash Flow Statement [` in Millions (Mio INR)]


Note No. As at March 31, 2019 As at March 31, 2018

A. Cash flow from operating activities


Profit before income tax 23,410 20,406
Adjustments for :
Depreciation and amortisation expense 24 4,045 4,672
Unrealised exchange loss (net) 42 13
(Profit)/ Loss on sale of property,plant and equipment (net) 18 (10) (32)
Provision for doubtful debts 25 37 492
Bad debts written off 25 45 121
Provision/ Liabilities no longer required written back 17 (30) (165)
Rental income 17 (1,043) (994)
Dividend from equity investments designated at FVOCI 18 (74) (71)
Interest income 18 (2,769) (2,720)
Net gain on financial assets measured at FVTPL 18 (3,093) (2,185)
Amortisation of deferred government grant income 18 (7) (55)
Government grant 18 - (55)
Finance cost 23 89 33
Operating profit before working capital changes 20,642 19,460
Changes in working capital:
(Increase)/ decrease in inventories (2,185) (454)
(Increase)/ decrease in trade receivables 345 (4,844)
(Increase)/ decrease in other financial assets 90 (104)
(Increase)/ decrease in other current assets (1,233) 374
(Increase)/ decrease in loans 47 77
(Increase)/ decrease in other non-current assets (71) 9
(Increase)/ decrease in other bank balances 0 (11)
Increase/ (decrease) in trade payables (4,285) 6,676
Increase/ (decrease) in other financial liabilities 784 1,538
Increase/ (decrease) in provisions (1,133) 890
Increase/ (decrease) in other current liabilities 875 437
Net cash generated from operations 13,876 24,048
Income taxes paid (net of refunds) 15 (7,822) (6,761)
Net cash from operating activities 6,054 17,287

B. Cash flow from investing activities


Additions to property, plant and equipment (5,848) (4,925)
Additions to investment properties (53) (7)
Proceeds from sale of property, plant and equipment 48 86
Purchase of investments (37,750) (26,705)
Proceeds from sale of investments 53,571 17,000
Inter corporate deposit given (7,850) (7,900)
Inter corporate deposit repayment received 7,900 6,800
Loan to fellow subsidiaries given (1,030) (1,215)
Loan to fellow subsidiaries repayment received 80 770
Investment in deposit accounts (original maturity of more than 3 months) (12,000) (16,850)
Maturity of deposit accounts (original maturity of more than 3 months) 16,750 17,480
Dividends received 18 74 71
Rental income received 17 1,043 994
Interest received 2,724 2,698

Net cash from/ (used in) investing activities 17,659 (11,703)

C. Cash flow from financing activities


Dividends paid (3,052) (2,736)
Dividend distribution tax 12(b)(v) (627) (559)
Buy Back of shares (21,569) -
Government grant received 18 - 55
Interest paid (60) (6)

Net cash from/ (used in) financing activities (25,308) (3,246)


Net cash flows during the year (A+B+C) (1,595) 2,338
Unrealised exchange gain/(loss) on cash and cash equivalents - (0)
Cash and cash equivalents at the beginning of the year 3,627 1,289
Cash and cash equivalents at the end of the year 2,032 3,627

Note No. As at March 31, 2019 As at March 31, 2018
Cash and cash equivalents as per above comprise of the following
Cash and cash equivalents 7(d) 2,032 3,633
Book overdraft 13(a) - (6)
Balance as per statement of cash flows 2,032 3,627

Notes: (a) Above cash flow statement has been prepared under indirect method in accordance with the Indian Accounting Standard (Ind AS) 7 on
“Statement of Cash Flows”.
(b) Mutual Fund dividend reinvested has not been considered above as there was no cash inflow/ outflow.

The accompanying notes are an integral part of these consolidated financial statements.

In terms of our report attached


For and on behalf of the Board
For Deloitte Haskins & Sells LLP V.K. Viswanathan (DIN: 01782934) Chairman
Chartered Accountants
Soumitra Bhattacharya (DIN: 02783243) Managing Director

Andreas Wolf (DIN: 07088505) Joint Managing Director
S. Sundaresan Jan-Oliver Röhrl (DIN: 07706011) Executive Director
Partner Bhaskar Bhat (DIN: 00148778) Director
Bernhard Steinruecke (DIN: 01122939) Director
Place: Bengaluru Rajesh Parte S.V. Ranganath (DIN: 00323799) Director
Date: May 21, 2019 Company Secretary & Gopichand Katragadda (DIN: 02475721) Director
Compliance Officer
S.C. Srinivasan (DIN: 02327433) CFO & Whole-time Director
Annual Report 2018-19 | Consolidated Financial Statements | 143

Consolidated

Statement of changes in equity

A Equity share capital
[` in Millions (Mio INR)]
Note No. Amount

As at April 1, 2017 305


Changes in equity share capital 13(a) -
As at March 31, 2018 305
Changes in equity share capital 13(a) & 44 (10)
As at March 31, 2019 295

B Other equity
[` in Millions (Mio INR)]
Reserves and surplus Other reserves
Total
FVOCI
Note No. Capital other
Capital Share General Retained - equity
Redemption Total equity
Reserve Premium Reserve earnings instruments
Reserve

Balance at April 1, 2017 39 8 76 21,759 59,757 81,639 5,962 87,601


Profit for the year - - - - 13,711 13,711 - 13,711
Other comprehensive income - - - - 167 167 1,248 1,415
Total comprehensive income - - - - 13,878 13,878 1,248 15,126
for the year
Dividend 12(b)(v) - - - - (2,747) (2,747) - (2,747)
Dividend distribution taxes 12(b)(v) - - - - (559) (559) - (559)
- - - - (3,306) (3,306) - (3,306)
Balance at March 31, 2018 39 8 76 21,759 70,329 92,211 7,210 99,421
Ind AS transition adjustments (280) (280) (280)
Balance at April 1, 2018 39 8 76 21,759 70,049 91,931 7,210 99,141
Profit for the year - - - - 15,983 15,983 - 15,983
Other comprehensive income - - - - 157 157 840 997
Total comprehensive income - - - - 16,140 16,140 840 16,980
for the year
Buy back of shares 44 - - 10 (21,569) - (21,559) - (21,559)
Dividend 12(b)(v) - - - - (3,052) (3,052) - (3,052)
Dividend distribution taxes 12(b)(v) - - - - (627) (627) - (627)

Balance at March 31, 2019 39 8 86 190 82,510 82,833 8,050 90,883

The accompanying notes are an integral part of these consolidated financial statements.

In terms of our report attached

For and on behalf of the Board
For Deloitte Haskins & Sells LLP V.K. Viswanathan (DIN: 01782934) Chairman
Chartered Accountants
Soumitra Bhattacharya (DIN: 02783243) Managing Director

Andreas Wolf (DIN: 07088505) Joint Managing Director
S. Sundaresan Jan-Oliver Röhrl (DIN: 07706011) Executive Director
Partner Bhaskar Bhat (DIN: 00148778) Director
Bernhard Steinruecke (DIN: 01122939) Director
Place: Bengaluru Rajesh Parte S.V. Ranganath (DIN: 00323799) Director
Date: May 21, 2019 Company Secretary & Gopichand Katragadda (DIN: 02475721) Director
Compliance Officer S.C. Srinivasan (DIN: 02327433) CFO & Whole-time Director
144 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 1: General Information


Bosch Limited (the “Company”) is the flagship company of Robert Bosch Company in India. Headquartered out of
Bengaluru, the Company has its key manufacturing facilities in Bengaluru, Nashik, Naganathapura, Jaipur, Goa,
Gangaikondan, Chennai and Bidadi. The Company has presence across automotive technology, industrial technology,
consumer goods and energy and building technology. It manufactures and trades in products such as diesel and
gasoline fuel injection systems, automotive aftermarket products, industrial equipments, packaging machines,
electrical power tools, security systems and industrial and consumer energy products and solutions. The Company’s
shares are listed on Bombay Stock Exchange (BSE) and National Stock Exchange (NSE).

The consolidated financial statements are approved for issue by the Board of Directors on May 21, 2019.

The Company, its subsidiary and its associate (jointly referred to as the “Group” herein under) considered in these
consolidated financial statements are mentioned below including the nature of interest:

Relationship Name of the Company Country of Incorporation % voting power held as at
March 31, 2019
Subsidiary MICO Trading Private Limited India 100

Associate Newtech Filter India Private Limited India 25

Note 2: Summary of Significant Accounting Policies

(a) Basis of preparation:

(i) Compliance with Ind AS

The Consolidated financial statements are prepared in accordance with Indian Accounting Standards (Ind AS)
notified under Section 133 of the Companies Act, 2013 (the Act) [Companies (Indian Accounting Standards) Rules,
2015] and other relevant provisions of the Act.

(ii) Historical cost convention

The Consolidated financial statement has been prepared on a historical cost basis, except for:
- certain financial assets and liabilities (including derivative instruments) that are measured at fair value at the end
of each reporting period; and
- defined benefit plans (plan assets measured at fair value at the end of each reporting period)

(iii) The assets and liabilities have been classified as current or non-current as per the Group’s normal operating cycle
and other criteria set out in the Schedule III to the Companies Act, 2013. Based on the nature of products and the
time between the acquisition of assets for processing and their realisation in cash and cash equivalents, the Group
has ascertained its operating cycle as 12 months for the purpose of current and non-current classification of assets
and liabilities.

(iv) Recent accounting pronouncement

The Ministry of Corporate Affairs (MCA) has notified Ind AS 116 Leases vide its notification dated March 30, 2019.
The standard replaces Ind AS 17 Leases. The said notification is effective for annual periods beginning on or after
1 April 2019.

Ind AS 116 introduces a single lease accounting model and requires a lessee to recognise assets and liabilities for all
leases with a term of more than 12 months, unless the underlying asset is of low value. Currently operating lease
expenses are charged to the statement of Profit and Loss. Ind AS 116 substantially carries forward the lessor
accounting requirements in Ind AS 17. The standard permits two possible methods of transition i.e., full
retrospective and modified retrospective. The Group is proposing to use the ‘Modified Retrospective Approach’ for
transitioning to Ind AS 116, and take the cumulative adjustment to retained earnings, on the date of initial
application.

The Group is currently evaluating the requirements of Ind AS 116, and is in the process of determining the impact on
the consolidated financial statements.

(b) Basis of consolidation:

In respect of subsidiary company, the financial statements have been consolidated on a line-by-line basis by adding
together the book values of like items of assets, liabilities, income and expenses, after fully eliminating intra-group
balances and unrealised profits / losses on intra-group transactions as per Indian Accounting Standard - Ind AS 110
“Consolidated Financial Statements”.

Investment in associate company has been accounted under the equity method as per Indian Accounting Standard
(Ind AS) 23 “Investments in Associates and Joint Ventures”, whereby the investment is initially recorded at cost, and
adjusted thereafter to recognise the Group’s share of the post acquisition profits or losses of the investee in profit
and loss, and the Group’s share of Other Comprehensive Income of the investee in Other Comprehensive Income.
Annual Report 2018-19 | Consolidated Financial Statements | 145

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

The consolidated financial statements have been prepared using uniform accounting policies for like transactions
and other events in similar circumstances, except in case of depreciation as mentioned in note 41.

(c) Revenue recognition:

The Group recognizes revenue under the core principle to depict the transfer of control to the Group’s customers in
an amount reflecting the consideration the Group expects to be entitled.

(i) Sale of products is recognised when the control in the goods are transferred to the buyer which is when the
performance obligation is met, based on contract with customers. Revenue is based on price agreed with the
customers and are net of returns, trade discounts, cash discounts, sales incentives, goods & service tax, etc.
Amounts disclosed as revenue are inclusive of excise duty upto June 30, 2017.(Refer Note 45)

(ii) Sale of services with respect to fixed price contracts which extend over one accounting period on percentage of
completion method and is recognised over the period of contract with the customers. Revenue with respect to
time-and-material contracts are recognised at the point of time when control is transferred to customer.
Provisions for estimated losses, if any, on contracts which are in progress at the year end are recorded in the
period in which such losses become probable based on the expected estimates at the reporting period.

(iii) Rental income arising from operating lease of investment properties is accounted on accrual basis based on
contractual terms with the lessee and is disclosed under other operating revenue in Statement of Profit and
Loss.

(d) Investments and other financial assets:

(i) Classification

The Group classifies its financial assets under the following measurement categories:

- those to be measured subsequently at fair value through other comprehensive income (FVOCI) or fair value through
profit and loss (FVTPL), and

- those measured at amortised cost.

The classification depends on the entity’s business model for managing the financial assets and the contractual
terms of the cash flows.

For assets measured at fair value, gains and losses will either be recorded in the Statement of Profit or Loss or
Other Comprehensive Income. For investments in debt instruments, this will depend on the business model in which
the investment is held. For investments in equity instruments, this will depend on whether the Group has made an
irrevocable election at the time of initial recognition to account for the equity instrument at fair value through Other
Comprehensive Income.

The Group reclassifies debt investments when and only when its business model for managing those assets changes.

(ii) Initial recognition and measurement

All financial assets are recognised initially at its fair value plus, in the case of financial assets not recorded at fair
value through profit or loss, transaction costs that are attributable to the acquisition of the financial asset.
Transaction costs of financial assets carried at fair value through profit or loss are expensed in Statement of Profit or
Loss.

(iii) Subsequent measurement

Financial assets that are held for collection of contractual cash flows, where those cash flows represent solely
payments of principal and interest, are measured at amortised cost.

Financial assets that are held for collection of contractual cash flows and for selling the financial assets, where the
asset’s cash flows represent solely payments of principal and interest, are measured at FVOCI. Changes in the fair
value of financial assets are recognised in Statement of Other Comprehensive Income. In those cases, there is no
subsequent reclassification of fair value gains and losses to Statement of Profit and Loss.

Financial assets that do not meet the criteria for amortised cost or FVOCI are measured at FVTPL. A gain or loss on
such financial assets that are subsequently measured at FVTPL and is recognised and presented net in the
Statement of Profit and Loss within other income in the period in which it arises.

(iv) Impairment of financial assets

Impairment losses (and reversal of impairment losses) on equity investments measured at FVOCI are not reported
separately from other changes in fair value. The Group assesses the expected credit losses associated with its assets
carried at amortised cost. The impairment methodology applied depends on whether there has been a significant
increase in credit risk. Note 30 details how the Group determines whether there has been a significant increase in
credit risk. The losses arising from impairment are recognised in the Statement of Profit or Loss.
146 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

For trade receivables only, the group applies the simplified approach permitted by Ind AS 109 Financial Instruments,
which requires expected lifetime losses to be recognised from initial recognition of the receivables.

(v) Derecognition of financial assets

The Group derecognises a financial asset when the contractual right to the cash flows from the financial asset expire
or it transfers substantially all risk and rewards of ownership of the financial asset. A gain or loss on such financial
assets that are subsequently measured at amortised cost is recognised in the Statement of Profit or Loss when the
asset is derecognised.

(vi) Income recognition

Interest income

Interest income from financial assets measured at amortised cost is recognised using the effective interest rate
method and are disclosed in Statement of Profit and Loss.

Dividends

Dividends from equity instruments are recognised as other income in Statement of Profit and Loss only when the
right to receive payment is established.

(e) Property, plant and equipment:

Freehold land is carried at historical cost and other items of property, plant and equipment including capital spares
are stated at cost of acquisition or construction less accumulated depreciation when, it is probable that future
economic benefits associated with the item will flow to the Group and it can be used for more than one year and the
cost can be measured reliably.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only
when it meets the recognition criteria as mentioned above. The carrying amount of any component accounted for as
a separate asset is derecognised when replaced. All other repairs and maintenance are charged to Statement of
Profit or Loss during the reporting period in which they are incurred.

Gains and losses on disposal are determined by comparing proceeds with carrying amount. These are included in
Statement of Profit or Loss within other income or expense.

Depreciation on property, plant and equipments is provided using the written down value method. As required
under Schedule II to the Companies Act 2013, the Group periodically assesses the estimated useful life of its
tangible assets based on the technical evaluation considering anticipated technological changes and actual usage of
the assets. The estimated useful life is either equal to or lower than those prescribed under Part C of Schedule II to
the Companies Act, 2013.

The estimated useful life for various property, plant and equipments is given below:
Useful life
(in years)
Buildings :
Residential : 59
Factory/ Office : 29

Plant and machinery :


General : 6
Data processing equipment : 3

Furniture and fixtures : 8

Office equipment : 5

Vehicles : 5

In respect of specific assets including second hand plant and machinery, capital spares which are estimated to have
a lower residual life than envisaged above, depreciation is provided based on the estimated lower residual life,
where required.

Low value assets not exceeding INR 15,000/- per unit and all Research and Development assets (except for
Buildings) are depreciated at 100% in the quarter of addition.

In respect of additions, depreciation is provided on pro-rata basis from the quarter of addition and in respect of
disposals, the same is provided upto the quarter prior to disposal.

Cost of application software is expensed off on purchase.

(f) Investment properties:

Property that is held for rental income and that is not occupied by the Group, is classified as investment property.
Annual Report 2018-19 | Consolidated Financial Statements | 147

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Investment properties are measured initially at cost, including related transaction cost. It is carried at cost less
accumulated depreciation. Subsequent expenditure is capitalised to the asset’s carrying amount only when it is
probable that future economic benefits associated with the expenditure will flow to the Group and the cost can be
measured reliably. All other repairs and maintenance costs are expensed when incurred. Subsequent to intial
recognition, investment properties are measured in accordance with Ind AS 16 Property, Plant and Equipment’s
requirements for cost model.

Land is carried at historical cost, however, buildings are depreciated using the written down value method over their
estimated useful lives as mentioned in 2(e) above.

An investment property is derecognised upon disposal and when the investment property is permanently withdrawn
from use and no future economic benefits are expected from the disposal. Any gain or loss arising on derecognition
of the property (calculated as difference between the net disposal proceeds and the carrying amount of the asset)
is included in Statement of Profit or Loss in the period in which the property is derecognised.

(g) Trade receivables:

Trade receivables are recognised initially at fair value and subsequently measured at amortised cost less provision
for impairment.

(h) Inventories:

Inventories are valued at lower of cost and net realisable value. Cost is generally ascertained on weighted average
basis. Cost of raw materials, traded goods and indirect materials include cost of purchase and other costs incurred
in bringing the inventories to their present location and condition. The cost of finished goods and work in progress
comprises raw materials, direct labour, other direct costs and related production overheads. Net realisable value is
the estimated selling price in the ordinary course of business less the estimated costs of completion and the
estimated costs necessary to make the sale.

Obsolete/ slow moving inventories are adequately provided for.

(i) Employee benefits:

(i) Short term employee benefits:

All employee benefits that are expected to be settled wholly within twelve months after the end of the
period in which the employees render the related service are classified as short term employee benefits,
which include salaries, wages, short term compensated absences and performance incentives and are
measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented
as current employee benefit obligations in the Balance Sheet. These are recognised as expenses in the
period in which the employee renders the related service.

(ii) Post-employment benefits:

Contributions towards Superannuation Fund, Pension Fund and government administered Provident Fund
are treated as defined contribution schemes. In respect of contributions made to government administered
Provident Fund, the Group has no further obligations beyond its monthly contributions. Such contributions
are recognised as expense in the period in which the employee renders related service.

Provident Fund contributions made to Trusts administered by the Group are treated as defined benefit
plan. The interest payable to the members of these Trusts shall not be lower than the statutory rate of
interest declared by the Central Government under the Employees’ Provident Funds and Miscellaneous
Provisions Act, 1952 and shortfall, if any, shall be made good by the Group. The Group also provides for
post employment defined benefit in the form of Gratuity. The cost of defined benefit is determined using
the projected unit credit method, with actuarial valuation being carried out at each balance sheet date.
Actuarial gains and losses in respect of the same are charged to the Other Comprehensive Income (OCI).

(iii) Other long term employee benefits:

All employee benefits other than post-employment benefits and termination benefits, which do not fall due
wholly within twelve months after the end of the period in which the employees render the related service,
including long term compensated absences, service awards, and ex-gratia are determined based on
actuarial valuation carried out at each Balance Sheet date. Estimated liability on account of long term
employee benefits is discounted to the present value using the yield on government bonds as the
discounting rate for the term of obligations as on the date of the Balance Sheet. Actuarial gains and losses
in respect of the same are charged to the Statement of Profit and Loss.

(iv) Termination benefits:

Termination benefits are payable when employment is terminated by the Group before the normal
retirement date, or when an employee accepts voluntary retirement in exchange of these benefits. The
Group recognises termination benefits at the earlier of the following dates: (a) when the Group can no
longer withdraw the offer of those benefits; and (b) when the entity recognises costs for a restructuring
that is within the scope of Ind AS 37 Provisions, Contingent Liabilities and Contingent Assets and involves
the payment of termination benefits. The termination benefits are measured based on the number of
employees expected to accept the offer in case of voluntary retirement scheme.
148 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(j) Foreign currency transactions:

Items included in the financial statements are measured using the currency of the primary economic environment
in which entity operates (‘the functional currency’). The financial statements are presented in Indian rupee (INR),
which is Group’s functional and presentation currency.

Foreign currency transactions are recorded at the rate of exchange prevailing on the date of the transactions. At
the year end, all the monetary assets and liabilities denominated in foreign currency are restated at the closing
exchange rates. Exchange differences resulting from the settlement of such transactions and from the translation
of such monetary assets and liabilities at the year end are recognised in the Statement of Profit and Loss.

(k) Leases:


As a lessee

Leases in which the Group has substantial portion of the risks and rewards of ownership are classified as finance
leases. Assets acquired under finance leases are capitalised at the lower of the fair value of the leased assets at the
inception of the lease term and the present value of minimum lease payments. Lease payments are apportioned
between the finance charge and the reduction of the outstanding liability. The finance charge is allocated to
periods during the lease term at a constant periodic rate of interest on the remaining balance of the liability.

Cost of leasehold land (other than those which will be converted to freehold after a certain period upon satisfying
prescribed conditions) is amortised over the lease term.

Leases in which the Group doesn’t have substantial portion of the risks and rewards of ownership are classified as
operating leases. Payment made under operating leases are charged to Statement of Profit and Loss on a straight
line basis.

As a lessor

Leases are classified as finance leases when substantially all of the risks and rewards of ownership transfer from
the Group to the lessee. Amounts due from lessees under finance leases are recorded as receivables at the Group’s
net investment in the leases. Finance lease income is allocated to accounting periods so as to reflect a constant
periodic rate of return of the net investment outstanding in respect of the leases.

