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If the fabric has been used before (fabric already approved by Sourcing Director) the Sourcing Manager will give the Purchase Order to the Sourcing Person

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Bijlage 1 Organigram Vadain Beheer II

Vadain Beheer II BV Genemuiden

Vconsyst Participaties BV Genemuiden

VD&P Juristen BV Genemuiden

Vadain Participaties BV Genemuiden

Videntity BV Genemuiden

Vadain Gordijnconf.

Genemuiden BV Genemuiden Vadain Textiles BV

Almelo

Vadain Styling BV Genemuiden

Vadain Gordijnconf.

Helmond BV Helmond Vadain Gordijnconf.

HC Genemuiden BV Genemuiden

Vadain International BV

Genemuiden

Vadain International Toronto Canada Vadain International

Polen Holding BV Genemuiden

Vadain International India Holding BV Genemuiden

Vadain International India

New Delhi India Vadain International

Polen

Grudziadz Polen

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Bijlage 2 Organigram Vadain International

Management

Verkoopbinnendienst Op maat gemaakt

Verkoop

Design Inkoop stoffen Verkoopbinnendienst

Standaard producten

Magazijn Transport Polen Stalen

Productie op maatPolen

Productie kant en klaar

India

Productie kant en klaar

Polen

Logistiek

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Bijlage 8 Proces schema

= Informatiestroom

= Fysieke stroom

Klant

Verkoop Design

Inkoop Productontwikkeling

Productie

Verkoop Klant

Verkoop- binnendienst

Productie Inkoop

Product- ontwikkeling

Klant Logistiek

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Bijlage 14 Inkoop Procedure

Fabrics for sampling

1. The fabric specifications are worked out by the Design and Sourcing Department together.

2. If the fabric has been used before (fabric already approved by Sourcing Director) the Sourcing Manager will give the Purchase Order to the Sourcing Person.

3. When a new fabric (entirely new, new design or composition) is needed for the specific sample order, the Sourcing Manager will search for the fabric. During the process there is close communication with the Design Department.

4. Sourcing Manager gives the list with supplier(s) including price, delivery date and fabric swatch to the Sourcing Director for approval.

5. When the fabric is approved by the Sourcing Director, the fabric will be sourced by the sourcing Person. The Sourcing Manager takes care that all the actors (supplier, Sourcing Director, Sourcing Manager, Production Manager) will get a piece of the approved fabric (all exactly the same) and work with this piece.

6. The Sourcing Manager is responsible for on time delivery and quality of the fabrics.

Also the ability of using this fabric (with this exact specifications and price) in production is the responsibility of the Sourcing Manager.

7. The Sourcing Manager will put the fabric specifications in the fabric list, which is updated and sent to the Sourcing Director (cc Logistics/Production Director, Sales Director and Back Office Netherlands) every 2 weeks.

8. A unique code will be given to the fabric, and kept with the specification sheet.

9. The Colors available in the specific fabric will be given a color code (as the color code used by Vadain Styling). These color codes are on the fabric samples sent to all the actors (Sourcing Director, Sourcing Manager, Production Manager).

Fabrics for orders

1. The Purchase Order (and expected delivery time) is sent to the Sourcing Manager (cc Sourcing Director compulsory) by the Sampling Manager.

2. The Sourcing Manager will confirm the delivery time and price to the Production Manager (cc Logistics/Production Director, Sourcing Director and Commercial Director) who will attach the specifications and color swatches of the fabric to the specification sheet. When the expected delivery time equals the actual delivery time, the fabric can be ordered. When the expected delivery time and the actual delivery time are different, the Sourcing Director as well as the Logistics/Production Director have to be informed.

Action will be taken accordingly.

3. Follow-up, on time availability of right quality (by continuous monitoring), of fabrics is the responsibility of the Sourcing manager. The status of the ordered fabrics and the quality will be checked on a regular basis. Problems will be reported immediately, to Sourcing Director (cc Logistics/Production Director), and actions will be taken accordingly. The Sourcing Manager will sent the status (current status, expected delivery date, quality checked) overview of the fabrics ordered to the Back Office and Sourcing Director (cc Logistics/Production Director) every week.

