Annual Report - Motherson Sumi Systems - 2008-2009

MOTHERSON SUMI SYSTEMS LIMITED

ANNUAL REPORT 2008-2009

DIRECTOR'S REPORT

Your Directors have the pleasure in presenting the 22nd Annual Report
together with the audited accounts of the Company for the financial year
ended 31st March, 2009.

Financial Results

The summarized financial results for the year ended 31st March, 2009 and
for the previous year ended 31st March, 2008 are as follows:

(Rs. in Million)
Year ended Year ended
31.03.2009 31.03.2008

Gross sales 14429 15156
Net sales 12949 13031
Other Income 372 447
Profit before depreciation,
interest and tax 1689 2361
Less: Depreciation 545 500
Less: Interest (net) 291 219
Profit before tax 853 1642
Less: Provision for taxation 157 360
Profit after tax 696 1282
Add: Balance brought forward 1597 1127
Profit available for appropriation 2292 2409



Operations and Performance

During the year under review, your company achieved a turnover of Rs. 13321
million including other income of Rs. 372 million in comparison of its
turnover of Rs. 13478 million including other income of Rs. 447 million of
the previous financial year ended March, 2008.The marginal decline was due
to unfavorable market conditions in the Automobile Sector.

The profit after tax for the year ended March, 2009 at Rs. 696 million was
lower than the previous financial year ended March, 2008 at Rs. 1282
million. As per the Consolidated Accounts the profit after tax was Rs. 2212
million as compared to Rs. 1750 million in year 2007-2008.

The operational performance of the Company has been comprehensively covered
in the Management discussions and analysis, which forms part of the
Directors' Report.

Dividend

Your Directors recommended payment of dividend of Rs.1.35 per share of Rs.
1/- each for the financial year ended March 31, 2009. The dividend, if
approved by the members will be paid on or after September 24, 2009.

Credit Rating

The Company continues to enjoy 'A1+' rating by ICRA for its commercial
paper / short-term debt program of Rs 1000 million.

Strategic Acquisition

During the year 2008-2009, the Company has acquired global rear view mirror
business from Visiocorp Plc. through its step down subsidiary Samvardhana
Motherson Visiocorp Solution Limited, Jersey. The acquisition has been
completed on 6th March, 2009.

Visiocorp is a market leader in exterior rear view mirror systems and
brings its cutting edge technology, covering the complete range of mirrors
from low-end entry segments to high-end luxury segments.

With this acquisition, Samvardhana Motherson Group has become one of the
largest manufactures of automotive mirrors in the world. This further
elevates the group's positioning as a major Tier 1 supplier to automotive
industry with a global footprint spanning 20 countries and having 80
manufacturing units.

Fixed Deposits

The Company has neither invited nor accepted any deposits from the public
during the year. There is no unclaimed or unpaid deposit lying with the
Company.

Directors

In accordance with the provisions of the Companies Act, 1956 and Articles
of Association of the Company Mr. Bimal Dhar and Mr. Hiroto Murai,
Directors of the Company retire by rotation and being eligible, offer
themselves for re-appointment.

The Board of Directors have appointed Mr. M.S. Gujral as Chairman and Mr.
V.C. Sehgal as Vice Chairman of the Company. Further, Mr. Laksh Vaaman
Sehgal has been appointed as an Additional Director of the Company w.e.f.
30.04.2009.

Your Directors welcome Mr. Laksh Vaaman Sehgal on the Board of the Company.

Brief resume of the above Directors, nature of their expertise in
functional areas and the name of the public companies in which they hold
the Directorship and the Chairmanship/Membership of the Committees of the
Board, as stipulated under Clause 49 of the Listing Agreement with the
Stock Exchange, are given as Annexure to the Notice convening the Annual
General Meeting.

Directors' Responsibility Statement

Pursuant to Section 217(2AA) of the Companies Act, 1956 and subject to
disclosures in the Annual Accounts, we state as under:

a) That in the preparation of the annual accounts, the applicable
accounting standards have been followed and that no material departure were
made for the same;

b) That the Directors have selected such accounting policies and applied
then consistently and made judgments and estimates that were reasonable and
prudent so as to give a true and fair view of the state of affairs of the
Company at the end of the financial year and of the profit of the Company
for year ended on that date;

c) That the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of the
Company and for preventing and detecting fraud and other irregularities;

d) That Directors have prepared the annual accounts on a going concern
basis.

Auditors

The Auditors of the Company M/s. Price Waterhouse, Chartered Accountants,
Gurgaon, retire at the ensuing Annual General Meeting and, being eligible,
offer themselves for re-appointment. The Company has received a letter from
them to the effect that their appointment, if made, would be within the
prescribed limit under section 224(1B) of the Companies Act 1956.

The observations of the Auditors and the relevant notes on the accounts are
self-explanatory and therefore do not call for any further comments.

Consolidated Financial Statements

In accordance with the Accounting Standard-21 on Consolidated Financial
Statements read with Accounting Standard - 23 on Accounting for Investments
in Associates and AS -27 on Financial Reporting of Interests in Joint
Venture in Consolidated Financial Statements, your Directors have the
pleasure in attaching the Consolidated Financial Statements which form a
part of the Annual Report.

The performance of the Company on consolidated basis its subsidiaries and
joint venture companies, is discussed at length in the Management
discussion & analysis, which forms part of the Directors' Report.

Particulars required as per Section 212 of the Companies Act, 1956

As per Section 212 of the Companies Act, 1956, your Company is required to
attach the Directors report, balance sheet and profit and loss account of
the subsidiaries of the Company.

The Company has granted exemption for the year ended March 31, 2009 by the
Ministry of Corporate Affairs from attaching to its Balance Sheet, the
Annual Reports of its subsidiary companies. As per the terms of the
Exemption Letter, a statement containing brief financial details of the
Company's subsidiaries for the year ended March 31, 2009 is included in the
Annual Report.

The annual accounts of the subsidiary companies, along with related
detailed information shall be made available to the holding and subsidiary
investors seeking such information at any point of time. Any shareholder of
the Company/ its subsidiaries interested in obtaining the annual accounts
of the subsidiaries may write to the Company Secretary at the Registered
Office of the Company. The annual accounts of the subsidiary companies
shall also be kept for inspection by any investor in a Registered Office of
the Company. In the opinion of the management, the consolidated accounts
present a full and fair picture of the state of affairs and financial
condition and they are accepted globally.

