Marico Annual Report - FY16
Marico Annual Report - FY16
Marico Annual Report - FY16
DIFFERENCE
FOR 25 YEARS
A N N U A L R E P O R T 2 0 1 5 - 1 6
Robust Performance
7% 7% 22%
Revenue Volume Growth of revenue from
(Y-o-Y growth) (Y-o-Y growth) International Business
Strong Portfolio
7% 9% 14% 1 Billion
Volume Y-o-Y growth Volume Y-o-Y growth Volume Y-o-Y growth Mark crossed by
in Parachute Coconut in Saffola Edible Oil in the Value Added Oats category within
Oil (Coconut Oil Category (Market Hair Oils Segment 4 years of launch
Market Share - 59%) Share 63%) (Market Share 32%) and is now the most
distributed Oats
brand in the country
Higher Profitability
50.1% 17.7% 17.3% 26%
Gross margins International Operating margins PAT (Y-o-Y growth)
448 bps expansion business operating 215 bps expansion for with a 5 year CAGR
for the year margins in FY16 the year of 19%
Circa 10% expansion
in 3 years
69% 25%
Dividend Payout Ratio Increase in shareholder value
in FY16, increased over the year
from 19% in FY13
Marico Limited is one of India's leading consumer
products companies operating in the beauty and
wellness space. Empowered with freedom and
opportunity, we work to make a dierence to the
lives of all our stakeholders - members, associates,
consumers, investors, and society at large.
In this report
Strategic Statutory Financial
Report Reports Statements
02 The World of Marico 42 Management Discussion 139 Consolidated Financial
08 Consolidated Financial & Analysis Statements
Performance FY16 60 Business Responsibility 194 Standalone Financial
12 Consolidated Quarterly Report Statements
Financials 74 Boards Report
13 Driving Consistent Growth 114 Corporate Governance Report
16 Chairmans Message 250 Notice
20 Managing Director and CEOs 265 Proxy Form
Message 267 Attendance Slip
24 Brand Visibility
30 Sustainability Report Summary
36 Diversity and Inclusion
38 Corporate Information
40 Awards and Accolades
Making a difference for 25 years
EXPERIENCE
18% 26% 10
topline CAGR growth bottomline CAGR growth acquisitions in
since inception since inception 10 years
Core Values
Our values guide our actions and how we behave in our everyday business. They
have enabled us to create a unique culture at Marico. Our values are the DNA of
our organisation, immersed in every member across hierarchies and geographies.
BOUNDARYLESSNESS Seeking support and influencing others beyond the function and
organisation to achieve a better outcome/decision without diluting
one's accountability.
TRANSPARENCY & OPENNESS Allowing diversity of opinion by listening without bias, giving, and
receiving critique, with mutual respect and trust for the other.
CONSUMER CENTRIC Keeping consumer as the focus and a partner in creating and
delivering solutions.
BIAS FOR ACTION Preference for quick thoughtful action as opposed to delayed action
through analysis.
GLOBAL OUTLOOK Sensitivity and adaptability to cultural diversity and learning from
different cultures.
3
Making a difference for 25 years
Global Presence
We strive to make a difference with our presence
in over 25+ countries across emerging markets.
North Africa
& Middle East South
Asia
South
East Asia
South and
Sub-Saharan
Africa
1
2
4 3
5 6
7
7
8 9 9
9
10
11
11 15 16
12
14
17
13
22
20 18
21 21 18
18
19
23 25
24 26
28
27
27 29 30
30
30
31
32
33
34 34
35
37 36
41
39 38
40
5
Making a difference for 25 years
1971
HARSH MARIWALA, A YOUNG
GRADUATE, JOINS BOMBAY OIL
INDUSTRIES, THE FAMILY BUSINESS.
1974
HARSH ENVISIONS A BRANDED FMCG
MARKET FOR COCONUT AND REFINED
EDIBLE OILS IN SMALL CONSUMER PACKS
AND SETS UP A NATIONAL DISTRIBUTION
NETWORK FOR PARACHUTE.
1980s
THE UBIQUITOUS PARACHUTE
BLUE BOTTLE MAKES ITS FIRST
APPEARANCE IN THE 1980s
HARSHS FIRST INNOVATION.
TRADITIONAL TIN PACKS ARE REPLACED BY
PLASTIC PACKS, PIONEERING AN INDUSTRY
WIDE SHIFT.
2ND APRIL
Purpose is
the reason
we exist
PURPOSE STATEMENT
To transform in a sustainable
manner, the lives of those we touch,
by nurturing and empowering them
to maximise their true potential.
Business has a much broader positive impact on among all stakeholders and catalysts creativity,
the world when it is based on a higher purpose that innovation and organisation, commitment.
goes beyond only generating profits and creating
shareholder value. Purpose is a reason a company A firms purpose is the glue that holds the
exists. A compelling sense of higher purpose organisation together, the amniotic fluid that
creates an extraordinary degree of engagement nourishes the life force of the organisation.
7
Making a difference for 25 years
Share of International
Sales & Services (` in Crores) FMCG Business (%)
9
Making a difference for 25 years
1991
MARICO LEADERSHIP
CO-CREATES ITS FIRST CORPORATE
MISSION AND VALUES DOCUMENT
- THE 3PS OF MARICO PEOPLE,
PRODUCTS, PROFITS.
THE COMPANY ARTICULATES A COMMON CULTURE
RIGHT FROM THE START TO ARTICULATE WHO THEY
WERE AND WHAT VALUES DID THEY STAND FOR.
MARICO
DIVERSIFIES
199294
SETS UP ITS
FIRST OVERSEAS
OFFICE IN DUBAI.
1996
MARICO LISTS ON
THE INDIAN STOCK
EXCHANGE.
10 MARICO LIMITED | ANNUAL REPORT 2015-16
STRATEGIC REPORT 02-40 STATUTORY REPORTS 42-137 FINANCIAL STATEMENTS 139-249
outlook Asia. All these countries have very different ethnic population. Our core value
of Global Outlook encourages Mariconians to be sensitive and adaptable
to cultural diversity and learn from different cultures. Today, 39% of our
workforce comprises non-Indians and represents 9 nationalities.
25+
countries
Operations in Middle East,
South Africa, North Africa,
Sub-Sahara Region, Bangladesh
and South East Asia
11
Making a difference for 25 years
Q1 Q2 Q3 Q4
Apr-Jun 15 Jul-Sep 15 Oct-Dec 15 Jan-Mar 16 FY16
Total Revenue 1,814.9 1,499.6 1,573.4 1,334.6 6,225.4
Total Expenditure 1,457.9 1,255.7 1,262.6 1,090.4 5,069.6
Finance Charges 4.4 3.6 5.6 6.7 20.3
Gross profit after Finance Charges but 352.6 240.3 305.2 237.5 1,135.6
before Depreciation and Taxation
Depreciation and Amortisation 20.6 23.9 24.7 32.6 101.8
Profit before Taxation and Exceptional Item 332.0 216.4 280.5 204.9 1,033.8
Exceptional Item - - - - -
Profit before Tax 332.0 216.4 280.5 204.9 1,033.8
Minority Interest and Goodwill on 3.7 3.3 2.7 2.1 11.8
consolidation
Profit before Tax after minority interest & 328.3 213.1 277.8 202.8 1,021.9
goodwill
Tax Expense (net of MAT credit entitlement) 90.4 62.4 80.0 64.4 297.1
Profit after Tax 237.8 150.7 197.8 138.4 724.8
Equity Share Capital 64.5 64.5 129.0 129.0 129.0
Earning per Share - (`) 1.8 1.2 1.5 1.1 5.6
2014-15 (` Crores)
Particulars Three Month Ended Annual
Q1 Q2 Q3 Q4
Apr-Jun 14 Jul-Sep 14 Oct-Dec 14 Jan-Mar 15 FY15
Total Revenue 1,641.5 1,442.9 1,462.5 1,245.0 5,791.9
Total Expenditure 1,356.5 1,235.9 1,215.5 1,055.0 4,862.9
Finance Charges 7.0 5.1 5.2 5.6 23.0
Gross profit after Finance Charges but 277.9 201.8 241.9 184.4 906.0
before Depreciation and Taxation
Depreciation and Amortisation 20.4 20.5 23.5 20.0 84.3
Profit before Taxation and Exceptional Item 257.6 181.3 218.4 164.4 821.7
Exceptional Item - - - - -
Profit before Tax 257.6 181.3 218.4 164.4 821.7
Minority Interest and Goodwill on 4.4 3.1 2.3 1.6 11.4
consolidation
Profit before Tax after minority interest & 253.1 178.2 216.1 162.8 810.2
goodwill
Tax Expense (net of MAT credit entitlement) 67.8 59.9 56.2 52.8 236.8
Profit after Tax 185.3 118.3 159.9 110.0 573.5
Equity Share Capital 64.5 64.5 64.5 64.5 64.5
Earning per Share - (`) 1.4 0.9 1.2 0.9 4.5
Towards this goal of 2020, the Company has identified will be executed synergistically under the One Marico
5 areas of Transformation where it will develop top umbrella. As the Company scales up, it has to maintain
quartile capability, processes and execution excellence. a delicate balance between an entrepreneurial way of
They are Innovation, Go To Market Transformation, working while continuing to strengthen governance
Talent Value Proposition, IT & Analytics and Cost and processes. The Companys focus will be on creating
Management. winning brands, winning culture and a winning talent
pool to create a virtuous cycle of great talent and an
The Companys philosophy of developing capability enabling culture of driving innovation driven growth.
ahead of growth to drive a sustainable business
model across both Indian and International markets
13
Making a difference for 25 years
MARICO TRULY
MAKES A
DIFFERENCE
SETS UP MARICO INNOVATION FOUNDATION.
2003
TRANSFORMS
THE LIVES OF ITS
STAKEHOLDERS.
ESTABLISHES COPRA COLLECTION CENTERS TO
PROCURE DIRECTLY FROM FARMERS AND STARTS
TRAINING THEM ON BEST FARMING PRACTICES.
14 MARICO LIMITED | ANNUAL REPORT 2015-16
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Marico Innovation
Foundation recognises
the most breakthrough
Indian Innovations
Marico Innovation Foundation is a not-for-profit organisation working
towards the cause of innovation since 2003. The Foundation creates
impact through its four core programs:
MIF Scale-up program works closely with innovative social organisations
which are driven to achieve large scale impact. We diagnose the
challenges, implement prototype solutions and integrate successful
solutions into the business offering of the organisation.
MIF is presently working with 8 organisations across 6 sectors in India.
MIF Innovation Awards celebrate the most breakthrough Indian innovations
that hold the potential to have a large scale impact. 49 breakthrough
innovations have been recognised in the last 10 years.
We have also created a platform called hack2incubate designed to
inspire innovations and incubate them into successful businesses.
Marico provides
support to
thousands of farmers
Collection centres were initiated by Marico in 2003 to procure copra directly
from Farmers & Converters in Tamil Nadu and Kerala. These centres not only
provide supply assurance to the Company but also a number of benefits
to the farmers such as: Fair Pricing and Buying Assurance irrespective of
market conditions.
There are 27 collection centres in Kerala & Tamil Nadu benefitting over
5,000 farmers. Marico is engaged with the Coconut Development Board
in 16 clusters benefitting 4,000+ farmers. In order to develop long-term
sustainable farming source, Marico endeavours to train farmers on best
farming practices. Marico has trained approximately 1,200 farmers
towards model farm practices.
15
Making a difference for 25 years
Chairmans Message
Dear Shareholders,
It gives me immense pleasure in presenting
to you the 28th Annual Report of the
Company on this landmark silver jubilee year
for Marico Limited. Over the last 25 years,
we have run the business ably and efficiently
using our three key assets - brand, talent,
and culture to deliver sustainable business
and earnings growth, thereby creating
long-term value for our shareholders.
Harsh Mariwala
17
Making a difference for 25 years
MARICO GIVES
ITS BRAND A
PURPOSE. SAFFOLA TAKES ON HEALTH
2005
AS ITS CORE PURPOSE AND
INTRODUCES SAFFOLALIFE
- A NOT FOR PROFIT INITIATIVE.
TO DRIVE PREVENTIVE HEALTH
CARE THROUGH MASS SCALE
AWARENESS CAMPAIGNS & DIAGNOSIS
OF HEART HEALTH PROBLEMS.
MARICO TAKES
THE ACQUISITION
ROUTE.
2006
07
ACQUIRES NIHAR
IN INDIA, FIANCE
& HAIR CODE IN
EGYPT AND CAIVIL,
BLACK CHIC &
HERCULES IN
SOUTH AFRICA.
2009
MARICO MAKES A PUBLIC
OFFERING OF EQUITY IN
BANGLADESH A FIRST FOR ITS
OVERSEAS SUBSIDIARIES.
18 MARICO LIMITED | ANNUAL REPORT 2015-16
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Heart
healthy
India!
Saffolalife
Saffolas vision is to create a Heart Healthy India! 2,00,000+
people
Through its not for profit initiative Saffolalife, it is
on a mission to make people realise the need and
importance of heart health by educating them on
early markers of heart health and enabling them impacted by large scale mass
to start on this journey in a manner that is simple, media awareness programs
effective yet measurable.
Over the years, Saffola has reached out to In 2014, Saffola undertook the task of driving
Millions across the country via large scale mass awareness of Womens heart health.
media awareness programs, and helped over
2,00,000 people over 90 cities with diagnostic In 2015, the brand stayed committed to the
check-ups, dietician services, Heart Age Finder cause of Womens Heart Health through
tool and Heart Fitness Test. Over 46,000 Heart its campaign Protect her Heart. Saffolalife
Fitness Tests have been taken till date. launched one of its kind Heart Fitness Test that
helps people assess their Heart Health on the
basis of their Fitness Parameters.
46,000+
Heart Fitness
tests
have been taken till date
19
Making a difference for 25 years
Dear Shareholders,
It gives me great pleasure to share with you
an update on the overall performance of your
Company during FY16. This year has been a year
of consolidation & investments for the future.
During the year, I, along with my team, worked
relentlessly on building long-term capability for
a sustainable journey of profitable growth.
Saugata Gupta
26%
We have always believed in striving for faster than the category growths,
the best and playing a proactive role in reflecting the strong equity of our
defining the industrys next-practices. brands. In fact, more than 80% of our
growth in consolidated We strongly believe as long as we portfolio gained share during the year
profit after tax focus on building capability ahead of which is commendable as we already
compared to last year. growth, results will follow. are market leaders in 90% of our
portfolio. The India business improved
While the macro environment in India operating margins to 21.6% led by
and overseas geographies remained softer input costs.
subdued during FY16, your Company
delivered reasonably good growth in The international business grew by
line with its strategy. The consolidated 4% in constant currency terms while
top line grew 7% on the back of an sustaining operating margins at
underlying volume growth of 7%. 18% which structurally shifted from
The consolidated profit after tax grew 8-9% three years ago. International
strongly by 26% compared to last year. business growth potential looks
4%
of Bangladesh, Vietnam, Middle East prospects of a good monsoon and
North Africa (MENA) and South Africa good economic growth we believe
coupled with the expansion in adjacent consumption will pick up later during
markets of South Asia, Indo China in constant currency the year. We remain confident of
region and East Africa. terms while sustaining delivering improved volume growth
operating margins at in India and a double digit constant
Your management believes that
18%
currency growth in International.
sustainability has to be at the core
of whatever we do. During the year, Over the medium-term, your
which structurally
your Company continued to work on Company aspires to be a leading
shifted from 8-9% three
various sustainability initiatives in emerging market multinational
years ago.
the areas of energy management, with leadership position in two core
water management, farm productivity categories of nourishment and male
improvement etc. styling in two continents of Asia and
Africa. Your Company has already
initiated definitive steps to meet
this aspiration by seeking to win
Diversity is also one of the catalysts that support amongst consumers, trade and talent.
sustainability. Your Company has been consciously Towards this goal, the Company will
encouraging gender diversity, especially in continue to step up efforts in its five
areas of Transformation where it will
leadership roles in consumer facing functions. develop top quartile capability and
processes. They are Innovation, Go To
Market transformation, Talent Value
Proposition, IT & Analytics and Value
Management. While driving growth,
Brands with a purpose also drive your Company was ranked No. 3 in we will also continue to retain our
long-term sustainability. Three lead the FMCG industry in the 2015 Great focus on best-in-class governance and
brands - Nihar Naturals, Nihar Shanti Places to Work Study in India. risk management.
Amla and Saffola were instrumental
in these efforts. Saffolalifes heart Over the last few years we have I am proud to be leading your Company
health campaigns for women, Nihar significantly increased our investment as we complete 25 years of operations
Shanti Amlas child education efforts in R&D in order to drive cutting edge which is truly a momentous landmark
(Chote Kadam Pragati ki Aur) and research, product development and for us. It has been a wonderful journey
Nihar Naturals woman empowerment clinical studies to create innovative so far and I truly believe that the best
campaign (I am capable) took up and efficacious products for the is yet to come. Your team is committed
socially relevant causes during the consumer. We have a dedicated team to deliver and build further momentum
year. of 92 members in R&D, 40% of whom on our consistent track record of
hold a masters degree and above. sustainable profitable growth.
Your Company has taken definitive They are working in various streams
steps in creating an enabling of Advanced Technology, Product With warm regards,
environment to promote diversity. I am Development, Packaging, Quality,
happy to inform you that 29% of our Clinical Studies and Nutrition. A similar
leadership talent in consumer facing increase in focussed investments
functions of Technology and Marketing have also been directed towards our
are women. We are also actively IT and digital initiatives to make the
promoting multi-cultural diversity in organisation future ready.
our overseas units and driving higher The year FY17 has started with
mix of millennials in our managerial a sense of cautious optimism. Saugata Gupta
talent. You will be glad to know that While macros are stable, severe Managing Director and CEO
21
Making a difference for 25 years
MARICO VENTURES
INTO SOUTH EAST
2010 ASIA
-11
JOURNEY COMMENCES WITH CODE 10 MALE GROOMING
PRODUCTS IN MALAYSIA AND DERMA RX SKIN CARE
SOLUTIONS IN SINGAPORE. ACQUIRES A MAJORITY STAKE
IN INTERNATIONAL CONSUMER PRODUCTS CORPORATION-
GRABS A STRONG HOLD OVER VIETNAMS MALE
GROOMING, PERSONAL CARE AND COSMETICS SECTOR.
MARICO BRANDS
A CAUSE
2011
NIHAR SHANTI
AMLA ESTABLISHES
EDUCATION AS
ITS PURPOSE AND
UNDERTAKES
-12
VARIOUS INITIATIVES
CONTRIBUTING TO
CHILDRENS EDUCATION.
STARTS OFF BY
CONTRIBUTING 2% OF
ITS SALES DEDICATED
TO THE CAUSE.
23
Making a difference for 25 years
Brand Visibility
Indian
Brands
Set Wet - Sada Sexy Raho
Acknowledging the change in the
socio-cultural context of young men
today, the brand too sought to do a
makeover to continue being relevant
to the target audience in todays day
and age rather than follow codes
set in a different time and era when
the brand was launched. The brand
acknowledged the emergence of a new
woman and the need for young men to
step up their game by taking an active
effort to show what is good and great Nihar #I am Capable
in them Hence the coinage Sada
Sexy Raho.
education. We have stayed on this Saffolalife - Leading the cause of
The hugely successful campaign Look good and do good premise for Womens Heart Health
catapulted a de-growing category four years now and it is paying rich Saffolas vision is to create a Heart
into growth with a turnaround of 29 dividends. Healthy India and it has been
percentage points. In the process committed to the cause of educating
we also grew our share from 33.3% Nihar #I am Capable and inspiring people on the importance
to 46.4% (corresponding 12 Month This year the Nihar Naturals launched of taking care of their heart. The Brand
period). a campaign in the East to address has led many initiatives consistently
societys judgement of the capability of over the last decade, to drive this
On the back of this hugely successful a woman based on how she looks. The cause.
repositioning, the brand has re- campaign called Nihar #IamCapable
launched the deodorants portfolio had three legs first of which was a In 2015, Saffolalife drove the cause
on the same positioning. We roped in television commercial, the next leg was of Womens Heart Health, which is
Ranveer Singh on the brand. The initial the release of a video, and the third leg a highly unaddressed issue in India.
indicators are very positive with the was a PR event. Through the campaign The Brand led a campaign to educate
brand share moving up from 2.1 to the brand engaged with thousands of
3.7% within a span of two months consumers who called back with their
of the launch. personal stories leading to a significant
increase in both business and imagery
Nihar - Dikho Khoobsurat, Karo parameters for the brand. The PR leg
Khoobsurat which was implemented only in the
Nihar Naturals Shanti Amla, one of state of West Bengal earned the brand
the fastest growing hair oil brands free coverage of `9.3 Crores and 430
in the countrys latest campaign - Million impressions. Nihar Naturals is
Dikho Khoobsurat, Karo Khoobsurat currently the largest hair oil brand in
is in tandem with its long-term the East and has now consolidated
commitment to furthering childrens this position on the back of the
education in the country. The #IamCapable campaign.
campaign captures the essence of
our brand purpose of giving you
fantastic looking healthy black hair,
Saffolalife Protect her Heart
while furthering the cause of childrens
25
Making a difference for 25 years
International
Brands
Parachute Advansed Body Lotion
Bangladesh
Parachute Advansed Body Lotion
(PABL) capitalised on the existing
brand equity of the mother brand,
to gain entry into the right outlets
before the winter season, and ensured
visibility throughout season with
displays and point-of-sales materials.
27
Making a difference for 25 years
2012
MARICOS SUSTAINED
GAINS IN HAIR OILS TAKE
IT TO NO. 1 POSITION.
INDIAS GEN NEXT GETS STYLED BY
MARICO- LEADING BRANDS LIVON,
SET WET AND ZATAK ARE ACQUIRED
BY MARICO.
2013
KAYA SKIN CARE BUSINESS DEMERGED
FROM MARICO - ESTABLISHES ITSELF
AS A SEPARATE ENTITY.
2014
MARICO GROUP
TURNOVER CROSSES
` 5,000 CRORES.
MARICO
BECOMES
FUTURE
READY. 2014
-15
MARICO BECOMES FUTURE READY
PREPARES ITSELF TO MOVE INTO THE
NEXT ORBIT OF GROWTH WITH 5 AREAS
OF TRANSFORMATION: INNOVATION,
GO-TO-MARKET (GTM), TALENT VALUE
PROPOSITION, IT & ANALYTICS AND COST
MANAGEMENT.
29
Making a difference for 25 years
Sustainability Report
Summary
Marico believes that it Sustainable Profitable Growth goes hand in hand with
the sustainable progress of the entire ecosystem.
belongs to an interdependent The pursuit of profits is not at odds with the pursuit
of Purpose: It is the pursuit of a purpose that helps
ecosystem comprising realise the true potential of all participants of the
Safflower farms
1. Sustainable Procurement
Sustainable supply assurance is at the heart of Maricos area. Overall, 110 clusters were formed from FY08 to
Procurement Excellence Framework. As a part of our FY14 and 121 CPS were formed in FY15 to FY16. These
business initiatives, we have been able to forge strong efforts influenced the lives of 7,700 farmers covering
and long-lasting relationships with farmers under the more than 6,700 acres.
Farmer First program.
120 farmers
Spread across 368 Acres of land have adopted the
suggested practices with regular monitoring and
guidance by Marico personnel
a. Coconut cultivation
31
Making a difference for 25 years
5 states, 3,200+
safflower growing
villages and
63,000+ farmers
touched by the Agri-extension program
3. PPP Programs with Government of Maharashtra nergy efficiency: Energy efficiency improvements
E
Public-Private partnership programs with state were carried out across all units to reduce overall
agriculture departments are undertaken in order to energy (thermal as well as electrical) consumption.
help Government drive agenda of welfare and income Electricity reduction initiatives saved overall
maximisation of farmers. Depending on the program,
Marico pledges either free inputs in the form of effective
seeds or gives a buying guarantee to the participating Energy intensity GJ/KL (Thermal & Electrical)
farmers.
2.40
4. Experiment/Demonstration Plots & Field days
Marico regularly organises experiment/demonstration 2.10
plots to showcase the effectiveness of new technology
1.80
to farmers in adjoining areas. These plots help us
in screening any new technology on the basis of
1.50
their on-field results. Maricos agri-extension team
FY13
FY14
FY15
FY16
FY14
FY15
FY16
90%
0
70%
170
30%
150
FY13
FY14
FY15
FY16
10% 130
110
GHG emissions intensity: Continuous efforts are
90
taken to reduce the Green House Gas emissions arising
out of own operation as well as helping business 70
associates by improving their operational efficiencies. 50
FY13 FY14 FY15 FY16
aste elimination and yield improvement:
W
Process and packaging design improvements in
India as well international locations have benefited
in reduction of packing material. Overall 8 3. Green Building
projects were completed in last 2 years for design Our corporate office in Mumbai is a Green Building
optimisation which had helped in saving packing certified by USGBC (LEED Certification for Commercial
material worth of 260 MT (Metric Ton). Interiors). In order to achieve this certification we
have taken up several energy and water conservation
fficiency improvement at business associates:
E projects and have demonstrated efficient use of
A focussed effort in improving operational resources. We have recently completed an important
efficiencies of our business associates resulted in project on Reduction of Illumination energy reduction
material movement reduction which is equivalent as a result of which, it is expected that we will be
of 13 tCO2 annually. Initiatives like usage of multi- able to better our credentials and achieve further
cavity moulds, high speed printing, combing of reductions in energy consumption. We have also rolled
operations were key contributors. out projects for water free Urinals and recycling of
33
Making a difference for 25 years
waste water which has brought down fresh water of mobilisation and retention of children in the schools.
demand considerably. The LEED Certification given Last year, education strategy was built on three core
by USGBC is a testimonial to the efforts taken in this pillars to a drive combined brand and social impact:
direction.
Bringing children back to school and preventing
4. Care for Communities dropouts
5. Marico Bangladesh- Dhaka Ahsania Mission Children communities on health and wellbeing. It was a huge
Learning Center project opportunity for Marico South Africa to give back to the
As part of our continued efforts to create a positive community by supplying these schools with much-
lasting impact on society, Marico Bangladesh formed a needed materials and supplies such as educational
partnership with Dhaka Ahsania Mission (DAM) to bring posters, leaflets, frisbees and water bottles (to
the light of education to underprivileged communities. encourage a healthy lifestyle). A significant contribution
Through this partnership, free access to quality to these schools was the donation and installation of
education is being provided to out-of-school children a fully stocked, metal branded first aid kit, which was
who unfortunately had to drop out of mainstream placed in strategic areas within the premises (i.e the
schooling due to lifes hardships. sick room, office area and sports areas).
The partnership has so far provided education to The campaign was a success resulting in HERCULES
over 3,000 out of school children in the Melandah interacting with 32,308 learners (plus the teachers and
Upazila of Jamalpur district, which has historically parents) over the set period. In total thus far, Hercules
suffered from very low literacy rate. The team has has reached 1,20,000 learners (plus teachers and
established and today operates 75 Children Learning parents) in 160 schools across 3 provinces.
Centers comprising 75 teachers selected and trained
exclusively.
35
Making a difference for 25 years
33%
33% OF MEMBERS IN
CONSUMER FACING
FUNCTION (MARKETING
& TECHNOLOGY) ARE
WOMEN; 29% OF
THESE WOMEN ARE IN
LEADERSHIP ROLES
Gender diversity
More than one-third of our talent in We have special policies to encourage options. The women members can
the consumer focussed functions women in our workplace especially choose their working arrangement
of Marketing and Research & when they go through their life stage in discussion with their Supervisor.
Development are women. We have of starting a family. Our policies Our experience has been that a
also taken concerted efforts to are designed to empower working combination of these options enables
increase the representation of women mothers to integrate family and career women member to effectively manage
in our Sales function and have seen a effectively. We offer paid maternity this critical life stage.
50% jump in womens representation leave beyond statutory requirements
in Sales Frontline Manager roles in and flexible working arrangements
the last one year. such as flexi-time and work from home
39%
Ethnicity
We operate in 25 countries and have on ground operations in South
Africa and North Africa, Sub-Sahara Region, Middle East, Bangladesh
and South East Asia. Our core value of Global Outlook encourages
Mariconians to be sensitive and adaptable to cultural diversity and
39% OF OUR WORKFORCE learn from different cultures. Today, 39% of our workforce comprises
COMPRISES NON-INDIANS non-Indians and represents 9 nationalities. Local talent constitutes
more than 50% of each countrys leadership team in the geographies
we have operations in.
40%
Generational Diversity
Today, 40% of our members are Millennials, 52% Gen X and 8%
baby boomers. We are consciously tracking the changing mix of the
generational diversity within the organisation. Recently, we conducted
an extensive study internally to understand the changing employee
40% OF OUR MEMBERS aspirations in light of the Generation Y entering the workforce. Our
ARE MILLENIALS research has helped us understand the expectations and aspirations of
this generation and how they are different from the previous generation.
37
Making a difference for 25 years
Corporate Information
BOARD OF DIRECTORS
MANAGEMENT TEAM
MR. SAUGATA GUPTA MS. ANURADHA AGGARWAL MR. ASHISH JOSHI MR. ASHUTOSH TELANG
MANAGING DIRECTOR & CEO CHIEF MARKETING OFFICER CHIEF OPERATING OFFICER - CHIEF HUMAN RESOURCES
SOUTH EAST ASIA BUSINESS OFFICER
MR. JITENDRA MAHAJAN MR. MUKESH KRIPALANI MR. PANKAJ SALUJA MR. SANJAY MISHRA
CHIEF SUPPLY CHAIN OFFICER CHIEF BUSINESS PROCESS CHIEF - STRATEGY, CHIEF OPERATING OFFICER
TRANSFORMATION & IT M & A & NEW BUSINESS INDIA SALES & BANGLADESH
BUSINESS
COST AUDITOR
M/s Ashwin Solanki & Associates
39
Making a difference for 25 years
Marico brands won 3 awards at the Campaign India CQA Head Shailesh Godekar won Innovative Leadership
Digital Crest Awards 2015; Saffolalife won Silver and a in Quality Award at the National Quality Excellence
Bronze and Saffola Masala Oats received Bronze. Awards by World Quality Congress.
This discussion covers the financial results and other ending December 2015, followed by the Philippines (117),
developments for the year ended March 31, 2016 in Indonesia (115) and Thailand (114). Consumer confidence in
respect of Marico Consolidated, comprising its domestic and India has remained high for nine consecutive quarters. Indias
international FMCG business. The Consolidated entity has consumer inflation, which had been in double digits between
been referred to as Marico or Group or Company in this 2010 and 2013, has come down to about 5%, in part due to
discussion. the RBIs tight monetary policy, the governments measures
to contain food inflation and the sharp decline in commodity
Some statements in this discussion describing projections, prices especially crude oil.
estimates, expectations or outlook may be forward-looking.
Actual results may however differ materially from those stated The FMCG sector at USD 38.8 Billion (Source: Nielsen) is one of
on account of various factors such as changes in government the largest sectors in India. Over the last 5 years, the sector
regulations, tax regimes, economic developments, exchange has grown at compounded annual growth rate of 12.7%. In
rate and interest rate movements, impact of competing the past year, the growth rate has tapered off mainly due
products and their pricing, product demand and supply to deflation and below normal monsoons. While sentiment
constraints within India and the countries within which the appears to have improved, it has not yet translated to
Group conducts its business. tangible improvement in consumption across the sector.
However, there is a silver lining. The recent normal monsoon
Update On Macro Economic Indicators & FMCG forecast by meteorological agencies augurs well for the
Industry sector. Some other factors expected to drive the recovery
India are a stronger GDP growth (leading to investments in various
sectors which eventually results in employment generation),
GDP Growth % moderate consumer inflation, enabling government policy
framework, continuing input cost benefits, Direct Benefit
Transfer Scheme (DBT), One Rank One Pension (OROP) for ex-
Military servicemen and increased pay-outs to government
8.00 7.40 7.60
employees consequent to implementation of 7th Pay
7.00 Commission recommendations.
6.00
5.10
5.00
Over a medium to long-term, Indias potential to emerge as
one of the largest consumption economies of the world is
4.00
intact. Apart from population growth, India is witnessing other
3.00 trends that make it a favourable market from consumption
2.00 perspective. These include urbanisation, increase in number
of nuclear families, improvement in education level, more
2013-14 2014-15 2015-16
women in the workforce and modernisation of lifestyles.
Indias GDP per capita has more than tripled over the past
Source: Central Statistical Office
decade. Various macro-economic studies have shown that
growth in per capita consumption is not linear with per
The Indian economy has been through challenging times in the capita income. World Bank suggests that at the current GDP/
last two years due to weak global macros coupled with below capita of USD 1,581, consumption should accelerate from
normal rainfall. However, even amid such weak global macros, the current levels, especially in premium categories. The
the Indian economy has also transitioned from being one of FMCG sector will be the biggest beneficiary of the expected
the most fragile economies amongst the emerging markets consumption boom.
in mid-2013 to one that is currently receiving significant
capital inflows - taking the foreign exchange reserves to an The above macro-economic and demographic statistics
all-new level of USD 350 Billion. GDP grew at a healthy clip of make India look like a very attractive market for all consumer
7.6% in FY16 with a forecast of 7.8% in FY17. The country companies. However, like any other market, India has its
remained the leader among all nations in the global consumer own share of challenges, overcoming which will be the key
confidence index with a score of 131 points for the quarter to growth and profitability. Economic inequality continues
to remain one of the most formidable challenges in the Middle East and North Africa (MENA)
country. At the lower end of the population, as much as The decline in oil prices, weak global growth and rising
50% of consumption expenditure is on food, making these geopolitical risks plagued economic activity in the Middle
households highly vulnerable to down-trading in times of East and North Africa (MENA) in 2015. MENAs economy
high food inflation. Two-third of the Indian population lives expanded 2.6% annually in 2015, which was below the 2.9%
in remote villages that are not well connected with the main increase the year before. Oil-producing countries faced
cities. While this adds to the cost of serving rural markets, the brunt of the pain as the Organisation of the Petroleum
it also calibrates distribution expansion strategies. Regional Exporting Countries (OPEC) strategy to keep oil prices low
players offer strong competition in these regions as they in order to retain market share backfired. As falling oil prices
use a heavy discounting model with distributors which make cut government revenues and sent budget balances deep
some of the commoditised categories vulnerable. Lastly, into the red, most countries have also been cutting subsidies
monsoon continues to play an important role in the economy and raising energy prices, which will further restrain demand
as more than 50% of the GDP comprises agriculture. The year growth.
gone by witnessed a less than normal rainfall, but with an
expected better than average monsoon, we will see a positive The Egyptian economy has embraced liberalisation in the
effect on consumption in the medium term. Although, the recent past, thereby opening the doors to foreign direct
growth in industry and service sectors over the years has investment and paving the path to economic growth. Fitch
reduced vulnerability to monsoon, it continues to be an Ratings, a global leader in credit ratings and research, has
important factor impacting disposable income and consumer reaffirmed Egypts long-term foreign and local currency
sentiments. default rating with a B grade, which signifies a stable
economic outlook. GDP growth for FY16 slowed to an
In spite of these challenges, Indias economy is well poised estimated 3.2%, owing to decline in tourism revenues and
for growth given the correction in macro imbalances, weak the foreign currency crisis. This is after it strengthened to
global commodity prices, and structural reforms by the new 4.2% in the previous year.
government and the cyclical recovery that is in progress.
Fitch assumes that growth will strengthen moderately to
Bangladesh 3.6% in FY17 since energy shortages are being addressed,
Bangladesh population is estimated at more than 160 Million. and public and private investment is rising. However, Egypts
It is largely an ethnically homogenous society with the economic outlook is clouded by the ongoing dollar crunch,
highest population density in the world. persistent macroeconomic imbalances, slow implementation
of structural reforms and political instability.
Over the last year, inflation rate has been steadily declining.
Government subsidy payments were cut with a fall in global While the short-term prospects appear subdued, the medium
petroleum prices. Bangladeshs foreign exchange reserves to long-term prospects are brighter. A steadily growing
hit a record USD 28.27 Billion at the end of March 2016 population and a developing economy provide a good base
thanks to steady exports and slow import growth due to for FMCG companies in Egypt. Penetration levels in hair
falling global commodity prices. Rising garment exports grooming and skin care products are modest suggesting
and steady remittances from Bangladesh nationals working bigger headroom for growth. The country also provides
overseas, two mainstay revenue generators for the country, a gateway to North African countries of Algeria, Libya
have helped foreign exchange reserves grow steadily in and Morocco.
recent years.
Vietnam
In the long-term, Bangladesh promises substantial potential Vietnam is one of the fastest growing countries in South
in terms of socio-economic growth. A developing economy East Asia. In the year 2015, the Vietnamese economy grew
with a young demographic profile provides the perfect by 6.7%, in line with the governments target. Vigorous
consumer base for the FMCG sector to flourish. Political expansion of manufacturing and construction in 2015
stability will further help the cause. spurred the fastest economic growth in Vietnam in the last
7 years. Foreign direct investment is seen supporting strong
growth through the forecast period. The demographics of
43
Making a difference for 25 years
the country are very promising, with an extremely young The non-focused part of the portfolio (mainly pouch packs)
and educated population providing an opportunity for FMCG witnessed contraction as the Company maintained minimum
companies to grow rapidly and premiumise. threshold of margins in an environment where the commodity
prices have corrected substantially.
South Africa
The South African GDP grew by 1.3% in 2015 compared to The branded coconut oil market size is ` 4,900 Crores (USD
a 1.4% expansion in 2014 but is expected to rebound to 731 Million). However, there is also a significant part of the
2.0% in 2016, as a large Rand depreciation may stimulate market, approximately 30-40% in volume terms which is still
an export-led recovery. High levels of unemployment and in loose form. This loose component provides headroom for
inequality coupled with energy crisis are considered to be the growth to the branded players. The Companys flagship brand
most salient economic problems faced by the country. The Parachute, being the market leader, is well placed to capture
long-term growth rate of South Africa has been estimated a significant share of this growth potential on a sustainable
at 2.1%. basis. This is expected to be complemented by share gain in
rural market where Parachutes share is lower than its urban
The Marico Growth Story market share. The Company would continue to exercise a bias
Marico achieved revenue from operations of ` 6,132 Crores for volume growth coupled with steady increase in market
(USD 915 Million) during FY16, a growth of 7% over FY15. shares as long as margins remain within a band.
The volume growth underlying this revenue growth was at
7%. Profit After Tax (PAT) for FY16 was ` 725 Crores (USD
108 Million), a growth of 26% over FY15.
Over the past 5 years, Maricos topline and PAT have grown at
a compounded annual growth rate (CAGR) of 16% and 19%
respectively. This places Marico in the top quartile in this
sector.
The brand gained market share of 322 bps and further crossed ` 1,200 Crores (USD 179 Million) landmark this year
strengthened its leadership position in the super premium with a bouquet of 4 strong brands.
refined edible oils segment to 63% during the 12 months
Value Added Hair Oils portfolio has grown at a 10 year
ended March 2016.
Compounded Annual Growth Rate of ~30% and now accounts
for a sizeable portion of the Companys Business which is
Saffolas foray into healthy foods, Saffola Oats, has emerged
growing strongly.
as a strong brand, ranked second, in the oats category with
a value market share of 27%. Saffola Masala Oats launched
two new exciting flavours viz. Chinese and Italian in January
Hair Oils Journey-Share of Business %
2016. These flavours have been developed keeping in mind
that consumers crave for novel and exciting flavours during
snacking occasions. The brand has also signed on celebrity
19 20
chef Kunal Kapoor as its brand ambassador to partner with 18
16
14
the brand in creating many more superior product offerings 12 13
for the consumers. Focus on value added offerings in the oats
segment has enabled the Company to capture 70% value
share in the flavoured oats market for the 12-month period FY10 FY11 FY12 FY13 FY14 FY15 FY16
ended March 2016. The franchise crossed ` 100 Crores (USD
15 Million) of top-line during the year and is well poised to
cross ` 200 Crores (USD 30 Million) landmark by FY18. The Nihar Shanti Amla continued to gain market share and
Companys ability to localise the product to suit the Indian achieved a volume market share of about 37% for the 12
palate and drive consumption by increasing the occasion of months ended March 2016 in the Amla hair oil category
use apart from breakfast to in-between meals has been the (MAT March 2015: 32%). The increased scale of the franchise
key catalyst in creating and succeeding in this category. The enables the Company to benefit from operating leverage
Company has also driven distribution expansion to improve thereby improving net margins despite competitive pricing. A
availability. Saffola Masala Oats is now the most distributed spout pack of ` 5 is being prototyped in Northern Rural India
brand in its category. Focus on improving the margins in to drive trial and penetration.
this franchise with focused cost management initiatives will
ensure long-term sustainable profitable growth. Nihar Naturals Sarson Kesh Tel, a value added mustard oil
targeting loose mustard oil pool was launched across markets
Value Added Hair Oils in North and parts of East India after promising results from
Maricos value added hair oil brands registered a volume growth the prototype in Rajasthan.
of 14% during the year. Marico continues to grow faster than
the value added hair oils market of ` 6,100 Crores (USD 910 In the Hair Fall Control segment of value added hair oils, Marico
Million). During the year, the Company further strengthened has two offerings Parachute Advansed Ayurvedic Oil and
its market leadership by 179 bps to 32% volume share (for 12 Parachute Advansed Ayurvedic Gold Hair Oil. Marico clocked
months ended March 2016) and with value share gain of 132 a top line of circa ` 60 Crores during FY16 in this segment.
bps to 25% for the same period. Going forward, the Company Parachute Advansed Ayurvedic Oil, a coconut oil based
will continue its focus on premiumisation to drive growth in formulation, with presence in southern states, continued to
the category. The Companys Value Added Hair Oils portfolio grow rapidly. Parachute Advansed Ayurvedic Gold Hair Oil, a
sesame oil based formulation, after its successful prototype
in Maharashtra has now been extended to all the Non-
Southern states in February 2016. This variant is aimed at
a more broad-based play in northern and eastern India. The
Company expects to cross top line milestone of ` 100 Crores
(USD 15 Million) by FY18 in the Hair Fall Control segment.
The Value Added Hair Oils category has been amongst the
fastest growing large-sized FMCG segments in India and
45
Making a difference for 25 years
compares very well with other highly penetrated personal Livon Franchise declined in FY16 over FY15. Livon has
care categories. There is also an emergence of new age hair two products the Hair Gain and the Leave-in conditioner
oils in the developed markets that could create a super- serum. The Livon Hair Gain franchise got impacted by
premium segment in India too. This serves to emphasise that counterfeits (especially in the e-commerce channel). The
hair oils can drive both beauty and nourishment. Marico will Brand launched its new communication showcasing real life
continue to focus on upgrading the portfolio by playing across consumer experiences to build credibility about the products
segments that cater to consumer needs of nourishment and efficacy. The anti-counterfeit measures on the pack were also
problem solution. Maricos focus on leave-in hair nourishment strengthened with the introduction of Unique Identification
offers Marico an opportunity to look beyond just hair oils and Number on each pack. In order to revive the growth in Serums
in the process premiumise its portfolio. category, the Company restaged Livon Serum during the
second quarter of FY16. Key pillars of the restage included
Youth Portfolio a better formulation, refreshed packaging, celebrity brand
The Youth brands portfolio plays in three categories i.e., ambassador, new communication campaign and low unit
Hair Gels, Leave-in serums and Deodorants. This business packs at ` 5. While the medium term prospects for this brand
delivered a lackluster performance during FY16 - declining by are promising, in the near term, it will take couple of quarters
4% in comparison to FY15. to return to growth path, given the category creation task.
The results of both Hair Gain and Serum restage are being
closely monitored.
The Hair Gels and Creams (Set Wet and Parachute) and
Leave-in Conditioners (Livon and Silk and Shine) now have a
12-month value share of 59% and 79% respectively. These
categories are at a very nascent stage as their penetration
in India is far lower as compared to other emerging markets.
Being market leaders, the Company is well poised to innovate
and grow the market.
