MBL Annual Report 2021 Interactive
MBL Annual Report 2021 Interactive
MBL Annual Report 2021 Interactive
Useful Link
Find more information online:
marico.com/bangladesh
GROWING TOGETHER
Marico Bangladesh Limited (hereinafter “MBL”, “Marico Bangladesh”) is led by its purpose of making a difference in
the lives of all those we touch. United by this philosophy, the year under review can best be summarized as “Growing
Together”.
Guided by our strategic framework and core values, together we faced one the most unprecedented crises in recent
history, the Covid-19 pandemic, delivering growth and profitability, secured the health & safety of our members and
extended workforce and expanded our portfolio of winning brands. While 2020-21 has not been an easy year, it has
made us a stronger and more resilient business, better prepared for fast-changing consumer demands and a rapidly
evolving business environment. As a multi-stakeholder enterprise rooted in responsibility, we have responded with speed
and agility to not only fulfil our essential public service obligation in serving our consumers but also stood in solidarity
with Bangladesh through our inclusive community relief and corporate citizenship programs.
Above all, the year strengthened our commitment to ensure sustainable business stewardship and reinforced our resolve
to demonstrate that our purpose-led and impact-driven business delivers sustainable performance today and well into
the future.
Succeeding Working
together together
Empathising Achieving
together together
Saugata Gupta
Chairman
T
he year under review was one of the most challenging periods we have faced as a global community. At
the same time, it was also a remarkable year that attested to the core strengths of the Company, including
our engaging & inclusive culture, brand influence, distribution scale, balance sheet resilience and corporate
responsibility.
In continuance of our commitment to unleash our potential, we rose to the challenges presented by covid-19
with our “One Marico” spirit which allowed us to “Grow Together”, to adapt and respond with agility to a rapidly
changing environment.
Though the current year will remain challenging, we will continue to prioritise our purpose of making a
difference in the lives of our consumers and other stakeholders, while driving a positive and progressive
agenda in growing together with our people, products and the country.”
Saugata Gupta
Chairman
Report objectives
Through our 2020-21 Annual Report, we aim to share balanced and transparent information about
our business operations, giving shareholders and other stakeholders insights into our operations to
make informed assessments of our value creation activities, our performance and our prospects.
This report provides readers with material information and insights about our performance
for the fiscal year from 1 April 2020 to 31 March 2021 (FY 2020-21). In terms of external factors,
risks and opportunities, we take a longer-term view. This enables readers to effectively assess
Marico’s value creation abilities, sustainability and prospects. The investor relations section on our
website contains our annual reports, supplemented by additional information on governance and
shareholding. Please visit: https://marico.com/bangladesh/investors
This report is guided by the reporting principles enshrined in the IIRC’s (International Integrated
Reporting Council’s) Integrated Reporting <IR> framework and other best practices. It aims to
share balanced, comprehensive, and transparent information about our business, culture and
financial performance. Covering our activities for the financial year ended 31 March 2021, this
report states the Company’s purpose, its strategic intent and business performance, considering
our external environment, stakeholder interests and key risks facing the business. In terms of
reporting boundaries, we have factored in all business operations of the Company. The report’s
scope examines both internal and external impacts on the business as well as trends, opportunities
and risks that could influence the Company’s value creation abilities over time.
Materiality
This report aims to disclose information about matters that substantively affect our ability to
create value in the short-, medium- and long-term. Our key material matters are expressed below.
The Board has applied its collective mind to present Marico Bangladesh’s Report and acknowledges
its responsibility to ensure the integrity of this Report through good governance practices and
internal reporting procedures. The financial disclosures and reports were approved by the Board
on 27 April 2021.
We welcome your feedback on this annual report. Please email us your views at
[email protected]
Forward-looking statements
This Annual Report contains certain forward-looking statements with the use of words or phrases
such as ‘might’, ‘forecast’, ‘anticipate’, ‘project’, ‘may’, ‘believe’, ‘predict’, ‘expect’, ‘continue’, ‘will’,
‘estimate’, ‘target’ and other similar expressions with respect to the financial conditions, results,
operations and business of Marico Bangladesh Limited. These statements and forecasts involve
risk and uncertainty because they relate to forecast information, such as improvements in
business performance or mention certain decisions that we may undertake and occur in the future.
These statements do not guarantee future operating, financial or other results due to risks and
uncertainties and thus it is important to note that this Annual Report 2020-21 shall not be construed
as a profit forecast, nor shall the statements herein be interpreted as to be providing any guarantee
that potential results mentioned in these forward-looking statements will be achieved.
CORPORATE INFORMATION
Board Of Directors Principal Bankers
Registered Office
Company Secretary
House-1, Road-1, Sector-1, Uttara, Dhaka-1230
Ms. Christabel Randolph
WE ARE MARICO
As one of Bangladesh’s fastest growing consumer goods companies,
we are driven by our purpose of Making A Difference in the lives of all
those we touch.
Marico Bangladesh is amongst the top-3 and one of the category with its Parachute Advansed range of hair
fastest-growing FMCG (fast-moving consumer goods) oils. Marico Bangladesh, established in the year 1999, is
companies in Bangladesh with a vibrant multi-product a subsidiary of Marico Limited, an emerging markets
brand portfolio across haircare, skincare, baby care, male FMCG multinational with presence in 26 countries across
grooming, hygiene and food categories. The Company’s Asia and Africa. As proud ambassadors of Made in
flagship brand Parachute is a beloved household name Bangladesh, 99% of our portfolio is manufactured in
in Bangladesh with leadership in the coconut oil category Bangladesh while we also export to Nepal, India and
and also commands leadership in value-added hair oil Vietnam.
1 out of 2
Bangladeshis use our
87%
Household reach of our
99%
Products manufactured in
1.4 mln
Retail outlets in our
products every day brands Bangladesh distribution chain
(approx.)