Audit Committee

The Audit Committee was constituted in terms of the requirements set out in
Clause 49 of the Listing Agreement with the stock exchange(s) on Corporate
Governance comprising Mr. M. S. Gujral, Maj. Gen. Amarjit Singh (Retd.),
Mr. Toshimi Shirakawa and Mr. Arjun Puri. Mr. M. S. Gujral is the Chairman
of the Audit Committee.

Exports

The Company's exports during the year were Rs. 2347 million as against Rs.
2499 million in the previous financial year. The Company continues to make
its efforts towards achieving higher growth by providing cost competitive
quality solutions to its customers. In addition, the Company has set up
offices, mainly in Europe, to constantly service the customers as well as
scan the markets for growth.

Corporate Governance

A separate section on Corporate Governance, forming a part of the
Director's Report and the certificate from the Company's auditors
confirming compliance of conditions on Corporate Governance as stipulated
in Clause 49 of the Listing Agreement, is included in the Annual Report.

Listing

The shares of your Company are listed at National Stock Exchange of India
Limited, Bombay Stock Exchange Limited, Delhi Stock Exchange Association
Limited and Ahmedabad Stock Exchange. The bonds of the Company are listed
at Singapore Exchange Securities Trading Limited. The listing fees for the
year 2009-2010 have been paid to the said Stock Exchanges.

Particulars of Employees

Information as per Section 217 (2A) of the Companies Act, 1956, read with
the Companies (Particulars of Employees) Rules, 1975 as amended, the name
and other particulars of the employees are set out in the annexure to the
Directors' Report.

However, having regard to the provisions of section 219(1)(b)(iv) of the
Companies Act, 1956, the Annual Report is being sent to all the
shareholders of the company excluding the statement of particulars of
employees under section 217(2A) of the Companies Act, 1956. Any shareholder
interested in obtaining a copy of the said statement may write to the
Company Secretary at theregistered office of the Company and same will be
sent.

Energy Conservation, Technology Absorption and Foreign Exchange Earning and
Outgo

Information under section 217(1)(e) of the Companies Act, 1956, read with
Companies (Disclosure of Particulars in the Report of Board of Directors)
Rules, 1988 is given in Annexure 'A' to this Report.

Human Resources

The relations with the employees and associates continued to remain cordial
throughout the year. The Directors of your Company wish to place on record
their appreciation for the excellent team spirit and dedication displayed
by the employees of the Company.

Acknowledgement

Your Board of Directors would like to place on record their sincere
appreciation for the wholehearted support and contributions made by all the
employees of the Company as well as customers, suppliers, bankers and
government authorities particularly in the state of Delhi, Haryana, Uttar
Pradesh, Maharashtra, Tamilnadu and Karnataka towards the conduct of the
efficient operations of your Company. Last but not the least the Board of
Directors wish to thanks the shareholders, FCCB holders of the Company and
the collaborator Sumitomo Wiring Systems Limited, Japan for its continuous
support.

For and on behalf of the Board
For MOTHERSON SUMI SYSTEMS LIMITED

Place : Noida M.S. Gujral V. C. Sehgal
Date : 27th July, 2009 Chairman Vice Chairman

Annexure A' to Directors' Report

Information regarding Conservation of Energy, Technology Absorption and
Foreign Exchange Earnings and Outgo Pursuant to Companies (Disclosures of
Particulars in the Report of Board of Directors) Rules, 1988 and forming
part of Directors' Report.

A. Conservation of Energy

a) Energy Conservation measures taken :

The Company has constantly been emphasizing as optimization of energy
consumption in every possible area in its units. Various avenues are being
explored at periodic interval and after careful analysis and planning
measures are being initiated to minimize the consumption of energy by
optimum utilization of energy consuming equipments. During the year under
review, the following measures were initiated/ adopted for conservation and
optimize utilization of energy.

* Installation of occupancy sensor to switch-off lights automatically

* Installation of auto switch-off timer in fans

* Reduction in energy consumed by replacing high wattage bulbs on machines
to low wattage LEDs.

* Energy saving tube lights installed across all units

* Installed variable drive motors on compressors

* Daylight sensors on street lights

* Optimised air-cooling systems

b) Future Proposals for Energy Conversion

The Company will take necessary measures as may be required from time to
time for conversion of energy.

c) Impact of the measures at (a) & (b) above for reduction of energy
consumption

The above measures will result in energy saving and consequent decrease in
cost of production.

B. Technology Absorption

The following efforts are being made in technology absorption:

Research & Development (R&D)

1. Specific areas in which R&D is carried out by the Company

The Company has been continuously working towards enhancing its research
and development capabilities. In addition to enhancing capabilities in the
area of Wiring harness design and adoption of new methods and techniques
for manufacturing and assembly of harnesses, the company is also focusing
in enhancing its capabilities in the area of Jigs and applicators designing
and manufacturing.

The Company has been keeping pace with the technological advances by
implementation of state-of-the-art manufacturing best practices. Research
and Development was carried out for the development of the new models for
several Indian and overseas customers.

In process engineering the Company introduced a silicon sealing machines
for earth terminals.

2. Benefits derived as a result of the above R&D

The benefits derived as a result of the above research and development
programmes was in the form of winning new businesses, building confidence
of existing customer and reducing the time to market.

3. Future plan of action

Steps are continuously being taken for innovation and renovation of
products and enhancement of product quality/ profile, to offer better
products at relatively affordable prices to customers.

4. Expenditure on R&D

During the year, the Company spent Rs. 50.72 million. This is equivalent of
0.38% of the turnover.

Technology absorption, adaptation and innovation

With the changing requirements in wiring harness manufacturing, the Company
has acquired new machines and processes as per the product requirements.
The Company has successfully implemented a number of Kaizen led
improvements to enhance productivity and manufacturing efficiency.

The company sends it design engineering regularly to its Collaborator, for
working together for designing and development of new harnesses for future
models to be introduced by the OEMs, in addition to collaborators
technicians providing on-site support to the company.

- Benefits derived as a result of the above efforts: The Company is now
partnering the new development and designing with its major customers.

- Imported Technology: the company has access and implemented the latest
processes and techniques in its manufacturing and design facilities.

C. Foreign Exchange Earnings and Outgo

1. The activities relating to export, incentives to increase exports and
developments of new export markets are discussed below.