Lease income from operating leases where the Group is a lessor is recognised as income on a straight line basis.
The respective leased assets are disclosed as investment properties.

(l) Income tax :

(i) Current tax:

Current tax is measured at the amount expected to be paid to the tax authorities in accordance with the
provisions of Income-tax Act, 1961. Current tax assets and current tax liabilities are offset when there is a
legally enforceable right to set off the recognised amounts and there is an intention to settle the asset and the
liability on a net basis.

(ii) Deferred tax:

Deferred income tax is provided in full, using the liability method, on temporary differences arising between
the tax bases of assets and liabilities and their carrying amounts in the financial statements.

Deferred tax assets are recognised and carried forward only if it is probable that sufficient future taxable
income will be available against which such deferred tax assets can be realised. Deferred tax assets and
liabilities are measured at the tax rates that have been enacted or substantively enacted as on the balance
sheet date. Deferred tax assets and deferred tax liabilities are offset when there is a legally enforceable right
to set off assets against liabilities representing current tax.

Current and deferred tax is recognised in the Statement of Profit and Loss, except to the extent that it relates
to items recognised in Other Comprehensive Income. In this case, the tax is also recognised in Other
Comprehensive Income.

(m) Impairment of assets:

At each Balance Sheet date, the Group assesses whether there is any indication that an asset may be impaired. If
any such indication exists, the Group estimates the recoverable amount. If the carrying amount of the asset
exceeds its estimated recoverable amount, an impairment loss is recognised in the Statement of Profit and Loss to
the extent the carrying amount exceeds recoverable amount. The recoverable amount is the higher of an asset’s fair
value less costs of disposal and value in use. For the purpose of assessing impairment, assets are grouped at the
lowest level of which that are separately identifiable cash inflows which are largely independent of the cash inflows
from other assets or group of assets (cash-generating units). Non-financial assets that suffered an impairment are
reviewed for possible reversal of the impairment at the end of each reporting period.

(n) Trade and other payables:

These amounts represent liabilities for goods and services provided to the Group prior to the end of financial year
Annual Report 2018-19 | Consolidated Financial Statements | 149

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

which are unpaid. The amounts are unsecured and are usually paid as per payment terms. They are recognised
initially at their fair value and subsequently measured at amortised cost.

(o) Borrowings:

Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently
measured at amortised cost using effective interest method.

(p) Provisions and Contingent Liabilities:

Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events,
for which it is probable that an outflow of resources embodying economic benefits will be required to settle the
obligation and a reliable estimate of the amount can be made.

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle
the present obligation at the end of the reporting period. The discount rate to determine the present value is a pre-
tax rate that reflects current market assessments of the time value of money and the risks specific to the liability.
The increase in the provision due to the passage of time is recognised as interest expense.

Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of
which will be confirmed only by the occurrence or non occurrence of one or more uncertain future events not
wholly within the control of the Group or a present obligation that arises from past events where it is either not
probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be
made.

(q) Government grants:

Grants from the government are recognised at their fair value where there is a reasonable assurance that the grant
will be received and the Group will comply with all attached conditions.

Government grants relating to the purchase of property, plant and equipment are deducted while calculating the
carrying amount of the asset resulting in reduced depreciation over the life of property, plant and equipment.

(r) Cash and cash equivalents:

Cash and cash equivalents includes cash and cheques on hand, current accounts and fixed deposits accounts with
banks with original maturities of three months or less that are readily convertible to known amounts of cash and
which are subject to an insignificant risk of changes in value.

(s) Derivatives and hedging activities:

The Group uses derivative financial instruments such as forward exchange contracts and currency option contracts
to hedge its risks associated with foreign currency fluctuations. Such derivative contracts are not designated as
hedges and are accounted for at Fair Value through Profit and Loss.

(t) Embedded derivatives:

Derivatives embedded in a host contract that is an asset within the scope of Ind AS 109 Financial Instruments are
not separated. Financial assets with embedded derivatives are considered in their entirety when determining
whether their cash flows are solely payment of principal and interest.

Derivatives embedded in all other host contract are separated only if the economic characteristics and risks of the
embedded derivative are not closely related to the economic characteristics and risks of the host and are measured
at fair value through profit or loss. Embedded derivatives closely related to host contracts are not separated.

(u) Discontinued operation:

A discontinued operation is a component of the entity that has been disposed and that represents a separate line
of business. The results of discontinued operation is presented separately in the Statement of Profit and Loss.

(v) Earning per share (basic and diluted):

Earning per share is calculated by dividing the profit attributable to owners of the Group by the weighted average
number of equity shares outstanding during the financial year.

(w) Segment Reporting

Segment reporting is based on the management approach with regard to segment identification, under which
information regularly provided to the chief operating decision maker (CODM) for decision-making purposes is
considered decisive. The executive directors are the chief operating decision maker of the Group, who assess the
financial position, performance and make strategic decisions.

Revenue and expenses have been identified to segments on the basis of their relationship to the operating
activities of the segment. Inter-segment revenue have been accounted for based on the transaction price agreed to
between segments which is primarily market based. Revenue and expenses, which relate to the Group as a whole
150 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

and are not allocable to segments on a reasonable basis, have been included under “Unallocated corporate
expenses/ income”.

Note 3: Critical estimates and judgements

The preparation of financial statements in accordance with Ind AS requires that assumptions and estimates be
made for some line items. This note provides the areas that involve a higher degree of judgement or complexity.

(a) Estimation of current tax expense and payable - Note 27

Current tax is measured at the amount expected to be paid to the tax authorities in accordance with the provisions
of Income tax Act, 1961. Deferred income tax is provided in full, using the liability method, on temporary differences
arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. The
recognition of deferred tax assets is premised on their future recoverability being probable.

(b) Estimation of defined benefit obligation - Note 28

Employee benefit obligations are measured using actuarial methods. This requires various assumptions, including
with respect to salary trends, attrition rate, discounting factor, etc.

(c) Estimation of provision for warranty claims - Note 14

Warranty estimates are established using historical information on the nature, frequency and average cost of
warranty claims and also management estimates regarding possible future outflow on servicing the customers for
any corrective action in respect of product failure which is generally expected to be settled within a period of 1 to 3
years.


Annual Report 2018-19 | Consolidated Financial Statements | 151

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 4 (a) : Property, plant and equipment


[` in Millions (Mio INR)]
Gross Block Depreciation Net Block

As at April 1, 2018
As at March 31,

As at March 31,

As at March 31,

As at March 31,
Deductions /

Deductions /
As at April 1,

Adjustments

Adjustments
For the year
Additions
Particulars

2018

2019

2019

2019

2018
Land - Freehold 189 - - 189 - - - - 189 189
(92) (97) (-) (189) (-) (-) (-) (-) (189) (92)

- Leasehold 1,653 - - 1,653 30 10 - 40 1,613 1,623


(1,653) (-) (-) (1,653) (20) (10) (-) (30) (1,623) (1,633)

uildings [refer note


B 4,638 87 0 4,725 1,193 354 0 1,547 3,179 3,445
(a) below] (4,619) (24) (5) (4,638) (806) (388) (1) (1,193) (3,445) (3,813)

Buildings - R & D* 26 - - 26 3 2 - 5 21 23
(20) (6) (-) (26) (1) (2) (-) (3) (23) (19)

Plant and machinery 16,576 2,136 258 18,455 10,737 3,099 225 13,611 4,844 5,839
[refer note (d) below] (14,508) (2,271) (203) (16,576) (7,214) (3,681) (158) (10,737) (5,839) (7,294)

Plant and machinery - 571 230 - 801 571 230 - 801 - -
R & D* (362) (209) (-) (571) (362) (209) (-) (571) (-) (-)

Office equipment 182 30 2 210 136 28 2 162 49 46


(164) (22) (4) (182) (103) (36) (3) (136) (46) (61)

Office equipment - 8 1 - 9 8 1 - 9 - -
R & D* (3) (5) (-) (8) (3) (5) (-) (8) (-) (-)

Furniture and fixtures 240 35 2 272 147 52 2 197 75 93


(209) (37) (6) (240) (102) (48) (3) (147) (93) (107)

Furniture and fixtures - 9 8 - 17 9 8 - 17 - -


R & D* (5) (4) (-) (9) (5) (4) (-) (9) (-) (-)

Vehicles 404 85 20 469 251 93 15 329 140 153


(331) (82) (9) (404) (156) (103) (8) (251) (153) (175)
Vehicles - R & D* 1 - - 1 1 - - 1 - -
(2) (-) (1) (1) (2) (0) (1) (1) (-) (-)

Total 24,497 2,612 282 26,827 13,086 3,878 244 16,719 10,108 11,411
(21,968) (2,757) (228) (24,497) (8,774) (4,486) (174) (13,086) (11,411) (13,194)

Note 4 (b) : Capital work in progress 6,442 3,132


(3,132) (1,289)

* Relating to certain DSIR approved R&D facilities, considered eligible for Income tax benefit.

(a) Buildings include Mio INR 0 (2017-18: Mio INR 0) being the value of shares in co-operative housing societies.

(b) Plant and machinery includes capital spares capitalised.

(c) Capital work-in-progress mainly comprises plant and machinery and building under construction.

(d) Refer note 39 for disclosure of contractual commitment for the acquisition of property, plant and equipment.

(e) Figures in brackets relate to previous year.




152 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 5 : Investment properties


[` in Millions (Mio INR)]

As at March 31, As at March 31,
2019 2018
Gross carrying amount

Opening gross carrying amount 2,160 2,079


Additions 4 81
Closing gross carrying amount 2,164 2,160

Accumulated depreciation
Opening accumulated depreciation 451 265
Depreciation charge 168 186
Closing accumulated depreciation 619 451

Opening Capital work-in-progress 55 129
Closing Capital work-in-progress 104 55

1,649 1,764

(i) Amounts recognised in Statement of Profit and Loss for investment properties
[` in Millions (Mio INR)]
For the year For the year
ended March 31, ended March 31,
2019 2018
Rental income 1,043 994
Direct operating expenses from property that generated rental income (33) (30)
Profit from investment properties before depreciation 1,010 964
Depreciation charge (168) (186)
Profit from investment properties 842 778

(ii) Contractual obligations: Refer note no 39 for disclosure of contractual obligations relating to investment properties.

(iii) Fair value of investment properties:


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Land 10,158 9,649


Building 5,896 5,953
16,054 15,602

Note 6 : Investments Accounted for using the equity method


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Unquoted equity investments valued at cost

Associate (also a fellow subsidiary):


Newtech Filter India Private Limited, equity shares of Rs.10/- each fully paid 175 175
Less: Share of profit/ (loss) for earlier years in Associate (87) (90)
Add: Share of profit/ (loss) for current year in Associate 3 3


91 88
Annual Report 2018-19 | Consolidated Financial Statements | 153

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 7 (a) : Investments


[` in Millions (Mio INR)]
As at March 31, 2019 As at March 31, 2018
Current Non-Current Current Non-Current

Investment in equity instruments carried at FVOCI - 8,101 - 7,242


Investment in bonds measured at amortised cost (quoted) - 5,212 - 5,212
Investment in bonds measured at amortised cost (unquoted) - 5 - 5
Investment in mutual funds (quoted) carried at FVTPL 2,371 24,673 9,289 30,480

2,371 37,991 9,289 42,939

Aggregate amount of market value of quoted investments 2,371 37,986 9,289 43,478
Aggregate amount of market value of unquoted investments - 5 - 5
Aggregate amount of impairment in the value of investments - - - -

Note 7 (b) : Trade receivables


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Trade receivables
- Related parties [refer note (a) below and note 33] 2,304 2,339
- Others 14,598 15,007
Less: Allowance for credit losses (1,227) (1,190)

15,675 16,156

(a) Includes dues from private companies where directors are interested 1,067 374

Details of secured and unsecured


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Secured, considered good - -


Unsecured, considered good 15,675 16,156
Increase in credit risk 513 484
Credit impaired 714 706
Total 16,902 17,346
Allowance for credit losses (1,227) (1,190)
Total trade receivables 15,675 16,156

Note 7 (c) : Loans


[` in Millions (Mio INR)]
As at March 31, 2019 As at March 31, 2018
Current Non-Current Current Non-Current

Unsecured, considered good


Loan to fellow subsidiaries (refer note 33) 4,455 500 3,505 500
Loan to directors (refer note 33) 0 2 0 2
Loan to employees 132 227 142 259
Security deposits - 334 - 339
4,587 1,063 3,647 1,100
154 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 7 (d) : Cash and cash equivalents


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Balances with banks


- in current accounts 360 237
- in EEFC accounts 17 -
- deposit accounts with original maturity of less than 3 months 1,647 3,133
Cash on hand 0 0
Cheques on hand 8 263
2,032 3,633

Note 7 (e) : Other bank balances


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Deposit accounts (maturity less than 12 months) 10,451 15,201


Unpaid dividend accounts 45 45
10,496 15,246

Note 7 (f) : Other financial assets


[` in Millions (Mio INR)]
As at March 31, As at March 31,
2019 2018
Current Current
Inter-corporate deposit 7,850 7,900
Interest accrued on financial assets at amortised cost 850 804
Others (include non-trade receivables, etc.) 387 477
9,087 9,181

Note 8 : Deferred tax assets


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Difference between books and Income tax written down value (WDV) of depreciable
property, plant and equipment and intangible assets 3,106 3,049

Expenses allowable for tax purposes when paid and other timing differences 1,490 1,856
4,596 4,905

Movement in deferred tax assets


[` in Millions (Mio INR)]
WDV of
depreciable Expenses
property, allowable on Total
plant and payment basis
equipment

As at April 1, 2017 2,808 1,868 4,676


(Charged)/ Credited
- to Statement of Profit and Loss 241 77 318
- to Other Comprehensive Income - (89) (89)
As at March 31, 2018 3,049 1,856 4,905
Ind AS 115 transition adjustments (refer note 32) - 150 150
As at April 1, 2018 (refer note 32) 3,049 2,006 5,055
(Charged)/ Credited
- to Statement of Profit and Loss 57 (413) (356)
- to Other Comprehensive Income - (103) (103)
As at March 31, 2019 3,106 1,491 4,596
Annual Report 2018-19 | Consolidated Financial Statements | 155

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 9 : Other non-current assets


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Capital advances 480 412


Security deposits 93 89
Deferred contract costs [refer note (a) below] 67 -
640 501

(a) Deferred contract costs are upfront costs incurred for the contract and are amortized over the term of the contract

Note 10 : Inventories
(at lower of cost and net realisable value)
[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Raw materials 3,240 2,854


Work-in-progress 1,489 1,329
Finished goods 3,910 2,603
Stock-in-trade 5,209 4,823
Stores and spares 228 184
Loose tools 367 465
14,443 12,258

(a) Inventories include the following as goods-in-transit
[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Raw materials 474 986


Stock-in-trade 1,463 1,512
Loose tools 3 0
1,940 2,498

(b) Amount of inventories recognised as an expense/(income) is Mio INR (208) [2017-18 Mio INR 36].

(c) Write-down/(reversal of write-down of earlier year) of the inventories to net realisable value amounted to Mio INR 79
[2017-18 Mio INR 14]. These were recognised as an expense during the year and included in Note 21 in the Statement of
Profit and Loss.

Note 11 : Other current assets


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Balance with customs, excise and sales tax authorities, etc. 488 584
Deferred expense 87 97
Contract assets (refer note 32) 1,783 -
Deferred contract costs [ refer note 9 (a) ] 30 -
Others (include vendor advances, claims receivable, etc.) 3,353 3,256
5,741 3,937
156 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 12 : Equity share capital and other equity


Note 12(a) : Equity Share capital
Authorised equity share capital
[` in Millions (Mio INR)]

No of shares Amount

As at April 1, 2017 38,051,460 381


Increase during the year - -
As at March 31, 2018 38,051,460 381
Increase during the year - -
As at March 31, 2019 38,051,460 381

(i) Movements in equity share capital (issued, subscribed and fully paid up) (with voting rights):
[` in Millions (Mio INR)]

No of shares Amount

As at April 1, 2017 30,520,740 305


Increase/ (decrease) during the year - -
As at March 31, 2018 30,520,740 305
Increase/ (decrease) during the year (refer note 44) (1,027,100) (10)
As at March 31, 2019 29,493,640 295

Rights, preferences and restrictions attached to shares:

The Equity shares of the Company, having face value of Rs. 10/- per share, rank pari passu in all respects including voting
rights, entitlement to d
ividend and share in the proceeds of winding up of the Company in proportion to the number of and
amounts paid on the shares held.

(ii) Equity shares held by the holding company and subsidiary of the holding company (with voting rights):
[` in Millions (Mio INR)]

As at March 31, 2019 As at March 31, 2018

No of shares Amount No of shares Amount

Robert Bosch GmbH, Federal Republic of 20,351,224 204 21,058,705 211


Germany, the Holding company (also the Ultimate
Holding company)
Robert Bosch Engineeering and Business 454,000 5 454,000 5
Solutions Private Ltd., India, subsidiary of
Holding company


(iii) Details of Equity shares held by shareholders holding more than 5% of the aggregate equity shares in the Company
(with voting rights):

As at March 31, 2019 As at March 31, 2018

Shareholding Shareholding
No of shares No of shares
% %

Robert Bosch GmbH, Federal Republic of 20,351,224 69.00% 21,058,705 68.99%


Germany, the Holding company (also the Ultimate
Holding company)
Annual Report 2018-19 | Consolidated Financial Statements | 157

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(iv) There are no shares reserved for issue under options and contracts/ commitments. Further, there are no shares that
have been allotted during last 5 years pursuant to a contract without payment being received in cash, or by way of
bonus shares.

(v) The Company has bought back 1,027,100 shares during the year ended March 31, 2019 at buy-back price determined at
Rs.21,000/- per share which w as approved by the board of directors and shareholders of the Company. Shares bought
back during the period of five years immediately preceding the reporting date:

As at March As at March As at March


31, 2019 31, 2018 31, 2017

Number of equity shares bought back by the Company (refer note 44) 1,027,100 - 878,160

Note 12(b) : Reserves and surplus


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Capital reserve [refer note (i)] 39 39


Share premium [refer note (ii)] 8 8
Capital redemption reserve [refer note (iii)] 86 76
General reserve [refer note (iv)] 190 21,759
Retained earnings [refer note (v)] 82,510 70,329
82,833 92,211

(i) Capital reserve


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Opening balance 39 39
Additions/(deletions) during the year - -
Closing balance 39 39

(ii) Share premium


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Opening balance 8 8
Additions/(deletions) during the year - -
Closing balance 8 8

(iii) Capital redemption reserve


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Opening balance 76 76
Additions/(deletions) during the year 10 -
Closing balance 86 76
158 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(iv) General reserve


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Opening balance 21,759 21,759


Less: Utilisation for buy back of shares (21,559) -
Less: Transfer to capital redemption reserve (refer note 44) (10) -
Closing balance 190 21,759

(v) Retained earnings


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Closing balance of previous year 70,329 59,757


Impact of transition to Ind AS 115, net of taxes (refer note 32) (280) -
Opening balance 70,049 59,757
Net profit for the year 15,983 13,711
Dividends (refer note no. 31(b)(i)) (3,052) (2,747)
Dividend distribution taxes (627) (559)
Items of other comprehensive income recognised directly in retained earnings
- Remeasurement of post-employment benefit obligations, net of tax 157 167
Closing balance 82,510 70,329

Note 12(c) : Other reserves


[` in Millions (Mio INR)]

FVOCI - Equity Total other


Instruments reserves

As at April 1, 2017 5,962 5,962


Change in fair value of FVOCI equity instruments 1,248 1,248
As at March 31, 2018 7,210 7,210
Change in fair value of FVOCI equity instruments 840 840
As at March 31, 2019 8,050 8,050

Note 13(a) : Other financial liabilities


[` in Millions (Mio INR)]
As at March 31, 2019 As at March 31, 2018
Current Non-Current Current Non-Current

Unpaid dividend [refer note (a) below] 45 - 45 -


Book overdraft - - 6 -
Capital creditors 481 - 347 -
Other payables (includes employee dues, derivative 4,663 107 3,839 66
liabilities, etc.)
5,189 107 4,237 66

(a) There are no amounts due for payment to the Investor Education and Protection Fund under Section 125 of the
Companies Act, 2013 as at the year end.


Annual Report 2018-19 | Consolidated Financial Statements | 159

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 13(b) : Trade payables


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Trade payables
- Dues of Micro Enterprises and Small Enterprises [refer note (a) below] 619 395
- Dues of creditors other than micro enterprises and small enterprises
- Related parties (refer note 34) 8,250 11,880
- Others 7,016 7,956
15,266 19,836
15,885 20,231

(a) Disclosure under Micro, Small and Medium Enterprises Development Act, 2006.
[` in Millions (Mio INR)]

As at As at
March 31, 2019 March 31, 2018
and for the year and for the year
ended ended
March 31, 2019 March 31, 2018

(i) Principal amount remaining unpaid to any supplier as at the end of the 619 395
accounting year
(ii) Interest due thereon remaining unpaid to any supplier as at the end of the 11 5
accounting year
(iii) The amount of interest paid along with the amounts of the payment made to - -
the supplier beyond the appointed day
(iv) The amount of interest due and payable for the year 19 22
(v) The amount of interest accrued and remaining unpaid at the end of the 113 83
accounting year
(vi) The amount of further interest due and payable even in the succeeding year, 10 13
until such date when the interest dues as above are actually paid

The Company has identified small enterprises and micro enterprises, as defined under the MSMED Act by requesting
confirmation from vendors to the letters circularised by the Company.

Note 14 : Provisions
[` in Millions (Mio INR)]
As at March 31, 2019 As at March 31, 2018
Current Non-Current Current Non-Current

Provision for employee benefits 2,261 3,400 2,566 4,188


Trade demand and others [refer note (a) below] 3,753 16 3,541 16
Warranty [refer note (a) below] 1,161 - 1,343 -
7,175 3,416 7,450 4,204

(a) Disclosure under Indian Accounting Standard (Ind AS) 37 on “Provisions, Contingent Liabilities and Contingent Assets” :

[` in Millions (Mio INR)]

Ind AS 115 Utilised/


transition Additions reversed
As at April 1, As at March
Description As at March adjustments during the during
2018 31, 2019
31, 2018 (Refer note year the year
32)

Trade demand and others [refer note (i) and 3,557 339 3,896 2,106 2,233 3,769
(ii) below] (3,471) (-) (3,471) (2,215) (2,129) (3,557)
Warranty [refer note (i) and (ii) below] 1,343 - 1,343 420 602 1,161
(1,155) (-) (1,155) (757) (569) (1,343)

160 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(i) Nature of the provision has not been given on the grounds that it can be expected to prejudice the interests of the
Company. Due to the very nature of such provisions, it is not possible to estimate the timing/ uncertainties relating to
their outflows.

