INTRODUCTION

The Institutional Training programme is a part of curriculum of B.COM (Corporate

Secretaryship). I have undergone training in Sundaram Clayton Limited, the parent company
of TVS motors, company as an intern at their Finance Department. During the training
period, I have gained practical knowledge with regard to functioning of various department of
the company. Institutional training has given me an opportunity to explore the working
atmosphere of the company which was a great learning experience.

OBJECTIVES OF THE STUDY

 To understand about the organizational structure

 To learn about the accounting procedure and practices in the company.
 To know about the financial position of the company.

NEED OF THE STUDY

 To have an insight into the corporate environment

 To learn about the activities of the various department.
 To analyse the effective utilization of the company.

SCOPE OF THE STUDY

 It helps in getting an exposure to business concepts practically.

 It throws a light on the future growth of the company.
 It helps in identifying the remedial measures need to be taken by the company.

LIMITATIONS

 The period of training is not sufficient to gather complete information about the
company.
 Owing to confidentiality, company is reluctant to provide certain documents.
 Less responsibility compared to full-time employees, which limit the involvement in
decision-making.
 HISTORY OF THE COMPANY
Sundaram Clayton Limited (SCL) is one of the largest auto components manufacturing and
distribution group in India. SCL is a leading supplier of aluminium die castings to automotive
and non-automotive sector. Since commencing operation in 1962, SCL has achieved many
milestones and emerged as one of the preferred solution providers in machined and sub-
assembled aluminium castings.

Our contribution commences from early design stage to development and supply of finished
product. Over the years, we have built strategic partnership with global OE / Tier one. With
the robust manufacturing driven by TQM, TPM, Lean practices and investments in state of
art technologies, SCL is poised to serve the future needs of the industry in light metal
castings.

Sundaram-Clayton Limited (SCL) is an Indian automotive components company, based

in Chennai and part of TVS Group. It makes aluminium and magnesium castings for the
automotive industry. SCL was the flagship company of the TVS Group before being
overtaken by its subsidiary TVS Motor Company. SCL was founded in 1962 in collaboration
with Clayton Dewandre Holdings plc, United Kingdom.

Sundaram-Clayton Limited (SCL) is a leading manufacturer of aluminium die-castings, along

with a range of other automotive components. It is part of the $8.5 billion TVS Group, one of
India's largest industrial conglomerates with significant presence in automotive, finance, and
other sectors. SCL primarily serves the automotive industry, supplying critical components to
major automotive manufacturers globally.

The company has a strong reputation for its engineering capabilities, quality standards, and
customer focus. Its expertise lies in producing high-precision, complex aluminium die-cast
components for various applications in automobiles, including engine, transmission, and
braking systems.

Sundaram-Clayton Limited has been at the forefront of innovation and technology in the
automotive component manufacturing sector. It has multiple manufacturing facilities in India
and abroad, equipped with advanced machinery and processes to meet the stringent
requirements of its customers in terms of quality, cost, and delivery.
HIGHLIGHTS OF THE COMPANY

 Hyundai Best Performer Award (2018): Sundaram-Clayton was recognized by

Hyundai for outstanding performance in the Production Support category.
 PACCAR - Supplier of the Year 2019 Award: Sundaram-Clayton was recognized by
PACCAR, a leading manufacturer of commercial vehicles, for its outstanding
performance and contribution.
 Daimler - Best in Quality Award: Daimler, a prominent automotive company,
honoured Sundaram-Clayton for excellence in quality.
 Hanon - Best Process and System Award Hanon, a global automotive supplier,
acknowledged Sundaram-Clayton’s exceptional processes and systems.
 ALUCAST 2022 - Best Foundry Award in large scale category.
 Cummins - Best Supplier – Six Sigma Project Award: Sundaram-Clayton received
this award from Cummins India for its outstanding performance in a Six Sigma
project1.
 Award by Ford for Panther 2.0 L engine launch Quality and Flow in Mar 2023 .
 Award for outstanding contribution in cost & capacity excellence- 2023 from VE
Commercial vehicles .

VISION

To transform the quality of life of people across the world by providing mobility solutions
that are exciting, responsible, sustainable and safe.

