Form 6-K dated July  25, 2023 along with the Press Release.

JLR Revenue £6.9b up 57.0%, EBITDA at 16.3% (+960 bps), EBIT at 8.6% (+1300 bps)

Tata CV Revenue ₹17.0K Cr, up 4.4%, EBITDA at 9.4% (+390 bps), EBIT at 6.5% (+370 bps)

Tata PV Revenue ₹12.8K Cr, up 11.1%, EBITDA at 5.3% (-80 bps), EBIT at 1.0% (+10 bps)

Consolidated

(₹ Cr Ind AS)

Jaguar Land Rover

(£m, IFRS)

Q1

FY24

Tata Motors Group Results Q1 FY24

Revenues in Q1 FY24 of £6.9 billion, up 57% (y-o-y).

PBT (bei) in Q1 FY24 was £435 million, up £67 million from Q4 FY23 and up nearly £1 billion from Q1 FY23.

EBIT margin in the quarter was 8.6%, up from 6.5% in Q4 FY23.

The higher profitability year-on-year reflects favourable volume, mix, pricing and foreign exchange revaluation offset partially by higher inflation and supplier claims.

FCF of £451 million, the highest JLR Q1 cash flow on record; cumulative FCF over the last three quarters is £1.8 billion.

Cash on hand increased to £4 billion and net debt reduced to £2.5 billion at June 30, 2023.

Order book strong at 185k units with Range Rover, Range Rover Sport and Defender representing 76% of the order book.

Adrian Mardell and Richard Molyneux confirmed as Chief Executive Officer and Chief Financial Officer respectively.

Tata’s newly announced £4bn UK gigafactory will provide JLR with stable and secure supply of battery cells to electrify JLR’s next generation modern luxury vehicles.

Our first Reimagined modern luxury electric vehicle to go on sale will be Range Rover BEV, available for pre-order later this year and on sale in 2024.

Range Rover Sport named the 2023 Auto Express Large Premium SUV of the year 2023.

JLR’s Jaguar and Land Rover (Range Rover, Defender, Discovery) brands placed top of a J.D. Power US ‘Automotive Performance, Execution and Layout (APEAL)’ based on client perceptions of design, performance, safety, comfort and quality.

Model year refreshes of Discovery Sport and Range Rover Evoque with significant interior upgrades. Outbound Edition of Defender 130 launched.

Limited edition New Range Rover Sport SV EDITION ONE, with pricing ranging from £168,800 to more than £190,000 in the UK, was fully reserved ahead of its launch in May, following exclusive Range Rover House preview events.

Digital transformation continues with Tata Technologies to support Enterprise Risk Management (ERM) across the business and with Everstream to use AI to monitor our global supply chains.

Tata Motors Group Results Q1 FY24

Q1 revenue at ₹ 17.0KCr, (+4.4%), EBITDA 9.4% (+390 bps), EBIT 6.5% (+370 bps), PBT (bei) ₹ 0.9K Cr.

Q1 CV domestic wholesales at 82.4 K units (-14.1% yoy), domestic retails at 77.6K units (-14.3% yoy).

Domestic CV market share (based on Vahan) at 39.1% in Q1 FY24. HGV+HMV 45.4%, MGV 34.0%, LGV 36.3%, Passenger 35.6%.

Started deliveries of CESL tender Electric Buses. Expect to ramp up supplies in the coming months.

Tata Motors Group Results Q1 FY24

Q1 revenue at ₹ 12.8KCr, (+11.1%), EBITDA 5.3% (-80 bps), EBIT 1.0% (+10 bps), PBT (bei) ₹ 0.2 K Cr.

Q1 PV domestic wholesales at 140.1K units (+7.6% yoy), domestic retails at 132.5K units (+ 6.1% yoy).

Q1 EV volumes (incl. exports) highest at 19.3 K units (+105% yoy).

EV penetration at 14%, CNG penetration at 8% in Q1 FY24.

VAHAN registration market share improves by 70 bps to 14.2% in Q1 FY24. EV registration shares at 76%

Strong response to Tiago EV, 10K deliveries completed in less than 4 months.

Launched Altroz iCNG equipped with India’s first twin-cylinder CNG technology, with advanced features and no compromise on boot space.