(ii) Figures in brackets relate to previous year.



Note 15 : Current tax liabilities
[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Opening balance 906 651


Add: Provision for tax (including earlier years) 7,074 7,016
Less: Taxes paid (net of refund) (7,822) (6,761)
Closing balance (net of advance tax of Mio INR 28,643 (March 31, 2018:
Mio INR 25,941)) 158 906

Note 16 : Other current liabilities


[` in Millions (Mio INR)]

As at March 31, As at March 31,


2019 2018

Statutory dues 1,125 1,171


Deferred income - 67
Indirect taxes 359 483
Contract liabilities (refer note 32) 1,805 -
Others (advance from customers,etc.) 615 646
3,904 2,367

Note 17 : Other operating revenue


[` in Millions (Mio INR)]

For the year For the year


ended March 31, ended March 31,
2019 2018

Scrap sales 167 162


Export incentives 391 350
Provision/ liabilities no longer required written back 30 165
Rental income 1,043 994
Miscellaneous income 489 437
2,120 2,108

Note 18 : Other income


[` in Millions (Mio INR)]

For the year For the year


ended March 31, ended March 31,
2019 2018

Interest income
- Bank and inter corporate deposits 1,802 1,697
- Loans to related parties 365 330
- On financial assets at amortised cost 418 418
- Others 184 275
Government grant (refer note (a) below) - 55
Amortisation of deferred government grant income 7 55
Dividend from equity investments designated at FVOCI 74 71
Net gain on financial assets measured at FVTPL 3,093 2,185
Profit on sale of property, plant and equipment (net) 10 32
5,953 5,118
Annual Report 2018-19 | Consolidated Financial Statements | 161

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(a) Government grant represents subsidy received/ accrued during the year ended March 31, 2018 under the Package
Scheme of Incentives, 2001 from the Government of Maharashtra.

Note 19 : Cost of materials consumed


[` in Millions (Mio INR)]

For the year For the year


ended March 31, ended March 31,
2019 2018

Raw materials consumed 30,211 27,555


Less: Issues capitalised (287) (214)
29,924 27,341

Note 20 : Purchases of stock-in-trade


[` in Millions (Mio INR)]

For the year For the year


ended March 31, ended March 31,
2019 2018

Purchase of goods 39,680 35,278


39,680 35,278

Note 21 : Changes in inventories of finished goods, work-in-progress and stock-in-trade


[` in Millions (Mio INR)

For the year For the year


ended March 31, ended March 31,
2019 2018

Opening stock
Finished goods 2,603 3,939
Work-in-progress 1,329 958
Stock-in-trade 4,823 4,253

Closing stock
Finished goods 3,910 2,603
Work-in-progress 1,489 1,329
Stock-in-trade 5,209 4,823
(1,853) 395

Note 22 : Employee benefit expense


[` in Millions (Mio INR)]

For the year For the year


ended March 31, ended March 31,
2019 2018

Salaries, wages, bonus etc. 11,706 11,946


Contributions to provident and other funds [refer note 29] 967 839
Staff welfare 1,031 780
13,704 13,565

Note 23 : Finance costs


[` in Millions (Mio INR)]

For the year For the year


ended March 31, ended March 31,
2019 2018

Interest expense
- others 89 33
Net interest on defined benefit liability 44 0
133 33
162 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 24 : Depreciation and amortisation expense


[` in Millions (Mio INR)]

For the year For the year


ended March 31, ended March 31,
2019 2018

Depreciation of property, plant and equipment [refer note 4(a)] 3,877 4,486
Depreciation on investment properties [refer note 5] 168 186
4,045 4,672

Note 25 : Other expenses


[` in Millions (Mio INR)]

For the year For the year


ended March 31, ended March 31,
2019 2018

Consumption of stores and spares 1,040 338


Consumption of tools 1,584 2,458
Power and fuel 1,116 1,097
Repairs to plant and machinery 1,022 899
Repairs to building 531 538
Royalty and technical service fee 2,208 2,131
Rent [refer note 34] 547 804
Rates and taxes 101 182
Insurance 100 144
Expenditure towards Corporate Social Responsibility [refer note (a) below] 353 363
Packing, freight and forwarding 2,061 1,974
Warranty and service expenses 100 494
Travelling and conveyance 1,310 1,071
Professional and consultancy charges 1,637 1,823
Advertisement and sales promotion expenses 648 460
Miscellaneous manufacturing expenses 2,369 1,563
Computer expenses 1,136 920
Miscellaneous expenses [refer note (b) below] 1,900 2,314
Less: Expenses capitalised (274) (183)
19,489 19,390

(a) Expenditure towards Corporate Social Responsibility :

- Gross amount required to be spent by the Company during the year is Mio INR 353 (2017-18 Mio INR 363).

- Amount spent during the year is Mio INR 353 (2017-18 Mio INR 363).

[` in Millions (Mio INR)]

Sr. No. Particulars In cash Yet to be paid in cash Total

(i) Construction/acquisition of any asset - - -


(-) (-) (-)

(ii) On purposes other than (i) above 287 66 353


(256) (107) (363)

- Total amount paid during the year Mio INR 394 includes Mio INR 107 relating to previous year.
- Figures in brackets relate to previous year.

Annual Report 2018-19 | Consolidated Financial Statements | 163

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(b) Miscellaneous expenses include :


[` in Millions (Mio INR)]

For the year For the year


ended March 31, ended March 31,
2019 2018

(i) Remuneration to auditors (excluding indirect tax):


Statutory audit fee 8 8
Tax audit fees 1 1
Other services 2 2
Reimbursement of expenses - 0

(ii) Provision for doubtful debts (net) 37 492

(iii) Bad debts written off 45 121

(iv) Exchange loss [including exchange gain of Mio INR 45 (2017-18: Mio 364 301
INR 80) on account of mark-to-market valuation of outstanding
forward and option contracts]


Note 26 : R & D expenses *
[` in Millions (Mio INR)]

For the year For the year


ended March 31, ended March 31,
2019 2018

R & D Expenses :
Cost of materials consumed 91 109
Employee benefit expenses 1,014 888
Other expenses 1,747 1,190
2,852 2,187

* Relating to certain DSIR approved R & D facilities, considered eligible for Income tax benefit.

Note 27: Income tax expense


This note provides an analysis of the Group’s income tax expense, showing how the tax expense is affected by
non-assessable and non-deductible items.
(a) Income tax expense
[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

Current tax
Current tax on profits for the year 7,612 7,030
Adjustments for current tax of prior periods (538) (14)
Total current tax expenses 7,074 7,016

Deferred tax
Decrease/ (Increase) in deferred tax assets 356 (318)
Total deferred tax expenses/(benefit) 356 (318)
Income tax expense 7,430 6,698
164 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(b) Reconciliation of tax expenses and the accounting profit multiplied by tax rate:
[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

Profit before income tax expense 23,410 20,406


23,410 20,406
Tax at the Indian tax rate of 34.944% (2017-18: 34.608%) 8,181 7,062
Effect of non-deductible expense 233 513
Effect of exempt other income/ weighted deduction (446) (911)
Adjustments for current tax of prior periods (538) (14)
Effect due to difference in future tax rate for deferred tax - 48
Income tax expense 7,430 6,698

Note 28: Employee Retirement Benefits:



Disclosure on Retirement Benefits as required in Indian Accounting Standard (Ind AS) 19 on “Employee Benefits” are
given below:

(a) Post Employment Benefit - Defined Contribution Plans

The Group has recognised an amount of Mio INR 342* (2017-18: Mio INR 321* ) as expense under the defined
contribution plans in the Statement of Profit and Loss.

(b) Post Employment Benefit - Defined Benefit Plans

The Group makes annual contributions to the Bosch Employees’ Gratuity Fund and makes monthly contributions to
Bosch Employees (Bangalore) Provident Fund Trust and Bosch Workmen’s (Nashik) Provident Fund Trust, funded
defined benefit plans for qualifying employees. The Gratuity Scheme provides for lumpsum payment to vested
employees at retirement/death while in employment or on termination of employment of an amount equivalent to 15
days salary payable for each completed year of service or part thereof in excess of six months. Vesting occurs only upon
completion of five years of service, except in case of death or permanent disability.

The Provident Fund Scheme provides for lumpsum payment/transfer to the member employees at retirement/ death
while in employment or on termination of employment of an amount equivalent to the credit standing in his account
maintained by the Trusts. The present value of the defined benefit obligation and the related current service cost are
measured using the projected unit credit method with actuarial valuation being carried out at each balance sheet date.

(c) Total expense recognised in the statement of profit and loss


[` in Millions (Mio INR)]
Provident Fund Gratuity
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Current service cost* 392 357 233 161
Past service cost - - - 939
Net interest cost
a. Interest expense on defined benefit obligation (DBO) 799 649 368 283
b. Interest (income) on plan assets (799) (649) (324) (283)
c. Total net interest cost - - 44 0
Defined benefit cost included in Statement of Profit and Loss 392 357 277 1,100

* Total charge recognised in Statement of Profit and Loss is Mio INR 967 (2017-18: Mio INR 839) [Refer note no 23].

(d) Remeasurement effects recognised in other comprehensive income (OCI)
[` in Millions (Mio INR)]

Gratuity

March 31, 2019 March 31, 2018

a. Actuarial (gain)/ loss due to financial assumption changes in DBO 66 (163)


b. Actuarial (gain)/ loss due to experience on DBO (249) (162)
c. Return on plan assets (greater)/ less than discount rate (55) 69
Total actuarial (gain)/ loss included in OCI (238) (256)
Annual Report 2018-19 | Consolidated Financial Statements | 165

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

[` in Millions (Mio INR)]

Provident Fund

March 31, 2019 March 31, 2018

a. Actuarial (gain)/ loss on liability (134) 527


b. Actuarial (gain)/ loss on plan assets 134 (527)
Total actuarial (gain)/ loss included in OCI - -

(e) Total cost recognised in comprehensive income


[` in Millions (Mio INR)]
Provident Fund Gratuity
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018

Cost recognised in Statement of Profit and Loss 392 357 277 1,100
Remeasurements effects recognised in OCI - - (238) (256)
Total cost recognised in Comprehensive Income 392 357 40 844

(f) Change in defined benefit obligation


[` in Millions (Mio INR)]

Gratuity

March 31, 2019 March 31, 2018

Defined benefit obligation as at the beginning of the year 4,886 3,996


Service cost 233 1,100
Interest cost 368 283
Benefit payments from plan assets (246) (168)
Actuarial (gain)/ loss - financial assumptions 66 (163)
Actuarial (gain)/ Loss - experience (249) (162)
Defined benefit obligation as at year end 5,058 4,886

[` in Millions (Mio INR)]

Provident Fund

March 31, 2019 March 31, 2018

Defined benefit obligation as at the beginning of the year 10,221 8,740


Current service cost 392 357
Interest cost 799 649
Benefits paid and transfer out (1,109) (970)
Transfer in 84 59
Participant contributions 930 859
Actuarial (gain)/ loss (134) 527
Defined benefit obligation as of current year end 11,183 10,221

(g) Change in fair value of plan assets


[` in Millions (Mio INR)]
Provident Fund Gratuity
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018

Fair value of plan assets at end of prior year 10,221 8,740 4,198 3,874
Expected return on plan assets 799 649 324 283
Employer contributions 392 357 688 278
Participant contributions 930 859 - -
Benefit payments from plan assets (1,109) (970) (247) (168)
Transfer in/ transfer out 84 59 - -
Actuarial gain/ (loss) on plan assets (134) 527 55 (69)
Fair value of plan assets at end of year 11,183 10,221 5,018 4,198
166 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(h) Net defined benefit asset/ (liability)


[` in Millions (Mio INR)]
Provident Fund Gratuity
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018

Defined benefit obligation 11,183 10,221 5,058 4,886


Fair value of plan assets 11,183 10,221 5,018 4,198
(Surplus)/ deficit recognised in Balance Sheet - - 40 688

(i) Expected Group’s contributions for the next year


[` in Millions (Mio INR)]

Provident Fund Gratuity

March 31, 2019 March 31, 2019

Expected Group’s contributions for the next year 439 156

(j) Reconciliation of amounts in balance sheet


[` in Millions (Mio INR)]

Gratuity

March 31, 2019 March 31, 2018

Net defined benefit liability/(asset) at prior year end 688 122


Defined benefit cost included in Statement of Profit and Loss 277 1,100
Total remeasurements included in OCI (238) (256)
Employer contributions (688) (278)
Net defined benefit liability/(asset) 40 688

(k) Reconciliation of Statement of Other Comprehensive Income


[` in Millions (Mio INR)]

Gratuity

March 31, 2019 March 31, 2018

Cumulative OCI - (Income)/Loss, beginning of period (148) 108


Total remeasurements included in OCI (238) (256)
Cumulative OCI - (Income)/Loss (386) (148)

(l) Current/ non current liability


[` in Millions (Mio INR)]

Gratuity

March 31, 2019 March 31, 2018

Current liability - -
Non current liability 40 688
Total 40 688

(m) Assumptions

Provident Fund Gratuity


March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018

Discount factor [refer note (i) below] 7.65% 7.70% 7.65% 7.70%
Weighted average rate of escalation in salary per NA NA 10.6% 10.6%
annum [refer note (ii) below]
Mortality rate IALM (2006 08) IALM (2006 08) IALM (2006 08) IALM (2006 08)
Ultimate Ultimate Ultimate Ultimate

Annual Report 2018-19 | Consolidated Financial Statements | 167

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Notes:
(i) The discount rate is based on the prevailing market yield on Government Bonds as at the balance sheet date for the
estimated term of obligations.
(ii) The estimate of future salary increases considered in actuarial valuation takes into account inflation, seniority,
promotion and other relevant factors such as supply and demand in the employment market.
(n) Risk exposures
A large portion of assets consists of government and corporate bonds and small portion of assets consists in mutual
funds and special deposit account in banks. Through its defined plans, the Group is exposed to a number of risks, the
most significant of which are detailed below:
Asset Volatility: The plan liabilities are calculated using a discount rate with reference to bond yields, if plan assets
underperform this yield, this will create a deficit. Most of the plan asset investments are in fixed income government
securities with high grades and public sector corporate bonds. A small portion of the funds are invested in equity
securities.
Changes in bond yields: A decrease in bond yields will increase plan liabilities, although this will be partially offset by
an increase in the value of the plans’ bond holdings.

(o) Sensitivity analysis on defined benefit obligation


[` in Millions (Mio INR)]

Gratuity

March 31, 2019 March 31, 2018

Discount rate
a. Discount rate - 50 basis points 5,335 5,104
b. Discount rate + 50 basis points 4,802 4,639
Weighted average increase in salary
a. Rate - 50 basis points 4,904 4,781
b. Rate + 50 basis points 5,209 4,974

The above sensitivity analysis are based on a change in an assumption while holding all other assumptions constant. In
practice, this is unlikely to occur. This sensitivity analysis shows how the defined benefit obligation would have been
affected by changes in the relevant actuarial assumption that were reasonably possible at that date.

(p) Plan assets

Provident Fund Gratuity


March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
% Invested % Invested % Invested % Invested

Government Securities (Central and State) 52 52 52 51


Corporate Bonds (including Public Sector bonds) 39 41 36 36
Mutual Funds 3 2 2 1
Cash and bank balances
(including Special Deposits Scheme, 1975) 6 5 10 12
Total 100 100 100 100

q) Expected future cashflows



The weighted average duration of the defined benefit obligation is 14.26 years (2017-18 -14.27 years). The expected
maturity analysis is as follows:
[` in Millions (Mio INR)]
Provident Fund Gratuity
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018

Within 1 year 1,103 399 156 226


Between 1-2 years 687 450 266 188
Between 2-5 years 2,015 1,687 781 793
From 6 to 10 5,884 4,141 2,543 2,322
Total 9,689 6,677 3,746 3,529
168 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 29: Fair value measurements:



(i) Financial instruments by category and hierarchy

This section explains the judgements and estimates made in determining the fair values of the financial instruments that
are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed
in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the
Group has classified its financial instruments into the three levels prescribed under the accounting standard. An
explanation of each level follows underneath the table.

[` in Millions (Mio INR)]
March 31, 2019 March 31, 2018

Amortised Amortised
Level FVPL FVOCI FVPL FVOCI
cost cost

Financial assets

Investments
- Equity instruments 1 - 8,101 - - 7,242 -
- Bonds 1 - - 5,212 - - 5,212
- Mutual funds 1 27,044 - - 39,769 - -
Interest accrued on financial assets
at amortised cost 3 - - 850 - - 804
Trade receivables 3 - - 15,675 - - 16,156
Loans 3 - - 5,650 - - 4,747
Investments
- Bonds 3 - - 5 - - 5
Cash and cash equivalents - - 2,032 - - 3,633
Other bank balances - - 10,495 - - 15,246
Inter-corporate deposit 3 - - 7,850 - - 7,900
Others (include non-trade
receivables, etc.) 3 - - 387 - - 477
Derivative assets 2 - - - 1 - -
Total financial assets 27,044 8,101 48,156 39,770 7,242 54,179

Financial liabilities
Trade payables 3 - - 15,885 - - 20,231
Unpaid dividend 3 - - 45 - - 45
Book overdraft - - - - - 6
Other payables (includes employee
dues, etc.) 3 - - 4,726 - - 3,905
Capital creditors 3 - - 481 - - 347
Derivative liabilities 2 - - 44 - - -
Total financial liabilities - - 21,181 - - 24,534

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments,
tax free bonds and mutual funds that have quoted price. The fair value of all equity instruments, which are traded in the stock
exchanges, are valued using the closing price as at the reporting period. The mutual funds are valued using the closing NAV.
Level 2: The fair value of financial instruments that are not traded in an active market (for market, traded bonds, over-the-
counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as
little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the
instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in Level 3.
There are no transfers between levels during the year.

(ii) Valuation technique used to determine fair value


Specific valuation techniques used to value financial instruments include:
- the fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date
- the fair value of remaining financial instruments is determined using the discounted cash flow analysis

(iii) Valuation process


The finance and accounts department of the Group performs the valuation of financial assets and liabilities required for
financial reporting purposes, and report to the Executive Director (ED). Discussions on valuation processes and results are
held between the ED and valuation team at least once every three months, in line with the Group’s quarterly reporting periods.


Annual Report 2018-19 | Consolidated Financial Statements | 169

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

The main level 3 inputs are derived and evaluated as follows:
a) Discount rate for loans to employees are determined using prevailing bank lending rate.
b) The fair values of financial assets and liabilities are determined using the discounted cash flow analysis.


(iv) Fair value of financial assets and liabilities measured at amortised cost
[` in Millions (Mio INR)]
March 31, 2019 March 31, 2018
Carrying Carrying
Fair value Fair value
amount amount
Financial assets
Tax free bonds 5,217 5,692 5,217 5,763
Loans 1,063 1,063 1,100 1,100
Total financial assets 6,280 6,755 6,317 6,863

Financial liabilities
Other financial liabilities 107 107 66 66
Total financial liabilities 107 107 66 66

With respect to trade receivables, other receivables, inter-corporate deposit, current portion of loans, cash and cash
equivalents, other bank balance, trade payables, capital creditors, employee payables, the carrying amount is considered to
be the same as their fair value due to their short-term nature.

Note 30: Financial risk management

The Group’s activities expose it to market risk, liquidity risk and credit risk. In order to minimise any adverse effects on the
financial performance of the Group, derivative financial instruments, such as foreign exchange forward contracts and foreign
currency option contracts are entered into by the Group to hedge certain foreign currency exposure. Derivatives are used
exclusively for hedging and not as trading or speculative instruments.

(A) Credit Risk

Credit risk arises from cash and cash equivalents, instruments carried at amortised cost and deposits with banks, as well as
credit exposures to customers including outstanding receivables.

(i) Credit risk management


Credit risk on cash and cash equivalents is limited as the Group generally invests in deposits with banks which have high
credit ratings assigned by external agencies. Investments primarily include investment in debt based mutual funds whose
portfolios have instruments with high credit rating and government bonds. The Board of Directors periodically review the
investment portfolio of the Group. Credit risk on loans given to fellow subsidiaries is guaranteed by the holding company.
Credit risk with respect to trade receivable is managed by the Group through setting up credit limits for customers and also
periodically reviewing the credit worthiness of major customers.
Expected credit loss for trade receivables under simplified approach
[` in Millions (Mio INR)]
March 31, 2019 March 31, 2018
Less than 6 More than 6 Less than 6 More than 6
months months months months
Gross carrying amount 14,432 2,470 15,552 1,794
Expected credit losses (Loss allowance provision) (69) (1,158) (78) (1,112)
Carrying amount of trade receivables (net of impairment) 14,363 1,312 15,474 682

The gross carrying amount of trade receivables is Mio INR 16,902 (March 31, 2018 - Mio INR 17,346). During the period, the
Group made no significant write-offs of trade receivables and it does not expect to receive future cash flows or recoveries
from trade receivables previously written off.

(ii) Reconciliation of loss allowance provision - Trade Receivables


[` in Millions (Mio INR)]
Grossallowance
Loss carrying amount
as at April 1, 2017 698
Changes in loss allowance 492
Loss allowance as at March 31, 2018 1,190
Changes in loss allowance 37
Loss allowance as at March 31, 2019 1,227
170 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(B) Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding
through an adequate amount of internal financing by way of daily cash flow projection to meet obligations when due and to
close out market positions. Due to the dynamic nature of the underlying businesses, Group treasury maintains flexibility in
funding by maintaining availability of funds.
Management monitors daily and monthly rolling forecasts of the Group’s liquidity position and cash and cash equivalents on
the basis of expected cash flows This is generally carried in accordance with standard guidelines. The Group has liquidity
reserves in the form of highly liquid assets like cash and cash equivalents, debt based mutual funds, deposit accounts, etc.
(i) Financing arrangements: The Group had access to the following undrawn borrowing facilities at the end of the reporting
period

[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

Floating rate
- Expiring within one year (bank overdraft and other facilities) 20 20
- Expiring beyond one year (bank loans) - -
20 20

(ii) Maturity of Financial liabilities

The table below summarises the Group’s financial liabilities into relevant maturity groupings based on their contractual
maturities for:
a) all non-derivative financial liabilities
b) net and gross settled derivative financial instruments for which the contractual maturities are essential for an understanding
of the timing of the cash flows

The amounts disclosed in the table are the contractual undiscounted cash flows. Balance due within 12 months equal their
carrying balances as the impact of discounting is not significant.