Set Wet Gel brand completed one full year after it was re- Overall, given the initiatives rolled out for all the three
launched in Q4FY15. Riding on focused brand building verticals, the Company is confident of a double digit value
efforts, new pack and expanded distribution, the brand growth in the Youth Business in near term.
delivered consistent double-digit growths throughout the
year. It has also been gaining market share consistently which Distribution
is testimony to the effectiveness of the revamped strategy. Maricos rural and urban sales grew by 8% and 6% respectively
The market share went up by 1,197 bps in last 12 months in FY16. The continued focus on distribution expansion in
to 54% in March 2016. The Gels now comprise circa 40% of rural markets has pushed the Companys rural sales to 34%
total Youth Portfolio. The initiatives taken by the brand have of total India sales in FY16. In rural areas, incremental direct
also accelerated growth in the category, which is at a nascent coverage provides an ideal platform to enhance the reach
stage of its evolution. of the Value Added Hair Oils portfolio. As a step towards
increasing rural reach, the Company is prototyping ` 5 spout
Taking a leaf from the Set Wet Gel success book, the Sada pack of Nihar Shanti Amla in rural India.
Sexy Raho (Remain Sexy forever) campaign has been
extended to Set Wet Deodorants too. Ranveer Singh, a Sales in Modern Trade (9% of the India turnover) continued the
leading cine actor and a youth icon, works with the brand good run with growth of 15% in FY16. CSD and Institutional
as its ambassador. His youth appeal is expected to help the sales (8% of the India turnover) grew at 11% in FY16.
brand get back lost volumes and market share. The refreshed
new product which hit the markets in March 2016 promotes Project ONE (Outlet Network Expansion) was conceived with
the day usage practice unlike the other brands which focus an objective of increasing Maricos direct coverage in its
only on party / night usage. The medium term objective is to top 6 metros. Project ONE has significantly augmented the
regain the market share. reach of the Companys brands by improving assortment
47
Making a difference for 25 years
During the year, the Companys value added hair oils portfolio
grew at a rate of 13% in constant currency terms. New quarters in FY15 and FY16. The business has reported
packaging has been introduced for Nihar Shanti Amla in operating profits for the full year and this trend
order to lend a modern and premium imagery to the brand. of improvement is expected to continue and the
Flagship brand Beliphool value added perfumed coconut oil management expects the business to become consistently
was re-launched in new PET pack. profitable in FY17.
In the last couple of years, the Company has made significant The Company had undertaken a distribution transition in
investments to expand its non-coconut oil portfolio such as Egypt in the second half of FY15. The transition was aimed at
Value Added Hair Oils (VAHO), Hair Dyes, Deodorants, Leave- eliminating dependence on a single distributor and achieving
in conditioners, Savoury Oats and Premium Edible oils. These better go-to-market (GTM) model for realising the maximum
products have been accepted well and are expected to create distribution potential. Many transformational benefits such
a portfolio of the future in Bangladesh. During FY16, the as increased direct distribution, improved retail selling and
non-coconut oil portfolio grew at a rate of 13% in constant reduced working capital requirement resulting in lower credit
currency terms. In FY16, the entire value growth is attributed risk have started to accrue. The transformation started
to non-Coconut Oil portfolio given the reduction in Parachute yielding results in the second half of FY16; the business grew
Coconut Oil prices. by 6% in constant currency over FY15. However, given the
tough macro-economic conditions, the recovery is likely to be
Consequent to these initiatives, the non-coconut oil portfolio gradual. We remain positive about the medium term outlook
is now more than 20% of the total business in Bangladesh as on this market.
compared to 10% four years back. The new launches offer
a substantial proposition for future roadmap in Bangladesh. South East Asia (25% of the International Business)
The Company expects to leverage its strong distribution Business in South East Asia (of which Vietnam is a significant
network and learning from the Indian market to quickly contributor) grew by 2% in constant currency terms in FY16.
scale up its new product introductions in Bangladesh. From On a like-to-like basis (without considering the results of its
FY17 onwards, more than 80% of the incremental growth subsidiary, Beaut Cosmtique Societ Par Actions, which was
in the Bangladesh business is expected to come from the divested during Q1FY16), the constant currency growth was 7%
non-coconut oil portfolio backed by modest growth in core for the year. X-Men maintained its leadership in male shampoos
coconut oil business. and the number two position in male deodorants. Over the
medium term, the Company remains well poised to participate in
Middle East and North Africa (MENA - 20% of the the category growths when economic growth picks up.
International Business)
The MENA business on an overall basis grew by 17% (constant
currency basis) during FY16 as compared to FY15.
(` in Crores)
The Company has initiated its organic footprint in sub- Particulars FY16 FY15
Saharan African markets. The Company commenced exports
Revenue from 6,132.0 5,733.0
to four countries. Plans for entry in other markets are on
Operations
track and the Company believes these markets are Invest
to Grow markets and will be backed by adequate marketing Other Income 93.4 58.9
initiatives. Total Income 6,225.4 5,791.9
Summing up the story of International Business in FY16 There has been 7% growth in Revenue from Operations
FY16 was a tough year for the International Business. on account of 7% growth in Marico India and 7% growth in
Challenging macros and longer gestation period for some Marico International.
of the transformation steps has resulted in a lower growth.
The medium term outlook, however, is positive. The macro
headwinds are slowly receding while the Company will step
up its efforts to regain the double digit constant currency
growth backed by growth in core and launch of new products.
Profit after tax (PAT) for FY16 was ` 725 Crores, a growth
of 26% over FY15.
49
Making a difference for 25 years
Expenses
The following table sets the expenses and certain other profit and loss account line items for the years FY16 and FY15:
For the year ended March 31,
2016 2015
` Crores % of Revenue ` Crores % of Revenue
Revenue from Operations 6,132.0 5,733.0
Expenditure
Cost of Materials 3,061.4 49.9% 3,119.0 54.4%
Employees Cost 363.9 5.9% 325.1 5.7%
Advertisement and Sales Promotion 786.1 12.8% 649.8 11.3%
Other Expenditure 858.2 14.0% 768.9 13.4%
PBIDT margins 1,062.5 17.3% 870.1 15.2%
Depreciation, Amortisation and Impairment 101.8 1.7% 84.3 1.5%
Finance Charges 20.3 0.3% 23.0 0.4%
Tax 297.1 4.8% 236.8 4.1%
Profit after Tax 724.8 11.8% 573.5 10.0%
51
Making a difference for 25 years
53
Making a difference for 25 years
The ratios have continued to be healthy for the year. They Over the last year, we have taken several initiatives to live
have shown an improvement over last year primarily due to the mission for achieving our business aspiration and make
robust growth in operating profits. a difference to our 2,4611 employees worldwide. The key
highlights are presented below.
The Companys ROCE has been on a rise for the past 5 years
which is depicted in the following chart. In the strategic area of Talent, we built a robust talent pipeline
to meet present and future business needs, in line with our
endeavour to build capability ahead of growth. This involved
ROCE - Past 5 years Trend %
streamlining of the Talent Pipeline Process to formally
44.8 track the talent pipeline for critical positions. To strengthen
our capability building efforts to meet current and future
business needs, we have designed Functional Competency
38.9
frameworks for select functions. This will facilitate talent
development in line with the organisations capability needs
and help promote talent mobility across units in India and
28.7 internationally. As part of our leadership development efforts,
we extended customised development experiences to key
24.9 talent based on their leadership passage.
23.5
1
As on March 31, 2016
young talent. The program was integrated with our Facebook Marico participated as an invitee at the global Top
page Marico Campus Connections (MC2), which enabled us Companies of Leaders Think Tank event co-hosted by Aon
to organise live case study presentations at campuses and Hewitt and GE at GEs Crotonville campus in USA.
invite audiences to participate in selecting the best teams in
this contest. Similarly, our Best Summer Project contest also Information Technology and Digital
went digital and these initiative garnered 8,547 hits online. Over the last couple of years, the digital forces have brought
about a lot of changes in the business environment. Your
This year, we also launched the Maricos Career page on Company has also recognised the opportunities presented by
LinkedIn to strengthen our employer brand and connect such forces and has developed a strategy to harness them in
with talent. Talview, a video based interview platform was order to become a digitally savvy consumer company.
introduced for hiring in Sales Function across India which has
resulted in faster turnaround time and cost saving for hiring. Your Company has already taken steps to engage with its
customers, consumers and employees through the use of
In the strategic area of Organisational Culture, we SMAC (Social, Mobile, Analytics, Cloud) and platform based
endeavoured to foster Innovation. Innovation Jams were technologies.
leveraged successfully to crowdsource ideas from Mariconians
on specific themes. Maricos first Young Board, comprising
young home grown leaders, successfully completed their
tenure and worked on spotting new business opportunities
Listen
and key organisational initiatives. The succeeding, 2nd
Young Board was constituted to continue the momentum to
strengthen Maricos culture. A Technology Think Tank was Automation Reach
constituted with bright young minds, which explored and
recommended how to leverage technology innovatively.
55
Making a difference for 25 years
fill rates, improve visibility of stock outs and thus positively the top line growth will be subdued. In Parachute Rigids,
impacting sales as well as the working of the distributors. The the Company aims to grow volumes in a range of 5-7%, both
Company has also embarked on changing the point of sale in the near term and medium term. Saffola is likely to grow
and Distributor Management Systems to enable improved by circa 10% in the near term due to combination of wider
sales productivity, visibility and commercial controls. This participation and selective pricing inputs. The medium term
has led to a positive impact on the life of the distributors growth prospects are also similar. The Foods franchise is
benefiting them at an overall level and contributing to the expected to contribute up to ` 200 Crores (USD 30 Million)
wellbeing of our associates in a sustainable manner. by FY18. This translates to aggressive growths in the coming
two years. New launches / prototypes in value added hair oils
Sell: E-commerce is an important pivot of growth and with space will aid in premiumising the Companys offering and will
dedicated resources and technology the Company has been further improve its value market shares. The launches will
able to double its annual revenue in the e-commerce channel also help reaching the mass market segment by widening the
as compared to FY15. product offering thus extending the gains in volume market
shares. In the medium term, the Company aims to grow this
As a result of the above platforms, the data available has led franchise at a volume growth rate of 12-15%. On the back
to better descriptive and predictive analytics. Your Company of a continued healthy performance of Gels, renovation of
has already set up the analytics architecture in the back end Deodorants and expected demand due to restage of Livon
to handle the visibility of digital data and its usage across serum, the Youth portfolio is expected to grow at high
functions. Specific projects are in various stages of progress double-digit (>20%) in FY17 and at 15% in the medium
across Sales, Marketing and Supply Chain functions. term. The direct distribution initiative of Project ONE is
expected to supplement volume growths in the Tier I and
Your Company also continuously scans for technologies that Tier II markets. Strategic initiatives in sales and supply chain
are useful and relevant to its business and which can aid in will aim at ushering in efficiency in selling and go-to-market.
increasing the shareholder value through growth, innovation, Over the medium term, operating margin (before allocation
simplification or efficiency. In order to prioritise the relevance of corporate overheads) of about 18% to 19% is sustainable.
of such technologies and to generate ideas on its usage, your However, in the near term, given the soft commodity price
Company successfully conducted an Innovation Jam on tables, the operating margin is likely to remain in the band of
Digital Technologies which sought ideas from its employees. 20-22%.
A team was formed comprising young IT Savvy Managers
from across departments as a Technology Think Tank Marico International
in order to generate top ideas which would contribute to Over the last 12-18 months, the Company has systematically
the growth and business of the Company. Select ideas are invested in the core international markets to strengthen
now being prototyped and taken forward by the respective both the brands and the organisational capability to handle
business teams in collaboration with the IT department. Your growth. With such augmented efforts to build a robust
Company believes that these ideas will add to the sustainable organic growth capability and a stronger organisation,
profitable journey on which we have embarked upon. the Company is also looking at inorganic growth both in
terms of new markets and acquisitions / alliances to step up
Outlook the overall growth in International markets leveraging the
Marico India current management bandwidth. The Company believes that
The year FY17 has begun with deflationary pressures and a the core markets of Bangladesh, Vietnam and MENA are
severe drought in many parts of the country, impacting at Invest to Grow markets and the Company will continue
least 25% of the population. These headwinds may limit the to drive growth with brand restages, new product launches
volume growths in the short-term. However, the forecast of and capability building initiatives apart from aggressively
a normal monsoon has brought some good news. This should tapping and growing new markets. Rest of South East Asia
help lift the consumption levels, especially in the second half and East Africa are the new growth engines for future. The
of FY17. The Company will strive to drive volume growths Company will aim for organic and inorganic growth in these
and maintain medium term growth rates in the range of markets. It expects to clock an organic top line growth of
8-10% by growing the core and rapidly scaling New Products. ~15% in constant currency in the medium term. However, in
In the near term, however, given the Year-on-Year deflation, the near term, given the deflationary headwinds, especially
in the Bangladesh market, the growths may be a tad lower. However, brands with greater equity and pricing power may
The structural shift in operating margins is expected to be find it easier to adjust prices when the input prices increase
sustained at around 17%. and hold prices when the input prices decline. Your Companys
brands enjoy a significant equity with its consumers and thus
Marico Limited hold adequate purchasing power.
The Company will aim at a volume growth of 8-10% and a
topline growth of ~15% in the medium term. In the near Macro-Economic Factors
term, though, the value growths may be in single digit given In situations of economic constraints, items which are in the
the Y-o-Y deflation in key commodities in core markets. The nature of discretionary spending are the first to be curtailed.
Company will focus on fewer but bigger innovations to Factors such as low GDP growth and high food inflation can
create growth engines of the future. Market growth initiatives result in down-trading from branded to non-branded or
in core categories and expansion into adjacent categories will premium to mass market products.
be supported by investments in ASP with focus on brand
building. The Company will continue to invest in increasing its The Company continuously drives towards making its value
direct reach and Go-To-Market transformation initiatives added products available to masses at affordable prices. Low
in all of its key markets. The Company is focusing on Digital Unit Packs of its Value Added Hair Oils is an attempt in this
initiatives in a big way to improve consumer engagement, direction.
drive sales through e-commerce for internet savvy consumers
and build data Analytics capabilities. In FY17, there are Political Risks
plans to revitalise the cost management initiatives with Unrest and instability in countries of operation can
specific focus on front-end spend effectiveness. Operating significantly impact the business.
margin is expected to be maintained in a band of 17-18%
over the medium term. In the near term, however, given the Marico operates in the Developing & Emerging economies of
soft commodity prices, the margins will witness an upward Asia and Africa and is exposed to political risk and unrest in
bias. The Company will focus on deriving synergies from these markets. However, the Company operates with well-
the unification of India and International FMCG businesses. defined risk management policies to mitigate various risks.
This includes acceleration of cross pollination and portfolio
harmonisation, talent mobility, supply chain synergies Competition
and process harmonisation leading to cost arbitrage. The Increase in number of competing brands in the marketplace,
Company will continue to support various initiatives which counter campaigning and aggressive pricing by competitors
are true to its Purpose of Make a Difference. have the potential of creating a disruption.
Risks & Concerns In last few years, Marico has entered categories such as
Changing Consumer Preferences mass skin care, breakfast cereals, hair styling, post wash
Demand can be adversely affected by a shift in consumer leave-in conditioners, deodorants and hair colors where the
preferences. Given the explosion of social media, the speed competitive intensity is relatively higher as compared to the
of such shift could be very swift. segments it has been operating in hitherto, such as coconut
oil, hair oils and refined edible oils.
Marico invests significantly in consumer in-sighting to adapt
to changing preferences. The Company also actively watches Renewed focus on Ayurveda / Naturals / Indian by a few new
the social media trends to spot early trends in consumer players has brought in different competitive dimensions in
preferences. Maricos core portfolio.
Input Costs The Company believes that healthy competition is good for
Unexpected changes in commodity prices can impact businesses as it focuses management attention on offering
margins. The past few years have witnessed wide fluctuations its consumers differentiated high-quality products that
in the input materials prices. As a result, the overall level of address consumers needs. With such service approach the
uncertainty in the environment continues to remain high. Company expects to win and retain its consumer franchise.
The Company also focuses on protecting volumes in
preference to short-term profitability.
57
Making a difference for 25 years
Marico has adopted the prototyping approach to new product Talent acquisition and retention
introductions that helps maintain a healthy pipeline and at Inappropriate hiring and inability to retain top talent may
the same time limits the downside risks. result in a firms inability to pursue its growth strategies
effectively.
Foreign Currency Exposure
Marico has a significant presence in Bangladesh, South Marico invests heavily in hiring right and talent
East Asia, Middle East, Egypt and South Africa. The Group development & engagement. This helps provide fulfilling
is therefore exposed to a wide variety of currencies like careers to members in Marico. Marico has identified having a
the US Dollar, South African Rand, Bangladeshi Taka, UAE robust Talent Value Proposition as one of the Transformation
Dirham, Egyptian Pound, Malaysian Ringgit, Myanmar areas to drive sustainable growth over long run.
Chats and Vietnamese Dong. Import payments are made in
various currencies including but not limited to the US Dollar, Compliance
Australian Dollar and Malaysian Ringgit. Inadequate compliance systems and processes pose a
reputation risk for an organisation. They may result in
Significant fluctuation in these currencies could impact the financial losses and penalties.
Companys financial performance. The Company is, however,
conservative in its approach and uses plain vanilla hedging Marico has invested in compliance systems and processes to
mechanisms. ensure that all its functions and units are aware of the laws
and regulations to comply with and that adequate monitoring
Funding Costs mechanism are put in place to ensure compliance.
Though the FMCG sector is not capital intensive, fund
requirements arise on account of inventory position building, Internal Control Systems and their Adequacy
capital expenditure undertaken or funding inorganic growth. Marico has a well-established and comprehensive internal
Changes in interest regime and in the terms of borrowing will control structure across the value chain to ensure that
impact the financial performance of the Group. all assets are safeguarded and protected against loss
from unauthorised use or disposition, all transactions
The Group maintains comfortable liquidity positions, thereby are authorised, recorded and reported correctly and that
insulating itself from short-term volatility in interest rates. operations are conducted in an efficient and cost effective
manner. The key constituents of the internal control
Acquisitions system are:
Acquisitions may divert management attention or result
in increased debt burden on the parent entity. It may also Establishment and periodic review of business plans
expose the Company to country specific risk. Integration of
Identification of key risks and opportunities and regular
operations and cultural harmonisation may also take time
reviews by top management and the Board of Directors
thereby deferring benefits of synergies of unification.
Policies on operational and strategic risk management
Marico has been able to integrate its acquisitions with the
Clear and well defined organisation structure and limits of
mainstream with focus on talent and processes. Given its
financial authority
comfortable liquidity position and conservative capital
management practices, the acquisitions have not put any Continuous identification of areas requiring strengthening
significant pressure on the financial position of the Group. of internal controls
Systems of monitoring compliance with statutory ensures independence as well as effective value addition.
regulations
Internal Financial Controls (IFC)
Well-defined principles and procedures for evaluation of
As per section 134 (5) (e) of Companies Act, 2013, IFC
new business proposals/capital expenditure
means the policies and procedures adopted by company for
A robust management information system ensuring:
The statutory auditors, as part of their audit process, carry - Safeguarding of its assets
out a systems and process audit to ensure that the ERP
- Prevention & detection of Frauds
and other IT systems used for transaction processing have
adequate internal controls embedded to ensure preventive For Listed companies, requirement is to have IFC framework
and detective controls. The audit report is reviewed by in place and ensure operating effectiveness of controls.
the management for corrective actions and the same is Marico India developed IFC framework basis review of Policies,
also presented to and reviewed by the Audit Committee of procedures and processes. Controls for each of the processes
the Board. were documented. Design and operating effectiveness of
controls was tested by management and later audited by
Internal audits are undertaken on a continuous basis, covering the statutory auditors. Your statutory auditors have given a
various areas across the value chain like procurement, clean report after checking effectiveness of controls.
manufacturing, supply chain, sales, marketing and finance.
The internal audit program is reviewed by the Audit Committee The management believes that strengthening IFC is a
at the beginning of the year to ensure that the coverage continuous process and therefore it will continue its efforts
of the areas is adequate. Reports of the internal auditors to make the controls smarter with focus on preventive and
are regularly reviewed by the management and corrective automated controls as opposed to mitigating and manual
action is initiated to strengthen the controls and enhance controls. Over a period, the Company will also extend this
the effectiveness of the existing systems. Summaries of the framework to its overseas subsidiaries.
reports are presented to the Audit Committee of the Board.
Ernst & Young LLP has been carrying out internal audits for
Marico for the last three years. The work of internal auditors
is coordinated by an internal team at Marico. This combination
of Maricos internal team and expertise of a professional firm
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Making a difference for 25 years
2. Do the Subsidiary Company/Companies participate in the BR Initiatives of the parent company? If yes, then indicate the
number of such subsidiary company(ies)
Yes. One subsidiary company participates in BR initiatives of Marico Limited.
3. Do any other entity/entities (e.g. suppliers, distributors etc.) that the Company does business with; participate in the BR
initiatives of the Company? If yes, then indicate percentage of such entity/entities? [ Less than 30%, 30-60%, More than
60%]
Yes. Less than 30% of the associated entities participate in BR initiatives of Marico.
b. Details of BR head :
2. Principle-wise (as per National Voluntary Guidelines (NVGs)) Business Responsibility Policy/policies
The response regarding the above 9 principles (P1 to P9) is given below
No. Questions P P P P P P P P P
1 2 3 4 5 6 7 8 9
1. Do you have policy/policies for . Y Y Y Y Y Y Y Y Y
2. Has the policy being formulated in consultation with the relevant Y Y Y Y Y Y Y Y Y
stakeholders?
3. Does the policy conform to any national/ international standards? If Policies are prepared ensuring adherence
yes, specify? (50 words) to applicable laws and in line with
international standards such as ISO, GRI,
ILO, and OSHA.
4. Has the policy been approved by the Board? Y Y Y Y Y Y Y Y Y
If yes, has it been signed by MD/owner/CEO/appropriate Board
Director?
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Making a difference for 25 years
No. Questions P P P P P P P P P
1 2 3 4 5 6 7 8 9
5. Does the Company have a specified committee of the Board/ Y Y Y Y Y Y Y Y Y
Director/Official to oversee the implementation of the policy?
6. Indicate the link for the policy to be viewed online? 1. http://marico.com/investorspdf/
Corporate_Social_Responsibility_
Policy.pdf
2. http://marico.com/about-us/code-of-
conduct
3. http://marico.com/investorspdf/
Sustainability_Policy_approved_
June_20,_2016.pdf
7. Has the policy been formally communicated to all relevant internal Y Y Y Y Y Y Y Y Y
and external stakeholders?
8. Does the Company have in-house structure to implement the policy/ Y Y Y Y Y Y Y Y Y
policies?
9. Does the Company have a grievance redressal mechanism related to Y Y Y Y Y Y Y Y Y
the policy/policies to address stakeholders grievances related to the
policy/policies?
10. Has the Company carried out independent audit/evaluation of the N N N N N N N Y N
working of this policy by an internal or external agency?
2a. If answer to No. 1, against any principle is No, please explain why: (Tick up to 2 options)
No. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
1. The Company has not understood the Principles
2. The Company is not at a stage where it finds itself in a position
to formulate and implement the policies on specified principles
Not Applicable
3. The Company does not have financial or manpower resources
available, for the task
4. It is planned to be done within next 6 months
5. It is planned to be done within the next 1 year
6. Any other reason (please specify)
Section E: Principle-wise Performance by our values and beliefs. This helps in creating a work
environment that is conducive to our employees and our
associates. The Code sets out the guidelines to be followed
Principle 1: Business should conduct and govern
by each member of Marico group.
themselves with Ethics, Transparency and Accountability.
Any business without ethics cannot win the trust of the
Members of Code of Conduct Committee (CCC)
stakeholders. Our philosophy is to conduct the business
with high ethical standards in our dealings with all the No. Designation
stakeholders that include employees, customers, suppliers, 1. Chief Human Resources Officer
government and the community. 2. Chief Financial Officer
3. Chief Legal Counsel
We have enacted a Code of Conduct and Marico Code 4. Chief - Business Process Transformation & IT
of Business Ethics with the underlying philosophy of
5. Head Learning & Development
conducting our business in an ethical manner as enshrined
6. Business HR Head Corporate functions
Principle 2: Business should provide goods and services consideration of global developments. This is supported
that are safe and contribute to sustainability throughout by comprehensive research and testing facilities at the
their life cycle. manufacturing locations whose laboratories conform to ISO/
Our robust commitment to ensure compliance with relevant IEC 17025 and are certified by National Accreditation Board
standards of health and safety commences at the design for Testing and Calibration (NABL). Marico uses proprietary
stage, wherein appropriate health and safety elements across software for regular monitoring and review of stringent raw
manufacturing, delivery and consumption are identified materials specifications.
and evaluated. New products are developed after careful
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Making a difference for 25 years
For development of product concept, the health & safety manufacturing etc. This helps in ensuring compliance of all
impacts of products and services are assessed through artworks for quality and legal requirements.
clinical study to understand the clinical benefits. Such a study
is carried out using standard scientific instruments used Manufacturing facilities and key third party units of Marico are
world-wide. certified with ISO 22000 for Foods safety and ISO 22716 for
Good manufacturing practices in cosmetics. Marico is one of the
Marico has an internal Artwork Management System (AMS) very few companies which have been certified for ISO 10002
managed by Quality Team encompassing all relevant certification standard which emphasises on Quality Management
stakeholders such as legal, marketing, packaging, regulatory, system for Consumer Response Management process.
65
Making a difference for 25 years
Principle 3: Business should promote the wellbeing of all Marico ensures overall well-being of its employees. It
employees. organises programs in various areas like financial well-being,
We believe that our human capital is one of the most valuable physical well-being etc.
resources to tap the perennial growth of business. Maricos
Code of Conduct provides guidelines for employee well- Marico would focus more on capability building of the personnel
being related to participation, freedom, gender equality, based on job/role requirements, technical knowledge and soft
good environment and harassment free workplace. A strong skills. Annual plans are made for individual members through
deployment mechanism is established for deployment of self-learning or classroom training modes.
guidelines and grievance redressing mechanism.
Principle 4: Business should respect the interests of, and agriculture. Almost all these crops are grown under rain-fed
be responsive towards all stakeholders, especially those conditions in some of the most moisture stressed regions of
who are disadvantaged, vulnerable and marginalised. the country. We have realised the importance of robust agri-
Marico believes that the performance of business enterprises supply chains towards contributing for sustainable business
must be measured in terms of the value they create for and have hence decided to deepen our engagement with the
society. As part of its Triple Bottom Line commitment, Marico suppliers. It is mutually beneficial to enable rural farmers to
is committed to make growth more inclusive by focusing on strengthen their production system and enhance yields on a
the needs of identified stakeholders. Marico procures raw sustainable basis.
materials from the rural communities who are engaged in
2. We are also carrying out hygiene awareness sessions for school children to
inculcate healthy living habits through Teach Little Minds initiative.
3.
Our Girl child education program aims at improving literacy levels in
underdeveloped societies.
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Making a difference for 25 years
Principle 5: Businesses should respect and promote informal avenues of raising any form of grievance through
human rights. ethics helpline, through various forums like open houses and
The organisation maintains engaging and transparent / or network calls, anonymous modes of raising grievances,
relations with all its members, associates and any related etc.
Associations. The organisation has well entrenched guideline
led policies and practices to address and redress grievances The organisation strives to redress the grievance through
of any nature. These include formal mechanisms administered discreet or formal investigation, dialoguing, and initiating
through committees set up for review of grievances (including appropriate consequence and / or remedial actions. Detailed
those that may lead to allegations of conduct breaches and guidelines for the same are also incorporated in the Code
/ or sexual harassment, etc.) The mechanisms also include of Conduct.
Principle 6: Business should respect, protect, and make use the renewable energy at the plants and corporate offices.
efforts to restore the environment. We are also conducting energy audits every year and taking
Majority of the manufacturing locations of Marico are the measures to improve the energy efficiency continuously.
certified as per ISO: 14001 Environment Management
System. Our largest manufacturing plant at Baddi, Himachal Our corporate office in Mumbai is a Green Building certified
Pradesh has been certified as per ISO: 50001 Energy by USGBC where an important project on Reduction of
Management System. Fuel consumption for process heat is Illumination energy reduction got completed. It has rolled
an important factor in operations. Marico has used biomass out projects for water free Urinals and recycling of waste
for process heat to ensure minimal environment impact. water. We have also initiated the process of reporting our
There are several innovative technologies which have been sustainability performance as per the GRI G4 Guidelines.
implemented to reduce the energy consumption as well as to
69
Making a difference for 25 years
Principle 7: Business, when engaged in influencing government bodies in regulatory, operational and other
public and regulatory policy, should do so in a responsible areas by working along with these institutions. Food safety,
manner. consumer awareness etc. are some of the areas where Marico
Marico is engaged with associations like FICCI, CII, SEA, participated with them.
IBHA etc. It contributes in development of Industry and
Principle 8: Businesses should support inclusive growth 2. Corporate Social programs like Farmer first, Chhote
and equitable development. Kadam Pragati ke aur (child education program
Our stated purpose is to Make a Difference. A firm has sponsored by Nihar Shanti Amla, a hair oil brand),
to work closely with its ecosystem to create a sustainable Saffolalife (a preventive healthcare program sponsored
& inclusive growth for all. Marico believes that social, by Saffola, a healthy foods brand), I am capable (a
environmental and economic values are interlinked and woman empowerment initiative sponsored by Nihar
we belong to an Interdependent Ecosystem comprising Naturals).
Shareholders, Consumers, Associates, Employees, a. We intend to work along with our stakeholders &
Government, Environment and Society. We are committed consumers to ensure that their capabilities increase
to ensure a positive impact of our existence on all these and they live a better life.
stakeholders.
3. Unit level CSR projects
Its our continuous endeavour to integrate sustainability a. Manufacturing units of Marico are spread over
considerations in all our business decisions. Maricos CSR different regions in India and lots of projects are
initiatives can be grouped in 3 categories as taken by local teams to improve health, education,
environment, hygiene and infrastructure of society
1. Social Innovation acceleration project (SIAP) sponsored where we live and operate.
by Marico Innovation Foundation, a not-for-profit
subsidiary of Marico. Thus, we contribute not only to economic & social development
but also work along with underdeveloped communities to
a. These programs are aimed at promoting innovation improve their lifestyle.
in society and contribute in nations development.
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Making a difference for 25 years
Principle 9: Businesses should engage with and provide directly to create sanitation and hygiene awareness amongst
value to their customers and consumers in a responsible school children through Teach little minds program.
manner.
Marico is in the business of consumer goods and its products Marico Corporate Quality team is certified for Customer
are related to beauty and wellness. Its our continuous compliant management system ISO 10002. This provides
endeavour to educate consumer on good lifestyle. We a systematic approach to understand consumer issues and
promote good living habits and knowledge about health improve production processes accordingly.
through our initiative Saffolalife. We work with people as
well as Government and private agencies to create awareness Product development team ensures that the formulations
about hygiene and product regulations. are made from sustainable raw material and they do not have
any after effects in usage also.
As part of organisations commitment to engage with
stakeholders, Marico conducts quality awareness drives
73
Making a dierence for 25 years
Boards Report
In line with the requirements of the Companies Act, 2013 (the In order to increase the overall liquidity to enable broad-
Act) and the Securities and Exchange Board of India (Listing based investor participation, the Company, during the year
Obligations and Disclosure Requirements) Regulations, 2015 under review issued bonus equity shares in the ratio of
(the SEBI Regulations), this report covers the nancial results 1:1 to the shareholders which were allotted in December,
and other developments during the nancial year April 1, 2015.
2015 to March 31, 2016 in respect of Marico Limited (Marico
or the Company or your Company) and Marico Consolidated To facilitate the aforesaid bonus issue, your Company
comprising Marico, its subsidiaries and associate in India and re-classied its Authorized Share Capital to Rs. 215 Crores
overseas. The consolidated entity has been referred to as divided into 150 Crores Equity Shares of Re. 1 each and
Marico Group or Your Group in this report. 6.5 Crores Preference Shares of Rs. 10 each, which led to
consequential alteration of Clause V of the Memorandum of
FINANCIAL RESULTS - AN OVERVIEW Association of your Company.
(r in Crore)
DIVIDEND
Year ended Year ended
Particulars March 31, March 31, Your Companys wealth distribution philosophy has aimed at
2016 2015 sharing its prosperity with its shareholders, through a formal
earmarking/disbursement of prots to the shareholders.
Consolidated Summary Financials
for the Group
Your Companys distribution to equity shareholders during
Revenue from Operations 6,132.04 5,732.98 FY16 comprised the following:
Prot before Tax 1,033.75 821.65
Prot aer Tax 573.45 First Interim Dividend of 175% on the equity base of
724.78
Rs. 64.51 Crores.
Marico Limited nancials 4,947.37 4,681.20
Revenue from Operations Second Interim Dividend of 150% on the post bonus equity
Prot before Tax 944.10 731.04 base of Rs. 129.02 Crores.
Less: Provision for Tax for the 242.24 185.87
current year One time Special Third Interim Dividend of 100% on the post
bonus equity base of Rs. 129.02 Crores.
Prot aer Tax for the current year 701.86 545.17
Add: Surplus brought forward 1,753.12 1,393.63 The total equity dividend for FY16 (including dividend
Prot available for Appropriation 2,454.98 1,938.80 distribution tax) aggregated to Rs. 500.86 Crores. The overall
Appropriations:Distribution to 435.43 161.24 dividend payout ratio hence is 69% of the consolidated prot
shareholders aer tax as compared to 30% during FY15.
Tax on dividend 65.43 13.27 REVIEW OF OPERATIONS
500.86 174.51 During FY16 Marico posted revenue from operations of
Transfer to Debenture - 11.17 Rs. 6,132 Crores, a growth of 7% over the previous year. The
Redemption Reserve business delivered a volume growth of 7% with an operating
Surplus carried forward 1,954.12 1,753.12 margin of 17.3%. The business reported bottom line of
Rs. 725 Crores, growth of 26% over last year.
Total 2,454.98 1,938.80
Marico India, the domestic FMCG business, achieved a SUBSIDIARIES AND ASSOCIATE
turnover of Rs. 4,755 Crores in FY16, a growth of 7% over last A list of companies which are subsidiaries/associate to your
year. Volume growth for the year was also at 7%. The overall Company is provided as part of the notes to Consolidated
sales growth was backed by continued growth momentum Financial Statements. During the period under review, there
in categories of Parachute Coconut Oil, Edible Oils and Value were no companies which have become subsidiaries of your
Added Hair Oils (VAHO). The operating margin for the India Company. Beaut Cosmtique Societ Par Actions, a company
business was healthy at 21.6% before corporate allocations. in Vietnam, ceased to be a subsidiary of your Company w.e.f.
Higher operating margins can be attributed mainly to gross May 14, 2015 consequent to divestment. During the year
margin expansion led by soer input costs. under review, Bellezimo Professionale Products Private Limited
became an associate of your Company w.e.f October 21, 2015
During the year, Marico International, the International as per Section 2(6) of the Companies Act, 2013, consequent to
FMCG business, posted a turnover of Rs. 1,376 Crores, a acquisition of 45% equity stake by your Company.
growth of 7% over FY15 in constant currency terms. The
operating margin for the year was at 17.7% (before corporate A separate statement containing salient features of the
allocations) reecting a sustained structural shi over the nancial statements of all subsidiaries of your Company forms
last few years. part of the Consolidated Financial Statement in compliance
with Section 129 and other applicable provisions of the Act.
Your Company has demonstrated steady growth on both, the The statement reects the performance and nancial position
top line and the bottom line. Over the last 5 years, the top line of each of the subsidiaries.
has grown by 16% and bottom line by 19% at a Compounded
Annual Growth Rate. The nancial statements of the subsidiary companies and
related information shall be uploaded on the website of
MANAGEMENT DISCUSSION AND ANALYSIS your Company which can be accessed using the link http://
A detailed Management Discussion and Analysis, which inter- marico.com/india/investors/documentation and the same are
alia, covers the following, forms part of the Annual Report. available for inspection by the Members at the Registered
Oce of your Company during business hours on all working
Update on Macro Economic Indicators & FMCG Industry
days except Saturdays and Sundays up to the date of the
Opportunities and Threats Annual General Meeting, as required under Section 136 of
the Act. Any Member desirous of obtaining a copy of the said
Risks and Concerns
nancial statements may write to the Company Secretary at
Internal control systems and their adequacy the Registered Oce Address.
75
Making a dierence for 25 years
All transactions with related parties are placed before that the Directors have selected such accounting policies
the Audit Committee for approval. An omnibus approval and applied them consistently and made judgments and
of the Audit Committee is obtained for the related party estimates that are reasonable and prudent so as to give a
transactions which are repetitive in nature. In case of true and fair view of the state of aairs of your Company
transactions which are unforeseen and in respect of which as at March 31, 2016 and of the prot and loss of your
complete details are not available, the Audit Committee Company for the said period;
grants an omnibus approval to enter into such unforeseen
that proper and sucient care has been taken for
transactions provided the transaction value does not exceed
the maintenance of adequate accounting records in
Rs. 1 Crore (per transaction in a nancial year). The Audit
accordance with the provisions of the Companies Act,
Committee reviews all transactions entered into pursuant to
2013 for safeguarding the assets of the Company and for
the omnibus approvals so granted on a quarterly basis. During
preventing and detecting fraud and other irregularities;
the year under review, in accordance with the amendment
brought to the Companies (Meetings of Board and its Powers) that the annual accounts have been prepared on a going
Rules, 2014, on December 14, 2015, the Audit Committee, concern basis;
as authorized by the Board, has framed Criteria for granting
that proper internal nancial controls to be followed by
an omnibus approval to the related party transactions to be
the Company were laid down and such internal nancial
entered into by the Company.
controls are adequate and were operating eectively;
During the year under review, your Board updated the that proper systems to ensure compliance with the
policy on Related Party Transactions as required under the provisions of all applicable laws were devised and that
SEBI Regulations. The policy is uploaded on the Companys such systems were adequate and operating eectively.
website and can be accessed using the link http://marico.com/
investorspdf/Policy_on_Related_Party_Transactions.pdf. DIRECTORS
There is no change in the composition of the Board.
DEPOSITS
There were no outstanding deposits within the meaning During the year under review, declarations were received from
of Sections 73 and 74 of the Act, read together with the all Independent Directors of the Company that they satisfy
Companies (Acceptance of Deposits) Rules, 2014, at the end the criteria of Independence as dened under Regulation
of the nancial year 2015-16 or the previous nancial year. 16(1)(b) of the SEBI Regulations and Section 149(6) of the
Your Company did not accept any deposit during the nancial Act, read with Schedule IV and the relevant Rules made
year 2015-16. thereunder.
Secretary & Compliance Ocer w.e.f. April 29, 2016 in place of its individual statutory Committees. The appointment/re-
Ms. Hemangi Ghag, who resigned from the post of Company appointment/ continuation of Directors is subject to positive
Secretary & Compliance Ocer on April 28, 2016. Ms. Ghag outcome of the annual evaluation process. The manner in
continues as an employee of your Company. which the evaluation has been carried out has been explained
in the Corporate Governance Report. In terms of the Act, the
The Key Managerial Personnel of the Company as on date Independent Directors on your Board also meet separately
are: once in a year to discuss the matters as prescribed under
Schedule IV to the Act and to assess the performance of the
1. Mr. Saugata Gupta is the Managing Director (MD) & Chief Non Independent Directors of your Board.
Executive Ocer (CEO).
The board evaluation exercise during the year under review
2. Mr. Vivek Karve is the Chief Financial Ocer (CFO). has resulted in the Board identifying three focus areas for it
to work upon in the coming years:
3. Mr. Surender Sharma is the Company Secretary (CS).
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Making a dierence for 25 years
INTERNAL FINANCIAL CONTROLS WITH REFERENCE Prevention of Sexual Harassment Committee (PoSH
TO THE FINANCIAL STATEMENTS Committee) with an objective to ensure a harassment
Your Companys approach on Corporate Governance has free work environment including but not limited to
been detailed out in the Corporate Governance Report. Your appointment of investigation team for investigation of
Company has deployed the principles enunciated therein to sexual harassment concerns/complaints.
ensure adequacy of Internal Financial Controls with reference The Board, the Audit Committee and the Corporate Governance
to the nancial statements. Your Board has also reviewed Committee are informed periodically on the matters reported to
the internal processes, systems and the internal nancial CCC and the status of resolution of such cases.
controls and the Directors Responsibility Statement contains
a conrmation as regards adequacy of the internal nancial The Company arms that no personnel has been denied
controls. access to the Audit Committee.
6. Wherever, applicable and feasible, dening the risk The CGC is responsible for administrating the Scheme. The
appetite and install adequate internal controls to ensure stock options (3,00,000) granted to the MD & CEO by the CGC
that the limits are adhered to. on April 1, 2014, stand increased to 6,00,000 as at March
The constitution of the Risk Management Committee (RMC) 31, 2016 due to bonus equity shares issued by the Company
is stated in the Corporate Governance Report. The RMC assists during the year under review (in the ratio of 1:1) and are
the Board in monitoring and reviewing the risk management vested in the MD & CEO. The stock options vested in the MD &
plan, implementation of the risk management framework of CEO constitute 0.05% of the current paid up equity capital of
the Company and such other functions as Board may deem the Company as on the date of this Report.
t. The detailed terms of reference and the composition of
RMC are set out in the Corporate Governance Report. Marico MD CEO Employee Stock Option Plan 2014
79
Making a dierence for 25 years
CORPORATE GOVERNANCE
AUDITORS
As per the SEBI Regulations, a separate section on Corporate
Statutory Auditors Governance practices followed by the Company together
The Members, pursuant to the appointment of M/s. Price with a certicate from the Companys statutory auditors,
Waterhouse, Chartered Accountants as the statutory conrming compliance thereto is attached to this Report.
auditors of your Company at the 26th Annual General Meeting
of your Company (AGM), had ratied their appointment at ENERGY CONSERVATION, TECHNOLOGY ABSORPTION
the 27th AGM, to hold oce from the conclusion thereof till AND FOREIGN EXCHANGE EARNINGS AND OUTGO
the conclusion of the 28th AGM of the Company. Further, as The information on conservation of energy, technology
required under Regulation 33(1)(d) of the SEBI Regulations, absorption and foreign exchange earnings and outgo
the Auditors have conrmed that they hold a valid certicate stipulated under Section 134(3)(m) of the Act, read with Rule
issued by the Peer Review Board of the Institute of Chartered 8 of The Companies (Accounts) Rules, 2014 is enclosed as
Accountants of India. Annexure E to this report.
81
Making a dierence for 25 years
owned subsidiary of your Company. MIF is a not-for-prot 3. Right GTM Strategy - Identication of right
organisation working towards the cause of innovation markets for TLA to oer their training services;
since 2003. The Foundation creates impact through its
below mentioned programs: 4. Pivot from training to livelihood Ensuring
trained youth are connected to appropriate
A. Social Innovation Acceleration Program (SIAP): livelihood opportunities.
SIAP works with For Prot and Not For Prot (ii) Fractal Microspin:
organisations and is sector agnostic. It focuses on
Microspin Machine Work was established by Fractal
the innovative idea and the impact an organization
Foundation in 2011 to ensure that farmers didnt
wishes to achieve. The Program also focuses on
have to settle with the raw end of the cotton value
the shi in the mindset of an organization from a
chain. A machine that can easily be installed in a
view point of pure impact on the BoP to scalable
farmers backyard, Microspin mechanically converts
and sustainable impact. The program follows a 3-5
raw cotton into yards of fabric. Mr. Pramod Gothi,
years hands-on engagement process.
Ex MD, Morarjee Mills is mentoring Fractal Microspin.
The SIAP process is also aided through multiple
MIF is helping Microspin through:
interventions:
1. Leveraging the established networks
a) The Foundation leverages Marico members as and ecosystems with leading apparel
Mentors to utilize their knowledge and skills. manufacturers for the acceptance and
This is done through measured and structured adoption of Craed Yarn; and
interventions which have been designed by the
Foundation to leverage their knowledge capital; 2. Creation of communication tools that help
Microspin sell its concept with garment
b) Student teams from leading B-Schools in India are corporates.
brought in annually to help social organization with
research (primary and secondary) and with critical (iii) Yuva Parivartan (YP):
inputs on their businesses; and The primary objective of YP is to provide
c) The Foundations ecosystem connects also enables Livelihoods to deprived, out of school youth
SIAP to draw synergies with like-minded partners through Vocational Training and provide access to
who assist the Foundation on specic interventions. wage or self-employment.
