TMILL_Colour Pages_Spread

Corporate Overview Performance Statutory Report Corporate governance What we do in simple terms? TMILL has the capability to provide end-to-end services to its customers. Among the most diversified logistics companies in India with a global footprint, our services integrate road, rail, sea and air transport, air and sea freight, forwarding as well as contract logistics. Our core competencies of operational excellence, diversified logistics portfolio and industry knowledge ensure we remain customer-focused and contribute to value creation. We are India’s largest commercial freight train operator in Steel, after Indian Railways, currently operating 12 SFTO rake and 10 GPWIS rakes. Our primary role is to be the strategic logistics partner of TSL and it will continue to be our key customer. Annual Report 2019-20 | 1

Logistics and Transport Trends in 2019-20 To support a USD 5 trillion economy by 2024, the target set by India for itself, requires commiserate growth in it’s logistics industry for the movement of good and services. This makes the country one of the most attractive investment destinations for experience global players. Global Logistics Business 90-125 14% What does it mean for us? In USD cr As % of Global GDP TMILL accounts for only(LESS THAN 10% - SHARE OF BUSINESS) 5% of its principal customer, Tata Steel logistics business. Hence Domestic Logistics Business the headroom for business growth by securing a larger share of business across the Tata Steel Group alone is immense. 90-125 14% The domestic logistics sector will grow at the 8-10 In USD cr of GDP percent over the medium term B2B Players (Source: Ministry of Commerce & ICRA forecast/ India Infrastructure Report Industry) 00% What does it mean for us? B2C Players The growing volume of freight traffic in India and demand for 00% logistics partners to provide solutions to support growth in all categories of the business has accelerated growth opportunities of Logistics industry of Logistics industry for experienced players such as TMILL. The need of the hour is to have an integrated logistics value chain What does it mean for us? The cost of undertaking logistics activities in India is very high due to its complexities and local challenges. TMILL with its substantial presence and breadth of operations can ensure the smooth, timely flow of materials and products through an integrated logistics value chain. Intelligent use of technology is a must What does it mean for us? While the entry of international players has put the focus on smart logistics and efficiency in supply chain management the Indian logistics sector has a low rate of technology absorption. A technologically agile TMILL can contribute to the operational excellence of its customers. The spotlight shone brighter this year on B2B players. Source: yourstory.com/2019/11/top-2019-logistics-trends-india 2 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance Our numbers in 2019-20 Financial UoM 2015-16 2016-17 2017-18 2018-19 2019-20 Rs Crore 840 1030 Continuous Growth and Sustained Profitability Rs Crore 52 YEAR % 24 44 Group Revenue Rs Crore TMILL 669 Group PBT ROIC (w/o surplus fund) Volumes (Tonnes) Business Growth (%) Net Worth 134 Operations 29 18 Strategic Business Unit Railways Ports & Maritime Road SCM Shipping Warehousing Non-Financial 228 XXX XXX (nos) (nos) (nos) Workforce Key Customers CBSC latest – given - Safety 0.41 XXX XXX (nos) (nos) XXX (nos) Growth in Infrastructure Utilisation (%) Growth in IT enabled busi- Growth in Asset size (%) % Revenue from Asset based business) ness processes (%) XXX XXX 17% (nos) (nos) (nos) Decrease in Carbon D&I Ratio (officers CSR Spend (Rs cr) Footprint (%) category)24 out of 140 Annual Report 2019-20 | 3

About TMILL TMILL is a logistics solution The business model is based on its belief In 2019, the Tata Group had set all Tata integrator, with operations that long-term reliability and best-in-class Group companies on the course to ‘Simplify, span eight of 16 key capabilities in logistics services for the Synergise and Scale’ their operations based business categories in the segment it serves requires investments on its strategy of ‘OneTata’. These goals Logistics industry. that match the growth expectations of its have been embedded in TMILL’s business principle clients and is derived from long- objectives to drive peak performance and Its unique business model, which runs term contracts with them. improve the potential for value creation. contrary to the rest of the Logistics industry, is based on adopting an asset heavy and TMILL offers logistics solutions for Dry Bulk, capex light structure customised to the Containerised and Project Cargo and a wide needs of the mining and metal sector. range of logistics services including Port Operations, Warehousing to the Tata Steel Group companies. 4 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance How does TMILL create value? Customers dividend payments. Our focus on sustained promotes education and skill development revenue growth and profitability has led among local children and youth so that As a logistics integrator TMILL handles to the Company’s Net Worth soaring to Rs they may benefit from the opportunities both raw materials and finished goods 700 crores in 2019-20 against an invested created not just by TMILL but all other for its customers and contributes to value capital of Rs 18 crores. organisations and logistics providers in the creation by offering a ‘one-stop-shop’ for local area. logistics services, cost savings, value in Total Shareholder Return – 25.39% given plant operations and plant productivity. It’s Environment focus on prevention of leakages, efficient Employees documentation and advise on duties and TMILL is driving a shift towards the green levies to be paid minimises wastage/ loss of TMILL’s growth-focus ensures that segments of logistics, from road to rail, resources for them. employees have a gamut of opportunities efficient rake design, efficient space to enhance capabilities through job rotation utilization through modern warehousing, Investors and knowledge-based learning. and reducing the cost of construction and growth in coastal shipping. Assisting TMILL has been a ‘no loss’ company since Community customers to reduce carbon footprints – inception, assuring investors of continuous details given. With operations in remote locations, TMILL’s Annual Report 2019-20 | 5