[` in Millions (Mio INR)]


March 31, 2019 March 31, 2018
Less than More than Less than More than
1 year 1 year 1 year 1 year
Trade payables 15,885 - 20,231 -
Other financial liabilities 5,189 107 4,237 66
Total non-derivative liabilities 21,074 107 24,468 66

Foreign exchange forward contracts 2,933 - 1,044 -


Options contracts 1,112 - - -
Total derivative liabilities 4,045 - 1,044 -

(C) Market risk

(i) Foreign currency risk

The Group is exposed to foreign exchange risk arising from foreign currency transactions, primarily with respect to USD and
EUR. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a
currency that is not the Group’s functional currency (INR). The risk is measured through a forecast of highly probable foreign
currency cash flows. The objective of the hedges is to minimise the volatility of the INR cash flows of highly probable forecast
transaction.

The Group imports and exports goods and services which are predominantly denominated in USD and EUR. This exposes the
Group to foreign currency risk. To minimise this risk, the Group hedges using forward contracts and foreign currency option
contracts on a net exposure basis.

Annual Report 2018-19 | Consolidated Financial Statements | 171

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(a) Foreign currency risk exposure: The Group exposure to foreign currency risk at the end of the reporting period
expressed in Mio INR are as follows:
[` in Millions (Mio INR)]
March 31, 2019 March 31, 2018

USD EUR USD EUR

Financials assets
Trade receivables 1,362 172 1,684 303

Exposure to foreign currency risk - assets 1,362 172 1,684 303

Financial liabilities
Trade payables 4,788 817 6,235 1,381

Exposure to foreign currency risk - liabilities 4,788 817 6,235 1,381

Derivative liabilities
Foreign exchange forward contracts 2,933 - 1,044 -

Foreign currency option contracts - Buy Option Contract 1,112 -

Net exposure to foreign currency risk (619) 645 3,507 1,078

(b) Sensitivity: The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency
denominated financial instruments:
[` in Millions (Mio INR)]

Impact on profit after tax

March 31, 2019 March 31, 2018

USD Sensitivity
INR/USD - Increase by 1%* 6 (35)
INR/USD - Decrease by 1%* (6) 35

EUR Sensitivity
INR/EUR - Increase by 1%* (6) (11)
INR/EUR - Decrease by 1%* 6 11

* Holding all other variables constant

(ii) Cash flow and fair value interest rate risk

(a) Interest rate risk exposure: The Group does not have interest bearing borrowings and interest rate risk is towards
opportunity cost on investment in tax free bonds. Group analyses it based on the sensitivity analysis and manages it by
portfolio diversification.

(b) Sensitivity: Profit or loss is sensitive to changes in interest rate for tax free bonds. A change in the market interest level
by 100 basis points would have the following effect on the profit after tax:

[` in Millions (Mio INR)]

Impact on profit after tax

March 31, 2019 March 31, 2018

Interest rates - increase by 100 basis points* (365) (370)


Interest rates - decrease by 100 basis points* 365 370
* Holding all other variables constant

(iii) Price risk



(a) Exposure: The Group has invested in equity securities and exposure is equity securities price risk from investments
held by the Group and classified in the balance sheet as fair value through OCI.


172 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(b) Sensitivity: The table below summarises the impact of increase/decrease of the index in the Group’s equity and impact
on OCI for the period. The analysis is based on the assumption that the equity index had increased/ decreased by 10%
with all other variables held constant, and that all the Group’s equity instruments moved in line with the index.

[` in Millions (Mio INR)]

Impact on other components of
equity

March 31, 2019 March 31, 2018

Price - increase by 10% 810 724


Price - decrease by 10% (810) (724)

Other components of equity would increase/decrease as a result of gains/ (losses) on equity securities classified as fair value
though Other Comprehensive Income.

Note 31 : Capital management

(a) Risk management


The Group has equity capital and other reserves attributable to the equity shareholders, as the only source of capital
and the Group does not have any interest bearing borrowings/ debts.

(b) Dividends

[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

(i) Dividends recognised


Final dividend for the year ended March 31, 2018 of INR 100/- 3,052 2,747
(March 31, 2017 - INR 90/-) per fully paid share

3,052 2,747

(ii) Dividends not recognised at the end of the reporting period


In addition to the above dividends, since the year ended, the Directors have 3,097 3,052
recommended the payment of a final dividend of INR 105 /- per fully paid
equity share (March 31, 2018 - INR 100/-). This proposed dividend is subject
to the approval of shareholders in the ensuing annual general meeting
3,097 3,052

Note 32: Revenue from contracts with customers


The Group derives revenues primarily from sale of goods and sale of services.
Effective April 1, 2018, the Company adopted Ind AS 115 “Revenue from Contracts with Customers” using the cumulative
catch-up transition method, applied to contracts that were not completed as of April 1, 2018. In accordance with
cumulative catch-up transition method, the comparatives have not been retrospectively adjusted. The following is
a summary of new and/or revised significant accounting policies related to revenue recognition. Refer Note 1 “Significant
Accounting Policies”, in the Company’s 2018 Annual Report for the policies in effect for revenue prior to April 1, 2018.
Revenue is recognised upon transfer of control of promised products or services to customers in an amount that reflects
the consideration we expect to receive in exhange for those products or services.
Product revenues consist of sales to original equipment manufacturers (OEMs). The Group considers customer purchase
orders, which in some cases are governed by master sales agreements, to be the contracts with a customer. In situations
where sales are to a distributor, the Group has concluded that its contracts is with the distributor as the Group holds a
contract bearing enforceable rights and obligations only with the distributor. As part of its consideration of the contract,
the Group evaluates certain factors including the customer’s ability to pay (or credit risk). For each contract, the Group
considers the promise to transfer products, each of which is distinct, to be the identified performance obligations.
Revenue from sales to distributors is recognized upon the transfer of control to the distributor. Discounts, sales incentives
that are payable to distributors are netted-off with revenue.
In determining the transaction price the Group evaluates whether the price is subject to refund or adjustment to determine
the net consideration to which the Group expects to be entitled. Revenue is recognized when control of the product is
transferred to the customer (i.e., when the Group’s performance obligation is satisfied). Further, in determining whether
control has transferred, the Group considers if there is a present right to payment and legal title, along with risks and
rewards of ownership having transferred to the customer.
Cost to obtain a contract with a customer is recognized as an asset and amortised over the period of fulfillment of contract.
The impact of adoption of Ind AS 115 on the Group’s financial statements are as follows:

Annual Report 2018-19 | Consolidated Financial Statements | 173

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

[` in Millions (Mio INR)]

Reconciliation of reserves and surplus as at April 1, 2018 Note No.

Reserves and surplus as at March 31, 2018 12(b)(v) 70,329


Contract assets recognised 11 571
Contract liabilities recognised 16 (662)
Provisions for estimated losses 14 (339)
Deferred tax assets on the above 8 150
Ind AS 115 transition impact (280)
Reserves and surplus as at April 1, 2018 12(b)(v) 70,049

[` in Millions (Mio INR)]

Ind AS 115 Cost trans-


transition As at April 1, ferred to the As at March
Description As at March Deferred cost statement
impact (Refer 2018 31, 2019
31, 2018 of profit and
above)
loss account

Contract assets (Refer note 11) - 571 571 1,389 177 1,783

[` in Millions (Mio INR)]


Ind AS 115
transition As at April 1, Unearned Revenue As at March
Description As at March
impact (Refer 2018 revenue recognised 31, 2019
31, 2018
above)

Contract liabilities (Refer note 16) - 662 662 1,289 146 1,805

[` in Millions (Mio INR)]

March 31, 2019


Revenue at disaggregated level
Automotive Others

Sale of Products 99,955 17,863


Sale of Services 2,035 606
Other operating revenue 1,077 1,043

Note 33: Related Party Disclosure :


Holding Company : Robert Bosch GmbH, Federal Republic of Germany
Whole time directors : Mr. Soumitra Bhattacharya, Mr. S.C. Srinivasan (From July 1, 2018), Dr. Andreas Wolf and
Mr. Jan-Oliver Röhrl
Non-whole time directors : Mr. V.K. Viswanathan, Mr. Peter Tyroller, Mr. Bernhard Steinruecke, Ms. Renu S. Karnad,
Mr. S.V. Ranganath (From July 1, 2018), Dr. Gopichand Katragadda (From December 4, 2018), Mr. Bhaskar Bhat &
Ms. Hema Ravichandar

Other related entities: Bosch India Foundation



(a) Key management personnel compensation:

[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

Short-term employee benefits 252 182


Post-employment benefits 14 8
266 190
174 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(b) Related Party transactions/ balances - summary:
[` in Millions (Mio INR)]

Employees'
Key Other
Benefit plans
Particulars Holding Fellow Management related Total
where there
Company Subsidiary Personnel entities
is significant
influence
Net sale of product 4,761 2,876 - - - 7,637
(4,501) (2,914) (-) (-) (-) (7,415)
Sale of services 893 550 - - - 1,443
(808) (543) (-) (-) (-) (1,351)
Sale of property, plant and equipments - 5 - - - 5
(0) (61) (-) (-) (-) (61)
Rental income - 990 - - - 990
(-) (932) (-) (-) (-) (932)
Miscellaneous income (including
reimbursements received) 36 690 - - - 726
(24) (848) (-) (-) (-) (872)
Interest earned - 365 - - - 365
(-) (330) (-) (-) (-) (330)
Purchases of :
Property, plant and equipment 424 292 - - - 716
(220) (554) (-) (-) (-) (774)
Goods 12,701 21,134 - - - 33,835
(12,579) (22,594) (-) (-) (-) (35,173)
Dividend paid 2,106 45 - - - 2,151
(1,895) (41) (-) (-) (-) (1,936)
Amount paid for shares bought back 14,857 - - - - 14,857
(-) (-) (-) (-) (-) (-)
Services received:
Royalty and technical service fee - 2,199 - - - 2,199
(-) (2,116) (-) (-) (-) (2,116)
Professional, consultancy and other charges 1,847 2,169 - - - 4,016
(1,380) (2,175) (-) (-) (-) (3,555)
Liability written back 0 0 - - - 0
(1) (48) (-) (-) (-) (49)
Donation expense - - - - 88 88
(-) (-) (-) (-) (90) (90)
Loan given (*) - 1,030 - - - 1,030
(-) (1,215) (-) (-) (-) (1,215)
Loan repaid - 80 - - - 80
(-) (770) (-) (-) (-) (770)
Loan to related parties (*) - 4,955 - - - 4,955
(-) (4,005) (-) (-) (-) (4,005)
Trade receivables 610 1,694 - - - 2,304
(840) (1,499) (-) (-) (-) (2,339)
Other financial assets (non-trade receivables) 2 285 - - - 287
(118) (351) (-) (-) (-) (469)

(*) Against guarantee given by Robert Bosch GmbH, Federal Republic of Germany, the holding company.
Annual Report 2018-19 | Consolidated Financial Statements | 175

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

[` in Millions (Mio INR)]

Employees'
Key Other
Benefit plans
Particulars Holding Fellow Management related Total
where there
Company Subsidiary Personnel entities
is significant
influence
Trade payables 2,483 5,767 - - - 8,250
(3,912) (7,925) (-) (-) (-) (11,837)

Other financial liabilities 161 44 - - - 205


(39) (55) (-) (-) (-) (94)

Contributions made to Employees’ Benefit plans - - 1,225 - - 1,225


(-) (-) (774) (-) (-) (774)

Managerial Remuneration:
Mr. Soumitra Bhattacharya - - - 77 - 77
(-) (-) (-) (63) (-) (63)

Mr. S.C. Srinivasan - - - 49 - 49
(-) (-) (-) (-) (-) (-)

Dr. Andreas Wolf - - - 68 - 68
(-) (-) (-) (59) (-) (59)

Mr. Jan-Oliver Röhrl (from February 11, 2017) - - - 72 - 72
(-) (-) (-) (68) (-) (68)

Sitting fees/ commissions to non-executive - - - 16 - 16


directors (-) (-) (-) (15) (-) (15)

Unpaid Bonus/ Commission as at the year end - - - 133 - 133


(-) (-) (-) (97) (-) (97)

Loan and Advances transactions :


Loan/Advances recovered - - - 0 - 0
(-) (-) (-) (1) (-) (1)

Amount outstanding at the year end - - - 2 - 2


(-) (-) (-) (2) (-) (2)

Figures in brackets relate to previous year.


176 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(c) Names and details of fellow subsidiaries having transaction value in excess of 10% in line transactions during the year:

[` in Millions (Mio INR)]


March March
Particulars Name of the related party
31, 2019 31, 2018

Net sale of product Bosch Automotive Diesel Systems Co., Ltd. 341 191
Bosch Sanayi ve Ticaret A.S. 419 458
Sale of services Bosch Automotive Service Solutions Inc., United States 58 191
Bosch Security Systems B.V. 113 12
Bosch Chassis Systems India Private Ltd. 89 43
Rental income Robert Bosch Engineering and Business Solutions Pvt. Ltd., India 813 751
Bosch Automotive Electronics India Pvt. Ltd., India 164 143
Miscellaneous income (including Robert Bosch Engineering and Business Solutions Pvt. Ltd., India 292 264
reimbursements received) Bosch Automotive Electronics India Pvt. Ltd., India 197 216
Bosch Chassis Systems India Private Ltd. 97 95
Interest earned Bosch Rexroth (India) Pvt. Ltd., India 262 261
BSH Home Appliances Private Limited 94 39
Purchase of goods Bosch Automotive Electronics India Pvt. Ltd., India 5,307 6,031
Bosch Automotive Diesel Systems Co., Ltd., China 2,112 4,448
Robert Bosch Power Tools GmbH 4,430 3,160
Purchase of property, plant and Bosch Rexroth (India) Private Limited 72 28
equipment ETAS Automotive India Private Ltd. 38 37
Bosch Automotive Diesel Systems Co., Ltd. 39 0
Robert Bosch Manufacturing Solutions GmbH 64 347
Robert Bosch (France) S.A.S. 33 0
Professional, consultancy and other Robert Bosch Engineering and Business Solutions Pvt. Ltd., India 1,615 1,436
charges received Bosch Corporation 63 442
Royalty and technical service fee Bosch Technology Licensing Administration GmbH, Germany 2,189 2,105
Loan given BSH Household Appliances Manufacturing Pvt. Ltd., India 1,000 1,000
Automobility Services and Solutions Private Limited 30 200
Loan repaid Bosch Rexroth (India) Pvt. Ltd., India - 200
Mivin Engg. Technologies Pvt. Ltd., 80 -
Contributions made to Employees’ Bosch Employees’ Gratuity Fund, India 688 278
Benefit plans Bosch Superannuation Fund Trust, India 146 137
Bosch Employees (Bangalore) Provident Fund Trust, India 312 282
Bosch Workmen’s (Nashik) Provident Fund Trust, India 80 75
Sale of property, plant and Bosch Chassis Systems India Private Ltd. 2 61
equipments Precision Seals Manufacturing Ltd. 1 -
Robert Bosch Engineering and Business Solutions Private Ltd. 1 -
Bosch Sanayi ve Ticaret A.S. 2 -
Liability written back Bosch Automotive Electronics India Pvt. Ltd., India - 48

Note 34: Leases


Information on leases as per Indian Accounting Standard (Ind AS) 17 on “Leases”:
(a) Operating Lease Expense :
The Group has various operating leases ranging from 2 years to 10 years for office facilities, warehouses, guest houses and
residential premises for employees that are renewable on a periodic basis. Non-cancellable periods range from 8 months to
108 months. The leases are renewable by mutual consent and contain escalation clause. Rental expenses for operating
leases recognised in the Statement of Profit and Loss for the year is Mio INR 547 (2017-18: Mio INR 804).

Disclosure in respect of Non-cancellable lease is as given below


[` in Millions (Mio INR)]

Future minimum lease payments March 31, 2019 March 31, 2018

- Not later than 1 year 103 139


- Later than 1 year and not later than 5 years 143 251
- Later than 5 years 5 8
Annual Report 2018-19 | Consolidated Financial Statements | 177

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(b) Operating Lease Income :


The Group has leased out certain office spaces that are renewable on a periodic basis. All leases are cancellable with 3
months notice. Rental income received during the year in respect of operating lease is Mio INR 1,043 (2017-18: Mio INR
994). Details of assets given on operating lease as at year end are as below.
[` in Millions (Mio INR)]
Gross Block
Accumulated Written down value Depreciation for the
Depreciation year
March March March March 31, March March March March
31, 2019 31, 2018 31, 2019 2018 31, 2019 31, 2018 31, 2019 31, 2018
Land 38 38 - - 38 38 - -
Buildings 2,126 2,122 619 451 1,507 1,671 168 186
Plant and machinery 518 506 415 332 103 174 83 125
Furniture and fixtures 2 2 1 0 1 2 1 0
Office equipment 2 2 2 2 - - - -
Total 2,687 2,670 1,037 785 1,649 1,885 252 311

Note 35: Research and Development expenses


Total gross Research and Development expenditure recognised in the Statement of Profit and Loss (including amounts shown
under Note 4 and Note 27 to the Consolidated Financial Statements) amounts to Mio INR 3,090 (2017-18: Mio INR 2,599)

Note 36: Earnings Per Share
(a) Basic and diluted earning per share
[` in Millions (Mio INR)]
For the year ended For the year ended
March 31, 2019 March 31, 2018
Profit attributable to equity shareholders 15,980 13,711
Weighted average number of equity shares outstanding during the year 30,427,879 30,520,740
Nominal value of equity shares (Rs.) 10 10
Basic and Diluted earnings per share (Rs.) 525 449

(b) Reconciliation of earnings used in calculating earnings per share


[` in Millions (Mio INR)]
For the year ended For the year ended
March 31, 2019 March 31, 2018
Profit attributable to the equity holders of the Group used in
calculating basic earnings per share: 15,980 13,711

(c) Weighted average number of shares used as the denominator

For the year ended For the year ended


March 31, 2019 March 31, 2018

Weighted average number of equity shares used as the denominator


in calculating basic and diluted earnings per share 30,427,879 30,520,740

Note 37: Contingent liabilities


[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

Claims against the Group not acknowledged as debts:


(a) Excise/ Customs
Net of tax 220 110
Gross 338 169

(b) Income tax [refer note (i) below] 738 547


178 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(i) Relates to adjustments made by the Income Tax Department for the financial year 2011-12, 2012-13, 2013-14 and 2014-
15 which are disputed by the Group and the matters are lying under appeal with CIT (Appeals).


Note 38: The Group has a process whereby periodically all long term contracts (including derivative contracts) are
assessed for material foreseeable losses. At the year end, the Group has reviewed and ensured that adequate
provision as required under any law/ accounting standards for material foreseeable losses on such long term
contracts (including derivative contracts) has been made in the books of accounts.


Note 39: Estimated amount of contracts remaining to be executed on capital accounts and not provided for (net of
advances)
[` in Millions (Mio INR)]

March 31, 2019 March 31, 2018

Property, plant and equipment 2,970 1,967


Investment properties 291 165

Note 40: Advances include dues from directors and officers of the Group - 2

Note 41: Accounting policy of Associate

In case of the Associate company Newtech Filter India Private Limited, it was not practical to use uniform accounting policies
for depreciation of assets:

[` in Millions (Mio INR)]


Written Down Value of % of total Assets of
Method of depreciation Assets of Associate Associate company with
company (Mio INR) total assets of Group

Straight Line 59 1

The impact of the above differences in accounting policies is not considered material.

Note 42: Disclosures mandated by Schedule III to Companies Act, 2013 by way of additional information

[` in Millions (Mio INR)]


Net assets (total assets Share in total
Share in profit Share in other
minus total liabilities) comprehensive income
or (loss) comprehensive income

As a % of As a % of As a % of As a % of
consolidated Amount consolidated Amount consolidated Amount consolidated Amount
net assets net assets net assets net assets

Parent

Bosch Limited Amount
March 31, 2019 100 91,086 100 15,980 100 997 100 16,977
March 31, 2018 100 99,637 100 13,708 100 1,415 100 15,123

Subsidiaries

Mico Trading Private Limited

March 31, 2019 0 1 0 0 - - 0 0
March 31, 2018 0 1 0 0 - - 0 0

Associates
[Investment as per the Equity
method]

Newtech Filter India Private
Limited

March 31, 2019 0 91 0 3 - - 0 3
March 31, 2018 0 88 0 3 - - 0 3
Annual Report 2018-19 | Consolidated Financial Statements | 179

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 43: Offsetting financial assets and financial liabilities



The Group provides the incentives to selected customers under the terms of the agreements, the amounts payable by the
Group are offset against receivables from the customers and only the net amounts are settled. The amounts offset as at
March 31, 2019 is Mio INR 1,235 (March 31, 2018: Mio INR 1,036) which is disclosed under note 7(b).



Note 44: Buy-back of shares

During the current year, pursuant to the appropriate approvals, the Company had made an offer for buy back and accordingly
bought back 1,027,100 fully paid-up equity shares of the Company at a price of Rs. 21,000 per share for an aggregate amount
of Mio INR 21,569 and has extinguished such equity shares. The Company has utilized general reserve amounting to Mio
INR 21,559 for the buyback of its shares. In accordance with Section 69 of the Companies Act, 2013, the Company has
created a capital redemption reserve amounting to INR 10 Mio, equal to the nominal value of the shares bought back, as an
appropriation from the general reserve.

Note 45: Excise duty on sale of products

The Government of India introduced the Goods and Service Tax (GST) with effect from July 01, 2017. GST is collected on
behalf of the Government and no economic benefit flows to the entity, consequently revenue for the year ended March 31,
2019 and July 1, 2017 to March 31, 2018 is presented net of GST. Accordingly, the gross sales figures for the year are not
comparable with the previous year ended March 31, 2018. Gross sales and net sales (net of excise duty) for these years are
mentioned below:

[` in Millions (Mio INR)]


For the year ended For the year ended
March 31, 2019 March 31, 2018
Sale of products 117,818 113,929
Excise duty - (1,821)
Sale of products (Net of excise duty) 117,818 112,108

Note 46: Exceptional item

The Government of India, vide notification No.S-42012/02/2016-SS-II dated March 29, 2018, had increased the maximum
amount of gratuity payable to an employee under the Payment of Gratuity (Ammendment) Act, 1972 from rupees ten lakhs
to rupees twenty lakhs. The impact of this on past service cost had been disclosed as exceptional item for the year ended
March 31, 2018 in the Statement of Profit and Loss.

