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Director's Report
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Hindustan Unilever LtdIndustry : Personal Care - Multinational
BSE Code:500696
ISIN Demat:INE030A01027
Book Value(Rs):35.38
NSE Symbol:HINDUNILVR
Div & Yield %:1.09
Market Cap (Rs Cr.):436144.69
P/E(TTM):68.41
EPS(TTM):29.45
Face Value(Rs):1
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and Management Discussion and Analysis

Against the backdrop of the external environment discussed earlier, our value creation model and our strategy, your Board of Directors is pleased to share with you the Business Performance under each of its strategic pillars along with the Audited Financial Statements for the financial year ended 31st March, 2019.

WINNING WITH BRANDS AND INNOVATION

Our consumers are at the heart of our value creation model and strategy. We meet the needs of our consumers through our three divisions spanning 40 brands, most of which are household names.

We meet the constantly changing needs of consumers by harnessing our global scale and local expertise. From nutritionally balanced foods and refreshments, to affordable soaps that combat disease, innovation is the key to creating great products that consumers love. The focus areas for your Company under this strategic pillar of Winning with Brands and Innovation are building brands with purpose, innovating across the portfolio and market development.

Beauty & Personal Care (BPC)

Your Company continued to focus on key areas - strengthening core brands, accelerating premiumisation of the portfolio, driving market development at scale, entering into white spaces and scaling up play in naturals. The penetration and consumption of the categories in which your Company operates, have a healthy headroom to grow, indicating the long-term potential in the BPC market. The business registered a robust growth led by premiumisation during the year. Skin Care saw accelerated growth across segments including face care, face cleansing and hand and body. Growth in core portfolio of Skin Care was driven by good momentum in Fair & Lovely and strong growth in Pond's and the premium part of the portfolio. All the value packs launched in the moisturiser range in Pond's, Vaseline and Vaseline Petroleum Jelly, Lakm Aloe range and Lakm Lip Love did well during the year. The talc variant. The facial cleansing business also saw strong growth during the year. Lakm continued its dream run, growing across the portfolio (Core, 9to5, Absolute), after entering the list of your Company's

Rs 1,000+ crore brands last year. Launch of consumer-focussed innovations such as the Kareena Kapoor Khan collection – a bold and beautiful premium range of makeup, helped the brand deliver stellar results. Lakm Fashion Week, the most digitally followed fashion event in the world, which has been a marquee event for the brand, continued to gain in size and scale and helped enhance the brand equity with consumers. The e-commerce channel is emerging as a key growth driver for the category and your Company continues its focus on this opportunity. Skin Cleansing growth was led by the premium part of the portfolio- Dove, Pears and Hamam. The freshness variants within Lifebuoy, Lux and Liril did well. Lux hosted the 3rd edition of the Lux Golden Rose Awards (LGRA) to celebrate the best women actors in Bollywood that coincided with the brand's 90th Anniversary. One of the highest rated award shows of 2018, LGRA further helped build the equity of Lux as the ‘Beauty Soap of the Stars' with consumers. In Haircare, your Company sustained its strong growth momentum with new launches and activations throughout the year. The performance was further boosted by robust growth in TRESemm, Dove and Indulekha. TRESemm, on its fifth anniversary in India, was relaunched with new packaging and a more fragrant formulation. TRESemm was also the official hair partner of the Lakm Fashion Week, re-establishing its credential as the choice of professionals. During the year, Dove became India's No.1 hair care brand. Dove shampoo and conditioner range was relaunched with increased level of Keratin Actives for damage repair. Indulekha entered the shampoo category and led the charge in the naturals segment in Haircare. Brylcreem launched an exclusive range of men's grooming products for hair and beard - a first for the Company. The range was co-created with Amazon, leveraging new digital business models in e-commerce. Your Company's sustained efforts helped getting some momentum back in the Oral Care category. Your Company relaunched CloseUp and Pepsodent with a refreshed proposition and communication. With the launch of LEVER ayush and natural variants in CloseUp, your Company continued to build its credentials into the growing Oral Care naturals segment. The year saw the relaunch of Pepsodent Germicheck toothpaste and Pepsodent Clove and Salt toothpaste with natural clay activated formula using proprietary germ fighting technology for long lasting germ protection. Pepsodent Expert Protection Complete, Germ care and Whitening variants were also relaunched. Deodorants performed well with innovations and market development driving the growth. Axe Ticket – a pocket sized perfume pack through its contextual, digital and moment marketing activations continued to build the consumer franchise. Rexona, our leading anti-perspirant brand, delivered great results in select geographies and has now been rolled out nationally. Your Company further strengthened its ‘naturals' strategy through its three-pronged approach. The master brand LEVER ayush launched across multiple categories like oral care, haircare, skin care, skin cleansing continued to perform well in south India. The second leg of the strategy is building specialist brands like Indulekha. Indulekha has delivered impressive performance in both oil and shampoos, with a unique product formulation and distinctive packaging. The third leg of the ‘naturals' strategy involves supporting various natural variants within our existing portfolio of products like Lakm aloe vera range, Lifebouy neem and turmeric, Fair & Lovely Ayurveda etc.

Home Care

YourCompany'sHomeCarebusinesssustaineditsvolumedriven, profitable growth during the year. The fabric wash business delivered a strong performance on the back of continuing premiumisation with Surf excel and Rin, whilst regaining growth in the mass segment led by Wheel. In the market development segments of machines and fabric conditioning, Surf excel matic liquid and Comfort fabric conditioner continued their growth trajectory. During the year, flexible packs were introduced in detergent liquids and fabric conditioners to make them more affordable for the consumers and further drive consumption and penetration.

In Household Care, Vim led the market development for dishwash by driving category adoption of Vim bar in rural India and upgrading existing bar consumers to the liquid format in urban India. Vim liquid performed well by increasing penetration through introduction of access packs. Domex Toilet cleaner was relaunched with a long-lasting freshness proposition and new user friendly packaging. The low cost Domex powder, designed for squat toilets, was extended to selected geographies in India. Your Company is sharpening its strategy for the Pureit portfolio in line with the evolving needs of consumers. The brand will focus on the electric purifier product range and phase out the gravity filter range while continuing to win with consumers through value added innovations. Based on its new strategy, this year, Pureit launched Pureit Copper+, an innovation inspired by the age-old tradition of storing water in Copper vessels, which adds goodness of copper to RO purified water.

Foods & Refreshment

Duringtheyear,theCompanyintegratedFoodsandRefreshments categories with an objective of making the business simpler, more focussed and agile. The Foods & Refreshment division delivered strong growth across categories. The Foods business of your Company is home to trusted brands like Kissan, Knorr and Annapurna and plays across different product segments. In Foods, we continued to grow steadily in the core portfolio of Jams and Ketchups while investing in market development to drive penetration in nascent categories. During the year, Kissan launched a range of international sauces – Schezwan, Manchurian, Pizza Pasta and Mexican Salsa. The Refreshment business of your Company, comprising of the iconic brands like Taj Mahal, Brooke Bond Red Label, Lipton, BRU and Kwality Wall's, had a good year. The business delivered strong volume-led growth across Tea, Ice Creams and Frozen Desserts. The business continued to drive reach by increasing direct distribution and leveraging our WiMi strategy. Tea continued to deliver robust, volume-led growth as all the key brands – Brooke Bond Red Label, 3 Roses, Taaza and Taj Mahal – continued to grow and delight millions of consumers with their superior products at the right price. The relaunched Brooke Bond Taj Mahal continued to strengthen its franchise. Your Company launched two new premium variants of Taj Mahal for gifting on the e-commerce channel. Taaza continued to upgrade consumers along the quality pyramid by offering superior value. Brooke Bond Red Label and 3 Roses Natural Care Tea, with its differentiated immunity benefit from ayurvedic ingredients, continued to delight consumers. Lipton green tea accelerated its proposition on how exercise, when supplemented with green tea, can work wonders for weight loss. During the year, your Company launched a new variant of BRU Coffee in select geographies. It continues to leverage state-of-the-art roasting and extraction technologies to deliver superior instant coffee products. For the first time, your Company launched beaten coffee and new masala tea premix in the Out-of-Home vending channel. During the year, the Ice Cream and Frozen Desserts business delivered strong, volume-led growth on the back of innovations and geography expansion. Your Company rolled out globally successful innovations – UniCornetto, Sandwich and Magnum Hazelnut as well as local innovations - Cloud Bite with twin flavours and access packs in Choco Cone, Orange Bar and Rajwadi Bite. Your Company also launched several co-branded innovations – Cornetto Oreo, Gems Cup and Oreo Tubs. During the year, your Company acquired Adityaa Milk Ice creams brand and distribution business which has provided an entry into complementary markets and also bolstered the product portfolio.