4. Storekeeper receives the material and:

a. checks the quantity received, and the price;

b. checks the fabric’s quality/color on inspection machine (with production sample).

c. Storekeeper will report to Sourcing manager and Production manager.

Sourcing Manager is responsible for the quality of the fabric. If the quality of the fabrics is not according to the specifications the process is stopped immediately and this has to

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be reported to the Sourcing Director and Logistics/Production Director immediately.

Actions will be taken accordingly.

New Developments initiated by sourcing

1. New Developments by Suppliers (other suppliers or new fabrics) will be monitored by the Sourcing Manager. The developments will be reported to the Sourcing Director (cc Commercial Director).

2. When new developments are interesting (according to the Sourcing Director and the Commercial Director) action will be taken accordingly.

3. New Developments (new suppliers or new fabric) can also be initiated by the Commercial Director and the Sourcing Director. The Sourcing Manager will be instructed for the specific task and he will report his findings to the Sourcing Director and the Commercial Director.

New Developments initiated by Sales Managers

1. New Developments (based on customer orders) in fabrics are sent to the Sourcing Manager (cc Sourcing Director and Commercial Director are compulsory) by the Sales Manager.

2. The Sourcing Manager will look for the fabric.

3. The findings are reported to the Sourcing Director who has to approve the new fabrics.

4. The approved fabrics are provided to the Sales Manager. Again the Sourcing Manager has to take care that all the actors (Supplier, Sourcing Manager, Sourcing Director, Production Manager and Sales Manager) have and work with the same approved piece of fabric (exactly the same).

For every piece of fabric the approval must be given by the Sourcing Director. All the actors (Supplier, Sourcing Director, Sourcing Manager, Production Manager) involved in the process work with exactly the same piece of this fabric.

The Sourcing Director and Sourcing Manager will both have a Specification sheet of the fabric specifications (a sample of the fabric, color numbers (both numbers used internally and by the supplier), fabric code, and the specific fabric specifications).

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Bijlage 15 Procedure Productontwikkeling

1. Design use the “Sample Production Order” (SPO) form to fill in the specific products they need for their customer.

2. The production specifications are worked out by Design Department. And send as an .jpg file with the SPO.

3. The fabric specifications are worked out by the Design and Sourcing Department together, the sourcing department will search for a supplier who can actually supply the fabric. Approval from the customer as well as from the Sourcing Director are needed to proceed.

4. Specifications needed by sampling:

a. Product name b. Sizes

c. Production specifications

d. Fabric specification (s) (fabric code if available)

e. Color(s) (Vadain International Color code for the fabric if available) f. Material specifications (filling and other accessories (also colors)) g. Product number (if available).

h. Delivery time.

i. Customer address.

j. Request number (name salesperson and date)

5. The SPO is send to the Sampling Manager by e-mail (CC to the Sales manager and Commercial Director, compulsory) Without the cc to the Commercial Director the Order will not be handled. The Commercial Director can cancel the order by contacting the Sampling Manager and the Sales Manager.

6. The Sampling Manager will make a rank order of the SPO’s, priority will be given according to the strategic marketing plan.

7. Sampling Manager is responsible for the Bill of Material, including cost sheets (usage, purchase price and duties).

8. When questions arise the Sampling Manager has to contact the Designer or Sales Manager.

9. The Sampling Manager will contact the Production Manager about the ability of producing the product. The Production Manager is responsible for the ability of the Production Department to reproduce the sample in production according to the exact specifications and costs of the sample (approval by signing the cost sheet). If the sample is not reproducible the Sampling Manager will contact the Sales Manager (cc Logistics/Production Director and Commercial Director), to find a solution.