The Foundation is presently working closely with The current interventions of MIF include:
various organizations to scale up their impact. These 1. Helping YP improve its eld sta s operation
organizations are: eectiveness;
(i) Tara Livelihood Academy: 2. Assisting YP in the creation of a mobile app for
overall monitoring and tracking; and
TARA Livelihood Academy (TLA) was established
in 2007 by the Development Alternatives Group 3. Getting YP to benchmark best practices in
(DAG) as yet another vehicle to fulll its mandate sales by getting their ASMs shadow Marico
of disseminating Sustainable Development, Sales team.
by providing skills to the youth, women and (iv) Saral Designs:
community groups.
It is a For-Prot social enterprise that designs
MIF is helping TLA through: and manufactures aordable and quality sanitary
napkins. Saral Designs has developed advanced
1. Creation of an asset light model of operations;
machines that manufacture sanitary pads at a
2. Streamlining of the process and reducing the low cost so that it can be sold to a majority. Its
cost of recruitment of potential candidates; products provide 100% absorption compared to
cloth/ordinary pads.
83
Making a dierence for 25 years
MIF is helping Saral Designs through: that will help consumers save the cost of cooking
through innovation.
1. Business development, starting with
understanding the consumer then launching MIF is helping them understand the right market
the product in test markets and developing a and right customer for EcoCooker as well as
scalable go-to-market strategy; and create a well-dened go-to-market strategy.
Mr. Sanjeev Aga, Ex MD Idea Cellular is mentoring the
2. The program is also helping Saral put a
Eco-cooker team.
nancial model in place and set relevant
pricing/packaging for the products. B. Hackathon:
(v) Swasth Healthcare: Hackathons are 2-3 day events where participants
work together to develop innovative solutions for
Swasth runs primary healthcare units in the real-world problem statements.
bottom-of-pyramid areas of Mumbai. They have 15
clinics as on date with plans to scale to 52 units in 1. MIF has sponsored a Hackathon on Diabetes
the next 3 years. and Cardio-vascular health issues organized
by CAMTech, an arm of Massachusetts General
MIF is working with Swasth on 3 aspects: Hospital; and
1. There is a steering committee to guide Swasth 2. MIF has partnered with Villgro to incubate
in their growth journey. MIF sits on this high potential innovative ideas.
committee as the marketing / strategy expert;
and Impact: One idea will potentially get incubated in
2016-17.
2. MIF is helping them in creating a comprehensive
communication package to help them create C. India Innovates - Video Series:
a better and a more dependable brand image India Innovates is a web series by the MIF in
with their patients. collaboration with the Better India. As part of
(vi) Zaya Labs: this on-going series, it is sharing some of the
most amazing innovations of India that are truly
Zaya is an education-technology startup based in
transforming lives, communities, business and
Mumbai. Since Zaya also uses hardware, as they
more.
scale the business; their supply chain has to be
geared to support the increase in volumes. Edible Cutlery is part of Marico Innovation
Foundations series India Innovates that attempts
MIF is helping Zaya build their supply chain
to bring out the stories of some of the most brilliant
processes.
minds in our Country. This edible cutlery is a perfect
(vii) Gram Tarang: alternative to harmful disposable cutlery which is
not only environmentally safe but also enriched
Gram Tarang conducts vocational courses for rural
with nutritious ingredients. These videos have
communities and helps them attain a livelihood
been created exclusively for creation of awareness
through placements in Orissa.
about innovation in the eco-system.
MIF is helping Gram Tarang consolidate all their
Impact : 4 out of the 6 videos that were created
eorts and create a scale-up plan. Mr. Ravi
for the India Innovates web series have received
Venkatesan (Ex-Chairman Microso India) is the
an incredible response which has been mentioned
MIF mentor for Gram Tarang.
below:
(viii) Eco-cooker:
Total Reach - 5,34,96,892
EcoSense Appliances, a part of the Sanjay Group
Total Video Views - 61,60,346
of Companies, manufactures energy-ecient
appliances for cooking. It was born out of the Total engaged users - 14,61,907
fact that there is immense potential for products
3. Sesame India Workshop : Farrukabad, Shahjahanpur As seen during baseline, there is a tremendous scope
and Kannauj districts of Uttar Pradesh. of improvement on the interpersonal and time & people
management aspects as most of the students have
1. Educate Girls:
claimed not to be good at these the same continues to
Objective: Provide quality education for all underserved be a need post the end line as well.
and marginalized girls by mobilizing public, private and
community resources thus improving access to education 3. Sesame Workshop India:
and school quality and achieving behavioural, social and Objective: Using media to engage children and aid their
economic transformation for all girls in Indias gender gap basic academic and life skills to help them reach their
districts thereby creating an India where all children have maximum potential. Galli Galli Sim Sim is Indias only
equal opportunities to access quality education. educational program for children that harnesses the
Impact: Total number of children benetted from the power of television to provide a strong early childhood
Educate Girls Program in FY 2015-16 is 1,25,311. educational foundation to pre-schoolers and promotes
childrens overall cognitive, socio-emotional and physical
2. Going to School: development while celebrating Indias cultural diversity.
Objective: Promoting entrepreneurship among children
Impact: Total children benetted from Sesame
through their Be an Entrepreneur program. This
Workshop India in FY 2015-16 is 70,000 children.
aims at providing entrepreneurial skill development
training to children in class 9 in 50 Government schools Mobile Pathshala:
in Muzaarpur in order to prepare them for the lack of
employment opportunities and be able to create jobs for Nihar Shanti Amla had launched the Angrezi Mobile
themselves and others. Pathshala, which is a rst of its kind property that
provides its callers an opportunity to learn simple English
Impact: 16,500 children were benetted from Going to words through stories & characters, completely free of
School Program in FY 2015-16. cost to the caller. The intention is to take learning as close
Social Impact Audit through IMRB International: to the consumer with this property.
To measure the impact of the Go to School, one year Impact: From the launch of the initiative in September
program in bringing about changes in knowledge, 2013 till date, Angrezi Mobile Pathshala has got 16.20
attitude and practice of the students, IMRB International lacs unique users, calling in.
was commissioned to conduct the eldwork and report
the ndings and the way forward.
85
Making a dierence for 25 years
Other Initiatives Impact: Your Company has made extensive study on the above
and estimates that if an average farmer follows the correct
Expenses incurred towards improving agricultural
package of practices for cultivation & disease control, the
productivity:
farmers can improve the productivity by about 25%.
Oats Local Variety Development:
Perendurai Model Farm:
Your Company has understood the need to improve production
of Oats in India which pales in comparison to other cash crops The objective of the program is to evaluate the performance
and hence stepped in by funding the research for developing of dierent varieties & hybrids available in India under dierent
an Oats variety in India in association with Tamil Nadu package of practices & demonstrate the dierences to enable
Agricultural University (TNAU) & Indian Agricultural Research the farmers to select the right hybrids or varieties. 18 saplings
Institute (IARI) t for processing for human consumption. each of 6 dierent hybrids have been planted. There are 3
These eorts have shown positive results. dierent levels of cultivation practices which are followed for
each variety. The plants are currently in the second year. The
The new variety of Oats seeds would be available for Indian
morphological characteristics of the plants are being tracked.
farmers for sowing in the FY2019.
In addition to the Perendurai model farm, 20 more trail farms
Impact: The Internal Varietal Trial (AVT) stage was successfully have been taken up for hybrid cultivation demo to showcase
completed with production of 9 MT of Oats across 2 selected the benets of hybrid (which can double productivity) to the
varieties. The Local Oats development project will move into farmers.
the advanced Varietal Trail-II. In this, the Oats will be cultivated
in different locations in different soil types & cultivation Impact: Once the plants enter into 4th year, the farmers would
conditions. be invited to see the performance of dierent varieties &
cultivation conditions so that they can adopt the best variety
Coconut Productivity Improvement: & best cultivation conditions.
b Amount unspent , if any - Rs. 1.15 Crores (The CSR Budget approved by the CSR Committee had a shortfall of Rs. 28 lacs as initiatives were not
planned)
c Manner in which the amount spent during the nancial year is detailed below:
1 2 3 4 5 6 7 8
0240
Sr. CSR project Sector in which the Projects Amount Amount Spent on the Cumalative Amount spent:
No. or activity project is covered or programs: outlay projects or programs expenditure upto Direct or through
identied (1) Local area or other (budget) Subheads: the reporting implementing
(2) Specify the State and project (1) Direct expenditure period (Amount agency*
district where projects or or Program on projects or programs in R)
Programs was undertaken wise (Amount in R) (2) Overheads (Amount
in R)
enhancement
l Boheco Agriculture Mumbai, Maharashtra
m I say organic Organic food Delhi
2 Thought Leadership Infusing innovation PAN India 1,387,647 909,147 909,147 Partnership with the Better India -
139249
87
88
1 2 3 4 5 6 7 8
Sr. CSR project Sector in which the Projects Amount Amount Spent on the Cumalative Amount spent:
No. or activity project is covered or programs: outlay projects or programs expenditure upto Direct or through
identied (1) Local area or other (budget) Subheads: the reporting implementing
(2) Specify the State and project (1) Direct expenditure period (Amount agency*
district where projects or or Program on projects or programs in R)
Programs was undertaken wise (Amount in R) (2) Overheads (Amount
in R)
3 Hackathon Healthcare PAN India 7,331,878 7,006,821 7,006,821 Partnership with CAMTech
(INR 66,54,180 was
towards donation to
CAMTech)
TOTAL (A) 9,333,301 8,267,231 11,544,912
Making a dierence for 25 years
in R)
d Sesame Workshop India Promoting Education Farukkhabad 19,776,144 11,615,996 11,615,996 Sesame Workshop India Trust is
Trust (SWIT) Shahjahanpur leading the movement to change
Kannauj the educational equation through its
districts of Uttar Pradesh innovative projects that puts children
at the center of development. Under
0240
(Impact assessment is
excluding Educate Girls
Jalore project)
f Mobile Pathshala Initiative Promoting Education To promote education 11,463,452.28 11,463,452 11,463,452 Nihar Shanti Amla had launched the
through mobile pathshala Angrezi mobile pathshala, which is a
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improving agricultural
productivity
2 Goonj Disaster Relief Chennai, Tamil Nadu 2,300,000 2,300,000 2,300,000 Direct
TOTAL (C) 6,800,000 8,959,682 9,569,682
139249
89
90
1 2 3 4 5 6 7 8
Sr. CSR project Sector in which the Projects Amount Amount Spent on the Cumalative Amount spent:
No. or activity project is covered or programs: outlay projects or programs expenditure upto Direct or through
identied (1) Local area or other (budget) Subheads: the reporting implementing
(2) Specify the State and project (1) Direct expenditure period (Amount agency*
district where projects or or Program on projects or programs in R)
Programs was undertaken wise (Amount in R) (2) Overheads (Amount
in R)
(D) Capacity Building and Administrative Expenditure (Limited to the cap of 5% of 5,181,665 4,769,852 10,097,962
total spent)
Information required under section 197 of the Companies B) Details of percentage increase in the remuneration of
Act,2013 read with Rule 5(1) of the Companies (Appointment each Director, Chief Executive Ocer, Chief Financial
and Remuneration of Managerial Personnel) Rules, 2014 Ocer and Company Secretary in the nancial year
A) Ratio of Remuneration of each Director to the median 2015-16 are as follows :
remuneration of all the employees of your Company
Name Designation Remuneration Increase/
fo the nancial year 2015-16 is as follows : (R) (Decrease)
(%)
Name of Director Total Ratio of
2015-16 2014-15
Remuneration remuneration
Harsh Chairman & 55,284,000 78,683,016 -30%
(R) of director to Mariwala Non- Executive
the Median Director
remuneration Mr. Saugata Managing 80,630,477 60,679,292 33%
Gupta Director & CEO
Mr. Harsh Mariwala 55,284,000 66.32
Mr. Anand Independent 1,780,000 1,800,000 -1%
Mr. Saugata Gupta 80,630,477 96.73
Kripalu Director
Mr. Anand Kripalu 1,780,000 2.14
Mr. Atul Independent 1,780,000 1,700,000 5%
Mr. Atul Choksey 1,780,000 2.14 Choksey Director
91
Making a dierence for 25 years
C) Percentage increase in the Median Remuneration of The key indicators of the Companys performance (on a
all employees in the nancial year 2015-16 standalone basis) are:
D) Number of permanent employees on the rolls of Prot Before Tax 944.10 731.04 29.1%
company as of March 31, 2016 Prot Aer Tax (PAT) 701.86 545.16 28.7%
(i) the intrinsic worth and future potential of the The Prot Before Tax (PBT) increased by 29% in the
Member which ensures value of meritocracy; nancial year 2015-16 compared to the the nancial year
2014-15. The PBT for both the nancial years includes
(ii) the extrinsic worth of the role and desired market
dividend receipt from an overseas subsidiary. The PBT
competitiveness determined through market
growth excluding such dividend income for the nancial
benchmarking studies; and
year 2015-16 compared to the nancial year 2014-15
(iii) value added by the role which should be in line with was 30.5%.
the Companys employee cost.
G) Details of variation in the market capitali-zation
In the nancial year 2015-16, a similar approach was followed and price earnings ratio as at the closing date of the
to determine the increase in the remuneration of all the current and previous nancial years and the share
employees. The said increase in the remuneration was in line price details:
with Companys performance and its market competitiveness. Particulars As on As on
March 31, March 31,
The average increase in the remuneration of all employees* 2016 2015
in the nancial year 2015-16 as compared to the nancial
Price Earnings Ratio* 45 46.4
year 2014-15 was 15%.
Market Capitalization 31,610 25,297
* Employees who have served for whole of the nancial year (Rs. in Cr.)
2015-16 have been considered.
* Taken on a standalone basis
Comparison of share price at the time of last public oer and I) Key parameters for any variable component of
market price of the share of 31st March, 2016: remuneration availed by the Directors:
Market Price* as on March 31, 2016 (R) 245 The key parameters for the variable component of
Price at the time of Initial Public Oer cum Oer 2.19 remuneration availed by the Directors are considered by
for Sale in 1996 [adjusted for various bonus issues the Board of Directors based on the recommendations
and stock split but excluding dividend payouts,
subsequent to the Public Oer]
of the Corporate Governance Committee (which acts as
the Nomination and Remuneration Committee) as per
% increase of Market price over the price at the time
the Remuneration Policy for Directors, Key Managerial
of Initial Public Oer cum Oer for Sale 11,087%
Personnel and other Employees. This is based on certain
*Last Traded Price on National Stock Exchange of India Limited. nancial parameters like performance of the Company, its
H) Comparision of average percentage increase in market capitalization, industry benchmarks, role of the
remuneration of all employee other than the Key Directors and other such relevant factors.
Managerial Personnel and the percentage increase in Independent Directors are not eligible for any variable
the remuneration of Key Managrial Personnel component as per the Remuneration Policy of the
% Increase Company.
(Decrease)
In case of the Non-Executive Chairman of the Board and
Average percentage increse in the Remuneration 15.7% the Managing Director & CEO, the variable component
of all Employees** other than Key Managerial
Personnel of remuneration is approved by the Board based on the
Average Percentage increse in the Remuneration of Remuneration Policy of the Company.
Key Managerial Personnel* J) There are no employees of the Company who receive
Mr. Saugata Gupta, Managing Director & CEO 32.9% remuneration in excess of the highest paid Director of
Mr. Vivek Karve, Chief Financial Ocer -45.0% the Company.
Ms. Hemangi Ghag, Company Secretary & 38.3% K) Armation
Compliance Ocer
Pursuant to Rule 5(1)(xii) of the Companies (Appointment
4.9%
and Remuneration of Managerial Personnel) Rules, 2014,
*Kindly refer the explanations given under note 2 of point No.B of this it is armed that the remuneration paid to the Directors,
disclosure for better comprehension of the details given hereinabove. Key Managerial Personnel and Senior Management is as
per the Remuneration Policy of your Company
** Employees who have served for whole of the respective nancial years
have been considered.
93
94
A Details related to ESOS Marico Employee Stock Option Scheme Marico Employee Stock Marico MD CEO Employee
2007 (Marico ESOS 2007) Option Scheme 2014 (Marico Stock Option Plan 2014
ESOS 2014) (Marico MD CEO
ESOP Plan 2014)
1 Description of each ESOS that existed at any time during the year, including the general terms and conditions of each ESOS, including :
a Date of shareholders approval At the Extra Ordinary General Meeting held on At the Extra Ordinary General At the Annual General
November 24, 2006. Meeting held on March 25, Meeting held on July 30,
2014. 2014.
b Total number of options approved under ESOS Equity shares to arise out of exercise of stock Not more than 3,00,000 Stock Equity shares to arise out
options not to exceed 5% of the aggregate Options. of exercise of stock options
number of issued equity capital of the Company not to exceed 0.5% of the
as on the date of the grant. aggregate number of issued
Making a dierence for 25 years
2 Method used to account for ESOS - Intrinsic or fair value. Intrinsic Value.
3 Where the company opts for expensing of the options using the Prot would have been higher by R 0.33 Crore. Impact on EPS of the Company is negligible.
intrinsic value of the options, the dierence between the employee
compensation cost so computed and the employee compensation
cost that shall have been recognized if it had used the fair value of
the options shall be disclosed. The impact of this dierence on prots
and on EPS of the company shall also be disclosed.
Annexure C to the Boards Report
4 Option movement during the year (For each ESOS): Marico Employee Stock Option Scheme Marico Employee Stock Marico MD CEO Employee
2007 (Marico ESOS 2007) Option Scheme 2014 (Marico Stock Option Plan 2014
ESOS 2014) (Marico MD CEO
ESOP Plan 2014)
Number of options outstanding at the beginning of the period 103,600 300,000 46,600
Adjustment on account of bonus issue in the ratio of 1:1 - 300,000 46,600
and Debenture) Rules, 2014 and Regulation 14 of The SEBI (Share Based Employee Benets) Regulations, 2014
7 A description of the method and signicant assumptions used during Marico Employee Stock Option Scheme Marico Employee Stock Marico MD CEO Employee
the year to estimate the fair value of options including the following 2007 (Marico ESOS 2007) Option Scheme 2014 (Marico Stock Option Plan 2014
information: ESOS 2014) (Marico MD CEO
ESOP Plan 2014)
a i) the weighted-average values of share price NA R 209.15 R 329.95
42137
ii) the weighted-average values of exercise price R 1.00 per share R 1.00 per share
iii) the weighted-average values of expected volatility 26.62% 23.66%
iv) the weighted-average values of expected option life 3 years 3 years and 3 months
v) the weighted-average values of expected dividends 3.50% 3.50%
vi) the weighted-average values of the risk-free interest rate 8.00% 8.00%
b The method used and the assumptions made to incorporate the eects of Intrinsic value
expected early exercise;
c How expected volatility was determined, including an explanation of the NA Historical volatility of the Historical volatility of the
extent to which expected volatility was based on historical volatility; and share of the Company over the share of the Company over
previous 3 years ended March the previous 3 years and 3
31, 2014, based on the life of months ended January 04,
FINANCIAL STATEMENTS
95
96
B Details related to SAR STAR Scheme III STARScheme IV STAR Scheme V STAR Scheme VI
1 Description of each SAR scheme that existed at any time during the year, including the general terms and conditions of each SAR scheme, including -
a Date of shareholders approval: Approved by Approved by Approved by the Approved by the Corporate Governance Committee of the Board of
the Corporate the Corporate Corporate Governance Directors on December 2, 2015*.
Governance Governance Committee of the Board
Committee of the Committee of the of Directors on August
Board of Directors on Board of Directors 5, 2015*.
December 7, 2012* on October 29,
2013*
*(The Marico Employee Stock Appreciation Rights Plan 2011 (STAR Plan) was initially approved by the Board of Directors of the Company at its
meeting held on January 27, 2011 and subsequently the modied STAR Plan was approved by the Board of Directors at its meeting held on
June 22, 2015 and the same was recommended to the shareholders. The same was then approved by the Shareholders at their meeting held
Making a dierence for 25 years
on August 5, 2015, in order to align the STAR Plan with the requirements of the SEBI (Share Based Employee Benets) Regulations, 2014. The
Corporate Governance Committee of the Board has, from time to time, notied STAR schemes under the STAR Plan as authorized under the
aformentioned resolutions).
b Total number of shares approved under the SAR scheme The secondary acquisition by the Trust shall:
i. not be more than 5% of the paid up equity share capital of the Company as at the end of the nancial year, immediately preceding the year in
which approval of the shareholder was obtained for such secondary acquisition;
ii. not be more than 2% in a nancial year of the paid up equity share capital as at the end of the preceeding nancial year; and
iii. not be more than 0.5% of the paid up equity share capital of the Company during a nancial year.
d SAR price or pricing formula Average of Closing Market Price for a period of 22 Working Days (of the the Stock Exchange) immediately preceding the Grant Date.
e Maximum term of SAR granted The Vested STAR shall be matured as on the Vesting Date according to the terms and conditions as determined and set forth under the STAR
Plan and relevant notied Schemes.
f Method of settlement (whether in cash or equity) Method of settlement is Cash settlement.
g Choice of settlement (with the company or the employee Choice vests with the Company.
or combination)
h Source of shares (primary, secondary or combination) Source of acquisition is Secondary.
i Variation in terms of scheme STAR Scheme I, II and III were modied by the Corporate Governance Committee of the Board, vide circular resolutiuon dated December 12,
2012 to redene the term Grant Date and consequent changes in other clauses of the respective schemes.
2 Method used to account for SAR - Intrinsic or fair value. Intrinsic Value.
3 Where the company opts for expensing of SAR using Employee Compensation cost would have increased by R 14.60 Crore & prot would have been lower to that extent.
the intrinsic value of SAR, the dierence between the Consequently Basic EPS would have been lower by R 0.11 (From 5.44 to 5.33).
employee compensation cost so computed and the
employee compensation cost that shall have been
recognized if it had used the fair value of SAR, shall be
disclosed. The impact of this dierence on prots and
on EPS of the company shall also be disclosed.
4 SAR movement during the year (For each SAR scheme): STAR III STAR IV STAR V STAR VI Total
Particulars Tranche I Tranche II Tranche I Tranche II Tranche I Tranche II Tranche III Tranche I
Number of SARs outstanding at the beginning of the year 771,600 121,100 754,700 - - - - - 1,647,400
Number of SARs granted during the year - - - 272,700 618,100 45,800 2,700 677,500 1,616,800
Adjustment on account of bonus issue in the ratio of 1:1 - - 754,700 272,700 618,100 45,800 2,700 677,500 2,371,500
Number of SARs forfeited / lapsed during the year 170,800 21,000 334,400 126,000 145,000 - - 21,600 818,800
Number of options outstanding at the end of the year - - 1,175,000 419,400 1,091,200 91,600 5,400 1,333,400 4,116,000
Amount of loan disbursed by company / any company in the group, during the year 545,000,000
Amount of loan outstanding (repayable to company / any company in the group) as at the end of the year 665,580,410
Amount of loan, if any, taken from any other source for which company / any company in the group has provided any security or guarantee NIL
2 Any other contribution made to the Trust during the year
(a) Number of shares held at the beginning of the year; 1,431,741
(b) Number of shares acquired during the year :
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97
Making a dierence for 25 years
(ii) The Securities Contracts (Regulation) Act, 1956 (SCRA) (vi) During the period under review, no law was specically
and the rules made thereunder; applicable to the Company.
(iii) The Depositories Act, 1996 and the Regulations and Bye- I have also examined compliance with the applicable
laws framed thereunder; clauses of the following:
(iv) Foreign Exchange Management Act, 1999 and the (i) Secretarial Standards issued by The Institute of
rules and regulations made thereunder to the extent of Company Secretaries of India notied with eect
Overseas Direct Investment, Overseas Direct Investment from 1 July 2015;
and External Commercial Borrowings;
(ii) The erstwhile Listing Agreements entered into by the
(v) The following Regulations and Guidelines prescribed Company with stock exchanges and The Securities
under the Securities and Exchange Board of India Act, and Exchange Board of India (Listing Obligations
1992 (SEBI Act):- and Disclosure Requirements) Regulations, 2015
notied with eect from 1 December 2015.
During the period under review the Company has meetings of the Board of Directors or Committee of the Board,
complied with the provisions of the Act, Rules, as the case may be.
Regulations, Guidelines, Standards, etc. mentioned
I further report that there are adequate systems and
above.
processes in the Company commensurate with the size and
I further report that operations of the Company to monitor and ensure compliance
with applicable laws, rules, regulations and guidelines.
The Board of Directors of the Company is duly constituted
with proper balance of Executive Directors, Non-Executive I further report that during the audit period the Company
Directors and Independent Directors. There were no changes had no specic events/actions having a major bearing on the
in the composition of the Board of Directors during the period Companys aairs in pursuance of the above referred laws,
under review. regulations, guidelines, standards etc.
99
Making a dierence for 25 years
In addition, to the above various water conservation Reduction of Operating hours of Admin pump.
of usage was undertaken which resulted in Transparent Sheets replaced for Manufacturing
reduction of more than 1900 MT of water per Buildings to improve day time lighting.
month.
Water Conservation
Details of Initiatives are as below:
Sewage Treatment Plant recycled 498 KL of
Capacity improvement of DM Plant. Water and used for functional garden.
Condensate recovery in the plant.
Reused 533KL from Water Treatment Plant to
Closure of de-aerator tank vent. gardening.
Anion back wash in wet-scrubber.
Perundurai
Treated water usage for gardening.
Perundurai plant has achieved consistent
Leakage plugging from DM tank.
improvement in power consumption by 4.0U/MT
Line modication in Separator for smooth ow of copra crushed in FY15-16. This amounted to
of gums. overall saving of 1,22,632 Electricity units & 257
Jalgaon MT Fuel equivalent to 912 MT of CO2 emissions
The Company undertook the following the initiatives Following are the power saving initiatives carried
at its Jalgaon plant to reduce carbon footprint. out last year:
These initiatives enabled a saving of 84,008 units
and 699 MT of fuel last year equivalent to 910 MT Change of Boiler fuel from Diesel to Briquette
of CO2 emissions. (Agro Waste) resulted in savings of 257 MT of
Diesel
For Power Consumption reduction:
Elimination of 2nd stage Expeller kettle yielded
High Speed mechanical pouch lling machines 1.47 KW/MT.
instead of pneumatically operated
Kanjikode Plant has achieved consistent Water overow restrictive system from storage
improvement in specic fuel consumption by 0.21 tanks.
Ltrs/MT in FY 15-16. This led to overall savings
Installation of solar light instead of normal
of 5.1 KL of fuel. In specic power consumption
electrical street light.
reduction through Power Task Force has resulted in
overall savings of 61,629 Units in FY 15-16. DG 380 KVA automation (Saving in Diesel
consumption).
Initiatives taken in Kanjikode have led to reduction
in overall CO2 emissions by 73.71 MT. DG interconnect (Saving in Diesel consumption).
2. Capital investment on energy conservation
Aluminium insulation has been xed in all steam equipment during the year was Rs.204 Lacs.
lines to reduce Specic fuel consumption by
0.21 Lt / MT. A. Technology Absorption
Implementation of auto control cake overow 1. Science inspired by purpose has always created
conveyor and copra overflow conveyor wonders!
operation has resulted in SPC Reduction of Understanding this fact made Marico realise
4,680 Units / Annum. that cutting edge science is the best route
Provided online cap heater with hot air for delivering on unmet consumer needs. Our
recirculation system in Line 5 reduces the scientists have the ability to develop rich insights
power consumption by 2,995 Units per Annum about the local consumers and leverage these
resulting in reduction of 2.5 t CO2/Annum. to provide ecacious solutions. Marico R & D
team discovered the underlying science of hair
Replacement of Fluorescent Lamp with LED oiling, the great Indian tradition, through original
in lling has resulted in reduction of power research and employed novel technologies to
consumption by 1,538 units per Annum. create products targeted at specic hair care
Provided VFD in Expeller drive reduces the needs. Realizing the need to develop food
power consumption by 44,928 Units / Annum. solutions to lifestyle epidemics being faced
by India, we used a nutrition-based approach
Installed capacitor in second crushing has resulted coupled with biochemical understanding to create
in power reduction of 7,488 Units / Annum. authentic, nutritious food solutions to eectively
Identication of spillage points and elimination prevent the onset of lifestyle diseases. The
of spillage in the process to reduce the mass proof of delivery of these science based designs
loss from 0.72% to 0.54%. is validated through rigorous clinical trials in
101
Making a dierence for 25 years
consumers. Our Design Thinking approach has 3. Benets derived as the result of the above eorts
resulted in products which maintain not only o Launch of new products Parachute Gold
product quality throughout shelf life, but minimise Ayurvedic Hair Oil, Livon serum, Parachute
the waste and environmental impact. Gold range of hair oils and creams in Middle
We measure our success in the market through the East, two new avours in saola oats.
uninching loyalty of consumers to our products o In depth understanding of hair structure and
and to enable this we have a capable team function leading to development of ecacious
comprising of 92 members : products.
PhD 8 o Strong claim support for new products based
Masters 29 on robust clinicals.
7. The expenditure incurred on Research and B. Foreign Exchange Earnings and Outgo
Development:
The details of Foreign exchange earnings and outgo
during the period under review is as under:.
Particulars As at March 31,
2016 2015 Particulars As at March 31,
Rs. in Crore Rs. in Crore 2016 2015
(a) Capital 2.44 0.55 Rs. in Crore Rs. in Crore
(b) Recurring 25.05 19.19 Foreign Exchange earned 293.28 310.50
Total 27.48 19.74 Foreign Exchange used 246.31 192.81
As a % of revenues 0.56 0.42
103
Making a dierence for 25 years
i CIN L15140MH1988PLC049208
ii Registration Date October 13, 1988
iii Name of the Company Marico Limited
iv Category/Sub-category of the Company Public Company/Limited by Shares
v Address of the Registered oce 7th Floor, Grande Palladium, 175, CST Road, Kalina,
& contact details Santacruz (East), Mumbai 400 098, Maharashtra.
Website: www.marico.com
E-mail Address: [email protected]
vi Whether listed company: Yes/No Yes
vii Details of the Stock Exchanges where shares are listed BSE Limited (BSE) : 531642
The National Stock Exchange of India Limited
(NSE): MARICO
viii Name , Address & contact details of the Registrar & Link Intime India Private Limited
Transfer Agent, if any. C-13, Pannalal Silk Mills Compound, Lal Bahadur Shastri
Road, Bhandup (West), Mumbai- 400 078
Maharashtra.
Website: www.linkintime.co.in
E-mail Address: [email protected]
Sl.No. Name and Description of main products/ NIC Code of the Product/ % to total turnover of the
services service Company
Holding/
Sl. Subsidiary/ Applicable
Name & Address of the Company CIN/GLN % of Shares Held
No. Associate Section
Company
1 Marico Bangladesh Limited (MBL) NA Subsidiary 90% 2(87)(ii)
House-1, Road-1, Sector-1, Uttara, Dhaka-1230,
Bangladesh
2 Marico Middle East FZE (MME) NA Subsidiary 100% 2(87)(ii)
Oce No. LOB 15326, Jebel Ali, Dubai, UAE
3 Marico South Africa Consumer Care (Pty) NA Subsidiary 100% 2(87)(ii)
Limited (MSACC)
1474 South Coast Road, Mobeni 4051
4 Marico South Africa (Pty) Limited (MSA) NA Subsidiary 100% through 2(87)(ii)(a)
1474 South Coast Road, Mobeni 4051 MSACC
5 International Consumer Products Corporation NA Subsidiary 100% 2(87)(ii)
(ICP)
28th oor, Pearl Plaza,561 Dien Bien Phu,Binh Thanh
District, HO CHI MINH City,Vietnam
6 Marico Consumer Care Limited (MCCL) U24233MH2012PLC229972 Subsidiary 100% 2(87)(ii)
7th Floor, Grande Palladium, 175, CST Road,
Kalina, Santacruz (East), Mumbai - 400 098
7 Halite Personal Care India Private Limited U24240MH2011PTC239427 Subsidiary - -
(A Company under Voluntary Liquidation)
7th Floor, Grande Palladium, 175, CST Road,
Kalina, Santacruz (East), Mumbai - 400 098
8 Marico Innovation Foundation (MIF) U93090MH2009NPL193455 Subsidiary Secction 8 Guarantee 2(87)(i)
7th Floor, Grande Palladium, 175, CST Road, Company without
Kalina, Santacruz (East), Mumbai - 400 098 Share Capital
9 MBL Industries Limited (MBL) NA Subsidiary 100% through MME 2(87)(ii)(a)
Add: House-1, Road-1, Sector-1, Uttara, Dhaka-1230,
Bangladesh
10 MEL Consumer Care SAE (MEL) NA Subsidiary 100% through MME 2(87)(ii)(a)
Building 3,Section 1141, 34, IBAD Elrahman Street,Masaken
Sheraton,Nozha District-Cairo-Egypt
11 Marico Egypt For Industries S.A.E. (MEI) NA Subsidiary 100% through MELCC 2(87)(ii)(a)
Building 3,Section 1141, 34, IBAD Elrahman Street,Masaken
Sheraton,Nozha District-Cairo-Egypt
12 Egyptian American Investment and Industrial NA Subsidiary 100% through MME 2(87)(ii)(a)
development Company S.A.E (EAIIDC)
Building 3,Section 1141, 34, IBAD Elrahman Street,Masaken
Sheraton,Nozha District-Cairo-Egypt
13 Marico Malaysia Sdn. Bhd. (MMSB) NA Subsidiary 100% through MME 2(87)(ii)(a)
Ground Floor, Lot 7, Block F, Saguking Commercial Building,
Jalan Patau 87000, Labuan F.T. Malaysia
14 Thuan Phat Foodstu Joint Stock Company NA Subsidiary 99.99% through ICP 2(87)(ii)(a)
(TPF)
28th oor, Pearl Plaza,561 Dien Bien Phu,Binh Thanh
District, HO CHI MINH City,Vietnam
15 Bellezimo Professionale Products Private U24110MH2015PTC265935 Assoicate 45% 2(6)
Limited
Eucharistic Congress Buliding No. 2, 3rd oor, 5 Convent
Street, Near Electric house, Colaba, Mumabi -400 001,
Maharashtra, India
105
Making a dierence for 25 years
Category of Shareholders No. of Shares held at the beginning of the year No. of Shares held at the end of the year %
(As on 01.04.2015) (As on 31.03.2016) change
during
Demat Physical Total % of Total Demat Physical Total % of Total the year
Shares Shares
A. Promoters
(1) Indian
a) Individual/HUF 375,205,520 - 375,205,520 58.17 750,411,040 - 750,411,040 58.16 100.0
b) Central Govt.or State Govt. - - - - - - - - -
c) Bodies Corporate 8,822,000 8,822,000 1.37 17,644,000 17,644,000 1.37 100.0
d) Bank/FI - - - - - - - - -
e) Any other - - - - - - - - -
SUB TOTAL:(A) (1) 384,027,520 0.00 384,027,520 59.54 768,055,040 0.00 768,055,040 59.53 100.0
(2) Foreign
a) NRI- Individuals 900,000 0.00 900,000 0.14 1,800,000 0.00 1,800,000 0.14 100.0
b) Other Individuals - - - - - - - - -
c) Bodies Corp. - - - - - - - - -
d) Banks/FI - - - - - - - - -
e) Any other - - - - - - - - -
SUB TOTAL (A) (2) 900,000 0.00 900,000 0.14 1,800,000 0.00 1,800,000 0.14 100.0
Total Shareholding of Promoter 384,927,520 0.00 384,927,520 59.68 769,855,040 0.00 769,855,040 59.67 100.0
(A)= (A)(1)+(A)(2)
B. PUBLIC SHAREHOLDING
(1) Institutions
a) Mutual Funds 20,551,709 - 20,551,709 3.19 12,443,222 - 12,443,222 0.96 -39.5
b) Banks/FI 283,800 - 283,800 0.04 1,204,137 - 1,204,137 0.09 324.3
C) Central Govt/State Govt. 672,864 - 672,864 0.10 1,607,516 - 1,607,516 0.12 138.9
d) Venture Capital Fund - - - - - - - 0.0
e) Insurance Companies 8,932,647 - 8,932,647 1.38 27,013,742 - 27,013,742 2.09 202.4
f) FIIs 156,947,263 5,000 156,952,263 24.33 199,902,103 10,000 199,912,103 15.50 27.4
g) Foreign Venture Capital Funds 9,541,299 - 9,541,299 1.48 - - - - -
h) Foreign Portfolio Investor 12,394,907 - 12,394,907 1.92 173,884,977 - 173,884,977 13.48 1302.9
(Corporate)
i) Others (specify) - - - - - - - - -
SUB TOTAL (B)(1): 209,324,489 5,000 209,329,489 32.46 416,055,697 10,000 416,065,697 32.25 98.8
(2) Non Institutions
a) Bodies corporates
i)Indian 25,372,022 42,000 25,414,022 3.94 39,823,660 76,000 39,899,660 3.09 57.0
ii) Foreign - - - - - - - - -
b) Individuals
i) Individual shareholders holding 19,134,639 689,840 19,824,479 3.07 38,116,186 1,282,204 39,398,390 3.05 98.7
nominal share capital upto Rs.1 lakhs
ii) Individuals shareholders holding 3,560,452 - 3,560,452 0.55 18,115,223 - 18,115,223 1.40 408.8
nominal share capital in excess of Rs.
1 lakhs
c) Others (specify)
1. NRI 1,476,780 - 1,476,780 0.23 3,505,680 - 3,505,680 0.27 137.4
2. Clearing member 367,450 - 367,450 0.06 1,154,716 - 1,154,716 0.09 214.3
3. Trusts 81,807 - 81,807 0.01 295,554 - 295,554 0.02 261.3
4. HUF - - - - 1,881,238 - 1,881,238 0.15 0.0
SUB TOTAL (B)(2): 49,993,150 731,840 50,724,990 7.86 102,892,257 1,358,204 104,250,461 8.08 105.5
Total Public Shareholding 259,317,639 736,840 260,054,479 40.32 518,947,954 1,368,204 520,316,158 40.33 100.1
(B)= (B)(1)+(B)(2)
C. Shares held by Custodian for - - - - - - - - -
GDRs & ADRs
Grand Total (A+B+C) 644,245,159 736,840 644,981,999 100.00 1,288,802,994 1,368,204 1,290,171,198 100.00 100.03
107
Making a dierence for 25 years
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and holders of GDRs & ADRs)
109
Making a dierence for 25 years
#Mr. Surender Sharma, Head Legal International Business has been appointed as the Company Secretary & Compliance Ocer w.e.f. April
29, 2016 in place of Ms. Hemangi Ghag who resigned on April 28, 2016.
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment
(Rs. in Lacs)
1 Gross salary
(a) Salary as per provisions contained in section 17(1) of the Income Tax Act, 1961. 790.91
(b) Value of perquisites u/s 17(2) of the Income tax Act, 1961 15.40
(c) Prots in lieu of salary under section 17(3) of the Income Tax Act, 1961 -
2 Stock option -
3 Sweat Equity -
4 Commission -
- as % of prot -
5 Others, Please specify** -
Total (A) 806.30
Ceiling as per the Act*
* Remuneration paid to the Managing Director & CEO is within the ceiling provided under Section 197 of the Companies Act, 2013.
**Companys contribution to Provident Fund amounting to Rs. 15,58,344 has not been included in the remuneration stated above.
111
Making a dierence for 25 years
1 Independent Directors Mr. Atul Mr. Anand Ms. Hema Mr. Rajeev Mr. Nikhil Mr. B. S.
Choksey Kripalu Ravichandar Bakshi Khattau Nagesh
(a) Fee for attending Board / Committee 1.80 1.80 4.00 2.60 3.00 3.60
Meetings
Overall Ceiling as per the Act Rs. 10455.48 lacs (being 11% of Net Prots of the Company calculated as per
Section 198 of the Companies Act, 2013)
* Perquisite value of the equity stock options excercise during the year.
112 MARICO LIMITED | ANNUAL REPORT 201516
STRATEGIC REPORT 0240 STATUTORY REPORTS 42137 FINANCIAL STATEMENTS 139249
A. COMPANY
Penalty
Punishment
Compounding
B. DIRECTORS
Penalty
Punishment
Compounding
Penalty
Punishment
Compounding
There were no penalties/punishment/compounding of oences for violation of the provisions of the Companies Act,
2013 against the Company or its Directors or other ocers in default during the year.
113
Making a dierence for 25 years
This report on Corporate Governance is divided into the towards maximization of shareholder value. Therefore,
following parts: shareholder value, as an objective, is woven into all
aspects of Corporate Governance the underlying
I. Philosophy on Code of Corporate Governance
philosophy, the development of roles and the creation
II. Board of Directors of structures and continuous compliance with standard
practices.
III. Audit Committee
Corporate Governance, as a concept, has gained
IV. Corporate Governance Committee (acting as Nomination
considerable importance of late, primarily because
& Remuneration Committee)
of the proposal to enshrine many of the accepted
V. Stakeholders Relationship Committee good governance principles into corporate law. The
Companies Act, 2013 (the Act) and the Securities
VI. Corporate Social Responsibility Committee
& Exchange Board of India (Listing Obligations &
VII. Risk Management Committee Disclosure Requirements) Regulations, 2015 (the
SEBI Regulations) have strengthened the framework
VIII. Other Committees
of Corporate Governance for India Inc. For Marico,
IX. Remuneration of Directors however, Corporate Governance has always been a
cornerstone of the entire management process, the
X. General Body Meetings
emphasis being on professional management, with
XI. Means of Communication a decision making model based on decentralization,
empowerment and meritocracy. Maricos Board believes
XII. General Shareholder Information
that a robust framework and awless implementation of
XIII. Other Disclosures highest standards of Corporate Governance provides a
sustainable competitive advantage to a rm. Together,
the Management and the Board ensure that Marico
I. PHILOSOPHY ON CODE OF CORPORATE remains a Company of uncompromised integrity and
GOVERNANCE excellence. The Board of the Company has adopted a
vision to be the best in class organization surpassing the
Basic Philosophy
expectations of all stakeholders.
Corporate Governance encompasses laws, procedures,
practices and implicit rules that determine the Risk assessment and risk mitigation framework
Managements ability to make sound decisions vis--vis all Marico believes that:
its stakeholders in particular, its shareholders, creditors,
the State and employees. There is a global consensus on Risks are an integral part of any business
the objective of Good Corporate Governance: Maximising environment and it is essential that we create
long-term shareholder value. structures that are capable of identifying and
mitigating the risks in a continuous and vibrant
Since shareholders are residual claimants, this objective manner.
follows from a premise that in well-performing capital and
nancial markets, whatever maximises shareholder value Risks are multi-dimensional and therefore have
must necessarily maximise corporate value and best to be looked at in a holistic manner, straddling
satisfy the claims of the creditors, the employees and the both, the external environment and the internal
State. processes.
A company which is proactively compliant with the law Maricos Risk Management processes therefore envisage
and which adds value to itself through the Corporate that all signicant activities are analysed across the value
Governance initiatives would also command a higher value chain keeping in mind the following types of risks:
in the eyes of present and prospective shareholders. Business Risks
Marico therefore believes that Corporate Governance Controls Risks
is not an end in itself but is a catalyst in the process Governance Risks
This analysis is followed by the relevant functions in which helps all the stakeholders to take informed
Marico by prioritizing the risks, basis their potential decisions about the Company. This reects externally
impact and then tracking and reporting status on the in making maximum appropriate disclosures without
mitigation plans for periodic management reviews. This jeopardising the Companys strategic interests as
is aimed at ensuring that adequate checks and balances also internally in the Companys relationship with its
are in place with reference to each signicant risk. employees and in the conduct of its business.