The Company has continued to maintain focus and avail of export
opportunities based on economic consideration. During the year, the Company
has exports (FOB value) worth Rs. 2347 million.

2. Total foreign exchange used and earned

(Rs. in million)

a. Total Foreign exchange earned 2389
b. Total Foreign exchange used 4419

The detailed information on foreign exchange earnings and outgo is also
furnished in the notes to the accounts.

For and on behalf of the Board
For MOTHERSON SUMI SYSTEMS LIMITED

Place : Noida M.S. Gujral V.C. Sehgal
Date : 27th July, 2009 Chairman Vice Chairman

MANAGEMENT DISCUSSION AND ANALYSIS

Overview (2008-09):

The year 2008- 09 is unprecedented for MSSL. The year marked the
acquisition of rear view mirror business of Visiocorp, a strategic move for
leveraging on our existing strengths and fostering deeper customer
relationship. This also transforms the company into a global player
catering to Tier1 requirements globally.

Indian Vehicle Market

The Indian vehicle market, after few years of consistent good growth,
witnessed a distinct slowdown in growth. While both passenger car and Two
wheelers market registered positive growth, the commercial vehicle segment
has negative growth over the previous year.

Figures in Thousand Nos.

Segment 2008-09 2007-08 2006-07

Passenger Vehicles

Numbers 1,846 1,754 1,545
Growth rate 5% 14% 18%
Commercial Vehicles
Numbers 417 545 520
Growth rate (23%) 5% 33%

Two wheelers

Numbers 8,348 8,009 8,444
Growth rate 4% (5%) 11%

During the period, the consolidated revenues of MSSL grew by 28% to Rs
25,956 million and on a standalone basis , the revenues were almost flat at
Rs 12,949 million

Product Portfolio
Rs. in Million

2008-09 2007-08 Growth %
Consolidated
Wiring harnesses 15,675 13,351 17%
Polymer components 4,486 4,370 3%

Rs. in Million
2008-09 2007-08 Growth %

Rubber/metal machined
components 2,152 2,207 (3%)
Mirrors 3,643 353 932%
Total 25,956 20,281 28%
Standalone
Wiring harnesses 9,453 9,517 (1%)
Polymer components 3,216 3,120 3%

Rubber/metal machined
components 280 394 (29%)
Total 12,949 13,031 (1%)

Some of the main highlights of the Company during the year 2008-09 were:

1) The Company acquired the global business of Visiocorp engaged in the
manufacture of rear view mirrors on 6th of March 2009. With this
acquisition, MSSL has become one of the largest manufacturers of automotive
mirrors in the world. This further elevates its positioning as a major Tier
1 supplier to automotive industry with a global footprint spanning 20
countries. The consolidated figures include one month figures of acquired
entities.

2) The consolidated revenues grew by 13% over the previous year, if we were
to exclude one month of revenues of the acquired entity.

3) The Company's wiring harness business crossed Rs 15 billion and
witnessed a healthy growth of 17% over the previous year.

Sales Performance

The sales performance of the Company during the year 2008-09 on
consolidated and stand-alone basis is as follows:

Rs. in Million
2008-09 2007-08 % increase
Consolidated
Customers within India 14,431 12,817 13 %
Customers outside India 11,525 7,464 54 %
Total 25,956 20,281 28 %
Standalone
Customers within India 10,382 10,420 -
Customers outside India 2,567 2,611 (2 %)
Total 12,949 13,031 (1 %)

The Company's sales to customers in India grew by 13% on consolidated basis
while on standalone basis it declined marginally by 0.37%. Consolidated
sales to customers outside India increased by 54% to Rs.11,525 million
moving from 37% to 44% of total sales. With the acquisition of the rear
view mirror business from Visiocorp, the non-automotive business will
decline substantially. However, 2008-09 includes only one month figures of
the acquired entity, the non automotive business is 12% of the consolidated
revenue.

The revenues of automotive and non automotive business for the year 2008-09
have been as follows:

Rs. in Million
Total Revenue 2008-09 %of Total 2007-08 %of Total %Increase

Consolidated
Automotive 23,969 87% 17,788 86% 35%
Non automotive 3,441 12% 3,139 15% 10%
Unallocated 156 1% (135) (1%) 216%
Total 27,566 100% 20,792 100% 33%
Standalone
Automotive 11,685 88% 12,118 90% (4%)
Non automotive 1,470 11% 1,494 11% (2%)
Unallocated 167 1% (134) (1%) 225%
Total 13,322 100% 13,478 100% 1%

Financial Review

The summary of financial results of the Company on consolidated and
standalone basis is as follows:

As mentioned earlier, the results for the year 2008-09 include one month
result of the acquired entities of Visiocorp. The acquisition has been done
through special purpose vehicle , Samvardhana Motherson Global Holdings
Limited, Cyprus in which the Company 's 100% subsidiary MSSL Mauritius
Holding Limited is holding 51 % of the capital. In accordance with GAAPs
accounting, the revenues are consolidated line by line as subsidiary and
the share of profit/(loss) of minority shareholders is adjusted as
'Minority Interest'.

Rs. in Million
Consolidated 2008-09 2007-08 % increase

Sales 25,956 20,281 28%
Profit before interest,
depreciation and tax(*) 3245 3379 (4%)
Exchange Fluctuations on FCCB 249 266 (6%)
Exceptional Income / (Expenditure) Net 897 240 274%
Profit before taxes 2,560 2,264 13%
Profit after taxes 2,212 1,750 26%
Concern Share after adjusting
minority interest 1,763 1779 (1%)
Earning per share (Rs) 4.96 5.03 (1%)

* Represents excluding foreign exchange fluctuation on FCCBs & exceptional
income/expense

The details of exceptional income / (expenditure) are as follows:

1. During the year 2008-09, the Company has one time net income of Rs 1,009
million at Samvardhana Motherson Visiocorp Solutions Limited.

2. Balda Motherson, the Company 's joint venture has made provision of
impairment of fixed assets of which Company has taken provision of Rs 112
million in its consolidated accounts in proportion of its shareholding in
the joint venture.