Our Story TM International Logistics exports as well as raw material imports. operating and managing\" the berth, Limited (TMILL), a joint An opportunity to create such a service the first project of its kind on the east venture between Tata Steel provider presented itself to the Company in coast. Berth # 12 (now Berth # 13) was (51%) and IQ Martrade 2002 when the Government of India issued developed and is now managed by TMILL GMBH of Germany (49%) comprehensive guidelines for private under the 30-year concession agreement. was formed in 2002. sector participation in the arena of port Subsequently in 2009 IQ Martrade diluted development, allowing for much-needed part of its equity in favour of International Tata Steel’s growth and modernisation flow of private investments in development Player, NYK Holding (Europe) BV. plans in the early 2000s required reliable, / expansion of major port projects. world-class logistics and cargo handling TMILL now has a strong presence both services, which included a captive port / In the same year, it successfully bid to in the Haldia and Paradip Ports, and has terminal near Jamshedpur for its steel privatise a multipurpose berth at Haldia grown to be a single stop Logistics Service Dock Complex by “investing, equipping, Provider [LSP] to TSL. Shareholding Pattern 51% 26% 23% 100% 100% ISL TKM India 100% 100% TKM Germany TKM China 6 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance Our services Logistics Services Shipping Freight Forwarding  Port Operations & Maritime Logistics  International Shipping & Logistics  TKM Global Logistics Services FZE • Ocean Freight • Air Freight • Stevedoring • Dry Bulk Cargo Shipping • Project Shipment • On-shore handling • Plot Management • Vessel under Ownership Kolkata • Container Handling Head Office Jamshedpur  Port Railways • Non Container Cargo Movement 1 • Special Freight Train Operator Haldia • Bulk Movement of raw materials  Warehousing & Supply Chain Paradip Kalinganagar Management • State-of-the-art Warehousing Vaizag • Integrated end-to-end supply chain Chennai management services  Custom House Agent & Inland Transportation Delhi Our global presence India Germany Hamburg Kolkata – Head Office Frankfurt Haldia Dusseldorf Paradip Vizag China Jamshedpur Shanghai Kalinganagar Chennai Dubai Bangalore Mumbai Gandhidham Gandhidham Pune Angul Pune Mumbai Delhi Banglore Annual Report 2019-20 | 7

North Star for Value Creation Our Vision, Mission and Values act as our North Star, setting direction for the Company and forming the wireframe for the Long Term Plan and Strategy of the Company. TMILL has a well-defined leadership system to disseminate its Vision, Mission and Values to all stakeholders. The Senior Leadership Team also “walks the talk” as a reflection of its commitment to upholding Company values and cascades it through various meetings and communication forums, as well as actions. Strategy– chapter shared 8 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance Our Vision Values Complying with Tata Code of Conduct To be a reliable logistics service Ethical Practices : provider primarily to the Tata Steel Group Companies Empowerment : Frontline employees and characterised by operational managers empowered for excellence and grow in alignment operational excellence with the future needs of the group and other stakeholders. Create Wealth: Shareholder value maximisation through growth Mission and risk management To be a customer-oriented learning Customer Care: Deep understanding of organization based on robust customer requirements systems and processes with people being our core and most valuable Operational Focus on efficiency and asset. productivity through digital Excellence: effectiveness Three core competencies Operational Excellence through digital effectiveness, Diversified Logistics Portfolio and Industry knowledge Annual Report 2019-20 | 9

Journey this far TMILL was established in 2002. The next year the in-house operations handled by Tata Steel, ports, shipping & clearing, freight forwarding and chartering, were spun off and vested in TKM Global Logistics Ltd, a 100% subsidiary of TMILL and then in 2005 International Shipping & Logistics, another 100% subsidiary, was created. 10 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance Annual Report 2019-20 | 11

Stakeholder engagement Key Stakeholders Why are they important? Investors Ensure sustainable, profitable business Employees People are an asset who form the integral part of business an organisation. Possess business knowledge and intellectual capital critical to business growth, customer orientation and creation of value at TMILL Partners Support TMILL’s business growth plans Customers To create trust through joint initiatives, greater domain expertise and improve- Government ments in cost, quality and delivery leading to a becoming a strategic partner and earning a greater share of business. The rapidly evolving industry requires policy impetus and investments in state- owned infrastructure to address key challenges Community Support stable operations and provide a readily available talent pool 12 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance Engagement Mechanisms Material Issues Inputs into strategy development, quarterly and annual meets • Provide reliable and economical services and Defined JD’s, empowerment to perform desig- solutions at International benchmarks. nated roles, continuous qualitative feedback for communication platforms – townhalls, skip level, • Digital solutions for Logistics meetings, celebrations etc. Vendor/ Partner Meets • Capacity and capability development SLAs, Improvement Projects, Customer Com- • Career progress plaint Management Mechanisms, Customer • Structuring and Restructuring as per business Visits, Joint Reviews and other Customer Engage- ment Mechanisms requirement and organizational need Advocacy groups • To grow along with TMILL on the basis of long-term, stable and fair commercial terms • Follow safety standards and best practices of TMILL • Value creation through third party business • Alignment with Growth plans • High level of service excellence • Compliance to regulations as well as setting new standards for environment management • Support partnerships to build logistics infra- structure • Inclusive growth Annual Report 2019-20 | 13

Value delivered to our stakeholders (Key Performance Highlights data) Investors Labour Management Relations – Environment Colective bargaining & Memorandum of Dividend payout Settlement(MOS) Energy efficiency of operations Net Worth Rectification of unsafe conditions The railway companies operating worldwide Investments in expanding capacity LTIFR/ Fatalities produce less than 1% of total CO2 emissions Pictures – Sonia Kumari – managing the (IEA, 2011a and UIC, 2011b). Employees WH ) Soil Pollution Fuel efficiency Defined JD’s Suppliers & Partners Fleet environmental impact management Continuous talent refresh process TAILOR MADE learning intervention Additional capacity created in the industry Communities Focus on D&I – Women & Specially Able Revenue earned Exclusive Diversity Focussed Department – New contracts Lives touched CS&P CSR Spend Online Labour Law Compliance – Legatrix Advocacy and Accountability 14 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance Financial Performance (5 or 10 years data) Revenue (data) EBIDTA PAT Annual Report 2019-20 | 15