Brands With Purpose

Our sustainable living brands are those that take action to make sustainable living commonplace in a way that is relevant to the product, good for society and motivating to consumers. Lifebuoy continued its behaviour change initiatives that promote the benefits of handwashing with soap. By 2018, Lifebuoy, with its partners, reached 68 million people. Dove was relaunched with an enhanced formulation and new communication which carries the ‘No-digital distortion mark' reaffirming the brand's commitment to portrayal of ‘real beauty'. Through the Rexona Confidence Academy that guides job seeking youth on how to prepare for job interviews, we reached out to over 2.2 lakh college students in West Bengal. The Fair & Lovely (FAL) Career Foundation is a mobile platform that was launched in 2017 to help women overcome barriers and create their own identity through online courses and career guidance. In September 2018, the brand ran a campaign called Pehli Tankhwa or First Salary which received good response. During the year, the brand launched job opportunities on the Foundation platform starting with Lakm Beauty Advisory. FAL also launched internship opportunities on the platform with Internshala. Till date more than 500,000 women have registered on the FAL platform. Closeup launched the #FreeToLove campaign to promote inclusivity in society. The campaign, which features the stories of real couples who have broken through the barriers of age, caste and gender, received positive response on social media. This is yet another example of the differentiated and socially relevant marketing campaigns of our brands that focus on driving social change. Domex believes that cleaning a toilet is a vital part of the sanitation agenda in India. It is just as normal and acceptable as any other chore and there is no shame associated with cleaning a toilet. To remove this taboo, Domex launched the campaign ‘Why the Shame? Pick Up The Brush!'. Surf excel has consistently brought alive its purpose of ‘Daag Acche Hain' or ‘Dirt is Good' over the past decade through its various campaigns, by showing kids getting dirty while demonstrating good values. This is also true of the latest campaign #RangLaayeSang, which is set in the context of Holi. It embodies the brand's ‘Daag Acche Hain' philosophy and captures how the colours of Holi can be a force for good, melting differences and bringing people together. Our laundry brand Wheel has always valued the husband-wife relationship and has been acknowledging the evolution of this relationship towards a more progressive outlook, given that today's woman undertakes multiple responsibilities and is the anchor of the family. The new communication with this objective has been launched through the message ‘jab kapde fresh tab soch bhi'. Brooke Bond remained true to its purpose of ‘Breaking Barriers' and took a step ahead in impactful advertising. The ‘Ganpati film' and the ‘2 Blends film' were very well received on digital platforms. The Brooke Bond Red Label ‘6 Pack Band 2.0', featuring six teenagers with autism, released five songs and reached 90 million people with their message of inclusiveness. Our purpose-driven brand Kissan, continued to source 100% of the tomatoes used in its ketchup sustainably.

WINNING IN THE MARKETPLACE

The Customer Development eco-system of your Company encompasses demand capture, demand fulfilment and demand generation. On demand capture, we are focussed on driving high quality direct coverage and increasing the assortment sold in each store using technology and a data-centric analytical approach. Your Company continued to be a thought leader and deployed cutting edge technology in the front end to drive performance and execution. On demand fulfilment, your Company introduced various processes and technology interventions to enable customers to serve the trade effectively. Our endeavour was to drive both visibility and efficiency of how our distributors service the trade. On demand-generation, the strategy of your Company encompassed winning in traditional trade in both open and closed formats, winning in ‘route to market' as well as winning in emerging channels like Modern Trade and e-commerce. In traditional trade, we are focussed on optimal servicing with appropriate beat lengths and improving the in-store visibility and competitiveness. In ‘route to market', your Company continued to build its distribution through differentiated investments. We continued to derive the benefits of tailor-made consumer and customer plans across categories as part of the ‘Winning in Many Indias' strategy through a strong understanding of the interconnected ecosystem of customers, consumers and shoppers. This will continue to be our source of competitive advantage. The foundation of your Company's success in Modern Trade is underpinned by strong collaboration with key customers across all aspects of the business. Your Company continued to invest in ‘assisted selling' and ‘visibility' in Modern Trade whilst improving execution. ‘Building Brands in Store' remained a key thrust in this channel and yielded good results across the portfolio. The e-commerce channel continued on its exponential growth trajectory on the back of strong thought leadership and exemplary execution. A dedicated expertise team is working closely with all key e-commerce partners to create competitive advantage for the business and scaling up at a rapid pace in line with the overall channel growth. Your Company continued to focus and drive ‘Project Shakti', the initiative for driving social responsibility and sustainability, aimed at enhancing livelihoods and building opportunities for small scale entrepreneurs in rural India. Your Company now has over 1 lakh Shakti Entrepreneurs (Shakti Ammas) across India who make a respectable living by distributing your Company products. In a rapidly changing world, leveraging technology and data led decision making continues to be a big thrust for your Company. Your Company continued to invest and experiment in this dynamic space to retain its competitive edge in the marketplace. Your Company believes such investments ahead of the curve will be a source of competitive advantage in the days to come.

WINNING THROUGH CONTINUOUS IMPROVEMENT

Under the strategic pillar of Winning through Continuous Improvement, your Company continues to deliver profitable growth and delighting consumers by improving service, quality and processes. Your Company's Supply Chain is continuously upgrading itself with future ready technologies that support the entire value chain. New technologies like machine learning, artificial intelligence, uberisation of trucks, robotics and automation are important ingredients of this transition. Smart use of these technologies is driving efficiency in the Supply Chain by delivering cost savings, better customer service through enhanced availability and opportunities for strategic partnerships. While continuously evolving and being future fit, your Company's Supply Chain agenda remains focussed on building competitiveness through consumer and customer centricity, creating value through cost saving, customer service excellence, ‘partner to win' programme with suppliers and driving the USLP agenda in manufacturing. Your Company continues to improve the on-shelf quality of its products to enhance consumer experience. Our belief remains firmly embedded in ‘Delighting consumers Everyday'. During the year on-shelf quality was improved by 30% over the previous year. Your Company continued its journey of delivering cost savings by using ‘Zero Based Budgeting' and ‘World Class Manufacturing'(WCM) principles and applying it to every element of cost in the end-to-end supply chain. The WCM programme is being expanded to cover most of the manufacturing sites and all sites have been consistently delivering savings through elimination of non-value added activities. Cash flows were improved through rigorous use of IT tools which enabled cutting of excess and optimising stocks throughout the value chain. Your Company has brought down inventory by an additional three days. Continuing its journey of Segmentation, your Company delivered Customer-Case-Filled-on-Time (CCFOT) upwards of 95%. The key thrust area in customer service continues to be ensuring enhanced availability to retailers from our customers with shorter lead times which will help improve On-Shelf-Availability.

The introduction of GST has led to flexibility in shaping the Supply Chain network. Your Company is focused on unlocking value in this area by redesigning the supply chain to create demand focussed network. We continue our journey of consolidating distribution centres spread across the country and building an agile and efficient manufacturing footprint which is closer to demand clusters. In line with the USLP commitments, your Company has increased its renewable energy share to 43%. This was achieved by converting agricultural process waste from our operations into fuel,besidesincreasingtheutilisationofbio-fuelslikeagri-waste. Your Company continues to expand installation of specialised burners to utilise heavy vegetable oil residue from operations as fuel, substituting furnace oil. This increase in renewable energy usage and reduction in specific energy consumption has also contributed to CO2 reduction in your Company's operations by 59% as compared to 2008 baseline. All factories and warehouses continue to maintain ‘zero non-hazardous waste to landfill sites' status. Your Company continues to maximise reuse of waste generated in the manufacturing units, reduction at source, waste segregation and pre-processing facilities provided at all locations for improving recyclability has resulted in total waste reduction by 58% as compared to 2008 baseline. Captive rainwater harvesting and its utilisation in processes, reuse of treated effluent water, reduction of water losses in utilities and operations, process water requirement optimisations, improving efficiencies and maximising use of RO plants have contributed to reduction of water usage in manufacturing by 55% compared to 2008 baseline. During the year, through a partnership with ‘waste to electricity installation', your Company has been able to process approximately 15,000 tonnes of plastic waste and convert it into electricity. In addition to this, approximately 5,000 tonnes of post-consumer use plastic waste was collected with the help of NGOs and EPR partners and sent for energy recovery. For further details on the steps taken by your Company on conservation of energy, water and reduction of waste, please refer to the Business Responsibility Report, which forms part of this Annual Report.

Technology Absorption

Your Company continues to derive sustainable benefit from the strong foundation and long tradition of R&D at Unilever, which differentiates it from others. New products, processes and benefits flow from work done in various Unilever R&D centres across the globe, including in India. The Unilever R&D labs in Mumbai and Bengaluru work closely with the business to create exciting innovations that help us win with our consumers. With world-class facilities, and a superior science and technology culture, Unilever attracts the best talent to provide a significant technology differentiation to its products and processes. The R&D programmes, undertaken by Unilever globally, are focussed on the development of breakthrough and proprietary technologies with innovative consumer propositions. The global R&D team comprises highly qualified scientists and technologists working in the areas of Home Care, Beauty & Personal Care, Foods & Refreshment and Water Purification and critical functional capability teams in the areas of Regulatory, Clinicals, Digital R&D, Product & Environment Safety and Open Innovation.