3. During the year 2007-08, the Company has an income of Rs 240 million
arising out of profit on sale of land.

Rs. in Million
Standalone 2008-09 2007-08 % increase

Sales 12,949 13,031 (1%)
Profit before interest,
depreciation and tax(*) 2,048 2,387 (14%)
Exchange fluctuation on FCCBs 249 266 (6%)
Exceptional Income/ ( expenditure) (110) 240 (146%)
Profit before taxes 852 1,642 (48%)
Profit after taxes 695 1,282 (46%)
Earning per share (Rs) 1.96 3.63 (46%)

* Represents excluding foreign exchange fluctuation on FCCB & exceptional
income/expense

Notes:

1. The Company has made provision for Rs 110 million consequent to
impairment of fixed assets done by Company's JV Balda Motherson Solution
India Ltd.

2. The figures of 2007-08 include Rs 240 million towards profit on sale of
land.

Financial Position

The financial position and other highlights are as follows:

Rs. in Million
2008-09 2007-08 % change
Consolidated

Capital Expenditure (Net) 2,627 1,695 55%
Net Fixed Assets 15,412 6,314 144%
Cash and Bank balances 2,766 954 190%
Net Current Assets 3,169 3,733 (15%)
Net Worth 7,566 4,939 53%
Foreign Currency Convertible Bonds 3,071 2,891 6%
(FCCBs) ** (Euros 45.7 (Euros 45.7
Million) Million)

Loans other than FCCB 5,880 2,000 194%
Standalone
Capital Expenditure (net of disposals) 2,119 1,241 71%
Net Fixed Assets 5,863 4,320 36%
Cash and Bank Balances 179 327 (45%)

Rs. in Million
2008-09 2007-08 % change

Net Current Assets 633 2,143 (70%)
Net Worth 3,893 3,605 8%
Foreign Currency Convertible Bonds
(FCCBs) ** 3,071 2,891 6%
(Euros 45.7 (Euros 45.7
Million) Million)
Loans other than FCCB 2,311 1,719 34%

**Includes addition of Rs. 180 million and Rs. 244 million on re-
instatement of FCCBs as on 31-03-2009 and 31-03-2008 respectively.

Wiring Harnesses

The Company's brand has been closely associated with wiring harnesses
because of its long standing presence in this product segment, dominant
market share and a high proportion of corporate revenues derived from it.
The wiring harness division accounts for nearly two-third of the Company's
revenue. The Company together with it's Joint Ventures also enjoys 65%
market share of the passenger car segment in India as accessed by the
Company. The Company is a leading supplier of wiring harnesses to most of
the OEMs in India. The division has the capability to design harnesses from
the vehicle designing stage. There is a high degree of backward integration
for the product. Critical inputs like wires, connectors, terminals, fuses
and fuse boxes, tube clamps and binders, grommets and seals, caps and
sleeves etc are all manufactured by the group which facilitates consistent,
just-intime product supply and high quality end product.

The Company with its subsidiaries and joint ventures has its manufacturing
base spread in India, Sharjah, Ireland and the United Kingdom. These
manufacturing unit locations have been strategically selected to give
logistical support to serve major customer destinations. The combination of
design, range, quality, infrastructure, technology and proximity helped
MSSL emerge as a complete service provider in the field of wiring harness.

The customer base of MSSL spans the entire spectrum of the automotive
industry and includes passenger cars and MUVs, two wheelers, commercial
vehicles, tractors and farm equipment, earth moving and material -handling
equipment, electrical & electronics and medical systems.

Rs. in Million
Wiring Harness 2008-09 2007-08 % Increase

Consolidated
Customers within India 10,801 9,510 14%
Customers outside India 4,874 3,841 27%
Total 15,675 13,351 17%
Standalone
Customers within India 7,404 7,459 (1%)
Customers outside India 2,049 2,058 (1%)
Total 9,453 9,517 (1%)

Domestic Market

The Company continues to be a dominated player in the domestic market.
During the year the copper prices together with volatile foreign exchange
impacted the revenues of the division.

The wiring harness division continued to receive appreciation from its
customers which is reflected in the awards received in the categories of
Quality, Cost, Delivery, Development, Management, Vendor Performance &
Supply to name a few.

Exports

The total export of wiring harness on consolidated basis reached a new high
level of Rs 4.9 billion. The exports from India were almost flat at Rs 2.05
billion, on standalone basis. The consolidated sales to customers outside
India in this segment grew by 27%; the growth was also contributed by the
Company's joint venture, Motherson Sumi Wiring System Ltd. (FZC), Sharjah.

Out of the total exports of Rs 4,873 million, direct exports constitute 52%
of the total, the rest being exports to the collaborator for the global
passenger car market for which manufacturing is done at Bangalore and
Sharjah.

Outlook

The Company's customer base has expanded this year both domestically and in
the international market with the entry of various new customers across all
segments. The customer base is expected to expand substantially in the
coming years also as many new customers are entering the market and
existing customers are introducing new models. The prospects of the segment
appear encouraging across the foreseeable future. The cost of main raw
material, copper continues to be volatile in the international market,
which remains a challenge.

The Company has expanded the following capacities during the year 2008-2009

* 'New plants have been set up in Noida & Pune to meet the requirements of
domestic and export market.

* New plant for export of wiring harnesses is being set-up at Kandla

* The extrusion capacity of Motherson Sumi Electrical Wires, Bangalore
increased from 18,000 km to 26,000 km per month.

* During the year 2009-10, the company will be setting up unit at Chennai
for future upcoming projects of Nissan

Polymer

The division has 14 manufacturing units across India, Sharjah, Germany and
Czech Republic supported by various joint ventures and subsidiaries. It is
amongst the largest plastic component suppliers to the automotive and
consumer electronic industries in India. The division contributed
approximately 17% to the Company's consolidated revenues in 2008-09.

The range of products manufactured by the polymer division of the company -
Motherson Automotive Technologies Engineering (MATE) includes injection-
moulded components, assemblies, blowmoulded components and integrated
modules. In order to keep pace with increasing customer requirements, MATE
continuously upgraded its existing facilities and added new facilities.
MATE also manufactures air filters for automotive application with
technology from Roki, Japan. MATE has 10 manufacturing facilities in India
spread over Noida, Manesar, Bangalore, Chennai and Pondicherry.

Rs. in Million
Polymer 2008-09 2007-08 % Increase

Consolidated
Customers within India 2,970 2,718 9%
Customers outside India 1,516 1,652 (8%)
Total 4,486 4,370 3%
Standalone
Customers within India 2,810 2,714 4%
Customers outside India 406 406 -
Total 3,216 3,120 3%

Domestic

During the year, MATE achieved an increase of 3% in its domestic revenues.
The division is focusing on adding new value added modules that require
specialized engineering abilities.