Chairman’s Statement Haritibus, verrorecte cus, Dear friends, delit utem aspicaeperia quodianducil officaborum des sandand mintotatem vellautet iundunt unt eost estiisit repudandant. Occae. Dus as sum que liquaepel mo moles rerunt. Epressi minvelectur? es denda que remodis sim sum doluptam Aliam, cum facillu piciunto qui soluptas voloressume verum voluptas Catus. Bus es et faceperovid mi, quidusa ommodig endeliqui re et explit, iditi doluptae venisqu ostiis pidigen dictate molorepedis ea quae pro voluptur? Qui voluptium esequiat quam lit fugit quid que natur, omnis doluptatus alignaturi dolupist, illorumque voluptati sima que nest, odiam re rescita sitis as vendam quuntus ditionsentur mod quos aspitasitae sam. utest, et est, vente aut adi ipis il ea viderum volor aligniet omnis et ipsanti cus, core volum quatquam quossint. ipsamus ilis illant. Sitatus dellorunte vene nos si re niatia Giam, sundit pratqua tiantibus maximin pora dis nonsectur? 16 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance At lam qui opta voluptas debis autas ratis cullatiis eius qui ut quibernat. ae. Totaspi idernatio. Nequi doluptat laborem perore est, acepellescia digent. enesecto voluptatur sumquam quaerov volupicit lit latiores quostrum volorrum idempero quat eum corepel iur alis endis volor ad que simus consecti nem audis Ovitatiis ex es erferci quis moluptatur sunt, ate dio berum f venimus as essum illupta spidelitati non sequaer epudamet et lab in es mo odi od por suntotassi occaborunto occum net que velicae. Totaspi enesecto voluptatur To tesequae recestem eatur sitatem que autem ut est, omnime eum quatem acessen sumquam quaerov idempero quat eum nihiliatem rem verunt exceratiore parcimo tendis ex es di inci offic te sa volupta sini corepel iur alis endis ate dio berum fuga. Et diatur maion nimi, odi con ped ma quosti con prempor simi, abor rehendist laborum ra nusdam, coreperum re ommoluptat. ad etur audanda ndaerov idust, sam adis ercilia nimagnisimi, consentio. Itat ma aut faccumquunt earum fugitat et qui commo et deni sundam aspelen dignisi To tesequae recestem eatur sitatem que vellitae pa sediaec totam, aut aliquis que niscium ellita volori aperfer natiust, is nihiliatem rem verunt exceratiore parcimo nonsequatur aces doluptati rae as diorit ut est, cone magnatis simaior eiciet inctum diatur maion nimi, odi con ped ma quosti volo enihit pro doluptatur sint aut a vollumqui tempor ratum ditatur, eriorum ad etur audanda ndaerov idust, sam adis aut maiosande porio dolecum hicaerectur? aut faccumquunt earum fugitat et qui Iliciistrum est la vellitae pa sediaec totam, aut aliquis que dolorecullab iducius Ibus eicitionsed ma dollatem qui dolendae nonsequatur aces doluptati rae as diorit aut voloremquo ent nonet omnistiis id et, quam velessit ut volo enihit pro doluptatur sint aut apis officimagnam ra explitiis moluptatus, sin explab ipsusapid mi, omnis re sum faceatur aut et quate ommosam sed maximolut at qui uta et eium aut elibus es sam quam facerio et faceprendion nestias piciass imusam esequam re plat qui ratem pos dipsuntio et que voluptior sedignatin eatiund itatquist, ut pererat ecusanis qui volut qui inusam, aut proresc ienimus et dicatquo dis evendel dolori ad quidelit excerio. Luptur, nonsequ fuga. Obis aut labo. Torion lacesecto offici ut eos veligent plaborum iaecesecti omnimenienis et omniet liqui nonescidebis sita conseque eatiuscil ipsunt intios estionsequis id estrum corum non reicae pores delleniam ipsam iderum fuga. Cusci omnis eius cuptat modit utemodit, omnim ipientur dita iduciet poriant. idelit voluptias repelecus et ate maximpel earci doluptiuntur ma none eveliqui con nonsedi ctoribu diciaspelit, officatiatis unt ut qui comnihil Faces exero cor aut plaboritatur maximus scientibus est, cus et aut ero tet ut dite eatia cus et eum la nimincto derro con exerro blacerrum ut facimusdaes doluptati sitat autem res beatem eos aut ex everchit volupiendi volo quatur sime vel ipsam quatur? Qui nonet, que modit reperum exeritae blaborae volorro eum quodior aboreruptur numqui volorum quis pe officturest, quunt, nobis arum veliqui occum et repe ommolorro voluptionet aligenime suntem non rerunti scidestio expliquae vent adiatia sunto eium non sa conecae atis et, sedi cum venisquia labo. Ut re nus quas ullecaborero omnis eum quam as pe eumquam nam, simi, ommodi sequo que dicatem. Ut nus, omnis moditiaspic te nulparchit liquia que omnis explibu aribeatum sum hillabo. Sed quaestionsed sunt evendae ceptate dolentiae ilignam sdandaest archillorio. Ut quatur, quo dolupta que net et alit eossi aut laborument quundi tem nihicimi, santus si minctatur, nonsecusam, alis sinis aut ex esectot aturit dolorehendel ilitat im delest fugitatur? alitiis rem eos dolorit ius int. Berum qui nectio. Nonestotat plab ilitati veribuscid quam doluptas doluptatur mo Sunto et a dolupti oreheni eniatibus eaquat veratem net aces eum, atus dolescime dolum il excerspicae volum laceat ene nia facesti bustotatur aut quo di autas molupta serum, sequam volorum sit explatecti omnit nimet voles dempores doloresciis idiscillant spictest, si nosti utemodia derorecae con offictatur? Qui ipitatemque sitatque posapis amustent hicias essimolor as es quodici nusapit quias im cum aut pa dolum iunda quodis maxim quatus, nist aut dolorior enihiliti conet ate pos explias ercidio es nam id et moluptur alitiae licidestis aut intia aute moloris prorrunt aboreru quibusamet eos es porum sunt aut volupti mquasim inctat. is nulliquam remporecatum id magnam, Pidelluptas es doloreptasi nis velictatem con rem inti volum et lamendae veriosa fuga. Genis explis et exceaquam si cullupt Ga. Officitae vitatiant as utaqui ipsam laut susa nobistiume que alia commodit lit, sitio. atistiassi duciiss inulluptate pratusae a sa seri cum debis sit ipsame cusaeperum Fugitiae maximporit voluptaspe reperes mil volores truptumque et lant pa cus ea labo. Ideliqu aspiendae laceati busciat entis dolorae. Et rem. Mus nullabore nihilia eni doluptatio blabo. Ut ma non nonsenis conseque prat id quia dolum explant aut sum fugia si asperem ne exere non num officat fuga. Am ventia niandi tem non fuga. Ehenecumquat qui verume eum nes evenis mo volorit molupie niscit ut rerum aut eum eatiatusant. eum quia que nuscid ullessu ntiorro con consequamus everiatem rero berovid Mendis vitate cumquiam es accate laut qui del in endusciam, exerum rescitis ex mos res ex eiunte veliqui od molor sum este suntur, vendantor sinveni simagnis ulluptiant pliqui dolorer eprorrum apitat in Annual Report 2019-20 | 17