Note 47: Segment Information

(a) Description of segments and principal activities


The Group’s operations predominantly relate to operating segments in the automotive business which consists of
diesel systems, gasoline systems and automotive aftermarket products and services and are aggregated into one
reportable segment ‘Automotive Products’ in accordance with the aggregation criteria. Aggregation is done due to
the similarities of the products and services provided to the customers, similar production processes and similarities
in the regulatory environment.
The Group also operates in other businesses consisting of Industrial technology, consumer goods, energy and building
technology products and services which are non-automotive and do not meet the threashold criteria for reporting as
separate segments threshold criteria for reporting as separate segments. Therefore, the reportable segment consists
of “Automotive Products” and “Others”.
Revenue by geographical areas is stated on the basis of origin and there are no non-current assets located outside
India.
The accounting principles and policies adopted in the preparation of the consolidated financial statements are also
consistently applied to record income/ expenditure and assets/ liabilities in individual segments.
The inter-segment revenue have been accounted for based on the transaction price agreed to between segments which
is primarily market based.
180 | Consolidated Financial Statements | Annual Report 2018-19

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(b) Details of operating segment
[` in Millions (Mio INR)]
Automotive Others Eliminations Total
Products

March March March March 31, March March March March


31, 2019 31, 2018 31, 2019 2018 31, 2019 31, 2018 31, 2019 31, 2018
Revenue
Gross sale of product 99,955 98,536 17,863 15,393 - - 117,818 113,929
Sale of services 2,035 2,619 606 66 - - 2,641 2,685
Other operating revenue 1,077 711 1,043 1,397 - - 2,120 2,108
Inter-segment revenue - 515 650 (515) (650) - -
Total Revenue 103,067 101,866 20,027 17,506 (515) (650) 122,579 118,722

Result
Segment result 18,100 16,521 2,267 3,314 - - 20,367 19,835

[` in Millions (Mio INR)]

Revenue from external customers March 31, 2019 March 31, 2018

India 112,428 107,636


Other countries 10,151 11,086
Total 122,579 118,722

(c) Reconciliation of profit

March 31, 2019 March 31, 2018

Segment results 20,367 19,835


Less: Depreciation and amortisation (194) (129)
Less: Unallocated corporate expenses (2,583) (4,385)
Add: Other income (refer note 18) 5,953 5,118
Less: Finance costs (refer note 23) (133) (33)
Profit before tax 23,410 20,406
Add: Share of net profit/(loss) of associate accounted for using equity method 3 3
Less: Tax expense (7,430) (6,698)
Profit after tax 15,983 13,711

(d) Details of segment assets and liabilities

March 31, 2019 March 31, 2018

Segment assets
Automotive Products 41,894 38,078
Others 9,219 8,287
Total segment assets 51,113 46,365

Segment liabilities
Automotive Products 26,623 30,031
Others 6,522 6,252
Total segment liablities 33,145 36,283
Annual Report 2018-19 | Consolidated Financial Statements | 181

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

(e) Reconciliation of assets

March 31, 2019 March 31, 2018

Segment assets 51,113 46,365


Property, plant and equipment 1,676 1,984
Capital work-in progress 1,698 755
Investments 40,362 52,228
Investments accounted for using the equity method 91 88
Other non-current assets 374 -
Deferred tax assets 4,596 4,905
Cash and cash equivalents 2,032 3,633
Bank balance other than cash and cash equivalents 10,496 15,246
Loans 5,237 4,268
Other financial assets 9,007 9,053
Other current assets 330 662
Total assets 127,012 139,187

(f) Reconciliation of liabilities

March 31, 2019 March 31, 2018

Segment liabilities 33,145 36,283


Trade payables 49 24
Provisions 548 741
Unpaid dividend 45 45
Other current liabilities 141 416
Other financial liabilities 1,748 1,046
Current tax liabilities 158 906
Total liabilities 35,834 39,461

Note 48: Previous period figures



Previous period’s figures have been regrouped/ reclassified, wherever necessary, to conform to current year classification.

Note 49: Rounding off


Amounts mentioned as “0” in the financial statements denote amounts rounded off being less than Rupees one million.


Notes to the financial statements 1 to 49

The accompanying notes are an integral part of these consolidated financial statements.


In terms of our report attached
For and on behalf of the Board
For Deloitte Haskins & Sells LLP V.K. Viswanathan (DIN: 01782934) Chairman
Chartered Accountants
Soumitra Bhattacharya (DIN: 02783243) Managing Director

Andreas Wolf (DIN: 07088505) Joint Managing Director
S. Sundaresan Jan-Oliver Röhrl (DIN: 07706011) Executive Director
Partner Bhaskar Bhat (DIN: 00148778) Director
Bernhard Steinruecke (DIN: 01122939) Director
Place: Bengaluru Rajesh Parte S.V. Ranganath (DIN: 00323799) Director
Date: May 21, 2019 Company Secretary & Gopichand Katragadda (DIN: 02475721) Director
Compliance Officer S.C. Srinivasan (DIN: 02327433) CFO & Whole-time Director
182 | Report on Corporate Governance | Annual Report 2018-19

Report on Corporate Governance

1. Company’s philosophy on Code of Governance


The Company is committed to good Corporate Governance practices aimed at increasing value for all
stakeholders. The Company, as a constituent of the Bosch Group, has always been a value-driven Company.
The Company’s corporate governance philosophy is based on Bosch values focusing on Future and Result
Oriented, Responsibility and Sustainability, Initiative and Determination, Openness and Trust, Fairness,
Reliability, Credibility, Legality and Diversity.
Bosch Values and Bosch Code of Business Conduct provide necessary framework in running the business
with the highest moral standards enabling the Company to fulfil its legal, financial and ethical objectives.
The Company has a well-informed and Independent Board for ensuring the same.
2. Board of Directors
a) Composition of the Board and Category of Directors:
The composition of the Board of Directors of the Company is governed by the provisions of the Companies
Act, 2013, (“the Act”) and the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (the “Listing Regulations”), as amended from time to time.
As on March 31, 2019, the Company has eleven directors including one alternate director. Out of ten
directors (excluding an alternate Director) seven are Non-Executive directors out of which five are
Independent directors including one Women director. The composition of the Board is in conformity with
Regulation 17 of the Listing Regulations read with Section 149 of the Act. The Directors of the Company are
persons of eminence having vast and varied experience in manufacturing, marketing, technology, finance,
human resource and business administration.
Ms. Renu S Karnad resigned from the directorship of the Company due to other commitments and limitation
of time with effect from September 25, 2018. The Board of directors, on recommendations of the
Nomination and Remuneration Committee and subject to the approval of the shareholders, appointed Dr.
Gopichand Katragadda as an Additional Director designated as an Independent Director for a term of 5 years
with effect from December 04, 2018.
The Board of directors, on recommendations of the Nomination and Remuneration Committee and subject
to the approval of the shareholders, re-appointed Mr. Bernhard Steinruecke and Mr. Bhaskar Bhat as
Additional Director designated as Independent Directors for a second term of 5 years with effect from April
01, 2019. The Board of directors, on recommendations of the Nomination and Remuneration Committee and
subject to the approval of the shareholders, re-appointed Dr. Andreas wolf as Joint Managing Director for a
period of 3 years with effect from March 01, 2019.
The composition of the Board, directorship and Committee positions as on the date of this report is as
under:
Sl. Directorships Membership of Chairmanship of
Name of the Director Category
No. held* committees@ committees@

1. Mr. V.K. Viswanathan Chairman, Non-Executive


9 10 5
& Non Independent Director
2. Mr. Peter Tyroller Non-Executive & Non-Independent Director 1 Nil Nil
3. Mr. Bernhard Steinruecke Independent Director 4 4 Nil
4. Mr. Bhaskar Bhat Independent Director 7 4 Nil
5. Ms. Hema Ravichandar Independent Director 3 3 1
6. Mr. S.V. Ranganath Independent Director 4 4 3
7. Dr. Gopichand Katragadda Independent Director 1 1 Nil
8. Mr. Soumitra Bhattacharya Managing Director 2 1 Nil
9. Dr. Andreas Wolf Joint Managing Director 1 Nil Nil
10. Mr. Jan-Oliver Röhrl Executive Director 1 Nil Nil
11. Mr. S.C. Srinivasan Whole-time Director
1 Nil Nil
(Alternate Director to Mr. Peter Tyroller)

*Excluding Directorship in Private Ltd, foreign companies and Section 8 companies but includes directorship in the Company.
@ includes membership/chairmanship in Audit & Stakeholder’s relation Committees only including that of the Company.
Annual Report 2018-19 | Report on Corporate Governance | 183

Membership of other Boards

Directorships held Name of other Listed companies where he/she is a director


Sl.
Name of the Director in other Listed
No.
companies Name of the Company Type of Directorship

1. Mr. V.K. Viswanathan 5 KSB Ltd Independent Director


Bharti Airtel Ltd Independent Director
Magma Fincorp Ltd Independent Director
United Spirits Ltd Independent Director
HDFC Life Insurance Company Limited Independent Director
2. Mr. Bernhard 2 HDFC Ergo General Insurance Company Ltd Independent Director
Steinruecke Zodiac Clothing Company Ltd Independent Director
3. Mr. Bhaskar Bhat 4 Titan Company Ltd Managing Director
Tata Chemicals Ltd Non-Executive Director
Trent Ltd Non-Executive Director
Rallis India Ltd Non-Executive Director
4. Ms. Hema Ravichandar 2 Marico Ltd Independent Director
Titan Company Ltd Independent Director

5. Mr. S.V. Ranganath 1 Coffee Day Enterprises Ltd Independent Director


Mr. Soumitra
6. 1 ZF Steering Gear (India) Ltd Non- Executive Director
Bhattacharya
Dr. Gopichand
7. - - -
Katragadda

8. Mr. Peter Tyroller - - -

9. Dr. Andreas Wolf - - -

10. Mr. Jan-Oliver Röhrl - - -

11. Mr. S.C. Srinivasan - - -

As may be noted from the tables above, no Director is a member of more than 10 Board Committees or
Chairman of more than 5 Board Committees across all public limited companies where he/she is a Director.
For this purpose, membership/chairmanship in Audit Committee and Stakeholders Relationship Committee
has been considered. Further, no Independent Director serves as Independent Director in more than 7 listed
companies or 3 listed companies in case he/she is a whole-time director in any listed company.

Matrix/Table Containing Skills, Expertise and Competencies Of The Board Of Directors:


The table below summarizes the core skills / expertise / competencies for the directors identified by the Board
of Directors in the context of business of the Company:

Definitions of directors qualifications


Accounting & Management of the finance function of an enterprise and understanding of applicable
Finance accounting regulations, resulting in proficiency in complex financial management,
capital allocation, financial reporting processes, budgeting, strategic planning including
corporate restructuring or experience in actively supervising a principal financial officer,
principal accounting officer, controller, public accountant, auditor or person performing
similar functions.
Sales & Marketing Experience in developing strategies to grow sales and market share, sell in buyer
responsive manner, build brand awareness and equity, portfolio management,
adaptation to the recent technological developments and enhance enterprise
reputation.
184 | Report on Corporate Governance | Annual Report 2018-19

Definitions of directors qualifications


Leadership Extended leadership experience for a significant enterprise, resulting in a practical
understanding of organizations, processes, strategic planning and risk management.
Demonstrated strengths in developing talent, planning succession and driving change
and long term growth
Technology Strong technological background resulting in continuous improvement, knowledge of
how to anticipate technological trends, adapt to the market developments, generate
disruptive innovation and create new business models.
Talent Management Recruitment analysis including representation of gender, ethnic, geographic, cultural or
other perspectives that expand the Board’s understanding of the needs and viewpoints
of our customers, partners, employees, governments and other stakeholders worldwide
also comprising of tactical workforce planning, succession planning, team development
and management development.
International Experience in driving business success in markets around the world vide requisite
Expertise cross-cultural communication skills, excellent networking abilities, collaboration,
interpersonal influence, adaptive thinking with an understanding of diverse business
environments, economic conditions, cultures and regulatory frameworks and a broad
perspective on global market opportunities.
Integrity and ethical Adherence to compliance and defined procedure, Service on a public company board to
standards develop insights about maintaining board and management accountability, protecting
shareholder interests and observing appropriate governance practices.
Industry knowledge Experience in Manufacturing, Quality, Safety, Project Management and knowledge of
and experience Corporate Research and Development pertaining to automotive and allied industries.

In the table below, the specific areas of focus or expertise of individual Board members have been highlighted.
However, the absence of a mark against a member’s name does not necessarily mean the member does not
possess the corresponding qualification or skill.

Leadership

Name of the Directors Accounting Sales and Leadership Technol- Talent Interna- Integrity and Industry
and Finance Marketing ogy Manage- tional ethical knowl-
ment Expertise standards edge

Mr. V.K. Viswanathan        

Mr. Soumitra  





Bhattacharya

Dr. Andreas Wolf      

Mr. Jan-Oliver Röhrl     

Mr. Peter Tyroller       

Mr. Bernhard     
Steinruecke

Mr. Bhaskar Bhat      

Ms. Hema Ravichandar     

Mr. S.V. Ranganath    

Dr. Gopichand      
Katragadda
Annual Report 2018-19 | Report on Corporate Governance | 185

b) Attendance at Board Meetings and Annual General e) Independent Directors:


Meeting: In terms of the provisions of the Act, Independent
Five Board Meetings were held during the year under Directors were appointed for a term of 5 years.
review. Details of attendance of Directors at the A letter of appointment encompassing the terms
Board Meetings and 66th Annual General Meeting are and conditions of appointment, roles, duties and
given below:- liabilities have been issued to the Independent
directors. The main terms of appointment can be
66th
Board Meeting
AGM
accessed at:
https://www.bosch.in/media/our_company/
Name of the Director 2018 2019 2018 shareholder_information/2019/revisedid_terms_of_
reference_2019.pdf
22nd 10th 24th 05th 13th 24th
May Aug Aug Nov Feb Aug Confirmation as regards to Independence of
Independent Directors:
Mr. V.K. Viswanathan Y Y Y Y Y Y All Independent Directors have given declarations
that they meet the criteria of Independence as
laid down under section 149(6) of the Companies
Mr. Peter Tyroller Y* Y% Y Y% Y Y
Act, 2013 and Regulation 16(1)(b) of the Listing
Regulations. In the opinion of the Board, the
Mr. Bernhard Y Y Y Y N Y Independent directors, fulfil the conditions of
Steinruecke independence specified in section 149(6) of the
Companies Act, 2013 and Regulation 16(1)(b) of
Ms. Renu S. Karnad Y Y Y NA NA Y the Listing Regulations.
During FY 2018-19, the Independent Directors met
Dr. Gopichand NA NA NA NA Y NA separately on May 21, 2018 without the presence
Katragadda of Non-Independent Directors and members of
Mr. Bhaskar Bhat the management in compliance with Regulation
Y N Y Y Y Y 25 (3) of the Listing Regulations and Schedule IV
of the Act. At the said meeting, the independent
Mr. S.V. Ranganath NA Y Y Y Y Y
directors, inter-alia considered the following:
-Reviewed the performance of Non-Independent
Directors and the Board of Directors as a whole.
Ms. Hema N Y Y Y Y Y
Ravichandar -Reviewed the performance of the Chairperson
of the Company, taking into account the views of
Mr. Soumitra Y Y Y Y Y Y Executive Directors and Non-Executive Directors.
Bhattacharya -Assessed the quality, quantity and timeliness of
flow of information between the management of
Dr. Andreas Wolf Y Y Y Y Y Y
the listed entity and the Board of Directors that is
necessary for the Board of Directors to effectively
Mr. Jan-Oliver Röhrl NA Y Y N Y Y and reasonably perform their duties.
The Independent directors expressed satisfaction
* Attended by Mr. Jan-Oliver Röhrl, Alternate Director (up to 30th on the performance of Non-Independent Directors
June, 2018)
% Attended by Mr. S.C. Srinivasan, (Alternate Director designated as
and the Board as a whole. The Independent
Whole-time Director from 01st July, 2018) directors were also satisfied with the quality,
quantity and timeliness of flow of information
c) None of the Directors are inter-se related to each between the Company Management and the Board.
other.
Familiarization programmes for Independent
d) Number of shares held by Non-Executive directors: Directors generally form a part of the Board
process. The Independent Directors are updated
Name of the Director
Number of shares on an on-going basis at the Board/Committee
held as on 31.03.19 meetings, inter-alia, on the following:
Dr. Gopichand Katragadda
42
(Independent Director) - Nature of the industry in which the Company
operates;
Other than the above, no directors of the Company
- Business environment and operational model
holds any shares.
of various business divisions of the Company
including important developments thereon;
186 | Report on Corporate Governance | Annual Report 2018-19

- Roles, rights and responsibilities of directors; g. modified opinion(s) in the draft audit
report;
- Important changes in regulatory framework
having impact on the Company; 5. Reviewing with the management:
- the quarterly financial statements before
- Discussion on the state of economy,
submission to the Board for approval;
preparedness for changes in emission norms
etc.; - the statement of uses / application of funds
raised through an issue (public issue, rights
- Bosch Group business; and issue, preferential issue etc.), the statement
of funds utilized for purposes other than
- The manufacturing facilities of the Company
those stated in the offer document /
at various locations.
prospectus / notice and the report
Details of the Familiarization programme for submitted by the monitoring agency
Independent Directors can be accessed at the monitoring the utilisation of proceeds of a
following link: https://www.bosch.in/media/ public or rights issue, and making
our_company/shareholder_information/2019/ appropriate recommendations to the
id_familirization_programme_updated_till_ Board to take steps in this matter;
may_21_2019.pdf
6. Review and monitor the auditor’s independence
and performance, and effectiveness of audit
3. Audit Committee process;
a) Terms of reference: 7. Approval or/and any subsequent modification of
transactions of the Company with related
The terms of reference given by the Board of parties;
Directors pursuant to Section 177 of the Act and
the Listing Regulations are briefly described 8. Scrutiny of inter-corporate loans and
below: investments;
1. Oversight of the Company’s financial reporting 9. Valuation of undertakings or assets of the
process and disclosure of its financial Company, wherever it is necessary;
information to ensure that the financial
10. Evaluation of internal financial controls and risk
statement are correct, sufficient and credible;
management systems;
2. Recommend appointment, remuneration and
11. Reviewing with the management performance
terms of appointment of auditors of the
of statutory and internal auditors, adequacy of
Company;
the internal control systems;
3. Approval of payment to statutory auditors for any
12 Reviewing the adequacy of internal audit
other services rendered by the statutory
function, if any, including the structure of the
auditors;
internal audit department, staffing and seniority
4. Reviewing, with the management, the annual of the official heading the department, reporting
financial statements and auditor’s report thereon structure coverage and frequency of internal
before submission to the Board for approval, audit;
with particular reference to:
13. Discussion with internal auditors of any
a. matters required to be included in the significant findings and follow up there on;
Director’s Responsibility Statement to be
14. Reviewing the findings of any internal
included in the Board’s Report in terms of
investigations by the internal auditors into
clause (c) of sub-section 3 of Section 134 of
matters where there is suspected fraud or
the Companies Act, 2013;
irregularity or a failure of internal control
b. changes, if any, in accounting policies and systems of a material nature and reporting the
practices and reasons for the same; matter to the Board;
c. major accounting entries involving 15. Discussion with statutory auditors before the
estimates based on the exercise of judgment audit commences, about the nature and scope of
by management; audit as well as post-audit discussion to
ascertain any area of concern;
d. significant adjustments made in the financial
statements arising out of audit findings; 16. To look into the reasons for substantial defaults
in the payment to the depositors, debenture
e. compliance with listing and other legal holders, shareholders (in case of non-payment of
requirements relating to financial declared dividends) and creditors;
statements;
17. To review the functioning of the Whistle Blower
f. disclosure of any related party transactions; mechanism;
Annual Report 2018-19 | Report on Corporate Governance | 187

18. Approval of appointment of Chief Financial the Listing Regulations are briefly described
Officer after assessing the qualifications, below:
experience and background, etc. of the
1. Formulation of criteria for determining
candidate;
qualifications, positive attributes and
19. Reviewing the utilization of loans and/ or independence of a director and recommend to
advances from/investment by the holding the Board a policy relating to the remuneration
company in the subsidiary exceeding rupees 100 of the directors, key managerial personnel and
crore or 10% of the asset size of the subsidiary, other employees;
whichever is lower including existing loans /
2. Formulation of criteria for evaluation of
advances / investments existing as on April 01,
Independent Directors and the Board including
2019 and
carrying out evaluation of every director’s
20. Carrying out any other function as mentioned performance;
under the Act, the Listing Regulations or decided
3. Devising a policy on Board diversity;
by the Board from time to time.
4. Identifying persons who are qualified to become
b) Composition, names of Members and
directors and who may be appointed in senior
Chairperson, meetings held during the year and
management in accordance with the criteria
attendance at the meetings:
laid down and recommend to the Board their
During the year under review, 5 meetings of the appointment and removal;
Audit Committee were held on May 21,
5. Whether to extend or continue the term of
2018, August 10, 2018, August 24, 2018,
appointment of the independent director, on the
November 05, 2018 and February 13, 2019.
basis of the report of performance evaluation of
The constitution and number of meetings independent directors;
attended by members of the Committee are
6. Recommend to the board, all remuneration, in
given below:
whatever form, payable to senior management
Name of the Director
Number of Meetings and
Attended
7. Such other matters as may be prescribed under
Ms. Renu S. Karnad* the Act, Listing Regulations and/or by the Board
Chairperson up to 25.09.18 3
(erstwhile Independent Director)
of Directors of the Company from time to time.
Mr. V.K. Viswanathan b) Composition, names of Members and
(Non-Executive & 5 Chairperson, meetings held during the year and
Non-Independent Director)
attendance at the meetings:
Mr. Bernhard Steinruecke During the year under review, the Committee
4
(Independent Director)
met 3 times on May 21, 2018, November 05,
Mr. Bhaskar Bhat 2018 and February 13, 2019. The constitution
4 and number of meetings attended by members
(Independent Director)
of the Committee are given below:-
Ms. Hema Ravichandar
4
(Independent Director)

Mr. Ranganath** No. of Meetings


Name of the Director
Chairperson from 05.11.18 4 Attended
(Independent Director)
Mr. Bernhard Steinruecke, Chairman
*Member upto September 25, 2018 2
(Independent Director)
** inducted as Member with effect from July 01, 2018