Your Company has an existing Technical Collaboration Agreement (TCA) and a Trade Mark License Agreement (TMLA) with Unilever which was entered into in 2013. Your Company is enjoying the benefits of an increasing stream of new products and innovations, backed by technology and know-how from Unilever. The pace of innovations and the scope of services have expanded over the years. Unilever's global resources are providing greater expertise and superior innovations. This has helped in bringing to the Indian consumers bigger, better and faster innovations. The TCA provides for payment of royalty on net sales of specific products manufactured by your Company, with technical know-how provided by Unilever. The TMLA provides for the payment of trademark royalty as a percentage of net sales on specific brands where Unilever owns the trademark in India including use of ‘Unilever Corporate logo'. Your Company maintains strong and healthy interactions with Unilever through a well-coordinated management exchange programme, which includes setting out governing guidelines pertaining to identifying areas of research, agreeing timelines, resource requirements, scientific research based on hypothesis testing and experimentation. This leads to new, improved and alternative technologies, supporting the development of launch-ready product formulations based on research, and introducing them to markets. Your Company continuously imports technology from Unilever under the TCA, which is fully absorbed. The benefits derived by your Company through technology absorption and R&D have been detailed in the section Winning with Brands and Innovation earlier in this report. Your Company also receives continuous support and guidance from Unilever to drive functional excellence in marketing, supply management, media buying and IT, among others, which help your Company build capabilities, remain competitive and further step-up its overall business performance. Unilever is committed to ensuring that the support in terms of new products, innovations, technologies and services is commensurate with the needs of your Company and enables it to win in the marketplace. The details of expenditure on R&D at the Company's in-house facilities, eligible for a weighted deduction under Section 35(2AB) of the Income Tax Act, 1961, for the year ended 31st March, 2019, are as follows: Capital Expenditure : Rs 2 crores Revenue Expenditure : Rs 20 crores

Finance & IT

The Finance Function of your Company has made a stellar contribution by leading and supporting the business through the course of the year with a compelling strategy of ‘Winning Business', ‘Leading Capabilities' and ‘Amazing People'. Through the Finance function, business performance was supported by a gamut of interventions, be it in accelerating growth opportunities or making tough resource allocation choices. The cost saving programme of your Company delivered another year of significant savings, providing fuel for growth and aiding margin expansion. Your Company demonstrated resilience under challenging circumstances that involved commodity volatility, currency devaluation, competitive pressures and evolving regulatory environment. Your Company made significant interventions in building data and digital capabilities. The projects span across areas of intelligent automation, data analytics, controls and predictive capabilities. Risk-based and analytics supported internal audit approach of your Company is helping strengthen controls whilst enhancing processes and driving efficiencies in the value chain. The finance function of your Company continued to build a strong purpose led team which is leading with impact. The key focus during the year was upskilling talent on digital skills. The function also setup a ‘Digi Club' – a team of highly talented finance and IT resources to drive digital projects with focus and upskill everyone across the function on digital skills. Your Company continues to invest in technology capabilities that drive efficiency and speed in warehousing, logistics and factory operations. Your Company is increasingly leveraging Cloud capabilities for speed and scale. During the year, the Information Technology function has continued to play a key role in both the growth and efficiency programs. We are investing in Data Driven Marketing Technology capabilities that will enable the Company to strengthen one to one connection with our consumers while continuing to invest in technology that secures consumer data. The pace of technology change continues to increase and is a good opportunity to ‘Re-imagine HUL'. Your Company continues to create a culture of Innovation, Learning and Agility to enable the digital transformation journey. With increasing digitisation of consumer interactions, consumer data privacy and data protection continue to be a focus area.

WINNING WITH PEOPLE

Great Brands and Great People have always been Hindustan Unilever's biggest assets. Sustainable, profitable growth can only be achieved in an organisation which focuses on performance culture and where employees are engaged and empowered to be the best they can be. Ourconstantendeavouristoworktowardsmakinganorganisation that is simpler, diverse and agile and therefore will move faster, innovate better and leverage Unilever's global scale. Your Company's Connected 4 Growth (C4G) business transformation programme has been designed to create an organisation that is more consumer and customer-centric, as well as future ready. The imperatives for this have come from the need to be able to compete in a fast-changing world characterised by digitisation and increased competition. To propel the C4G transformation, your Company has identified new behaviours as key to winning in the market – Empowerment, Collaboration & Experimentation. We are creating an organisation and culture where employees are empowered to act like entrepreneurs and business owners. To support this culture of experimentation, there is an additional focus on digital transformation of the business with a Digital Council which is now fully empowered to spearhead this agenda, developing niche digital skills in our leaders and upgrading the digital skills footprint of our employees at large. While quality of talent has been your Company's strength, there has been an impetus on building future ready leadership that is equipped and empowered to thrive in this dynamic environment.

HUL continues its title of ‘No. 1 Employer of Choice' in the industry for the past 10 years. The ‘Unilever Diaries' social media presence on Facebook and Instagram has over five lakh followers and helps us deepen our engagement with students, as well strengthens our brand image amongst them. Driven by the ‘leaders build leaders' philosophy, we have created an environment where people get big responsibilities early in their career and are also able to constantly experiment. Your Company's flagship management trainee programme, the Unilever Future Leaders Programme (UFLP), has been the training ground for many inspiring leaders across HUL and Unilever, and provides extensive cross-functional experience through live projects and assignments. Our vision is to make HUL an inclusive organisation that celebrates diversity and helps people bring their best selves to work. Apart from enabling infrastructure and work practices such as parental support programme, flexible work arrangements, there is an increased focus on hosting conversations to sensitise employees on unconscious biases and helping them break limiting stereotypes. We have taken our focus beyond gender balance, which we are committed to achieving in the near future, to inclusion of Persons with Disability and LGBTQ in our organisation and ecosystem. Employee well-being is integral to your Company's Winning with People agenda and we continue our focus on all four aspects of well-being i.e. Physical, Mental, Emotional and Purposeful. The first step is on building awareness by employee contact programs and sensitising our managers, setting up health support eco-systems and bringing a sharper understanding of the health of our employees. An Employee Assistance Programme called ‘Reach Out' - a telephonic counselling and work-life programme with round-the-clock access, has provided timely help for several employees and their family members. The underlying mission is to bring a shift from reactive healthcare to proactive wellbeing. This year, your Company has taken conscious steps to confront the stigma of Mental Well-Being and created awareness to deal with this stigma. Your Company, believes that people with purpose thrive and that purpose is at the heart of what energises people. In line with this thinking, we have commenced the Discover Your Purpose (DYP) journey with an intent to ignite passion and purpose in our employees. We have ignited this spark in over 10,000 employees and our ambition is to ensure that every employee finds their purpose.

EMPLOYEE STOCK OPTION PLAN (ESOP)

Details of the shares issued under Employee Stock Option Plan (ESOP), as also the disclosures in compliance with SEBI (Share Based Employee Benefits) Regulations, 2014, are uploaded on the website of the Company https://www.hul.co.in/ investor-relations/annual-reports/hul-annual-report-related-documents.html. No employee has been issued share options during the year equal to or exceeding one per cent of the issued capital of the Company at the time of grant. Pursuant to the approval of the Members at the Annual General Meeting held on 23rd July, 2012, the Company adopted the ‘2012 HUL Performance Share Scheme'. In accordance with the terms of the Performance Share Plan, employees are eligible for award of conditional rights to receive equity shares of the Company at the face value of Rs 1/- each. These awards will vest only on the achievement of certain performance criteria measured over a period of three years. The Company confirms that the 2012 HUL Performance Share Scheme complies with the provisions of SEBI (Share Based Employee Benefits) Regulations, 2014. Under this plan, eligible Managers were given Conditional Performance Grant of shares of Unilever and the Company in the ratio of 67:33, to mirror your Company's shareholding, where Unilever held 67% shareholding. During the year,15 employees were awarded conditional rights to receive 4,650 equity shares at the face value of Rs 1/- each. It comprises conditional grants made to eligible managers covering performance period from 2018 to 2021. The employees of the Company are eligible for Unilever PLC (the ‘Holding Company') share awards namely, the Management Co-Investment Plan (MCIP), the Global Performance Share Plan (GPSP) and the SHARES Plan. The MCIP scheme has two sets of eligibilities – for Managers, it allows eligible employees to invest up to 50% of their annual bonus and for eligible senior leaders to invest up to 100% of their annual bonus in the shares of the Holding Company and to receive a corresponding award of performance related shares. Under GPSP, eligible employees receive annual awards of the Holding Company's shares. The awards under GPSP and MCIP plans vest after 3-4 years up to 200% of grant level, depending on the satisfaction of the performance metrics. Under the SHARES Plan, eligible employees can invest in the shares of the Holding Company for a specified amount and after three years, one share is granted to the employees for every three shares invested, subject to the fulfilment of conditions of the scheme. The Holding Company charges the Company for the grant of shares to the Company's employees based on the market value of the shares on the exercise date. Disclosures with respect to the remuneration of Directors and employees as required under Section 197 of the Act and Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (Rules) have been appended as Annexure to this report. Details of employee remuneration as required under provisions of Section 197 of the Companies Act, 2013 and Rule 5(2) and 5(3) of the Rules are available at the Registered Office of the Company during working hours, 21 days before the Annual General Meeting and shall be made available to any shareholder on request. Such details are also available on your Company's website https_//www_hul_co__n/ _nvestor-relat_ons/annual-reports/hul-annual-report-related-documents_html.