Managing Director’s Statement Haritibus, verrorecte cus, Dear friends, delit utem aspicaeperia quodianducil officaborum des sandand mintotatem vellautet iundunt unt eost estiisit repudandant. Occae. Dus as sum que liquaepel mo moles rerunt. Epressi minvelectur? es denda que remodis sim sum doluptam Aliam, cum facillu piciunto qui soluptas voloressume verum voluptas Catus. Bus es et faceperovid mi, quidusa ommodig endeliqui re et explit, iditi doluptae venisqu ostiis pidigen dictate molorepedis ea quae pro voluptur? Qui voluptium esequiat quam lit fugit quid que natur, omnis doluptatus alignaturi dolupist, illorumque voluptati sima que nest, odiam re rescita sitis as vendam quuntus ditionsentur mod quos aspitasitae sam. utest, et est, vente aut adi ipis il ea viderum volor aligniet omnis et ipsanti cus, core volum quatquam quossint. ipsamus ilis illant. Sitatus dellorunte vene nos si re niatia Giam, sundit pratqua tiantibus maximin pora dis nonsectur? 18 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance At lam qui opta voluptas debis autas ratis cullatiis eius qui ut quibernat. ae. Totaspi idernatio. Nequi doluptat laborem perore est, acepellescia digent. enesecto voluptatur sumquam quaerov volupicit lit latiores quostrum volorrum idempero quat eum corepel iur alis endis volor ad que simus consecti nem audis Ovitatiis ex es erferci quis moluptatur sunt, ate dio berum f venimus as essum illupta spidelitati non sequaer epudamet et lab in es mo odi od por suntotassi occaborunto occum net que velicae. Totaspi enesecto voluptatur To tesequae recestem eatur sitatem que autem ut est, omnime eum quatem acessen sumquam quaerov idempero quat eum nihiliatem rem verunt exceratiore parcimo tendis ex es di inci offic te sa volupta sini corepel iur alis endis ate dio berum fuga. Et diatur maion nimi, odi con ped ma quosti con prempor simi, abor rehendist laborum ra nusdam, coreperum re ommoluptat. ad etur audanda ndaerov idust, sam adis ercilia nimagnisimi, consentio. Itat ma aut faccumquunt earum fugitat et qui commo et deni sundam aspelen dignisi To tesequae recestem eatur sitatem que vellitae pa sediaec totam, aut aliquis que niscium ellita volori aperfer natiust, is nihiliatem rem verunt exceratiore parcimo nonsequatur aces doluptati rae as diorit ut est, cone magnatis simaior eiciet inctum diatur maion nimi, odi con ped ma quosti volo enihit pro doluptatur sint aut a vollumqui tempor ratum ditatur, eriorum ad etur audanda ndaerov idust, sam adis aut maiosande porio dolecum hicaerectur? aut faccumquunt earum fugitat et qui Iliciistrum est la vellitae pa sediaec totam, aut aliquis que dolorecullab iducius Ibus eicitionsed ma dollatem qui dolendae nonsequatur aces doluptati rae as diorit aut voloremquo ent nonet omnistiis id et, quam velessit ut volo enihit pro doluptatur sint aut apis officimagnam ra explitiis moluptatus, sin explab ipsusapid mi, omnis re sum faceatur aut et quate ommosam sed maximolut at qui uta et eium aut elibus es sam quam facerio et faceprendion nestias piciass imusam esequam re plat qui ratem pos dipsuntio et que voluptior sedignatin eatiund itatquist, ut pererat ecusanis qui volut qui inusam, aut proresc ienimus et dicatquo dis evendel dolori ad quidelit excerio. Luptur, nonsequ fuga. Obis aut labo. Torion lacesecto offici ut eos veligent plaborum iaecesecti omnimenienis et omniet liqui nonescidebis sita conseque eatiuscil ipsunt intios estionsequis id estrum corum non reicae pores delleniam ipsam iderum fuga. Cusci omnis eius cuptat modit utemodit, omnim ipientur dita iduciet poriant. idelit voluptias repelecus et ate maximpel earci doluptiuntur ma none eveliqui con nonsedi ctoribu diciaspelit, officatiatis unt ut qui comnihil Faces exero cor aut plaboritatur maximus scientibus est, cus et aut ero tet ut dite eatia cus et eum la nimincto derro con exerro blacerrum ut facimusdaes doluptati sitat autem res beatem eos aut ex everchit volupiendi volo quatur sime vel ipsam quatur? Qui nonet, que modit reperum exeritae blaborae volorro eum quodior aboreruptur numqui volorum quis pe officturest, quunt, nobis arum veliqui occum et repe ommolorro voluptionet aligenime suntem non rerunti scidestio expliquae vent adiatia sunto eium non sa conecae atis et, sedi cum venisquia labo. Ut re nus quas ullecaborero omnis eum quam as pe eumquam nam, simi, ommodi sequo que dicatem. Ut nus, omnis moditiaspic te nulparchit liquia que omnis explibu aribeatum sum hillabo. Sed quaestionsed sunt evendae ceptate dolentiae ilignam sdandaest archillorio. Ut quatur, quo dolupta que net et alit eossi aut laborument quundi tem nihicimi, santus si minctatur, nonsecusam, alis sinis aut ex esectot aturit dolorehendel ilitat im delest fugitatur? alitiis rem eos dolorit ius int. Berum qui nectio. Nonestotat plab ilitati veribuscid quam doluptas doluptatur mo Sunto et a dolupti oreheni eniatibus eaquat veratem net aces eum, atus dolescime dolum il excerspicae volum laceat ene nia facesti bustotatur aut quo di autas molupta serum, sequam volorum sit explatecti omnit nimet voles dempores doloresciis idiscillant spictest, si nosti utemodia derorecae con offictatur? Qui ipitatemque sitatque posapis amustent hicias essimolor as es quodici nusapit quias im cum aut pa dolum iunda quodis maxim quatus, nist aut dolorior enihiliti conet ate pos explias ercidio es nam id et moluptur alitiae licidestis aut intia aute moloris prorrunt aboreru quibusamet eos es porum sunt aut volupti mquasim inctat. is nulliquam remporecatum id magnam, Pidelluptas es doloreptasi nis velictatem con rem inti volum et lamendae veriosa fuga. Genis explis et exceaquam si cullupt Ga. Officitae vitatiant as utaqui ipsam laut susa nobistiume que alia commodit lit, sitio. atistiassi duciiss inulluptate pratusae a sa seri cum debis sit ipsame cusaeperum Fugitiae maximporit voluptaspe reperes mil volores truptumque et lant pa cus ea labo. Ideliqu aspiendae laceati busciat entis dolorae. Et rem. Mus nullabore nihilia eni doluptatio blabo. Ut ma non nonsenis conseque prat id quia dolum explant aut sum fugia si asperem ne exere non num officat fuga. Am ventia niandi tem non fuga. Ehenecumquat qui verume eum nes evenis mo volorit molupie niscit ut rerum aut eum eatiatusant. eum quia que nuscid ullessu ntiorro con consequamus everiatem rero berovid Mendis vitate cumquiam es accate laut qui del in endusciam, exerum rescitis ex mos res ex eiunte veliqui od molor sum este suntur, vendantor sinveni simagnis ulluptiant pliqui dolorer eprorrum apitat in Annual Report 2019-20 | 19