29
Brands in the personal care and foods categories
152
Product SKUs which open up wide choice for our
consumers
Leadership Trusted
In both the coconut oil and value-added hair oil Flagship brand Parachute Advansed is amongst the “10
categories Most Trusted Brands” and also the “Most Loved Hair Oil
Brand” in Bangladesh
150 Years of collective FMCG 311 Employees, out of which 98% are
experience of our Leadership Team Bangladeshi nationals
1%
Commitment of net profit in social
22
Districts in Bangladesh reached
408cr
Exchequer contribution (Tk, in the
responsibility and citizenship with our flagship CSR program- form of duties, taxes, etc.)
programs SWAPNO
GROWING TOGETHER
With our ‘One Marico’ spirit and ‘People First’ approach
As we witnessed the covid-19 pandemic unfold we came together in “One Marico” spirit to deliver double-digit revenue
and profit growth, launch 10 new products all the time while enabling our members to work from the safety of their
homes and ensuring all health protocols at our manufacturing locations. With our ‘People First’ approach we were able
to care for and connect with our members across our value chain as well as our consumers.
Key measures
Initiated work-from-home for all Ensured complete employment Organised regular online and
members with full IT support security with early salaries, full where possible on-site trainings,
bonuses, annual increments and awareness and wellness sessions
promotions as usual across our offices and supply
chain
Our Values
Consumer-centric
Keeping focus on the consumer as a partner
in creating and delivering solutions.
Opportunity-seeking
Identifying early opportunity signals in the
marketplace to generate growth options.
Excellence
Continuous improvement of performance
standards and capability-building for
sustained long-term success.
Boundarylessness
Seeking support and influencing others
beyond the function and organisation to
achieve better outcomes/decisions without
diluting accountability.
Innovation
Experimenting and embracing calculated
risk-taking to increase success probability
of radical/pioneering ideas to achieve
quantum results.
Global outlook
Sensitivity and adaptability to cultural
diversity and learning from different cultures.
At Marico, we aim to transform in a sustainable manner the lives of all those we touch by nurturing
and empowering them to maximise their true potential. The power of business is in its purpose, not
its profits. At Marico we are guided by the responsibility of defining, creating and distributing value for
all our stakeholders-shareholders, consumers, members and business partners. Our sustainable growth
story rests on an empowering work culture that encourages our members to take complete ownership.
As a multi-stakeholder enterprise focused on nurturing shared value, our purpose is embedded in our
culture, which governs our business conduct, reflecting our sense of duty and responsibility, as well as our
commitment in contributing towards the well-being of everyone who is associated with us.
Considering the above, our strategic priority reflects our focus on growing our core categories, while
simultaneously diversifying our portfolio. With an emphasis on speed and agility, technology has been a
critical enabler particularly to adapt to the volatile operating environment due to the covid-19 pandemic
and stay the course with our business process transformation. We leveraged technology and digital
solutions to connect with consumers and sharpen our go-to-market approaches.
Remaining purpose-driven and future-ready, investing for ensuring sustainable and competitive growth,
and fostering a winning culture and winning talent pool have been integral components of our strategic
framework, enabling us to create our valuable niche in a highly competitive market environment.
Robust
Consumer-led Talent &
go-to-market
Innovations strategy Culture
Analytics
Leveraging IT and efficient
spending
OUR BRANDS
CATEGORY POWER BRANDS CATEGORY POWER BRANDS
Branded Coconut Oil (BCNO) Parachute Coconut Oil Parachute Just for Baby Oil
Parachute Advansed
Parachute Just for Baby Lotion
Parachute Advansed Beliphool
Parachute Advansed Extra Care Parachute Just for Baby Wash
16 Annual Report 2021 Back to Table of Contents Back to Table of Contents Marico Bangladesh Limited 17
Who We Are
OUR
2014: CSR Partnership with Dhaka Ahsania Mission to
provide free education
JOURNEY
2016: MBL wins ICSB Silver Award for Excellence in
Corporate Governance
2014 2019
2018 2021
2012: MBL sets up 2nd Factory in 2019: Marico launched Parachute Just For Baby
Shirirchala range
2013: Launch of SET WET Deos & 2019: Parachute Advansed awarded as “MOST
Saffola Active and entry into Male CONSISTENT BRAND OF THE DECADE"
Grooming & Edible Oils Category
2019: Marico launched Parachute SkinPure Range
18 Annual Report 2021 Back to Table of Contents Back to Table of Contents Marico Bangladesh Limited 19
Who We Are
*The report was inaugurated in May 2021 but covers the period from January to December 2020
20 Annual Report 2021 Back to Table of Contents Back to Table of Contents Marico Bangladesh Limited 21
Performance Review
Liquid balances
Tk. 39.6 cr
2019-20: Tk. 42.0 cr
428
1,131
980
357
877
781
274
692
225
196
FY 17 FY 18 FY 19 FY 20 FY 21 FY 17 FY 18 FY 19 FY 20 FY 21
311
265
357
202
275
224
164
193
144
FY 17 FY 18 FY 19 FY 20 FY 21 FY 17 FY 18 FY 19 FY 20 FY 21
47.38
95.66
44.05
86.64
41.34
60.41
48.92
FY 17 FY 18 FY 19 FY 20 FY 21 FY 17 FY 18 FY 19 FY 20 FY 21
98.69
431
84.01
368
64.23
286
243
52.15
45.72
206
FY 17 FY 18 FY 19 FY 20 FY 21 FY 17 FY 18 FY 19 FY 20 FY 21
58.97%
57.89%
32.58%
29.77%
31.13%
49.00%
46.40%
45.90%
FY 17 FY 18 FY 19 FY 20 FY 21 FY 17 FY 18 FY 19 FY 20 FY 21
189.95%
27.49%
27.01%
155.40%
23.10%
20.80%
21.00%
110.10%
91.10%
FY 17 FY 18 FY 19 FY 20 FY 21 FY 17 FY 18 FY 19 FY 20 FY 21
2.61
2.54
1.32
2.51
1.25
1.22
1.99
1.03
1.37
FY 17 FY 18 FY 19 FY 20 FY 21 FY 17 FY 18 FY 19 FY 20 FY 21
39.64
38.27
27.92
16.68
FY 17 FY 18 FY 19 FY 20 FY 21
KEY RATIOS
Current Ratio Quick Ratio
1.42
0.90
1.32
0.79
1.25