PERFORMANCE OF SUBSIDIARIES

The summary of performance of the subsidiaries is provided as below:

Unilever India Exports Limited

The Company is a 100% subsidiary of HUL and is engaged in FMCG Exports business. The focus of the FMCG operations is to become a cross border sourcing hub of FMCG products for Unilever Companies across the world and to drive distribution of ethnic brands in key overseas markets. Due to continued disruption in key exports markets and increased competitive pressures, the Company has sharpened its focus on the distribution business of key brands in strategic markets only.

Lakme Lever Private Limited

Lakme Lever Private Limited (LLPL), is a 100% subsidiary of the Company and has over 430 owned / managed and franchisee salons. LLPL continued to expand its salons business across markets with close to 100 new salons in the year. The Lakm Salon Showstopping bridal collection was launched at Lakm Fashion Week in collaboration with leading designer Ms. Payal Singhal with the Shaadi anthem by acclaimed musician Raftaar. The ‘Runway Rewards' club was relaunched with attractive benefits for members across tiers. Compelling thematic campaigns like Good Hair Day, Happy New You and BFF - Best Face Forward helped drive growth. Customer delight, as measured by the Net Promoter Score and Magic Moments, improved significantly over the previous year. Your Company will continue to support LLPL to drive growth in this attractive market opportunity. LLPL also operates a manufacturing unit at Gandhidham which carries out job work operations for your Company manufacturing toilet soaps, bathing bars and detergent bars.

Unilever Nepal Limited

Unilever Nepal Limited (UNL), a subsidiary of your Company, is engaged in manufacturing, marketing and sale of detergents, toilet soaps, personal products and laundry soaps in Nepal. In 2018, UNL has ventured into Foods and Refreshment category with manufacturing of Tea under the Red Label brand. During the year, UNL enhanced its growth trajectory which was broad based across all categories. UNL has maintained its bottom-line performance, driven by mix, judicious price management and by leveraging the current manufacturing capability. In 2018, UNL implemented SAP as its ERP system which will significantly improve the financial and operational controls in the Company.

Hindustan Unilever Foundation

Hindustan Unilever Foundation (HUF) is a not-for-profit Company that anchors water management related community development and sustainability initiatives of Hindustan Unilever Limited. HUF operates the ‘Water for Public Good' programme, with a specific focus on water conservation, building local community institutions to govern water resources and enhancing farm based livelihoods through adoption of judicious water practices. The Foundation's programs have till date reached out to over 5,000 villages cumulatively in 51 districts, 10 states and 2 union territories across India in partnership through 20 NGO partners and multiple co-funders. HUF also supports several knowledge initiatives in water conservation and governance. By the end of financial year 2018, the cumulative and collective achievements through partnered programmes of HUF include:

WaterConservation:We have created water saving potential of over 700 billion litres through improved supply and

2018-19, HUF's water conservation capacity stood at 900 billion litres* cumulatively.

Crop Yield: Additional agriculture production of over 0.8 million tonnes has been generated.

Livelihoods: More than 7.5 million person days of employment have been created though water conservation and increased agriculture production. The cumulative impact of HUF supported projects has been independently assured.

Other Subsidiaries

Pond's Exports Limited is a subsidiary of the Company which was engaged in leather business and has currently discontinued operations.

Bhavishya Alliance Child Nutrition Initiatives is a not-for-profit subsidiary of the Company and had launched a hand washing behaviour change programme in the state of Bihar that aims to reduce diarrhoea and pneumonia in children under the age of five years. We discontinued operations and a similar handwashing programme is now being driven by your Company directly.

Daverashola Estates Private Limited is a subsidiary of the Company which has been exploring opportunities to enter into appropriate business activities.

Jamnagar Properties Private Limited is a subsidiary of the Company. The litigation over the land of the Company is now over and accordingly the land has been surrendered to the Government.

Levers Associated Trust Limited, Levindra Trust Limited and Hindlever Trust Limited, subsidiaries of the Company, act as trustees of the employee benefits trusts of the Company. Your Company has not made any downstream investments in subsidiaries.

RISKS AND OPPORTUNITIES

Our approach to Risk Management:

Your Company operates in an increasingly volatile, uncertain, complex and ambiguous (VUCA) world with rapid changes in all domains potentially impacting your Company. These changes bring in new opportunities for your Company but also bring about multi-dimensional risks, which need to be judiciously managed. Risk Management is, thus, an integral part of your Company's strategy. We proactively identify potential risks and accordingly devise our short-term and long-term actions to mitigate any risk which could materially impact your Company's long-term goals.

Governance

The Risk Management Committee of your Company identifies, monitors and manages risks. Our approach to risk management is designed to provide reasonable assurance that our assets are safeguarded, the risks facing the business are being assessed and mitigated and all information that may be required to be

*pending independent assurance disclosed is reported to your Company's Audit Committee and Board. Your Company has access to global resources in the Risk Management domain through Unilever PLC., and various partner agencies which helps in proactively identifying possible financial as well as operational risks and take mitigating actions even before the risk materialises. Technology has been a key enabler and operational risks are being monitored through advanced capability on an agreed frequency.

Processes

Your Company operates a wide range of processes and activities across all its operations covering Strategy, Planning execution and Performance management. Controls are built into every stage of business process and are formalised and documented. We are leveraging advances in technology to help centralise and automate several controls into the transactional Information Technology systems.

Risk and Internal Adequacy

The Company's internal control systems are commensurate with the nature of its business and the size and complexity of its operations. These are routinely tested and certified by Statutory as well as Internal Auditors and cover all offices, factories and key business areas. Significant audit observations and follow up actions thereon are reported to the Audit Committee. The Audit Committee reviews adequacy and effectiveness of the

Company's internal control environment and monitors the implementation of audit recommendations, including those relating to strengthening of the Company's risk management policies and systems.

Risk Assessment

Business risk assessment is an annual cross functional exercise involving leadership across the organisation to identify, update and mitigate business risks. Each risk is assessed basis its probability of occurrence and the severity of impact. Basis this assessment, your Company classifies various risks into three major heads and accordingly decides the strategies to monitor, manage and mitigate such risks – 1) High risk exposure requiring immediate attention;

2) Moderate risk exposure requiring close monitoring; and

3) Acceptable risk exposure. This comprehensive exercise ensures an effective risk culture across the organisation and an embedded approach to risk management. The Risk Management Committee reviews the findings of the risk assessment exercise and the effectiveness of the management controls in place to mitigate the risk exposure. Your Company's Board of Directors, through the Audit Committee, also reviews the assessment of risks, internal controls and disclosure controls and procedures in operation within your Company. Some of the key identified risks along with the steps taken and opportunities for the business of your Company to mitigate them are presented below.