Board of Directors of TMILL Group of Companies (As on 1st April, 2020) Mr. Dibyendu Bose Mr. Guenther Hahn Ms. Stephanie Sabrina Hahn Chairman - TMILL Director – TMILL & ISL Director – TMILL Mr. Shinichi Yanagisawa Captain Vivek Singh Anand Mr. Virendra Sinha Director – TMILL Director – TMILL Director –TMILL ABBREVIATIONS TMILL – TM INTERNATIONAL LOGISTICS LIMITED TKM INDIA – TKM GLOBAL LOGISTICS LIMITED ISL – INTERNATIONAL SHIPPING & LOGISTICS FZE, DUBAI TKM GmbH – TKM GLOBAL GmbH TKM CHINA – TKM GLOBAL CHINA LIMITED 20 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance Mr. Sandeep Bhattacharya Mr. Rajiv Mukerji Mr. Amitabh Panda Director – TMILL & ISL Director – TMILL Director – TMILL Mr. Ashish Kumar Gupta Mr. Anand Chand Mr. Amar Patnaik Director –TKM India & TKM China Managing Director – TKM Germany Managing Director –TMILL Director TKM China & TKM India Director TKM China Chairman – TKM India & ISL Captain Soumya Ranjan Patnaik Director & CEO - ISL Annual Report 2019-20 | 21

The Value In Logistics External Environment India is among the fastest growing economies in the world. As per the Economic Survey of 2017-18, in the last five years India the Logistics sector in India has grown at a CAGR of 7.8% and is worth about USD 160 billion. The sector employs 22 million people. Macro Economic Trends to be given – 5 Year Plan Global Logistics industry As supply chains innovate, different environment. technologies will be embraced by TPLs to Experts estimate that 86% of Fortune 500 compete successfully in an ever-changing Therefore, investments in technology have companies now outsource to Third Party environment. The technology adopted become necessary to remain relevant in this Logistics (TPL) providers because of rising must not only provide visibility but also the business (Source: Global Logistics Report challenges in managing logistics in-house. agility and adaptability necessary in today’s 2019) 22 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance Domestic Logistics waterways and airways comprise 6% and Strategic reforms in the transportation area industry 1%, respectively. can help considerably bring down overall logistics cost. An improved and organised logistics Government Expectations sector has huge implications for the Third Party Logistics cost competitiveness of Indian industry. India’s logistics sector is pegged at USD The logistics industry is India in highly 215 Billion, as per a study by the IBEF, and Tata Steel was a pioneer in introducing fragmented and unorganised. While there is expected to attract investments worth Third Party Logistics in India by creating an are organised players with operations USD 500 Billion by 2025. The sector has also independent organization to cater to its across all segments, small businesses been a massive employment generator, needs. Shifts in procurement and logistics account for XX of the industry. estimated to employ up to 40 million strategies of India’s large corporations will people by the end of 2020. (Source: Budget lead to new market trends and digitisation India’s ranking in World Bank’s Logistics 2020 India) in the industry. Performance Index (LPI-India), based on weighted average scores on six dimensions, Despite these encouraging numbers, Initiatives required improved substantially between 2014 logistics still continues to be marred with for growth in the and 2016, taking the country to the 44th challenges, the biggest among them being Logistics Industry position in 2018. (Source: World Bank). the cost of transportation. Currently, the Indian logistics sector costs come to about • Effective execution of a well- In 2017, the Government of India accorded 14% of GDP, which is considerably higher defined National Logistics industry status to the sector. than logistics costs in developed countries. Policy (NLP) Modal Mix Customer Expectations • Rationalisation and relaxation of taxes for warehousing, The sector in India is dominated by Aside from providing end-to-end transportation, with a 85% share in solutions, competitive pricing, reliability, • Digitisation in the sector terms of value, followed by warehousing digitally enabled operations, resilience • Incentivising green supply contributing the remaining 15%. Within the and e-platforms, customer expect greater transportation segment, the modal mix is cost competitiveness and smooth flow of chain initiatives skewed towards road transportation, which materials and products. The high logistics • Creating a skilled workforce for accounts for about 60% of the modal share, costs in India lead to a higher cost of export Railways garners ~30% of the volume, while or domestic prices, which directly impacts logistics and supply chain the competitiveness of Indian goods. Annual Report 2019-20 | 23