Your Company has constituted a Risk Management The Company has adapted to the new provisions of
Committee on November 7, 2014 pursuant to the the SEBI Regulations that were made effective on
provisions of the erstwhile clause 49 of the Listing December 1, 2015 and has framed and adopted robust
Agreement (now regulated by the SEBI Regulations) and comprehensive policies as required by the SEBI
which shall assist the Board in monitoring and reviewing Regulations so as to ensure maximum compliance. The
the risk management plan and implementation of the risk Company announces its nancial results each quarter,
management framework of the Company. The terms of usually within a month of the end of the quarter. Apart
reference of the Committee are captured in the latter from disclosing these in a timely manner to the Stock
part of this report. Exchanges, the Company also hosts the results on its
website together with a detailed information update and
At dened periodicity, your Board also reviews progress
media release discussing the results. The nancial results
on the plans for mitigation of the top risks that your
are published in leading newspapers. The Company
Company is exposed to.
also sends an email update to the Members who have
Your Company has an internal audit system commensurate registered their email addresses with the Company.
with the size of the Company and the nature of its Generally, once the quarterly results are announced,
business. The Audit Committee of the Board has the the Company conducts a call with analyst community
authority and responsibility to select, evaluate and explaining to them the results and responding to their
where appropriate, replace the Independent Internal queries. The transcripts of such calls are posted on
Auditor in accordance with the law. All possible measures the Companys website. Marico participates in analyst
are taken by the Committee to ensure the objectivity and investor conference calls, one-on-one meetings
and independence of the Independent Internal Auditor. and investor conferences where analysts and fund
The Committee, independent of the Executive Director managers get frequent access to the Companys
and Promoter Directors of the Company, holds periodic Senior Management. A detailed investor presentation
one to one discussions with the Internal Auditors to is uploaded on the website and is reviewed periodically
review the scope and ndings of the audit and to ensure which gives details about the history, current and future
adequacy of the internal audit system in the Company. potential of the business. Through these meetings,
The Audit Committee reviews the internal audit plan for presentations and information updates the Company
every year and approves the same in consultation with shares its broad strategy and business outlook. The
the Top Management and the Internal Auditor. Company also discloses in advance, the details of the
conference calls, Investor meetings and roadshows
We believe that this framework ensures a unied and
being conducted within the quarters in and outside the
comprehensive perspective.
Country to the Stock Exchanges and updates its website
Cornerstones with the same simultaneously.
Marico thus follows Corporate Governance practices The Board has, during the period under review, adopted
around the following philosophical cornerstones: a comprehensive Policy for Determination of Materiality
of Event or Information in accordance with Regulation 30
Generative transparency and openness in
of the SEBI Regulations and the Company makes prompt
information sharing
disclosures to the Stock Exchanges where the shares
Marico believes that sharing and explaining all the of the Company are listed regarding material events/
relevant information on the Companys policies and information so as to keep the Stakeholders apprised and
actions to all those to whom it has responsibilities, with enable them to make informed decisions.
transparency and openness, generates an ambience
115
Making a dierence for 25 years
Your Company has also taken the information sharing Director and Chief Executive Ocer, continues to head
with the Directors to another level by going Digital. the Companys business and is responsible for its day
The dissemination of information to your Companys to day management and operations and reports to the
Board has largely been paper driven as the background Board.
material for the Board & Committee meetings and other
The Audit Committee and the Board of Directors meet
related information for their continuous appraisal was
at least once in every quarter to consider inter-alia, the
shared in print form. In order to facilitate seamless and
business performance and other matters of importance.
secured ow of information between the Management
The Audit Committee also meets once in a quarter, in
and the Board, the Company availed services of an iOS
addition to the above to have detailed deliberations on
based platform called MeetX. The platform has not only
matters relating to Risks, Internal Financial Controls,
contributed to the Companys go-green approach and
Internal Audit, Systems & Processes relating to
environmental sustainability but also aided eective
Information Technology, Governance, Related Party
Board collaboration.
Transactions of the Company etc.
Constructive separation of Ownership and
Discipline
Management
Maricos Senior Management is always sensitive to the
Maricos philosophy to have constructive separation
need for good Corporate Governance practices. Your
of the Management of the Company from its Owners
Company places signicant emphasis on good Corporate
manifests itself in the composition of the Board of
Governance practices and endeavours to ensure that the
Directors which comprises 6 Independent Directors, 2
same is followed at all levels across the organisation.
Non-Executive Promoter Directors and 1 professional
being the Managing Director and Chief Executive Ocer. Your Company continues to focus on its core business of
The Independent Directors ensure protection of interests beauty and wellness in the categories of Hair and Skin
of all shareholders of the Company. The Board also has Nourishment and male grooming. In its international
a Woman Director in line with the provisions of the Act business too, it is focussed on growing in the emerging
and Rules made thereunder. The Board does not consist economies of Asian and African continents. This would
of representatives of creditors or banks. This has thus result in the Company building depth in its selected
continued to result in maximization of the eectiveness segments and geographies rather than spreading itself
of both, Ownership and Management by sharpening their thin.
respective accountability.
Your Company has always adopted a conservative policy
The participation of the Senior Management Personnel with respect to debt and foreign exchange exposure
is ensured at Board and/or Committee meetings so that management. All actions having nancial implications are
the Board/Committees can seek and get explanations as well thought through. The Company raises funds which
required from them. are used for expansion of business either organically or
inorganically. The Company has also stayed away from
All Directors, Promoters and employees are required to
entering into exotic derivative products.
comply with Marico Insider Trading Rules, 2015 of the
Company, which form part of Maricos Unied Code of The Company has a dividend philosophy, formulated
Conduct, for trading in the securities of the Company. considering organic and inorganic growth of the
Companys business and has been declaring cash
The Companys Internal, Statutory, Cost and Secretarial
dividend on a regular basis thereby providing a regular
Auditors are not related to any of your Companys
return on investment to shareholders. The Company
Directors.
has improved the dividend pay-out ratio over the last 5
Accountability years consistently and would endeavour to maintain a
satisfactory pay-out ratio in future.
The Board plays a supervisory role rather than
an executive role. Members of the Board provide Responsibility
constructive critique on the strategic business plans and
operations of the Company. Mr. Saugata Gupta, Managing The Company has put in place various mechanisms
and policies to ensure orderly and smooth functioning
of operations and also dened measures in case of responsibility is given high importance and measures
transgressions by members. have been taken at all locations to ensure that
members are educated and equipped to discharge their
The Company has integrated its internal regulations
responsibilities in ensuring the proper maintenance of
relating to these mechanisms, into a Unied Code of
the environment.
Conduct. In order to ensure that such Code of Conduct
reflects the changing environment, both social and Awards and Recognitions
regulatory, given the increasing size and complexity
of the business and the human resources deployed in Your Company has always strived for excellence in the
them, the Corporate Governance Committee reviews the eld of Corporate Governance. The continuous eorts
Unied Code of Conduct periodically. of the Company have reaped fruits during the year
under review as the Company has been awarded Best
The Companys Unied Code of Conduct is applicable to Domestic Company on Corporate Governance in India
all members viz: the employees (whether permanent as per Asiamoneys Corporate Governance Poll 2015.
or not), Members of the Board and Associates (in some The Company has also been recognized by the Institute
cases). The Unified Code of Conduct prescribes the of Company Secretaries of India as one of the top ve
guiding principles of conduct of the members to promote Companies in India for exemplary Corporate Governance
ethical conduct in accordance with the stated values of practices. Mr. Saugata Gupta, Managing Director & CEO
Marico and also to meet statutory requirements. The of the Company was recognized as one of the best CEOs
Whistle Blower Policy is embedded in the Unied Code of India in the large category by BusinessWorld. Mr. Vivek
of Conduct. Karve, the Chief Financial Ocer, was also recognized as
The CEO declaration in accordance with Para D of one of the best CFOs of India in the category of liquidity
Schedule V to the SEBI Regulations, to certify the above management by the Yes Bank - BusinessWorld Best CFO
has been given hereinaer in the MD & CEO Certicate. Awards 2015-16. Besides the aforementioned awards
on Corporate Governance, the Company has bagged
Fairness awards for excellence in other areas such as Information
Technology, Marketing, Sales etc. and the detailed list
All actions taken are arrived at aer considering the
thereof is given at the end of the Annual Report.
impact on the interests of all shareholders including
minority shareholders. All shareholders have equal Value-adding Checks & Balances
rights and can convene general meetings if they feel the
Marico relies on a robust structure with value adding
need to do so. Investor Relations is given due priority.
checks and balances designed to:
There exists a separate department for handling this
function. Full disclosures are made in the general prevent misuse of authority;
meeting for all matters. Notice of the general meetings
facilitate timely response to change and;
is comprehensive and the presentations made at the
meetings are informative. Also, the Board is remunerated ensure eective management of risks, especially
commensurately with the growth in the Companys those relating to statutory compliance.
prots.
At the same time, the structure provides scope for
Your Company is an equal opportunity employer and adequate executive freedom, so that bureaucracies do
promotes diversity in its workforce, in terms of skills, not take value away from the Governance Objective.
ethnicity, nationalities and gender.
Board / Committee Proceedings
Social Awareness
The process of the conduct of the Board and Committee
The Company has an explicit policy emphasising ethical proceedings is explained in detail later in this Report.
behaviour. It follows a strict policy of not employing any Other Signicant Practices
minor. The Company believes in gender equality and
does not practise any type of discrimination. All policies Other significant Corporate Governance Practices
are free of bias and discrimination. Environmental followed by Marico are listed below:
117
Making a dierence for 25 years
Proceedings of Board are logically segregated and Risk Management Committee assists the
matters are delegated to Committees as under: Board in monitoring and reviewing the risk
management plan and implementation of the
Administrative Committee supervises routine risk management framework of the Company.
transactional matters.
Each Non-Executive Director brings value through
Investment and Borrowing Committee his or her specialisation.
supervises management of funds.
Other Directorships held by Directors are within the
Audit Committee covers approval to related ceiling limits specied.
party transactions, review of internal Committee Memberships and Chairmanship of
controls and audit systems, oversight on risk Directors are also within the permissible limits.
management systems, nancial reporting,
Statutory compliance report along with the
compliance issues and vigil mechanism,
Compliance Certicate is placed before the Audit
appointment and remuneration to various
Committee and Board at every quarterly meeting.
auditors of the Company and their scope,
Shareholders grievances etc. All Directors endeavour to attend all the Board/
Committee meetings as also the General Meetings
Corporate Governance Committee supervises of the Company. The Chairpersons of the Audit
remuneration of Directors, Key Managerial Committee and the Corporate Governance
Personnel and their relatives and Senior Committee attend the Annual General Meeting to
Management Personnel. Corporate Governance address shareholders queries, if any.
Committee also acts as the Compensation
The Chief Financial Ocer, the Chief Human
Committee for the purpose of administration
Resources Ocer and the Company Secretary
and superintendence of the Marico Employees
& Compliance Ocer in consultation with the
Stock Option Scheme 2014, the Marico MD
Chairman of the Board/Committee and the
CEO ESOP Plan 2014 and the Marico Stock
Managing Director & CEO, formalise the agenda for
Appreciation Rights Plan 2011. The Committee
each of the Board /Committee Meetings.
is also entrusted with the responsibility of
evaluating the performance of each Director The Board/Committees, at their discretion, invite
of the Board and ensuring Board eectiveness. Senior Management Personnel of the Company
and/or external Advisors to any of the meetings of
Vigil Mechanism and Code of Conduct cases are the Board/Committee.
discussed and reviewed in detail by the Audit
The Company ensures compliance with Secretarial
Committee jointly with the Corporate Governance
Standards issued by the Institute of Company
Committee. The Audit Committee reviews the
Secretaries of India in respect of the meetings of
eectiveness of this process to ensure that
the Board/Committee and Shareholders.
there is an environment that is conducive to
escalate issues, if any, in the system. The Company has complied with the provisions of
the SEBI Regulations including the circulars issued
Share Transfer Committee supervises trans- thereunder from time to time.
fer formalities and other share-related proce-
dures.
II. BOARD OF DIRECTORS Name of the Directors No. of Board Meetings Attendance at
Last AGM held
A. Composition and categories of Directors :- on August 5,
2015
1. Mr. Harsh Mariwala Non-Executive Director & Mr. Nikhil Khattau 8 5 Yes
Chairman (Promoter) (Independent Director)
Mr. Rajeev Bakshi 8 7 Yes
2. Mr. Saugata Gupta Managing Director & CEO
(Independent Director)
3. Mr. Anand Kripalu Independent Director
Mr. Rajen Mariwala (Non- 8 8 Yes
4. Mr. Atul Choksey Independent Director Executive Director)
5. Mr. B. S. Nagesh Independent Director
6. Ms. Hema Ravichandar Independent Director C. Number of Board or Board Committees of which a
7. Mr. Nikhil Khattau Independent Director Director is a member or chairperson (#)
8. Mr. Rajeev Bakshi Independent Director
Name of the Directors Number Number of Number of
9. Mr. Rajen Mariwala Non-Executive Director of Outside Committee Committees
Directorships Memberships (*) in which
(Promoter)
($) held in other Chairperson
Companies(*)
No Director is related to any other Director on the
Mr. Harsh Mariwala 6 1 Nil
Board in terms of the denition of Relative given
(Promoter & Non
under the Companies Act, 2013 read with the Rules
Executive Director)
made thereunder.
Mr. Saugata Gupta 3 1 Nil
B. Attendance of each Director at the Board (Managing Director &
meetings and the last Annual General Meeting: CEO)
Mr. Anand Kripalu 1 Nil Nil
8 (Eight) meetings of the Board of Directors were
(Independent Director)
held during the period from April 1, 2015 to March
31, 2016 viz: on April 30, 2015, June 22, 2015, Mr. Atul Choksey 9 1 1
August 5, 2015, November 4, 2015, January 7, (Independent Director)
2016, January 30, 2016, March 10, 2016 and March Mr. B. S. Nagesh 6 3 Nil
30, 2016. The attendance record of all Directors is (Independent Director)
as under: - Ms. Hema Ravichandar 2 1 Nil
(Independent Director)
Name of the Directors No. of Board Meetings Attendance at
Last AGM held Mr. Nikhil Khattau 2 4 3
on August 5, (Independent Director)
2015
Mr. Rajeev Bakshi 1 1 Nil
Held Attended
(Independent Director)
Mr. Harsh Mariwala 8 8 Yes
Mr. Rajen Mariwala (Non 3 0 Nil
(Chairman & Non
Executive Director)
Executive Director)
Mr. Saugata Gupta 8 7 Yes (#) As on March 31, 2016.
(Managing Director & CEO) ($) Excludes directorship in private limited companies, foreign
companies and Section 8 companies.
Mr. Anand Kripalu 8 4 No
(*) Only two committees, namely, Audit Committee and Stakeholders
(Independent Director)
Relationship Committee have been considered as per Regulation
Mr. Atul Choksey 8 6 No
26(1)(b) of the SEBI Regulations.
(Independent Director)
Mr. B. S. Nagesh 8 6 Yes
(Independent Director)
Ms. Hema Ravichandar 8 6 Yes
(Independent Director)
119
Making a dierence for 25 years
a. Matters required to be included in the 11. Discussion with the internal auditors on any
Directors Responsibility Statement to be signicant ndings and follow up thereon.
included in the Boards Report in terms of 12. Reviewing the ndings of any internal investigations
section 134(3)(c) of the Act; by the internal auditors into matters where there
14. To look into the reasons for substantial defaults e. To ensure that the interests of a person who
in payment to the depositors, debenture holders, uses such a mechanism are not prejudicially
shareholders (in case of non-payment of declared aected on account of such use.
dividends) and creditors, if any.
The Committee met 8 (Eight) times during the period
15. Approval of appointment of CFO aer assessing from April 1, 2015 to March 31, 2016 viz. on April 13,
the qualications, experience and background, etc. 2015, April 30, 2015, July 10, 2015, August 5, 2015,
of the candidate. October 7, 2015, November 4, 2015, January 7, 2016 and
January 30, 2016. The attendance record of Members at
16. Approval of all transactions with related parties and
the meetings of the Committee is as under:
any subsequent modication of such transactions.
Names of the Members No. of Audit Committee Meetings
17. Scrutiny of inter-corporate loans and investments.
Held Attended
18. Valuation of undertakings or assets of the Mr. Nikhil Khattau 8 8
Company, wherever it is necessary. (Independent Director)
19. Reviewing mandatorily the following information: Mr. B. S. Nagesh 8 7
(Independent Director)
a. Management discussion and analysis of
Ms. Hema Ravichandar 8 8
nancial condition and results of operations.
(Independent Director)
b. Statement of signicant related party Mr. Rajen Mariwala (Non 8 8
transactions, submitted by Management. Executive Director)
121
Making a dierence for 25 years
Name of the Members Designation To design for Board Retreat and Board Eectiveness;
Ms. Hema Ravichandar Chairperson (Independent Director) To administer Long Term Incentive Schemes such as
Mr. Anand Kripalu Member (Independent Director) Employee Stock Option Plan(s) (including Schemes
Mr. B. S. Nagesh Member (Independent Director) notied thereunder) and Stock Appreciation Rights
Mr. Rajeev Bakshi Member (Independent Director)
Plan(s) (including Schemes notied thereunder)
and such other employee benet schemes/ plans
Mr. Ashutosh Telang Secretary to the Committee (Chief
as the Board may approve from time to time.
Human Resources Ocer)
Mr. Harsh Mariwala Permanent Invitee (Chairman & Non The Corporate Governance Committee met 5 (Five) times
Executive Director) during the period from April 1, 2015 to March 31, 2016
viz: on April 30, 2015, August 5, 2015, November 4, 2015,
Mr. Saugata Gupta Permanent Invitee (Managing Director
January 29, 2016 and March 30, 2016. The attendance
& CEO)
record of the Members at the meetings of the Committee
The terms of reference of the Committee, inter-alia, is as under:
includes the following:
Name of the Members No. of Corporate Governance
To formulate criteria for qualications, positive Committee Meetings
attributes and independence of Directors, Key Held Attended
Managerial Personnel & Senior Management
Ms. Hema Ravichandar 5 5
(i.e. top Management team one level below the
(Independent Director)
Executive Director including Functional Heads i.e.
presently the Executive Committee Members); Mr. Anand Kripalu 5 4
(Independent Director)
To identify the candidates who are qualied to be
appointed as Director, Key Managerial Personnel Mr. B. S. Nagesh 5 4
and Senior Management and recommend to the (Independent Director)
Board their appointment and removal; Mr. Rajeev Bakshi 5 5
(Independent Director)
To decide whether to continue or extend the term
of appointment of Independent Director, on the
basis of the report of performance evaluation of Details of Remuneration of Non-Executive Directors
Independent Directors. for the Financial Year ended March 31, 2016
The Remuneration of Non-Executive Directors (excluding
To recommend to the Board a policy relating to
Non-Executive Chairman) for the Financial Year 2015-16
the remuneration of the Director, Key Managerial
is as under:
Personnel and Senior Management;
Name Remuneration* Sitting Fees
To approve the remuneration (including revisions
thereto) of the Director, Key Managerial Personnel (R per annum) (R)
and Senior Management; Mr. Anand Kripalu 16,00,000 1,80,000
(Independent Director)
To formulate criteria for evaluation of Directors,
Board and its Committees and Chairpersons; Mr. Atul Choksey 16,00,000 1,80,000
(Independent Director)
To devise a policy on Board Diversity;
Mr. B. S. Nagesh 16,00,000 3,60,000
To devise a succession plan for the Board, Key (Independent Director)
Managerial Personnel & Senior Management;
Ms. Hema Ravichandar 17,00,000 4,00,000
To carry out the evaluation of every Directors (Independent Director)
performance; Mr. Nikhil Khattau 17,00,000 3,00,000
To participate in the review of vigilance mechanism (Independent Director)
conducted by the Audit Committee of the Board;
123
Making a dierence for 25 years
corporate social responsibility, image building, Board The Board then evaluated the performance of the
eectiveness and sustainable protable growth of the Chairman of the Board, the Board as a whole and
Company. The Chairman presides over the meetings of its individual Committees.
the Board and of the shareholders of the Company. The
Chairman is also a Member of various Committees such On completion of the above process, feedback was
as Investment and Borrowing Committee, Securities Issue shared with each Director at the Board Meeting
Committee, Share Transfer Committee and chairs the Risk held subsequently on April 29, 2016.
Management Committee. The Chairman of the Board is
The Directors were satised with the evaluation
entitled to a remuneration which is commensurate with
process and have expressed their satisfaction with
his engagement beyond the Board meetings and based
the evaluation process.
on industry benchmarks.
The Board evaluation exercise during the year under
The remuneration payable to all Non-Executive Directors
review has resulted in the Board identifying three focus
including the Chairman does not exceed the overall limit
areas for it to work upon in the coming years:
of 3% of the net prots of the Company calculated in
accordance with the provisions of the Act, as approved 1. Intensifying its eorts in guiding the organization
by the Members. to get future ready, especially in identifying new
growth drivers;
PERFORMANCE EVALUATION
2. Renewed focus and time commitment for mentoring
Your Board is committed to assessing its own performance
the Senior Management, setting them up for
as a Board in order to identify its strengths and areas in
success in the ever changing macro environment;
which it may improve its functioning. Towards this end,
and
the Corporate Governance Committee in the NR Policy
had laid down criteria and processes for performance 3. Revisiting the Board composition with an eye on
evaluation of individual Directors, Chairperson of the future trends especially in the digital era.
Board, the Board as a whole and the Committees of the
The Board is also Committed to review the progress on
Board.
these priorities during the annual Board Retreats held
A structured questionnaire was prepared aer taking once a year.
into consideration inputs received from the Directors,
covering various aspects of the Boards functioning DIRECTOR FAMILIARISATION PROGRAM
such as adequacy of the composition of the Board and
The Company had designed a Director Familiarisation
its Committees, Members strengths and contribution,
Program which is imparted at the time of appointment
execution and performance of specic duties, obligations
of the Director on Board as well as annually. The
and governance.
Program aims to provide insights into the Company
The annual performance evaluation was organised by to enable the Directors to understand its business in
the Chairperson of the Corporate Governance Committee depth, to acclimatise them with the processes, business
along with the Chairman of the Company in the following and functionaries of the Company and to assist them
manner based on the feedback received from all the in performing their role as Directors of the Company.
Directors: Apart from review of matters as required by the Charter,
the Board also discusses various business strategies
A meeting of the Corporate Governance Committee
periodically. This deepens the Directors understanding
was rst held to conduct evaluation of all Directors.
and appreciation of Companys business and thrust areas.
Such meeting was followed by a meeting of the On the new trends and regulations, the Management also
Independent Directors wherein performance of organises presentations by experts.
Non Independent Directors, Chairman of the Board
The Policy of conducting the Familiarisation Program has
and of the entire Board was evaluated.
been disclosed on the website of the Company at http://
The entire Board met to discuss the ndings of marico.com/india/investors/documentation/corporate-
the evaluation with the Independent Directors. governance.
125
Making a dierence for 25 years
V. STAKEHOLDERS RELATIONSHIP COMMITTEE Status Report of Investor Complaints for the year
ended March 31, 2016
Constitution:
The Shareholders Committee was constituted by the No. of Complaints Received - 101
Board of Directors at its meeting held on October 23, No. of Complaints Resolved - 101
2001. The Shareholders Committee was reconstituted as No. of Complaints Pending - 0
Stakeholders Relationship Committee on April 30, 2014
to meet the requirements of the Act. All valid requests for share transfer received during
the year have been acted upon and no such transfer is
The Stakeholders Relationship Committee comprises pending.
following Members:
VI. CORPORATE SOCIAL RESPONSIBILITY
Name of the Members Designation COMMITTEE
Mr. Nikhil Khattau Chairman (Independent Director) Pursuant to Section 135 of the Act, the Board of
Mr. Rajen Mariwala Member (Non Executive Director) Directors of the Company constituted a Corporate
Mr. Surender Sharma* Secretary to the Committee (Head Social Responsibility Committee on January 31,
Legal International Business and 2014. The Committee was last reconstituted on
Company Secretary ) April 29, 2016. Pursuant to the said reconstitution,
Mr. Atul Choksey was appointed as the Chairman in place
*Ms. Hemangi Ghag until April 28, 2016
of Mr. Harsh Mariwala, who would continue as the Member
The terms of reference of the Stakeholders Relationship upon cessation of Chairmanship. Further, Mr. Saugata
Committee are to specically look into the redressal of Gupta and Mr. Rajeev Bakshi were inducted as Members
stakeholders complaints relating to transfer of shares, of the Committee. Accordingly, the Committee comprises
non-receipt of annual report, non-receipt of dividends following Members:
declared, etc.
Name of the Members Designation
The Stakeholders Committee met once during the period Mr. Atul Choksey Chairman (Independent Director)
from April 1, 2015 to March 31, 2016 viz: on March 30,
Mr. Harsh Mariwala Member (Chairman & Non Executive
2016. The attendance record of the Members at the
Director)
meeting of the Committee is as under:
Mr. Saugata Gupta Member (Managing Director & CEO)
Name of the Members No. of Stakeholders Mr. Rajeev Bakshi Member (Independent Director)
Committee Meeting(s)
Mr. Rajen Mariwala Member (Independent Director)
Held Attended
Ms. Priya Kapadia Secretary to the Committee (Head -
Mr. Nikhil Khattau 1 1 Marico Innovation Foundation)
(Independent Director)
Mr. Rajen Mariwala 1 1 The terms of reference of the Committee, inter-alia, include:
(Non Executive Director)
To formulate and approve revisions to the CSR
Policy and recommend the same to the Board for
Name and Designation of Compliance Ocer: its approval.
Mr. Surender Sharma has been appointed as the Company
To recommend the annual CSR expenditure budget
Secretary and Compliance Ocer w.e.f April 29, 2016.
to the Board for approval.
Ms. Hemangi Ghag was the Company Secretary &
Compliance Ocer until April 28, 2016. To approve unbudgeted CSR expenditure involving
an annual outlay of Rs. 1 Crore and get such spends
ratied by the Board of Directors.
To nominate Members of the CSR Team and advise
the team for eective implementation of the CSR
programs.
d. Outcome of social audit, if any, conducted The primary responsibility of the Committee is to
with regards to the CSR programmes. assist the Board in monitoring and reviewing the risk
management plan and implementation of the risk
To review the adequacy of the CSR Charter at
management framework of the Company. The terms of
such intervals as the Committee may deem t and
reference of the Committee, inter-alia, include:
recommendation, if any, shall be made to the Board
to update the same from time to time. Framing and monitoring the risk management plan
for the Company:
To carry out any other function as delegated by
the Board from time to time and/or enforced by any Reviewing the Companys risk management
statutory notication, amendment or modication policies from time to time and approve and
as may be applicable or as may be necessary or recommend the same to the Board for its
appropriate for the performance of its duties. approval.
To approve the disclosures which would form part Be aware and concur with the Companys risk
of the Annual Report, and published on website of appetite, including risk levels, if any, set for
the Company. nancial and operational risks.
The Corporate Social Responsibility (CSR) Committee met Ensure that the Company is taking appropriate
twice during the period from April 1, 2015 to March 31, 2016 measures to achieve prudent balance
viz: on April 13, 2015 and October 27, 2015. The attendance between risk and reward in both ongoing and
record of Directors at the meetings of the Members is as new business activities.
under: Being apprised of signicant risk exposures
Names of Directors No. of Corporate of the Company and whether Management is
Social Responsibility responding appropriately to them in a timely
Committee Meeting(s) manner.
Held Attended Implementation of Risk Management Systems and
Mr. Harsh Mariwala (Chairman & Non 2 2 Framework.
Executive Director)
Risk Assessment and Mitigation Procedures:
Mr. Rajen Mariwala (Non Executive 2 2
Director) Calendar for reviews of existing risks of every
Mr. Atul Choksey (Independent 2 2 function with the objective to refresh the
Director) prioritized risks.
127
Making a dierence for 25 years
Review the top prioritized risks of every The terms of reference of the Administrative Committee
function at dened periodicity. are to consider and dispose of any day-to-day matters,
with a view to ensure smooth operation and timely action/
Refresh at dened intervals the top risks at
compliances. The Committee meets at frequent intervals
the group level so that the Board can refresh
and transacts matters which are of routine but urgent in
the risk review calendar.
nature without having to wait for the next Board meeting
Ensure review of top risks at group level by or resorting to passing of resolutions by circulation.
the Board as per the agreed calendar.
The Administrative Committee met 17 (Seventeen) times
The Risk Management Committee met once during the during the period from April 1, 2015 to March 31, 2016
period from April 1, 2015 to March 31, 2016 viz: on June viz: on April 13, 2015, May 8, 2015, June 3, 2015, July 2,
30, 2015. The attendance record of Directors at the 2015, August 11, 2015, September 2, 2015, October 1,
meeting of the Members is as under: 2015, October 29, 2015, October 30, 2015, November 4,
2015, November 19, 2015, December 17, 2015, January
30, 2016, February 15, 2016, March 4, 2016, March 10,
Name of the Members No. of Risk Management 2016 and March 15, 2016. The attendance record of the
Committee Meeting(s) Members at the meetings of the Committee is as under:
Held Attended
Name of the Members No. of Administrative
Mr. Harsh Mariwala (Chairman & 1 1
Committee Meeting(s)
Non-Executive Director)
Held Attended
Mr. Saugata Gupta (Managing 1 1
Director & CEO Mr. Saugata Gupta 17 10
(Managing Director & CEO)
connection with any acquisition/takeover opportunity The terms of reference of the Securities Issue Committee
that the Company may explore. The Committee meets relates to overseeing all matters pertaining to issue of
at frequent intervals and disposes matters which are of securities, other matters incidental to the issue and all
routine but urgent in nature without having to wait for such acts/ powers as may be entrusted to it by the Board
the next Board meeting or resorting to passing of circular from time to time.
resolutions.
There were no meetings of the Securities Issue Committee
The Investment and Borrowing Committee met 7 (Seven) during the period from April 1, 2015 to March 31, 2016.
times during the period from April 1, 2015 to March 31,
2016 viz: on July 2, 2015, August 17, 2015, September 7, SHARE TRANSFER COMMITTEE
2015, September 24, 2015, November 4, 2015, December Constitution:
17, 2015 and January 7, 2016. The attendance record The Share Transfer Committee was constituted by the
of the Members at the meetings of the Committee is as Board of Directors at its meeting held on April 16, 1990
under: and was reconstituted on November 07, 2014.
Name of the Members No. of Investment and The Share Transfer Committee comprises the following
Borrowing Committee Members:
Meeting(s)
Held Attended
129
Making a dierence for 25 years
(c) Resolutions passed through postal ballot & report to the Chairman, aer completion of the
details of voting pattern: scrutiny and the results of voting by Postal Ballot
During the year, two Special Resolutions were passed by were then announced by the Managing Director
the Shareholders of the Company through postal ballot & CEO of the Company. The voting results were
viz: sent to the Stock Exchanges and displayed on the
Companys website. The date of declaration of the
(i) Reclassication of the authorised share capital results by the Company is deemed to be the date of
and consequent alteration of Clause V of the passing of the resolutions.
Memorandum of Association of the Company; and
X. DISCLOSURES
(ii) Capitalisation of securities premium and free
There has not been any non-compliance, penalties
reserves of the Company for issuance of Bonus
or strictures imposed on the Company by the Stock
shares in the ratio of one new equity share for
Exchanges, SEBI or any other statutory authority, on
every equity share held by the Member.
any matter relating to the capital markets during the last
Details of the voting pattern are as under: three years.
(e) During the conduct of the postal ballot, the The clause further states that the non-mandatory
Company had in terms of Clause 35B of the requirements adopted by the Company be specically
Listing Agreement provided e-voting facility to highlighted in the Annual Report. Accordingly, Company
its shareholders to cast their votes electronically has complied with the following non-mandatory
through the CDSL e-voting platform. Postal ballot requirements:
forms and business reply envelopes were sent to
The oce of Chairman and Managing Director &
shareholders to enable them to cast their vote
CEO is held by distinct individuals.
in writing on the postal ballot. The Company also
published a notice in the newspaper declaring The internal auditors of the Company directly
the details of completion of dispatch and other report to the Audit Committee of the Board of
requirements as mandated under the Act and Directors.
applicable Rules. The scrutinizer submitted his
131
Making a dierence for 25 years
The Management Discussion and Analysis Report forms Time : 9.00 a.m.
part of the Annual Report. Venue : National Stock Exchange of India Ltd
Gr. Floor Dr. R H Patil Auditorium
Exchange Plaza, G Block,
Plot No.C1,Bandra Kurla Complex,
Bandra East, Mumbai 400 051
Book Closure dates : Saturday, July 30, 2016 to Friday,
August 5, 2016, both days inclusive
Financial calendar with the schedule given below. Shareholders who have not
Financial Year : April 1 - March 31 encashed their dividend warrants relating to the dividend
specied in table below are requested to immediately send
For the year ended March 31, 2016, results were their request for issue of duplicate warrants. Once unclaimed
announced on dividend is transferred to the IEPF, no claim shall lie in respect
First quarter : August 5, 2015 thereof with the Company.
Half year : November 4, 2015 Financial Type of Rate Date of Due Date for
Year Dividend (%) Declaration transfer to IEPF
Third quarter : January 30, 2016
2009-10 1st Interim 30 28/10/2009 03/12/2016
Annual : April 29, 2016 Dividend
2nd Interim 36 28/04/2010 03/06/2017
Tentative Schedule for declaration of nancial results Dividend
during the nancial year 2016-17 2010-11 1st Interim 30 26/10/2010 01/12/2017
First quarter : August 5, 2016 Dividend
133
Making a dierence for 25 years
intimation thereof by post etc. The Company has uploaded PERFORMANCE IN COMPARISON: BSE SENSEX, S & P CNX
the information in respect of the Unclaimed Dividends in NIFTY AND BSE FMCG
respect of the Financial years 2007 - 2008 up to 2015 -
2016 on the website of the IEPF viz. www.iepf.gov.in and 140.00
01/04/2015
27/04/2015
23/05/2015
18/06/2015
14/07/2015
09/08/2015
04/09/2015
30/09/2015
26/10/2015
21/11/2015
17/12/2015
12/01/2016
07/02/2016
04/03/2016
30/03/2016
(In R) (In R)
Month
High Low High Low Marico NSE Index
Apr-15 429 381.4 428.4 381.3
May-15 456 365 455.95 360
140.00
Jun-15 466.3 401.35 467 400.2
Jul-15 453.25 417 454.1 417.05 120.00
30-Sep-15
18-Jun-15
9-Aug-15
14-Jul-15
17-Dec-15
30-Mar -16
1-Apr-15
4-Sep-15
26-Oct-15
7-Feb-16
21-Nov-15
12-Jan-16
4-Mar -16
23-May -15
140.00
*The data w.e.f December, 2015 reects the position post
listing of Bonus Equity Shares by the Company in the ratio of
120.00
1:1. The High and Low in price in the month of December, 2015
is not comparable as the Low is reective of ex-bonus price. 100.00
80.00
60.00
01/04/2015
27/04/2015
23/05/2015
18/06/2015
14/07/2015
09/08/2015
04/09/2015
30/09/2015
26/10/2015
21/11/2015
17/12/2015
12/01/2016
07/02/2016
04/03/2016
30/03/2016
Share Transfer System : Transfers in physical form are registered Categories of Shareholding as on March 31, 2016
by the Registrar and Share Transfer Dematerialization of : As on March 31, 2016, 99.88% of
Agents immediately on receipt of Shares and Liquidity shareholding was held in Dematerialised
completed documents and certicates form with National Securities Depository
are issued within 15 days of date of Limited and Central Depository Services
(India) Limited.
lodgement of transfer.
In terms of the notication issued
Invalid share transfers are returned by SEBI, trading in the equity shares
within 15 days of receipt. of the Company is permitted only in
dematerialised form with eect from May
The Share Transfer Committee generally 31, 1999.
meets as may be warranted by the Outstanding GDR : The Company has not issued any GDR
number of share transaction requests / ADR / Warrants / ADR / Warrants or any convertible
received by the Company. or any convertible instruments.
instruments,
All requests for dematerialisation
conversion date and
of shares are processed and the impact on equity
conrmation is given to respective
Plant Locations : Kanjikode, Perundurai, Pondicherry,
Depositories i.e., National Securities Jalgaon, Baddi, Paldhi, Paonta Sahib,
Depository Limited and Central Dehradun and Guwahati
Depository Services (India) Limited,
genearally within 21 days. Shareholders / Investors Complaints received and redressed:
The Company gives utmost priority to the interests of the
Registrar & Transfer : M/s Link Intime India Pvt Limited (Unit:
investors. All the requests / complaints of the shareholders
Agents Marico Ltd.) C -13 Pannalal Silk Mills
have been resolved to the satisfaction of the shareholders
Compound, LBS Road, Bhandup (West),
within the statutory time limits. During the nancial year
Mumbai 400 078
ended March 31, 2016, 101 complaints were received from
the shareholders as per the details given below.
Distribution of Shareholding as on March 31, 2016:
135
Making a dierence for 25 years
Saugata Gupta
Managing Director & CEO
Place: Mumbai
Date: April 29, 2016
Chief Executive Ocer (CEO) and Chief Financial Ocer (CFO) Certication
We hereby certify that:
(a) We have reviewed nancial statements and the cash ow statement for the nancial year ended March 31, 2016 and to the
best of our knowledge and belief:
(i) these statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading;
(ii) these statements together present a true and fair view of the Companys aairs and are in compliance with existing
accounting standards, applicable laws and regulations.
(b) There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year, which are
fraudulent or illegal or violative of the Companys code of conduct.
(c) We accept responsibility for establishing and maintaining internal controls for nancial reporting and that we have evaluated
the eectiveness of the internal control systems of the Company pertaining to nancial reporting and we have disclosed to
the auditors and the Audit Committee, deciencies in the design or operation of such internal controls, if any, of which we are
aware and the steps we have taken or propose to take to rectify these deciencies.
(d) We have indicated to the auditors and the Audit Committee:
(i) signicant changes in internal control during the year;
(ii) signicant changes in accounting policies during the year and that the same have been disclosed in the notes to the
nancial statements; and
(iii) Instances of signicant fraud of which we have become aware and the involvement therein, if any, of the Management or
an employee having a signicant role in the Companys internal control system over nancial reporting.
This certicate is being given to the Board pursuant to Regulation 17(8) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
Thank you.
Yours truly,
For Marico Limited For Marico Limited
Saugata Gupta Vivek Karve
Managing Director & CEO Chief Financial Ocer
Place: Mumbai Place: Mumbai
Date: April 29, 2016 Date: April 29, 2016
We have examined the compliance of conditions of Corporate Governance by Marico Limited, for the year ended March
31, 2016 as stipulated in Regulations 17, 18, 19, 20, 21, 22, 23, 24, 25, 26, 27 and clauses (b) to (i) of sub-regulation (2)
of regulation 46 and para C, D and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (collectively referred to as SEBI Listing Regulations, 2015).
The compliance of conditions of Corporate Governance is the responsibility of the Companys management. Our examination
was carried out in accordance with the Guidance Note on Certication of Corporate Governance, issued by the Institute of
Chartered Accountants of India and was limited to procedures and implementation thereof, adopted by the Company for
ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on
the nancial statements of the Company.
We certify that the Company has complied with the conditions of Corporate Governance as stipulated in the SEBI Listing
Regulations, 2015.
We state that such compliance is neither an assurance as to the future viability of the Company nor the eciency or
eectiveness with which the management has conducted the aairs of the Company.
Uday Shah
Place: Mumbai Partner
Date: April 29, 2016 Membership No: 46061
137
Making a dierence for 25 years
FINANCIAL STATEMENTS
139 Consolidated Financial Statements
194 Standalone Financial Statements
Independent Auditors Report making judgements and estimates that are reasonable
and prudent; and the design, implementation and
To the Members of Marico Limited
maintenance of adequate internal nancial controls, that
Report on the Consolidated Financial Statements were operating eectively for ensuring the accuracy and
completeness of the accounting records, relevant to the
1. We have audited the accompanying consolidated nancial
preparation and presentation of the nancial statements
statements of Marico Limited (hereinaer referred to as
that give a true and fair view and are free from material
the Holding Company) and its subsidiaries (the Holding
misstatement, whether due to fraud or error, which
Company and its subsidiaries together referred to as
has been used for the purpose of preparation of the
the Group) and its jointly controlled entity; (refer Note
consolidated nancial statements by the Directors of
3 to the attached consolidated nancial statements),
the Holding Company, as aforesaid.
comprising of the consolidated Balance Sheet as at March
31, 2016, the consolidated Statement of Prot and Loss, Auditors Responsibility
the consolidated Cash Flow Statement for the year then
3. Our responsibility is to express an opinion on these
ended, and a summary of signicant accounting policies
consolidated nancial statements based on our audit.
and other explanatory information prepared based on
While conducting the audit, we have taken into account
the relevant records (hereinaer referred to as the
the provisions of the Act and the Rules made thereunder
Consolidated Financial Statements).
including the accounting standards and matters which
Managements Responsibility for the Consolidated are required to be included in the audit report.
Financial Statements
4. We conducted our audit in accordance with the Standards
2. The Holding Companys Board of Directors is responsible on Auditing specied under Section 143(10) of the Act
for the preparation of these consolidated financial and other applicable authoritative pronouncements
statements in terms of the requirements of the issued by the Institute of Chartered Accountants of
Companies Act, 2013 (hereinaer referred to as the India. Those Standards and pronouncements require
Act) that give a true and fair view of the consolidated that we comply with ethical requirements and plan and
nancial position, consolidated nancial performance perform the audit to obtain reasonable assurance about
and consolidated cash ows of the Group including its whether the consolidated nancial statements are free
jointly controlled entity in accordance with accounting from material misstatement.
principles generally accepted in India including the
5. An audit involves performing procedures to obtain
Accounting Standards specied under Section 133 of
audit evidence about the amounts and disclosures in
the Act read with Rule 7 of the Companies (Accounts)
the consolidated nancial statements. The procedures
Rules, 2014 and Accounting Standard 30, Financial
selected depend on the auditors judgement, including
Instruments: Recognition and Measurement issued
the assessment of the risks of material misstatement
by the Institute of Chartered Accountants of India to
of the consolidated nancial statements, whether due
the extent it does not contradict any other accounting
to fraud or error. In making those risk assessments, the
standard referred to in Section 133 of the Act read
auditor considers internal nancial control relevant to
with Rule 7 of Companies (Accounts) Rules, 2014.
the Holding Companys preparation of the consolidated
The Holding Companys Board of Directors is also
nancial statements that give a true and fair view, in
responsible for ensuring accuracy of records including
order to design audit procedures that are appropriate
financial information considered necessary for the
in the circumstances. An audit also includes evaluating
preparation of Consolidated Financial Statements. The
the appropriateness of the accounting policies used and
respective Board of Directors of the companies included
the reasonableness of the accounting estimates made
in the Group and of its jointly controlled entity are
by the Holding Companys Board of Directors, as well as
responsible for maintenance of adequate accounting
evaluating the overall presentation of the consolidated
records in accordance with the provisions of the Act
nancial statements.
for safeguarding the assets of the Group and its jointly
controlled entity respectively and for preventing and 6. We believe that the audit evidence obtained by us and
detecting frauds and other irregularities; the selection the audit evidence obtained by the other auditors in
and application of appropriate accounting policies; terms of their reports referred to in sub-paragraph
139
Making a dierence for 25 years
8 of the Other Matters paragraph below, other than in terms of sub-sections (3) and (11) of Section 143 of
the unaudited nancial statements as certied by the the Act in so far as it relates to the aforesaid subsidiaries
management and referred to in sub-paragraph 9 of and the jointly controlled entity, is based solely on such
the Other Matters paragraph below, is sucient and unaudited financial statements. In our opinion and
appropriate to provide a basis for our audit opinion on according to the information and explanations given to
the consolidated nancial statements. us by the Management, these nancial statements are
not material to the Group.