DESCRIPTION OF RISK WHAT ARE WE DOING TO MANAGE THE RISK CAPITALS IMPACTED
QUALITY AND SAFETY
The quality and safety of our products are of paramount importance for our brands and our reputation. Your Company is committed to complying with all applicable and relevant external standards to maintain a robust quality and safety inspection process across all manufacturing and warehousing locations. We assess the security and usage risk for key third parties, suppliers, customers and empower employees and third parties through the necessary training and communication on policies and procedures. Financial Capital, Manufactured Capital,
HUL's brands, product quality and safety are valuable assets and hence, the risk that raw materials are accidentally or maliciously contaminated throughout the supply chain or that other product defects occur due to human error, equipment failure or other factors cannot be excluded. Our product quality processes and controls are comprehensive, from product design to customer shelf. The processes are reviewed annually, and controls regularly monitored through performance indicators that drive improvement activities. Our key suppliers are externally certified, and the quality of material received is regularly monitored to ensure that it meets the rigorous quality standards that our products require. In the event of an incident relating to the safety of our consumers or the quality of our products, incident management teams are activated in the affected markets under the direction of our product quality, science and communications experts, to ensure timely and effective marketplace action. Intellectual Social Capital and Human Capilal
TALENT
A skilled workforce and agile ways of working are essential for the continued success of our business. We have targeted programmes to attract and retain top talent and we actively monitor our performance in retaining talent within HUL. Human Capital
Our ability to attract, develop and retain the right number of appropriately qualified people is critical if we are to compete and grow effectively. The loss of management or other key personnel could make it difficult to manage the business and could adversely affect operations and financial results. Resource committees have been established and implemented throughout our business. These committees have responsibility for identifying future skills and capability needs, developing career paths and identifying the key talent and leaders of the future. We have an integrated management development process which includes regular performance reviews underpinned by a common set of leadership behaviours, skills and competencies. We regularly review our ways of working to drive speed and simplicity through our business in order to remain agile and responsive to marketplace trends.
ETHICAL
Acting in an ethical manner, consistent with the expectations of customers, consumers and other stakeholders, is essential for the protection of the reputation of HUL and its brands. Our Code of Business Principles and our Code Policies govern the behaviour of our employees, suppliers, distributors and other third parties who work with us. Intellectual Capital, Financial Capital, Human Capital and
Despite our commitment to ethical business and the steps we take to adhere to this commitment, there remains a risk that activities or events may cause us to fall short of our desired standard, resulting in damage to HUL's corporate reputation and business results. Our processes for identifying and resolving breaches of our Code of Business Principles and our Code Policies are clearly defined and regularly communicated. Data relating to such breaches is reviewed by the HUL Management Committee and by relevant Board Committees and helps to determine the allocation of resources for future policy development, process improvement, training and awareness initiatives. Social Capital
SUPPLY CHAIN
Our business depends on purchasing materials, efficient manufacturing and the timely distribution of products to our customers. Commodity price and foreign exchange risks are actively managed by expert teams. Trends are closely monitored and modelled regularly and integrated into our commodity and foreign currency management strategies. Your Company endeavours to drive efficiencies in all aspects of the supply chain cost elements before passing on the pricing to the consumer. In all cases, the price-value equation for the customer is maintained. Financial Capital, Manufactured Capital, Human Capital, Social and Natural
Capital Thecostofourproductscanbesignificantly affected by the cost of the underlying commodities and raw materials as well as currency movements given import of a number of raw materials. Your Company has contingency plans designed to enable us to secure alternative key material supplies at short notice, to transfer or share production between manufacturing sites and to use substitute materials in our product formulations and recipes.
Our supply chain network is exposed to potentially adverse events such as physical disruptions, environmental and industrial accidents, trade restrictions or disruptions at a key supplier, which could impact our ability to deliver orders to our customers. Your Company has policies and procedures designed to ensure the health and safety of our employees and the products in our facilities, and to deal with major incidents including business continuity and disaster recovery.
BUSINESS TRANSFORMATION
Successful execution of business transformation projects is key to delivering their intended business benefits and avoiding disruption to other business activities. Sound project discipline is followed in evaluation of all acquisitions, disposals, business transformation and restructuring projects. These projects are led by senior executives and staffed with dedicated and appropriately qualified personnel. All such projects have strong governance and is regularly reviewed by the Board of your Company. All Capitals
Your Company is continually engaged in major change projects, including acquisitions, disposals, supply chain restructuring and business transformation, to drive continuous improvement in our business and to strengthen our portfolio and capabilities. Failure to execute such initiatives successfully could result in under- delivery of the expected benefits.
PLASTIC PACKAGING
A reduction in the amount of plastic and an increase in the use of recyclable content in our packaging is critical to our future success. We believe in a well-rounded approach across the value chain based on the 4R's: ‘Reduce, Reuse, Recycle and Recover.' Manufactured Capital, Social Capital, and
Both consumer and customer responses to the environmental impact of plastic waste and emerging regulation by different state governments to ban the use of certain plastics, requires us to find solutions to reduce the amount of plastic we use; increase recycling post-consumer use; and to source recycled plastic for use in our packaging. In accordance with this principle, we have initiated systematic efforts with strategic partners to reduce our factory and packaging waste while helping us find scalable solutions. The Company has been partnering with think-tanks to drive circular economy. Natural Capital
Your Company has initiated several projects to collect, segregate and safely dispose of plastic waste, in collaboration with partners and social entrepreneurs in several cities. We have strategic partnership for conversion of waste to electricity and have converted 15,000+ tons of plastic waste to energy in the first year. Your Company has made clear commitments to make 100% of our plastic packaging reusable, recyclable or compostable by 2025.
Further, 25% of all the plastic we use is expected to come from recycled sources by 2025. In achieving these commitments, your Company has access to Unilever's expertise which enables us to identify alternative packaging materials / substrates or technologies.
LEGAL & REGULATORY
Compliance with laws and regulations is an essential part of your Company's business operations. We are committed to complying with all applicable laws and regulations. The relevant teams are responsible for setting detailed standards and ensuring that all employees are aware of and comply with regulations and laws specific and relevant to their roles. Financial Capital, Manufactured Capital, Social Capital and
We are subject to laws and regulations in diverse areas such as product safety, product claims, trademarks, copyright, patents, competition, employee health and safety, the environment, corporate governance, listing and disclosure, employment and taxes. Our legal and regulatory specialists are closely engaged in monitoring and reviewing our practices to provide reasonable assurance that we remain aware of and in line with all relevant laws and legal obligations. Human Capital
Failure to comply with laws and regulations could expose your Company to legal consequences and damage corporate reputation. Your Company has institutionalised the mechanism to monitor changes in legislation, both existing and proposed. The Company proactively engages with the government, regulators and various industry bodies to develop a regulatory framework which is in the best interest of the consumers and other stakeholders including industry.
Frequent changes in legal and regulatory regime and introduction of newer regulations with multiple authorities regulating same areas leads to complexity in compliance.
SYSTEMS AND INFORMATION
Your Company's operations are increasingly dependent on IT systems and the management of information. To reduce the impact of external cyber-attacks on our business we have firewalls and threat monitoring systems in place, with immediate response capabilities to mitigate identified threats. We also maintain a global system for the control and reporting of access to our critical IT systems. This is supported by an annual programme of testing of access controls. Financial Capital, Manufactured Capital, Human Capital and Social Capital
Increasing digital interactions with customers, suppliers and consumers place even greater emphasis on the need for secure and reliable IT systems and infrastructure, and careful management of the information that is in our possession to ensure data privacy. We have policies covering the protection of both business and personal information, as well as the use of IT systems and Applications by our employees. Our employees are trained to understand these requirements. We also have a set of IT security standards and closely monitor their operation to protect our systems and information.
The cyber-attack threat of unauthorised access and misuse of sensitive information or disruption to operations continue to increase. Such an attack could inhibit our business operations in a number of ways, including disruption to sales, production and cash flows, ultimately impacting our results. Hardware that runs and manages core operating data is fully backed up with separate contingency systems to provide real-time backup operations should they ever be required.
We have standardised ways of hosting information on our public websites and have systems in place to monitor compliance with appropriate privacy laws and regulations, as well as with our own policies.
QUALITY AND SAFETY
The quality and safety of our products are of paramount importance for our brands and our reputation. Your Company is committed to complying with all applicable and relevant external standards to maintain a robust quality and safety inspection process across all manufacturing and warehousing locations. We assess the security and usage risk for key third parties, suppliers, customers and empower employees and third parties through the necessary training and communication on policies and procedures. Financial Capital, Manufactured Capital, Intellectual
HUL's brands, product quality and safety are valuable assets and hence, the risk that raw materials are accidentally or maliciously contaminated throughout the supply chain or that other product defects occur due to human error, equipment failure or other factors cannot be excluded. Our product quality processes and controls are comprehensive, from product design to customer shelf. The processes are reviewed annually, and controls regularly monitored through performance indicators that drive improvement activities. Our key suppliers are externally certified, and the quality of material received is regularly monitored to ensure that it meets the rigorous quality standards that our products require. In the event of an incident relating to the safety of our consumers or the quality of our products, incident management teams are activated in the affected markets under the direction of our product quality, science and communications experts, to ensure timely and effective marketplace action. Social Capital and Human Capital
TALENT
A skilled workforce and agile ways of working are essential for the continued success of our business. We have targeted programmes to attract and retain top talent and we actively monitor our performance in retaining talent within HUL. Human Capital
Our ability to attract, develop and retain the right number of appropriately qualified people is critical if we are to compete and grow effectively. The loss of management or other key personnel could make it difficult to manage the business and could adversely affect operations and financial results. Resource committees have been established and implemented throughout our business. These committees have responsibility for identifying future skills and capability needs, developing career paths and identifying the key talent and leaders of the future. We have an integrated management development process which includes regular performance reviews underpinned by a common set of leadership behaviours, skills and competencies. We regularly review our ways of working to drive speed and simplicity through our business in order to remain agile and responsive to marketplace trends.
ETHICAL
Acting in an ethical manner, consistent with the expectations of customers, consumers and other stakeholders, is essential for the protection of the reputation of HUL and its brands. Our Code of Business Principles and our Code Policies govern the behaviour of our employees, suppliers, distributors and other third parties who work with us. Intellectual Capital, Financial Capital, Human Capital and Social Capital
Despite our commitment to ethical business and the steps we take to adhere to this commitment, there remains a risk that activities or events may cause us to fall short of our desired standard, resulting in damage to HUL's corporate reputation and business results. Our processes for identifying and resolving breaches of our Code of Business Principles and our Code Policies are clearly defined and regularly communicated. Data relating to such breaches is reviewed by the HUL Management Committee and by relevant Board Committees and helps to determine the allocation of resources for future policy development, process improvement, training and awareness initiatives.
OPPORTUNITY WHAT WE ARE DOING TO RESPOND TO OPPORTUNITIES
WINNING IN THE MARKETPLACE GROWING IN CHANNELS OF THE FUTURE Winning in traditional trade and ‘route-to-market' continues to be important for your Company. However, winning in emerging channels like e-commerce and Modern Trade will be a key differentiator. Hence, your Company continues to put thrust on investments in strengthening our capabilities in the channels of the future while digitising our distribution in the traditional trade. We collaborate and partner with various e-commerce and Modern Trade companies to further our strategic priorities.
With the rapid expansion of alternate channels like e-commerce and Modern Trade, there is huge opportunity to tap into these channels to drive the growth of our business.
WINNING WITH BRANDS AND INNOVATION PREMIUMISATION AND MARKET DEVELOPMENT Your Company has a large portfolio spanning the mass, popular and premium segments in most categories. We have an exciting range of premium brands to address the rising aspirations of our consumers. We also have a robust pipeline of innovations designed to meet the trend of premiumisation.
With changing population demographics, urbanisation, higher spending capacity of consumers, rising aspirations of consumers and wider reach of products, there is a huge headroom to grow for premium and under penetrated categories. Your Company is constantly focusing on creating the categories of the future by investing in market development activities aimed to increase the adoption in under-penetrated categories. Various initiatives are undertaken to educate the consumers through sampling and product demonstrations.
WINNING THROUGH CONTINUOUS IMPROVEMENT Your Company has been a leader in using big data and analytics as a tool to drive sustainable growth. Your Company continues to drive organisation- wide digital transformation agenda under the umbrella ‘Re-imagining HUL' to capture the digital opportunity.
DIGITAL TRANSFORMATION
Keeping these dynamics in mind, we are pre-empting the imminent disruption through a holistic intervention across our value chain by experimenting with different technologies that will change the way we work in future. Collectively, these initiatives will give us a competitive edge. Some examples of these interventions include:
With the rapid evolution of technology, analytics and big data, the way different functions operate is changing. The digital and technological revolution presents an opportunity to make meaningful interventions across the value chain thereby redefining the way we work and the way we do business in future - ‘Live Wire' which provides the Company with granular Data Analysis and also democratises enterprise data across cross-functional teams to aid in faster and more responsive decision-making.
- ‘People Data Centre (PDC)' which enables real time listening that involves using data to unearth underlying currents that shape the changing consumer behaviour and deciphering the impact of these trends on our brands. By using a simple model of capture-analyse- leverage, along with Media and Commerce, PDC plays a critical role in developing personalised relationships by engaging in meaningful and relevant dialogue.
These investments in digital in all aspects of the business are helping your Company in its journey from mass marketing to mass customisation.
WINNING THROUGH CONTINUOUS IMPROVEMENT Your Company is leveraging this structural reform to optimise its supply chain network spanning across its manufacturing locations, sourcing points and distribution centres.
SUPPLY CHAIN NETWORK OPTIMISATION
The introduction of GST provides a unique opportunity to redesign the supply chain to win in the future. We are on a path of consolidation of distribution centres to create demand focussed network design for faster and more efficient demand fulfilment. Your Company is also investing in building an agile and efficient manufacturing network comprising of a mix of own factories and third party manufacturers. By moving our supply chain closer to the demand clusters, these restructuring projects will drive supply chain efficiencies.
WINNING WITH PEOPLE IMPROVING DIGITAL SKILL FOOTPRINT Your Company's vision of ‘Re-imagining HUL' incorporates a thrust on building the firm of the future with talent equipped and empowered to successfully ride the tidal wave of digital transformation. Your Company has established a Digital Council as a forefront for developing the niche digital skills and capabilities of leaders as well as employees at large. The leadership of your Company is actively invested in driving the organisation- wide agenda of inspiring and enabling people to be future-fit by improving the digital skill footprint.
The world of work is rapidly changing. Automation, big data, advanced analytics, flexible resourcing and new business models are revolutionising our business and workforce.
The digital transformation of work is bringing both great disruption, but also a great opportunity to become a simpler, more agile and efficient organisation with a strong data moat.