Markets outside India

The exports were severely affected by the global slowdown. On consolidated
basis the sales to the customers outside India was Rs 1.5 billion. In
addition to the revenues being contributed by MATE, this business is
operated through the Company's subsidiaries namely MSSL Polymers GmbH (MSP-
G), MSSL Tooling Ltd. (FZC) (MTL), Global Environment Management (GEM) and
MSSL Advanced Polymers s.r.o.(MSP - CZ). GEM launched its product Aerobin
in Europe, and is setting up the distribution network.

Outlook

* New units coming up in Pune and Chennai are near completion. These units
will be meeting the growing demands of the domestic market mainly catering
to the customers in these regions.

* MSSL Advanced Polymers s.r.o (Czech Republic) plans to build a new
factory. Construction work for the same is to commence soon

* MATE will be setting up unit at Bangalore and in the Ford Supplier Park,
Chennai.

Automotive Mirrors

Till March 2009 the mirror business was conducted by MSSL through its joint
venture company Visiocorp Motherson Limited. The JV is the market leader in
Indian passenger car market with nearly 48% share as accessed by the
Company. On 6th March 2009 MSSL took over the global rearview mirror
business of Visiocorp Group which was under administration. With this
takeover MSSL has become one of the largest manufacturers of rear view
mirrors in the world. The details of this takeover have been discussed in
detail in the earlier sections of this annual report.

This division contributed a turnover of Rs 3,642 million which includes
full year turnover of the Indian company (49% being MSSL direct holding)
and one month turnover of Visiocorp group. The last year unaudited turnover
of Visiocorp Group was USD 660 million. This division is going to be the
major contributor to the turnover in the coming years.

Rs. in Million
Mirrors 2008-09 2007-08 % Increase

Consolidated
Customers within India 634 329 93%
Customers outside India 3,009 24 1243%
Total 3,643 353 932%

Machined Metal Components, Rubber Components and others:

1. Metal Machining business is done by Motherson Innovative Engineering
Solutions (MINES), a division of MSSL which has facilities at Bangalore and
Chennai. In addition to this ,the Company has a JV Motherson ORCA Precision
Technologies GmbH at Donaueschngen, Germany.

2. Rubber Business: the Rubber Business is conducted through the 3 joint
ventures with Woco and Motherson Elastomers Pty Ltd., MSSL is establishing
facilities for rubber compounding and products in India that will use the
technology acquired in Australia.

3. Fuses, Fuse Holders and others - This business is conducted through its
subsidiary Motherson Pudenz Wickmann Limited.

Rs. in Million
RUBBER/METAL
MACHINED
COMPONENTS 2008-09 2007-08 % Increase

Consolidated
Customers within India 25 261 (90%)
Customers outside India 2,127 1,946 9%
Total 2,152 2,207 (3%)

Rs. in Million
RUBBER/METAL
MACHINED
COMPONENTS 2008-09 2007-08 % Increase

Standalone
Customers within India 168 248 (32%)
Customers outside India 112 146 (23%)
Total 280 394 (29%)

The performance of these businesses namely rubber, metal, fuses and fuse
related components has been discussed in details under 'Performance of
Subsidiaries and Joint Ventures'

Outlook

The Company has set up facilities for rubber compounding and rubber
moulding at Chennai by shifting part of the equipment from Australia. This
is expected to increase competitiveness of the Company in the segment.

Performance of Subsidiaries & Joint Ventures

The summary of the financial performance of the Company's, subsidiaries is
disclosed elsewhere in the annual report & forms part of the MDA. The
summary of financial highlights of the JV companies is as follows:

Rs. in Million
MSSL Holding Capital Employed Net Sales
2008-09 2008-09 2007-08 2008-09 2007-08
Kyungshin Industrial
Motherson Ltd. 50% 1,022.70 839.03 4,983.13 3,200.07
Visiocorp Motherson Ltd.
(formerly Schefenacker
Motherson Ltd.) 49% 337.19 177.91 1,073.12 719.62
Balda Motherson
Solution India Limited 40% 397.04 744.53 199.82 13.97
Woco Motherson
Ltd. (FZC) 33.33% 107.45 128.19 266.95 321.92
Woco Motherson
Elastomer Ltd. 33.33% 167.29 168.98 322.02 326.32
Woco Motherson Advanced
Rubber Technologies Ltd. 33.33% 307.53 342.73 374.51 385.48
Calsonic Kansei Motherson
Auto Products Limited 49% 117.15 93.02 3.21 1.27

Rs. in Million
Profit After Tax Capital Expenditure
2008-09 2007-08 2008-09 2007-08
Kyungshin Industrial
Motherson Ltd. 440.08 274.96 184.10 262.62
Visiocorp Motherson Ltd.
(formerly Schefenacker
Motherson Ltd.) 67.51 39.70 148.93 18.31
Balda Motherson
Solution India Limited (415.84) (130.49) 27.67 77.60
Woco Motherson
Ltd. (FZC) 59.49 103.51 2.20 12.31
Woco Motherson
Elastomer Ltd. 36.65 19.73 3.95 9.11
Woco Motherson Advanced
Rubber Technologies Ltd. 70.34 77.06 12.09 17.52
Calsonic Kansei Motherson
Auto Products Limited (45.57) (6.98) 77.38 2.15

Brief of companies:

MSSL Mideast (FZE)

MSSL (ME) is a 100% subsidiary of Motherson Sumi Systems Ltd and
specializes in manufacturing of wiring harness. It is located in SAIF Zone
Sharjah, UAE.

Area of Business: It supplies wiring harness to leading manufacturers of
material handling equipment and off-road vehicles in Europe.

Certifications: TS 16949 & UL Certification

Performance in 2008-09: During the year, the company's revenue grew from
Euro 20 million to Euro 21 million. MSSL Mideast entered the Guinness Book
of World records for constructing the longest balloons chain, for the
longest contra line dance and also for maximum number of faces painted in
one hour. This was a part of employee morale building exercise.

Kyungshin Industrial Motherson Limited (KIML)

KIML is a joint venture between Kyungshin Industrial Co. Ltd., South Korea
and Motherson Sumi Systems Ltd. The company manufactures wiring harnesses
at twin locations in Chennai (India).

Area of Business: It caters exclusively to the wiring harness requirements
of Hyundai Motors India Limited for its complete range of cars manufactured
in India.