Opinion
Our opinion on the consolidated nancial statements and
7. In our opinion and to the best of our information and
our report on Other Legal and Regulatory Requirements
according to the explanations given to us, the aforesaid
below, is not modied in respect of the above matters
consolidated nancial statements give the information
with respect to our reliance on the work done and
required by the Act in the manner so required and give
the reports of the other auditors and the financial
a true and fair view in conformity with the accounting
statements certied by the Management.
principles generally accepted in India of the consolidated
state of aairs of the Group and its jointly controlled Report on Other Legal and Regulatory Requirements
entity as at March 31, 2016, and their consolidated prot
10. As required by Section143(3) of the Act, we report, to
and their consolidated cash ows for the year ended on
the extent applicable, that:
that date.
(a) We have sought and obtained all the information
Other Matters and explanations which to the best of our
8. We did not audit the financial statements of 7 knowledge and belief were necessary for the
subsidiaries, one rm and one jointly controlled entity purposes of our audit of the aforesaid Consolidated
whose financial statements reflect total assets of Financial Statements.
R 570.54 crore and net assets of R 140.02 crore as at (b) In our opinion, proper books of account as required
March 31, 2016, total revenue of R 1,283.20 crore, net by law maintained by the Holding Company, its
prot of R 136.75 crore and net cash inows amounting subsidiary included in the Group and the jointly
to R 64.44 crore for the year ended on that date, as controlled entity incorporated in India including
considered in the consolidated nancial statements. relevant records relating to preparation of the
These nancial statements have been audited by other aforesaid consolidated nancial statements have
auditors whose reports have been furnished to us by been kept so far as it appears from our examination
the Management, and our opinion on the consolidated of those books and records of the Holding Company
nancial statements in so far as it relates to the amounts and the reports of the other auditors.
and disclosures included in respect of these subsidiaries
and its jointly controlled entity and our report in terms (c) The Consolidated Balance Sheet, the Consolidated
of sub-sections (3) and (11) of Section 143 of the Act in Statement of Prot and Loss, and the Consolidated
so far as it relates to the aforesaid subsidiaries and the Cash Flow Statement dealt with by this Report
jointly controlled entity is based solely on the reports are in agreement with the relevant books of
of the other auditors. account maintained by the Holding Company, its
subsidiary included in the Group and the jointly
9. We did not audit the financial statements of 5 controlled entity incorporated in India including
subsidiaries whose nancial statements reect total relevant records relating to the preparation of the
assets of r6.88 crore and net assets of R 5.80 crore as consolidated nancial statements.
at March 31, 2016, net loss of R 4.10 crore and net cash
inows amounting to r 1.69 crore for the year ended (d) In our opinion, the aforesaid Consolidated Financial
on that date, as considered in the consolidated nancial Statements comply with the Accounting Standards
statements. These nancial statements are unaudited specied under Section 133 of the Act, read with
and have been furnished to us by the Management, and Rule 7 of the Companies (Accounts) Rules, 2014.
our opinion on the consolidated nancial statements (e) On the basis of the written representations received
in so far as it relates to the amounts and disclosures from the directors of the Holding Company as on
included in respect of these subsidiaries and our report March 31, 2016 taken on record by the Board of
Directors of the Holding Company and the reports ii. Provision has been made in the Consolidated
of the statutory auditors of its subsidiary company Financial Statements, as required under the
and the jointly controlled entity incorporated in applicable law or accounting standards, for
India, none of the directors of the Group companies material foreseeable losses, if any, on long-
and the jointly controlled entity incorporated in term contracts including derivative contracts
India is disqualied as on March 31, 2016 from as at March 31,2016 Refer (a) Note 40 to the
being appointed as a director in terms of Section Consolidated Financial Statements.
164 (2) of the Act.
iii. There has been no delay in transferring
(f) With respect to the adequacy of the internal amounts, required to be transferred, to the
nancial controls over nancial reporting of the Investor Education and Protection Fund by the
Holding Company, its subsidiary and the jointly Holding Company and its subsidiary company
controlled entity incorporated in India and the and the jointly controlled entity incorporated
operating eectiveness of such controls, refer to in India during the year ended March 31, 2016.
our separate Report in Annexure A.
141
Making a dierence for 25 years
Report on the Internal Financial Controls under Clause (i) nancial reporting was established and maintained and if
of Sub-section 3 of Section 143 of the Act such controls operated eectively in all material respects.
1. In conjunction with our audit of the consolidated nancial 4. Our audit involves performing procedures to obtain audit
statements of the Company as of and for the year ended evidence about the adequacy of the internal nancial
March 31, 2016, we have audited the internal nancial controls system over financial reporting and their
controls over financial reporting of Marico Limited operating eectiveness. Our audit of internal nancial
(hereinaer referred to as the Holding Company) and controls over financial reporting included obtaining
its subsidiary company and the jointly controlled entity, an understanding of internal nancial controls over
which are companies incorporated in India, as of that nancial reporting, assessing the risk that a material
date. weakness exists, and testing and evaluating the design
and operating eectiveness of internal control based
Managements Responsibility for Internal Financial
on the assessed risk. The procedures selected depend
Controls
on the auditors judgement, including the assessment
2. The respective Board of Directors of the Holding of the risks of material misstatement of the nancial
company, its subsidiary company and the jointly statements, whether due to fraud or error.
controlled entity, which are companies incorporated in
5. We believe that the audit evidence we have obtained
India, are responsible for establishing and maintaining
and the audit evidence obtained by the other auditors
internal nancial controls based on, internal control over
in terms of their report referred to in the Other Matters
nancial reporting criteria established by the Company
paragraph below, is sucient and appropriate to provide
considering the essential components of internal
a basis for our audit opinion on the Companys internal
control stated in the Guidance Note on Audit of Internal
nancial controls system over nancial reporting.
Financial Controls Over Financial Reporting issued by the
Institute of Chartered Accountants of India (ICAI). These Meaning of Internal Financial Controls Over Financial
responsibilities include the design, implementation and Reporting
maintenance of adequate internal nancial controls that
6. A companys internal nancial control over nancial
were operating eectively for ensuring the orderly and
reporting is a process designed to provide reasonable
ecient conduct of its business, including adherence to
assurance regarding the reliability of nancial reporting
the respective companys policies, the safeguarding of
and the preparation of nancial statements for external
its assets, the prevention and detection of frauds and
purposes in accordance with generally accepted
errors, the accuracy and completeness of the accounting
accounting principles. A Companys internal nancial
records, and the timely preparation of reliable nancial
control over nancial reporting includes those policies
information, as required under the Act.
and procedures that (1) pertain to the maintenance of
Auditors Responsibility records that, in reasonable detail, accurately and fairly
reect the transactions and dispositions of the assets
3. Our responsibility is to express an opinion on the
of the company; (2) provide reasonable assurance
Companys internal financial controls over financial
that transactions are recorded as necessary to permit
reporting based on our audit. We conducted our audit
preparation of financial statements in accordance
in accordance with the Guidance Note on Audit of
with generally accepted accounting principles, and
Internal Financial Controls Over Financial Reporting (the
that receipts and expenditures of the company are
Guidance Note) issued by the ICAI and the Standards on
being made only in accordance with authorisations of
Auditing deemed to be prescribed under section 143(10)
management and directors of the company; and (3)
of the Companies Act, 2013, to the extent applicable to
provide reasonable assurance regarding prevention or
an audit of internal nancial controls, both applicable to
timely detection of unauthorised acquisition, use, or
an audit of internal nancial controls and both issued by
disposition of the companys assets that could have a
the ICAI. Those Standards and the Guidance Note require
material eect on the nancial statements.
that we comply with ethical requirements and plan
and perform the audit to obtain reasonable assurance Inherent Limitations of Internal Financial Controls Over
about whether adequate internal nancial controls over Financial Reporting.
7. Because of the inherent limitations of internal nancial of Internal Financial Controls Over Financial Reporting
controls over nancial reporting, including the possibility issued by the Institute of Chartered Accountants of India.
of collusion or improper management override of
Other Matters
controls, material misstatements due to error or fraud
may occur and not be detected. Also, projections of any 9. Our aforesaid reports under Section 143(3)(i) of the
evaluation of the internal nancial controls over nancial Act on the adequacy and operating eectiveness of
reporting to future periods are subject to the risk that the internal nancial controls over nancial reporting
the internal nancial control over nancial reporting may in so far as it relates to a jointly controlled entity which
become inadequate because of changes in conditions, is a company incorporated in India, is based on the
or that the degree of compliance with the policies or corresponding reports of the auditors of such entity
procedures may deteriorate. incorporated in India. Our opinion is not qualied in
respect of this matter.
Opinion
8. In our opinion, the Holding Company, its subsidiary
company and the jointly controlled entity, which are For Price Waterhouse
companies incorporated in India, have, in all material
Firm Registration Number: 301112E
respects, an adequate internal nancial controls system
over financial reporting and such internal financial Chartered Accountants
controls over financial reporting were operating
eectively as at March 31, 2016, based on the internal Uday Shah
control over nancial reporting criteria established by Place: Mumbai Partner
the Company considering the essential components of Date: April 29, 2016 Membership Number: 46061
internal control stated in the Guidance Note on Audit
143
Making a dierence for 25 years
(r in Crore)
Particulars As at March 31,
Note
2016 2015
I. Equity and Liabilities
Shareholders Fund
Share Capital 4 129.02 64.50
Reserves and Surplus 5 1,967.82 1,760.28
2,096.84 1,824.78
Minority Interest 14.32 13.65
Non-current Liabilities
Long-term borrowings 6 0.41 168.74
Deferred tax liabilities 7 10.16 12.32
Long-term provisions 8 11.47 8.65
22.04 189.71
Current Liabilities
Short-term borrowings 9 152.79 165.43
Trade payables 10 669.02 564.32
Other current liabilities 11 375.07 276.53
Short-term provisions 12 103.25 95.30
1,300.13 1,101.58
Total 3,433.33 3,129.72
II. Assets
Non-current Assets
Fixed assets
Tangible assets 13 (A) and (C) 524.34 556.67
Intangible assets 13 (B) and (D) 21.50 30.10
Capital work-in-progress 36.72 3.03
582.56 589.80
Goodwill on consolidation 14 497.96 489.15
Non-current investments 15 69.43 46.75
Deferred tax assets 16 10.28 4.44
Long-term loans and advances 17 100.36 50.63
Other non-current assets 18 58.17 120.77
1,318.76 1,301.54
Current Assets
Current investments 19 346.96 237.05
Inventories 20 925.80 994.71
Trade receivables 21 252.42 176.75
Cash and bank balances 22 309.72 204.94
Short-term loans and advances 23 249.02 179.13
Other current assets 24 30.65 35.60
2,114.57 1,828.18
Total 3,433.33 3,129.72
The Company and nature of its operations 1
Summary of signicant accounting policies 2
The notes are an integral part of these consolidated nancial statements.
As per our attached report of even date.
(r in Crore)
Particulars Note Year ended March 31,
2016 2015
Revenue
Revenue from operations (Gross) 25 6,139.17 5,741.23
Less : Excise duty 7.13 8.25
Revenue from operations (Net) 6,132.04 5,732.98
Other income 26 93.37 58.89
Total Revenue 6,225.41 5,791.87
Expenses
Cost of materials consumed 27 (A) 2,887.41 3,118.88
Purchases of stock-in-trade 27 (B) 114.21 109.69
Changes in inventories of nished goods, work-in-progress and stock-in-trade - 27 (C) 59.78 (109.53)
(increase) / decrease
Employee benets expenses 28 363.91 325.14
Finance costs 29 20.26 22.95
Depreciation, amortisation and impairment 30 101.84 84.34
Other expenses 31 1,644.25 1,418.75
Total Expenses 5,191.66 4,970.22
Prot Before Tax 1,033.75 821.65
Tax Expense:
Current Tax 249.55 203.47
Less: MAT credit utilisation 56.53 34.78
Net current tax 306.08 238.25
Deferred tax (8.95) (1.48)
297.13 236.77
Prot aer tax and before Minority interest 736.62 584.88
Less: Minority interest 11.84 11.43
Prot for the year 724.78 573.45
Earnings per equity share (Nominal value per share R 1 (R1)) 41
Basic (Refer note 4(e)) R 5.62 R 4.45
Diluted (Refer note 4(e)) R 5.61 R 4.44
The Company and nature of its operations 1
Summary of signicant accounting policies 2
The notes are an integral part of these consolidated nancial statements.
As per our attached report of even date.
For Price Waterhouse For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration No. 301112E
HARSH MARIWALA SAUGATA GUPTA
UDAY SHAH Chairman Managing Director and CEO
Partner [DIN 00210342] [DIN 05251806]
Membership No. 46061
VIVEK KARVE SURENDER SHARMA
Chief Financial Ocer Company Secretary
[Membership No.A13435]
Place: Mumbai Place: Mumbai
Date: April 29, 2016 Date: April 29, 2016
145
Making a dierence for 25 years
(r in Crore)
Particulars Year ended March 31,
2016 2015
A CASH FLOW FROM OPERATING ACTIVITIES
PROFIT BEFORE TAX 1,033.75 821.65
Adjustments for:
Depreciation, amortisation and impairment 101.84 84.34
Finance costs 20.26 22.95
Interest income (33.80) (19.06)
(Prot) / loss on sale of assets (net) (9.54) 1.73
Prot on sale of current investments (net) (2.05) (14.49)
Prot on divestment of business (9.62) -
Dividend income on current investments (25.59) (11.95)
Employees stock option charge 3.80 3.27
Stock appreciation rights expenses 3.33 6.96
Excess Provision no longer required written back (4.97) (4.31)
Provision for doubtful debts, advances, deposits and others 1.39 0.26
45.05 69.70
Operating prot before working capital changes 1,078.80 891.35
Adjustments for:
(Increase)/ decrease in inventories 66.12 (198.47)
(Increase)/ decrease in trade receivables (76.67) 46.18
(Increase)/ decrease in loans and advances, other current and non-current assets and (123.21) 21.11
other bank balances
Increase/( decrease) in trade payables and other current and non-current liabilities and 133.69 114.32
provisions
Changes in working capital (0.07) (16.86)
Cash generated from Operations 1,078.73 874.49
Taxes paid (net of refunds) (246.17) (209.65)
NET CASH GENERATED FROM OPERATING ACTIVITIES 832.56 664.84
B CASH FLOW FROM INVESTING ACTIVITIES
Purchase of xed assets (100.74) (59.06)
Sale of xed assets 14.92 0.99
Eect of translation dierences on xed assets 0.18 0.22
(Purchase) / Sale of investments (net) (117.89) 40.99
Consideration towards acquisition of minority interest in International Consumer Products - (161.32)
Corporation
Eect of translation dierences on Goodwill on Consolidation (8.81) -
Inter-corporate deposits placed (52.50) (45.00)
Consideration received on divestment of business 14.38 -
(Advance to) / Refund received from WEOMA Trust (38.40) 8.15
Funds paid to Related party (0.22) 1.70
Dividend income received from current investment 25.59 11.95
Interest received 27.83 22.19
NET CASH OUTFLOW FROM INVESTING ACTIVITIES (235.66) (179.19)
(r in Crore)
Particulars Year ended March 31,
2016 2015
C CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from issuance of Share capital (ESOP) aer adjusting share issue expenses 0.51 0.60
Issue / (redemption) of debentures (43.65)
Other borrowings (repaid) / taken (net) (46.35) (225.50)
Increase / (decrease) in Minority interest (11.10) (33.57)
Finance charges paid (20.44) (23.30)
Equity dividend paid (inclusive of dividend distribution tax) (502.47) (300.05)
NET CASH (OUTFLOW) / INFLOW FROM FINANCING ACTIVITIES (579.85) (625.47)
D Eect of exchange dierence on translation of foreign currency cash and cash (1.43) (6.96)
equivalents
E NET INCREASE / (DECREASE) IN CASH & CASH EQUIVALENTS (A+B+C+D) 15.62 (146.78)
F Cash and cash equivalents - opening balance (as at April 1) (Refer note 22) 77.39 224.17
Less: Cash and bank balances adjusted upon divestment of business. 4.22
G Cash and cash equivalents - closing balance (as at March 31) (Refer note 22) 88.79 77.39
Notes
(a) The above Cash Flow Statement has been prepared under the indirect method as set out in Accounting Standard 3 (AS 3) 'Cash Flow
Statements'.
(b) The gures for the previous year have been regrouped where necessary to conform to current year's classication.
147
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
1. The Group and nature of its operations: entity and have been prepared on the following
Marico Limited (herein aer referred to as the Company), basis:
headquartered in Mumbai, Maharashtra, India, together (i) In respect of Subsidiary companies, the
with its subsidiaries is referred as Marico or Group. nancial statements have been consolidated
Marico carries on business in branded consumer products. on a line-by-line basis by adding together the
In India, Marico manufactures and markets products under book values of like items of assets, liabilities,
the brands such as Parachute, Parachute Advansed, income and expenses, aer fully eliminating
Nihar, Nihar Naturals, Saola, Hair & Care, Revive, Mediker, intra-group balances and intra-group
Livon, Set-wet and Code 10 etc. Maricos international transactions and resulting unrealised prots
portfolio includes brands such as Fiance, Hair Code, / losses as per Accounting Standard (AS 21)
Caivil, Hercules, Black Chic, Ingwe, X-men, Thuan Phat etc. Consolidated Financial Statements. The
2. Summary of signicant accounting policies: results of subsidiary companies are included
from the date of acquisition of a controlling
(a) Basis of preparation of Financial Statements interest.
These nancial statements have been prepared in (ii) In case of foreign subsidiaries, being Non-
accordance with the Generally Accepted Accounting Integral Foreign Operations, revenue items
Principles (GAAP) in India under the historical are consolidated at the average rate prevailing
cost convention on accrual basis. Pursuant to during the year. All asset and liabilities are
Section 133 of Companies Act, 2013 read with converted at the rate prevailing at the end
Rule 7 of the Companies (Accounts) Rules, 2014 of the year. The resultant translation gains
till the standards of accounting or any addendum and losses are shown separately as Foreign
thereto are prescribed by the Central Government Currency Translation Reserve under Reserves
in consultation and recommendation of the and Surplus.
National Financial Reporting Authority, the existing
(iii) The excess of cost to the Group of its
Accounting Standards notied under the Companies
investments in subsidiary companies over
Act, 1956 shall continue to apply. Consequently,
its share of equity and reserves of its
these nancial statements have been prepared to
subsidiary companies at the dates, on which
comply in all material aspects with the accounting
investments are made, is recognized in the
standards notied under Section 211(3C) of the
nancial statements as Goodwill. The excess
Companies Act, 1956 [Companies (Accounting
of Groups share of equity and reserves of
Standards) Rules, 2006, as amended] and other
its subsidiary companies over the cost of
relevant provisions of the Companies Act, 2013.
acquisition is treated as Capital Reserve. As
All assets and liabilities have been classied as
at each Balance Sheet date, an assessment is
current or non-current as per the Companys normal
done as to whether there is any indication that
operating cycle and other criteria set out in the
goodwill on consolidation may be impaired. If
Revised Schedule III to the Companies Act, 2013.
any such indication exists, an estimate of the
Based on the nature of the product and the time
recoverable amount is made. The goodwill on
between the acquisition of assets for processing
consolidation is impaired when the carrying
and their realisation in cash and cash equivalents,
value exceeds the recoverable amount.
the Company has ascertained its operating cycle as
twelve (12) months for the purpose of current or (iv) Minority interest in the net assets of
non-current classication of assets and liabilities. consolidated subsidiaries consist of the
amount of equity attributable to the
(b) Basis of preparation of Consolidated Financial minority shareholders at the dates on which
Statements investments are made by the Company in the
subsidiary companies and further movements
The Consolidated Financial Statements relate to
in their share in the equity, subsequent to the
the Company, its subsidiaries and jointly controlled
dates of investments.
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
(v) Interests in Joint Ventures have been accounted assets are substantially ready for their intended use.
by using the proportionate consolidation Other pre-operative expenses for major projects are
method as per Accounting Standard 27 also capitalised, where appropriate.
Financial Reporting of Interests in Joint
Items of xed assets that have been retired from
Ventures notied by Companies (Accounting
active use and are held for disposal are stated at
Standards) Rules, 2006.
lower of their net book value or net realizable value
(vi) The consolidated nancial statements have and are shown separately in the nancial statements.
been prepared using uniform accounting Any expected loss is recognized immediately in
policies for like transactions and other events the Statement of Prot and Loss. Capital work-in-
in similar circumstances and are presented to progress comprises cost of xed assets that are not
the extent possible, in the same manner as yet ready for their intended use at the year end.
the Companys separate nancial statements,
except in case of Marico Middle East FZE and (e) Depreciation and amortisation
Marico Malaysia Sdn. Bhd., where costs of I. Tangible assets
inventories are ascertained on First In First Out
(i) Depreciation is provided on a straight
basis instead of weighted average basis. These
line basis, based on useful life of the
inventories represent 0.28% (0.06%) of the
assets prescribed in Schedule II to the
total consolidated inventories of the Group as
Companies Act, 2013.
at the year end.
However based on the technical
(c) Use of estimates evaluation, the useful life considered for
the following items are lower than the life
The preparation of the nancial statements in stipulated in Schedule II to the Companies
conformity with GAAP requires the Management Act, 2013:
to make estimates and assumptions that aect
the reported balances of assets and liabilities Assets Useful Life
and disclosures relating to contingent assets and (Years)
liabilities as at the date of the nancial statements Motor Vehicle Motor Car, Bus and Lorries, Motor 5
and reported amounts of income and expenses Cycle, Scooter
during the period. Examples of such estimates Oce equipment - Mobile and Communication tools 2
include provisions for doubtful debts, future Computer Server and Network 3
obligations under employee retirement benet
Plant & Machinery Moulds 3 to 5
plans, income taxes, the useful lives and impairment
of xed assets and intangible assets (ii) Extra shi depreciation is provided on
Plant basis.
Management believes that the estimates used in
(iii) Depreciation in respect of assets of
the preparation of nancial statements are prudent
foreign subsidiaries is provided on a
and reasonable. Future results could dier from
straight line basis based on useful
these estimates.
life of the assets as estimated by the
Management which are as under:
(d) Tangible assets, intangible assets and capital
work-in-progress
Assets Useful Life
Tangible assets and intangible assets are stated at (Years)
cost of acquisition, less accumulated depreciation/ Factory and oce buildings 5 to 25
amortisation and impairments, if any. Cost includes
Plant and machinery 2 to 15
taxes, duties, freight and other incidental expenses
Furniture and f ixtures (including leasehold 2 to 15
related to acquisition and installation. Borrowing
improvements)
costs attributable to acquisition, construction of
qualifying asset are capitalised until such time as the Vehicles 3 to 10
149
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
(i) Long term investments are valued at cost. (j) Research and development
Provision for diminution, if any, in the value of
Capital expenditure on research and development
investments is made to recognise a decline in
is capitalised and depreciated as per the accounting
value, other than temporary.
policy mentioned in note 2(d) and 2(e) above.
(ii) Current investments are valued at lower of Revenue expenditure is charged o in the year in
cost and fair value, computed individually for which it is incurred
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
151
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
is recognized as income or expense and (ii) Deferred tax expense or benet is recognized
is amortized over the life of the contract. on timing dierences being the dierence
Exchange dierences on such contracts are between taxable income and accounting
recognized in the Statement of Prot and income that originate in one period and is
Loss in the year in which they arise. Any prot likely to reverse in one or more subsequent
or loss arising on cancellation or renewal of periods. Deferred tax assets and liabilities
forward exchange contracts are recognized as are measured using the tax rates and tax
income or expense for the period. laws that have been enacted or substantively
enacted by the Balance Sheet date.
(iv) The Company uses forward and options
contracts to hedge its risks associated with In the event of unabsorbed depreciation and
foreign currency transactions relating to carry forward of losses, deferred tax assets are
certain rm commitments and forecasted recognized only to the extent that there is virtual
transactions. The Company also uses Interest certainty that sufcient future taxable income
rates swap contracts to hedge its interest will be available to realize such assets. In other
rate risk exposure. The Company designates situations, deferred tax assets are recognized
these as cash ow hedges. These contracts only to the extent that there is reasonable
are marked to market as at the year end and certainty that sufcient future taxable income
resultant exchange dierences, to the extent will be available to realize these assets.
they represent eective portion of the hedge,
are recognized directly in Hedge Reserve. The (o) Impairment
ineective portion of the same is recognized
Assessment is done at each Balance Sheet date
immediately in the Statement of Prot and
as to whether there is any indication that an asset
Loss
(tangible or intangible) may be impaired. For the
(v) Exchange dierences taken to Hedge Reserve purpose of assessing impairment, the smallest
account are recognized in the Statement of identiable group of assets that generates cash
Prot and Loss upon crystallization of rm inows from continuing use that are largely
commitments or occurrence of forecasted independent of the cash inows from other
transactions or upon discontinuation of assets or groups of assets, is considered as a cash
hedge accounting resulting from expiry / sale generating unit. If any such indication exists, an
/ termination of hedge instrument or upon estimate of the recoverable amount of the asset
hedge becoming ineective. / cash generating unit is made. Assets whose
carrying value exceeds the recoverable amounts
(n) Accounting for taxes on income are written down to the recoverable amount.
Recoverable amount is higher of an assets or cash
(i) Current income tax expense comprises taxes
generating units net selling price and its value in
on income from operations in India and in
use. Value in use is the present value of estimated
foreign jurisdictions. For Marico Limited and its
future cash ows expected to arise from the
Indian subsidiaries, Minimum Alternative Tax
continuing use of an asset and from its disposal at
(MAT) credit, which is equal to the excess of
the end of its useful life. Assessment is also done at
MAT (calculated in accordance with provisions
each Balance Sheet date as to whether there is any
of Section 115JB of the Income Tax Act, 1961)
indication that an impairment loss recognized for
over normal income tax is recognized as an
an asset in prior accounting periods may no longer
asset by crediting the Statement of Prot
exist or may have decreased.
and Loss only when and to the extent there is
convincing evidence that the Company will be
(p) Employee Stock Option Plan
able to avail the said credit against normal tax
payable during the period of ten succeeding In respect of stock options granted pursuant to
assessment years. the Companys Employee Stock Option Scheme,
the intrinsic value of the options (excess of market
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
value of shares over the exercise price of the option (t) Cash and Cash Equivalents
at the date of grant) is recognized as employee
Cash and cash equivalents for the purpose of Cash
compensation cost over the vesting period.
Flow Statement comprise cash on hand and cash at
bank including xed deposit with original maturity
(q) Employee Stock Appreciation Rights Scheme
period of 3 months or less and short term highly
In respect of Employee Stock Appreciation Rights liquid investment with original maturity of three
granted pursuant to the Companys Employee months or less.
Stock Appreciation Rights Plan, 2011, the intrinsic
value of the rights (excess of market value as at (u) Earnings Per Share
the year end and the Grant price) is recognized
Basic earnings per share, is calculated by dividing the
as employee compensation cost over the vesting
net prot or loss for the period attributable to equity
period aer amounts adjusting for the dierence
shareholders by the weighted average number
between the amounts due from the Trust and the
of equity shares outstanding during the period.
loan advanced to the Trust.
Earnings considered in ascertaining the Companys
earnings per share is the net prot for the period
(r) Utilization of Securities Premium Reserve
aer deducting preference dividends and any
The Securities Premium Reserve is utilised for attributable tax thereto for the period. The weighted
paying up unissued shares of the Company to average number of equity shares outstanding during
be issued as fully paid bonus shares, writing o the period and for all periods presented is adjusted
preliminary expenses, writing o expenses on issue for events, such as bonus shares, other than the
of shares or debentures and writing o premium on conversion of potential equity shares, that have
redemption of any redeemable preference shares changed the number of equity shares outstanding,
or debentures of the Company. without a corresponding change in resources.
For the purpose of calculating diluted earnings
(s) Provisions and Contingent Liabilities
per share, the net prot or loss for the period
Contingent Liabilities are disclosed in respect of attributable to equity shareholders and the
possible obligations that arise from past events but weighted average number of shares outstanding
their existence will be conrmed by the occurrence during the period is adjusted for the eects of all
or non-occurrence of one or more uncertain future dilutive potential equity shares.
events not wholly within the control of the Company
or where any present obligation cannot be measured
in terms of future outow of resources or where a
reliable estimate of the obligation cannot be made.
A provision is made based on a reliable estimate
when it is probable that an outow of resources
embodying economic benets will be required to
settle an obligation and in respect of which a reliable
estimate can be made. Provision is not discounted
and is determined based on best estimate required
to settle the obligation at the year end date.
Contingent Assets are not recognized or disclosed
in the nancial statements.
153
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
(iv) During the previous year ended March 31, 2015, International Consumer Product Corporation, a subsidiary of
the Company in Vietnam has bought back its shares resulting into increase in the percentage of the Companys
shareholding to 100%.
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
(v) Marico Innovation Foundation (MIF), a company incorporated under Section 25 of the Companies Act, 1956
(being a private company limited by guarantee not having share capital) primarily with an objective of fuelling
and promoting innovation in India, is a wholly owned subsidiary of the Company with eect from March 15, 2013.
Since MIF cannot transfer funds to Marico Limited, it has not been considered for consolidation in accordance with
Accounting Standard 21 (AS 21) Consolidated Financial Statements.
(vi) During the year, International Consumer Product Corporation, a subsidiary of the Company has divested its entire
stake in Beaute Cosmetique Societe Par Actions (BCS) on May 14, 2015. Accordingly the nancial statements of BCS
are consolidated from April 1, 2015 to May 14, 2015. The prot on sale of this divestment amounting to R 9.62 Crore
has been included in Other Income in the Statement of Prot and Loss.
(vii) The Company has acquired 45% stake in Bellezimo Professionale Products Private Limited, a jointly controlled entity
on October 21, 2015. Accordingly, the nancial statement of the entity forms part of consolidated nancial result for
the year ended March 31, 2016 from the said date.
4. Share capital
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Authorised
1,500,000,000 (1,150,000,000) equity shares of r 1/- each 150.00 115.00
65,000,000 (100,000,000) preference shares of r 10/- each 65.00 100.00
Total 215.00 215.00
155
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
c. Details of shares held by shareholders holding more than 5% of the aggregate shares in the Company (Refer
note (e) below)
Name of Shareholder As at As at
March 31, 2016 March 31, 2015
No. of Shares % of Holding No. of Shares % of Holding
held held
Equity Shares of R 1/- each fully paid-up
Harsh C Mariwala with Kishore V Mariwala 146,752,000 11.37 73,376,000 11.38
(For Valentine Family Trust)
Harsh C Mariwala with Kishore V Mariwala 146,752,000 11.37 73,376,000 11.38
(For Aquarius Family Trust)
Harsh C Mariwala with Kishore V Mariwala 146,752,000 11.37 73,376,000 11.38
(For Taurus Family Trust)
Harsh C Mariwala with Kishore V Mariwala 146,752,000 11.37 73,376,000 11.38
(For Gemini Family Trust)
First State Investments Services (UK) Ltd 108,091,457 8.38 31,128,195 4.83
(along with Persons acting in concert)
Arisaig Partners (Asia) Pte Ltd A/c Arisaig 35,169,950 2.73 33,278,269 5.16
India Fund Ltd.
As at As at
Marico ESOS 2007 March 31, 2016 March 31, 2015
Weighted average share price of options exercised 57.46 55.40
Number of options granted, exercised, and forfeited
Balance as at beginning of the year 103,600 212,600
Granted during the year - -
Less : Exercised during the year 103,600 109,000
Forfeited / lapsed during the year - -
Balance as at end of the year - 103,600
During the previous year ended March 31, 2015, the Company implemented the Marico Employee Stock Option
Scheme 2014 (Marico ESOS 2014) and Marico MD CEO Employee Stock Option Plan 2014 (MD CEO ESOP Plan
2014).
Marico ESOS 2014 was approved by the shareholders during the year ended March 31, 2014, enabling the grant of
300,000 stock options to the Chief Executive Ocer of the Company (Currently designated as MD & CEO). Pursuant
to the said approval, on April 1, 2014 the Company granted 300,000 stock options to the MD & CEO of the Company,
at an exercise price of r1 per option. Each option represents 1 equity share in the Company. The Vesting Period is 2
years from the date of grant and the Exercise Period is 1 year from the date of vesting.
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
As at As at
Marico ESOS 2014 March 31, 2016 March 31, 2015
Weighted average share price of options exercised - -
Number of options granted, exercised, and forfeited
Balance as at beginning of the year 300,000 -
Adjustment on account of bonus issue (Refer note (e) below) 300,000 -
Granted during the year - 300,000
Less : Exercised during the year - -
Forfeited / lapsed during the year - -
Balance as at end of the year 600,000 300,000
MD CEO ESOP Plan 2014 was approved by the shareholders during the previous year ended March 31, 2015, enabling
grant of stock options not exceeding in the aggregate 0.5% of the aggregate number of issued equity shares of the
Company, from time to time. The Plan envisages to grant stock options to the Managing Director & CEO on an annual
basis through one or more Schemes notied under the Plan. Each option represents 1 equity share in the Company.
The Vesting Period and the Exercise Period, both range from 1 year to 5 years. Pursuant to the said approval, on
January 5, 2015 the Company notied Scheme I under the Plan and granted 46,600 stock options to the Managing
Director & CEO, at an exercise price of R1 per option. The Vesting Date for Stock Options granted under the Scheme
I is March 31, 2017. Further, the Exercise Period is 1 year from the date of vesting.
As at As at
MD CEO ESOP Plan 2014 March 31, 2016 March 31, 2015
Weighted average share price of options exercised - -
Number of options granted, exercised, and forfeited
Balance as at beginning of the year 46,600 -
Adjustment on account of bonus issue (Refer note (e) below) 46,600 -
Granted during the year - 46,600
Less : Exercised during the year - -
Forfeited / lapsed during the year - -
Balance as at end of the year 93,200 46,600
Aggregate of all stock options to current paid-up equity share capital 0.05% 0.07%
(percentage)
157
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
The Company has applied the intrinsic value method of accounting for determining compensation cost for its
stock based compensation plan. Had the Company considered fair value method for accounting of compensation
cost, the Companys net income and Basic and Diluted earnings per share as reported would have increased to the
pro-forma amounts as indicated. (Refer note (e) below)
The following assumptions were used for calculation of fair value of grants (gures in bracket represent previous
year):
Particulars Marico ESOS 2007 Marico ESOS 2007 Marico ESOS 2014 MD CEO ESOP Plan
- Vest I - Vest II 2014
- 8.00% 8.00%
Risk-free interest rate (%)
(6.61%) (7.27%) (8.00%) (8.00%)
- - 3 years 3 years and 3
months
Expected life of options (years)
(5 years) (5 years) (3 years) (3 years and 3
months)
- - 26.62% 23.66%
Expected volatility (%)
(35.32%) (36.92%) (26.62%) (23.66%)
- - 3.50% 3.50%
Dividend yield (%)
(1.20%) (1.20%) (3.50%) (3.50%)
e. During the year ended March 31, 2016, the Company has issued 645,085,599 fully paid up bonus equity shares of
face value R 1 each in the ratio of 1:1 with record date of December 24, 2015. As a result EPS has been adjusted for
reporting as well as for all the comparative periods.
Aggregate number of shares allotted as fully paid up by way of bonus shares For the year ended For the year ended
March 31,2016 March 31,2015
Equity shares allotted as fully paid up bonus shares by capitalization of general 645,085,599 -
reserve
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
General Reserve
Balance as at the beginning of the year 363.21 338.21
Less : Transferred to Share Capital on account of issue of bonus shares 64.51 -
Add: Amount transferred from Debenture redemption reserve on redemption - 25.00
Balance as at the end of the year 298.70 363.21
159
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Add : Prot for the year 724.78 573.45
Less : Appropriations
Equity dividend 435.43 161.24
Tax on Equity dividend (net of tax on dividend received from Indian and 67.04 13.27
foreign subsidiaries of R 23.22 Crore (Previous year R 18.96 Crore))
Transfer to Debenture Redemption Reserve - 11.17
Balance as at the end of the year 1,899.44 1,677.13
Adjustment pursuant to the Scheme of Capital Reduction of MCCL (Refer Note 35) (723.72) (723.72)
6. Long-term borrowings
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Secured
Term loan from banks
- External commercial borrowing from Hongkong Shanghai Banking Corporation - 168.74
Loan carries interest @ LIBOR plus 2.1% (Previous year LIBOR plus 2.1%) and was secured
by (i) Pledge of shares of International Consumer Products Corporation (a Subsidiary
company) (ii) First ranking pari passu charge over all current and future plant and
machinery and (iii) Mortgage on land and building situated at Andheri, Mumbai (Mortgage
was only for previous year).
The loan was repayable over a period of 6 years commencing from February 11, 2011
as under:-
1st installment - USD 3 million - payable at the end of 36 months
2nd installment - USD 3 million - payable at the end of 42 months
3rd installment - USD 6 million - payable at the end of 48 months
4th installment - USD 6 million - payable at the end of 54 months
5th installment - USD 9 million - payable at the end of 60 months
6th installment - USD 12 million - payable at the end of 66 months
7th installment - USD 15 million - payable at the end of 72 months
Total Amount - USD 54 million
Unsecured
From Others 0.41 -
Total 0.41 168.74
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
Note:
a) The scheduled maturity of long term borrowings is summarized as under:
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Within one year (Refer note 11 - Current maturities of long term debt) 178.87 93.75
Aer 1 year but within 2 years - 168.74
Total 178.87 262.49
b) During the previous year, 1,000, Rated, Listed, Unsecured, Zero Coupon redeemable non-convertible debentures of
R 100 crores, were redeemed at a premium calculated at the yield of 8.95% p.a. on XIRR basis. (Refer note 5)
Total Provision for Employee Stock Appreciation Rights Scheme 3.86 7.19
Less : Accretion in amounts recoverable from the Trust 1.29 4.25
Net Provision (Refer notes 40 (b) and 40 (d)) 2.57 2.94
Total 11.47 8.65
161
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
9. Short-term borrowings
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Secured
From banks :
- Cash credit 16.72 8.64
- Export Packing Credit in Rupees (Export Packing Credit is secured by hypothecation 15.00 -
of inventory and debtors. It is for a term of two to four months and carry interest rate
of bank base rate plus applicable spread less interest subvention of 3%, ranging 5.90%
to 6.50% per annum).
- Working Capital demand loan 14.80 13.97
(These are loans taken for terms upto twelve months and carry interest rate of LIBOR
plus applicable spread ranging from 0.80% to 1.10% per annum (Previous year 0.80%
to 0.90%)).
(Partially secured by hypothecation of inventory and debtors of Marico Limited)
46.52 22.61
Unsecured
- Working capital demand loan 77.96 112.61
(These are loans taken for terms upto twelve months and carried interest rate of LIBOR
plus applicable spread ranging from 0.80% to 1.10% per annum (Previous year 0.05%
to 2%))
- Cash credit 28.31 30.21
106.27 142.82
Total 152.79 165.43
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Other payables:
Provision for contractual liabilities 65.38 61.68
Advances from customers 26.92 30.12
Statutory dues including provident fund and tax deducted at source 33.66 29.05
Forward / derivative contracts payables 1.81 1.53
Creditors for capital goods 5.20 4.43
Security deposits from customers and others 0.43 0.25
Employee benets payable 47.14 48.28
Others 1.74 1.59
Total 375.07 276.53
Note : Amount payable to Investor Education and Protection Fund R Nil (Nil)
a) Provision for disputed indirect taxes represents claims against the Company not acknowledged as debts, where
management has assessed that unfavourable outcome of the matter is more than probable.
163
164
Notes To Consolidated Financial Statements for the year ended March 31, 2016
13 Fixed Assets
(A) Tangible assets
(e in Crore)
PARTICULARS GROSSBLOCK D E P R E C I A T I O N/AMORTISATION IMPAIRMENT NETBLOCK
Deductions /
Impairment Charge / Impairment
As at Acquisition/ Adjustments As at March 31, As at April Acquisition / For the As at March As at March 31,
Additions Adjustment Deductions as at (Reversal) Adjustment Deductions as at March
April 1, 2015 Demerger (Refer note (vi) 2016 1, 2015 Demerger Year 31, 2016 2016
April 1, 2015 for the year 31, 2016
below)
Tangible assets
Freehold land 16.60 - 0.14 0.68 17.42 - - - - - - - - - - - 17.42
Making a dierence for 25 years
Leasehold land 35.69 - - (0.37) 35.32 3.43 - 0.56 - (0.38) 3.61 - - - - - 31.71
Buildings (Refer note (i),
305.00 - 5.37 (0.79) 309.58 44.41 - 14.24 - (0.35) 58.30 - 0.18 - - 0.18 251.10
(ii) and (vii) below)
Plant and equipment (Refer
477.07 - 42.53 (4.79) 514.81 227.89 - 59.08 - (4.98) 281.99 18.58 6.14 - 0.21 24.93 207.89
note (vii) below)
Furniture and xtures 24.41 0.01 2.16 (1.98) 24.60 14.89 - 2.40 - (1.86) 15.43 - - - - - 9.17
Intangible assets
Trademarks and copyrights
(Refer note (iii), (iv) and (v) 70.84 - - (2.05) 68.79 45.60 - 7.73 - - 53.33 1.55 - - (0.63) 0.92 14.54
below)
Other intangibles 0.04 - - - 0.04 0.04 - - - - 0.04 - - - - - -
Computer soware 32.47 0.12 4.47 0.06 37.12 26.06 0.02 4.07 - 0.01 30.16 - - - - - 6.96
TOTAL (B) 103.35 0.12 4.47 (1.99) 105.95 71.70 0.02 11.80 - 0.01 83.53 1.55 - - (0.63) 0.92 21.50
Total (A)+(B) 984.05 0.14 60.83 (12.41) 1,032.61 377.15 0.02 94.44 - (10.92) 460.69 20.13 6.37 - (0.42) 26.08 545.84
(i) During the previous year ended March 31, 2015, building of net book value of R12.96 Crore (Gross block of R 13.42 Crore and accumulated depreciation of R 0.46 Crore) was reclassied as assets held for
disposal.
(ii) During the year ended March 31, 2016, building appearing as asset held for disposal of net book value of R 12.74 Crore (Gross block of R 13.42 Crore less accumulated depreciation of R 0.68 Crore) has been
reclassied as Investment property.
(iii) During the year ended March 31, 2007, the Company carried out nancial restructuring scheme (Scheme) under the relevant provisions of the Companies Act, 1956 which was approved by the shareholders on
February 8, 2007 and subsequently by the Honble High Court vide its order dated March 23, 2007. In terms of the Scheme, the Company adjusted the carrying value of R 448.15 crore of intangible assets such
as trademarks, copyrights, business and commercial rights as on January 31, 2007 and related deferred tax adjustment of R 139.06 crore (net adjustment of R 309.09 crore) against the balance in Securities
Premium Reserve of R 129.09 crore and Capital Redemption Reserve of R 180 Crore.
(iv) During the year ended March 31, 2014, Capital Reduction scheme pertaining to Marico Consumer Care Limited (MCCL) for adjustment of intangible assets aggregating R 723.72 Crore, was duly approved and
given eect to (Refer Note 35).
(v) Trademarks of R 27.83 Crore (s 27.65 Crore) are pending registration / recording in name of the Company, in certain countries .
(vi) Deductions / adjustment of Gross block, depreciation and provision for impairment includes translation dierence of s 0.18 Crore (`. 0.22 Crore).
(vii) For additional information on assets given on operating lease (Refer note 38(b)).