Tata Motors Group Results Q1 FY24

B S R & Co. LLP

Chartered Accountants

8th floor, Business Plaza,

Westin Hotel Campus,

36/3-B, Koregaon Park Annex,

Mundhwa Road, Ghorpadi,

Pune - 411 001, India

Telephone: +91 (20) 6747 7300

Fax: +91 (20) 6747 7100

are presented in accordance with the requirements of Regulation 33 and Regulation 52(4) read with Regulation 63 of the Listing Regulations in this regard; and

give a true and fair view in conformity with the recognition and measurement principles laid down in the applicable accounting standards, and other accounting principles generally accepted in India, of the net loss and other comprehensive income and other financial information for the quarter ended 30 June 2023.

Identify and assess the risks of material misstatement of the standalone financial results, 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 control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures in the standalone financial results made by the Management and Board of Directors.

Conclude on the appropriateness of the Management and Board of Directors’ 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 results 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 results, including the disclosures, and whether the standalone financial results represent the underlying transactions and events in a manner that achieves fair presentation.

Attention is drawn to the fact that the figures for the 3 months ended 31 March 2023 as reported in these standalone financial results are the balancing figures between audited figures in respect of the full previous financial year and the published audited year to date figures up to the third quarter of the previous financial year.

News Release – 4

Particulars

I.

II.

III.

IV.

(a)   Cost of materials consumed

(b)   Purchases of products for sale

(c)   Changes in inventories of finished goods, work-in-progress and products for sale

(d)   Employee benefits expense

(e)   Finance costs

(f)   Foreign exchange loss (net)

(g)   Depreciation and amortisation expense

(h)   Product development/engineering expenses

(i) Other expenses

(j) Amount transferred to capital and other accounts

V.

VI.

(a)   Provision for employee pension scheme (Refer note 4)

(b)   Provision for Intangible assets under development

(c)   Provision for loan given to/investment in/cost of closure of subsidiary companies

(d)   Employee separation cost

VII.

VIII.

(a)   Current tax

(b)   Deferred tax

IX.

X.

(A)  (i)    Items that will not be reclassified to profit and loss

(ii)  Income tax (expense)/credit relating to items that will not be reclassified to profit and loss

(B)  (i)    Items that will be reclassified to profit and loss

(ii)  Income tax (expense)/credit relating to items that will be reclassified to profit and loss

XI.

XII.

XIII.

XIV.

(a)   Ordinary shares (face value of ₹2 each)

(i) Basic

(ii)  Diluted

(b)   ‘A’ Ordinary shares (face value of ₹2 each)

(i) Basic

(ii)  Diluted

The above results were reviewed and recommended by the Audit Committee on July 24, 2023 and approved by the Board of Directors at its meeting held on July 25, 2023.

The above results include the Company’s proportionate share of income and expenditure in its Joint Operation, namely Tata Cummins Private Limited. Below are supplementary details of Tata Motors Limited on standalone basis excluding interest in the aforesaid Joint Operation:

Particulars

Additional Information pursuant to requirement of Regulation 52(4) and Regulation 54(2) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation 2015 as amended and as at quarter ended June 30, 2023:

Particulars

a)

Debt Equity Ratio (number of times)

[Total Debt⁽ⁱ⁾/ Equity⁽ⁱⁱ⁾]

b)

Debt Service Coverage Ratio (number of times) (not annualised)

[(Profit/(loss) before exceptional items and tax+Interest on Borrowings)/(Interest on Borrowings + Repayment of Borrowings⁽ⁱⁱⁱ⁾)]

c)

Interest Service Coverage Ratio (number of times) (not annualised)

[(Profit/(loss) before exceptional items and tax+Interest on Borrowings)/Interest on Borrowings]

d)

e)

f)

g)

h)

(a)   Ordinary shares (face value of ₹ 2 each)

(i) Basic (₹)

(ii)  Diluted (₹)

(b)   ‘A’ Ordinary shares (face value of ₹2 each)

(i) Basic (₹)

(ii)  Diluted (₹)

i)

Current ratio (number of times)

[Current assets / Current liabilities]

j)

Long term debt to working capital (number of times)

[Long Term Borrowings^(v)/Working capital^(vi)]

k)

Bad debts to Account receivable ratio (%)

[Bad Debts^(vii) / Average of Trade and Other Receivables^(viii)]

l)

Current liability ratio (number of times)

[Current liabilities (excluding current maturities of Iong term debt and interest accrued on borrowings) / (Total liabilities)]

m)

Total debts to total assets (number of times)

[(Non current borrowings + Current borrowings) / Total assets]

n)