MISSION

An Innovation driven culture thriving on relentless reflection and teamwork. Focus on speed
and agility to seize opportunity in a Volatile Uncertain Complicated Ambiguous (VUCA)
World. Scalable technology platforms and solutions with highest quality to delight customers.
Commitment towards a sustainable future for societies and the environment.

MEMORANDUM OF ASSOCIATION
A Memorandum of Association (MOA) is a document containing details of the company’s
constitution and is the foundation of the company’s structure. It is known as the charter of a
company. It lays down the scope of the company’s activities, objectives for which it is
formed, determine the scope of its authority and its relationship with the outside world. The
creation of an MOA is the first step towards company registration. During the formation of a
company, the company members must subscribe to the MOA.

CONTENTS:
1. Name clause
2. Registered clause
3. Object clause
4. Liability clause
5. Capital clause
6. Association clause

I. NAME CLAUSE

This clause specifies the name of the company. The name of the company should not be
identical to any existing company. Also, if it is a private company, then it should have the
word ‘Private Limited’ at the end. And in the case of a public company, then it should
add the word ‘Limited’ at the end of the its name. SUNDARAM-CLAYTON LIMITED is the
name of the company.

II. REGISTERED OFFICE CLAUSE

This clause states the location of the company's registered office, which is usually
where legal notices and communications are sent. The Registered office of the
company
Sundaram Clayton Limited
Chaitanya, No. 12,
Khader Nawaz Khan Road,
Nungambakkam, Chennai – 600 006

III. OBJECT CLAUSE

 This clause defines the main objectives and purposes for which the company is
formed. The company is authorized to undertake and restricts it from engaging in
activities beyond those specified.

 To carry on the business of manufacturers, mechanical engineers, founders, fitters,

tool makers, brass founders, metal makers, boiler makers, mill-wrights, machinists,
iron and steel converters, smiths, wire drawers, tube makers, metallurgists, Saddlers,
galvanisers, japanners, annealers, painters, electrical engineers, water supply
engineers, gas makers, packing case makers, dealers in steel frames, farmers, printers,
carriers, automobile consultants, enamellers, electroplaters, wood workers, builders,
tool makers, pattern makers, refiners, and manufacturers of agricultural implements or
other machinery.

IV. LIABILITY CLAUSE

On the registration of the company under the company's act, 1956, the liability of the
members shall be limited

V. CAPITAL CLAUSE

The Authorised Share Capital of the Company is Rs 2525,00,00,000 (Rupees two

thousand five hundred and twenty five crore) divided into 5,00,00,000 (five crore)
equity shares of Rs 5 (Rupee five only) each and 250,00,00,000 (two hundred and
fifty crore) non-convertible redeemable preference shares of Rs 10 (Rupees ten only)
each with power to increase and reduce the capital of the Company or to divide the
shares in the capital for the time being into several classes and to attach thereto
respectively any preferential, deferred, qualified or special rights, privileges or
condition as may be determined by or in accordance with the Articles of the Company
and to vary, modify or abrogate any such rights, privileges or conditions in such
manner as may be for the time being provided by the Articles of the Company and the
legislative provisions for the time being in force.

ARTICLES OF ASSOCIATION
The Articles of Association (AOA) is the charter document that establishes the legal
existence of a company in many jurisdictions worldwide, including the United Kingdom,
Europe, and China .The Articles of Association (AOA) of the company contains its rules or
bye-laws and regulations that control or govern the conduct of its business and manage its
internal affairs. The AOA is subordinate to the MOA of a company and is governed by the
MOA. Every company must have an AOA as it plays a vital role in defining its internal
rights, workings, management and duties. The contents of AOA should be in sync with the
MOA and the Companies Act, 2013.

I. SHARE CAPITAL

The authorised share capital of the Company is Rs.25,00,00,000/- (Rupees twenty five crores
only) divided into 5,00,00,000 (five crores) equity shares of Rs.5/- (Rupees five) each. (as
replaced from the effective date viz., 21st August 2012, by clause 11.3 of the Composite
Scheme of Arrangement including Amalgamation and Demerger among Sundaram-Clayton
Limited, Anusha Investments Limited and Sundaram Investments Limited and their
respective shareholders under sections 391 to 394 of the Companies Act, 1956 sanctioned by
the Hon’ble High Court of Madras vide its order dated 3rd August 2012).