0.73
0.73
1.22
1.03
0.53
FY 17 FY 18 FY 19 FY 20 FY 21 FY 17 FY 18 FY 19 FY 20 FY 21
53.65%
190.70%
189.95%
44.21%
155.39%
38.38%
36.84%
110.05%
91.15%
FY 17 FY 18 FY 19 FY 20 FY 21 FY 17 FY 18 FY 19 FY 20 FY 21
3.18
3.03
2.84
2.76
2.04
2.57
1.94
1.91
1.90
FY 17 FY 18 FY 19 FY 20 FY 21 FY 17 FY 18 FY 19 FY 20 FY 21
FY 17 FY 18 FY 19 FY 20 FY 21
115.06
Daily Trading Volume
113.09
109.36
101.19
100.24
100000 2,500.00
90000
Trading Volume (Shares)
80000 2,000.00
91.20
70000
60000 1,500.00
50000
40000 1,000.00
30000
20000 500.00
10000
0 0.00
0 0 0 0 0 0 0 0 0 21 21 21 FY 16 FY 17 FY 18 FY 19 FY 20 FY 21
p r-2 ay-2 un-2 ul-2 g-2 ep-2 ct-2 ov-2 ec-2 an- eb- ar-
A M J J Au S O N D J F M
VOLUME CLOSEP*
High Low Share Prices per month (BDT) Market Capitalization at Year-End (BDT Corore)
6543
2,600
2,472
2,400 2,379
4922
2,200 2,226
4526
3824
1,800 1,960
1,705
1,600 1,563 1,563 1,563 1,697
1,400 1,563 1,563 1,563 1,563
1,200
1,000
0 0 0 0 0 0 0 0 0 1 1 1
r-2 -2 -2 l-2 -2 -2 t-2 -2 -2 n-2 b-2 r-2
Ap ay Jun Ju Aug Sep Oc Nov Dec Ja Fe Ma
M FY 16 FY 17 FY 18 FY 19 FY 20 FY 21
Our Board of Directors declared respectively 300%, 200% and 200% interim cash dividends on Q1, Q2 and Q3 earnings
disclosure, all of which have been subsequently paid and the Board has announced a final cash dividend of 200% on
earnings disclosure of Q4, which if approved, by the shareholders will take the total cash dividend tally to 900% for the year.
Share Ratios
Shareholding Structure
(as on March 31, 2021)
90%
Marico Limited
3.33%
Foreign Institutional
4.71%
Domestic Institutional
1.96%
Public Investors
Investors Investors
*Based on the list of shareholders obtained from the Central Depository Bangladesh Limited (CDBL) as on March 31, 2021.
Investors are encouraged Investor Relations team Investor Relations Team Investors can also
to address their queries acknowledges the com- after confirming the register their complaints
via e-mail: secretarial. plaint and contacts the Shareholders identity and queries through an
[email protected] investors to confirm their addresses their queries application addressed to
identity: and provides necessary the Company Secretary
Shareholders can also information required
contact the Company’s -Shareholders BOID
Legal Counsel in person -Shareholders Name
– Mr. Mahim al Hasan at -Shareholders Bank
the company's Corporate Details
office. Mr. Hasan
personally attends to
individuals.
FY 2020 FY 2021
11.48% 11.84%
41.35% 40.03%
COGS Marketing, Selling & Distribution Expense COGS Marketing, Selling & Distribution Expense
General & Administrative Expenses WPPF General & Administrative Expenses WPPF
Income tax Profit After Tax Income tax Profit After Tax
Saugata started his career with Cadbury (now Mondelez) where he spent
9 years in various roles in Sales and Marketing in India and the United
Kingdom. Subsequently, he went on to become the Chief of Marketing and
SAUGATA GUPTA
Group Sales at ICICI Prudential and was part of the startup team that was
Chairman of the Board
instrumental in establishing ICICI Prudential as the largest private sector
insurance firm in the country.
Under his leadership, Marico has won several accolades and prestigious
awards. The company is among the Best 30 Workplaces in Manufacturing
2021 in India and among the Top 50 India’s Best Companies to Work for
Women - 2020 in India as per Great Place to Work Institute. Marico has
also been ranked among the Top 10 In Corporate Governance among all
constituent companies of the S&P BSE 100 Index and conferred the Best
Domestic Company on Corporate Governance recognition by Asiamoney.
Saugata was ranked #4 and #47 in the FMCG sector and Pan-India
respectively in the Business Today-PWC list of India’s Top 100 CEOs in 2017
and was ranked as ‘India’s Most Valuable CEOs’ by BusinessWorld in 2016.
He was also featured on the top 100 Business Leaders List 2020 by Impact
Digital Power 100.
PAWAN AGRAWAL In his 20 years of career as a finance professional, he has had successful
Nominee Director stints in areas of Business Finance and Corporate Finance. Backed by
(from September 10, 2020) strong leadership skills and experience of managing diverse people, he has
managed operations comprising both scale & complexity and has driven
transformational change agenda for the organisation. He has also won the
CFONEXT100 Awards for two consecutive years in a row 2018 and 2019 at
the Annual CFO Leadership Conclave, India. Pawan took over the role of
Chief Financial Officer of Marico Limited effective September 10, 2020.
Pawan was recognised by The Financial Express CFO Awards 2020, under the
Large Enterprises Category in Manufacturing Sector. Under his leadership,
Marico has been ranked in the ‘LEADERSHIP’ category as assessed by IiAS
on the IFC-BSE-IiAS Indian Corporate Governance Scorecard.
Mr. Sanjay Mishra is the Chief Operating Officer (COO) – India Sales and
Bangladesh Business at Marico Ltd., responsible for the Go-To-Market (GTM)
Transformation endeavor in line with Marico’s portfolio of the future, and
reinforce the Sales function. Along with spearheading the Sales for Marico
India, and overseeing the Marico Business in Bangladesh, he is also leading
the Food Business Portfolio.
Prior to Marico, Sanjay was working with PepsiCo where he started as Sales
Director – Traditional Trade for India in 2009. He became the Market Unit
General Manager (West) India, in 2010, and rose up the corporate ladder
to his last position as Senior Director – GTM and Sales Capability at Pepsico
AMEA (Asia Middle East and Australia) in 2013. In his role, he was responsible
for delivering GTM transformation in key AMEA markets. Prior to PepsiCo, he
was Vice President – Merchandising with Spencers Retail Limited in India in SANJAY MISHRA
2006, where he was instrumental in expanding Spencers’ footprint. He also
Nominee Director
led the initiative of getting international retail food chain “Au Bon Pain”, a
Boston based Bakery Café Chain to India in tie-up with his company and
led various new ventures. He started off his career with Dunlop India in 1995.