Notes To Consolidated Financial Statements for the year ended March 31, 2016
13 Fixed Assets
(C) Tangible assets
(e in Crore)
STRATEGIC REPORT
Tangible assets
0240
Freehold land (Refer note (a) below) 16.08 - - 0.52 16.60 - - - - - - - - - - 16.60
Leasehold land 35.60 - 0.17 (0.08) 35.69 2.89 0.58 - (0.04) 3.43 - - - - - 32.26
Buildings (Refer note (a), (b), (c) and
315.11 - 3.18 (13.29) 305.00 31.19 14.14 - (0.92) 44.41 0.03 (0.03) - - - 260.59
(d) below)
Plant and equipment (Refer note (i)
448.63 - 40.51 (12.07) 477.07 185.19 53.53 - (10.83) 227.89 20.68 (2.27) - 0.17 18.58 230.60
below)
Furniture and xtures 23.26 - 1.62 (0.47) 24.41 12.01 3.37 - (0.49) 14.89 - - - - - 9.52
Vehicles 6.98 - 0.71 (0.90) 6.79 5.43 1.00 - (0.76) 5.67 - - - - - 1.12
Oce equipment 14.37 - 2.46 (3.07) 13.76 8.90 3.14 - (3.04) 9.00 0.03 (0.03) - - - 4.76
Leasehold improvements 1.38 - - - 1.38 0.16 - - - 0.16 - - - - - 1.22
TOTAL (C) 861.41 - 48.65 (29.36) 880.70 245.77 75.76 - (16.08) 305.45 20.74 (2.33) - 0.17 18.58 556.67
STATUTORY REPORTS
Intangible assets
Trademarks and copyrights (Refer note
73.63 - - (2.79) 70.84 39.00 7.25 - (0.65) 45.60 1.66 - - (0.11) 1.55 23.69
(e), (f), and (g) below)
Other intangibles 0.05 - - (0.01) 0.04 0.05 - - (0.01) 0.04 - - - - - -
Computer soware 28.34 - 4.20 (0.07) 32.47 22.85 3.32 - (0.11) 26.06 - - - - - 6.41
TOTAL (D) 102.02 - 4.20 (2.87) 103.35 61.90 10.57 - (0.77) 71.70 1.66 - - (0.11) 1.55 30.10
Total (C)+(D) 963.43 - 52.85 (32.23) 984.05 307.67 86.33 - (16.85) 377.15 22.40 (2.33) - 0.06 20.13 586.77
(a) During the year ended March 31, 2014, Freehold land and Building of net book value of R 0.77 Crore and R 15.50 Crore has been reclassied as assets held for disposal.
(b) Gross block of Buildings include R 13.42 Crore (R 13.42 Crore) where conveyance has been executed, pending registration.
(c) During the year ended March 31, 2014, one of the oce building appearing in Investment property of net book value R 6.37 Crore has been reclassied as Building.
(d) During the year ended March 31, 2015, Building of net book value of R12.96 Crore (Gross block of R 13.42 Crore and accumulated depreciation of R 0.46 Crore) has been reclassied as assets held for disposal.
FINANCIAL STATEMENTS
(e) During the year ended March 31, 2007, the Company carried out nancial restructuring scheme (Scheme) under the relevant provisions of the Companies Act, 1956 which was approved by the shareholders
on February 8, 2007 and subsequently by the Honble High Court vide its order dated March 23, 2007. In terms of the Scheme, the Company adjusted the carrying value of R 448.15 Crore of intangible assets
such as trademarks, copyrights, business and commercial rights as on January 31, 2007 and related deferred tax adjustment of R 139.06 Crore (net adjustment of R 309.09 Crore) against the balance in
Securities Premium Reserve of R 129.09 Crore and Capital Redemption Reserve of R 180 Crore.
(f) During the year ended March 31, 2014, Capital Reduction scheme pertaining to Marico Consumer Care Limited (MCCL) for adjustment of intangible assets aggregating R 723.72 Crore, was duly approved and
given eect to (Refer Note 35).
139249
(g) Trademarks of R 27.65 Crore (R 30.05 Crore) are pending registration / recording in name of the Company, in certain countries .
(h) Deductions / adjustment of Gross block, depreciation and provision for impairment includes translation dierence of R 0.22 Crore ( R 10.64 Crore).
(i) For additional information on assets given on operating lease refer note 38(b).
165
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
B Other Investments :
Investments in Government Securities
Unquoted
National Savings Certicates (Deposited with the Government authorities) 0.01 0.01
Investments in Bonds
Quoted
Power Finance Corporation Limited 2.85 2.85
(28,479 (28,479) Secured, Redeemable, Tax free Non-convertible Bonds, 8.20%,
face value of R 1,000/- each, redeemable on February 1, 2022).
Indian Railway Finance Corporation 2.18 2.18
(21,751 (21,751) Secured, Redeemable, Tax free Non-convertible Bonds, 8.00%,
face value of R 1,000/- each, redeemable on February 23, 2022).
National Highways Authority of India 2.47 2.47
(24,724 (24,724) Secured, Redeemable, Tax free Non-convertible Bonds, 8.20%,
face value of R 1,000/- each, redeemable on January 25, 2022).
Rural Electrication Corporation Limited 6.12 6.12
(61,238 (61,238) Secured, Redeemable, Tax free Non-convertible Bonds, 8.12%,
face value of R 1,000/- each, redeemable on March 29, 2027).
Rural Electrication Corporation Limited 5.00 5.00
(50 (50) Secured, Redeemable, Tax free Non-convertible Bonds, 8.46%, face value
of R 1,000,000/- each, redeemable on August 29, 2028).
Housing & Urban Development Corporation Ltd 5.00 5.00
(50 (50) Secured, Redeemable, Tax free Non-convertible Bonds, 8.56%, face value
of R 1,000,000/- each, redeemable on September 2, 2028).
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Investments in Mutual Funds
Quoted
Reliance Fixed Horizon Fund-XXIX-Series 16-Growth Plan 10.00 -
10,000,000 (Nil) units of R 10 each fully paid
Reliance Fixed Horizon Fund-XXVI-Series 2-Growth Plan 1.00 1.00
1,000,000 (1,000,000) units of R 10 each fully paid
DHFL Pramerica Fixed Maturity Plan Series 62 - Regular Plan - Growth 4.13 4.13
4,125,148 (4,125,148) units of R 10 each fully paid
38.76 28.76
Total 69.43 46.75
Aggregate amount of quoted investments 38.75 28.75
Market value / net asset value of quoted investments 41.62 30.60
Aggregate amount of unquoted investments 30.68 18.00
167
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
Note : Long term deposits with banks includes R 0.21 Crore (R 0.21 Crore) deposited with sales tax authorities, R 0.40 Crore
(R 0.49 Crore) held as lien by banks against guarantees issued on behalf of the Company and R Nil Crore (R 0.57 Crore) for
other earmarked balances.
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
169
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
IDFC Ultra Short Term Fund -Growth-Regular Plan - 2.54
Nil (1,301,391) Units of R 10 each fully paid
Kotak Liquid Scheme Plan A-Growth 5.75 20.01
18,754 (70,607) Units of R 1,000 each fully paid
Kotak Bond ( Short Term) - Growth 25.00 -
8,959,674 (Nil) Units of R 10 each fully paid
LIC Nomura Liquid Fund-Growth 10.67 -
38,956 (Nil) Units of R 1,000 each fully paid
L&T Ultra Short Term Fund-Growth - 2.29
Nil (1,011,382) units of R 10 each fully paid
Principal Debt Opportunities Fund Corporate Bond Plan-Regular Plan Growth - 10.00
Nil (47,877) Units of R 1,000 each fully paid
Reliance Liquid Fund-Treasury Plan-Growth 1.73 26.01
4,696 (76,423) Units of R 1,000 each fully paid
Reliance Medium Term Fund-Growth 25.00 -
7,986,353 (Nil) Units of R 10 each fully paid
Reliance Short Term Fund-Growth 15.00 -
5,355,039 (Nil) Units of R 10 each fully paid
Religare Invesco Ultra Short Term Fund-Growth - 10.96
Nil (56,982) Units of R 1,000 each fully paid
Religare Invesco Credit Opportunities Fund-Growth 24.96 9.56
149,408 (60,034) Units of R 1,000 each fully paid
Religare Invesco Medium Term Bond Fund-Growth 10.00 -
70,172 (Nil) Units of R 1,000 each fully paid
SBI Magnum Insta Cash -Reg Plan-Growth 15.00 20.01
58,764 (64,792) Units of R 1,000 each fully paid
Templeton India TMA-SIP-Growth - 3.50
Nil (16,797) Units of R 1,000 each fully paid
SBI Treasury Advantage Fund-Regular Plan-Growth 30.00 -
181,028 (Nil) Units of R 1,000 each fully paid
Baroda Pioneer Treasury Advantage Fund- Plan A-Growth 32.50 -
187,598 (Nil) units of R 1,000 each fully paid
JM Money Manager Fund-Super Plus Plan-Bonus Option-Bonus Units 3.78 3.78
3,748,072 (3,748,072) units of R 10 each fully paid
JM Money Manager Fund-Super Plan-Bonus Option-Bonus Units 4.43 4.43
4,524,192 (4,524,192) units of R 10 each fully paid
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
JP Morgan India Treasury Fund-SIP-Growth - 20.42
Nil (11,140,952) units of R 10 each fully paid
JP Morgan India Liquid Fund-SIP-Growth 2.05 2.05
1,269,009 (1,269,009) units of R 10 each fully paid
Birla Sun Life Floating Rate Fund-Short Term Plan-Growth - 10.26
Nil (551,505) units of R 100 each fully paid
LIC Nomura MF Liquid Fund - Growth - 2.42
Nil (9,550) units of R 1,000 each fully paid
UTI Floating Rate Fund-STP-Growth 30.75 -
127,081 (Nil) units of R 1000 each fully paid
Total 346.96 237.05
20. Inventories
(Refer note 2(i), for basis of valuation) (r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Raw materials (includes in-transit: R 71.25 Crore (R 10.85 Crore)) 359.24 367.41
Work-in-progress 137.21 128.78
Finished goods (includes in-transit: R 0.33 Crore (R Nil)) 323.18 387.05
Stock-in-trade (Traded goods) 17.70 19.80
Stores and spares 9.48 8.47
Others:
Packing materials 75.20 77.17
By-products 3.79 6.03
Total 925.80 994.71
171
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
Outstanding for a period less than six months from the date they are due for payment
Considered good 234.32 172.56
Considered doubtful 0.25 0.08
234.57 172.64
Less: Provision for doubtful debts 0.25 0.08
234.32 172.56
Total 252.42 176.75
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
173
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
27. Cost of materials consumed, Purchases of stock-in-trade, Changes in inventories of nished goods,
work-in-progress and stock-in-trade - (increase) / decrease
(r in Crore)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015
(A) Cost of materials consumed
Raw materials consumed
Opening inventories 367.41 279.68
Add : Purchases (net) 2,379.70 2,699.87
Less : Inventories at the end of the year 359.24 367.41
Cost of raw materials consumed during the year 2,387.87 2,612.14
Packing materials consumed
Opening inventories 77.17 77.24
Add : Purchases (net) 497.57 506.67
Less : Inventories at the end of the year 75.20 77.17
Cost of packing materials consumed during the year 499.54 506.74
2,887.41 3,118.88
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015
(C) Changes in inventories of nished goods, work-in-progress and stock-in-
trade - (increase) / decrease
Opening inventories
Work-in-progress 128.78 139.62
Finished goods 387.05 272.46
By-products 6.03 2.73
Stock-in-trade 19.80 17.32
Total (I) 541.66 432.13
175
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015
Insurance 7.83 6.71
Net loss on foreign currency transactions and translation 59.38 13.03
(other than considered as nance cost)
Commission to Non-executive directors 1.31 1.29
Provision for doubtful debts and advances (net) 1.33 0.26
Add: Bad debts written o 0.06 -
1.39 0.26
Miscellaneous expenses (Refer note below) 118.62 100.94
Total 1,644.25 1,418.75
Note:
Miscellaneous expenses includes -
(r in Crore)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015
Labour charges 20.61 17.56
Training and seminar expenses 7.27 5.53
Outside services 21.58 12.52
Legal and professional charges 38.56 36.98
Donation 8.84 7.45
Total 96.86 80.04
177
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
It is not practicable for the Company to estimate the timings of cash outows, if any, in respect of the above pending
resolution of the respective proceedings.
Note:
This contingent liability pertains to a possible obligation in respect of pure coconut oil packs up to 200 ml. This claim has
been contested by the excise department. Based on the various judicial pronouncements, management believes that the
probability of success in the matter is more likely than not and accordingly, the possible excise obligation has been treated as
a contingent liability in accordance with requirements of Accounting Standard (AS) 29 Provisions, Contingent Liability and
Contingent Asset. The possible obligation of R 563.73 Crore (R 443.85 Crore) for the clearances made aer June 3, 2009 (i.e.
the date of issue of Board circular) till March 31, 2016 and R 121.77 Crore (R 121.77 Crore) for clearances made prior to June
3, 2009 has been disclosed as contingent liability to the extent of the time horizon covered by show cause notices issued by
the excise department within the normal period of one year (from the date of clearance) as per the excise laws.
The Company will continue to review this matter during the coming accounting periods based on the developments on the
outcome in the pending cases and the legal advice, that it may receive from time to time.
34. The consolidated nancial statements for the year ended March 31, 2016 comprise the audited nancial statements of
Marico Limited, Marico Bangladesh Limited, Marico Middle East FZE, Marico South Africa (Pty) Limited, Marico Egypt Industries
Company, MEL Consumer Care & Partners - Wind, International Consumer Products Corporation, Thuan Phat Foodstu
Joint Stock Company, Marico Consumer Care Limited and Bellezimo Professionale Products Private Limited (eective from
October 21, 2015) and unaudited nancial statements of MBL Industries Limited, Marico South Africa Consumer Care (Pty)
Limited, Marico Malaysia Sdn. Bhd., MEL Consumer Care SAE, Egyptian American Company for Investment and Industrial
Development SAE and Beaut Cosmtique Societ Par Actions (up to May 14, 2015) which have been approved by the
respective Board of Directors of these companies.
35. During the year ended March 31, 2014, Honble High Court of Bombay had approved the Scheme of Capital Reduction vide its
order dated June 21, 2013 in accordance with the provisions of Section 78 (read with Sections 100 to 103) of the Companies
Act, 1956, pertaining in the Companys wholly owned subsidiary, Marico Consumer Care Limited (MCCL). Pursuant to the Capital
Reduction Scheme, intangible assets aggregating R 723.72 Crore, were adjusted against the Share capital to the extent of R
53.96 Crore and securities premium to the extent of R 669.76 Crore. Consequently, in the consolidated nancial statements of
Marico, intangible assets to the extent of R 723.72 Crore were adjusted against Reserves and Surplus. (Refer note 5)
36. During the previous year ended March 31, 2015, pursuant to Schedule II of Companies Act, 2013 (Schedule) becoming
eective April 1, 2014, the Company had applied the useful life of assets as prescribed in the Schedule or the estimated
useful life, whichever is lower, for ascertaining the depreciation expense.
In case of assets which have completed their useful life as at 1st April 2014, [the carrying value (net of residual value) of
which amounted to R 0.83 Crore] R 0.54 Crore (net of tax eect of R 0.29 Crore) had been adjusted in the opening balance of
retained earnings. (Refer note 5)
37. Table (A) & (B) below set forth the funded status of the plan and the amounts relating to provident fund, gratuity and leave
encashment recognized in the Consolidated nancial statements:
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
(r in Crore)
(R in Crore)
179
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
(r in Crore)
Provident Fund Gratuity
IV. Actual return on plan assets :
March 31, 2016 March 31, 2015 March 31, 2016 March 31, 2015
Expected return on plan assets 7.20 6.75 1.19 1.14
Actuarial gain/(loss) on plan assets 0.82 2.72 (0.03) 0.73
Actual return on plan assets 8.02 9.47 1.16 1.87
(r in Crore)
(r in Crore)
VI. Percentage of each category of Provident Fund Gratuity
plan assets to total fair value of March 31, 2016 March 31, 2015 March 31, 2016 March 31, 2015
plan assets.
Insurance managed funds - - 100.00% 96.60%
Special deposit scheme, Fixed deposit - - - 3.40%
scheme and others
Central Government securities 24.72% 23.34% - -
State loan/State government 15.43% 17.86% - -
Guaranteed Securities
Public Sector Units 43.94% 46.68% - -
Private Sector Units 7.92% 7.57% - -
Equity/Insurance Managed Funds 3.68% - - -
Others 4.31% 4.55% - -
Total 100.00% 100.00% 100.00% 100.00%
(r in Crore)
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
(r in Crore)
Provident Fund Gratuity
VIII. Balance Sheet reconciliation
March 31, 2016 March 31, 2015 March 31, 2016 March 31, 2015
Opening net liability - - 6.73 3.80
(Income) / Expense as above 6.72 6.02 4.32 2.90
Employers contribution (6.72) (6.02) (3.25) (1.26)
Unrecognized past service Cost - - 1.59 1.29
Closing net liability - - 9.39 6.73
(r in Crore)
Gratuity
IX. Experience Adjustments
March 31, 2016 March 31, 2015
On Plan liability (gain) / loss 1.19 1.46
On plan asset (loss) / gain 1.16 0.13
As per actuarial valuation report, expected employers contribution in next year is R 5.07 Crore (R 3.65 Crore) for
gratuity and R 9.57 Crore (R 8.31 Crore) for provident fund.
The information in respect of provident fund is provided to the extent available with the Company.
181
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
38.
A. Additional information on assets taken on lease:
The Groups signicant leasing arrangements are in respect of residential ats, oce premises, warehouses, vehicles
etc taken on lease. The arrangements range between 11 months to 9 years and are generally renewable by mutual
consent or mutually agreeable terms. Under these arrangements refundable interest-free deposits have been given.
(r in Crore)
Particulars March 31, 2016 March 31, 2015
Lease rental payments recognized in the Statement of Prot and Loss. 33.57 33.45
In respect of assets taken on non cancellable operating lease:
Lease obligations
Future minimum lease rental payments payable
- not later than one year 24.21 18.86
- later than one year but not later than ve years 55.01 25.00
- later than ve years 20.91 0.16
Total 100.13 44.02
(r in Crore)
Cost as at Depreciation for Accumulated
Net Book Value
March 31, the year ended Depreciation as
Asset as at March 31,
March 31, at March 31,
2016 2015 2016 2015 2016 2015 2016 2015
Investment Property (Refer note 15 (A)) 32.55 19.13 0.74 0.24 1.88 1.14 30.67 17.99
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
Out of the above, the following have been designated as cash ow hedges :
Details of Interest rate swaps which the Company has entered into for hedging its interest rate exposure on
borrowings in foreign currency :
The Cash ows are expected to occur and impact the Statement of Prot and Loss within the period of 1 year
(Previous year: 2 years).
All the derivative contracts entered by the Company were for hedging purpose and not for any speculative purpose.
183
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
b. The Net foreign currency exposures not hedged as at the year end are as under:
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
Excludes Loans payable of R 178.87 Crore [USD 27,000,000] (R 262.49 Crore [USD 42,000,000]) assigned to hedging
relationship against highly probable forecast sales. The Cash ows are expected to occur and impact the Statement
of Prot and Loss within the period of 1 year (Previous year : 2 years).
Outstanding hedging contracts assigned against future sales and purchases have been adjusted while calculating
un-hedged foreign currency exposure on overall basis.
c. The Company had, opted for adoption of Accounting Standard 30 Financial Instruments: Recognition and
Measurement to the extent it does not conict with existing mandatory accounting standards and other authoritative
pronouncements. Accordingly, the net unrealised loss of R 25.47 Crore as at March 31, 2016 (R 74.97 Crores as at
March 31, 2015) in respect of outstanding derivative instruments and foreign currency loans at the period end
which qualify for hedge accounting, stands in the Hedge Reserve, which is being recognized in the Statement of
Prot and Loss on occurrence of the underlying transactions or forecast revenue.
185
186
Notes To Consolidated Financial Statements for the year ended March 31, 2016
40
a) The Corporate Governance Committee has granted Stock Appreciation Rights ("STAR") to certain eligible employees pursuant to the Companys Employee Stock
Appreciation Rights Plan, 2011 ("Plan"). The grant price is determined based on a formulae as dened in the Plan. There are schemes under each Plan with
dierent vesting periods. Scheme I, II and III have matured on their respective vesting dates. Under the Plan, the specic employees are entitled to receive a Star
Value which is the excess of the maturity price over the grant price subject to certain conditions. The Plan is administered by Corporate Governance Committee
comprising independent directors.
b) Details of Star Scheme:
Making a dierence for 25 years
*Numbers are adjusted for 1:1 bonus issued in December 2015 wherever required .
Particulars STAR II STAR III STAR IV STAR V STAR VI
As at March 31 As at March 31 As at March 31 As at March 31 As at March 31 As at March 31 As at March 31 As at March 31 As at March 31 As at March 31
2016 2015 2016 2015 2016 2015 2016 2015 2016 2015 2016 2015 2016 2015 2016 2015 2016 2015 2016 2015
Total Provision - - - - - 12.08 - 2.18 15.33 7.19 0.72 - 1.86 - 0.21 - 0.01 - 1.78 -
Less: Accretion in amounts - - - - - 9.93 - 1.33 12.73 4.25 0.55 - 0.82 - 0.07 - 0.01 - 0.40 -
recoverable from the Trust (Also refer
note (c) and (d) below)
Net Provision - - - - - 2.15 - 0.85 2.60 2.94 0.17 - 1.05 - 0.14 - - - 1.37 -
Classied as long-term - - - - - - - - - 2.94 - - 1.05 - 0.14 - - - 1.37 -
Classied as short-term - - - - - 2.15 - 0.85 2.60 - 0.17 - - - - - - - - -
c) The Company has formed Welfare of Mariconians Trust (The Trust) for the implementation of the schemes that are notied or may be notied from time to time by the
Company under the Plan. The Company has advanced R 66.56 Crore (R 28.16 Crore) to the Trust for purchase of the Companys shares under the Plan, of which R 50.59
Crore (R 8.40 Crore) is included under Long term loans and advances (Refer Note 17) and R 15.97 Crore (R 19.76 Crore) under Short term loans and advances (Refer
Note 23). As per the Trust Deed and Trust Rules, upon maturity, the Trust shall sell the Companys shares and hand over the proceeds to the Company. The Company, aer
adjusting the loan advanced and interest thereon (on loan advanced aer April 1, 2013), shall utilize the proceeds towards meeting its STAR Value obligation.
d) The dierence between the market price of the Companys shares as at the year end and the grant price aer adjusting for the dierence between the amounts due from
the Trust and the loan advanced to the Trust is recognized as an expense over the vesting period and accordingly an amount of R 3.33 Crore (R 6.96 Crore) is charged in
the Statement of Prot and Loss (Refer Note 28). The Company has made total provision of R 5.33 Crore (R 5.94 Crore), of which R 2.57 Crore (R 2.94 Crore) is classied as
Long term provisions (Refer Note 8) and R 2.77 Crore (R 3 Crore) under Short term provisions (Refer Note 12).
STRATEGIC REPORT 0240 STATUTORY REPORTS 42137 FINANCIAL STATEMENTS 139249
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
Particulars As at As at
March 31, 2016 March 31, 2015
Prot for the year as per the Statement of Prot and Loss/ Prot available to 724.78 573.45
equity shareholders (R Crore)
Equity shares outstanding as at the year end 1,290,171,198 644,981,999
Weighted average number of equity shares used as denominator for calculating basic 1,290,164,173 1,290,067,598
earnings per share
Weighted average number of equity shares used as denominator for calculating 1,290,854,382 1,290,760,798
diluted earnings per share
Nominal value per equity share R1 R1
Basic earnings per equity share R 5.62 R 4.45
*Diluted earnings per equity share R 5.61 R 4.44
*Diluted EPS has been calculated aer taking into account options granted to certain eligible employees as referred in note
4(d).
Reconciliation of Basic and Diluted Shares used in computing earnings per share
Particulars As at As at
March 31, 2016 March 31, 2015
Number of shares considered as basic weighted average shares outstanding 1,290,164,173 1,290,067,598
Add: Eect of dilutive stock options 690,209 693,200
Number of shares considered as weighted average shares and potential shares 1,290,854,382 1,290,760,798
outstanding
42 Segment Information
The Consolidated nancial statements of Marico have only one reportable segment- Consumer Products - in terms of
Accounting Standard 17 Segment Reporting. The Group has identied following geographical markets as the secondary
segment.
(r in Crore)
Particulars India International Total
March 31, March 31, March 31, March 31, March 31, March 31,
2016 2015 2016 2015 2016 2015
187
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
ii) Individual holding directly / indirectly an interest in voting power & their relatives (where transactions have
taken place) - Signicant Inuence
iv) Others - Entities in which above (ii) has signicant inuence and transactions have taken place:
Marico Kaya Enterprises Limited (upto April 18, 2015)
Kaya Limited
Kaya Middle East FZE
b) Transactions during the year
(r in Crore)
Particulars KMP Subsidiary Others
(Referred in (a) (iii) above) (Referred in (a) (i) above) (Referred in (a) (ii) and
(iv) above)
March 31, March 31, March 31, March 31, March 31, March 31,
2016 2015 2016 2015 2016 2015
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars KMP Subsidiary Others
(Referred in (a) (iii) above) (Referred in (a) (i) above) (Referred in (a) (ii) and
(iv) above)
March 31, March 31, March 31, March 31, March 31, March 31,
2016 2015 2016 2015 2016 2015
(r in Crore)
Particulars KMP and their relatives Subsidiary Others
(Referred in (a) (iii) above) (Referred in (a) (i) above) (Referred in (a) (ii) and
(iv) above)
March 31, March 31, March 31, March 31, March 31, March 31,
2016 2015 2016 2015 2016 2015
189
Making a dierence for 25 years
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
44 Additional Disclosure
Particulars Net Assets i.e. total assets minus total liabilities Share in prot or loss
Parent:
Marico Limited 123.89% 128.39% 2,597.70 2,342.88 95.28% 93.21% 701.85 545.14
Subsidiaries:
- Indian:
Marico Consumer Care Limited 1.31% 1.81% 27.38 33.01 0.58% 0.95% 4.24 5.53
- Foreign:
Marico Bangladesh Limited 6.89% 7.53% 144.39 137.49 16.09% 18.12% 118.50 105.97
Marico Bangladesh Industries 0.01% 0.12% 0.25 2.13 0.01% 0.03% 0.04 0.19
Limited
Marico Middle East (7.59%) (7.83%) (159.15) (142.87) (1.03%) (1.31%) (7.61) (7.64)
MEL Consumer Care (0.52%) (0.54%) (10.88) (9.86) (0.30%) (0.21%) (2.18) (1.24)
Pyramid for Modern Industries 4.36% 5.36% 91.45 97.77 0.44% 1.34% 3.27 7.84
Egyptian American Company (0.49%) (0.52%) (10.35) (9.54) (0.26%) (0.16%) (1.92) (0.92)
for Investment and Industrial
Development SAE
Marico South Africa Consumer Care 2.14% 2.82% 44.87 51.52 - - - -
Marico South Africa 1.62% 1.99% 33.91 36.40 0.32% 0.61% 2.36 3.55
MEL Consumer Care & Partners - (1.50%) (1.60%) (31.42) (29.20) (0.76%) (2.53%) (5.58) (14.78)
Wind
Marico Malaysia Sdn Bhd 0.01% 0.02% 0.25 0.30 (0.01%) (0.34%) (0.06) (2.00)
International Consumer Product 3.42% 1.22% 71.63 22.21 5.56% 7.71% 40.97 45.12
Corporation
Beaute Cosmetique Societe Par - 0.46% - 8.36 (0.13%) (0.12%) (0.93) (0.72)
Actions
Thuan Phat Foodstu Joint Stock 0.64% 0.75% 13.43 13.60 (0.07%) 0.38% (0.49) 2.23
Company
Jointly Controlled Entity:
- Indian:
Bellezimo Professionale Products 0.01% - 0.23 - (0.07%) - (0.53) -
Private Limited
Notes
To Consolidated Financial Statements for the year ended March 31, 2016
Particulars Net Assets i.e. total assets minus total liabilities Share in prot or loss
Intercompany Elimination and (34.19%) (39.97%) (716.85) (729.42) (15.66%) (17.68%) (115.32) (103.39)
Consolidation Adjustments
Minority Interest in all subsidiaries 0.68% 0.75% 14.32 13.65 1.61% 1.95% 11.84 11.43
191
192
Form AOC - 1
Statement containing salient features of the nancials statements of subsidiaries
Pursuant to rst proviso to sub-section (3) of section 129 of the Companies Act, 2013 read with Rule 5 of the Companies (Accounts) Rules, 2014
Sr. Name of the subsidiary Reporting Exchange Reporting Period Share Reserves Total Assets Total Liabil- Details of Turnover Prot /( Loss) Provision Prot / Proposed Divi- % of
No. company Currency Rate Capital ities Investment Before Tax for Tax (Loss) dend including Share-
(Excluding Aer Tax Dividend holding
Investment declared during
in Subsidiar- the year
ies)
Marico Bangladesh BDT 31.50 139.37 346.68 175.81 139.82 733.93 192.41 51.01 141.41 141.75 90%
1 March 31, 2016
Making a dierence for 25 years
Limited Rs. 0.845 26.62 117.77 292.95 148.56 118.15 620.17 162.59 43.10 119.49 119.78
BDT 0.10 0.20 3.33 3.03 0.00 0.00 0.32 0.12 0.20 2.40 100%
2 MBL Industries Limited September 30, 2015
Rs. 0.845 0.08 0.17 2.82 2.56 0.00 0.00 0.27 0.10 0.17 2.03
Marico Consumer Care Rs. N.A. 20.66 6.72 27.74 0.36 24.81 7.24 6.43 2.19 4.24 9.87 100%
3 March 31, 2016
Limited Rs. 1.000 20.66 6.72 27.74 0.36 24.81 7.24 6.43 2.19 4.24 9.87
AED 2.20 -11.02 4.06 12.88 0.00 16.73 -0.43 0.00 -0.43 0.00 100%
4 Marico Middle East FZE March 31, 2016
Rs. 18.037 39.68 -198.83 73.17 232.32 0.00 301.83 -7.71 0.00 -7.71 0.00
Marico South Africa ZAR 5.48 2.07 10.54 2.98 0.00 20.00 0.69 0.20 0.49 0.00 100%
8 March 31, 2016
(Pty) Limited Rs. 4.486 24.60 9.31 47.28 13.37 0.00 89.70 3.11 0.90 2.21 0.00
Marico Egypt Industries EGP 1.23 11.15 16.24 3.85 3.22 10.75 0.70 0.11 0.59 0.00 100%
9 December 31, 2015
Company Rs. 7.465 9.17 83.27 121.21 28.77 24.04 80.24 5.22 0.81 4.41 0.00
Marico Malaysia Sdn. MYR 1.77 -1.75 0.03 0.01 0.00 0.00 -0.00 0.00 -0.00 0.00 100%
10 March 31, 2016
Bhd Rs. 16.989 30.00 -29.76 0.49 0.25 0.00 0.01 -0.06 0.00 -0.06 0.00
International Consumer VND 11,217.76 10,330.11 39,033.99 17,486.12 341.56 105,902.84 16,481.38 2,592.40 13,888.98 0.00 100%
11 March 31, 2016
Products Corporation Rs. 0.00297 33.32 30.68 115.93 51.93 1.01 314.53 48.95 7.70 41.25 0.00
Thuan Phat Foodstu VND 3,140.00 1,382.80 6,253.35 1,730.55 0.00 13,747.05 -167.68 -2.11 -165.57 0.00 99.99%
12 March 31, 2016
Joint stock Company Rs. 0.00297 9.33 4.11 18.57 5.14 0.00 40.83 -0.50 -0.01 -0.49 0.00
Marico Innovation Rs. N.A. 0.00 -0.15 0.41 0.56 0.00 1.57 -0.06 0.00 -0.06 0.00 100%
13 March 31, 2016
Foundation Rs. 1.000 0.00 -0.15 0.41 0.56 0.00 1.57 -0.06 0.00 -0.06 0.00
Notes:
1) % of Shareholding includes direct and indirect holding through subsidiary.
2) The amounts given in the table above are from the annual accounts made for the respective nancial year end for each of the companies.
3) The Indian rupee equivalents of the gures given in foreign currencies in the accounts of the subsidiary companies, have been given based on the exchange rates as on March 31, 2016
4) There are no subsidiaries which are yet to commence operations. Halite Personal Care Private Limited (Halite), a step down subsidiary of the Company which has not been included in the above statement is under
voluntary liquidation and has concluded nal distribution of its assets. Further, International Consumer Product Corporation a subsidiary of the Company has divested its entire stake in Beaute Cosmetique Societe Par
Actions (BCS) on May 14, 2015.
5) The Marico Innovation Foundation (MIF), a Company incorporated under Section 25 of the Companies Act, 1956, is a wholly owned subsidiary of the Company. Since MIF cannot transfer funds to Marico Limited, it has
not been considered for consolidation in accordance with Accounting Standard 21 (AS 21) Consolidated Financial Statements.
STRATEGIC REPORT 0240 STATUTORY REPORTS 42137 FINANCIAL STATEMENTS 139249
(r in Crore)
Note: a) Refer note 3(iii) of the consolidated nancial statements for information on joint venture
1. Names of Associates or joint ventures which are yet to commence operations- Nil
2. Names of Associates or joint ventures which have been liquidated or sold during the year.- Nil
Place : Mumbai
Date : April 29, 2016
193
Making a dierence for 25 years
To the Members of Marico Limited 5. We conducted our audit in accordance with the Standards
on Auditing specied under Section 143(10) of the Act and
Report on the Standalone Financial Statements
other applicable authoritative pronouncements issued by
1. We have audited the accompanying standalone nancial the Institute of Chartered Accountants of India. Those
statements of Marico Limited (the Company), which Standards and pronouncements require that we comply
comprise the Balance Sheet as at March 31, 2016, the with ethical requirements and plan and perform the
Statement of Prot and Loss, the Cash Flow Statement audit to obtain reasonable assurance about whether the
for the year then ended and a summary of the signicant nancial statements are free from material misstatement.
accounting policies and other explanatory information.
6. An audit involves performing procedures to obtain audit
Managements Responsibility for the Standalone evidence about the amounts and the disclosures in the
Financial Statements nancial statements. The procedures selected depend
on the auditors judgment, including the assessment
2. The Companys Board of Directors is responsible for
of the risks of material misstatement of the nancial
the matters stated in Section 134(5) of the Companies
statements, whether due to fraud or error. In making
Act, 2013 (the Act) with respect to the preparation of
those risk assessments, the auditor considers internal
these standalone nancial statements to give a true and
nancial control relevant to the Companys preparation
fair view of the nancial position, nancial performance
of the nancial statements that give a true and fair view,
and cash ows of the Company in accordance with the
in order to design audit procedures that are appropriate
accounting principles generally accepted in India, including
in the circumstances. An audit also includes evaluating
the Accounting Standards specied under Section 133 of
the appropriateness of the accounting policies used and
the Act, read with Rule 7 of the Companies (Accounts)
the reasonableness of the accounting estimates made by
Rules, 2014 and Accounting Standard 30, Financial
the Companys Directors, as well as evaluating the overall
Instruments: Recognition and Measurement issued by the
presentation of the nancial statements.
Institute of Chartered Accountants of India to the extent
it does not contradict any other accounting standard 7. We believe that the audit evidence we have obtained is
referred to in Section 133 of the Act read with Rule 7 of sucient and appropriate to provide a basis for our audit
Companies (Accounts) Rules, 2014. This responsibility opinion on the standalone nancial statements.
also includes maintenance of adequate accounting
Opinion
records in accordance with the provisions of the Act
for safeguarding of the assets of the Company and for 8. In our opinion and to the best of our information and
preventing and detecting frauds and other irregularities; according to the explanations given to us, the aforesaid
selection and application of appropriate accounting standalone nancial statements give the information
policies; making judgments and estimates that are required by the Act in the manner so required and give
reasonable and prudent; and design, implementation and a true and fair view in conformity with the accounting
maintenance of adequate internal nancial controls, that principles generally accepted in India, of the state of
were operating eectively for ensuring the accuracy and aairs of the Company as at March 31, 2016, and its prot
completeness of the accounting records, relevant to the and its cash ows for the year ended on that date.
preparation and presentation of the nancial statements
Report on Other Legal and Regulatory Requirements
that give a true and fair view and are free from material
misstatement, whether due to fraud or error. 9. As required by the Companies (Auditors Report) Order,
2016, issued by the Central Government of India in terms
Auditors Responsibility
of sub-section (11) of Section 143 of the Act (hereinaer
3. Our responsibility is to express an opinion on these referred to as the Order), and on the basis of such
standalone nancial statements based on our audit. checks of the books and records of the Company as we
considered appropriate and according to the information
4. We have taken into account the provisions of the Act
and explanations given to us, we give in the Annexure B a
and the Rules made thereunder including the accounting
statement on the matters specied in paragraphs 3 and 4
standards and matters which are required to be included
of the Order.
in the audit report.
10. As required by Section 143 (3) of the Act, we report that: (g) With respect to the other matters to be included
in the Auditors Report in accordance with Rule 11
(a) We have sought and obtained all the information
of the Companies (Audit and Auditors) Rules, 2014,
and explanations which to the best of our
in our opinion and to the best of our knowledge
knowledge and belief were necessary for the
and belief and according to the information and
purposes of our audit.
explanations given to us:
(b) In our opinion, proper books of account as required
i. The Company has disclosed the impact, if any,
by law have been kept by the Company so far as it
of pending litigations as at March 31, 2016 on
appears from our examination of those books.
its nancial position in its standalone nancial
(c) The Balance Sheet, the Statement of Prot and statements Refer Note 29.
Loss and the Cash Flow Statement dealt with by
ii. The Company has made provision as at March
this Report are in agreement with the books of
31,2016, as required under the applicable law or
account.
accounting standards, for material foreseeable
(d) In our opinion, the aforesaid standalone nancial losses, if any, on long-term contracts including
statements comply with the Accounting Standards derivative contracts Refer Note 37.
specied under Section 133 of the Act, read with
iii. There were no amounts which were required to
Rule 7 of the Companies (Accounts) Rules, 2014.
be transferred to the Investor Education and
(e) On the basis of the written representations Protection Fund by the Company during the year
received from the directors as on March 31, 2016 ended March 31, 2016.
taken on record by the Board of Directors, none of
the directors is disqualied as on March 31, 2016 For Price Waterhouse
from being appointed as a director in terms of Firm Registration Number: 301112E
Section 164 (2) of the Act.
Chartered Accountants
(f) With respect to the adequacy of the internal
nancial controls over nancial reporting of the Uday Shah
Company and the operating eectiveness of
Place: Mumbai Partner
such controls, refer to our separate Report in
Date: April 29, 2016 Membership Number: 46061
Annexure A.
195
Making a dierence for 25 years
Report on the Internal Financial Controls under Clause (i) requirements and plan and perform the audit to obtain
of Sub-section 3 of Section 143 of the Act reasonable assurance about whether adequate internal
nancial controls over nancial reporting was established
1. We have audited the internal nancial controls over
and maintained and if such controls operated eectively
nancial reporting of Marico Limited (the Company)
in all material respects.
as of March 31, 2016 in conjunction with our audit of
the standalone nancial statements of the Company for 4. Our audit involves performing procedures to obtain audit
the year ended on that date. evidence about the adequacy of the internal nancial
controls system over financial reporting and their
Managements Responsibility for Internal Financial
operating eectiveness. Our audit of internal nancial
Controls
controls over financial reporting included obtaining
2. The Companys management is responsible for an understanding of internal nancial controls over
establishing and maintaining internal nancial controls nancial reporting, assessing the risk that a material
based on the internal control over nancial reporting weakness exists, and testing and evaluating the design
criteria established by the Company considering the and operating eectiveness of internal control based
essential components of internal control stated in the on the assessed risk. The procedures selected depend
Guidance Note on Audit of Internal Financial Controls Over on the auditors judgement, including the assessment
Financial Reporting issued by the Institute of Chartered of the risks of material misstatement of the nancial
Accountants of India (ICAI). These responsibilities statements, whether due to fraud or error.
include the design, implementation and maintenance of
5. We believe that the audit evidence we have obtained
adequate internal nancial controls that were operating
is sucient and appropriate to provide a basis for our
eectively for ensuring the orderly and ecient conduct
audit opinion on the Companys internal nancial controls
of its business, including adherence to companys
system over nancial reporting.
policies, the safeguarding of its assets, the prevention
and detection of frauds and errors, the accuracy and Meaning of Internal Financial Controls Over Financial
completeness of the accounting records, and the timely Reporting
preparation of reliable nancial information, as required
6. A companys internal nancial control over nancial
under the Act.
reporting is a process designed to provide reasonable
Auditors Responsibility assurance regarding the reliability of nancial reporting
and the preparation of nancial statements for external
3. Our responsibility is to express an opinion on the
purposes in accordance with generally accepted
Companys internal financial controls over financial
accounting principles. A companys internal nancial
reporting based on our audit. We conducted our audit
control over nancial reporting includes those policies
in accordance with the Guidance Note on Audit of
and procedures that (1) pertain to the maintenance of
Internal Financial Controls Over Financial Reporting (the
records that, in reasonable detail, accurately and fairly
Guidance Note) and the Standards on Auditing deemed
reect the transactions and dispositions of the assets
to be prescribed under Section 143(10) of the Act to the
of the company; (2) provide reasonable assurance
extent applicable to an audit of internal nancial controls,
that transactions are recorded as necessary to permit
both applicable to an audit of internal nancial controls
preparation of financial statements in accordance
and both issued by the ICAI. Those Standards and the
with generally accepted accounting principles, and
Guidance Note require that we comply with ethical
may occur and not be detected. Also, projections of any Firm Registration Number: 301112E
or that the degree of compliance with the policies or Date: April 29, 2016 Membership Number: 46061
197
Making a dierence for 25 years
i. (a) The Company is maintaining proper records vi. Pursuant to the rules made by the Central Government of
showing full particulars, including quantitative India, the Company is required to maintain cost records
details and situation, of xed assets. as specied under Section 148(1) of the Act in respect of
its certain products. We have broadly reviewed the same,
(b) The xed assets are physically veried by the
and are of the opinion that, prima facie, the prescribed
Management according to a phased programme
accounts and records have been made and maintained.
designed to cover all the items over a period
We have not, however, made a detailed examination of
of 2 years which, in our opinion, is reasonable
the records with a view to determine whether they are
having regard to the size of the Company and the
accurate or complete.
nature of its assets. Pursuant to the programme,
vii. (a) According to the information and explanations
a portion of the xed assets has been physically
given to us and the records of the Company
veried by the Management during the year and no
examined by us, in our opinion, the Company is
material discrepancies have been noticed on such
regular in depositing the undisputed statutory
verication.
dues, including provident fund, employees state
(c) The title deeds of immovable properties, as insurance, income tax, sales tax, service tax, duty
disclosed in Note 12 on xed assets to the nancial of customs, duty of excise, value added tax, cess
statements, are held in the name of the Company. and other material statutory dues, as applicable,
with the appropriate authorities.
ii. The physical verication of inventory including stocks
with third parties have been conducted at reasonable (b) According to the information and explanations
intervals by the Management during the year. Further given to us and the records of the Company
in respect of inventory lying with third parties, these examined by us, the particulars of dues of income
have also substantially been confirmed by them. tax, sales tax, value added tax, service tax, duty of
The discrepancies noticed on physical verication of customs and duty of excise, as at March 31, 2016
inventory as compared to book records were not material which have not been deposited on account of a
and have been appropriately dealt with in the books of dispute, are as follows:
accounts.
Name of the Nature of dues Amount Period to which Forum where
iii. The Company has not granted any loans, secured statute (R in Crores) the amount the dispute is
relates pending
or unsecured, to companies, firms, Limited Liability
Partnerships or other parties covered in the register The Central sales Sales tax including 2.94 Various years Additional
Tax Act and Local interest and Commissioner
maintained under Section 189 of the Act. Therefore, the Sales Tax / value penalty as - Sales Tax
added tax applicable Appeals
provisions of Clause 3(iii)(a), (iii)(b) and (iii)(c) of the said
Order are not applicable to the Company. 0.84 Various years Deputy
Commissioner
- Sales Tax
iv. In our opinion, and according to the information and Appeals
explanations given to us, the Company has complied
10.3 Various years Joint
with the provisions of Section 186 of the Companies Act, Commissioner
sales tax
2013 in respect of the loans and investments made, and (Appeals)
guarantees and security provided by it. The Company
4.15 Various years Sales Tax
has not granted any loans or made any investments, Tribunal
or provided any guarantees or security to the parties
0.11 Various years High Court
covered under Section 185 of the Companies Act, 2013.