Business Model Strategic considerations to maximise value for its stakeholders prompted TMILL to review its business model and in XXXX initiate the shift towards an asset-heavy model, placing greater emphasis on rail logistics, end-to-end logistics, scrap handling and (Transport and Logistics Centre) TALC handling. The Company has multiple models for its strategic business units, appropriate to the nature of the business: Capitals What it means? Inputs 1 Financial TMILL deploys capital raised through equity as well as Capex (Rs Cr) 220000 ploughs back its profits. Revenue Spend (Rs Cr) 100 Manufactured All assets, equipment and tools, owned, leased or Value of Asset (Rs Cr) 161 controlled, at the disposal of TMILL to deliver its New Investments in assets (Rs Cr) 67 service Assets ~800 Owned (%) Leased (%) 443 Rakes (Nos) Port Berths (Nos) Vessels under ownership (Nos) Warehouse space Covered (sq ft) Open (Acres) Investment in digitisation – Project Neev (Rs Crore) Officers (Nos) Human All employees on roll and contract employees Non-Officers (Nos) Contactors’ Employees Employee Training Cost (Rs/Employee) Safety Training sessions Intellectual Rethinking innovative processes to create a better Investments in technology (Rs Cr) future where digitization is normal leading to service integration and enhanced experience for internal and external stakeholders forms our intellectual capital. Continuous collaboration with customers and Number of key customers Relationship partners to create long-term relationships forming the Number of offices core of our business. Quality improvement initiatives New customer facing processes Social Supply Chain Management Sanitization and hygiene programmes Inclusive Growth Schooling and vocational training programmes Networks formed to facilitate cooperation* Natural Resources used Carbon footprint 24 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance Outputs 1030 Outcomes 1.Revenue (Rs Cr) 1. Improved utilisation of surplus funds 2. PBT (Rs Cr) 2. Increase in Net Worth (Rs Cr) 3. 3. Cost Savings 4. 5. Earnings per employee (Rs Cr) 1. Increase in volumes over last year 6. Increase in share of revenue 2. 100% Implementation of Business Process Reengineering 1.Volume achieved/ Capacity used Action points Owned (%) Leased (%) 2. Volume moved (Tonnes) 3. Volume moved (Tonnes) 4. Volume moved (Tonnes) 5. Capacity utilisation (%) 6. IT based operations (%) 54 1. No independent survey done in FY20.Action points from 1. Employee Productivity - Contribution per employee (Rs Crores) WIP previous year's survey implemented competencies 95 2. Employee Engagement Score Action Planning post EES 4/0 2. 100% Succession Planning of SLTs 3. Rectification of unsafe observations (%) 1. New Projects (Nos) 4. LTIFR/ Fatality 2. Capability enhancement, improvements through new 5. Diversity Data Processes redesigned/ products developed business processes 3. The target to automate > 75% of work processes to ~30% of workflow was automated facilitate Work From Home 1. Performance against SLAs Operating Cost 12500 2. Results of Satisfaction Surveys, Feedback Lives touched (Nos) 3. Employee Volunteering (Hours) 4. KPI to track delivery standards Employee part of network forums (Nos) Emissions saved (Co2/t) The Labour Room and Baby Care centre was renovated Business shifted to green logistics (%) at Haldia Sub Divisional Hospital at the request of local authorities Annual Report 2019-20 | 25

Strategy and Value Creation A shift in our model For sustainable profitable growth, we need to assetise* and develop competitive advantage to remain relevant to key stakeholders. TMILL has develop a unique business Parameterisation of the A 2x2 matrix, adopted to prioritise proposition for the industry by vision strategic opportunities on the basis of their rediscovering and reinventing its importance to customers and their financial business model in line with its stated In line with this shift, TMILL has relevance, is guiding its business emphasis vision, mission and value system of the parameterised its vision into three key on Freight Forwarding (Project Cargo company. The Strategy Planning Process, elements: Reliable Logistics Service Movement), Railways and Port Operations being forward looking is being geared to Provider, Operational Excellence and Grow at Haldia Berth #12. identify attributes that would define its in alignment with the future needs of the approach: potential need for transformation Tata Steel Group and other stakeholders, Internal and external changes have been change, prioritization of change initiatives, and is has revisited its business model to initiated through various projects to meet organisational agility and organisational refocus on fewer customers with consistent the demands of the new business model flexibility. business and higher volumes and letting go and attributes. of small customers with sporadic business. Attributes Projects/ Initiatives Potential need for transformation change Prioritization of change initiatives • Project Manthan • Project Neev Organisational agility • Project Roopantaran Organisational flexibility • Process re-design • Work–flow-based organization structure • Mobility solutions • State of the art IT architecture and systems • Entry into Rail Business • Project Cargo management • Building scalable system • Managing force majeure conditions • Handling infrastructure bottlenecks in India • Emerging Customer Requirement Strategy Planning its TBEM Assessment, SWOT and PESTLE cascaded into TMILL’s strategic objectives. Framework and Process Analysis, Learning from Risk Management Strategic opportunities identified for and Performance Management, which are growth are linked to strategic objectives The Strategic Planning Process is a appraised, filtered and shared with the that have defined timelines for deployment. four-step participatory process, with Board to seek its direction. Senior Leadership Teams (SLTs) of each the Company collating inputs from all business unit owned their Strategic Plans. stakeholders, including customers and Stakeholder expectations have been 26 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance Stakeholder Group Long-Term Strategic Objectives Investors Customers • Shareholders’ financial expectations Partners • Ensure sustainable profitable growth • Improved utilisation of surplus funds Employees • Risk mitigation Community • Enhance Customer Satisfaction/ Engagement/ Orientation Learning & Growth • Process Benchmarking • Strategic Partnership with vendors • Improved productivity • Ensure safe working conditions by improving safety and health performance • Excel in Quality journey through improved assessment scores and internal capability devel- opment • Building organisational capability to leverage future growth plans • Societal Responsibilities • Excel in Quality journey through improved assessment scores and internal capability devel- opment • Building organisational capability to leverage future growth plans Based on the findings from the Strategy • Rational Cost Structure organisational transformation projects, with Planning Process, in FY’18 TMILL launched the most relevant now being evaluated four key actions to achieve its strategic • Capability Building through a benchmarking exercise initiated objectives. in 2019-20 to enable TMILL recalibrate these The Strategic Action Plan is reviewed measures. Key Action Areas regularly and mid-course correction, as was done in FY’18, implemented. Key • Gaining Competitive Advantage Performance Measures and goals track • Right Mix of Assetisation the Company’s Strategic Objectives along with timelines for completion of key Annual Report 2019-20 | 27