Mr. V.K. Viswanathan


The Company Secretary acts as secretary to the Audit (Non-Executive & Non-Independent Director)
3
Committee.
All members of the Audit Committee are financially Dr. Gopichand Katragadda**
1
literate and have accounting and related financial (Independent Director)
management expertise.
4. Nomination and Remuneration Committee Mr. Bhaskar Bhat
3
(Independent Director)
a) Terms of Reference:
The terms of reference given by the Board of Ms. Hema Ravichandar
2
(Independent Director)
Directors pursuant to Section 178 of the Act and
** inducted as Member with effect from February 13, 2019
188 | Report on Corporate Governance | Annual Report 2018-19

c) Performance Evaluation of Directors:


In line with the provisions of the Act and Listing Regulations, the Board has carried out the annual
Performance evaluation of the Board as a whole, its Committees, the Chairman and the Directors
individually.
A structured questionnaire prepared after taking into consideration inputs received from the Directors,
covering various aspects of the Board’s functioning was circulated to the Directors. The criteria for
evaluation of Independent Directors included attendance at the meetings, Interpersonal skills,
Independent judgement, knowledge, contribution to strategy, risk management, compliance framework,
etc. The feedback and results of the questionnaire are collated and reviewed. Measures for improvements
to the Board effectiveness and processes are identified and acted upon. The Directors expressed their
satisfaction with the evaluation process.
5. Remuneration of Directors
a) Directors have no pecuniary relationship with the Company other than receiving remuneration as
Directors.
b) Details of Remuneration:
Whole-time Directors/Executive Directors:
The remuneration payable to the Executive Directors is in line with the Act, Listing Regulations and
Nomination and Remuneration Policy for remunerating Senior Management Executives. The Company has
a well-defined Policy for Remuneration of the Director, Key Managerial Personnel and other Employees.
The remuneration Policy can be accessed at the following link: https://www.bosch.in/media/our_company/
shareholder_information/2015/nomination_and_remuneration_policy.pdf

Remuneration of Executive Directors consists of a fixed salary and variable bonus. The Board of Directors,
on the recommendation of Nomination and Remuneration Committee, determines the variable bonus from
year to year based on the economic results and performance of Executive Directors. In addition, Executive
Directors receive benefits such as Company owned/leased house, services of security for the house and
garden maintenance, company car and driver, telephone at home, club membership and reimbursement of
joining time expenses and similarly on their return as well as other benefits extended to the Senior
Management Executives, as per the Company’s policy, from time to time.
Details of remuneration paid to Executive Directors during the financial year are given below:
Amount in INR

Mr. Jan-Oliver Röhrl


Mr. S.C. Srinivasan
(Alternate Director
Mr. Soumitra Bhattacharya Dr. Andreas Wolf (Alternate Director
Particulars up to 30.06.18
(Managing Director) (Joint Managing Director) designated as Whole-time
Executive Director from
Director from 01.07.18)
01.07.18)

Salary 24,035,210 25,888,358 32,242,143 16,770,768

Bonus/ Commission 34,508,653 29,960,856 27,190,353 21,335,638

Contribution to Provident
6,235,785 1,376,936 1,376,936 4,817,393
Fund & other funds
Other perquisites as
per Income Tax Rules
(incl. book depreciation 11,985,861 10,355,641 11,645,132 5,925,520
on assets used by the
Directors)

Stock Options NA NA NA NA

Notice Period 12 Months* 12 Months* 12 Months* 12 Months*

Severance Fee Nil Nil Nil Nil

Total 76,765,509 67,581,791 72,454,564 48,849,319

*unless otherwise decided by the Board


Non Whole-time Directors:
Remuneration to Non Whole-time Directors is paid by the way of Commission and Sitting Fee for attending
the meetings of the Board / Audit Committee in addition to reimbursement of expenses incurred for
attending the aforementioned meetings.
Annual Report 2018-19 | Report on Corporate Governance | 189

The Commission is based on the profits of the


Name of the Director No. of Meetings Attended
Company, for an aggregate amount not exceeding
INR 30,000,000 for all Non Whole-time Directors in Ms. Hema Ravichandar, Chairperson
respect of Financial Year as per the approval (from 05.11.2018) 3
granted by the members of the Company at the (Independent Director)
66th AGM held on August 24, 2018. Within Mr. Soumitra Bhattacharya
4
the overall limit, the Commission for each Director (Managing Director)
comprises of a fixed component and a variable Mr. Bhaskar Bhat$
2
component. The variable component for each (Independent Director)
Director is based on the attendance at Board * Member upto September 25, 2018
Meetings, responsibilities as the Chairman of **inducted as Member with effect from February 13, 2019
$
inducted as member with effect from 01.07.2018
the Board, Membership / Chairmanship of various
committees.
Compliance officer
Name
during the year under review
Details of Commission payable and Sitting Fees paid Mr. R Vijay
up to 23.05.2018
to Non Whole-time Directors for the Financial Year Company Secretary
ended March 31, 2019 is given below: Mr. Anuj Sharma from 24.05.2018 to
Amount in INR (gross) Compliance Officer(in the interim) 04.11.2018
Mr. Rajesh Parte
from 05.11.2018
Sitting Company Secretary
Name of the Director Commission Total
Fees
The Committee reviews grievances received from the
shareholders/investors and action taken thereon. The
Mr. V. K. Viswanathan 3,000,000 150,000 3,150,000
Role and terms of reference of the Committee cover
Mr. Bernhard Steinruecke 2,707,500 120,000 2,827,500 the areas as contemplated under Regulation 20 read
Ms. Renu S. Karnad* 1,552,500 90,000 1,642,500 with Part D of Schedule II of the Listing Regulations
and Section 178 of the Act, as applicable.
Dr. Gopichand
792,500 20,000 8,12,500
Katragadda* Details of shareholders’ complaints received
Mr. Bhaskar Bhat 2,745,000 120,000 2,865,000 during the Financial Year 2018-19 is given below:
Ms. Hema Ravichandar 2,707,500 120,000 2,827,500
Number of shareholders’ complaints
Mr. S.V. Ranganath* 2,229,400 120,000 2,349,400
received during the Financial Year 10
Total 15,734,400 740,000 16,474,400 2018-19
*During the year under review, Ms. Renu s Karnad, Mr. Ranganath and Number of complaints solved to the
10
Dr. Gopichand served as Independent Directors for approximately 6 months, satisfaction of the shareholder
9 months and 4 months respectively. Therefore, the Commission paid to
Number of pending complaints as on
them has been calculated on pro-rata basis. 0
March 31, 2019
Note: Mr. Peter Tyroller has waived his remuneration as a Director.
The Non-Executive Directors were not granted stock options during the year
under review.
7. Corporate Social Responsibility Committee
The Corporate Social Responsibility (“CSR”)
6. Stakeholders’ Relationship Committee Committee is constituted by the Board with
powers, inter alia, to make donations/
During the year under review, the Stakeholders’ contributions to any Charitable and/or CSR
Relationship Committee met 4 times on May projects or programs to be implemented directly
21, 2018, August 10, 2018, November 05, 2018 or through an executing agency or other Not for
and February 13, 2019. The constitution and Profit Agency, of at least two percent of the
number of meetings attended by members of the Company’s average net profits during the three
Committee are given below: immediately preceding Financial Years in
Name of the Director No. of Meetings Attended pursuance of the CSR Policy.

Mr. Bernhard Steinruecke, Chairman The role of this Committee also includes
(upto 04.11.2018) 3
(Independent Director)
recommendation of the amount of expenditure to
be incurred on the CSR activities as enumerated
Mr. V.K. Viswanathan
(Non-Executive & Non-Independent 4
in Schedule VII of the Act and also referred to in
Director) the CSR Policy of the Company, as also to monitor
the CSR Policy from time to time, etc.
Ms. Renu S. Karnad
2
(erstwhile Independent Director)*
The CSR Policy is placed on the Company’s
Dr.Gopichand Katragadda**
(Independent Director)
1 website https://www.bosch.in/media/our_
company/shareholder_information/2017_2/
csrpolicy_final.pdf

190 | Report on Corporate Governance | Annual Report 2018-19

During the year under review, the CSR During the year under review, the shareholders
Committee met 2 times on May 21, 2018 and accorded their consent to the Special Resolution,
November 05, 2018. The constitution and number approving buyback of upto 10,27,100 equity shares at
of meetings attended by members of the a price of INR 21,000 per share aggregating to INR
Committee are given below: 21,569,100,000/- through tender offer method using
Stock Exchange Mechanism.
No. of Meetings Details of the aforementioned resolution passed through
Name of the Director
Attended
Postal Ballot is given below:-
Mr. Bhaskar Bhat, Chairman
2 Name of the Scrutinizer Mr. Pramod S.M. of BMP & Co. LLP
(Independent Director)
Practicing Company Secretaries
Ms. Hema Ravichandar
1 Mode of Voting Postal Ballot & voting by electronic
(Independent Director)
means
Mr. Soumitra Bhattacharya
2 Date of Commencement of 11.11.2018 (from 9.00 am)
(Managing Director)
Voting
Dr. Andreas Wolf
2 Date of closure of voting 10.12.2018 (at 5.00 Pm)
(Joint Managing Director)
Date of Report of Scrutinizer 10.12.2018
Mr. S V Ranganath*
1
(Independent Director) Date of declaration of Results 10.12.2018
Dr. Gopichand Katragadda#
NA
(Independent Director) Particulars No. of No. of % of
#Member with effect from February 13, 2019 Ballots Votes votes
*Member with effect from July 01, 2018. Total Postal Ballot 940 24,569,484 100.00
forms Received
Less: 34 573 0.002
8. Risk Management Committee Invalid forms received
The Risk Management Committee comprises of Postal Ballot forms 831 24,562,581 99.972
Mr. Soumitra Bhattacharya – Managing Director as with assent
the Chairman, Dr. Andreas Wolf - Joint Managing Postal Ballot forms 75 6,330 0.026
Director and Mr. S C Srinivasan – Chief Financial with dissent
Officer, as its Members.
The Special resolution as per Postal Ballot notice
The Committee is responsible for monitoring
dated 05.11.2018 was accordingly passed with
and reviewing of risk management plan of the
requisite majority.
Company and all other incidental matters from
time to time as required under Regulation 21 of d) As on the date of this report, there is no proposal
the Listing Regulations. for passing any special resolution by postal ballot.
10. Means of Communication:
The Committee met once during the year under
review on October 16, 2018. The Company, from time to time and as may be
required, communicates with its security-holders
9. General Body Meetings: and investors through multiple channels of
a) Locations and time of last 3 Annual General communications such as dissemination of
information on the website of the Stock Exchanges,
Meetings (AGMs) are given below:
Press Releases, the Annual Reports and uploading
2016 10:30 a.m., Thursday, September 01, 2016 at relevant information on its website.
‘Hotel Shangri-la’, Bengaluru
2017 10:30 a.m., Friday, September 01, 2017 at ‘Vivanta’ by Taj, The Company discloses to the Stock Exchanges,
Bengaluru all information required to be disclosed under
2018 10:30 a.m., Friday, August 24, 2018 at ‘Vivanta’ by Taj, Regulation 30 read with Part ‘A’and Part ‘B’
Bengaluru of Schedule III of the Listing Regulations
including material information having a bearing on the
performance/operations of the Company and other
b) Particulars of Special Resolutions passed in the last price sensitive information.
three AGMs are given below:
01.09.16 Approval for alteration of Articles of The financial results for the quarter / half-year / year
Association of the Company. will be published as under (tentative):
01.09.17 Nil
Quarter / half-year / year ending In the month of
24.08.18 Revision of payment of commission to
Non-Executive Directors/ Independent quarter ending June 30, 2019 August, 2019
Directors.
quarter / half-year ending September
November, 2019
30, 2019
c) Special Resolution(s) passed through postal ballot
quarter / nine months ending
during the year under review: December 31, 2019
February, 2020

Year ending March 31, 2020 May, 2020


Annual Report 2018-19 | Report on Corporate Governance | 191

Quarterly/half-yearly/annual results, notices and of loss of warrant in transit or its fraudulent encashment.
information relating to General Meetings, etc. are However, where it is not possible to use electronic mode
published in leading newspapers (viz., Business Standard for payment, ‘payable at par’ warrant(s) or demand
in English - All Editions and Kannada Prabha in Kannada draft(s) would be issued. The Company will print the
– Bengaluru Edition) and are notified to the Stock bank account details of the member(s) on such payment
Exchanges as required under the Listing Regulations. instruments and in cases where the bank details of
members are not available, the address of the members
The quarterly / half yearly / annual financial results and will be printed on such payment instructions.
other communication including official news release
Pursuant to the Listing Regulations, the Company is
to shareholders and Stock Exchanges, inter-alia,
required to maintain bank details of its members for the
presentations to institutional investors & analysts, press
purpose of payment of dividends etc. Members holding
releases, etc., are made available on the Company’s
shares in electronic form are requested to approach
website www.bosch.in under ‘Shareholder Information’
their Depository Participants (DP) for updating their
section. bank details. Members holding shares in physical form,
11. General Shareholder Information: who wish to avail NACH facility, are requested to give
the NACH mandate in the prescribed form. The form can
a) Annual General Meeting – date, time, venue: be obtained from the Company’s website www.bosch.in
67th Annual General Meeting (AGM): 3:00 p.m, under the ‘Shareholder Information’ section.
August 23, 2019 at the Registered office of the
Company situated at Hosur Road, Adugodi Particulars of Dividend remaining unclaimed:
Bengaluru – 560 030. In terms of Section 124(5) of the Companies Act, 2013,
amounts transferred to the Unpaid Dividend Account
b) Financial year: of the Company, which remain unpaid or unclaimed for
The financial year covers the period from April 01 to a period of seven years from the date of such transfer,
March 31. shall be transferred by the Company to the Investor
Education and Protection Fund (IEPF) established by the
c) Dividend Payment:
Central Government along with the underlying shares.
The dividend for the year ended March
31, 2019, if approved at the forthcoming AGM, Brief particulars of dividend amount remaining
unclaimed are given below:
will be paid on or after August 23, 2019. Dividend
Year to which the Declared Date of Balance in Due date for
warrants in respect of shares held in electronic/
dividend pertains at the Transfer the Unpaid transfer to
dematerialized form will be posted to the AGM/ to Dividend Ac- the Fund*
beneficial owners to their address as per the (Board Unpaid count as on
Meeting) Dividend 31.03.2019
information furnished by NSDL and CDSL as on held on Account (`)
the record date.
2011 (final) 04.06.12 10.07.12 3,333,800 09.07.19
Particulars of dividend declared in the previous years are
2012 (final) 05.06.13 09.07.13 4,072,980 08.07.20
given below:
Dividend Dividend 2013 (final) 05.06.14 09.07.14 4,183,355 08.07.21
Year per Year per
share (`) share (`)
2014-15 (final) 28.08.15 01.10.15 6,190,210 30.09.22
2008 25.00 2013 55.00
2009 30.00 2014-15 (15 months) 85.00 2015-16 (final) 01.09.16 03.10.16 6,857,035 02.10.23
2010 40.00 2015-16 85.00
2016-17 (interim) 10.02.17 14.03.17 6,178,200 13.03.24
2011 (special) 85.00 2016-17 (interim) 75.00
2011 (final) 50.00 2016-17 (final) 90.00
2016-17 (final) 01.09.17 05.10.17 7,315,560 04.10.24
2012 60.00 2017-18 (final) 100.00
2017-18 (final) 24.08.18 28.09.18 6,609,100 27.09.25
Payment of Dividend through National Automated
*In terms of Section 124(5) of Companies Act, 2013
Clearing House (NACH):
The Company provides the facility for direct credit of Investors are requested to send their claim at least 15
the dividend to the Members’ Bank Accounts. SEBI days prior to due date for transfer to IEPF for ensuring
Regulations also mandate companies to credit the payment of their dividend.
dividend to the Members electronically. Members are Details of the unclaimed dividend pertaining to the years
therefore urged to avail this facility to ensure safe and 2011 to 2016-17 (final) as on the date of last AGM (August
speedy credit of their dividend into their bank accounts 24, 2018) was hosted on the Company’s website
through the banks’ “Automated Clearing House” mode.
www.bosch.in under the section ‘Shareholder
This ensures direct and immediate credit with no chance
Information’.
192 | Report on Corporate Governance | Annual Report 2018-19

Members can claim the unpaid dividend from the f) Market Price data – high, low during each month in the
Company before it is transferred to IEPF. As per Investor last financial year (i.e. year under review):
Education and Protection Fund Authority (Accounting, Price and Volume of Shares Traded
Audit, Transfer and Refund) Rules, 2016, as amended
(IEPF Rules), the transferred dividend can be claimed
Month BSE Limited National Stock Exchange of
by the concerned member by making an application in / Year India Limited
Form IEPF-5 along with necessary documents from IEPF
Authority. The members/claimants can file only one High Low Volume High Low Volume
(`) (`) (Nos.) (`) (`) (Nos.)
consolidated claim in a financial year as per the IEPF
Rules. The detailed procedure is provided on the website Apr 20,299 17,849 17,843 20,298 17,778 382,315
2018
of the Company – www.bosch.in
May 19,687 17,293 13,881 19,700 17,250 288,386
2018
d) Transfer of underlying shares into IEPF in cases where
Jun 19,142 17,171 11,911 19,137 17,152 323,093
unclaimed dividends have been transferred to IEPF: 2018
In terms of Section 124(6) of the Companies Act 2013 Jul 19,115 17,170 14,944 19,127 17,252 231,631
read with IEPF Rules, the Company is required 2018
to transfer the shares in respect of which dividends Aug 22,400 18,500 36,247 22,400 18,552 448,572
have remained unclaimed/unpaid for a period of seven 2018

consecutive years to the IEPF Account established by Sep 22,350 19,400 27,815 22,350 19,300 456,276
2018
the Central Government.
Oct 20,099 17,620 18,389 19,950 17,614 367,955
A public notice was published on 06.04.2018 in 2018
Business Standard – All Editions and Kannada Prabha Nov 20,436 18,335 21,108 20,500 18,280 618,551
– Bengaluru Edition informing the members regarding 2018
the provision for transfer of shares to IEPF. Dec 19,984 18,300 20,441 20,000 18,293 609,656
Additionally, individual communication to the 2018
shareholders whose shares are liable to be transferred Jan 19,737 17,912 22,464 19,740 17,901 242,172
to IEPF Account pursuant to the said Rules, requesting 2019
them to take immediate action in the matter has been Feb 19,490 17,600 20,972 19,494 17,564 440,933
sent. The Company transferred 3,669 shares to IEPF 2019

during the year. The details of these shares are Mar 19,423 17,651 19,942 19,422 17,630 349,531
2019
available on the Company’s website www.bosch.in.
Further, shares in respect of which dividend will
remain unclaimed progressively for seven consecutive g) Performance in comparison to broad based
years, will be reviewed for transfer to the IEPF as indices viz. BSE Sensex:
required by law. The Company will transfer the said
shares, after sending an intimation of the proposed
transfer in advance to the concerned shareholders,
as well as, publish a public notice in this regard.

e) Listing of shares and stock code:
The Company’s equity shares are listed at the
following Stock Exchanges and Listing Fees for
the financial year 2019-20 has been paid to the Stock
Exchanges.