Sanjay did his Bachelor’s degree in Science in 1992 from City College, Kolkata
and completed his Business Management from Institute of Management
Technology, Ghaziabad in 1995.
During his 15 years stint with Marico, Ashish excelled and delivered path
breaking performance in the areas of Sales, Brand Management, New
Product Development, Trade Marketing, Shopper Marketing and Demand
Planning. In his career he has successfully driven projects in Business
Transformation, Process Transformation and Cost optimization along with
global consultants. His deep understanding of business along with rich
ASHISH GOUPAL functional experience helped him in launching several successful innovations
Managing Director in India and Bangladesh.
BOARD REPRESENTATION
Sl No. Name of Director Directorship Member of Board Committees
1 Mr. Saugata Gupta Marico Consumer Care Limited Member of CSR Committee
Marico Innovation Foundation -
Halite Personal Care India Private Limited
-
(A Company under Liquidation)
Marico South East Asia Corporation -
Marico Middle East FZE -
Marico South Africa Consumer Care (Pty)
-
Limited
JSW Paint Private Limited -
Member of Stakeholders'
Relationship Committee, Member
Marico Limited of Corporate Social Responsibility
Committee & Member of Risk
Management Committee
Parachute Kalpavriksha Foundation -
Member of 1) Nomination and
Ashok Leyland Limited Remuneration Committee & 2)
Risk Management Committee
4 Mr. Zakir Ahmad Khan Southeast Bank Limited Advisor to the Board of Directors
Southeast Bank Green Foundation
National Life Insurance Company Limited
M.I. Cement Factory Limited
Policy Research Institute
7 Mr. Pawan Agrawal Marico South Africa Consumer Care (Pty) Marico Limited - Member
(w.e.f. September 10, 2020) Limited & Secretary of the Risk
Management Committee
Marico Middle East FZE
Marico South East Asia Corporation -
Marico South Africa (Pty) Limited -
Marico Malaysia Sdn. Bhd -
10 Mr. Vivek Karve Process Intelligence and Dynamics Private Marico Limited - Member
(until September 10, 2020) Limited & Secretary of the Risk
Management Committee
Mahindra Insurance Brokers Limited (appointed
on January 5, 2021)
Management and Resources Development
Initiative (MRDI)
Leading from
Sitting from Left to Right
Md. Saiful Alam Ashish Goupal Rashed Sarwar Allen Ebenezer Eric
the Front
Manufacturing Director Managing Director Director-Sales Director-Marketing
(Emerging Channels & Sales Strategy)
42 Annual Report 2021 Back to Table of Contents Back to Table of Contents Marico Bangladesh Limited 43
At The Helm of Affairs
During his 15 years stint with Marico, Ashish excelled and delivered path
breaking performance in the areas of Sales, Brand Management, New
Product Development, Trade Marketing, Shopper Marketing and Demand
Planning. In his career he has successfully driven projects in Business
Transformation, Process Transformation and Cost optimization along with
global consultants. His deep understanding of business along with rich
ASHISH GOUPAL functional experience helped him in launching several successful innovations
Managing Director in India and Bangladesh.
Sabbir has taken over the responsibility of Director – Sales (Traditional Trade)
in August, 2020. Currently he is leading entire Sales Field team comprising
of 115 members and another 3500 indirect members through its more than
200 distributors, nationwide covering a retail universe of about 1.2mln. He is
also Responsible for overall Trade Marketing Strategy, Shopper Marketing,
Merchandising Strategy of core brands & Capability Development of Sales
Function. The Regional Heads and Head of Trade Marketing report to him. He
joined Marico in April 2020 as Head of Sales Operations, Channels and NPD.
During that time, he helped the business grow by implementing innovative
emerging channel strategies and strengthening distribution system.
Sabbir completed his BBA and MBA from Dhaka University. He is passionate
about reading books as well as loves traveling new places and try different
cuisines.
RASHED SARWAR Rashed did his Master’s of Business Administration from International Islamic
Director-Emerging Channels University in Chittagong. He is a passionate traveler, enthusiastic Biker &
and Sales Strategy Swimmer.
Allen joined Marico Bangladesh in October 2019 and is responsible for driving
a successful Marketing function. A passionate marketer, his experience over
15 years in brand management and sales spans two FMCG organizations –
Marico and Emami. Starting his career as a Management Trainee in Marico
in 2005, he held different Sales and Marketing roles over 9 years, and spent
5 years at Emami Limited, where he led the Fair and Handsome and Pain
Management Portfolios (Zandu Balm, Mentho Plus Balm) for India.
Saiful brings with him 21+ years of rich experience and currently Heads the
Manufacturing Function in Marico Bangladesh. He is responsible for the
entire manufacturing operations including third party operations, packaging
vendor management and projects & manufacturing capability building
initiatives in MBL. He has been instrumental in leading the manufacturing
team towards process excellence. It was under Saiful’s Leadership that
Marico set up its Crushing and Refinery Plant in Bangladesh. He has also
handled several greenfield & brownfield projects in his 9+ Year’s tenure in
Marico Bangladesh. Being Senior Management, he determines the strategic
direction of the organizations’ manufacturing unit with the goal of increasing
efficiency and profitability. He is leading the set up MBL’s 3rd Manufacturing
Unit in Mirsarai Economic Zone with a planned Investment of 227.1 Crore BDT.
MD. SAIFUL ALAM Saiful has diverse experience of working with global MNCs like Nestle
Director-Manufacturing Bangladesh Limited and led production functions in India for 3 years during
his association with Nestle, gaining experience of a different culture and
society.
Saiful has completed his BSc in Chemical Engineering from BUET. He has
keen interest in visiting and exploring new places and in sports.