Certifications: ISO/TS 16949:2002, ISO 14001:2004, QUALITY 5 STAR

Performance in 2008-09: KIML achieved a turnover of Rs 4983 million as
compared to the Rs. 3200 million in the previous year. KIML is the 100%
supplier of wiring harnesses to Hyundai Motors India since the beginning.
During the year, KIML started mass production of wiring harness for Hyundai
i20 for domestic and export market. The joint venture has expanded its
capacity to meet the requirements of the customer.

MSSL (GB) LTD.

The company is a 100% subsidiary of Motherson Sumi Systems Ltd. and located
in New Castle, UK.

Area of Business: The Company supplies wiring harness and related modules
to niche segments in UK.

Performance in 2008-09: MSSL (GB) achieved a turnover of GBP 4 million, as
compared to GBP 5 million of the previous year. The company established its
operations in 2007 and is now fully integrated with the group.

Motherson Sumi Wiring Systems Limited

The company is a joint venture between Motherson Sumi Systems Ltd. and
Sumitomo Wiring Systems Ltd, Japan. The company is located in SAIF Zone,

Sharjah, UAE.

Area of Business: MSWS supplies wiring harness to Sumitomo Electric Wiring
Systems in Europe.

Performance in 2008-09: The joint venture grew its revenues from Euro 16
million to Euro 30 million registering a growth of 86%.

Motherson Electrical Wires Lanka Private Limited

The company is a 100% subsidiary of Motherson Sumi Systems Limited and is
located in Sri Lanka.

Area of Business: The Company specializes in the manufacturing of wires for
automotive applications. It supplies wires to different manufacturing
locations of the group.

Certifications: BUREAU VERITAS Certification of ISO 9001:2000

STANDARD

Performance in 2008-09: MWL achieved revenue of US$ 25 million as compared
to US $ 24 million of the previous year.

MSSL Tooling Limited (FZE)

The company is a 100% subsidiary of Motherson Sumi Systems Limited and is
located in Sharjah, UAE.

Area of Business: It specializes in the manufacturing of plastic molded
components and tooling.MTL supplies to Tier 1 customers and supports the
polymer business in Europe

Performance in 2008-09: The revenue of MTL was Euro 4 million for the
current year, as compared to Euro 2 million of the previous year
registering a growth of 109%.

Balda Motherson Solution India Limited

Balda Motherson is a joint venture between Balda AG (Germany) and Motherson
Sumi Systems Limited and is located in Chennai.

Area of Business: The company supplies injection moulded components and
assemblies for mobile phones, electrical and electronic equipments.

Certifications: ISO 9000

Performance in 2008-09: The sales for the company reached Rs 200 million.
New products comprised of mobile charger cover.

Calsonic Kansei Motherson Auto Products Limited

The company is a joint venture between Motherson Sumi Systems Ltd. and
Calsonic Kansei, Japan. The manufacturing unit is located in Manesar,
India.

Area of Business: The Company specializes in the manufacture of climate-
control systems including HVAC modules, compressors, body control modules
and meter clusters for the automotive industry.

Performance in 2008-09: The company generated revenue of Rs 4 million. The
company successfully launched HVAC (heating, ventilation and air
conditioning) and Compressors for Maruti Suzuki India Limited. The company
will be engaged in marketing, selling, exports, service, manufacturing and
assembly of auto parts of integrated HVAC, ECM (Engine cooling module),
Exhaust System (press and welding), CCM (cross car beam), Compressor, BCM
(body control module), Instrument Cluster (meter, electronics) and CPM
(cockpit module). The construction of the Chennai manufacturing unit has
started and production to commence in the next year.

MSSL Polymers GmbH

The company is a 100% subsidiary of Motherson Sumi Systems Ltd. and is
located in Germany.

Area of Business: The company specializes in the manufacture of climate-
control systems including HVAC modules, compressors, body control modules
and meter clusters for the automotive industry.

Certifications: TS16949:2002; ISO 14001:2005; ISO 13485

Performance in 2008-09: The company recorded a revenue of Euro 13 million,
as compared to Euro 15 million of the previous year. A negative growth is
shown due to drop in volume of work of major customers due to global
recession.

MSSL Polymers s.r.o

The company is a 100% subsidiary of Motherson Sumi Systems Ltd. and is
located in Czech Republic.

Area of Business: The company serves automotive and medical equipment
industries, mainly the Tier 1 customers who have shifted base to Eastern
Europe.

Certifications: ISO/TS 16949

Performance in 2008-09: The revenue for the company remained flat at Euro 5
million as compared to 2007-08. A new factory to be set up in 2009-10 for
which land has been acquired.

WOCO Motherson Ltd. (FZC)

The Company is a joint venture between Motherson Sumi Systems Ltd. and WOCO
Group of Germany. The company is located at the Sharjah Airport
International Free Zone, Sharjah, UAE.

Area of Business: WML specializes in liquid silicone rubber injection
Moulding. The product range includes products for automotive applications,
medical equipment applications, measuring and control technology and
kitchen appliances.

Certifications: ISO/TS 16949

Performance in 2008-09: The revenue of the company stands at Euro 4 million
as compared to Euro 5 million of the previous year. In calendar year 2008,
the company distributed a total dividend of Euro 1.35 million.

WOCO Motherson Elastomer Ltd.

The company is a joint venture between Motherson Sumi Systems Ltd. and WOCO
Group of Germany and is located in Noida, India.

Area of Business: The company manufactures and exports injection moulded
rubber components back to the Joint Venture Partner.

Certifications: ISO/TS 16949: 2002 & ISO 14001:2004 Performance in 2008-09:
The revenue of the company stands at Rs 322 million as compared to Rs 326
million of the previous year.

WOCO Motherson Advance Rubber Technologies Ltd.

The Company is a joint venture between Motherson Sumi Systems Ltd. and WOCO
Group of Germany and is located at Kandla Special Economic Zone.

Area of Business: The company focuses on automotive and auto component
manufacturing. The range includes pedal parts and solid silicon articles
for acoustic applications besides manufacturing and exporting rubber,
rubber to metal and rubber to plastic bonded parts.

Certifications: ISO/TS16949: 2004

Performance in 2008-09: The revenue for the company stands at Rs 375
million as compared to Rs 385 million of the previous year. Motherson
Elastomer Pty Ltd

The company is a 100% subsidiary of Motherson Sumi Systems Ltd. and is
located in Bendigo, Victoria in Australia.