Risk & Opportunities Pillars of Future Readiness Approach: TMIL is harnessing the trust and opportunities it has from being a part of the Tata Steel Group and is de-risking its business by concentrating on few customers with whom it enters into back-to-back long-term contracts. Capability Development across the Future Ready organisation and Culture of SWOT Analysis and external assessments of organisation is the pillar of future readiness Continuous Learning. This emerged from the Company. for TMILL to be built via Business Process considerations considered strategic in Re-engineering, Digital Enhancement, a nature to maximise value for stakeholders, a Strengths Weaknesses 1. TMILL’s Core Competencies 1. Asset Light business model is losing relevance 2. Goodwill and strong advocacy capability 2. Low on technology from Tata brand name Opportunities 3. Agility with IT based operations 1. Opportunity for asset backed growth in Railways and Warehousing 4. Financial Health 2. Encouraging Government policy intervention for the growth of the sector Threats 3. TSL’s continuous growth and logistics complexity 4. Increasing demand for technology and role of aggregators 1. Digital platforms and reducing role of inter- mediaries in the market 2. Transportation through pipelines 3. Emerging modern ports in eastern India Tracking business growth potential and innovation, driven by an evolving business environment, knowledge of the customer and customer expectations, industry knowledge as well as technology developments, enables TMILL to identify strategic opportunities and potential risks to the long-term sustainability of its business. These strategic opportunities are linked to the Strategic Objectives of the Company for deployment via Strategic Action Plans. 28 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance Strategic Opportunities Action taken Achieve growth through identification of key opportunities arising due to growth expansion of Tata Steel Opportunities have been identified for all SBUs To run privately owned trains for transport of Steel FG for Tata Steel Group 10 SFTO rakes are currently being operated and another five are to Warehousing Business development be inducted Increased mix of Asset based business Entered into five years lease agreement with warehouse in Jam- shedpur and Kalinganagar Process Re-engineering & Digitisation Shift from asset-light to asset-heavy models Standardisation of processes and rationalization of organisation Improved productivity at Berth # 12 to improve cash flows structure of all business verticals and support functions Rationalization of FF India business Road map readied for digitisation of Business Process Installed new Mobile Harbor Crane and other equipment Geographical & cargo wise diversification of MLS business Business has been refocused on small base of customers including Outsourcing specialised support business processes Tata Steel and Tata Group company Evaluating market potential of the business across all Indian Ports and cargo types Insurance has been outsourced to a Tata Group company Risk Management Risk Management to ensure sustained value creation is one of five values of TMILL. The Company considers three categories of risks as being critical to the sustainability of its business. These are statutory risks, regulatory risks and business risks. Intelligent Risk Taking based on risk mapping and feasibility studies is being pursued to achieve its shift towards an asset-heavy business model. Its shift to an asset-heavy business model, in an industry where the norm is an asset-light, capex-heavy model, is based on the premise that TMILL accounts for only 5% of its key promoter, TSL’s logistics spend, therefore there exists considerable headroom for growth, even taking after taking cognizance of the current and likely challenges ahead in the COVID and post-COVID business scenario for the steel sector. Risks Risk Mitigation Strategies Higher cost structure compared to small/unorganized competition Long-term sustainability of business and trust of stakeholders from being a part of the Tata Steel Group Loss of businesses purely on price Customer centricity Reduced buying power for container business due to freight buying Alignment with TSL’s growth plans will allow business growth at TMILL Attrition of talent due to business uncertainties. People Focus High fixed cost structure Ownership of assets Margin and scalability pressure in asset light business Early mover advantage in Railways Capability gap vis-à-vis the requirements of modern logistics Industry knowledge Higher customer expectation on digitisation • Diversified logistics portfolio • Innovation Annual Report 2019-20 | 29

Governance TMILL is a joint venture between Tata Steel Limited, IQ Martrade Holding and Management GmbH, Germany, and NYK Holding (Europe) B.V TMILL’s Board constitutes nominees of its expertise in fields related to TMILL as well over management performance and promoter companies based on proportional as its subsidiaries. Independent directors protection of long-term interests of various representation. The Board includes constitute XX% of the Board. stakeholders. ISL and TKM, subsidiaries of independent directors, and a woman TMILL, have independent directors with director, with the necessary expertise and Governance System relevant expertise in the industry to add experience relevant to TMILL’s business specific values in these business verticals. operations. The position of Non Executive, Accountability, transparency and non Independent Chairman of the Board, sustainability (how are the three Risk Management, sustainability issues and the chair of the highest governance ensured?) are the three key pillars on a judicious balance of various stakeholder body, is held by a nominee of Tata Steel. the basis of which TMILL’s governance interests in all business practices is ensured Independent directors are selected based policies and practices are deployed. The through processes laid down for them. on their knowledge, experience and Board of Directors maintains oversight Governance Structure Committees of the Board and Responsibilities Committee Purpose Area of Oversight Board of Directors Audit Committee Review company performance, pursue Review growth plans, status of project growth projects, monitor compliances and status reports, operational & financial per- Nomination & Remuneration Committee approve of CAPEX in line with growth plans. formance, ATRs, HR management and CSR CSR Committee activities Monitor and provide effective supervision Company’s financial reporting process and on the Management’s Financial Reporting all disclosures, qualifications in audit report, and Audit processes, related party transac- financial statements, performance of statu- tion and accurate & timely disclosures. tory and internal auditors and compliance Oversees the Nomination process for the of RPT. Senior Leadership Team, approves and evaluates compensation plans, policies and Review of performance & approve compen- programmes for the MD and SLTs, annu- sation of SLT al self-evaluation of performance of the top management and Key Management Recommendation of CSR budget and policy, Personnel. Review of CSR projects. Formulate and recommend to the Board, a CSR Policy and detailed CSR plan indicating activities and expenditure to be incurred. 30 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance Leadership System Executive level authority policies. processes. Board members also interact for Environment/ Social with the SLT teams of SBUs to seek feedback issues Management and provide guidance on the performance Accountability of individual business verticals, operations As the highest executive authority, the and implementation of growth plans of the Managing Director is responsible for The Board monitors annual performance Company or business vertical. TMILL’s economic, environmental and social of the Company through periodic reviews performance. Inputs on environmental providing guidance on issues that are Deployment of Values and social performance from various strategic in nature. Accountability of senior stakeholders flow into the Strategic leaders for actions on strategic action plans As a Tata Group company, TMILL has Planning Process and are addressed and performance is achieved through the adopted and deployed the Tata Code of through its Strategic Objectives. The adoption of appropriate policies, Board/ Conduct and ensures that all business Company has articulated Environment, Board Committee’s oversight, checks & transactions not only meet legal standards Safety & Health and Quality Management balances in the organisation structure and but also ethical standards set by the Group. All partners/ suppliers of TMILL must also Annual Report 2019-20 | 31