Elias Ahmed spearheads MBL Finance and is responsible to lead the Finance
& IT functions and is a key member of the corporate branding for Marico
Bangladesh Limited. He acts as an advisor to the Senior Management and
the Board on the issues pertaining to the regulatory affairs & compliances
as well.
Elias is an active member of Trade, Tariff, Taxation & Company Affairs Sub-
Committee of FICCI. He is a Donor member of Uttara Club Limited, Dhaka
and a permanent Member of Dhaka Boat Club.
A professional for the last 13+ years, Christabel has a rich base of legal
experience spanning litigation, advisory, alternative dispute resolution, critical
due diligence projects, compliance management and policy advocacy.
Her recent assignment, before joining Marico was with British American
Tobacco Bangladesh (BATB). She has also worked with World Health
CHRISTABEL RANDOLPH Organization as their Legal Consultant and as Country Legal Consultant for
International Development law Organization (IDLO) and BRAC. Prior to her
Director-Legal & Corporate
assignment with BATB, Christabel was an Associate at Dr. Kamal Hossain &
Affairs and Company Secretary
Associates. She is also on the Executive Committee of the School of Hope
and Vice-President, Committee of Intellectual Property Enforcement (CIPE).
Christabel is also an active member of the FMCG Sub-Committee of the
Foreign Investors Chamber of Commerce & Industries (FICCI), Commercial
Legislation Sub-Committee of Metropolitan Chamber of Commerce &
Industries (MCCI) and Legislative Committee of Bangladesh Employers
Federation (BEF). Christabel completed her bachelors and masters in law
from the University of Dhaka and subsequently pursued her advanced
masters in Law and Economics as an Erasmus Mundus Scholar under the
European Commission.
She has keen interests in reading, music and loves food and travelling.
Marico Bangladesh received 2 awards for corporate received the Bronze Award in the manufacturing category
governance excellence from the Institute of Chartered at the 7th National ICSB Awards and the Silver Award in
Secretaries Bangladesh (ICSB) and Institute of Cost the manufacturing category at the ICMAB Best Corporate
Management Accountants Bangladesh (ICMAB). Marico Award 2019.
Social Responsibility (SR) Asia awarded Marico Parachute Advansed continues its winning streak as
Bangladesh as top CSR (corporate social responsibility) the Most Loved Hair Oil Brand in Bangladesh, as per
contributor in the FMCG sector. Marico was given this Best Brand Award Bangladesh 2020, organised by the
award following a 2019-2020 CSR Survey published Bangladesh Brand Forum, in partnership with Nielsen.
by SR Asia in which CSR practices, commitments and It is the No 1 Best Loved Brand in the Hair Oil category
strategy across industries were studied. and the 8th Best Loved Brand across all Categories in
Bangladesh.
Parachute was the 3rd Most Chosen Brand in Bangladesh across categories in FMCG, as per Kantar's Brand Footprint
2020 study.
CHAIRMAN’S LETTER
- Saugata Gupta
Saugata Gupta
Chairman
I am pleased to write to you as always and I would like products while competitively growing your Company’s
to express our gratitude to all our valued shareholders core businesses was crucial in enabling us to deliver
for your continued confidence in Marico to deliver growth at a consolidated level. We had 10 new product
exceptional business performance year-on-year and launches including an international hygiene range
maximize shareholder value. The financial year 2020- under Mediker SafeLife and our portfolio now stands
21 (FY’21) was a very difficult one for all of us. Yet your at 29 brands in 10 categories serving the consumers of
company withstood the adversity of a global pandemic Bangladesh.
and delivered double-digit revenue, profit and volume
growth. It is on this note, on behalf of the Board, I take Your company continues to operate through the
pleasure in welcoming you all to the 21st Annual General heritage brands Parachute, Parachute Advansed, Nihar
Meeting of your company and present to you the Annual and Saffola. We have been successful in all our major
Report for FY’21. launches of FY’21 addressing changing consumer
sentiments and trade expectations. Our flagship brand,
The ongoing COVID-19 pandemic besieged most of Parachute continued to grow volume and our Value-
FY’21, and on behalf of the Board, I take this opportunity Added Hair Oils (VAHO) portfolio has seen double-digit
to send our thoughts and prayers to all stakeholders growth in the last year derived from multiple need-
affected by this crisis, including the families, friends and spaces & sharp propositions.
relatives of the valued members of your Company. We
have not suffered a global health crisis of this magnitude “Parachute Advansed” was recognized as the Most Loved
in generations and express our heartfelt gratitude to all Hair Oil Brand in the country. Earlier it was awarded as
those front-line workers – including in our own business – one of the most Consistent Brands of the Decade and
who have worked tirelessly to help keep others safe and also recognized as a SUPERBRAND by Bangladesh
provide essential goods and services to all. I am hopeful Brand Forum. In FY’21, the Kantar Brand Footprint Report
that soon this crisis will be behind us, but until then, we recognized “Parachute” among the Top 5 most chosen
must all care for each other by following health protocols brands in Bangladesh. These recognitions are testament
and COVID discipline including getting vaccinated at the to the enduring loyalty and confidence of consumers in
earliest available opportunity. the quality of our products and the stature of our brands.
Marico stands united and committed to making a We have committed to invest BDT 2.27 billion for
difference in the lives of all our stakeholders and the entire the construction of our 3rd manufacturing unit in
community at large. It is the tremendous grit and fighting Bangabandhu Shilpanagar within the Mirasarai SEZ.
spirit of our people that has allowed your company to This is an investment for future growth as we aspire
deliver meaningful growth on a year-on year basis. At to be proud ambassadors of 'Made In Bangladesh'
Marico, our People always come first and focusing on delivering greater variety and world-class products to
the well-being of all our members in our ecosystem the consumers of Bangladesh and increase our exports.
ensured that our people were safe with no loss of lives
Our strength lies in our people and in our brands. Talent
or livelihoods. Despite the widespread disruption during
and Culture are among the five key transformational
the year under review, your Company demonstrated
areas that make Marico a future-ready organisation.
impressive resilience and agility to deliver both topline
We have a clear diversity and inclusion agenda and
and bottom-line growth. This has only reinforced our faith
leadership commitment towards developing local talent.
in the lasting strength of the strategic building blocks of
We partnered with the Daily Star to craft the Chief
your Company, namely brands, people, and culture.