10. Sampling Manager gives the SPO and the Bill of Material to Tally Administrator, who enters this in Tally system. Fabric and accessories requirements will be clear after checking the stock position in Tally. Sampling Manager receives the list of requirements.

11. Sampling Manager hands over to the Sourcing Manager the list of materials that need to be sourced (for sourcing details see sourcing procedure, “fabrics for sampling”).

12. After approval of the new fabric(s) to be used for the sample by the Sourcing Director, the Sampling Manager will be informed by Sourcing Manager (approval by signing the cost sheet).

13. Purchase Orders for materials will be issued (by Sourcing Manager) and copies go to:

a. Sourcing Person to get the material b. Sampling Manager

c. Vendor/supplier

d. Financial Department (in case of advanced payments)

14. Sampling Manager plans the sample order (delivery dates of material are given).Follow-up of fabrics and accessories is the responsibility of the Sourcing Manager. Sourcing Manager should give the prices based on production orders,

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minimum quantity per order and the lead-time for all fabric and accessories to Sampling Manager.

15. The Sourcing Manager is responsible for on time delivery and the quality of the fabrics. Daily status about the fabrics is reported to Sampling Manager. Delays of delivery have to be reported immediately to Sampling Manager. Weekly status is reported to the Commercial Director (cc Logistics/Production Director) by the Sampling Manager, according to form “Weekly sampling status report”.

16. Storekeeper receives the material. He/she gets the Purchase Order from the sampling Manager and:

a. Checks the quantity received, and the price.

b. Checks the fabric’s quality/color on inspection machine.

17. Above information and the invoice is given to Sampling Manager for verification of quantity, quality and price as per Purchase Order (part deliveries, copy of invoice will be attached to Purchase Order). If this is according to Purchase Order than Tally Administrator enters the received materials into Tally System. Differences are reported to the Sampling Manager. Invoice is signed and checked (according to Purchase Order) by Sampling Manager. Invoice must have Purchase Order number and the Purchase Order need to be stapled at the invoice, otherwise no payment.

Challans are not accepted. Sampling Manager hands over invoices to Finance Department.

Invoice received Finance deadline Payment date Between 1st and 15th 21st Latest by 30th

Between 16th and 31st 7th of next month Latest by 15th of next month

When expenses are made, invoices should be given on the same day to the Finance Department. If not, there is a maximum of two warnings, after that there will be no payment.

18. By the time that the sample is ready, always send by e-mail to the Sales Manager (and cc Back Office Netherlands)

Information on shipment (content of shipment and awb-number)

Sample code ( VI-..-.. , based on VI-product letters-following number)

Picture taken from the sample (file name = sample code)

Price calculation on the sample (see form “calculation sheet”, file name = sample code)

19. The Signed cost sheets are documented by the Sampling Manager.

20. A final check for completeness and the quality control are done by the Sales Manager.

Send sample by courier to Sales Manager on every Friday.

All finished samples are listed in the Sample list, send to Back Office Netherlands every two weeks.

It is essential that all the actors work with exactly the same (product)sample. So the sample given to the customer is also available with the Sales Manager and the Sampling Manager. This is the responsibility of the Sampling Manager.

The Sampling Manager is responsible for the quality and delivery of the sample.

The Sourcing Manager is responsible for the availability of the fabrics used (exact same specifications and price) when an actual order is placed for this product.

The given cost prices must be accurate for the actual production, this is the responsibility of the Production Manager.

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Bijlage 16 Productie Procedure

Order specification and sourcing of resources.

2. Customer Order is sent to Logistics/Production Director by Back Office (cc Commercial Director, compulsory). Without the cc to the Commercial Director the Order will not be handled. The Commercial Director can cancel the order by contacting the Logistics/Production Director.

3. For the information of the Customer Order see exhibit Order specification.

4. A priority is given by the Logistics/Production Director (according to the strategic marketing plan) to the customer order, in relation to the orders already in progress and expected. The master production plan will be made by Logistics/Production Director and communicated with the Production Manager. A product number is given to the products ordered.