UNILEVER SUSTAINABLE LIVING PLAN (USLP)

Your Company's vision is to accelerate growth in the business, while reducing environmental footprint and increasing positive social impact. This vision has been codified in the USLP launched in 2010, which is your Company's blueprint for achieving sustainable growth. By spurring innovation, strengthening the supply chain, lowering costs, reducing risks and building trust, sustainability is creating value for your Company as well as the society. Your Company has made good progress on the three USLP big goals to be achieved globally: to help more than a billion people improve their health and well-being, to halve the environmental footprint of our products and to source 100% of our agricultural raw materials sustainably and enhance the livelihoods of people across our value chain. Detailed information on the progress of your Company's USLP initiatives and CSR activities are available in the Annual Report on CSR and Business Responsibility Report which is appended as an Annexure to this Report.

FINANCIAL REVIEW (STANDALONE)

Results (Rs crores)

For the year ended 31st March, 2019 For the year ended 31st March, 2018
Sales 37,660 34,619
EBITDA 8,637 7,276
Profit before exceptional items and tax 8,749 7,347
Profit for the year 6,036 5,237

Division Wise Turnover (Rs crores)

For the year ended 31st March, 2019

For the year ended 31st March, 2018

Sales Others* Sales Others*
Home Care 12,763 113 11,464 165
Beauty & Personal Care 17,323 332 16,132 332
Foods & Refreshment 7,068 65 6,425 62
Others (including Exports, Infant and Feminine Care) 506 54 598 26
TOTAL 37,660 564 34,619 585

*Others include service income from operations, relevant to the respective businesses.

Summarised Profit and Loss Account (Rs crores)

For the year ended 31st March, 2019 For the year ended 31st March, 2018
Sale of products (including excise duty) 37,660 34,619
Other operational income 564 599
REVENUE FROM OPERATIONS 38,224 35,218
Operating Costs 29,587 27,942
Profit Before Depreciation, Interest, Tax (PBDIT) 8,637 7,276
Depreciation 524 478
Profit Before Interest & Tax (PBIT) 8,113 6,798
Other Income (net of finance cost) 636 549
Profit before exceptional items 8,749 7,347
Exceptional items (227) (62)
Profit Before Tax (PBT) 8,522 7,285
Taxation 2,486 2,048
Profit for the year 6,036 5,237
Basic EPS (Rs) 27.89 24.20

Key Financial Ratios

Particulars 2018-19 2017-18 2016-17
Return on Net Worth (%) 90.5 84.5 76.7
Return on Capital Employed (%) 131.2 118.9 105.9
Basic EPS (after exceptional items) (Rs) 27.9 24.2 20.8
Debtors Turnover 26.7 33.4 34.0
Inventory Turnover 15.8 14.7 13.9
Interest coverage ratio 289.8 340.9 256.9
Current ratio 1.4 1.3 1.3
Debt Equity ratio 1.3 1.4 1.3
Operating profit margin (%) 21.5 19.6 16.7
Net profit margin (%) 16.0 15.1 13.3

There is no significant change (i.e. change of 25% or more as compared to the immediately previous financial year) in the key financial ratios.

Detailed explanation of ratios (i) Return on Net Worth

Return on Net Worth (RONW) is a measure of profitability of a Company expressed in percentage. It is calculated by dividing total comprehensive income for the year by average capital employed during the year.

(ii) Return on Capital Employed

Return on Capital Employed (ROCE) is a financial ratio that measures a Company's profitability and the efficiency with which its capital is used. In other words, the ratio measures how well a Company is generating profits from its capital. It is calculated by dividing profit before exceptional items and tax by average capital employed during the year.

(iii) Basic EPS

Earnings Per Share (EPS) is the portion of a Company's profit allocated to each share. It serves as an indicator of a Company's profitability. It is calculated by dividing Profit for the year by Weighted average number of shares outstanding during the year.

(iv) Debtors Turnover

The above ratio is used to quantify a Company's effectiveness in collecting its receivables or money owed by customers. The ratio shows how well a Company uses and manages the credit it extends to customers and how quickly that short-term debt is collected or is paid. It is calculated by dividing turnover by average trade receivables.

(v) Inventory Turnover

Inventory Turnover is the number of times a Company sells and replaces its inventory during a period. It is calculated by dividing turnover by average inventory.

(vi) Interest Coverage Ratio

The Interest Coverage Ratio measures how many times a Company can cover its current interest payment with its available earnings. It is calculated by dividing PBIT by finance cost.

(vii) Current Ratio

The Current Ratio is a liquidity ratio that measures a Company's ability to pay short-term obligations or those due within one year. It is calculated by dividing the current assets by current liabilities.

(viii) Debt Equity Ratio

The ratio is used to evaluate a Company's financial leverage. It is a measure of the degree to which a Company is financing its operations through debt versus wholly owned funds. It is calculated by dividing a Company's total liabilities by its shareholder's equity.

(ix) Operating Profit Margin (%)

Operating Profit Margin is a profitability or performance ratio used to calculate the percentage of profit a Company produces from its operations. It is calculated by dividing the EBIT by turnover.

(x) Net Profit Margin (%)

The net profit margin is equal to how much net income or profit is generated as a percentage of revenue. It is calculated by dividing the profit for the year by turnover.