Executive (CEO) show featuring a series of leadership
Your Company delivered another strong year, with an lessons from CEOs across sectors. We are proud that
15.4% revenue growth, 17.7% profit growth along with a 98% of our workforce is local talent and we have an 81%
12.7% volume growth and closed with a profit after tax millennial population within it. The strength of female
of BDT311 Crore which is a 17.5% growth over last year. workforce in our factories is almost 17%.
In FY’21 we declared the second highest dividend of
With an almost exclusively virtual existence during this
900% since listing and contributed BDT 408 crores to the
pandemic year, focusing on mental health and wellbeing
national exchequer.
of our members was equally crucial in nurturing our
As we face a dynamic, ambiguous and volatile operating talent. We rolled out structured and frequent engagement
environment, tapping into emerging trends and launching initiatives and recognition platforms to enable our
members to continue to unleash their potential. We emerging, multiple waves of infection and lockdowns
believe at Marico Bangladesh we have world-class talent as well as vaccination challenges. We are aware that
capable of delivering super-normal results and thriving business rules in the post-covid world are on track to
in a fast-track career. This unique culture at Marico has change, and we are reviewing our strategies closely to
earned us the recognition as one of the Top 10 Employers play in the new normal. Your Company will continue to
Of Choice in the country according to Nielsen’s campus focus on nurturing and building responsible, authentic
survey. and trusted brands for our consumers and making them
more accessible through agile and resilient execution.
As a responsible corporate citizen and a firm believer We will maintain a collaborative approach with all
in conscious capitalism, Marico has long focused on our partners in the value chain and stay true to our
adopting environmentally and ethically sustainable commitment to the community to create sustainable
operations that create value for all stakeholders. In value for all.
our ambition of ‘road to zero’ meaning zero impact on
environment, we were able to reduce power consumption In conclusion, I would like to extend my sincere gratitude
by 7.5% and increasing our energy efficiency at Mouchak to our esteemed shareholders, regulators, industry peers,
and Shirirchala factory to 80% and 98% respectively. CSR partners and the consumers of Bangladesh for their
sustained trust in Marico. We live by the mantra ‘people
Contributing to the national efforts against Covid was first, business next, profit last’. If you focus on people,
crucial to our purpose of making a difference and results will follow. The year under review is testament to
we contributed to the Prime Ministers’ Welfare Fund, this belief. We encourage a culture of empowerment and
provided food support to communities surrounding our trust where we can embrace ambiguity and grow together
factories in Gazipur, contributed to relief efforts of trade delivering long-term value for all our stakeholders. While
associations and aided media personnel at the peak the future holds many new challenges, with your support,
of the pandemic. We continued our impactful social I am confident of delivering strong business performance
responsibility program with SWAPNO and together with as we grow from strength to strength.
our covid relief initiatives invested BDT 320 million under
our corporate social responsibility commitments. As you With warm regards,
know, your company commits 1% of its profits towards
CSR programs.
Ashish Goupal
Managing Director
Dear Shareholders,
I write to you at a time when we are still going through Our results are driven by our consistent efforts behind
waves of the coronavirus pandemic as new variants creating world-class quality products for Bangladeshi
keep emerging. I sincerely hope that all of you and your consumers, building our brands and our strong
families are safe and well. The last year has been difficult distribution network. While adapting to new ways of
for all of us with loss of lives and livelihoods not just in working and a digital existence we made every effort
Bangladesh but globally. Despite the new challenges to retain this consistency. We launched our health &
arising out of the pandemic we have come together as hygiene portfolio comprising hand-sanitizer, hand-wash,
One Marico and grown profits, products, and purpose- and veggie wash with our international brand Mediker
led initiatives. Today we can proudly say we are one of SafeLife to address personal hygiene and food safety
the fastest growing FMCG companies in Bangladesh. concerns of consumers. We launched Saffola Honey to
address the consumer need of immunity building aids.
In FY’21, amidst the pandemic, we had 10 new product To further strengthen our footprint in the personal care
launches, we grew our revenue by 15.4% and profits by category, we launched our Parachute Naturale range of
17.5%. The household penetration of our brands stands shampoos. We expanded our international baby care
at 87%. Marico experienced a 6.7% volume growth in the range with the launch of baby toothpaste, baby face
core coconut oil (CNO) category while the value-added cream and baby rash cream. The growth in these non-
hair oils (VAHO) category grew by 16.8% at a full year hair oil categories contributed to our overall profitability
level. and strengthened the value mix in our business.
Our people have been the true driving force of the We continued our sales transformation journey and
business during this challenging time, and they worked capability development initiatives to enable distribution
tirelessly to find innovative and agile ways of ensuring expansion, range selling and omni-channel presence.
business continuity. While no one could have predicted We leveraged partnerships with banks and financial
the scale and speed at which the pandemic would impact institutions to support our distributors and suppliers with
us, we had business contingency measures in place well financing programs during the pandemic. For smooth
in advance. We were very clear that ‘people come first’. revenue collection we used specialized services from
There is no way we could have addressed this pandemic banks like, agent banking, and mobile banking. During
and continued business without putting people at the this time in urban areas e-commerce continued to drive
heart and centre of all our covid management efforts. growth. The challenges on account of supply chain
We took care of the safety of the entire supply chain. disruptions were managed smoothly and expeditiously
with the support of the government, particularly, the
Your Company was one of the first companies to
Bangladesh Investment Development Authority (BIDA),
implement complete work from home measures
the Ministry of Commerce and the Department of
including for those members working in our sales team.
Factories & Establishments (DIFE). Our superlative
We paid all salaries in advance and there were no job
supply chain management during the pandemic earned
or salary cuts. It was important for our members and
us 3 awards at the Bangladesh Supply Chain Excellence
everyone across our value chain to know that Marico
Awards 2020.
will take care of them, and their livelihoods are secure.