5. Customer Order is sent to Sampling Department by Logistics/Production Director.

6. Sampling Department makes specification sheet, consisting of the following information:

a. Performa Invoice

b. Sample (reference number) or order specification c. Bill of Material

1. Fabric consumption written in cutting pattern

2. Stitching, embroidery, finishing, packing and (if any) special instructions for production

3. Color swatches of fabric, thread, packing or/and other accessories (see sourcing procedure).

d. Product number (..-..-…-..) (Product letters- product following number – following number based on fabric and colors used for product – size number)(see 3.). Further detailed information about the codes will follow later.

e. Cost sheets (based on product number) f. Dispatch information

g. Required documents for dispatch(depending of importing country)

Sampling Department checks the details and confirms the receipt and understanding to Logistics/ Production Director.

7. The Specification Sheet, kept in one file is handed over to the Production Manager.

He checks the details (important are the cutting pattern, prices for stitching, etc.) If there are any mistakes/remarks these have to be reported immediately to the Sampling Department.

8. The Sampling Manager will check with the Sourcing Manager and the Production Manager for the actual delivery time (approval by signing the production order cost sheet, these are documented by the Sampling Manager). When the expected delivery time equals the actual delivery time, the date can be confirmed to the Logistics/Production Director (cc Commercial Director). When the expected delivery time and the actual delivery time are different, the Logistics/Production Director as well as the Commercial Director have to be informed. Action will be taken accordingly.

9. The Logistics/Production Director will confirm the actual delivery time to the Sales Manager, who can sent a formal order confirmation to the customer. Confirmation has to be within 1 week from order receipt by Sampling Department (see 5.)

10. The Production Manager will add the order in the production status, which is updated at a daily base and which is weekly supplied to the Logistics/Production Director.

11. Sampling Manager hands, after checking, the Bill of Material together with the Performa Invoice over to the Tally administrator. Tally Administrator (who reports to Finance Department) enters the Performa Invoice and the Bill of Material in Tally system at priority. Fabric and accessories requirements will be clear after checking the stock position in Tally system.

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12. The needed accessories (header card and packaging) will be sourced by the Production Manager.

13. Purchase Order for materials will be issued through Tally system (by Tally administrator) and copies go to:

a. Sourcing Manager (fabrics)/ Production Manager (accessories) to get the material

b. Production Manager/Tally administrator, who file them order wise c. Storekeeper (fabric or accessories)

d. Vendor/supplier, Sourcing Person is responsible for sending it to the vendor and get the confirmation

e. Finance Department (in case of advanced payments)

14. Follow-up, on time availability of right quality, of accessories is the responsibility of the Production manager. The status of the ordered accessories will be checked on a regular basis. Problems will be reported immediately, to Logistics/Production Director, so actions van be taken accordingly. The current status of the accessories ordered will be mentioned on the production status, sent to Logistics/Production Director every week.

15. Follow-up, on time availability of right quality, of fabrics is the responsibility of the Sourcing manager. The status of the ordered fabrics will be checked on a regular basis. Problems will be reported immediately, to Sourcing Director as well as the Logistics/Production Director, and actions will be taken accordingly. The Sourcing Manager will sent the status (current status, expected delivery date, quality checked) overview of the fabrics ordered to the Sourcing Director, Back Office Netherlands and the Logistics/Production Director every week.

16. Storekeeper receives the material and:

a. checks the quantity received;

b. checks the fabric’s quality/color on inspection machine (with production sample).

c. Storekeeper will report to Sourcing manager and Production manager d. The materials received put in Tally system.

Sourcing Manager is responsible for the quality of the fabric and Production Manager is responsible for the quality of the accessories. If the quality of the accessories/fabrics is not as according the specifications the process is stopped immediately and Logistics/Production Director is reported. Actions will be taken accordingly.

Tally Administrator hands over invoices (signed by the Production Manager/Sourcing Manager) to Finance Department once a day.