Debtors turnover (number of times) (not annualised)

[Revenue from operations / Average Trade receivables]

o)

Inventory turnover (number of times) (not annualised)

[Raw material consumed^(ix) / Average Inventory^(x)]

p)

Operating margin (%)

[(Profit/(loss) before tax +/(-) Exceptional Items + Foreign exchange loss (net) + Net Finance Charges + Depreciation and amortisation - Other Income (excluding incentives)) / Revenue from operations]

q)

Net profit margin (%)

[Net profit after tax / Revenue from operations]

r)

Security cover ratio (number of times)¹

[Secured Assets^(xi) / Secured Borrowings^(xii)]

8.80% non-convertible debentures of face value of ₹1,000 crores, earlier secured by creating a pari passu charge on certain tangible fixed assets, right of use assets and capital work-in-progress, have been repaid during quarter ended June 30, 2023. Hence, Security cover ratio is Nil as at June 30, 2023.

Total debts includes non current and current borrowings

Equity = Equity share capital + Other equity

Repayment of borrowings includes repayment of long-term borrowings, proceeds from short-term borrowings, repayment of short-term borrowings and net change in other short-term borrowings (with maturity up to three months).

Net Worth has been computed on the basis as stated in Clause 2 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 i.e. Net worth as defined in sub-section (57) of section 2 of the Companies Act, 2013.

Long term borrowings (including current portion of long term borrowings).

Working capital = Current assets - Current liabilities (excluding current maturities of Iong term debt and interest accrued on borrowings).

Bad debts is writte off of trade and other receivables.

Trade and other receivables includes Trade receivables, current and non-current Loans and advances and other current and non-current assets.

Raw material consumed includes Cost of materials consumed, Purchases of products for sale and Changes in inventories of finished goods, work-in-progress and products for sale.

Inventory includes Raw materials and components, Work-in-progress, Finished goods, Stores and spare parts, Consumable tools and Goods-in-transit - Raw materials and components.

Secured assets include written down value of secured assets and fixed deposits under lien.

Secured borrowings include 8.80% non-convertible debentures and term loans from financial institutions.

Tata Motors Limited is amongst the very few companies in India that has its own exempted Pension fund. In the past few years there have been multiple developments on this front. The Company in earlier years had made an application to surrender the said Pension fund as of October 1, 2019 which has still not been accepted by the Employee Provident Fund Organisation (EPFO). In the meanwhile, due to incurrence of losses for three consecutive years upto March 2022, the Company has been legally advised that it has lost its pension fund exemption status w.e.f. April 1, 2022 as per the prevailing rules of the EPFO. Recently, the Hon’ble Supreme Court of India ruled that those who were members of a statutory pension fund as on September 1, 2014, can exercise a joint option with their employer to contribute to their Pension fund beyond the statutory limit and be eligible to draw their pension calculated based on last 5 years average salary. In the same ruling, in paragraph 37 it was clarified that it was not addressing the matter with respect to applicability of this judgment on exempted establishments.

The Company has received various representations from its employees (past and present) to extend the said pension benefits to them as well. To continue to serve the best interests of all stakeholders and to seek a finality on this matter and avoid long drawn litigation, after careful consideration, during the current quarter, the Company has started accepting and approving the joint options on the EPFO portal, along with a communication to the EPFO that the Company shall fund the additional liability estimated through actuarial valuation. Accordingly, a provision of ₹ 646.37 crores has been made during the quarter ended June 30, 2023 for Tata Motors Ltd, which has been disclosed as an Exceptional item.

The situation continues to evolve and there is significant ambiguity on how this matter will finally be resolved, and the EPFO is expected to provide further clarity on various elements including those referred above. The Company will therefore continue to engage with EPFO to accept the surrender of the Pension Trust and confirm the transfer value.

During the quarter ended June 30, 2023, provision of ₹113.96 crores is reversed towards certain Indirect taxes matters under litigation for FY 2002 to FY 2006, which is netted off in other expenses.

The Board of Directors has, at its meeting held today, approved (subject to inter alia the requisite NCLT, shareholders, creditors, regulatory and other approvals) a Scheme of Arrangement under Section 230-232 of the Companies Act, 2013, between Tata Motors Limited and its shareholders and creditors for reduction through cancellation of the “A” Ordinary shares and the payment of consideration for such reduction through the issuance of New Ordinary shares of the Company, in the manner contemplated in the Scheme of Arrangment.