We paid unconditional humanitarian allowances to our We continued to attract and retain diverse talent and
factory and distribution workforce. We ensured covid implemented newer processes to encourage diversity
screening and testing, insurance coverage for covid and and inclusion in our workforce. We continued to invest in
related hospitalization for all employees. creating fit-for-future structures in marketing, sales and
supply chain. Leveraging online methods, we delivered a
With regards to business contingency management,
series of learning & development programs customized
we re-modelled our distribution and sales network. We
to member requirements. We also launched a full suite
strictly implemented all health protocols mandated
of empowered learning allowing members to pursue
by the government and World Health Organization
online courses of their choice with the support of the
at our factories, depots, warehouses, and distribution
company. We invested a lot of time and energy behind
operations across locations to minimize risks of
development and engagement of our members. We
infections. We remained focused on adapting to evolving
ran two internal initiatives #ThankingOurHeroes and
consumer needs in the areas of health, immunity, and
#Changemakers to recognize innovative and impactful
hygiene, while focusing on agility, excellence in execution,
initiatives of members. Having a motivated workforce
aggressive cost management and financial discipline.
and engaging work-culture, more so when we are all
Our Impact
As a multi-stakeholder organisation fostering sustainable value, we uniquely impact all our stakeholder groups.
We are deepening our engagement across all our Each stakeholder plays a vital and unique role in our
stakeholder groups for ensuring sustainable value value creation journey. These relationships are integral
creation for everyone. Our stakeholders are defined by to our business, and we strive to strengthen them via
their respective roles, levels of participation, contribution regular outreach and engagement initiatives. We create
to our value chain as well as their ability to influence value in different ways for our various stakeholders and
and impact our business. They are our consumers, they, in turn, deliver value to us. Engagement with each
shareholders, employees, business partners, regulators group takes different forms and frequencies, detailed
and the Government, and communities. below.
CONSUMERS
Why we engage Our value Engagement Key risks Opportunities Actions on ground
propositions platforms
Our consumers • Large multi- • Consumer • Changing • Expand into Launch of Saffola
drive demand for category surveys consumer new unexplored Honey and Mediker
our products and portfolio of • Direct feedback lifestyles, categories to SafeLife hygiene
provide insights that trusted brands through preferences and diversify the range of products
help us determine comprising 152 consumer behaviours business in response to
future trends. Most SKUs carelines • Loss of • Develop new immunity-building
essentially, they • Wide product consumers innovative and hygiene needs,
keep us in business. reach with products/brand respectively, against
everyday shelf extensions Covid-19, during the
availability based on year
Why we engage Our value Engagement Key risks Opportunities Actions on ground
propositions platforms
Shareholders Attractive returns • Annual general • Loss of investor Strengthen • Activated business
provide financial and growth on meeting confidence communication with contingency
strength with investments, • Corporate • Unaligned investors to improve plan due to
continued access to supported by website expectations transparency and Covid-19 for
capital transparent provide clarity on ensuring business
• Interactions
disclosures and the Company’s continuity
with our
good governance. performance, • Created value
corporate
strategies and through 900%
investor
forward outlook. cash dividend for
relations team
2020-21, including
interim cash
dividend of 700%
MEMBERS
Why we engage Our value Engagement Key risks Opportunities Actions on ground
propositions platforms
BUSINESS PARTNERS
Why we engage Our value Engagement Key risks Opportunities Actions on ground
propositions platforms
COMMUNITY
Why we engage Our value Engagement Key risks Opportunities Actions on ground
propositions platforms
Our citizenship and • Livelihood and • Community • Probable Drive community- • Commitment of
CSR programs help community engagement negative based initiatives 1% of profits for
meet community sustenance and impacts leading to nurture the CSR programs
needs, support the development to erosion of development
• Flagship project • Additional
attainment of the programs reputation of backward,
under SWAPNO contribution of
SDGs and serve our vulnerable and
in partnership BDT 5mln to
aspiration of being underprivileged
with UNDP and Prime Minister’s
partners in progress communities.
the government Relief Fund
of Bangladesh
• Various Covid • Food relief to
relief programs 5000 out-of-
work families in
Gazipur
Why we engage Our value Engagement Key risks Opportunities Actions on ground
propositions platforms
The Government • Ethical business • Engagement • Changing • Embrace new • Ushered in national
and regulatory conduct sessions regulations regulations technical standards for
bodies provide individually to ensure full Hand-Sanitizers through
• Revenue • Lack of clarity Bangladesh Standards
guidance on and through compliance
contributions in regulatory & Testing Institution
compliance of trade bodies
procedures • Harness
regulatory matters, • Innovative • Collaborated in FMCG
• Site visits leading opportunities
govern ease of partnerships private sector taskforce
to non- arising from under the aegis of
doing business.
compliance priorities in Bangladesh Investment
and the national Development Authority
reputational agenda (BIDA) for expediting
damage supply chain restoration
post-covid
• Aided enforcement
against counterfeit
and spurious products
threatening consumer
safety and brand equity
• Worked with Ministry
of Commerce for
specific direcitves
to enable supply of
essential commodities
during covid-19 induced
country-wide lockdowns
• Exchequer contributions
rose by 24.54% during
the year
Material matters are those that substantively affect our ability to create
value over time.
Stakeholders provide Marico with critical resources We review our material matters during our annual
that enable the Company to generate competitive planning cycle, our strategic reviews and monthly
sustainable value over the short, medium and long term. work-plans. The management team makes an initial
Engaging with our stakeholders allows us to understand assessment – drawing on their experience, judgement,
their viewpoints and expectations. The feedback thus and their own engagement with stakeholders – and
generated helps us to develop effective strategies agree which matters may be material and the response
for sustainable long-term value creation through the measures to address the materiality.
refinement of our products and services and our go-to-
market strategies.