Other Financial Disclosures

There were no material changes and commitments affecting the financial position of the Company which occurred between the end of the financial year to which this financial statement relates on the date of this report. Capital Expenditure during the year was at Rs 728 crores (Rs 853 crores in the previous year). During the year, your Company did not accept any public deposits under Chapter V of Companies Act, 2013. Your Company manages cash and cash flow processes assiduously, involving all parts of the business. There was a net cash surplus of Rs 3,688 crores (2017-18:

Rs 3,373 crores), as on 31st March, 2019. The Company's low debt equity ratio provides ample scope for gearing the Balance Sheet, should the need arise. Foreign Exchange transactions are fully covered with strict limits placed on the amount of uncovered exposure, if any, at any point in time. There are no materially significant uncovered exchange rate risks in the context of Company's imports and exports. The Company accounts for mark-to-market gains or losses every quarter end, are in line with the requirements of Ind AS 21. The details of foreign exchange earnings and outgo as required under Section 134 of the Companies Act, 2013 and Rule 8(3) of Companies (Accounts) Rules, 2014 are mentioned below:

(Rs crores)
For the year ended 31st March, 2019 For the year ended 31st March, 2018
Foreign Exchange earnings 324 387
Foreign Exchange outgo 1,382 1,285

Cost Audit

In terms of the Section 148 of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, the cost audit is applicable for following businesses such as Liquid Detergents and Powders, Petroleum Jelly Products, Tea, Milk Powder, Insecticides, Machinery and Mechanical Appliances Drugs and Pharmaceuticals. The accounts and records for the above applicable businesses are made and maintained by the Company as specified by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013.

Dividend

Your Directors are pleased to recommend a Final Dividend of Rs 13/- per equity share of face value of Rs 1/- each for the year ended 31st March, 2019. The Interim Dividend of Rs 9/- per equity share was paid on 1st November, 2018. The Final Dividend, subject to the approval of Members at the Annual General Meeting on Saturday, 29th June, 2019 will be paid on or after 4th July, 2019 to the Members whose names appear in the Register of Members, as on the Book Closure dates, i.e. from Saturday, 22nd June, 2019, to Saturday, 29th June, 2019 (both days inclusive). The total dividend for the financial year, including the proposed Final Dividend, amounts to Rs 22/- per equity share and will absorb Rs 5,719 crores, including Dividend Distribution Tax of Rs 957 crores.

Unpaid / Unclaimed Dividend

In terms of the provisions of Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016

/ Investor Education and Protection Fund (Awareness and Protection of Investors) Rules, 2001, Rs 5.95 crores of unpaid / unclaimed dividends were transferred during the year to the Investor Education and Protection Fund.

Mergers and Acquisitions

During the year, your Company entered into an agreement with Vijaykant Dairy and Food Products Limited (VDFPL) and its group companies, acquiring its Ice cream and frozen desserts business consisting of its flagship brand ‘Adityaa Milk' and front-end distribution network across geographies. The proposed acquisition was in line with the Company's strategic intent to strengthen its position in the rapidly growing Ice cream and frozen desserts market in India. During the year, the Board of Directors of your Company approved a Scheme of Amalgamation between the Company and GlaxoSmithKline Consumer Healthcare Limited (GSK CH India) to acquire the business of GSK CH India, subject to obtaining requisite approvals from statutory authorities and shareholders. The proposed transaction is an all equity merger, under which on the Scheme becoming effective, 4.39 shares of the Company will be allotted for every share of GSK CH India. The acquisition is in line with your Company's strategy to build a sustainable and profitable Foods & Refreshment business in India by leveraging the mega trend of health and wellness. GSK CH India is the market leader in the Health Food Drinks (HFD) category, with iconic brands such as Horlicks and Boost, and a product portfolio supported by strong nutritional claims. The Competition Commission of India has vide its order dated 18th February, 2019, accorded its approval for the amalgamation of GSK CH India with the Company. The Company has obtained No Objection Letters dated 15th February, 2019 from BSE Limited and National Stock Exchange of India Limited for the proposed Scheme of Amalgamation. The Company had filed the Scheme with the National Company Law Tribunal (NCLT) for its sanction and the same is pending. The Mumbai Bench of National Company Law Tribunal vide its order dated 2nd May, 2019, has directed the Company to convene meeting of Equity Shareholders and Unsecured creditors on 29th June, 2019.

Scheme of Arrangement

The Members of the Company, had, at the Court Convened Meeting held on 30th June, 2016, approved the Scheme of Arrangement for transfer of the balance of Rs 2,187 crores standing to the credit of the General Reserves to the Profit and Loss Account. The Company had accordingly filed the petition for sanction of the Scheme of Arrangement with the Hon'ble High Court of Mumbai [jurisdiction later changed to National Company Law Tribunal (NCLT)]. The Hon'ble National Company Law Tribunal, Mumbai Bench, vide its order dated 30th August, 2018, has sanctioned the aforesaid Scheme of Arrangement. With Scheme becoming effective, the balance of Rs 2,187 crores standing to the credit of the General Reserves has been transferred to the Profit and Loss Account.

Particulars of Loan,Guarantee or Investments

Details of loans, guarantee or investments made by your Company under Section 186 of the Companies Act, 2013, during the financial year 2018-19 are appended as an Annexure to this report.

GOVERNANCE, COMPLIANCE AND BUSINESS INTEGRITY

The Legal function of the Company continues to be a valued business partner that provides solutions to protect your Company and enable it to win in the volatile, uncertain, complex and ambiguous environment. Through its focus on creating ‘value with values', the function provides strategic business partnership in the areas including product claims, mergers and acquisitions, legislative changes, combating unfair competition, business integrity and governance. As the markets continue to be disrupted with newer technologies and ever-evolving consumer preferences, the need to have a framework around data security and privacy is paramount. Your Company continues to ensure it has an appropriate framework and safeguards for data privacy of its stakeholders with enhanced legal and security standards. The legal function of your Company continues to embrace newer technologies to make the function future ready to support the growth agenda of the business. Your Company is of the view that the menace of counterfeits can be effectively addressed if enforcement actions are supplemented with building awareness amongst the consumers of tomorrow. The menace of counterfeiting is also seen in the channels of the future like e-commerce. Your Company continued to engage with various stakeholders including e-commerce Channel Partners, Industry Bodies and Regulators to curb the menace of counterfeiting on the e-commerce platforms. One of the key activities undertaken by your Company in this direction is propagating intellectual property awareness, particularly among school students. Your Company believes it is important to educate students on intellectual property and build awareness and understanding of the subject so that students start respecting intellectual property rights from a young age. The Legal function of your Company works with leading industry associations, national and regional regulators and key opinion formers to develop a progressive regulatory environment in the best interest of all stakeholders.

Business Integrity

Our principles and values apply to all our employees through our Code and Code Policies. Our employees undertake mandatory annual training on these Policies via online training modules and an annual business integrity pledge. Our Business Integrity guidelines include clear processes for managing Code breaches. During the year, we closed 147 incidents across all areas of our Code and Code Policies, with 97 confirmed breaches. During the year, we terminated the employment of 11 employees on account of such breaches. The Code and Code Policies reflect our commitment to fight corruption in all its forms. We are committed to eradicating any practices or behaviours through our zero-tolerance policy. Our Responsible Sourcing Policy and Responsible Business Partner Policy help to give us visibility of our third parties to ensure their business principles are consistent with our own.

Corporate Governance

Maintaining high standards of Corporate Governance has been fundamental to the business of your Company since its inception. A separate report on Corporate Governance is provided together with a Certificate from the Statutory Auditors of the Company regarding compliance of conditions of Corporate Governance as stipulated under Listing Regulations. A Certificate of the CEO and CFO of the Company in terms of Listing Regulations, inter alia, confirming the correctness of the financial statements and cash flow statements, adequacy of the internal control measures and reporting of matters to the Audit Committee, is also annexed. The extract of annual return in Form MGT-9 as required under Section 92(3) of the Companies Act, 2013 and Rule 12 of the Companies (Management and Administration) Rules, 2014 is appended as an Annexure to this Annual Report and also available on the website of the Company at https://www.hul. co.in/investor-relations/annual-reports/hul-annual-report-related-documents.html.

PreventionofSexualHarassmentatWorkplace

As per the requirement of the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 (‘POSH Act') and Rules made thereunder, your Company has constituted Internal Committees (IC). While maintaining the highest governance norms, the Company has appointed external independent persons who worked in this area and have the requisite experience in handling such matters, as Chairpersons of each of the Committees. During the year, four complaints with allegations of sexual harassment were received by the Company and they were investigated and resolved as per the provisions of the POSH Act. To build awareness in this area, the Company has been conducting induction / refresher programmes in the organisation on a continuous basis. Your Company has also engaged with Government Authority and made suggestions to make POSH Act more enabling and easier to administer so that matters under this Act can be dealt with more efficiently.

Your Company had informed the Members that soil remediation trials had been concluded. Pursuant to which the authorities permitted the Company to commence full scale soil remediation work on the premises of the former factory of your Company as per the approved up-scaling plan. In the meantime, the soil remediation up-scaling plan and the Site-Specific Target Level specified by the authorities was challenged before the National Green Tribunal. The National Green Tribunal dismissed the petition that was filed and ordered that the remediation be carried out as per the approved upscaling plan. The decision of the National Green Tribunal was challenged before the Supreme Court of India; the Supreme Court of India dismissed the petition and has allowed the soil remediation to go ahead. The Company is taking steps to commence full-scale soil remediation at the factory site at the earliest after obtaining the requisite local approvals.