demonstrate their commitment to the Tata Management System and all the Key Performance Indicators Code of Conduct by signing it. stakeholders are encouraged to report (As March 31, 2020 for 2019-2020) violations of the Tata Code of Conduct, Four pillars support the deployment of POSH and other policies. Suppliers and XX Ethics Cases Received (Nos) TCOC: vendors are made aware of the Company’s • Leadership Engagement legal and ethical commitments and XX Ethics Cases Closed (Nos) • Compliance Structure mechanisms are available to them to • Communication and Training disclose unethical conduct. SLT follows XX Ethics Cases Open (Nos) • Measurement of Effectiveness an open-door policy and encourages free discussions with sub-ordinates and Senior leaders periodically engage with the XXXX if the Chief Ethics Officers of the workforce at large. An internal team employees and partners, as per an annual Company, and is assisted by the Chief Ethics monitors all legal compliances with the plan, for training and communication, Counsellor and Local Ethics Counsellors. support of external consultants on a through structured mechanisms as well as case-to-case basis. A quarterly Compliance work through potential ethical issues that TMILL has in place a Consequence Report is presented to the Board. may arise and brainstorm to address them. Compliance Structure 32 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance Measurement of Effectiveness Measurement annual, unless indicated otherwise ESG Key Performance Indicators Percentage of Board seats taken by women Gender diversity on Board Percentage of Board seats taken by independent directors Board – Independence Specify whether the CEO is allowed to sit on the Board, act as the Board - Separation of Powers Chairman, or lead committees Voting Results Disclosure of the voting results of the latest AGM Gender Pay Ratio Ratio of median male salary to median female salary Incentivized Pay Specify the links between (executive) remuneration and perfor- mance targets Business Ethics and Code of Conduct Does the company publish and follow an Ethics Code of Conduct? Yes/No Supplier Code of Conduct Does the company publish and follow a Supplier Code of Conduct? Yes/No Bribery/Anti-Corruption Code Does the company publish and follow a Bribery/Anti-Corruption Corporate Governance Code? Yes/No Percentage of Board seats taken by women Annual Report 2019-20 | 33

Relationship Capital Aligned to our key customers Approach: To remain relevant to our key customers based on our offer of sustained, long-term value from reliable logistics, service integration and a superior experience. Customers are increasingly showing a TMILL’s customer-centric approach Value creation for preference for convenient, one-stop Third is aimed at earning customer loyalty customers Party Logistics providers that offer digital by understanding their priorities, interfaces for them to have visibility over expectations and emerging needs, TMILL has articulated the relevance of each their freight movement. A corollary of especially of core customers, garnered parameter of its Vision to the value it aspires this trend is the need to have committed through Voice of Customer and other to create for its customers, and has assigned partners who can assist the organisation structured engagement mechanisms. processes and performance indicators to in expanding both the depth and scale of This understanding is shared across the deploy and track these initiatives. business. TMILL believes in building deep, organisation by the Senior Leadership Team sustained long-term relationships with both to create awareness and ensure that TMILL key customers and partners to ensure the responds with reliable and efficacious sustainability of its business. supply chain solutions. Element Meaning for TMILL Process/ KPI Reliable Logistics Service Provider • Consistent delivery on service level • Actively engaging in long term plans of Operational Excellence agreements customers • Joint initiatives with customers for cost • Effecting savings from quality and pro- savings and process improvement – cess improvements building trust • Structured revision of EPM • Continual improvements on SLA • Tracking Improvement Indicators • Domain expertise • Structured capability development of • Digitisation of various processes workforce through IT infrastructure • Reduction in operating costs • Error free and quicker turnaround in Grow in alignment with future needs of the • Strategic partnership with key custom- TSL Group and other stakeholders ers documentation • Entering into new geographies and • New projects business to meet emerging needs • Enhancing revenue and profits from greater share of business of TSL and group companies 34 | TM INTERNATIONAL LOGISTICS LTD.

Corporate Overview Performance Statutory Report Corporate governance Customer Segmentation them into three tiers, based on a mapping and grow with core customers, the Tier of the regularity of their business with the I segment. To continuously grow, TMILL The customer-centric approach has been potential to generate revenue. The focus identifies prospective business, market and key to TMILL’s ability to retain a high share of the Company’s investment strategy and customers through its Listening & Learning of business of its core customers. It has shift to an asset-heavy business model mechanisms. prioritized its customers by segmenting is intended to enhance its engagement Aligning Investments investments in shipping, railways and engage with each customer segments. and Business Model warehousing. For example, a projected Members of TMILL’s Senior Leadership gap in availability of wagons from Indian Team regularly visit customers to Having chosen to enhance its Railways for Tata Steel is being fulfilled via discuss its performance and obtain their engagement with its Tier I customers, SFTO rakes and GPWIS wagons. feedback, besides ensuring that all core TMILL revisited its investment strategy customers have easy access to the SLT to and reengineered its business model to Customer Engagement seek information/support at any juncture. align itself with the growth plans of these Process customers as well as their preferred modal mix. As such, it is shifting emphasis to TMILL has a range of core communication an asset-heavy, CAPEX light model with and customer support mechanisms to Annual Report 2019-20 | 35