0.01 1999-2000 Supreme Court
v. The Company has not accepted any deposits from the
public within the meaning of Sections 73, 74, 75 and The Indian Redemption ne 0.03 2002-2004 Customs Excise
Customs Act, and penalty and Service
76 of the Act and the Rules framed there under to the 1962 Tax Appellate
Tribunal
extent notied.
199
Making a dierence for 25 years
Balance Sheet
as at March 31, 2016
(r in Crore)
Particulars As at March 31,
Note
2016 2015
I. Equity and Liabilities
Shareholders Fund
Share Capital 3 129.02 64.50
Reserves and Surplus 4 2,468.66 2,278.39
2,597.68 2,342.89
Non-current Liabilities
Long-term borrowings 5 - 168.74
Deferred tax liabilities (Net) 6 9.17 12.25
Long-term provisions 7 2.14 1.70
11.31 182.69
Current Liabilities
Short-term borrowings 8 25.83 8.64
Trade payables 9
- Total outstanding dues of Micro enterprises and small enterprises 16.08 7.33
- Total outstanding dues of creditors other than Micro enterprises and
467.44 397.05
small enterprises
Other current liabilities 10 314.11 233.38
Short-term provisions 11 60.19 59.08
883.65 705.48
Total 3,492.64 3,231.06
II. Assets
Non-current Assets
Fixed assets
Tangible assets 12 (A) and (C) 436.18 458.00
Intangible assets 12 (B) and (D) 17.95 23.56
Capital work-in-progress 36.54 2.07
490.67 483.63
Non-current investments 13 1,152.74 1,128.86
Long-term loans and advances 14 110.06 69.19
Other non-current assets 15 58.13 120.67
1,811.60 1,802.35
Current Assets
Current investments 16 337.98 206.18
Inventories 17 767.56 791.59
Trade receivables 18 192.10 130.55
Cash and bank balances 19 134.54 96.97
Short-term loans and advances 20 221.71 170.32
Other current assets 21 27.15 33.10
1,681.04 1,428.71
Total 3,492.64 3,231.06
The Company and nature of its operations 1
Summary of signicant accounting policies 2
201
Making a dierence for 25 years
(r in Crore)
Particulars For the year ended March 31,
2016 2015
A CASH FLOW FROM OPERATING ACTIVITIES
PROFIT BEFORE TAX 944.10 731.04
Adjustments for:
Depreciation, amortisation and impairment 74.25 54.75
Finance costs 14.78 16.97
Interest income (20.03) (7.54)
Loss / (Prot) on sale of assets - (net) (9.13) 1.45
(Prot) / Loss on sale of current investments (net) (1.94) (12.28)
Dividend income on current investments (139.16) (105.85)
Employees stock option charge/ (reversal) 3.79 3.27
Excess Provision no longer required written back (4.97) (4.32)
Stock appreciation rights expenses 0.63 2.22
Provision for doubtful debts, advances, deposits and others 1.96 0.25
(79.82) (51.08)
(r in Crore)
Particulars For the year ended March 31,
2016 2015
C CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from issuance of Share capital (net of Share issue expenses) 0.51 0.60
Issue / (redemption) of debentures - (43.65)
Other borrowings (repaid) / taken (net) (16.93) (264.50)
Finance charges paid (15.04) (17.29)
Equity dividend paid (inclusive of dividend distribution tax) (500.86) (287.31)
NET CASH (OUTFLOW) / INFLOW FROM FINANCING ACTIVITIES (532.32) (612.15)
D NET INCREASE / (DECREASE) IN CASH & CASH EQUIVALENTS (A+B+C) (5.75) (0.52)
E Cash and cash equivalents - opening balance (as at April 1) (Refer note 19) 14.95 15.47
F Cash and cash equivalents - closing balance (as at March 31) (Refer note 19) 9.20 14.95
Notes
1 The above Cash Flow Statement has been prepared under the indirect method as set out in Accounting Standard 3
(AS 3) Cash Flow Statements.
2 The gures for the previous year have been regrouped where necessary to conform to current years classication.
3 The Notes referred to above form an integral part of the nancial statements.
203
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
1. The Company and nature of its operations: to make estimates and assumptions that aect
Marico Limited (Marico or the Company), headquartered the reported balances of assets and liabilities
in Mumbai, Maharashtra, India, carries on business in and disclosures relating to contingent assets and
branded consumer products. Marico manufactures and liabilities as at the date of the nancial statements
markets products under brands such as Parachute, and reported amounts of income and expenses
Parachute Advansed, Nihar, Nihar Naturals, Saola, during the period. Examples of such estimates
Hair & Care, Revive, Mediker, Livon, Set-wet and Code include provisions for doubtful debts, future
10 etc. Maricos products reach its consumers through obligations under employee retirement benet
retail outlets serviced by Maricos distribution network plans, income taxes, the useful lives and provision
comprising regional oces, carrying & forwarding agents, for impairment of xed assets and intangible
redistribution centers and distributors spread all over assets.
India. Management believes that the estimates used in
2. Summary of signicant accounting policies: the preparation of nancial statements are prudent
and reasonable. Future results could dier from
(a) Basis of preparation of nancial statements these estimates.
These nancial statements have been prepared in (c) Tangible assets, intangible assets and capital
accordance with the Generally Accepted Accounting work-in-progress
Principles (GAAP) in India under the historical Tangible assets and intangible assets are stated at
cost convention on accrual basis. Pursuant to cost of acquisition, less accumulated depreciation/
Section 133 of Companies Act, 2013 read with amortisation and impairments, if any. Cost includes
Rule 7 of the Companies (Accounts) Rules, 2014 taxes, duties, freight and other incidental expenses
till the standards of accounting or any addendum related to acquisition and installation. Borrowing
thereto are prescribed by the Central Government costs attributable to acquisition, construction of
in consultation and recommendation of the qualifying asset are capitalized until such time as
National Financial Reporting Authority, the existing the assets are substantially ready for their intended
Accounting Standards notied under the Companies use. Other pre-operative expenses for major
Act, 1956 shall continue to apply. Consequently, projects are also capitalised, where appropriate.
these nancial statements have been prepared to
comply in all material aspects with the accounting Items of xed assets that have been retired from
standards notied under Section 211(3C) of the active use and are held for disposal are stated
Companies Act, 1956 [Companies (Accounting at lower of their net book value or net realizable
Standards) Rules, 2006, as amended] and other value and are shown separately in the nancial
relevant provisions of the Companies Act, 2013. statements. Any expected loss is recognized
immediately in the Statement of Prot and Loss.
All assets and liabilities have been classied as
current or non-current as per the Companys normal Capital work-in-progress comprises cost of xed
operating cycle and other criteria set out in the assets that are not yet ready for their intended use
Revised Schedule III to the Companies Act, 2013. at the year end.
Based on the nature of the product and the time
between the acquisition of assets for processing (d) Depreciation and amortisation
and their realisation in cash and cash equivalents, I. Tangible assets
the Company has ascertained its operating cycle
(i) Depreciation is provided on a straight
as 12 months for the purpose of current or non-
line basis, based on useful life of the
current classication of assets and liabilities.
assets prescribed in Schedule II to the
Companies Act, 2013.
(b) Use of estimates
However based on the technical
The preparation of the nancial statements in evaluation, the useful life considered for
conformity with GAAP requires the Management
Notes
To Financial Statements for the year ended March 31, 2016
the following items is lower than the life (f) Assets given on lease
stipulated in Schedule II to the Companies
In respect of Plant and equipment and Investment
Act, 2013:
property given on operating lease basis, lease
Assets Useful Life rentals are accounted on accrual basis in accordance
(Years) with the respective lease agreements.
Motor Vehicle Motor Car, Bus and Lorries, Motor 5
(g) Investments
Cycle, Scooter
Oce equipment - Mobile and Communication tools 2 (i) Long term investments are valued at cost.
Provision for diminution, if any, in the value of
Computer Server and Network 3
investments is made to recognise a decline in
Plant & Machinery Moulds 3 to 5
value, other than temporary.
(ii) Extra shi depreciation is provided on (ii) Current investments are valued at lower of
Plant basis. cost and fair value, computed individually for
each investment. In case of investments in
(iii) Assets individually costing R 25,000 or
mutual funds which are unquoted, net asset
less are depreciated fully in the year of
value is taken as fair value.
acquisition.
(iv) Leasehold land is amortized over the (iii) Investment property: Investment in buildings
primary period of the lease. that are not intended to be occupied
(v) Fixtures in leasehold premises are substantially for use by, or in the operations
amortized over the primary period of the of the Company, is classied as investment
lease. property. Investment properties are carried
(vi) Depreciation on additions / deletions at cost less accumulated amortization and
during the year is provided from the impairment loss, if any.
month in which the asset is capitalized
/ up to the month in which the asset is (h) Inventories
disposed o.
(i) Raw materials, packing materials, stores and
II. Intangible assets spares are valued at lower of cost and net
Intangible assets are amortized on a straight realizable value. However, these items are
line basis over the estimated useful lives of not written down below cost if the nished
respective assets, but not exceeding the products in which they will be used are
useful lives given here under: expected to be sold at or above cost.
205
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
(v) Net realizable value is the estimated selling valuation at each Balance Sheet date using the
price in the ordinary course of business, less Projected Unit Credit method and contributed
estimated cost of completion and estimated to Employees Gratuity Fund. Actuarial gains
cost necessary to make the sale. and losses arising from changes in actuarial
assumptions are recognized in the Statement
(i) Research and development
of Prot and Loss in the period in which they
Capital expenditure on research and development arise.
is capitalised and depreciated as per the accounting
(ii) Superannuation
policy mentioned in para 2(c) and 2(d) above.
Revenue expenditure is charged o in the year in The Company makes contribution to the
which it is incurred. Superannuation Scheme, a dened contribution
scheme, administered by insurance companies.
( j) Revenue recognition
The Company has no obligation to the scheme
Revenue is recognized to the extent that it is beyond its monthly contributions.
probable that the economic benets will ow to
(iii) Leave encashment / Compensated absences
the company and the revenue can be reliably
measured. The following specic criteria must also The Company provides for the encashment
be met before revenue is recognized: of leave with pay subject to certain rules. The
employees are entitled to accumulate leave
(i) Domestic sales are recognized at the point of
subject to certain limits, for future encashment
dispatch of goods to the customers, which
/ availment. The liability is provided based
is when substantial risks and rewards of
on the number of days of unutilized leave at
ownership are passed to the customers, and
each Balance Sheet date on the basis of an
are stated net of trade discounts, rebates,
independent actuarial valuation.
sales tax, value added tax and excise duty.
(iv) Provident fund
(ii) Export sales are recognized based on the
date of bill of lading, except sales to Nepal, Provident fund contributions are made to
which are recognized when the goods cross a trust administered by the Company. The
the Indian Territory, which is when substantial Companys liability is actuarially determined
risks and rewards of ownership are passed to (using the Projected Unit Credit method) at
the customers. the end of the year and any shortfall in the
fund balance maintained by the Trust set up
(iii) Revenue from services is recognized on
by the Company is additionally provided for.
rendering of services.
Actuarial losses and gains are recognized in
(iv) Interest and other income are recognized on the Statement of Prot and Loss in the year in
accrual basis. which they arise.
(v) Income from export incentives such as premium
(l) Foreign currency transactions
on sale of import licenses, duty drawback etc.
are recognized on accrual basis to the extent (i) Transactions in foreign currencies are
the ultimate realization is reasonably certain. recognized at the prevailing exchange rates
(vi) Dividend income is recognized if right on the transaction dates. Realized gains and
to receive dividend is established by the losses on settlement of foreign currency
reporting date. transactions are recognized in the Statement
(vii) Revenue from royalty income is recognized of Prot and Loss.
on accrual basis. (ii) Foreign currency monetary assets and
(k) Retirement and other benets to employees liabilities at the year-end are translated at the
year-end exchange rates and the resultant
(i) Gratuity
exchange dierences except those qualifying
Liabilities with regard to the gratuity benets for hedge accounting are recognized in the
payable in future are determined by actuarial Statement of Prot and Loss.
Notes
To Financial Statements for the year ended March 31, 2016
(iii) Non-monetary foreign currency items the disposal of the net investment. The same
are carried at cost and accordingly the is recognized in the Statement of Prot and
investments in shares of foreign subsidiaries Loss upon disposal of the net investment.
are expressed in Indian currency at the rate
of exchange prevailing at the time when the (m) Accounting for taxes on income
original investments are made or fair values
(i) Provision for current tax is made, based
determined.
on the tax payable under the Income Tax
(iv) In case of forward contracts with underlying Act, 1961. Minimum Alternative Tax (MAT)
assets or liabilities, the dierence between credit, which is equal to the excess of MAT
the forward rate and the exchange rate on (calculated in accordance with provisions of
the date of inception of a forward contract Section 115JB of the Income Tax Act, 1961)
is recognized as income or expense and over normal income-tax is recognized as an
is amortized over the life of the contract. asset by crediting the Statement of Prot
Exchange dierences on such contracts are and Loss only when and to the extent there is
recognized in the Statement of Prot and convincing evidence that the Company will be
Loss in the year in which they arise. Any prot able to avail the said credit against normal tax
or loss arising on cancellation or renewal of payable during the period of ten succeeding
forward exchange contracts are recognized as assessment years.
income or expense for the period.
(ii) Deferred tax expense or benet is recognized
(v) The Company uses forward and options on timing dierences being the dierence
contracts to hedge its risks associated with between taxable income and accounting
foreign currency transactions relating to income that originate in one period and is
certain rm commitments and forecasted likely to reverse in one or more subsequent
transactions. The Company also uses Interest periods. Deferred tax assets and liabilities
rates swap contracts to hedge its interest are measured using the tax rates and tax
rate risk exposure. The Company designates laws that have been enacted or substantively
these as cash ow hedges. These contracts enacted by the Balance Sheet date.
are marked to market as at the year end and
In the event of unabsorbed depreciation and
resultant exchange dierences, to the extent
carry forward of losses, deferred tax assets
they represent eective portion of the hedge,
are recognized only to the extent that there is
are recognized directly in Hedge Reserve. The
virtual certainty that sufcient future taxable
ineective portion of the same is recognized
income will be available to realize such assets.
immediately in the Statement of Prot and
In other situations, deferred tax assets are
Loss.
recognized only to the extent that there is
(vi) Exchange dierences taken to Hedge Reserve reasonable certainty that sufcient future
account are recognized in the Statement of taxable income will be available to realize
Prot and Loss upon crystallization of rm these assets.
commitments or occurrence of forecasted
transactions or upon discontinuation of (n) Impairment
hedge accounting resulting from expiry / sale
Assessment is done at each Balance Sheet date
/ termination of hedge instrument or upon
as to whether there is any indication that an asset
hedge becoming ineective.
(tangible or intangible) may be impaired. For the
(vii) Exchange dierences arising on monetary purpose of assessing impairment, the smallest
items that in substance form part of identiable group of assets that generates cash
Companys net investment in a non-integral inows from continuing use that are largely
foreign operation are accumulated in a independent of the cash inows from other
Foreign Currency Translation Reserve until assets or groups of assets, is considered as a cash
207
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
generating unit. If any such indication exists, an settle an obligation and in respect of which a reliable
estimate of the recoverable amount of the asset estimate can be made. Provision is not discounted
/ cash generating unit is made. Assets whose and is determined based on best estimate required to
carrying value exceeds the recoverable amounts settle the obligation at the year end date. Contingent
are written down to the recoverable amount. Assets are not recognized or disclosed in the nancial
Recoverable amount is higher of an assets or cash statements.
generating units net selling price and its value in
use. Value in use is the present value of estimated (r) Utilization of Securities Premium Reserve
future cash ows expected to arise from the
The Securities Premium Reserve is utilized for
continuing use of an asset and from its disposal at
paying up unissued shares of the Company to
the end of its useful life. Assessment is also done at
be issued as fully paid bonus shares, writing o
each Balance Sheet date as to whether there is any
preliminary expenses, writing o expenses on issue
indication that an impairment loss recognized for
of shares or debentures and writing o premium on
an asset in prior accounting periods may no longer
redemption of any redeemable preference shares
exist or may have decreased.
or debentures of the Company.
Notes
To Financial Statements for the year ended March 31, 2016
3. Share capital
(rin Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Authorised
1,500,000,000 (1,150,000,000) equity shares of R 1/- each 150.00 115.00
65,000,000 (100,000,000) preference shares of R 10/- each 65.00 100.00
Total 215.00 215.00
As at As at
Particulars
Number of shares March 31 2016 Number of shares March 31, 2015
209
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
c. Details of shares held by shareholders holding more than 5% of the aggregate shares in the Company (Refer
note (e) below)
Name of Shareholder As at As at
March 31, 2016 March 31, 2015
No. of Shares % of Holding No. of Shares % of Holding
held held
Equity Shares of R 1/- each fully paid-up
Harsh C Mariwala with Kishore V Mariwala (For Valentine 146,752,000 11.37 73,376,000 11.38
Family Trust)
Harsh C Mariwala with Kishore V Mariwala (For Aquarius 146,752,000 11.37 73,376,000 11.38
Family Trust)
Harsh C Mariwala with Kishore V Mariwala (For Taurus 146,752,000 11.37 73,376,000 11.38
Family Trust)
Harsh C Mariwala with Kishore V Mariwala (For Gemini 146,752,000 11.37 73,376,000 11.38
Family Trust)
First State Investments Services (UK) Ltd (along with 108,091,457 8.38 31,128,195 4.83
Persons acting in concert)
Arisaig Partners (Asia) Pte Ltd A/c Arisaig India Fund Ltd. 35,169,950 2.73 33,278,269 5.16
Particulars As at As at
March 31, 2016 March 31, 2015
Marico ESOS 2007
Weighted average share price of options exercised 57.46 55.40
Number of options granted, exercised, and forfeited
Balance as at beginning of the year 103,600 212,600
Granted during the year - -
Less : Exercised during the year (prior to bonus issue, refer Note (e)) 103,600 109,000
Forfeited / lapsed during the year - -
Balance as at end of the year - 103,600
During the year ended March 31, 2015, the Company implemented the Marico Employee Stock Option Scheme 2014
(Marico ESOS 2014) and Marico MD CEO Employee Stock Option Plan 2014 (MD CEO ESOP Plan 2014).
Marico ESOS 2014 was approved by the shareholders during the year ended March 31, 2014, enabling the grant of
300,000 stock options to the Chief Executive Ocer of the Company (Currently designated as MD & CEO). Pursuant
to the said approval, on April 1, 2014 the Company granted 300,000 stock options to the MD & CEO of the Company,
at an exercise price of R 1 per option. Each option represents 1 equity share in the Company. The Vesting Period is 2
years from the date of grant and the Exercise Period is 1 year from the date of vesting.
Notes
To Financial Statements for the year ended March 31, 2016
Particulars As at As at
March 31, 2016 March 31, 2015
Marico ESOS 2014
Weighted average share price of options exercised - -
Number of options granted, exercised, and forfeited - -
Balance as at beginning of the year 300,000 -
Adjustment on account of bonus issue (Refer note (e) below) 300,000 -
Granted during the year - 300,000
Less : Exercised during the year - -
Forfeited / lapsed during the year - -
Balance as at end of the year 600,000 300,000
MD CEO ESOP Plan 2014 was approved by the shareholders during the previous year ended March 31, 2015, enabling
grant of stock options not exceeding in the aggregate 0.5% of the aggregate number of issued equity shares of
the Company, from time to time. The Plan envisages to grant stock options to the Managing Directors & CEO on
an annual basis through one or more Schemes notied under the Plan. Each option represents 1 equity share in
the Company. The Vesting Period and the Exercise Period, both range from 1 year to 5 years. Pursuant to the said
approval, on January 5, 2015 the Company notied Scheme I under the Plan and granted 46,600 stock options to
the Managing Director & CEO, at an exercise price of R1 per option. The Vesting Date for Stock Options granted under
the Scheme I is March 31, 2017. Further, the Exercise Period is 1 year from the date of vesting.
Particulars As at As at
March 31, 2016 March 31, 2015
MD CEO ESOP Plan 2014
Weighted average share price of options exercised - -
Number of options granted, exercised, and forfeited
Balance as at beginning of the year 46,600 -
Adjustment on account of bonus issue (Refer note (e) below) 46,600 -
Granted during the year - 46,600
Less : Exercised during the year - -
Forfeited / lapsed during the year - -
Balance as at end of the year 93,200 46,600
Aggregate of all stock options to current paid-up equity share capital 0.05% 0.07%
(percentage)
211
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
The Company has applied the intrinsic value method of accounting for determining compensation cost for its stock
based compensation plan. Had the Company considered fair value method for accounting of compensation cost,
the Companys net income, Basic and Diluted earnings per share as reported would have increased to the pro-forma
amounts as indicated. (Refer note (e) below)
The following assumptions were used for calculation of fair value of grants (gures in bracket represent previous
year):
Particulars Marico ESOS 2007 Marico ESOS 2007 Marico ESOS 2014 MD CEO ESOP Plan
- Vest I - Vest II 2014
Risk-free interest rate (%) - - 8.00% 8.00%
(6.61%) (7.27%) (8.00%) (8.00%)
Expected life of options (years) - - 3 years 3 years and 3
months
(5 years) (5 years) (3 years) (3 years and 3
months)
Expected volatility (%) - - 26.62% 23.66%
(35.32%) (36.92%) (26.62%) (23.66%)
Dividend yield (%) - - 3.50% 3.50%
(1.20%) (1.20%) (3.50%) (3.50%)
e. During the year ended March 31, 2016, the Company has issued 645,085,599 fully paid-up bonus equity shares of
face value R 1 each in the ratio of 1:1 with record date of December 24, 2015. As a result EPS has been adjusted for
reporting as well as for all the comparative periods.
Aggregate number of shares allotted as fully paid-up by way of bonus For the year ended For the year ended
shares March 31, 2016 March 31, 2015
Equity shares allotted as fully paid up bonus shares by capitalization of general 645,085,599
reserve
Notes
To Financial Statements for the year ended March 31, 2016
General Reserve
Balance as at the beginning of the year 362.48 337.48
Less : Transferred to Share Capital on account of issue of bonus shares (Refer note 3 (e)) 64.51 -
Add : Amount transferred from Debenture Redemption Reserve on redemption - 25.00
Balance as at the end of the year 297.97 362.48
213
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Less : Adjustment pursuant to enactment of Schedule II of Companies Act 2013 (net of - 0.54
tax eect of R Nil (Previous year R 0.29 crore)) (Refer Note 35)
Add : Prot for the year 701.86 545.17
Less: Appropriations :
Equity dividend 435.43 161.24
Tax on Equity dividend (net of tax on dividend received from Indian and foreign 65.43 13.27
subsidiaries of R 23.22 Crore (Previous year R 18.96 Crore))
Transfer to Debenture Redemption Reserve - 11.17
Balance as at the end of the year 1,954.12 1,753.12
5. Long-term borrowings
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Secured
Term loan from banks
External commercial borrowing from The Hongkong and Shanghai Banking Corporation - 168.74
Limited
Loan carries interest @ LIBOR plus 2.1% (Previous year LIBOR plus 2.1%) and was secured
by (i) Pledge of shares of International Consumer Products Corporation (a Subsidiary
company) (ii) First ranking pari passu charge over all current and future plant and
machinery and (iii) Mortgage on land and building situated at Andheri, Mumbai (Mortgage
was only for previous year).
The loan was repayable over a period of 6 years commencing from February 11, 2011
as under:-
1st installment - USD 3 million - payable at the end of 36 months
2nd installment - USD 3 million - payable at the end of 42 months
3rd installment - USD 6 million - payable at the end of 48 months
4th installment - USD 6 million - payable at the end of 54 months
5th installment - USD 9 million - payable at the end of 60 months
6th installment - USD 12 million - payable at the end of 66 months
7th installment - USD 15 million - payable at the end of 72 months
Total Amount - USD 54 million
Total - 168.74
Notes
To Financial Statements for the year ended March 31, 2016
Note:
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Within one year (Refer note 10 - Current maturities of long term debt) 178.87 93.75
Aer 1 year but within 2 years - 168.74
Total 178.87 262.49
b) During the previous year, 1,000, Rated, Listed, Unsecured, Zero Coupon redeemable non-convertible debentures of
R 100 crores, were redeemed at a premium calculated at the yield of 8.95% p.a. on XIRR basis. (Refer Note 4)
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Deferred Tax assets:
Provision for doubtful debts / advances that are deducted for tax purposes when written o 1.68 1.00
On intangible assets adjusted against Capital Redemption Reserve and Securities Premium 9.41 12.46
Reserve under the Capital Restructuring scheme implemented in an earlier year (Refer note
12(iii))
Liabilities / provisions that are deducted for tax purposes when paid 18.78 15.43
Other timing Dierences 1.10 1.72
Deferred Tax assets (A) 30.97 30.61
Deferred tax liability:
Additional depreciation/amortisation on xed assets for tax purposes due to higher tax 40.14 42.86
depreciation rates.
Deferred tax liability (B) 40.14 42.86
Total (B-A) 9.17 12.25
215
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
8. Short-term borrowings
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Secured
From banks :
- Cash credit 10.83 8.64
- Export Packing credit 15.00 -
(Export Packing Credit is secured by hypothecation of inventory and debtors. (It is for
a term of two to four months and carries interest rate of bank base rate plus applicable
spread less interest subvention of 3%, ranging 5.9% to 6.50% per annum)).
Total 25.83 8.64
9. Trade payables
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Trade Payables (Refer note below) 483.52 404.38
Total 483.52 404.38
Note:
The Company has certain dues to suppliers registered under Micro, Small and Medium Enterprises Development Act, 2006
(MSMED Act). The disclosures pursuant to the said MSMED Act are as follows:
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Principal amount due to suppliers registered under the MSMED Act and remaining 16.01 7.31
unpaid as at year end.
Interest due to suppliers registered under the MSMED Act and remaining unpaid as at 0.06 0.01
year end.
Principal amounts paid to suppliers registered under the MSMED Act, beyond the - -
appointed day during the year.
Interest paid other than under Section 16 of MSMED Act to suppliers registered under - -
the MSMED Act, beyond the appointed day during the year.
Interest paid under Section 16 of MSMED Act to suppliers registered under the MSMED - -
Act beyond the appointed day during the year.
Interest due and payable towards suppliers registered under MSMED Act for payments - -
already made.
Further interest remaining due and payable for earlier years. 0.01 0.01
Total 16.08 7.33
Notes
To Financial Statements for the year ended March 31, 2016
Note : Amount payable to Investor Education and Protection Fund R Nil (Nil)
11. Short term provisions
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Provision for employee benets:
Gratuity (Refer note 42 (A)) 2.68 2.60
Leave entitlement (Refer note 42(B)) 6.71 6.02
Total Provision for Employee Stock Appreciation Rights Scheme 13.44 11.81
Less : Accretion in amounts recoverable from the Trust 13.28 11.26
Net Provision (Refer notes 41 (b) and 41 (d)) 0.16 0.55
Income tax - (previous year net of advance tax and other tax payments R 705.42 Crore) - 7.66
Disputed indirect taxes (Refer notes (a) and (b) below) 50.64 42.25
Total 60.19 59.08
a) Provision for disputed indirect taxes represents claims against the Company not acknowledged as debts, where
management has assessed that unfavourable outcome of the matter is more than probable.
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Balance as at the beginning of the year 42.25 25.15
Add: Additions during the year 12.41 17.60
Less: Amount used during the year 4.02
Less: Unused amounts reversed during the year - 0.50
Balance as at the end of the year 50.64 42.25
217
218
Notes To Financial Statements for the year ended March 31, 2016
12 Fixed Assets
(A) Tangible assets (r in Crore)
PARTICULARS GROSSBLOCK D E P R E C I A T I O N/AMORTISATION IMPAIRMENT NET BLOCK
Charge /
As at As at March As at April 1, As at March As at April 1, As at March As at March
Additions Deductions Adjustments For the Year Deductions Adjustments (Reversal) Adjustment
April 1, 2015 31, 2016 2015 31, 2016 2015 31, 2016 31, 2016
for the year
Tangible assets
Making a dierence for 25 years
Charge /
As at As at March As at April 1, As at March As at April 1, As at March As at March
Additions Deductions Adjustments For the Year Deductions Adjustments (Reversal) Adjustment
April 1, 2015 31, 2016 2015 31, 2016 2015 31, 2016 31, 2016
for the year
Intangible assets
Trademarks and copyrights
40.99 - - - 40.99 22.43 5.43 - - 27.86 - - - - 13.13
(Refer note (iii) below)
Computer soware 26.57 3.26 0.01 - 29.82 21.57 3.44 0.01 - 25.00 - - - - 4.82
Total (B) 67.56 3.26 0.01 - 70.81 44.00 8.87 0.01 - 52.86 - - - - 17.95
Total (A)+(B) 752.95 47.56 6.96 - 793.55 259.41 66.98 5.63 - 320.76 11.98 6.69 - 18.67 454.13
(i) During the previous year ended March 31, 2015, building of net book value of R12.96 Crore (Gross block of R 13.42 Crore and accumulated depreciation of R 0.46 Crore) was reclassied as assets held for
disposal.
(ii) During the year ended March 31, 2016, building appearing as asset held for disposal of net book value of R 12.74 Crore (Gross block of R 13.42 Crore less accumulated depreciation of R 0.68 Crore) has been
reclassied as Investment property.
(iii) During the year ended March 31, 2007, the Company carried out nancial restructuring scheme (Scheme) under the relevant provisions of the Companies Act, 1956 which was approved by the shareholders on
February 8, 2007 and subsequently by the Honble High Court vide its order dated March 23, 2007. In terms of the Scheme, the Company adjusted the carrying value of R 448.15 crore of intangible assets such
as trademarks, copyrights, business and commercial rights as on January 31, 2007 and related deferred tax adjustment of R 139.06 crore (net adjustment of R 309.09 crore) against the balance in Securities
Premium Reserve of R 129.09 crore and Capital Redemption Reserve of R 180 Crore.
(iv) For additional information on assets given on operating lease (Refer note 36 (b)).
Notes to Financial Statements
12 Fixed Assets
(C) Tangible assets
(r in Crore)
STRATEGIC REPORT
Charge /
As at As at March As at April 1, As at March As at As at March As at March
Additions Deductions Adjustments For the Year Deductions Adjustments (Reversal) Adjustment
April 1, 2014 31, 2015 2014 31, 2015 April 1, 2014 31, 2015 31, 2015
for the year
Tangible assets
0240
Charge /
42137
Intangible assets
Trademarks and copyrights
24.14 16.85 - - 40.99 17.50 4.93 - - 22.43 - - - - 18.56
(Refer note (v) below)
Computer soware 23.02 3.61 0.06 - 26.57 18.76 2.87 0.06 - 21.57 - - - - 5.00
Total (D) 47.16 20.46 0.06 - 67.56 36.26 7.80 0.06 - 44.00 - - - - 23.56
Total (C)+(D) 722.52 56.97 13.12 (13.42) 752.95 212.98 58.74 11.41 (0.90) 259.41 15.40 (3.36) - 11.98 481.56
(i) During the year ended March 31, 2014, Freehold land of cost of R 0.77 Crore and building of net book value of R15.50 (Gross block of R 22.96 Crore and accumulated depreciation of R 7.46 Crore) was reclassied
as assets held for disposal.
FINANCIAL STATEMENTS
(ii) Gross block of Buildings include R 13.42 Crore (R 13.42 Crore) where conveyance has been executed, pending registration.
(iii) During the year ended March 31, 2014, building appearing in Investment property of net book value of R 6.37 Crore (Gross block of R 6.47 Crore less accumulated depreciation of R 0.10 Crore) was reclassied
as oce building.
(iv) During the year ended March 31, 2015, building of net book value of R12.96 Crore (Gross block of R 13.42 Crore and accumulated depreciation of R 0.46 Crore) has been reclassied as assets held for disposal.
139249
(v) During the year ended March 31, 2007, the Company carried out nancial restructuring scheme (Scheme) under the relevant provisions of the Companies Act, 1956 which was approved by the shareholders on
February 8, 2007 and subsequently by the Honble High Court vide its order dated March 23, 2007. In terms of the Scheme, the Company adjusted the carrying value of R 448.15 crore of intangible assets such
as trademarks, copyrights, business and commercial rights as on January 31, 2007 and related deferred tax adjustment of R 139.06 crore (net adjustment of R 309.09 crore) against the balance in Securities
Premium Reserve of R 129.09 crore and Capital Redemption Reserve of R 180 Crore.
(vi) For assets given on lease refer note 36 (b).
219
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
Investment Property
(at cost less accumulated depreciation and amortisation) [Refer Note 36 (b)]
Cost of building 25.78 12.36
Less: Amortised upto previous year 1.06 0.40
Less: Amortisation during the year 0.43 0.20
Net block 24.29 11.76
Notes
To Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Investment in Bonds
Quoted
Power Finance Corporation Limited 2.85 2.85
28,479 (28,479) Secured, Redeemable, Tax free Non-convertible Bonds, 8.20% ,
face value of R 1,000/- each, redeemable on February 1, 2022.
Indian Railway Finance Corporation 2.18 2.18
21,751 (21,751) Secured, Redeemable, Tax free Non-convertible Bonds , 8.00% ,
face value of R 1,000/- each, redeemable on February 23, 2022.
National Highways Authority of India 2.47 2.47
24,724 (24,724) Secured, Redeemable, Tax free Non-convertible Bonds , 8.20% ,
face value of R 1,000/- each, redeemable on January 25, 2022.
Rural Electrication Corporation Limited 6.12 6.12
61,238 (61,238) Secured, Redeemable, Tax free Non-convertible Bonds , 8.12% ,
face value of R 1,000/- each, redeemable on March 29, 2027.
Rural Electrication Corporation Limited 5.00 5.00
50 (50) Secured, Redeemable, Tax free Non-convertible Bonds , 8.46% , face value
of R 1,000,000/- each, redeemable on August 29, 2028.
Housing & Urban Development Corporation Ltd 5.00 5.00
50 (50) Secured, Redeemable, Tax free Non-convertible Bonds , 8.56% , face value
of R 1,000,000/- each, redeemable on September 2, 2028.
Investments in Mutual Funds
Quoted
Reliance Fixed Horizon Fund-XXIX-Series 16-Growth Plan 10.00 -
10,000,000 (Nil) units of R 10 each fully paid
DHFL Pramerica Fixed Maturity Plan Series 62 - Regular Plan - Growth 4.13 4.13
4,125,148 (4,125,148) units of R 10 each fully paid
37.76 27.76
Total 1,152.74 1,128.86
Aggregate amount of quoted investments 38.62 28.61
Market value / net asset value of quoted investments 3,131.69 3,308.12
Aggregate amount of unquoted investments 1,114.12 1,100.26
Notes :
a) During the previous year ended March 31, 2015, International Consumer Product Corporation, a subsidiary of the
Company in Vietnam had bought back its shares resulting into increase in the percentage of Companys shareholding
to 100%.
b) During the year ended March 31, 2016, the Company has acquired 45% stake in Bellezimo Professionale Products
Private Limited, a jointly controlled entity.
221
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
Note:
a) The above loan was given to a subsidiary for various operational requirement and acquisition of brands and carries
interest rate of Prime Lending Rate published by South African Reserve Bank. The said loan is repayable within a
period of one year from March 31, 2016 and has been disclosed as short term loans and advances.
Note: Long term deposits with banks include R 0.21 Crore (R 0.21 Crore) deposited with sales tax authorities, R 0.36 Crore
(R 0.39 Crore) held as lien by banks against guarantees issued on behalf of the Company and R Nil (R 0.57 Crore) for other
earmarked balances.
Notes
To Financial Statements for the year ended March 31, 2016
223
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Notes
To Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
17. Inventories
(Refer note 2 (h) for basis of valuation)
(r in Crore)
Particulars As at As at
March 31, 2016 March 31, 2015
Raw materials (includes goods in transit R 49.37 Crore (Previous year R Nil)) 264.09 247.39
Work-in-progress 120.03 107.20
Finished goods 300.53 346.30
Stock - in - trade (Traded goods) 14.68 16.40
Stores and spares 8.10 7.30
Others :
Packing materials 56.97 61.44
By-products 3.16 5.56
Total 767.56 791.59
225
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
Notes
To Financial Statements for the year ended March 31, 2016
Note:
a) The above loan was given to a subsidiary for various operational requirement and acquisition of brands and carries
interest rate of Prime Lending Rate published by South African Reserve Bank. The said loan is repayable within a
period of one year from March 31, 2016 and has been disclosed as short term loans and advances.
227
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015
Edible oils 2,992.90 2,897.13
Hair oils 1,282.31 1,100.22
Personal care 283.59 280.98
Others 146.13 115.40
Total 4,704.93 4,393.73
(r in Crore)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015
Oil seeds (Copra) 8.14 65.19
Personal care 86.13 82.03
Others 34.92 35.60
Total 129.19 182.82
Notes
To Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015
Interest Income
On Non current investments 2.03 2.17
On loans, deposits, etc. 18.00 5.37
20.03 7.54
Dividend Income
On current investments 25.10 10.98
On Non current investments (from subsidiaries) 114.06 94.87
139.16 105.85
Net gain on sale of current investments 1.94 12.28
Other non-operating income :
Lease rental income 0.91 0.64
Royalty income 10.10 7.15
Prot on sale of assets (net) 9.13 -
Excess Provision no longer required written back 4.97 4.32
Miscellaneous income 4.62 3.02
Total 190.86 140.80
24. Cost of materials consumed, Purchases of stock-in-trade, Changes in inventories of nished goods,
work-in-progress and stock-in-trade - (increase) / decrease
(r in Crore)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015
(A) Cost of materials consumed (Refer notes (a) and (c) below)
Raw materials consumed
Opening Inventories 247.39 215.96
Add : Purchases (net) 2,088.98 2,295.58
Less : Inventories at the end of the year 264.09 247.39
Cost of raw materials consumed during the year 2,072.28 2,264.15
229
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015
(r in Crore)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015
Oil seeds (Copra) 7.05 63.25
Personal care 48.96 52.43
Others 23.94 19.03
Total 79.95 134.71
Notes
To Financial Statements for the year ended March 31, 2016
Particulars For the year ended March 31, 2016 For the year ended March 31, 2015
(rin Crore) % (r in Crore) %
231
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
a) There is no consumption of imported stores and spares during the current year and the previous year.
Notes
To Financial Statements for the year ended March 31, 2016
b) Net loss on foreign currency transactions and translation is other than as considered in nance cost.
(r in Crore)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015
Labour charges 13.37 11.20
Training & seminar expenses 5.21 4.78
Outside services 19.38 10.92
Legal & professional charges 33.91 30.18
Donation 7.59 6.80
Loss on sale of assets (net) - 1.45
It is not practicable for the Company to estimate the timings of cash outows, if any, in respect of the above pending
resolution of the respective proceedings.
Note:
This contingent liability pertains to a possible obligation in respect of pure coconut oil packs up to 200 ml. This claim has
been contested by the excise department. Based on the various judicial pronouncements, management believes that the
probability of success in the matter is more likely than not and accordingly, the possible excise obligation has been treated as
a contingent liability in accordance with requirements of Accounting Standard (AS) 29 Provisions, Contingent Liability and
233
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
Contingent Asset. The possible obligation of R 563.73 Crore (R 443.85 Crore) for the clearances made aer June 3, 2009 (i.e.
the date of issue of Board circular) till March 31, 2016 and R 121.77 Crore (R 121.77 Crore) for clearances made prior to June
3, 2009 has been disclosed as contingent liability to the extent of the time horizon covered by show cause notices issued by
the excise department within the normal period of one year (from the date of clearance) as per the excise laws.
The Company will continue to review this matter during the coming accounting periods based on the developments on the
outcome in the pending cases and the legal advice, that it may receive from time to time.
(r in Crore)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015
Travelling and other expenses 0.75 0.85
Advertisement and sales promotion 11.88 14.86
Interest on other loans 7.13 8.77
Employee benet expenses 2.45 1.99
Miscellaneous expenses 1.59 1.85
Total 23.80 28.32
Notes
To Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars For the year ended For the year ended
March 31, 2016 March 31, 2015
FOB value of exports 174.94 207.09
Royalty 10.10 7.15
Dividend 105.80 94.87
Interest 0.31 0.71
Miscellaneous Income 2.13 0.68
Total 293.28 310.50
34. Research and Development expenses aggregating to R 6.93 Crore for food and edible items and R 18.11 Crore for others
have been included under the relevant heads in the Statement of Prot and Loss (Previous year aggregating R 19.19 Crore).
Further Capital expenditure pertaining to this of R 0.05 Crore for food and edible items and R 2.38 Crore for others have been
incurred during the year (Previous year aggregating to R 0.55 Crore).
35. During the previous year ended March 31, 2015, pursuant to Schedule II of Companies Act, 2013 (Schedule) becoming
eective from April 1, 2014, the Company had applied the useful life of assets as prescribed in the Schedule or the estimated
useful life, whichever is lower, for ascertaining the depreciation expense.
In case of assets which had completed their useful life as at April 1, 2014, [the carrying value (net of residual value) of which
amounted to R 0.83 Crore] R 0.54 Crore (net of tax eect of R 0.29 Crore) was adjusted in the opening balance of retained
earnings (Refer note 4).
36.
A. Additional information on assets taken on lease:
The Companys signicant leasing arrangements are in respect of residential ats, oce premises, warehouses,
vehicles etc. taken on lease. The arrangements range between 11 months to 3 years and are generally renewable
by mutual consent or mutually agreeable terms. Under these arrangements refundable interest-free deposits have
been given.
(r in Crore)
Particulars March 31, 2016 March 31, 2015
Lease rental payments recognized in the Statement of Prot and Loss. 23.44 22.33
In respect of assets taken on non-cancellable operating lease:
Lease obligations
Future minimum lease rental payments
- not later than one year 20.44 12.45
- later than one year but not later than ve years 49.87 19.93
- later than ve years 20.68 0.06
Total 90.99 32.44
235
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
(r in Crore)
Cost as at Depreciation for Accumulated
Net Book Value
March 31, the year ended Depreciation as
Asset as at March 31,
March 31, at March 31,
2016 2015 2016 2015 2016 2015 2016 2015
Investment Property (Refer Note 13 (A)) 25.78 12.36 0.43 0.20 1.49 0.60 24.29 11.76
Particulars Currency Notional Amount Equivalent Amount Notional Amount Equivalent Amount
in Foreign in R Crore at the in Foreign in R Crore at the
Currency year end * currency year end *
Forward contracts
outstanding
Exports: USD 18,578,685 123.08 1,195,570 7.47
Foreign currency loans USD 8,000,000 53.00 - -
Imports USD 6,651,164 44.06 3,789,550 23.68
Imports AUD 951,400 4.83 243,100 1.16
Imports EUR - - 480,000 3.22
Loan to subsidiary: ZAR 2,999,500 1.34 10,559,500 5.44
Options Contracts
outstanding
Exports USD 273,000 1.81 4,373,000 27.33
Imports USD 1,920,031 12.72 3,321,040 20.76
Foreign currency loans USD 8,000,000 53.00 - -
Imports AUD 951,400 4.83 574,600 2.73
Notes
To Financial Statements for the year ended March 31, 2016
Out of the above, the following have been designated as cash ow hedges :
Details of Interest rate swaps which the Company has entered into for hedging its interest rate exposure on
borrowings in foreign currency :
(r in Crore)
March 31, 2016 March 31, 2015
Particulars Currency Amount in Foreign Fair Value Amount in Foreign Fair Value
Currency (r in Crore) Currency (r in Crore)
Borrowings in Foreign USD 13,500,000 0.39 21,000,000 1.17
currency
The Cash ows are expected to occur and impact the Statement of Prot and Loss within the period of 1 year.
(Previous year: 2 years).
All the derivative contracts entered by the Company were for hedging purpose and not for any speculative purpose.
b. The Net foreign currency exposures not hedged as at the year end are as under:
237
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
Excludes Loans payable of R 178.87 Crore [USD 27,000,000] (R 262.49 Crore [USD 42,000,000]) assigned to hedging
relationship against highly probable forecast sales. The Cash ows are expected to occur and impact the Statement
of Prot and Loss within the period of 1 year ( Previous year: 2 years).