Area of Business: The company manufactures orbitread tyre compounds,
conveyor belting rubber compounds, automotive component rubber compounds,
weather strips, glass runs, boot and hood seals, tank straps, rubber
flares, bonded components, suspension ushes, engine and transmission
mounts, bump stops, large engine gaskets, silent blocks, industrial
mountings and couplings, auto and truck suspension components

Certifications: ISO/TS 16949(May2009) / ISO9000-200 / ISO14001-2004

Performance in 2008-09: The revenue for the company stands at AUD 32
million as compared to AUD 23 million of last year. To combat the
recessionary trends in Automotive Business, the company has picked up
business for Mixing Compound for Tyreretread and Mining Industry. The
company plans to shift the moulding business to India to reduce the cost of
production.

Motherson ORCA Precision Technology GmbH

The company is a 100% subsidiary of Motherson Sumi Systems Ltd. and is
located in Germany. It was previously called Mothersonsumi Reiner GmbH.

Area of Business: The company serves automobile and auto component
manufacturers and tier 1 customers. The product range includes high
precision machined metal components for critical applications such as fuel
pumps.

Certifications: ISO /TS 16949:2002 (2nd edition: 2002-03-01)

Performance in 2008-09: The revenue for the company stands at Euro 6
million. The operative business of Mothersonsumi Reiner Gmbh was recently
transferred to Motherson Orca Precision Technology Gmbh. The company
specializes in metal machining and provides key technical support to the
venture.

Motherson Pudenz Wickmann Limited

The company is a joint venture between Motherson Sumi Systems Ltd. and
Wilhelm Pudenz GmbH & Wickmann Werke GmbH, Germany. MPWL is located in
Noida, India.

Area of Business: The company's key products are fuses and fuse holders and
electronic circuit breakers. The target sector is consumer electronics.

Performance in 2008-09: The revenue of the company stands at Rs 26 million
as compared with Rs 29 million of the previous year.

Global Environment Management (FZE)

The company is a joint venture between Motherson Sumi Systems Ltd. and E-
Compost Pty Ltd, Australia. It is located at the SAIF Zone, Sharjah, UAE.

Area of Business: The company has a 100% subsidiary in Australia for
marketing its key product Aerobin in Australia. The product recycles
household and garden wastes.

Performance in 2008-09: The revenue of the company stands at AUD 2 million
as compared to AUD 3 million in the last year. Sales revenue from Australia
market is not expected to show any sign of significant recovery until
Spring-09 - which in turn reflects the economic climate as much the
seasonality that influences Aerobin/ Garden sales.

Support Subsidiaries

MSSL GmbH, Germany

The company is a 100% subsidiary of MSSL through MSSL Mideast. MSSL GmbH is
located in Gelnhausen near Frankfurt and acts as the holding company and
corporate office providing support to the European entities.

MSSL Mauritius Holdings Ltd

The company is a 100% subsidiary of Motherson Sumi Systems Ltd. and is
located in Mauritius. The company is holding investments in Woco Motherson
Limited (FZC) Sharjah, MSSL Ireland Pvt. Limited, Ireland, Samvardhana
Motherson Global Holding Ltd, Cyprus.

MSSL Ireland Pvt. Ltd., Ireland

The company is a 100% subsidiary of MSSL Mauritius Holdings Ltd. The
company is located in Ireland and provides design services, mainly to
wiring harnesses customers. It also provides logistics support services to
MSSL and MSSL Mideast, enabling them to supply online to customers in
Europe.

MSSL (S) Pte Ltd.,Singapore

The company is a 100% subsidiary of Motherson Sumi Systems Ltd and is
located in Singapore. It provides support to MSSL and its group companies
mainly for international purchasing. The company is also a holding company
for the group investments in Australia.

MSSL Handles GmbH, Austria

The company is a 100% subsidiary of Motherson Sumi Systems Ltd. and is
located in Austria. It provides support to MSSL by coordinating with the
customers.

MSSL Australia Pty. Ltd.

The company is a 80% subsidiary of Motherson Sumi Systems Ltd. The Company,
after phase- out of Door TRIM Program is now functioning as the corporate
office and holding company for the group investments in Australia.

MSSL Investment Pty. Ltd.

The company is a 80% subsidiary of Motherson Sumi Systems Ltd. through MSSL
Australia Pty. Ltd.

Loan and funds position:

Rs. in Million

Loans Consolidated Standalone
March March March March
31, 2009 31, 2008 31, 2009 31, 2008

Short terms loans 2,040 1,458 885 1,380
Long term loans 3,840 542 1,426 339
Foreign Currency Convertible Bonds 3,071 2,891 3,071 2,891
TOTAL 8,951 4,891 5,382 4,610

Foreign Currency Convertible Bonds (FCCBs)

During the year 2005-06, the Company had issued Zero Coupon Foreign
Currency Convertible Bonds (FCCBs) of Euro 50.30 millions of which an
amount of Euro 45.70 millions is outstanding as on 31-3-2009. The
conversion price of these bonds is Rs 74.30 per share at fixed exchange
rate of Rs 52.01 = Euro 1. In line with Company's conservative policy, the
Company makes provision of premium payable at the redemption, in case
conversion does not happen by the end date i.e 16th July 2010 as charge to
Profit/ (Loss) account. In addition, the Company also provides for exchange
fluctuation on the FCCBs (including on the premium charged so far to Profit
& Loss account) as charge to Profit & Loss account. During the year, the
company has charged an amount of Rs 249 million (Rs 589 million since issue
of bonds) towards exchange fluctuation and amount of Rs 141 million (Rs 558
million since issue of bonds) as charge to Profit & Loss account.

Capital Expenditure

During the year, the Company incurred capital expenditure of Rs 2,627
million and Rs 2,118 million on consolidated and standalone basis. The
significant portion of this expenditure has been funded from internal
accruals. During the year, the Company expects capital expenditure of Rs
3,000 million to Rs 4,000 million.

Human Resource

Human resource is the organization's most valued asset. Effective
management of human resources is imperative to the success of any
organization. MSSL believes in this maxim and hence starts by focusing on
recruiting the best talent in the industry. Proper induction and
orientation is stressed upon which provides a sense of belongingness and
ownership towards the organization. This is the key to MSSL's success.
Skills management is conducted as an ongoing process, with individuals
assessing and updating their recorded skill sets regularly. This is done
through training and development programmes. For senior executives,
Leadership Development Programmes were institutionalized. MSSL provides an
environment to its employees to take higher responsibilities and stretch
assignments from very early stages of their career.