The figures for the quarter ended March 31, 2023 represent the difference between the audited figures in respect of full financial year and the published figures for the nine months ended December 31, 2022.

The Statutory Auditors have carried an audit of the above results for the quarter ended June 30, 2023 and have issued an unmodified opinion on the same.

B S R & Co. LLP

Chartered Accountants

8th floor, Business Plaza,

Westin Hotel Campus,

36/3-B, Koregaon Park Annex,

Mundhwa Road, Ghorpadi,

Pune - 411 001, India

Telephone: +91 (20) 6747 7300

Fax: +91 (20) 6747 7100

We have reviewed the accompanying Statement of unaudited consolidated financial results of Tata Motors Limited (hereinafter referred to as “the Parent”), and its subsidiaries (the Parent and its subsidiaries together referred to as “the Group”) and its share of the net profit after tax and total comprehensive income of its associates and joint ventures for the quarter ended 30 June 2023 (“the Statement”) (in which are included interim financial statements/financial results/financial information from of two joint operations), being submitted by the Parent pursuant to the requirements of Regulation 33 and Regulation 52(4) read with Regulation 63 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“Listing Regulations”).

This Statement, which is the responsibility of the Parent’s management and approved by the Parent’s Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34 “Interim Financial Reporting” (“Ind AS 34”), prescribed under Section 133 of the Companies Act, 2013, and other accounting principles generally accepted in India and in compliance with Regulation 33 and Regulation 52(4) read with Regulation 63 of the Listing Regulations. Our responsibility is to express a conclusion on the Statement based on our review.

We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 “Review of Interim Financial Information Performed by the Independent Auditor of the Entity”, issued by the Institute of Chartered Accountants of India. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

The Statement includes the results of the entities mentioned in Annexure I.

Attention is drawn to the fact that the figures for the three months ended 31 March 2023 as reported in the Unaudited consolidated financial results are the balancing figures between audited figures in respect of the full previous financial year and the published year to date figures up to the third quarter of the previous financial year. The figures up to the end of the third quarter of previous financial year had only been reviewed and not subjected to audit.

Based on our review conducted and procedures performed as stated in paragraph 3 above and based on the consideration of the review reports of other auditors referred to in paragraph 8 and 10 below, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standard and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of Regulation 33 and Regulation 52(4) read with Regulation 63 of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement.

The managerial remuneration payable to certain non-executive directors of the Parent Company (amounting to Rs. 3.75 crores) and consequently the total managerial remuneration for the financial year ended 31 March 2023 (amounting to Rs. 10.14 crores) exceed the prescribed limits under Section 197 read with Schedule V to the Act by Rs. 3.28 crores. As per the provisions of the Act, the excess remuneration is subject to approval of the shareholders which the Parent Company proposes to obtain in the forthcoming Annual General Meeting.

Registered Office:

14th Floor, Central B Wing and North C Wing, Nesco IT Park 4, Nesco Center, Western Express Highway, Goregaon (East), Mumbai - 400063

We did not review the interim financial statements /financial information/ financial results of one Subsidiary and 56 step-down subsidiaries included in the Statement, whose interim financial statements /financial information/ financial results reflects total revenues (before consolidation adjustments) of Rs. 73,507.96 crores, total net profit after tax (before consolidation adjustments) (net) of Rs. 3,288.26 crores and total comprehensive income (before consolidation adjustments) (net) of Rs. 8,648.66 crores, for the quarter ended 30 June 2023, as considered in the Statement. The Statement also include the Group’s share of net profit after tax (net) of Rs. 146.09 crores and total comprehensive income (net) of Rs. 146.09 crores, for the quarter ended 30 June 2023 as considered in the Statement, in respect of four associates and two joint ventures, whose interim financial statements / interim financial information/ interim financial results have not been reviewed by us. These interim financial statements /interim financial information/ interim financial results have been reviewed by other auditors whose reports have been furnished to us by the Parent’s management and our conclusion on the Statement, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries, step-down subsidiaries, associates and joint ventures, is based solely on the reports of the other auditors and the procedures performed by us as stated in paragraph 3 above.