Invoice received Finance Department deadline

Payment date Between 1st and 15th 21st Latest by 30th

Between 16th and 31st 7th of next month Latest by 15th of next month Terms of payment as mentioned above have to be mentioned in the PO.

Contractors can be paid within a few days, because when the price is fixed, the Production Order is issued.

When expenses are made, invoices should be given within three days to the Finance Department. If not, there is a maximum of two warnings then there will be no payment.

Production Process

17. If during production any quality problems are detected (with the fabrics, accessories or production) this will be reported immediately to Production Manager and the Logistics/Production Director.

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18. Weekly the Tally Administrator gives a summary of the outstanding Production Order, for Funds planning to the Production Manager (accessories) and Sourcing Manager (fabrics), they check it and hand it over to the Finance Department.

19. Production Manager needs to update the daily production status. Production Manager receives at a daily basis the information of all departments to achieve optimal output/efficiency, quality performance and on-time delivery. Information needed from:

a. Storage;

1. Issuance of material (with challans) as per Bill of Material, authorized by Production Manager.

2. Left over material after completing an order, which returns into the storeroom. Both data are updated in the Tally system by Storekeeper.

b. Cutting department; Production Manager checks cutting department for optimal material usage according to cutting pattern. Problems are intimated immediately to Production Manager and quantity reports are given to Production Manager after each working day.

c. Stitching departments d. Finishing departments e. Packing departments

In these departments the Production Manager checks supervisors if production is on- time and check quality through Quality Control (continuous monitoring). Problems are reported immediately to Production Director. Quantity and quality reports are given to Production Manager after each working day.

f. Quality Control does final inspection of packed goods, report is given to Production Manager and Logistics/Production Director.

The Production Manager is responsible for the quality of the products. All problems and delays in production process are immediately reported through Production Manager to the Logistics/Production Director. If required by the buyer (this should be mentioned on the Performa Invoice) an example of the production order is sent to her/him before starting the whole production.

20. Production Manager/Logistics/Production Director notifies the customer’s agent inspector (if any) to check the goods when the shipment is ready. Report is given to the Production Manager/Logistics/Production Director. If the Customer’s agent has rejected pieces, there are two options:

a. If (a part of) an order cannot be made according to the client’s wishes. This amount of finished goods has to be written with value zero in Tally system. A new Production Order should be made which has to follow the whole procedure, but with a double cost price. Records of rejected goods per order must be kept and are reported to the Marketing Department.

b. If rejected goods can be changed according to the client’s wishes. They have to be put on a rework status.

21. When the order is completed and everything is ok, it can be shipped.

22. At the last day of the month a physical stock check is done by the Production Manager, information is handed over to the Finance Department. If there are any doubts of the given information, a recheck will be for that part under physical supervision of the Finance Department.

Logistics

23. The Logistic Manager (reports to Finance Department) books the container(s) on time to ship the goods and takes care of the quotas (if required).

24. Assistant Production Manager prepares the packing-list and gives it to the Logistic Manager, who passes it through to the Finance Department at least two days before the goods leave Gurgaon.

25. A copy of the packing list is also provided to the Tally Administrator, in order to make the invoice in Tally and to clear up the order. The exchange rate is given by Finance

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Department. Also a copy has to be given to the Packing in Charge for the box marking purpose.

26. After clearance, documents are returned to Finance Department who will send these to the bank (shipment by sea).

27. When the goods are ready, the Logistic Manager arranges the transport to the airport/rail depot. He is responsible for loading the truck.

28. Finance Department makes the invoice.

29. The Logistic Manager is responsible for the follow-up with the shipping agent and provides him with the necessary documents. Finance Department is responsible for the excise papers.

30. The Logistic Manager provides sailing information to the Logistics/Production Director. Logistic Manager follows up with Holland (if shipments routes through Holland and then to a certain customer) to receive the date that the customer has received the documentation/papers.

Weekly production report and production status are given to the Chairperson and the Logistics/Production Director.

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