Related Party Transactions

In line with the requirements of the Companies Act, 2013 and amendment to the Listing Regulations, your Company has formulated a revised Policy on Related Party Transactions which is also available on the Company's website at https://www.hul. co.in/Images/policy-on-materiality-of-rpt-and-dealing-with-rpt_tcm1255-537139_1_en.pdf. The Policy intends to ensure that proper reporting, approval and disclosure processes are in place for all transactions between the Company and Related Parties. All Related Party Transactions are placed before the Audit Committee for review and approval. Prior omnibus approval is obtained for Related Party Transactions on a quarterly basis for transactions which are of repetitive nature and / or entered in the Ordinary Course of Business and are at Arm's Length. All Related Party Transactions are subjected to independent review by a reputed accounting firm to establish compliance with the requirements of Related Party Transactions under the Companies Act, 2013, and Listing Regulations. All Related Party Transactions entered during the year were in Ordinary Course of the Business and at Arm's Length basis. No Material Related Party Transactions, i.e. transactions exceeding 10% of the annual consolidated turnover as per the last audited financial statement, were entered during the year by your Company. Accordingly, the disclosure of Related Party Transactions as required under Section 134(3)(h) of the Companies Act, 2013, in Form AOC-2 is not applicable.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the year, the Board of Directors appointed Mr. Leo Puri as an Additional Director with effect from 12th October, 2018, to hold office up to the date of the forthcoming Annual General Meeting. Being eligible, Mr. Leo Puri has offered himself to be appointed as the Independent Director of your Company. During the year, Mr. Sanjiv Mehta, Chairman and Managing

Director of the Company was elevated as President, South Asia and Member of Unilever Leadership Executive effective from 1st May, 2019. In terms of the requirements of the Companies Act, 2013, the Independent Directors of the Company were appointed for a period of five years on 30th June, 2014. Such term of appointment of the Independent Directors shall come to an end on 29th June, 2019. In view of the same, the Board of Directors have basis the recommendation of the Nomination and Remuneration Committee proposed to re-appoint Mr. Aditya Narayan, Mr. O. P. Bhatt, Dr. Sanjiv Misra and Ms. Kalpana Morparia as the Independent Directors of the Company for a second term. A resolution proposing re-appointment of Independent Directors of the Company for the second term pursuant to Section 149(6) of the Companies Act, 2013 forms part of the Notice of Annual General Meeting. Dr. Sanjiv Misra and Ms. Kalpana Morparia shall attain age of 75 years during the proposed second term. A resolution proposing their continuation of term on attaining age of 75 years during their second term pursuant to Section 149(6) of the Companies Act, 2013 forms part of the Notice of Annual General Meeting. Mr. S. Ramadorai, Independent Director of the Company, did not offer his candidature for re-appointment by shareholders in the forthcoming Annual General Meeting. Consequently, he will resign from the position of an Independent Director with effect from 30th June, 2019 after serving of about 17 years in the Company. The Board places on record its deep sense of gratitude and appreciation for Mr. Ramadorai's immense contribution, strategic guidance provided during his tenure as an Independent Director and as the Chairperson of the Nomination and Remuneration Committee of the Company. The Independent Directors of your Company have given the certificate of independence to your Company stating that they meet the criteria of independence as mentioned under Section 149(6) of the Companies Act, 2013. Mr. Sanjiv Mehta, Chairman and Managing Director have been appointed for a term of five years in accordance with the relevant provisions of Companies Act, 2013, and is not eligible to retire by rotation. The details of training and familiarisation programme and Annual Board Evaluation process for Directors have been provided under the Corporate Governance Report. The policy on Director's appointment and remuneration including criteria for determining qualifications, positive attributes, independence of Director, and also remuneration for key managerial personnel and other employees, forms part of the Corporate Governance Report of this Annual Report.

MANAGEMENT COMMITTEE

The day-to-day management of the Company is vested with the Management Committee, which is subjected to the overall superintendence and control of the Board. The Management Committee is headed by the Managing Director and has Functional / Business Heads as its members. During the year, Ms. Geetu Verma, Executive Director, Foods and a Member of Management Committee was appointed as Global Vice President-Nutrition & Natural Platforms, Unilever. In view of the integration of the Foods and Refreshments categories Mr. Sudhir Sitapati, Executive Director, Refreshments was re-designated as an Executive Director, Foods & Refreshment. The Board of Directors based on the recommendation of the Nomination and Remuneration Committee held on 3rd May, 2019 appointed Ms. Anuradha Razdan as Executive Director, Human Resource in place of Mr. B. P. Biddappa and Dr. Vibhav Sanzgiri was appointed as Executive Director, Research and Development effective 1st June, 2019.

AUDITORS

M/s. BSR & Co. LLP, Chartered Accountants were appointed as Statutory Auditors of your Company at the Annual General Meeting held on 30th June, 2014, for a term of five consecutive years. As per the provisions of Section 139 of the Companies Act, 2013, the firm of Statutory Auditors can be re-appointed for a further period of five years. A resolution proposing re-appointment of M/s. BSR & Co. LLP as the Statutory Auditors of the Company pursuant to Section 139 of the Companies Act, 2013 forms part of the Notice of Annual General Meeting. The Report given by the Auditors on the financial statement of the Company is part of this Report. There has been no qualification, reservation, adverse remark or disclaimer given by the Auditors in their Report. M/s. RA & Co., Cost Accountants carried out the cost audit for applicable businesses during the year. The Board of Directors have appointed M/s. RA & Co., Cost Accountants as Cost Auditors for the financial year 2019-20.

STAKEHOLDER ENGAGEMENT

Our multi-stakeholder model aims to respect the interests of and be responsive towards all stakeholders. Stakeholder engagement and partnership is essential to grow your Company's business and to reach the ambitious targets set out in the USLP. The CoBP, which is the statement of values and represents the standard of conduct for everyone associated with your Company, and the Code Policies guide how we interact with the partners, suppliers, customers, employees, shareholders, government, Non-Governmental Organisations (NGOs), trade associations and industry bodies. Through the underlined standards set in CoBP and Code policies, your Company is committed to transparency, honesty, integrity and openness in all its engagements with the various stakeholders.

OUTLOOK

From a medium to long-term perspective, FMCG markets continue to offer sizeable headroom for growth by increasing consumption and penetration. Secular trends of young population, growing affluence, rising urbanisation and burgeoning digital connectivity will increase awareness, drive premiumisation and enhance spending patterns of consumers. India continues to be one of the fastest growing economies in the world and this is expected to continue in the financial year 2019-20. The demand trends in the markets is stable and the government initiatives such as increases to Minimum Support Price (MSP), provision of health insurance, direct income distribution etc. will lend further impetus to the rural economy. Inclusive GDP growth will augur well for the overall economy. Commodity inflation, potential disruptions due to global events and a below normal monsoon this year are possible headwinds which the business will need to navigate with caution. Your Company, with its brands, talent and investment in digital capabilities, is well placed to leverage the FMCG opportunity. Your Company's strategy to lead premiumisation, market development, build channels of the future whilst keeping the sustainable living plan at its core, will enable it to create long-term value for all stakeholders. Your Company will continue to focus on being Purpose-led and Future fit.

RESPONSIBILITY STATEMENT

The Directors confirm that:

• In the preparation of the Annual Accounts, the applicable accounting standards have been followed and that no material departures have been made from the same;

• They have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profits of the Company for that period;

• They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

• They have prepared the annual accounts on ongoing concern basis;

• They have laid down internal financial controls for the Company and such internal financial controls are adequate and operating effectively; and

• They have devised proper systems to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively.

APPRECIATIONS AND ACKNOWLEDGMENTS

Your Directors place on record their deep appreciation to employees at all levels for their hard work, dedication and commitment. The enthusiasm and unstinting efforts of the employees have enabled the Company to remain an industry leader. Your Directors would also like to acknowledge the excellent contribution by Unilever to your Company in providing the latest innovations, technological improvements and marketing inputs across almost all categories in which it operates. This has enabled the Company to provide higher levels of consumer delight through continuous improvement in existing products, and introduction of new products. The Board places on record its appreciation for the support and co-operation your Company has been receiving from its suppliers, distributors, retailers, business partners and others associated with it as its trading partners. Your Company looks upon them as partners in its progress and has shared with them the rewards of growth. It will be your Company's endeavour to build and nurture strong links with the trade based on mutuality of benefits, respect for and co-operation with each other, consistent with consumer interests. Your Directors also take this opportunity to thank all Shareholders, Clients, Vendors, Banks, Government and Regulatory Authorities and Stock Exchanges, for their continued support.

On behalf of the Board
Sanjiv Mehta
Chairman and
Managing Director
Mumbai, 3rd May, 2019 (DIN: 06699923)

   

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