The Statement includes the interim financial statements /financial information/ financial results of ten subsidiaries and eleven step-down subsidiaries which have not been reviewed, whose interim financial statements /financial information/ financial results reflects total revenues (before consolidation adjustments) of Rs. 828.85 crores, total net profit after tax (before consolidation adjustments) (net) of Rs. 13.72 crores and total comprehensive income (before consolidation adjustments) (net) of Rs. 13.65 crores, for the quarter ended 30 June 2023, as considered in the Statement. The Statement also includes the Group’s share of net profit after tax of Rs. 60.37 crores and total comprehensive income of Rs. 60.37 crores, for the quarter ended 30 June 2023 as considered in the Statement, in respect of four associates and one joint ventures, based on their interim financial statements /financial information/ financial results which have not been reviewed. According to the information and explanations given to us by the Parent’s management, these interim financial statements /financial information/ financial results are not material to the Group.

We did not review the interim financial statements/financial information/financial results of one joint operation included in the Statement, whose results reflect total revenue (before consolidation adjustments) of Rs. 5,201.67 crores, total net profit after tax (before consolidation adjustments) of Rs. 177.93 crores and total comprehensive income (before consolidation adjustments) of Rs. 178.09 crores, for the quarter ended 30 June 2023, as considered in the statement. The interim financial statements/financial information/financial results of this joint operation has been been reviewed by other auditor whose report has been fursnished to us by the Parent’s Management, and our conclusion in so far as it relates to the amounts and disclosures included in respect of this joint operation, is based solely on the report of such other auditor and the procedures performed by us as stated in paragraph 3 above.

News Release – 6                

Particulars

I

(a)   Revenue

(b)   Other operating revenues

II

III

IV

(a)   Cost of materials consumed

(b)   Purchase of products for sale

(c)   Changes in inventories of finished goods, work-in-progress and products for sale

(d)   Employee benefits expense

(e)   Finance costs

(f)   Compulsorily convertible preference share measured at fair value

(g)   Foreign exchange (gain)/loss (net)

(h)   Depreciation and amortisation expense

(i) Product development/engineering expenses

(j) Other expenses

(k)   Amount transferred to capital and other account

V

VI

(a)   Provision for employee pension scheme (refer note 2)

(b)   Defined benefit pension plan amendment past service cost (refer note 3)

(c)   Employee separation cost

(d)   Write off/provision for tangible/intangible assets (including under development) (net)

(e)   Cost of demerger between subsidiaries of vehicle financing business

(f)   Reversal for onerous contracts and related supplier claims

(g)   Reversal of Impairment in subsidiaries (refer note 4)

(h)   Cost of slump sale of passenger vehicle undertaking

(i) Others

VII

VIII

(a)   Current tax

(b)   Deferred tax

IX

X

XI

(a)   Shareholders of the Company

(b)   Non-controlling interests

XII

(A)  (i) Items that will not be reclassified to profit or loss (refer note 5)

(ii)  Income tax (expense)/credit relating to items that will not be reclassified to profit or loss

(B)  (i) Items that will be reclassified to profit or loss

(ii)  Income tax (expense)/credit relating to items that will be reclassified to profit or loss

XIII

(a)   Shareholders of the Company

(b)   Non-controlling interests

XIV

XV

XVI

A. Ordinary shares (face value of ₹2 each)

(a)   Basic EPS

(b)   Diluted EPS

B. ‘A’ Ordinary shares (face value of ₹2 each)

(a)   Basic EPS

(b)   Diluted EPS

Automotive: The Automotive segment consists of four reportable sub-segments: Tata Commercial Vehicles, Tata Passenger Vehicles, Jaguar Land Rover and Vehicle Financing.

Others: Others consist of IT services and Insurance Broking services.

Particulars

A. 

Segment Revenue:

Revenue from operations

I. 

Automotive and related activity

- Tata and other brands vehicles

(a) Commercial Vehicle

(b) Passenger Vehicle

(c) Corporate/Unallocable

- Vehicle Financing

- Jaguar and Land Rover

Less: Intra segment eliminations

-Total 

II.

Others

Total Segment Revenue

Less: Inter segment revenue

Revenue from Operations

B. 

- Tata and other brands vehicles

(a) Commercial Vehicle

(b) Passenger Vehicle

(c) Corporate/Unallocable

- Vehicle Financing (net off finance costs pertaining to borrowings sourced by the segment)

- Jaguar and Land Rover

Less: Intra segment eliminations

-Total

II.

Others

Total Segment results

Less: Inter segment eliminations

Add/(Less) : Finance costs (excluding pertaining to borrowings sourced by the vehicle finance segment)