To develop and reinforce the sense of belongingness to the organization
various steps are taken. In our manufacturing units, for each activity
there is a person declared as the owner of that activity, who takes the
onus of maintaining and improving that activity. Another way of involving
employees outside the ambit of their jobs is in extra-curricular activities
which includes cultural programmes and competitions. There are annual day
celebrations, painting competition for the children of employees, picnics,
cultural activities and quality circles, where maximum employee
participation is solicited. Our team also participated in the global skill
Olympics organized by our collaborator SWS. Such programs transcend all
bars and create the 'WE' feeling amongst employees.

Quality Circle is another one of the employee participation methods. In
MSSL they have emerged as a mechanism to develop and utilize the tremendous
potential of people for improvement in product quality and productivity.
The quality circle movement has been gaining strength in the Company. MSSL
has more than 84 quality circles operating within the Company, its
subsidiaries and joint ventures. It was a moment of pride for us when
'Uday' quality circle from SBU- IX was declared the winner at the QCC
organized for the vendors by Maruti Suzuki India Limited. Another quality
circle 'Utsah' from SBU IX was adjudged the winner in QC competition
organized by Maruti Suzuki Supplier's Club. We also participated in the
Quality Circle Convention organized by the Quality Circle Forum of India
for the Delhi chapter and 'Jigyasa' quality circle from SBU- 1 AH was
placed in the excellent category.

MSSL today has a spread in 20 countries round the globe, where people of
different nationalities, ethnicity, language and culture are working
together. This benefits us both ways. It has helped us in giving a global
exposure and understanding to our employees and has also facilitated in
serving our customer across the globe in a better way.

With a view to share its growth, employees are given option to have the
shares of Samvardhana Motherson Finance Limited.

Environment, Health and Safety (EHS)

The top priority for MSSL is to take the time and initiative to help
protect their employees. Utmost attention is given to the safety of its
employees, related communities and the environment at large. Health and
safety form an integral part of work environment.

In MSSL the responsibility of employee health and safety falls on Human
Resource Management. Educating about safety programs, making employees
aware about the health and safety policy of the Company, conduct formal
safety training, etc all form part of EHS training. The supervisors and
departmental heads are responsible for maintaining safe working conditions.

Various safety measures have started this year. A National safety week was
conducted in MSSL from 4th March, 2009 to 10th March, 2009. Various
activities were carried out this week which included display of safety
banners, distribution of safety badges, a quiz competition on the safety
measures and a safety march was held for the workers on the shop floor of
the units. A meeting was also held with all contractors for safety
awareness. In addition to these, Advanced Fire Fighting Technique cylinders
were made available for the units.

The year saw an incidence of fire in MSWS, Sharjah which was effectively
controlled by the staff with the fire fighting team and other section
associates. Fortunately, there was no harm/ injury to any of its people. To
avoid even such lone incidences several measures have been taken. Safety
audits are carried out at regular intervals in all the units. A training
module of general safety is introduced for new employees. A new system has
been started for issuing work permit. This work permit system covers all
the aspects related to safety before starting of the work, after completion
of work and also during the work.

Most of the units of MSSL are accredited with ISO 14001 certification. MSSL
re-affirms its commitment to provide a safe working place and clean
environment to its employees and other stakeholders as an integral part of
its business philosophy and values. The Company will continuously enhance
its environmental, occupational health and safety performance in its
activities, products and services through a structured MSSL management
framework.

MSSL develops products that help in improving the environment. Its
subsidiary, Global Environment Management, is dedicated towards developing
products for improving the environment. Their first product Aerobin is a
technological breakthrough in home and garden waste management that allows
households to effectively recycle organics at home. The product helps the
average household divert 50% of their waste away from landfill, into
compost. Aerobin composts aerobically, a decomposition process that doesn't
give off the potent, dangerous, greenhouse gases that occur when organic
waste is decomposed an aerobically in landfill. This reduces household
carbon emissions. The organic compost and diluted Leachate produced by the
Aerobin can be used as a natural soil conditioner in the garden also.

The aim is to ensure that EHS risks and impacts are managed effectively and
to identify opportunities to reduce risks and contribute to continuous
improvement.

Opportunities and Future Prospects

Global automotive industry is undergoing unprecedented turmoil that has
found its most recent expression in a tightened credit market. In addition,
the familiar industry challenges such as volatile raw materials costs and
fuel prices, tighter regulations, have combined to create a business
environment such as the industry has not experienced until now.

The economic growth rate in India is expected to range between 6-7 percent
in 2009-2010 and the situation will only improve from here. Government is
supporting industry by combining monetary as well as fiscal measures- the
stimulus package released by the government addresses a wide range of
concerns and should hopefully give big boost to the slowing economy. It is
a set of positive measures towards boosting growth. Interest rates have
been reduced and a cut in the CRR, REPO and Reverse Repo by the government
has increased the availability of credit in the market.

OEMs are making substantial investments in India to cater to the Indian
market as well as for exporting fully assembled cars from India. Factors
such as superior engineering skills, modest domestic market growth, the
sophistication of its IT industry and increasing free trade agreements in
addition to low cost, are expected to boost India's auto-component sector
growth over other countries in the coming years.

MSSL is in the phase of consolidating its strengths and building its
capacities for growth. Hence, when the economy world over stabilizes, the
Company will be ready for the challenges the market will pose. MSSL is in a
unique position to service the OEMs by bringing newer technologies through
its joint ventures by being a complete system solution provider. In MSSL
growth is imperative with time. While there are significant investments
proposed to be made in expanding and upgrading of the facilities, we will
continue to be judicious in our capital spending and will continue to
leverage our strong network of alliances /partnerships.

Corporate Social Responsibility - CSR

In line with MSSL's commitment to a better society, Corporate Social
Responsibility (CSR) is being taken up & adopted by the Company towards
ensuring implementation of corporate values leading to helping deprived
children of society through various programmes in the communities. Various
CSR programmes for children of the deprived communities are being supported
by the Company.

MSSL also lays special emphasis on using environment friendly product for
safeguarding the environment through sustainable business products. It
strives to achieve goals of achieving symbiosis with nature, and has been
proceeding with efforts toward environmental protection in all aspects of
its business activities.