Name and address of the Stock h) Details of securities suspended: Not applicable.
Stock Code
Exchange
BSE Limited i) Registrar and Share Transfer Agents (RTA):
PhirozeJeejeebhoy Towers, 500530 Integrated Registry Management Services Private
Dalal Street, Fort, Mumbai 400 001.
Limited
National Stock Exchange of India
Limited
No.30, Ramana Residency,
Exchange Plaza, 5th Floor, BOSCHLTD 4th Cross, Sampige Road,
Bandra-Kurla Complex, Bandra, Malleswaram, Bengaluru – 560 003
Mumbai 400 051.
Tel: (080) 23460815 to 818
The International Securities Identification Number (ISIN) E-mail: [email protected]
for the Company’s Shares is INE 323A01026. j) Share Transfers System:
The Company’s shares being in the compulsory
Annual Report 2018-19 | Report on Corporate Governance | 193

demat list, are transferable through the longer tradable on the stock exchanges. Members
depository system. However, shares held in holding share certificates of the face value of INR
physical form are processed by the Registrar 100 are requested to send the certificates to the
& Share Transfer Agent in co-ordination with Company / RTA for exchange with shares of the face
the Company and the share certificates are value of INR 10 each.
returned within fifteen days from the date of
n) Rights of Members:
receipt for transfer by the Company provided that
The following are some of the important rights of
the transfer documents are complete in all
the members:
respects. As per SEBI norms, with effect from
April 1, 2019 only transmission or transposition 1. Receive notices of General Meetings, Annual
requests for transfer of securities shall be Report, etc.
processed in physical form. All other transfers
2. Attend and vote at the General Meetings and
shall be processed in dematerialised form only.
appoint proxy in their stead.
The company has sent reminders to shareholders
holding shares in physical form to dematerialise 3. Request an Extraordinary General Meeting along
their shares promptly to avoid inconvenience. The with other members who collectively hold not
procedure for dematerialisation has been less than 1/10th of the total paid up share
published on the Company’s website. capital of the Company carrying voting rights.

k) Nomination facility: 4. Receive dividends and other corporate


Pursuant to the provisions of Section 72 of benefits like rights, bonus shares etc., when
the Companies Act, 2013, and Rule 19(1) of the declared / announced.
Companies (Share Capital and Debentures) Rules, 5. Transfer the shares.
2014, Members may file Nomination in respect
of their shareholdings. Members holding shares 6. Inspect minute books of General Meetings.
in Physical Form willing to avail this facility may 7. Inspect Register of Members.
submit to the Company the prescribed Form SH-
13 and any change or variation in the nomination 8. Nominate a person to whom his/her shares shall
in prescribed Form SH-14. Form SH-13 and SH-14 vest in the event of death.
can be downloaded from the Company’s website 9. Seek relief in case of oppression and
www.bosch.in under the section ‘Shareholder mismanagement in the manner given under the
Information’. Members holding shares in electronic Companies Act, 2013.
form are requested to give the nomination to their
respective Depository Participants. 10. Seek relief in case the affairs of the company are
managed in a manner prejudicial to the interest
l) Requirement of PAN: of the company or its members by virtue of a
Members who hold shares in the physical form Class Action Suit under Section 245 of the Act.
are advised that in terms of the Listing Regulations,
for transfer, transmission of shares, issue of o) Date of Book Closure:
duplicate share certificates, etc., a copy of the The Company’s Register of Members and
PAN card along with other necessary documents the Share Transfer Books will remain closed from
shall be submitted to the Company/RTA. August 17, 2019 to August 23, 2019 (both days
Member’s attention is invited to SEBI’s circular no. inclusive) for the purpose of payment of dividend
SEBI/HO/MIRSD/0081/CIR/P/2018/73 dated April and Annual General Meeting.
20, 2018 pursuant to which the company has written p) Dematerialisation of shares and liquidity:
to shareholders holding shares in physical form 99.49% of the paid-up share capital had been
requesting them to furnish details regarding their dematerialised, as at 31st March, 2019.
PAN and also their bank details for payment of
Members still holding physical share certificates are
dividend through electronic mode. Those
requested to dematerialize their shares by
shareholders who are yet to respond to the
approaching any of the Depository Participants
Company’s request in this regard are once again
registered with the Securities and Exchange Board
requested to take action in the matter at the of India (SEBI).
earliest.
q) Outstanding Global Depository Receipts (GDRs) or
m) Subdivision of shares: American Depository Receipts (ADRs) or warrants or
The Company had subdivided the face value of its any convertible instruments, conversion date and
equity shares from INR 100 to INR 10 in 2004. The likely impact on equity: None.
old shares having face value of INR 100 are no
194 | Report on Corporate Governance | Annual Report 2018-19

r) Shareholding Pattern (as on March 31, 2019) sold, and other export transactions. To reduce this
Category No. of No. of % to the risk in the long-term the Company constantly
Members Shares Capital evaluates its business plan and opportunities for
held localization. Hedging is also used as a tool to manage
Promoter and Promoter Group foreign exchange risk.
Robert Bosch GmbH 1 20,351,224 69.00 v) Plant Locations:
Robert Bosch Engineering 1 454,000 01.54 1. Bengaluru-Hosur Road, Adugodi, Bengaluru-560030
Business Solutions Pvt. Ltd
2. Bidadi-No. 42, II-phase, Sector-2, KIADB Industrial
Total (A) 2 20,805,224 70.54
Area, Shanumangala, Bidadi Hobli,
Public & Others Ramanagar District – 562 109
Mutual Funds 67 527,005 1.79 3. Nashik-Post Box No. 6475, MIDC Estate Satpur,
Alternate Investment Funds 6 7,046 0.02 Trimbak Road, Nashik - 422 007
Foreign Portfolio Investors 382 2,213,779 7.51 4. Jaipur-SP-663 RIICO, Industrial Area, Sitapura,
Jaipur - 302 022
Financial Institutions/ Banks 14 49,371 0.17
Insurance Companies 12 3,260,255 11.04
5. Naganathapura-Post Box No. 6887, Electronic City
P.O. Bengaluru - 560 100
NBFCs 4 246 0
6. Verna-N-4A, Phase IV, Verna Industrial Estate
Bodies Corporate 1,320 308,288 1.05
Verna, Salcete, Goa - 403 722
Clearing Member 249 23,109 0.08
7. Gangaikondan-P.No. B8, SIPCOT Industrial Centre,
Foreign Nationals 4 179 0
Tirunelveli Taluk, Gangaikondan, Tamil Nadu-627352
Trust 38 20,775 0.07
8. Chennai-Indospace SKCL, Oragadam, Wallajabad
IEPF 1 29,181 0.10
Road, Sriperumbudur Taluk, Kancheepuram-631604
Individuals 71,138 2,249,182 7.63
w) Investor Service Centre:
Total (B) 73,235 8,688,416 29.46 Secretarial Department (Dept: BCS)
Total (A+B) 73,237 29,493,640 100.00 Bosch Limited
Hosur Road, Adugodi, Bengaluru – 560 030
s) Distribution of Shareholding (as on March 31, 2019) Tel: (080) 6752 2393 (Extn: 2315/1750);
Members Shares Monday to Friday: 9:30 a.m. to 5:00 p.m.
No. of (except public holidays)
Shares held No. % No. % Designated e-mail ID for redressal of investor
1-500 72,264 98.67 1,286,803 4.36 complaints: [email protected]
501-1000 455 0.62 326,113 1.11 Compliance Officer
1001-2000 246 0.34 338,454 1.15 Mr. R. Vijay, Company Secretary (upto May 23, 2018)
2001-3000 60 0.08 143,289 0.49 Mr. Anuj Sharma (from May 24, 2018 to November 04,
3001-4000 37 0.05 127,660 0.43 2018).
Mr. Rajesh Parte (from November 05, 2018.)
4001-5000 24 0.03 104,573 0.35
5001-10000 64 0.09 459,890 1.56 Shareholders may also contact the Registrar & Share
>10000 87 0.12 26,706,858 90.55 Transfer Agent of the Company for matters relating to
transfer/dematerialization of shares, payment of
Total 73,237 100.00 29,493,640 100.00
dividend or any other query relating to Equity Shares
t) Commodity price risk and hedging activities: of your Company for matters relating to transfer/
dematerialisation of shares, payment of dividend
The Company has a significant usage of commodities
and any other query relating to Equity Shares of your
like steel, aluminium and copper exposing it to the
Company.
price risk arising out of market fluctuations.
For steel, a long-term contract has been entered 12. Other Disclosures
into ranging from single to multiyear considering the
a) Related Party Transactions:
purchase volumes. Annual negotiations are carried
out. In case of copper and aluminum, prices are During the year under review, there were no
negotiated quarterly based on LME basis as well as materially significant related party transactions
worldwide market competitive offers from India, that had or may have conflict with the interest of the
China and Asian suppliers. Company at large. The Company has a policy for
Related Party Transactions, which can be accessed
u) Foreign Exchange risk and hedging activities:
at the following link: https://www.bosch.in/media/
The Company is exposed to foreign exchange risk on our company/shareholder_information/2014/rpt_
account of import of various raw materials used in its policy.pdf
production and technology products imported and
Annual Report 2018-19 | Report on Corporate Governance | 195

All Transactions entered into by the Company during Amount in INR


the year with related parties were in the ordinary Payment to Statutory Auditors FY 2018-19
course of business and on arm’s length pricing Statutory Audit 8,000,000
basis. In line with the amended SEBI Listing
Other Services including
Regulations Related Party Transaction policy is reimbursement of expenses
2,500,000
amended suitably with effect from 01.04.2019.
Total 10,500,000
b) Penalties & Strictures:
i) Disclosures in relation to the Sexual Harassment
No penalties or strictures have been imposed on of Women at Workplace (Prevention, Prohibition and
the Company by the Stock Exchanges or Securities Redressal ) Act, 2013:
and Exchange Board of India (SEBI) or any other
authority on any matter relating to capital market Number of complaints filed during the financial year 01
during the last three years.
Number of complaints disposed of during the financial year 01
c) Vigil Mechanism and Whistle Blower Policy:
The Company has a Whistle Blower Policy which Number complaints pending as on end of the financial year Nil
provides a vigil mechanism for dealing with instances
of fraud and mismanagement. j) Non-compliance of any requirement of corporate
governance report of sub-paras (2) to (10)of
The said policy can be accessed at: https:// Schedule V(c) of the Listing Regulations:Nil
www.bosch.in/media/our_company/shareholder_
k) The Company has also complied with the following
information/2014/whistle_blower_policy.pdf
discretionary requirements specified in Part E of
The Whistle Blower Policy of the Company, inter-alia, Schedule II in terms of Regulations 27(1)
provides access to the Chairman of the Audit
-Separate posts of Chairman and CEO: The position
Committee, protection against victimization, affords
protection to the directors, employees and associates of the Chairman and the CEO are separate.
of Company in the matter of disclosure of any alleged -Statutory Auditors of the Company have issued an
wrongful conduct concerning the affairs of the Audit Report with unmodified opinion on Annual
Company made in good faith and details the Audited Financial Results of the Company for the
procedure for making such protected disclosure. financial year ended on 31st March 2019.
During the period under review, no person was -Internal auditors periodically apprise the Audit
denied access to the Audit Committee. Committee on findings/observation of Internal Audit
d) The Company has complied with all the Mandatory and actions taken thereon.
requirements of SEBI (Listing Obligations and
-In addition to the statutory requirements, the
Disclosure Requirements) Regulations, 2015
Audit Committee have a separate discussion /
e) Details of utilization of funds raised through meeting with the Statutory Auditor and Internal
preferential allotment or qualified institutions Auditors on matters concerning the Audit without
placement as specified under Regulation 32(7A). the presence of Executive Management of the
There was no Preferential Allotment or Qualified Company. Measures for improvements are discussed
Institutions Placement as specified under Regulation with the Executive Management.
32(7A). l) The Company has duly complied with the
f) Certificate from Mr. Pramod S M, Partner BMP & Co. requirements specified in Regulations 17 to 27 and
LLP, Practicing Company Secretaries is attached Clauses (b) to (i) of sub-regulation (2) of Regulation
(which forms integral part of this report) confirming 46 of the Listing Regulations.
that none of the directors on the Board of the
m) The Company has followed the relevant Accounting
Company have been debarred or disqualified from
Standards notified by the Companies (Indian
being appointed or continuing as directors of
Accounting Standards) Rules, 2015 while preparing
companies by the Board/Ministry of Corporate Affairs
Financial Statements.
or any such statutory authority.
g) There was no such instance during FY 2018-19 when n) Disclosure of commodity price risks and commodity
the Board had not accepted any recommendation of hedging activities:
any Committee of the Board. The Company has adequate risk assessment and
h) Total fees for all services paid by the listed entity and minimization system in place including for
its subsidiaries, on a consolidated basis, to the commodities. The Company does not have material
statutory auditor and all entities in the network firm/ exposure of any commodity. The Company has
network entity of which the statutory auditor is a adequate risk assessment andminimization system in
part, is given below: place including for Commodities. The Company
196 | Report on Corporate Governance | Annual Report 2018-19

does not have material exposure of any commodity. Regulation 17(8) of the Listing Regulations read with
The Exposure of the Company to various commodities Part B of Schedule II thereof, was placed before the
is given in the below: Board at its meeting held on May 21, 2019.
16. Prohibition of Insider Trading and Code of Conduct
% of Exposure hedged
through commodity for Directors, etc.
derivatives
The Company has adopted a “Code of Conduct to
Commodity Exposure Exposure Domestic Interna- Total
Name in Million in Quantity Market tional
regulate, monitor and report trading by Employees
INR in Metric Market and other Connected Persons” and “Code of Fair
towards tons terms Disclosure” pursuant to the Securities and Exchange
that towards OTC & OTC &
particular the Exchange Exchange Board of India (Prohibition of Insider Trading)
commodity particular Regulations, 2015.
commodity
Alloy Steel 2,800 30,000 Nil Nil Nil The above code prohibits dealing in shares of the
Aluminium 1,440 9,200 Nil Nil Nil
Company during the period when trading window
is closed. The closure of trading window is also
Copper 160 250 Nil Nil Nil
intimated to the Stock Exchanges. In line with the
13. Subsidiary Company amendments introduced by SEBI, code is amended
suitably to align it with the amendments effective
The Company does not have any material non-listed
01.04.2019.
subsidiary.
17. Reconciliation of Share Capital
Pursuant to the Explanation under Regulation 16(1)
(c) of the Listing Regulations, the Company has made During the year under review, an audit was carried
a policy for determining ‘material’ subsidiary and is at the end of every quarter by a qualified Company
available at https://www.bosch.in/media/our_ Secretary for reconciling the total admitted capital
company/shareholder_information/2015/policy_on_ with National Securities Depository Limited (NSDL)
material_subsidiary1new.pdf and Central Depository Services (India) Limited
(CDSL) and the total issued and listed capital. The
14. Code of Conduct
audit confirms that the total issued/paid up capital
The Code of Conduct for Board Members and Senior is in agreement with the total number of shares held
Management can be accessed at the following link: in physical form and the total number of
https://www.bosch.in/media/our_company/ dematerialized shares held with NSDL and CDSL. The
shareholder_information/2018/code_of_ report for every quarter upon reconciliation of capital
conduct_1072294.pdf was submitted to the Stock Exchanges and was also
placed before the Board of Directors at their
The Certificate by the Managing Director of the
meetings.
Company regarding compliance with the Code of
Conduct for Directors and Senior Management is 18. Disclosures with respect to DEMAT Suspense
given below: Account/Unclaimed Suspense Account
This is to confirm that: Not Applicable.

The Company has obtained from the Directors and 19. SEBI Complaints Redress System (SCORES)
Senior Management personnels affirmation that SEBI has provided an online platform wherein
they have complied with the Code of Conduct for shareholders can lodge their grievances. This facility
Directors and Senior Management of the Company
is known as SEBI Complaints Redress System
for and in respect of the financial year ended March
(SCORES) which can be accessed at
31, 2019.
https://scores.gov.in.
Soumitra Bhattacharya This facility enables the shareholders to raise their
Managing Director grievances online and view its status. Your Company
Place: Bengaluru
is registered with SEBI SCORES. For further details
Date: May 21, 2019
regarding this facility, the shareholders may refer to
the above website.
15. CEO/CFO Certificate
Bengaluru
A certificate from the Managing Director and the May 21, 2019
Chief Financial Officer dated May 21, 2019 on
the financial statements of the Company for the
financial year ended March 31, 2019, pursuant to
Annual Report 2018-19 | Report on Corporate Governance | 197

Corporate Governance Compliance Certificate


To,
Members of Bosch Limited
We have examined the compliance of conditions of Corporate Governance by Bosch Limited (“the Company”), for the purpose of
certifying of the Corporate Governance under Regulation 17 to 27 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 from the period April 01, 2018 to March 31, 2019. We have obtained all the information and explanations which to
the best of our knowledge and belief were necessary for the purposes of certification.
The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination was limited to
procedures and implementation thereof, adopted by the Company for ensuring the compliance with the conditions of Corporate
Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has
complied with the conditions of Corporate Governance as stipulated in Regulations 17 to 27 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.
We further state that such compliance is neither an assurance as to the future viability of the Company nor of the efficiency or
effectiveness with which the management has conducted the affairs of the Company.
For BMP & Co. LLP
Company Secretaries

Pramod SM
Place: Bengaluru Partner
Date: May 21, 2019 FCS 7834 / CP No. 13784

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS


(pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015)

To,
The Members of Bosch Limited
We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Bosch Limited
having CIN L85110KA1951PLC000761 and having registered office at Hosur Road, Adugodi, Bangalore 560030 (hereinafter referred
to as ‘the Company’), produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation
34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
In our opinion and to the best of our information and according to the verifications (including Directors Identification Number (DIN)
status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company & its officers, we
hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on 31st March
2019 have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and
Exchange Board of India, Ministry of Corporate Affairs, or any such other Statutory Authority.

Sl.
Name of the Director DIN Designation
No.

1. Mr. V.K. Viswanathan 01782934 Chairman, Non-Executive & Non Independent Director

2. Mr. Peter Tyroller 06600928 Non-Executive & Non-Independent Director


3. Mr. Bernhard Steinruecke 01122939 Independent Director
4. Mr. Bhaskar Bhat 00148778 Independent Director
5. Ms. Hema Ravichandar 00032929 Independent Director
6. Mr. S.V. Ranganath 00323799 Independent Director
7. Mr. Gopichand Katragadda 02475721 Independent Director
8. Mr. Soumitra Bhattacharya 02783243 Managing Director
9. Dr. Andreas Wolf 07088505 Joint Managing Director
10. Mr. Jan Oliver Röhrl 07706011 Whole Time Director
11. Mr. S.C. Srinivasan 02327433 Alternate Director to Mr. Peter Tyroller

Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of the management of
the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an assurance
as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs
of the Company.
For BMP & Co. LLP
Company Secretaries

Pramod SM
Place: Bengaluru Partner
Date: May 21, 2019 FCS 7834 / CP No. 13784
198 | Business Responsibility Report | Annual Report 2018-19

Business Responsibility Report

Section A: General Information about the Company Section C: Other Details


1. Corporate Identity Number (CIN): 1. Does the Company have any Subsidiary Company/
L85110KA1951PLC000761 Companies?
Yes, the Company has one subsidiary viz., MICO
2. Name of the Company: Bosch Limited
Trading Private Limited.
3. Registered office address:
Hosur Road, Adugodi, Bengaluru - 560 030 2. Does the Subsidiary Company/Companies
4. Website: www.bosch.in participate in the BR Initiatives of the Parent
Company? If yes, then indicate the number of such
5. E-mail ID: [email protected] subsidiary company(s).
6. Financial Year reported: The said subsidiary has not commenced
April 01, 2018 to March 31, 2019 operations. Hence, there is no participation by the
7. Sector(s) that the Company is engaged in said subsidiary in business responsibility
(industrial activity code-wise): initiatives of the Company.
Automotive Components and Accessories
NIC Code: 29104 3. Do any other entity/entities (e.g. suppliers,
distributors, etc.) that the Company does business
8. List three key products/services that the with, participate in the BR initiatives of the
Company manufactures/provides (as in
Company? If yes, then indicate the percentage of
balance sheet):
such entity/entities? [Less than 30%, 30-60%,
i) Fuel Injection Equipment & Components More than 60%]
ii) Power Tools No. However, the Company encourages its
iii) Building Technology (Security Technology) suppliers, dealers and other stakeholders to
Products support various initiatives of the Company’s
business responsibility.
9. Total number of locations where business
activity is under taken by the Company (as Section D: BR Information
on the date of this report):
i) International Location: Nil 1. Details of the Director/Directors responsible for
implementation of the BR:
ii) National Locations: 8 plants and 12 Offices
at different locations across India. Director Identification : 02783243
10. Markets served by the Company: Local/State/ Number (DIN)
National/International. Name : Mr. Soumitra Bhattacharya
Designation : Managing Director
Section B: Financial Details of the Company
[Mio INR] Details of the BR head:
Sl. Sl.
Particulars Details Particulars Details
No. No.
1. Paid up Capital 295 DIN
1. 02783243
(if applicable)
2. Total Turnover 117,818
2. Name Mr. Soumitra Bhattacharya
3. Total profit after taxes 15.980 3. Designation Managing Director
4. Total spending on Telephone
4. (080) 6752 2216
Corporate Social number
Responsibility (CSR) 2.21 Soumitra.bhattacharya@
as percentage of 5. e-mail id
in.bosch.com
profit after tax (%)

5. List of activities in
Please refer Annual
which expenditure
Report on CSR
in 4 above has been
Activities
incurred:-
Annual Report 2018-19 | Business Responsibility Report | 199

2. Principle-wise (as per NVGs) BR Policy/policies (Reply in Y/N):


The National Voluntary Guidelines on Social, Environmental and Economic Responsibilities of Business (NVGs)
released by the Ministry of Corporate Affairs has adopted nine areas of Business Responsibility.
These are briefly as under:

P1 Businesses should conduct and govern themselves with Ethics, Transparency and Accountability.
P2 Businesses should provide goods and services that are safe and contribute to sustainability throughout
their life cycle.
P3 Businesses should promote the well-being of all employees.
P4 Businesses should respect the interests of, and be responsive towards all stakeholders, especially those
who are disadvantaged, vulnerable and marginalized.
P5 Businesses should respect and promote human rights.
P6 Businesses should respect, protect and make efforts to restore the environment.
P7 Businesses, when engaged in influencing public and regulatory policy, should do so in a responsible manner.
P8 Businesses should support inclusive growth and equitable development.
P9 Businesses should engage with and provide value to their customers and consumers in a responsible manner.

Responsibility

Well-being of

Public Policy
Environment
Engagement
Stakeholder
Employees

Customer
Relations
Business

Sl.
Product

Human
Questions

Rights
Ethics

No.

CSR
P1 P2 P3 P4 P5 P6 P7 P8 P9
1. Do you have a policy / policies for … Y* Y Y Y* Y* Y N Y Y*
2. Has the policy being formulated
in consultation with the relevant - - Y - - Y - - -
stakeholders?
3. Does the policy conform to any Y
national/international standards? If - - - - - (ISO14001
and
- - -
yes, specify? OHSAS18001)

4. Has the policy being approved by the


Board? If yes, has it been signed by
- - - - - - - Y -
MD/Owner/CEO/appropriate Board
Director?
5. Does the company have a specified
committee of the Board/ Director/
Y - Y - - - - Y -
Official to oversee the implementation
of the policy?
6. Indicate the link for the policy to be
- - - - - - - Y** -
viewed online?
7. Has the policy been formally
communicated to all relevant internal Y - Y - - Y - Y -
(Internally) (Internally)
and external stakeholders?
8. Does the company have in-house
structure to implement the policy/ Y Y Y Y Y Y - Y Y
policies?
9. Does the Company have a grievance
redressal mechanism related to
the policy/policies to address Y Y Y Y Y Y - Y Y
stakeholders’ grievances related to the
policy/policies?
10. Has the company carried out Y
independent audit/evaluation of the Y (both
- - (Internal - - Internal & - - -
working of this policy by an internal or Agency) External

external agency? Agency)

* These principles are encompassed in the Company’s code of Business Ethics and Principles of Social Responsibility.
** The CSR Policy of the Company can be accessed at https://www.bosch.in/media/our_company/shareholder_information/2017_2/csrpolicy_final.pdf
200 | Business Responsibility Report | Annual Report 2018-19

2a. If answer to the question at Sl. No 1 against any of the Principle is ‘No’, please explain why: (Tick up to
2 options)

Sl.
Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
No.
The company has not understood the
1. -- -- -- -- -- -- -- -- --
Principle
The company is not at a stage where
it finds itself in a position to formulate
2. -- -- -- -- -- -- -- -- --
and implement the policies on
specified principles
The company does not have financial
3. or manpower resources available for -- -- -- -- -- -- -- -- --
the task
It is planned to be done within next 6
4. -- -- -- -- -- -- -- -- --
months
It is planned to be done within the
5. -- -- -- -- -- -- -- -- --
next 1 year
P7
The Company through the various industry forums endeavors
to promote growth and technological progress, economic
6. Any other reason (please specify)
reforms, inclusive development policies and sustainable
business principles. Therefore, need for a formal policy has
not been felt.

3. Governance related to BR:


• Indicate the frequency with which the Board of Directors, Committee of the Board or CEO to assess the
BR performance of the Company. Within 3 months, 3-6 months, Annually, More than 1 year.
There is no defined frequency. Assessment is an ongoing exercise and is an inherent part of corporate
functions.
• Does the Company publish a BR or a Sustainability Report? What is the hyperlink for viewing this report?
How frequently is it published?
No.