II. LIEN ON SHARES

 The Company shall have a first and paramount lien upon all the shares (other than
fully paid up shares) registered in the name of each member (whether solely or jointly
with others) and upon the proceeds of sale thereof, for all moneys (whether presently
payable or not) called or payable at a fixed time in respect of such shares, and no
equitable interest in any shares shall be created except upon the footing and upon the
condition that Article 22 hereof is to have full effect.
 Any such lien shall extend to all dividends from time to time declared in respect of
such shares. Unless otherwise agreed, the registration of a transfer of shares shall
operate as a waiver of the Company’s lien, if any, on such shares. The Board may,
however, at any time, declare any share to be exempt, wholly or partially from the
provisions of this Article.
III. TRANSFER AND TRANSMISSION OF SHARES

 The Company shall keep a ‘Register of Transfers’, and therein shall be fairly and
distinctly entered particulars of every transfer or transmission of any share. The
Instrument of transfer shall be in writing and all the applicable provisions of the Act
shall be duly complied with in respect of all transfers of shares and the registration
thereof.
 The instrument of Transfer duly stamped and executed by the Transferor and the
Transferee shall be delivered to the Company in accordance with the provisions of the
Act. The instrument of Transfer shall be accompanied by such evidence as the Board
may require to prove the title of transferor and his right to transfer the shares and
every registered Instrument of Transfer shall remain in the custody of the Company
until destroyed by order of the Board.
IV. FORFEITURE OF SHARES
If any Member fails to pay any call or instalment of a call on or before the day
appointed for the payment of the same or any such extension thereof as aforesaid, the
Board of Directors may, at any time thereafter, during such time as the call or
instalment remains unpaid, give notice to him requiring him to pay the same together
with any interest that may have accrued and all expenses that may have been incurred
by the Company by reason of such non-payment.
V. GENERAL MEETING
The Company shall in each year hold a General Meeting as its Annual General
Meeting in addition to any other meetings in that year. All General Meetings other
than Annual General Meeting shall be called Extra Ordinary General Meetings. The
first Annual General Meeting shall be held within eighteen months from the date of
incorporation of the Company and the next Annual General Meeting shall be held
within six months after the expiry of the financial year in which the first Annual
General Meeting was held and thereafter an Annual General Meeting of the Company
shall be held within six months after the expiry of each financial year, provided that
not more than fifteen months shall lapse between the date of one Annual General
Meeting and that of the next.

VI. ACCOUNTS AND AUDIT

 The Company shall cause to be kept proper books of account with respect to;
 All sums of money received and expended by the Company and the matters in
respect of which the receipts and expenditure take place;
 All sales and purchases of the goods by the Company.
 The assets and the liabilities of the Company. Every Balance Sheet and Profit and
Loss Account of the Company when audited and adopted by the Company at an
annual general meeting shall be conclusive except as regards any mistake or error
discovered therein. Whenever any such mistake or error is discovered, the balance
sheet and profit and loss account shall be corrected by the board at a meeting of
the board and shall henceforth be conclusive.
VII. DIVIDEND
The profits of the Company, subject to any special rights relating thereto created or
authorised to be created by these Articles, and subject to the provisions of these
Articles, shall be divisible among the members in proportion to the amount of capital
paid-up or credited as paid-up on the shares held by them respectively.
VIII. THE SEAL
The Board of Directors shall provide common seal for the purposes of the Company;
and shall have power from time to time to destroy the same and substitute a new seal
in lieu thereof, and the Board of Directors shall provide for the safe custody of the
seal for the time being and the seal shall never be used except by the authority of the
Board of Directors or a committee of the Board previously given and in the presence
of two Directors at the least.
IX. WINDING UP
The Liquidator on any winding-up (Whether voluntary, under supervision, or
compulsory) may, with the sanction of a Special Resolution, divide among the
contributories in specie any part of the assets of the Company and may, with the like
sanction, vest any part of the assets of the Company in trustees upon such trusts for
the benefit of the contributories, as the Liquidator, with the like sanction shall think
fit.