Outstanding hedging contracts assigned against future sales and purchases have been adjusted while calculating
un-hedged foreign currency exposure on overall basis.
c. The Company had, opted for adoption of Accounting Standard 30 Financial Instruments: Recognition and
Measurement to the extent it does not conict with existing mandatory accounting standards and other authoritative
pronouncements. Accordingly, the net unrealised loss of R 25.47 Crore as at March 31, 2016 (R 74.97 Crores as at
March 31, 2015) in respect of outstanding derivative instruments and foreign currency loans at the period end
which qualify for hedge accounting, stands in the Hedge Reserve, which is being recognized in the Statement of
Prot and Loss on occurrence of the underlying transactions or forecast revenue.
Notes
To Financial Statements for the year ended March 31, 2016
*Diluted EPS has been calculated aer taking into account options granted to certain eligible employees as referred in note
3(d).
Reconciliation of Basic and Diluted Shares used in computing earnings per share
39 Segment Information
The Company has only one reportable segment in terms of Accounting Standard 17 (AS 17) Segment Reporting, which is
manufacturing and sale of consumer products and geographical segments are insignicant.
239
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
Marico Bangladesh Limited (MBL) September 6, 1999 Marico Limited Bangladesh 90 (90)
Marico Middle East FZE (MME) November 8, 2005 Marico Limited UAE 100 (100)
Marico Bangladesh Industries Limited (MBLIL) August 2, 2003 MME Bangladesh 100 (100)
Egyptian American Company for Investment December 19, 2006 MME Egypt 100 (100)
and Industrial Development SAE (EAIIDC)
Marico Malaysia Sdn. Bhd. (MMSB) December 4, 2009 MME Malaysia 100 (100)
MEL Consumer Care SAE (MELCC) October 1, 2006 MME Egypt 100 (100)
Marico Egypt Industries Company (MEIC) January 1, 2008 MELCC Egypt 100 (100)
Marico South Africa Consumer Care (Pty) October 17, 2007 Marico Limited South Africa 100 (100)
Limited (MSACC)
Marico South Africa (Pty) Limited (MSA) November 1, 2007 MSACC South Africa 100 (100)
International Consumer Products Corporation February 18, 2011 Marico Limited Vietnam 100 (100)
(ICP)
Beaute Cosmetique Societe Par Actions (BCS) February 18, 2011 ICP Vietnam Nil (99)
(Refer Note (ii) below)
Thuan Phat Foodstu Joint Stock company February 18, 2011 ICP Vietnam 99.99 (99.99)
(TPF)
Marico Consumer Care Limited April 20, 2012 Marico Limited India 100 (100)
Halite Personal Care Private Limited (A May 29, 2012 MCCL India Nil (Nil)
Company under Voluntary Liquidation) (MCCL)
Marico Innovation Foundation (Refer Note (i) March 15, 2013 Marico Limited India N.A. (N.A.)
below) (MIF)
Notes
i) The Marico Innovation Foundation (MIF), a company incorporated under Section 25 of the Companies Act, 1956
(being a private company limited by guarantee not having share capital) primarily with an objective of fuelling and
promoting innovation in India, is a wholly owned subsidiary of the Company with eect from March 15, 2013.
ii) During the year ended March 31, 2016, International Consumer Product Corporation a subsidiary of the Company
divested its entire stake in Beaute Cosmetique Societe Par Actions (BCS) on May 14, 2015.
b) Subsidiary rm:
MEL Consumer Care & Partners - Wind (Through MELCC)
Notes
To Financial Statements for the year ended March 31, 2016
f) Others - Entities in which above (e) has signicant inuence and transactions have taken place:
Kaya Limited
Others 8.26 - - - - -
241
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars Subsidiaries & Joint KMP Others
Venture (Referred in I (d) above) (Referred in I (e) and
(Referred in I (a), (b) (f) above)
and (c) above)
March 31, March 31, March 31, March 31, March 31, March 31,
2016 2015 2016 2015 2016 2015
Marico Egypt Industries Company 2.36 1.27 - - - -
Marico Middle East FZE 3.84 1.92 - - - -
Kaya Limited - - - - 1.06 1.27
International Consumer Products Corporation 2.51 1.96 - - - -
Others - 0.03 - - - -
Notes
To Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars Subsidiaries & Joint KMP Others
Venture (Referred in I (d) above) (Referred in I (e) and
(Referred in I (a), (b) (f) above)
and (c) above)
March 31, March 31, March 31, March 31, March 31, March 31,
2016 2015 2016 2015 2016 2015
Donation Given / CSR Activities 2.15 0.44 - - - -
Marico Innovation Foundation 2.15 0.44 - - - -
Purchase of Fixed Assets - 16.85 - - - 0.01
Marico Malaysia Sdn. Bhd. - 16.85 - - - -
Kaya Limited - - - - - 0.01
Stand by Letter of Credit issued to banks - 9.37 - - - -
Marico Middle East FZE - 9.37 - - - -
Stand by Letter of Credit discharged - 11.86 - - - -
Marico Malaysia Sdn. Bhd. - 11.86 - - - -
Deposit Taken - - - - 0.10 -
Kaya Limited - - - - 0.10 -
Provision for doubtful advances 0.82 - - - - -
Marico Bangladesh limited 0.82 - - - - -
Corporate guarantee discharged - - - - - 8.00
Kaya Limited - - - - - 8.00
(r in Crore)
Particulars Subsidiaries KMP & their relatives Others
(Referred in I (a) and (Referred in I (c) above) (Referred in I (d) and
(b) above) (e) above)
March 31, March 31, March 31, March 31, March 31, March 31,
2016 2015 2016 2015 2016 2015
Investment 1,090.69 1,089.34 - - - -
International Consumer Products Corporation 254.98 254.98 - - - -
Marico Consumer Care limited 745.70 745.70 - - - -
Others 90.01 88.66 - - - -
Trade payable 3.69 2.12 - - - -
243
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
(r in Crore)
Particulars Subsidiaries KMP & their relatives Others
(Referred in I (a) and (Referred in I (c) above) (Referred in I (d) and
(b) above) (e) above)
March 31, March 31, March 31, March 31, March 31, March 31,
2016 2015 2016 2015 2016 2015
Marico Bangladesh Limited 8.93 - - - - -
Others 0.39 1.04 - - 0.12 0.05
Short term loans and advances 19.36 13.91 - - 0.73 0.55
Marico South Africa Consumer Care (pty) Limited 1.34 3.89 - - - -
Marico Bangladesh Limited 5.92 3.73 - - - -
Marico Middle East FZE 6.68 - - - - -
Others 5.42 6.29 - - 0.73 0.55
Long term loans and advances 15.78 21.06 - - - -
Marico South Africa Consumer Care (pty) Limited - 1.55 - - - -
Marico Bangladesh Limited (net of provision) 15.78 19.51 - - - -
Interest accrued on loans and advances 0.04 0.14 - - - -
Marico South Africa Consumer Care (pty) Limited 0.04 0.14 - - - -
Security Deposits Taken - - - - 0.10 -
Kaya Limited - - - - 0.10 -
Stand-by Letter of Credit given to banks 139.78 131.87 - - - -
Marico Middle East FZE 139.78 131.87 - - - -
IV Disclosure for loans and advances in terms of Securities & Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
Loans and advances in the nature of loans to subsidiaries :
(r in Crore)
Particulars March 31, 2016 March 31, 2015
Loans to subsidiary: Marico South Africa Consumer Care (pty) Limited
Balance as at the year end 1.34 5.44
Maximum amount outstanding at any time during the year 7.41 11.94
Grant Date December 1, 2011 December 1, 2012 December 1, 2012 December 2, 2013 December 2, 2013 August 5, 2015 August 5, 2015 November 4, 2015 December 1, 2015 December 1, 2015
Grant Price (R) 148.53 213.91 213.91 208.96 104.48 104.48 217.46 197.61 203.63 203.63
Vesting Date November 30, 2014 November 30, 2014 November 30, 2015 November 30, 2015 November 30, 2016 November 30, 2016 November 30, 2017 November 30, 2017 November 30, 2017 November 30, 2018
As at March 31 As at March 31 As at March 31 As at March 31 As at March 31 As at March 31 As at March 31 As at March 31 As at March 31 As at March 31
2016 2015 2016 2015 2016 2015 2016 2015 2016* 2015 2016* 2015 2016* 2015 2016* 2015 2016* 2015 2016* 2015
Number of grants outstanding at the - 542,200 - 139,600 771,600 938,100 121,100 133,600 1,509,400 888,200 - - - - - - - - - -
beginning of the year
Add : Granted during the year - - - - - - - - - - 545,400 - 1,236,200 - 91,600 - 5,400 - 1,355,000 -
Less : Forfeited during the year - 70,100 - 51,100 170,800 166,500 21,000 12,500 334,400 133,500 126,000 - 145,000 - - - - - 21,600 -
Less : Exercised during the year - 472,100 - 88,500 600,800 - 100,100 - - - - - - - - - - - - -
Number of grants at the end of the - - - - - 771,600 - 121,100 1,175,000 754,700 419,400 - 1,091,200 - 91,600 - 5,400 - 1,333,400 -
year
STATUTORY REPORTS
* Numbers are adjusted for 1:1 bonus issued in December 2015, wherever required.
(r in Crore)
STAR II STAR III STAR IV STAR V STAR VI
As at March 31 As at March 31 As at March 31 As at March 31 As at March 31 As at March 31 As at March 31 As at March 31 As at March 31 As at March 31
2016 2015 2016 2015 2016 2015 2016 2015 2016 2015 2016 2015 2016 2015 2016 2015 2016 2015 2016 2015
42137
Total Provision - 2.56 - - - 10.37 - 1.43 12.73 5.95 0.71 - 1.66 - 0.15 - 0.01 - 1.61 -
Less: Accretion in amounts - 2.53 - - - 9.92 - 1.33 12.73 4.25 0.55 - 0.81 - 0.07 - 0.01 - 0.40 -
recoverable from the Trust (Also refer
note (c) and (d) below)
Net Provision - 0.03 - - - 0.45 - 0.10 - 1.70 0.16 - 0.85 - 0.08 - _ - 1.21 -
Classied as long-term - - - - - - - - - 1.70 - - 0.85 - 0.08 - _ - 1.21 -
Classied as short-term - 0.03 - - - 0.45 - 0.10 - - 0.16 - - - - - - - - -
c) The Company has formed Welfare of Mariconians Trust (The Trust) for the implementation of the schemes that are notied or may be notied from time to time by the
Company under the Plan. The Company has advanced R 66.56 Crore (R 28.16 Crore) to the Trust for purchase of the Companys shares under the Plan, of which R 50.59
Crore (R 8.40 Crore) is included under Long term loans and advances (Refer Note 14) and R 15.97 Crore (R 19.76 Crore) under Short term loans and advances (Refer
Note 20). As per the Trust Deed and Trust Rules, upon maturity, the Trust shall sell the Companys shares and hand over the proceeds to the Company. The Company, aer
FINANCIAL STATEMENTS
adjusting the loan advanced and interest thereon (on loan advanced aer April 1, 2013), shall utilize the proceeds towards meeting its STAR Value obligation.
d) The dierence between the market price of the Companys shares as at the year end and the grant price aer adjusting for the dierence between the amounts due
from the Trust and the loan advanced to the Trust is recognized as an expense over the vesting period and accordingly an amount of R 0.63 Crore (R 2.22 Crore) has been
139249
charged to the Statement of Prot and Loss. The Company has made total provision of R 2.30 Crore (R 2.25 Crore), of which R 2.14 Crore (R 1.70 Crore) is classied as Long
term provisions (Refer Note 7) and R 0.16 Crore (R 0.55 Crore) under Short term provisions (Refer Note 11).
245
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
(r in Crore)
(R in Crore)
Notes
To Financial Statements for the year ended March 31, 2016
(r in Crore)
Provident Fund Gratuity
IV. Actual return on plan assets :
March 31, 2016 March 31, 2015 March 31, 2016 March 31, 2015
Expected return on plan assets 7.20 6.75 1.19 1.14
Actuarial gain/(loss) on plan assets 0.82 2.72 (0.03) 0.73
Actual return on plan assets 8.02 9.47 1.16 1.87
(r in Crore)
Provident Fund Gratuity
V. Amount recognized in the
March 31, March 31, March 31, March 31, March 31, March 31, March 31,
Balance Sheet
2016 2015 2016 2015 2014 2013 2012
Liability at the end of the year - - 19.98 17.67 14.40 14.61 11.81
Fair value of plan assets at the end 98.60 85.80 (17.30) (15.07) (13.14) (12.49) (11.64)
of the year
Present value of benet obligation (94.43) (82.31) - - - - -
as at the end of the period
Dierence 4.17 3.49 2.68 2.60 1.26 2.12 0.17
Unrecognized past service Cost (4.17) (3.49) - - - - -
(Assets) / Liability recognized in - - 2.68 2.60 1.26 2.12 0.17
the Balance Sheet
(r in Crore)
(r in Crore)
VII. Expenses recognized in the Statement Provident Fund Gratuity
Prot and Loss : March 31, 2016 March 31, 2015 March 31, 2016 March 31, 2015
Current service cost 6.72 6.02 1.05 0.88
Interest cost 7.20 6.75 0.21 0.16
Expected return on plan assets (7.20) (6.75) - -
Net actuarial (gain)/loss to be recognized - - 2.07 1.56
(Income) / Expense recognized in the 6.72 6.02 3.33 2.60
Statement of Prot and Loss
247
Making a dierence for 25 years
Notes
To Financial Statements for the year ended March 31, 2016
(r in Crore)
Provident Fund Gratuity
VIII. Balance Sheet reconciliation
March 31, 2016 March 31, 2015 March 31, 2016 March 31, 2015
Opening net liability - - 2.60 1.26
(Income) / Expense as above 6.72 6.02 3.33 2.60
Employers contribution (6.72) (6.02) (3.25) (1.26)
Closing net liability - - 2.68 2.60
(r in Crore)
Gratuity
IX. Experience Adjustments
March 31, 2016 March 31, 2015 March 31, 2014 March 31, 2013
On Plan liability (gain) / loss (0.03) 14.99 14.67 1.33
On plan asset (loss) / gain 1.90 7.33 (8.98) 0.13
As per actuarial valuation report, expected employers contribution in next year is R 5.07 Crore (R 3.65 Crore) for
gratuity and R 9.57 Crore (R 8.31 Crore) for provident fund.
(b) Amount spent during the year : R 10.02 Crore (Previous year R 11.19 Crore) on :
(r in Crore)
Notes
To Financial Statements for the year ended March 31, 2016
Amount of Interest based on the Audited Accounts for the year ended March 31, 2016
(r in Crore)
Name of the Company Country of Holding % Assets Liabilities Income Expenditure Contingent Capital
Incorporation Liabilities Commitment
Bellezimo Professionale India 45% 0.90 0.68 0.49 1.31 Nil Nil
Products Private Limited
b) The gures in brackets mentioned in statement of the note represent those of the previous year.
249
Making a dierence for 25 years
Notice
NOTICE is hereby given that the Twenty Eighth Annual Companies Act, 2013 read with the Companies (Audit and
General Meeting of Marico Limited will be held on Friday, Auditors) Rules, 2014 and Companies (Cost Records and
August 5, 2016 at 9.00 a.m. at the National Stock Exchange of Audit) Rules, 2014, including any statutory modication(s)
India Ltd, Gr. Floor Dr. R. H. Patil Auditorium, Exchange Plaza, or re-enactment(s) thereof for the time being in force,
G-Block, Plot No. C1, Bandra Kurla Complex, Bandra (East), the remuneration of Rs. 8,25,000 p.a. (Rupees Eight
Mumbai 400051, to transact the following business: Lakhs Twenty Five Thousand only), excluding taxes
and reimbursement of out of pocket expenses at actual
ORDINARY BUSINESS
incurred, if any, in connection with the audit to M/s. Ashwin
1. To receive, consider and adopt the audited financial Solanki & Associates, Cost Accountants (Firm Registration
statement including audited consolidated financial Number 100392), as approved by the Board of Directors
statement of the Company for the nancial year ended of the Company for conducting audit of the cost records
March 31, 2016 together with the reports of the Board for the nancial year ending March 31, 2017, be and is
of Directors and Auditors thereon. hereby ratied.
2. To confirm the declaration of Interim Dividends of 6. To approve the Marico Employee Stock Option Plan 2016
Rs. 1.75, Rs. 1.50 and Re. 1.00 per equity share of Re. 1 each, and grant of stock options to the eligible employees of the
declared during the nancial year ended on March 31, 2016. Company under the Plan and in this regard to consider
and if thought t, to pass with or without modication(s),
3. To appoint a Director in place of Mr. Rajen Mariwala (DIN
the following resolution as a Special Resolution:
00007246), who retires by rotation and being eligible,
oers himself for re-appointment. RESOLVED THAT:
4. To ratify the appointment of M/s. Price Waterhouse, Pursuant to:
Chartered Accountants (Firm Registration No. 301112E)
a. the provisions of Section 62 and all other provisions
as Statutory Auditors of the Company and if thought t,
applicable, if any, of the Companies Act, 2013 and
to pass with or without modication(s), the following
the rules made thereunder, including any statutory
resolution as an Ordinary Resolution:
modication(s) or re-enactment(s) thereof for the
RESOLVED THAT pursuant to the provisions of Section time being in force (the Act);
139, Section 142 and other applicable provisions, if
b. the relevant clauses of the Memorandum and Articles
any, of the Companies Act, 2013 and the Rules made
of Association of the Company;
thereunder, including any statutory modication(s) or
re-enactment(s) thereof for the time being in force, c. the provisions of the Securities and Exchange
appointment of M/s. Price Waterhouse, Chartered Board of India (Share Based Employee Benets)
Accountants (Firm Registration No. 301112E) as Statutory Regulations, 2014 (SBEB Regulations) as amended
Auditors of the Company to hold oce from the conclusion from time to time read with the Circulars issued
of the 28th Annual General Meeting of the Company until thereunder;
the conclusion of the 29th Annual General Meeting of the d. the Securities and Exchange Board of India
Company, be and is hereby ratied on such remuneration (Listing Obligations and Disclosure Requirements)
and terms and conditions as may be decided by the Board Regulations, 2015 (the SEBI Regulations);
of Directors of the Company from time to time.
e. recommendation made by the Board of Directors of
SPECIAL BUSINESS the Company [hereinaer called the Board which
5. To ratify the remuneration payable to M/s. Ashwin term shall be deemed to include the Corporate
Solanki & Associates, Cost Accountants (Firm Registration Governance Committee (acting as the Nomination
Number 100392), the Cost Auditors of the Company for and Remuneration Committee as per section 178 of
the nancial year ending March 31, 2017 and if thought the Act) thereof or any other Committee which the
t to pass with or without modication(s), the following Board may have constituted or hereinaer constitute
resolution as an Ordinary Resolution: from time to time to act as the Compensation
Committee for exercise of its powers including the
RESOLVED THAT pursuant to the provisions of Section power conferred by this Resolution]; at their meeting
148 and other applicable provisions, if any, of the held on June 29, 2016; and
251
Making a dierence for 25 years
vi. to adjust in due proportion as the case may d. to settle all questions, diculties or doubts
be, the number of shares to be allotted and that may arise in relation to formulation
the price to be paid by the Option Grantees and implementation of the schemes at any
in terms of this Resolution, subject to the stage including at the time of listing of the
applicable laws, upon any restructuring equity shares issued herein;
involving change in the face value or
e. to do all such acts, deeds, matters and
the paid-up value of equity shares in the
things as the Board may at its discretion
Company from its present level of Re. 1 per
deem necessary or desirable for such
share, provided that such adjustment shall
purpose, including without limitation
not aect any other rights or obligations
the drafting, finalization, entering into
of the Option Grantees; and
and execution of any arrangements or
vii. to make any modifications, changes, agreements; and
variations, alterations or revisions in
f. to delegate its authority under this
the Plan, as it may deem t, from time
Resolution to such personnel of the
to time or to suspend, withdraw or
Company as the Board may deem t for
revive the Plan from time to time in
carrying out tasks as listed above in sub-
conformity with the provisions of the Act,
clause (a) to (e).
the SBEB Regulations and other applicable
laws unless such variation, amendment, 7. To approve the grant of stock options to the eligible
modication or alteration is detrimental employees of the Companys subsidiaries under the
to the interest of the Option Grantees. Marico Employee Stock Option Plan 2016 and in this
regard to consider and if thought t, to pass with or
4. for the purpose of giving eect to the forgoing,
without modication(s), the following resolution as a
the Board be and is hereby authorized to do
Special Resolution:
the following for and on behalf of the Company,
without being required to specically seek any RESOLVED THAT:
further consent or approval of the shareholders
Pursuant to:
of the Company to the end and intent that they
shall be deemed to have given their approval a. the provisions of Section 62 and all other provisions
thereto expressly by the authority of this applicable, if any, of the Companies Act, 2013 and
Resolution: the rules made thereunder, including any statutory
modication(s) or re-enactment(s) thereof for the
a. to seek statutory or such other approvals as
time being in force (the Act);
may be necessary for the implementation
of the Marico ESOP 2016; b. the relevant clauses of the Memorandum and Articles
of Association of the Company;
b. to dispose of from time to time, such
Options as are not exercised, in such c. the provisions of the Securities and Exchange
manner, as the Board may deem t in its Board of India (Share Based Employee Benets)
absolute discretion; Regulations, 2014 (SBEB Regulations) as amended
from time to time read with the Circulars issued
c. to enter into and execute all such
thereunder;
arrangements as the case may be with any
advisors, bankers, depositories, custodians d. the Securities and Exchange Board of India
and other intermediaries (the Agencies) in (Listing Obligations and Disclosure Requirements)
relation to the Plan and the schemes to be Regulations, 2015 (the SEBI Regulations);
issued thereunder and to remunerate any e. recommendation made by the Board of Directors of
of the Agencies in any manner including the Company [hereinaer called the Board which
payment of commission, brokerage, fee or term shall be deemed to include the Corporate
payment of their remuneration for their Governance Committee (acting as the Nomination
services rendered; and Remuneration Committee as per section 178 of
253
Making a dierence for 25 years
255
Making a dierence for 25 years
Members may also address all other correspondence 21. Members, who have not yet encashed their dividend
to the Registrar and Transfer Agents at the address warrant(s), for any dividends declared aer the aforesaid
mentioned above. dividends, are requested to forward their claims to the
Registrar and Transfer Agents, M/s. Link Intime India
16. Members are requested to hand over the enclosed
Private Limited or the Company at its registered oce
Attendance Slip duly signed in with their specimen
address. It may be noted that once the unclaimed dividend
signature(s) registered with the Company for admission
is transferred to the IEPF, as above, no claim shall lie
to the meeting hall. Members who hold shares in demat
against the Company. Members attention is particularly
form are requested to bring their Client ID and DP ID
drawn to the Corporate Governance section of the
numbers for identication.
Annual Report in respect of unclaimed dividend.
17. Members seeking any information or clarication on the
22. The Company does not give gis, gi coupons or cash
Annual Report are requested to send written queries
in lieu of gis to its Members and also does not oer its
to the Company, at least one week before the date of
products at discounted rates. However, the Company is
the Meeting to enable the Company to compile the
committed to the Members wealth maximization through
information and provide replies at the Meeting.
superior performance reected in corporate benets like
18. The Securities Exchange Board of India (SEBI) has dividend and increased market capitalization.
mandated the submission of Permanent Account Number
23. Pursuant to Section 101 and Section 136 of the Act read
(PAN) by every participant in securities market. Members
with the relevant Rules made thereunder, companies can
holding shares in demat form are, therefore requested to
serve Annual Reports and other communications through
submit the PAN to their Depository Participant with whom
electronic mode to those Members who have registered
they are maintaining their demat accounts. Members
their e-mail addresses either with the Company or with
holding shares in physical form can submit their PAN
the Depository. Accordingly, the Notice of the Meeting
details to the Companys Registrar and Transfer Agents.
along with the Annual Report 2015-16 is being sent
19. Pursuant to the provisions of Section 72 of the Act by electronic mode to those Members whose e-mail
read with the Rules made thereunder, Members holding addresses are registered with the Company/Depositories,
shares in single name may avail the facility of nomination unless any Member has requested for a physical copy of
in respect of shares held by them. Members holding the same. For Members who have not registered their
shares in physical form may avail this facility by sending e-mail addresses, physical copies are being sent through
a nomination in the prescribed Form No. SH-13 duly permitted modes.
lled to the Registrar and Transfer Agents, M/s. Link
24. Members may note that the Notice of the Meeting and the
Intime India Private Limited. Members holding shares in
Annual Report 2015-16 will be available on the Companys
electronic form may contact their respective Depository
website www.marico.com and also on the website of CDSL
Participant(s) for availing this facility.
i.e. www.evotingindia.com. The physical copies of the
20. In terms of Sections 205A read with 205C of the same will also be available at the Companys registered
Companies Act, 1956, the amount of dividend remaining oce for inspection during the business hours on working
unclaimed or unpaid for a period of seven years from days except Saturdays and Sundays upto the date of the
the date of transfer to the unpaid dividend account is Meeting.
required to be transferred to the Investor Education and
25. Pursuant to Section 108 and other applicable provisions,
Protection Fund (IEPF). Accordingly, all dividends declared
if any, of the Act read with the Companies (Management
till April 22, 2009 on equity shares of the Company, which
and Administration) Rules, 2014 as amended and
remained unclaimed for a period of seven years, have
Regulation 44 of the Securities and Exchange Board of
been transferred to the IEPF established by the Central
India (Listing Obligations and Disclosure Requirements)
Government under Section 205C of the Companies Act,
Regulations, 2015 a facility is provided to the Members
1956. The Company has uploaded the details of unpaid
to cast their votes using an electronic voting system
and unclaimed amounts lying with the Company as on
from a place other than venue of the Meeting (remote
August 5, 2015 (date of last Annual General Meeting) on
e-voting) in respect of the resolutions proposed in the
the website of the Company, www.marico.com and also
accompanying Notice.
with the Ministry of Corporate Aairs.
257
Making a dierence for 25 years
For Members holding shares in Demat xii. Click on the RESOLUTIONS FILE LINK if you wish to
Form and Physical Form view the entire Resolution.
PAN Enter your 10 digit alpha-numeric PAN xiii. Aer selecting the resolution you have decided to
issued by Income Tax Depar tment vote on, click on SUBMIT. A conrmation box will
(Applicable for both demat shareholders be displayed. If you wish to conrm your vote, click
as well as physical shareholders) on OK, else to change your vote, click on CANCEL
Members who have not updated their and accordingly modify your vote.
PAN with the Company/ Depository xiv. Once you CONFIRM your vote on the resolution,
Participant are requested to use the you will not be allowed to modify your vote or cast
sequence number which is printed on the your vote again.
address label in the PAN eld.
Dividend Bank Details Enter the Dividend Bank Details or Date of xv. You can also take a print of the votes cast by clicking
Birth (in dd/mm/yyyy format) as recorded on Click here to print option on the Voting page.
OR Date of Birth (DOB)
in your demat account or in the company xvi. If a demat account holder has forgotten the login
records in order to login. password then Enter the User ID and the image
If both the details are not recorded with verication code and click on Forgot Password &
the depository or company please enter enter the details as prompted by the system.
the number of shares held by you as on xvii. Members can also cast their vote using CDSLs mobile
the cut-off date in the Dividend Bank app m-Voting available for android based mobiles. The
data eld. m-Voting app can be downloaded from Google Play
vii. Aer entering these details appropriately, click on Store. Apple and Windows phone users can download
SUBMIT tab. the app from the App Store and the Windows Phone
Store respectively. Please follow the instructions as
viii. Members holding shares in physical form will then prompted by the mobile app while voting on your
directly reach the Company selection screen. mobile.
However, Members holding shares in demat form
will now reach Password Creation menu wherein xviii. Note for Non Individual Members and Custodians
they are required to mandatorily enter their login o Non-Individual Members (i.e. other than
password in the new password eld. Kindly note that Individuals, HUF, NRI etc.) and Custodian are
this password is to be also used by the demat holders required to log on to www.evotingindia.com
for voting for resolutions of any other company and register themselves as Corporates.
on which they are eligible to vote, provided that
company opts for e-voting through CDSL platform. o A scanned copy of the Registration Form
It is strongly recommended not to share your bearing the stamp and sign of the entity should
password with any other person and take utmost be emailed to [email protected].
care to keep your password condential. o Aer receiving the login details a Compliance
ix. For Members holding shares in physical form, User should be created using the admin login
the details can be used only for e-voting on the and password. The Compliance User would be
resolutions contained in this Notice. able to link the account(s) for which they wish
to vote on.
x. Click on the EVSN for Marico Limited.
o The list of accounts linked in the login should be
xi. On the voting page, you will see RESOLUTION mailed to [email protected] and
DESCRIPTION and against the same the option on approval of the accounts they would be able
YES/NO for voting. Select the option YES or NO to cast their vote.
as desired. The option YES implies that you assent
to the Resolution and option NO implies that you o A scanned copy of the Board Resolution and
dissent to the Resolution. Power of Attorney (POA) which they have
issued in favour of the Custodian, if any, should
259
Making a dierence for 25 years
Item No. 5 appreciation rights which also acts as a wealth creation tool
for the employees.
The Companies (Cost Records and Audit) Rules, 2014, as
amended from time to time, mandate audit of the cost In line with the aforesaid philosophy, the Companys Board
accounting records of the Company in respect of certain of Directors has recommended the issuance of the employee
products. Accordingly, the Board of Directors, based on the stock options (Options) under the Marico Employee Stock
recommendation of the Audit Committee, at its meeting held Option Plan 2016 (ESOP 2016) to the eligible employees
on April 29, 2016 appointed M/s. Ashwin Solanki & Associates, of the Company including the Managing Director & CEO and
Cost Accountants (Firm Registration No. 100392) as the Cost the eligible employees of its subsidiaries, whether in India or
Auditors of the Company for the nancial year ending March outside India (the eligible employees), in accordance with
31, 2017 at a remuneration of Rs. 8,25,000 (Rupees Eight the Securities and Exchange Board of India (Share Based
Lacs Twenty Five Thousand only) plus applicable taxes and Employee Benets) Regulations, 2014 (SBEB Regulations)
out of pocket expenses at actual, if any, incurred in connection and as may be determined by the Board of Directors (Board
with the audit. which includes any Committee thereof). ESOP 2016 aims to
promote desired behaviour among employees for meeting
In terms of the provisions of Section 148(3) of the Companies
the Companys long term objectives and enable retention
Act, 2013 read with the Companies (Audit and Auditors) Rules,
of employees for desired objectives and duration, through a
2014, the remuneration payable to the Cost Auditors has to be
customized approach.
ratied by the Members of the Company. Accordingly, approval
of the Members is sought by of Ordinary Resolution set out at Under the ESOP 2016, the Board may notify individual
Item No. 5 of the Notice for ratication of the remuneration schemes. Based on the grade of the eligible employees, a
payable to the Cost Auditors for the nancial year ending scheme may prescribe a dierent exercise price, which shall
March 31, 2017 as stated above. not be lower than the face value of the equity share of the
Company. The Board has also proposed an overall ceiling of
The Board recommends the Ordinary Resolution as set out
0.6 per cent of the issued equity share capital of the Company
in Item No.5 of the Notice for the approval of the Members.
as on the commencement of the Plan, i.e. August 5, 2016
No Director, Key Managerial Personnel of the Company or (the Commencement Date) (excluding outstanding warrants
their relatives are in any way, concerned or interested, in the and conversions) for the maximum number of Options that
passing of the said resolution. can be granted under the ESOP 2016. Further, the grant of
Options to any single employee shall not exceed 0.15 per
Item Nos. 6 & 7
cent of the issued equity share capital of the Company as
Stock options have long been proven to be an eective tool on the Commencement Date in any single scheme notied
for providing wealth creation options for employees of the under the Plan.
Company as a means to incentivize them for their eorts in
As the ESOP 2016 is applicable to the Managing Director
ensuring sustainable protable growth for the Companys
& CEO also, the Board of Directors of the Company (the
Members. The Company, in line with its philosophy of
Board), at its meeting held on June 29, 2016 had resolved
combining employment with ownership had, in the past, used
not to grant further options under the existing Marico
employee stock options under the Marico Employees Stock
MD & CEO ESOP Plan 2014 and decided that the same would
Option Scheme 2007 as an eective tool to share the benets
be closed in accordance with the SBEB Regulations aer
of growth with the employees. Further, the Members at the
exercise of vested options. Under scheme I of the Marico
Extra-Ordinary General Meeting held on March 25, 2014 and
MD & CEO ESOP Plan 2014, 46,600 options have been granted
the Twenty Sixth Annual General Meeting held on July 30,
to the Managing Director & CEO which stand increased to
2014, approved the Marico Employee Stock Option Scheme
93,200 options, due to the issuance of bonus equity shares
2014 and Marico MD & CEO ESOP Plan 2014 respectively (the
by the Company during the nancial year in the ratio of 1:1.
Earlier Plans). The Earlier Plans were aimed at issuing stock
The said options constitute 0.007% of the paid up equity
options to the Managing Director & CEO of the Company.
share capital of the Company as on the date of this Notice.
The Company also has a Stock Appreciation Rights Plan for
employees known as the Marico Employee Stock Appreciation The Board of Directors of the Company, at the aforesaid
Rights Plan, 2011 under which it noties various schemes meeting also nominated and authorised the Corporate
to provide cash incentives to the eligible employees of Governance Committee there (CGC or the Committee)
the Company and its subsidiaries, by granting them stock which functions as the Nomination and Remuneration
261
Making a dierence for 25 years
and conditions relating to such performance-based viii. Maximum number of Stock Options to be issued per
vesting and the proportion in which Options granted employee and in aggregate:
would vest (subject to the minimum and maximum
vesting period as specied below). As stated in point no. ii above.
The Options would vest not earlier than one year and ix. Maximum quantum of benets to be provided per
not later than ve years from the date of grant thereof. employee under a Scheme:
The exact proportion in which and the exact period over As stated in point no. ii above.
which the Options would vest would be determined by
x. Whether the scheme(s) is to be implemented and
the CGC in the respective individual scheme(s).
administered directly by the company or through a
v. Exercise price: trust:
The CGC is authorized to determine the exercise price The scheme(s) to be notied under the ESOP 2016 will
for the Options in accordance with Regulation 17 of the be administered directly by the Company.
SBEB Regulations, i.e. in conformity with the applicable
xi. Whether the scheme(s) involves new issue of shares
Guidance Note on Accounting for employee share-based
by the Company or secondary acquisition by the trust
Payments (Guidance Note) or applicable Accounting
or both:
Standards as may be prescribed by the Institute of
Chartered Accountants of India (ICAI) from time to The scheme(s) to be notied under the Marico ESOP 2016
time, including the disclosure requirements prescribed would only involve issue of new equity shares by the
therein. However, in any case, the exercise price shall not Company.
be less than the face value of the equity shares of the
xii. The amount of loan to be provided for implementation
Company.
ESOP 2016 by the Company to the trust, its tenure,
vi. Exercise period and the process of exercise: utilization, repayment terms, etc.
The exercise period would commence from the date of Not applicable.
vesting and will expire on completion of such period not
xiii. Maximum percentage of secondary acquisition that
exceeding ve years from the date of vesting of Options
can be made by the trust for the purposes of ESOP
as may be determined by the Corporate Governance
2016.
Committee in the respective individual scheme(s).
Not applicable.
The Options will be exercisable by the Option Grantees
by a written application to the Company to exercise xiv. A statement to the eect that the company shall
the same in such manner, and on execution of such conform to the accounting policies specified in
documents, as prescribed in the Plan or as may be Regulation 15 of the SBEB Regulations.
additionally prescribed by the Corporate Governance
The Company shall comply with the accounting policies
Committee and from time to time. The Options will lapse
specied in the requirements of the applicable Guidance
if not exercised within the specied exercise period.
Note or applicable Accounting Standards as may be
vii. Appraisal process for determining the eligibility of prescribed by the Institute of Chartered Accountants of
the employee to Employee Stock Options: India (ICAI) from time to time, including the disclosure
requirements prescribed therein.
The appraisal process for determining the eligibility of
the employees shall be decided by Corporate Governance Where the existing Guidance Note or Accounting
Committee and will be based on criteria such as grade Standard do not prescribe accounting treatment or
of the employee, past performance, future potential disclosure requirements for any of the schemes covered
and such other criteria determined by the Corporate under the SBEB Regulations then the Company shall
Governance Committee at its sole discretion. comply with the relevant Accounting Standard as may
be prescribed by the ICAI from time to time.
ESOP 2016 does not envisage secondary acquisition of For Marico Limited
equity shares of the Company. Surender Sharma
The Company may vary, modify or alter the terms of Place: Mumbai Company Secretary &
ESOP 2016 in compliance with the SBEB Regulations. Date: June 29, 2016 Compliance Ocer
ESOP 2016 shall continue to be in force until the earlier
of the following two events:
Registered Oce:
a. The termination of ESOP 2016 by the Board in
7th Floor, Grande Palladium, 175, CST Road,
accordance with applicable laws; or
Kalina, Santacruz (East), Mumbai 400 098
b. The date on which all of the Options available for Tel no.: 022-6648 0480
issuance under ESOP 2016 have been granted, Fax No.: 022 2650 0159
vested and exercised.
CIN: L15140MH1988PLC049208
The Board recommends the Special Resolutions Website: www.marico.com
set out in Item Nos. 6 and 7 of the Notice for the Email: [email protected]
approval of the Members of the Company.
263
Making a dierence for 25 years
Name :
Address :
E-mail ID :
:
Signature or failing him/her
Name :
Address :
E-mail ID :
:
Signature or failing him/her
Name :
Address :
E-mail ID :
:
Signature
265
Making a dierence for 25 years
as my / our proxy to attend and vote (on Poll) for me/us and on my/our behalf at the TWENTY EIGHTH ANNUAL GENERAL
MEETING of the Company to be held on Friday, August 5, 2016 at 9.00 a.m. at The National Stock Exchange of India Ltd, Gr.
Floor Dr. R H Patil Auditorium Exchange Plaza, G-Block, Plot No.C1, Bandra Kurla Complex, Bandra (East), Mumbai 400 051
and at any adjournment thereof in respect of such resolutions and in such manner as are indicated below:
ATTENDANCE SLIP
TWENTY EIGHTH ANNUAL GENERAL MEETING ON FRIDAY, AUGUST 05, 2016 AT 09.00 A.M.
_________________________
Members / Proxys name in BLOCK letters Signature of Member /Proxy
Note: Please ll in the attendance slip and hand it over at the entrance of the Meeting hall. Joint Shareholder(s) may obtain
additional attendance slip at the venue of the meeting.
267
Making a dierence for 25 years
Notes
` in Crores
Year ended March 31, 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016
Income from Operations 1,556.9 1,905.0 2,388.4 2,660.8 3,135.0 3,979.7 4,596.2 4,686.5 5,733.0 6,132.0
EBITDA 198.7 246.4 304.0 375.1 418.1 484.4 625.8 748.0 870.1 1,062.5
Profit before Interest & Tax (PBIT) 156.7 225.1 280.4 333.3 368.5 444.4 576.7 729.0 844.6 1,054.0
Profit before Tax 136.0 194.5 244.7 307.7 327.5 402.1 518.7 694.6 821.7 1,033.8
Extraordinary / Exceptional items (14.0) (10.6) 15.0 9.8 (48.9) 1.8 (33.2) - - -
Profit before Tax (PBT) 150.1 205.0 229.6 299.7 371.4 395.4 542.1 675.9 810.2 1,021.9
Profit after Tax (PAT) 112.9 169.1 188.7 235.4 286.4 317.1 395.9 485.4 573.5 724.8
Cash Profits (Profit after Current 187.1 220.1 258.4 334.5 400.3 391.6 481.1 573.4 656.3 817.7
Tax + Depreciation + Amortisation)
Economic Value Added 79.3 131.5 144.4 196.0 174.7 198.6 283.3 313.3 407.4 492.1
Goodwill on consolidation 45.0 84.2 85.0 85.0 397.6 395.5 395.5 254.3 489.2 498.0
Net Fixed Assets 165.4 257.3 311.1 399.7 457.8 501.9 1,422.4 637.8 589.8 582.6
Investments 0.0 0.0 13.0 82.7 88.9 295.6 151.6 310.5 283.8 416.4
Net Current Assets 117.7 233.0 355.3 483.3 607.5 532.2 674.1 670.7 748.7 799.2
Miscellaneous Expenditure 0.1 - - - - - - - - -
Net Non Current Assets - - - - 129.9 205.2 250.5 212.6 162.8 147.1
Deferred Tax Asset (Net) 115.2 98.2 64.1 61.6 29.9 22.3 - - - 0.1
Total Capital Employed 443.3 672.7 828.5 1,112.4 1,711.5 1,952.7 2,894.3 2,085.8 2,274.2 2,443.2
Equity Share Capital 60.9 60.9 60.9 60.9 61.4 61.5 64.5 64.5 64.5 129.0
Reserves 131.5 253.7 392.6 593.0 854.0 1,081.5 1,917.0 1,296.1 1,760.3 1,967.8
Net Worth 192.4 314.6 453.5 654.0 915.5 1,143.0 1,981.5 1,360.6 1,824.8 2,096.9
Minority interest 0.0 0.1 - 12.5 21.9 24.9 35.1 35.8 13.7 14.3
Borrowed Funds 251.0 358.0 375.0 445.9 774.2 784.8 871.9 679.8 427.9 332.1
Deferred Tax Liability - - - - - - 5.8 9.6 7.9 -
Total Funds Employed 443.3 672.7 828.5 1,112.4 1,711.5 1,952.7 2,894.3 2,085.8 2,274.2 2,443.2
EBITDA Margin (%) 12.8 12.9 12.7 14.1 13.3 12.2 13.6 16.0 15.2 17.3
Profit before Tax to Turnover (%) 9.6 10.8 9.6 11.3 11.8 9.9 11.8 14.4 14.1 16.7
Profit after Tax to Turnover (%) 7.3 8.9 7.9 8.8 9.1 8.0 8.6 10.4 10.0 11.8
Return on Net Worth (%)
(PAT / Average Net Worth $) 49.7 66.7 49.1 42.5 36.5 30.8 25.3 30.1 36.0 37.0
Return on Capital Employed
(PBIT / Average Total Capital 35.8 40.3 37.4 34.5 26.1 24.3 23.8 30.4 38.7 44.7
Employed @)
Net Cash Flow from Operations 3.1 2.3 3.0 3.4 4.0 6.5 6.7 10.2 10.3 6.5
per share (`) (Refer Cash Flow
Statement)
Earning per Share ( EPS ) 1.9 2.8 3.1 3.9 4.7 5.2 6.1 7.5 8.9 5.6
(`) (PAT / No. of Equity Shares)
Economic Value Added per share (`) 1.3 2.2 2.4 3.2 2.8 3.2 4.4 4.9 6.3 3.8
Dividend per share (`) 0.7 0.7 0.7 0.7 0.7 0.7 1.0 3.5 2.5 3.4
Debt / Equity 1.3 1.1 0.8 0.7 0.8 0.7 0.4 0.5 0.2 0.2
Book Value per share (`)
3.2 5.2 7.4 10.7 14.9 18.6 30.7 21.1 28.3 16.3
(Net Worth / No. of Equity Shares)
Sales to Average Capital Employed 3.3 3.4 3.2 2.7 2.2 2.2 1.9 2.0 2.6 2.6
@
Sales to Average Net Working 13.8 10.9 8.1 6.3 5.3 7.0 7.6 6.6 8.1 7.9
Capital #
TO TRANSFORM IN A SUSTAINABLE
MANNER, THE LIVES OF THOSE
WE TOUCH, BY NURTURING AND
EMPOWERING THEM TO MAXIMISE
THEIR TRUE POTENTIAL.
REGISTERED OFFICE
https://www.linkedin.com/
company/marico-ltd-