Section E: Principle-wise performance


Principle 1: Business should conduct and govern themselves with Ethics, Transparency and Accountability
1. Does the policy relating to ethics, bribery and corruption cover only the company? Yes/No. Does it extend
to the Group/Joint Ventures/Suppliers/Contractors/NGOs/Others?
The Company’s policy relating to ethics, bribery and corruption extends to Group Companies in India,
its employees and representatives which include dealers, distributors, agents, sub-contractors and power
of attorney holders.
2. How many stakeholder complaints have been received in the past financial year and what percentage was
satisfactorily resolved by the management? If so, provide details thereof, in about 50 words or so.
The Company has received 16 stakeholder complaints during the year under review. Out of them, 8
complaints were satisfactorily resolved and 8 are pending as on the date of this report.

Principle 2: Businesses should provide goods and services that are safe and contribute to sustainability
throughout their life cycle
1. List up to 3 of your products or services whose design has incorporated social or environmental concerns,
risks and/or opportunities.
• Marble Cutter (GDC 120)
• Common Rail Injector (CRI 1-14)
• Single Cylinder Pump (PF 51)
Annual Report 2018-19 | Business Responsibility Report | 201

2. For each such product, provide the following details in respect of resource use (energy, water, raw material
etc.) per unit of product (optional):
GDC 120 has resulted in reduction in energy consumption by approximately 10%. Additionally, design
optimization has resulted in substantial reduction in consumption of raw material.
For the Injector there has been reduction in energy consumption by approximately 20%. Additionally,
design optimization & reuse of material through innovative techniques has resulted in substantial reduction
in consumption of raw materials and generation of wastes.
PF 51 14.5-20 (SOP – 2009) after which the PF51-16 was launched in 2012 with reduced usage of
declared substance (Ni) from 3.5% to 0.5%. The PF45-20 was launched in 2010 with optimized mass &
volume established out of the design (PF45-16 weight = 1497.01g; PF45-20 = 1435.22g)
3. Does the company have procedures in place for sustainable sourcing (including transportation)? If yes,
what percentage of your inputs was sourced sustainably? Also, provide details thereof, in about 50 words
or so.
Sourcing of material for the product and indirect material required for manufacturing has continuously
evolved with the concept of using only material, which can be recycled. This starts with design and
selection of raw material and manufacturing process with suppliers. The manufacturing process is
selected and improved year on year to reduce energy and resource consumption.
The Company has implemented Transport Management Center (TMC). In TMC, the supplier selection
process is streamlined to bring in competent suppliers. By following this process, the Company is not
only able to reduce the transportation cost but also reduce the carbon footprint paving the way for a
greener tomorrow.
There is a strong focus on the elimination of corrugated box & moving towards Returnable bins for
eco-friendly transport.
4. Has the company taken any steps to procure goods and services from local & small producers, including
communities surrounding their place of work? If yes, what steps have been taken to improve their capacity
and capability of local and small vendors?
The Company, as a policy, ensures localization and outsourcing in each manufacturing facility with suppliers
who are competitive as well as in close proximity of the facilities.
Localized vendors are preferred, if they meet the quality specifications & the Environment, Health and
Safety requirements. The Company focuses on increasing the capacity and capability of its suppliers and
provides complete hands-on training in classroom and on shop floor to its suppliers on various Bosch
systems and quality tools.
5. Does the company have a mechanism to recycle products and waste? If yes, what is the percentage of
recycling of products and waste (separately as <5%, 5-10%, >10%). Also, provide details thereof, in about
50 words or so.
Yes, the Company has a mechanism to recycle products and waste. Nearly 95% of product components are
recycled post its Life Cycle.
Plant level procedures have been established to identify the variants of wastes and also systematically
adhere to recycling requirements. Ex: Metal chips, carton boxes, wooden pallets, solvents, used oil etc.
In Nashik Plant, last year more than 60,000 liters of cutting oil were re-filtered and reused back in the
process at the site.

Principle 3: Businesses should promote the well-being of all Employees


1. Please indicate the total number of employees:

Sl. No. Category of Employees No. of Employees


1. Associates 5,572
2. Managerial and Superintending Staff (M&SS) 3,673
Total 9,245

2. Please indicate the total number of employees hired on temporary/contractual/casual basis:


3690
202 | Business Responsibility Report | Annual Report 2018-19

3. Please indicate the number of permanent women employees:


436
4. Please indicate the number of permanent employees with disabilities:
6
5. Do you have an employee association that is recognized by management?
Yes, there are recognized trade unions affiliated to various central trade union bodies.
6. What percentage of your permanent employees are members of this recognized employee association?
Almost 100% of permanent employees are members of recognized employee associations.
7. Please indicate the number of complaints relating to child labour, forced labour, involuntary labour, sexual
harassment in the last financial year and pending, as on the end of the financial year.

No. of complaints
Sl. No. of complaints filed during pending as
Category
No. the Financial Year on end of the
Financial Year
Child labour/forced labour/involuntary
1. 0 0
labour
2. Sexual Harassment* 1 0
3. Discriminatory employment 0 0
*The above may be treated as information pursuant to provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013.

8. What percentage of your undermentioned employees were given safety & skill up-gradation training in the
last year?
Almost all the employees were given safety training last year. Please refer below the percentage of skill up-
gradation training in the last year-
1. Permanent Employees : 58.12%
2. Permanent Women Employees : 81.20%
3. Casual/Temporary/Contractual Employees : 89.20%
4. Employees with Disabilities : 2.60%

Principle 4: Businesses should respect the interests of, and be responsive towards all Stakeholders,
especially those who are disadvantaged, vulnerable and marginalized

1. Has the company mapped its internal and external stakeholders? Yes/No
Yes.
2. Out of the above, has the company identified the disadvantaged, vulnerable & marginalized stakeholders?
Yes.
3. Are there any special initiatives taken by the Company to engage with the disadvantaged, vulnerable and
marginalized stakeholders? If so, provide details thereof, in about 50 words or so.
The Company has always engaged itself in special initiatives with the disadvantaged, vulnerable and
marginalized stakeholders. Such disadvantaged, vulnerable and marginalized stakeholders are working in
various divisions/departments.
The Company provides and facilitates medical support to the students studying in the Government schools.
In addition, educational support like giving practical training in Science subjects, Value Education, teaching,
English and setting up computer labs etc. Bosch has also enabled a Government Primary Health Centre
into a multispecialty hospital, catering to almost 50,000 population in and around the plant in Adugodi, who
are Below Poverty Line.
The Company under BRIDGE program selects school dropouts and they are imparted industry relevant,
short term skills development and training program with the focus to help them get suitable employment.
Annual Report 2018-19 | Business Responsibility Report | 203

Principle 5: Businesses should respect and promote human rights

1. Does the policy of the company on human rights cover only the company or extend to the Group/Joint
Ventures/Suppliers/Contractors/NGOs/Others?
The Company’s Policy on Human Rights not only covers the Company but also extends to its Group
Companies, Joint Ventures, Suppliers, Contractors, NGOs, etc.
2. How many stakeholder complaints have been received in the past financial year and what percent was
satisfactorily resolved by the management?
No stakeholder complaints were received by the Company during the Financial Year ended March 31, 2019.

Principle 6: Businesses should respect, promote and make efforts to restore the environment
1. Does the policy related to Principle 6 cover only the company or extend to the Group/Joint Ventures
Suppliers/Contractors/NGOs/others.
Policy is applicable not only to the Company but also extends to its suppliers, contractors, recyclers
& others with whom its activities are involved. Key parameters at contractors, supplier sites that can
affect the Company’s business is monitored where practical and provide our support by way of sharing the
EHS knowledge with the suppliers,contractors and Joint Ventures.
2. Does the Company have strategies/initiatives to address global environmental issues such as climate
change, global warming, etc.? Y/N. If yes, please give hyperlink for webpage, etc.
Yes.
Environment protection:
Innovative technologies are used to reduce the impact on the environment. In the entire chain of
manufacturing, the thrust is on preserving natural resources. Processes are designed to minimize use
of raw materials, water and energy. Based on technological developments, the processes are reviewed for
optimization through continuous improvement process. Water and energy conservation projects yield
substantial results, year on year.
Climate protection:
Bosch is committed to actively shaping climate protection. Based on its own value added, the Company
aims to reduce relative CO₂ emissions. To this end, business divisions have defined clear climate protection
objectives and measures to improve energy efficiencies. Solar power generation, solar hot water generation,
steam generation from solar concentrators and turbo ventilators are some of the initiatives taken at our
locations for harnessing renewable sources of energy.
3. Does the Company identify and assess potential environmental risks? Y/N
Yes, the potential environmental risks and the opportunities for further improvements are identified
and evaluated using a tool for all the identified significant aspects from the manufacturing and other
business process. In case of significant risks appropriate controls are established to minimize the impact on
environment. The above is done as part of the requirements of ISO 14001 – Environmental Management
System requirement across Bosch locations.
4. Does the company have any project related to Clean Development Mechanism? If so, provide details
thereof, in about 50 words or so. Also, if yes, whether any environmental compliance report is filed?
No.
5. Has the company undertaken any other initiatives on – clean technology, energy efficiency, renewable
energy, etc., Y/N. If yes, please give hyperlink for web page, etc.
Yes. Clean technologies like solar harvesting initiatives are adopted to harvest renewable source of energy
at all locations of the Company.
6. Are the Emissions/Waste generated by the company within the permissible limits given by CPCB/SPCB for
the Financial Year being reported?
Yes, the emission/waste generated across all locations are monitored as per the defined frequency by the
respective SPCB and have been found well within the permissible limits. Various air pollution control
measures are adopted and it is ensured that the emissions meet the stipulated standards. Also, wastes are
segregated based on their characteristics and a suitable reuse/disposal mechanisms are worked out. Waste
management strategy includes reduction in generation of wastes which are going in to land fill, recycling of
wastes and maximizing the reuse.
204 | Business Responsibility Report | Annual Report 2018-19

The Company also conducts regular audits at the locations where the wastes are disposed to ensure it is
treated and disposed in a scientific manner with minimum impact on the environment.
7. Number of show cause/legal notices received from SPCB which are pending (i.e. not resolved to
satisfaction) as on end of Financial Year.
Nil

Principle 7: Businesses, when engaged in influencing public and regulatory policy, should do so in a
responsible manner
1. Is your company a member of any trade and chamber or association? If Yes, name only those major ones
that your business deals with:
The Company is a member of:
i) Confederation of Indian Industry (CII)
ii) Indo-German Chamber of Commerce
iii) Automotive Component Manufacturers’ Association of India (ACMA)

2. Have you advocated/lobbied through above associations for the advancement or improvement of public
good? Yes/No; if yes specify the broad areas (drop box: Governance and Administration, Economic Reforms,
Inclusive Development Policies, Energy security, Water, Food Security, Sustainable Business Principles,
Others)
Yes, following are the broad areas:
a) Promote growth and technological progress
b) Sustainable business principles
c) Energy Sustainability
d) Water & Food Security

Principle 8: Businesses should support inclusive growth and equitable development


1. Does the company have specified programmes/initiatives/projects in pursuit of the policy related to
Principle 8? If yes, details thereof.
Yes.
In line with the provisions of the Companies Act, 2013 and based on recommendation of the CSR
Committee, the Board of Directors have approved a CSR Policy. The CSR policy, inter-alia, deals with the
objectives of the Company’s CSR initiatives, the guiding principles, the thrust areas of CSR, the
responsibilities of the CSR Committee, the implementation plan and reporting framework.
The thrust areas of the Company’s CSR activities are:
a) Child health, hygiene and education;
b) Vocational training focused on employable skills; and
c) Neighbourhood projects as per the local needs identified by Company’s Plants
Some of the initiatives taken during the year under review are:

Child Health, Hygiene and Education:


The Health & Hygiene activities included general health camps, malnutrition, dental health camp and a
health check-up in the Government schools and also infrastructure support to school children who are
studying in Government schools.
Child Health Development Programme (CHDP)

Medical camps for several Government School children were undertaken covering 70,000 students studying
in 400 Government schools in and around Bengaluru, Bidadi, Jaipur and Nashik.

Child Science Education Programme (CSEP)

In partnership with Agastya International Foundation, 50 LIB (Labs in a Box) benefitting approximately
5,000 students were provided. Training of the School teachers on using LIB and making ‘Make your Own
Lab’ by themselves for sustainability of the project was initiated. 6 Mobile Science Vans and one mobile
Annual Report 2018-19 | Business Responsibility Report | 205

bike were deployed benefiting more than 20,000 children in Bengaluru, Bidadi, Jaipur and Nashik. 50
Science Fairs have been conducted by the schools themselves because of this intervention.

Child English & Computer Education Programme (CECEP)


Computer labs were set up in 20 Government schools with CPUs, monitors, UPS and other infrastructure,
including AMC. Supplementary teachers were also deployed to teach English and Computers.

Infrastructure development in schools:

Infrastructure upgradation in the form of better sanitation and providing potable water, mid-day meal
facilities, providing desks/benches, green boards were provided in schools in and around Bengaluru,
Nashik and Jaipur.

Vocational training focused on employable skills:

BRIDGE - Bosch’s Response to India’s Development & Growth through Employability Enhancement

Under this unique vocational training programme, select school dropouts are targeted and are imparted
industry relevant, short term skills development and training programmes with the focus to help the select
under privileged unemployed youth get suitable employment and bring them back to the mainstream.

End-to-end solution vocational training model includes, training contents development (both soft skills and
functional skills), application oriented delivery methodology, continuous evaluation, internship, employment
and financial assistance over the course of 2 months.

16,000 unemployed youths have been trained and placed in Jobs; 150 BRIDGE Centres in various states
have been setup and 300 Trainers have been trained through the Bosch Train the Trainer program.

88 Government ITIs have been upgraded by Bosch in 3 states across India. The Company also trains
Artisans in Carpentry and Electrical trades. 4 Artisan centres have been set up in Bengaluru and Nashik and
more than 60 people have been trained on the above trade to cater to the current market need through
Bosch India Foundation.

Primary Health Centre in Bengaluru is upgraded with the multispecialty facilities close to the Bosch head
office in Bengaluru. All the Government sponsored/mandated Health programs are executed in this health
centre, which is catering to around 50,000 population in and around Adugodi, Bengaluru. This also takes
care of the follow up treatment of the Government school children residing in the area. All the programs are
funded by the Government Health department/BBMP.

Akshaya Patra Mid-day Meal kitchen with complete infrastructure and latest kitchen equipment was set up
in Jigani which cater to around 30-35,000 children per day.

Lalbagh clean drive with Bosch volunteers was carried out twice to bring awareness on cleanliness among
the visitors to Lalbagh. The parking area in Lalbagh has been upgraded and also 8 Aerators in the Lalbagh
Lake was set up.

Shanumangala Lake near Bosch Bidadi plant is being rejuvenated for the benefit of the villages in and
around.

Munichinappa Government School is being adopted to make it into a Model school, by setting up Smart
Class rooms, Science Labs and Library. An NGO is also engaged to provide academic support to the school
for the classes from 1 to 10.

Neighbourhood Projects:
Nashik - Village development projects
“Jalayukt Shivaar” is the flagship program for water conservation for the government of Maharashtra. The
Company extended its support to repair old, defunct four check dams, under the program, through which
the issue of water shortage of villages of Trimbakeshwar Tehsil (30kms from Nashik city) is addressed. This
initiative has invited appreciation from Government machinery and suggested as a model for best practice.
A total of 8 projects have supported more than 500 families and farmers for drinking water, water available
for second crop and increasing overall ground water table. Rejuvenation of 9 old Check Dams has increased
the water conservation – 1175 TM3
206 | Business Responsibility Report | Annual Report 2018-19

With Community Support & Monitoring, 5 Villages and 300 households are benefitted.
In the area of Health & Hygiene, activities included a general health camp initiatives, malnutrition and dental
health camp, and a health check-up in the Government schools and also infrastructure support has been
provided.
Jaipur - Reverse Osmosis Plant
9 Reverse Osmosis plants have been set up in villages near Jaipur, and in total 22 RO plants have been set
up till date. Currently, these plants cater to around 5000 families. During the year under review,
construction of wash rooms, putting up smart class rooms, providing green boards for Government schools
was another important initiative of the Jaipur Plant.
Bosch India Foundation (BIF)
The Company contributes approximately 0.5 percent of the average of its Net Profit of previous 3 years to
the Foundation for carrying out CSR activities.
BIF continued its journey in community and societal development, with a clear focus on sustainability
through the following key programs and intervention areas:

Holistic integrated village development:


The Foundation is working in 235 villages in the states of Karnataka, Tamil Nadu, Rajasthan, Gujarat and
Maharashtra around the facilities of the Company covering a total of 39,000 families. The key intervention
areas are Economic development - Women empowerment, Agriculture, Livestock, Youth development, Health
and Hygiene, Holistic Education, Environment and water enabling economic and social empowerment for
self-reliant villages.

Artisan Training Centers:


a. BIF has enabled State of the Art master centers in Carpentry at Bengaluru and an Electrical training
center in Nashik. The State of the Art Plumbing center in collaboration with leading Plumbing
companies is being set up in Pune during 2019.
b. During the years 2018-19, five sustainable Multiplier centers in the trade of carpentry and three
multiplier centers in Electrical were set up on a collaborative mode with the technical institutions in
different states leveraging the provisions of Government schemes for operational support.
c. For the year 2019, 3 centers in Carpentry and 3 centers in Electrical will be set up.

2. Are the programmes / projects undertaken through in-house team/own foundation/external NGO/
government structures / any other organization?
The Company’s Social Responsibility Projects are implemented through internal team as well as in
partnership with Non-Governmental Organizations (NGOs) and Government Institutions.

3. Have you done any impact assessment of your initiative?


Yes, the Company has conducted impact assessments of its CSR Initiatives.
4. What is your company’s direct contribution to community development projects and the details of the
projects undertaken?
The Company spent an amount of 353 Mio INR towards community development projects. Details of the
projects undertaken are given in Annual Report on CSR Activities enclosed as Annexure ‘B’ to the Directors’
Report.

5. Have you taken steps to ensure that this community development initiative is successfully adopted by the
community?
The Company ensures that its presence is established right from the commencement of the initiatives. It
collaborates with the communities from need identification to project implementation phase. The Company
has extensive engagement with various stakeholders. The feedback from the stakeholders are analysed and
various actions like improvement actions are prioritized.
Annual Report 2018-19 | Business Responsibility Report | 207

Principle 9: Businesses should engage with and provide value to their customers and consumers in a responsible
manner
1. What percentage of customer complaints/consumer cases are pending as on the end of financial year.
During the financial year ended March 31, 2019, 3 cases were pending adjudication against the Company. 1
revision petition filed by the consumer pending in the National Consumer Dispute Commission (matter dismissed
in the District and State Commission. Matter yet to come up for hearing).
2. Does the company display product information on the product label, over and above what is mandated as per
local laws? Yes/No/N.A./Remarks (additional information)
Yes, apart from the mandated declarations, additional declarations are furnished on the products/labels relating
to the products and their usage.
3. Is there any case filed by any stakeholder against the Company regarding unfair trade practices, irresponsible
advertising and/or anti-competitive behaviour during the last five years and pending as on end of Financial Year. If
so, provide details thereof, in about 50 words or so.
No.
4. Did your company carry out any consumer survey/consumer satisfaction trends?
No.
208 |Offices | Annual Report 2018-19

Offices
Zonal Offices - Automotive Aftermarket
Delhi Zonal Office Lucknow Zonal Office Kolkata Zonal Office Ranchi Zonal Office
“Rishyamook” CP-138, Viraj Khand 91A, Park Street Bhagirathi Complex
85A, Panchkuin Road Gomti Nagar Kolkata – 700 016 Opp.Adivasi Hostel
New Delhi – 110 001 Near Hotel Grand JBR Karam Toli Road
Lucknow – 226 010 Ranchi – 834 001

Mumbai Zonal Office Ahmedabad Zonal Office Chennai Zonal Office Bangalore Zonal Office
906-908, 9th Floor 31/32, JMC House, Level 3 Sabari Sunnyside Prestige Libra
Hubtown Solaris Opp.Parimal Gardens 2nd Floor, Middle Wing Unit No. 101, First Floor
N.S.Phadke Marg Ellis Bridge #8/17, Shafee Mohamad Road Municipal No.45 (Old
Off. Telli Galli Ahmedabad – 380 006 Off.Greams Road Nos.45&45/1)
Andheri (East) Thousand Lights Lalbagh Road
Mumbai – 400 069 Chennai – 600 006 Bangalore – 560 027

Sales Offices - Power Tools


Delhi & Gaziabad Lucknow Kolkata Raipur
‘Rishyamook’ CP-138, 91-A, Park Street L3rd Floor, Pithalia Complex,
85-A, Panchkuian Road Viraj Khand, Gomtinagar Kolkata - 700 016 opposite BSNL Telephone
New Delhi - 110 001 Near Hotel Grand JBR Exchange FafadinChowk
Lucknow-226 010 Raipur - 492 001

Ahemdabad Mumbai Chennai Bengaluru


31/32, JMC House, Level 3 906-908, 9th Floor, Sabari Sunnyside PRESTIGE LIBRA,
Opp. to Parimal Garden Hubtown Solaris, 2nd Floor, Middle Wing Unit No. 101, First Floor,
Ellis Bridge Off : Telli Galli, #8/17, Shafee Mohamad Municipal No. 45,
Ahmedabad - 380 006 Near Flyover, Road, Off: Greams Road, (Old Nos. 45 & 45/1)
N.S.Phadke Marg Thousand Lights Lalbagh Road,
Andheri (East), Chennai - 600 006 Bengaluru – 560 027
Mumbai 400 069

Kochi Hyderabad Bhubaneswar (Business Gurgaon


Door No: 40/ 6584 G, Level No 1, am @10, Centre) Unit #: 303, Block – B,
Alapatt Heritage Building, MB Towers, Banjara Hills, Plot No.34/A, Ground floor, Unitech Business Park,
M G Road, KovilvattomDesom, Hyderabad - 500 034. VIP Area, Nayapalli, South City-1,
Ernakulam Village, Bhubaneswar-751 015 Gurgaon -122 002
Kochi - 682 035.

Indore Jaipur Pune Mohali


6th Floor Brilliant Solitaare, 1-301, Sagam Towers, 3rd Floor, Godrej Millennium, Bestech Business Tower,
Scheme 78, Part 11, Vijay Nagar, Church Road, Off M I Road, Koregaon Park, Unit – 825, 8th Floor, Tower A
Indore – 452 010 Jaipur – 302 001 Pune – 411 001 Sector – 66, Mohali

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