The issues identified through stakeholder engagement are analysed, prioritised and categorised based on their ability to
affect Marico’s ability to create long-term value, summarized as follows:
Continue earning the • Offer products with deep value propositions • Venture into strategic product extensions, for
trust and loyalty of our meeting intrinsic end-user needs example in untapped categories like baby care
customers
• Protect purchasing power of our customers • Ensure a Covid-relevant portfolio, with the
through ensuring pricing discipline disease expected to be around for some time
• Ensure on-shelf availability of our products
across the nation
Relationship with suppliers • Maintaining mutually-beneficial relationships • Sharing best practices in business
and business partners with our suppliers and business partners
• Prioritising purchases and engagement
• Ensuring robust and transparent amongst local suppliers
procurement practices
ESG (environmental, • Strong emphasis on our environmental, • Embrace integrated thinking in matters alluding
social, governance) social and governance (ESG) practices to our ESG principles
considerations to drive sustainability in our business
• Further identify global best practices in ESG
operations
and incorporate across our operations
Employee engagement • Employee training and skills development, • Leverage the multi-disciplinary skills of our
and retention while fostering a culture of learning and talent
empowerment
• Capitalise on the insights and experiences of
• Occupational health and safety our Board and leadership team for strategic
stewardship, especially during challenging
• Focus on providing a challenging and
times
inspiring workplace environment to a
millennial workforce • Provide meaningful member experiences
centering on leadership development as well as
physical and mental wellness
Responsible corporate • Partner in sustainable development of the • Understanding and implementing best
behaviour and conduct country practices from other Marico group companies
and global best practices
• Enhance corporate equity and reputation
through excellence in standards of • Adhere to a values-based governance culture
governance and compliance and strict adherence to our Code of Conduct
• Automation and use of technology for
compliance monitoring and in-house legal
solutions
Citizenship programs
Explore ways to enhance our social
Commitment of 1% net impact
SOCIAL AND
RELATIONSHIP CAPITAL profit investment in Show solidarity with our communities
social programs. and broader society at all times
NATURAL CAPITAL paper, water and other Continual pursuit of doing more with
resources. less
The consistent flow of income generated by our operations is key to Marico’s long-term sustainability. While a large
portion of our earnings are channelled back into new developments, they are also used to create value for our
stakeholders. This includes delivering dividends to shareholders, providing income to employees, and investing in the
development of communities. Additionally, we also use our financial capital to drive innovation by investing in research
and development, capacity-building, etc.
M
arico has enjoyed a position of strength sorts of support, including advanced salary payments,
for years in its home base of Bangladesh, allowances, etc., while also investing in health, safety and
making products that have become hygiene across our operations. It was also a year where
household brands. With this foundation, our brand strength came to the fore as consumers
our Company has enjoyed continued started to shift to trusted branded products. We also
growth in sales and profitability based on our inherent launched a couple of COVID-relevant products that had
strengths, such as the depth of our management respectable contribution to sales.
expertise and knowledge, our unrivalled brand strength,
Meeting of our performance targets for the year
and an enviable distribution system.
expanded our dividend distribution capacity and, with the
Though the financial year 2020-21 was one of interim dividend of 700% cash, our Board has announced
unprecedented tumult on account of the COVID-19 a final cash dividend of 200%, taking the total dividend to
pandemic, we focused on adopting a business-as-usual 900% for 2020-21.
stance against a highly challenging external macro
We thank you for your investment in Marico.
environment. Our key financial objective for the year
was to ensure liquidity sustainment to not only ensure Elias Ahmed
smooth day-to-day operations, but also to ensure all Chief Financial Officer
Value-added statement
Two year's Value-Added Statement
2021 2020
Taka % Taka %
Value added
Turnover (net) 11,306,519,256 9,795,911,357
Less: Bought in Materials & Services (5,098,671,390) (4,978,814,635)
6,207,847,866 4,817,096,722
Indirect tax with turnover 1,739,203,102 1,739,203,102
Other Income/(expense) 62,604,620 7,693,167
Net finance income 130,485,458 193,245,424
Available for distribution 8,140,141,046 100.00% 6,757,238,416 100.00%
Distributions
Employees 862,095,189 10.59% 782,038,562 11.57%
Government 4,078,501,985 50.10% 3,274,951,830 48.47%
Shareholders 2,835,000,000 34.83% 2,520,000,000 37.29%
Value reinvested and retained
Depreciation and amortization 115,651,708 1.42% 94,703,546 1.40%
Reserves & surplus 248,892,164 3.06% 85,544,478 1.27%
8,140,141,046 100.00% 6,757,238,416 100.00%
EVA statement
2021 2020
Net operating profit after tax 3,198,953,444 2,640,997,430
Total capital employed 1,791,091,976 1,641,270,208
WACC % 10.35% 11.65%
WACC 185,378,020 191,207,979
EVA=NOPAT-WACC 3,013,575,424 2,449,789,450
Marico’s physical production and storage assets comprise its 2 factories, 2 outsourced manufacturing units and 5 depots
and 3 warehouses, respectively. Further, adopting an asset-light strategy, we also have relationship with three contract
manufacturers. As a pioneering FMCG multinational, our unique position comprises our ability to assure consumer value
anchored on quality and affordability across our range of brands. Through our manufactured capital, we also play our
role in caring for the environment by manufacturing responsibly using sustainable materials and new technologies,
which enables us to deliver high-quality products in an efficient, timely and ethical manner.
The trademark event of Act Now! “ProSolve Competition 3.0” where project leaders present individual problem-solving projects and winners are
recognized with awards and certificates.
Production Efficiencies
FY21 was a challenging year for factory operations. During different carbon grades, higher MB carbon was introduced
pandemic, manpower dependent operations by maintaining to the process. Earlier, the carbon used was of 80 MB grade
social distancing was implemented to decrease the risk of which we upgraded to 150 MB. This not only caused increase
contamination while ensuring production efficiency in the of plant OPE but also created a potential yearly savings
given circumstances. To meet this challenge, factory teams opportunity of BDT 125 mln. As always, process excellence
approached it as a year for automation. A good number remains one of the core strengths of the manufacturing
of projects were taken that embraces automated process
team. For crushing unit, material and machinery changeover
resulting in minimum manpower presence at site who could
loss was reduced by 36% resulting in cost-savings of BDT 3.6
maintain effective social distancing. These initiatives not only
mln. In the refinery unit, the focus was on sustainability by
resulted in COVID contamination risk reduction, but also
reducing fuel consumption. Factory teams took an advance
delivered outstanding cost savings by the year end.
problem solving level 3 project (PS-3) and used waste heat
With high variation of CCNO quality in the market, maintaining in order to reduce the fuel consumption. This resulted in
refinery OPE was a big challenge. After extensive analysis of immediate impact and reduced the SFC by 20%.
Capacity Creation
Marico manufacturing achieved another crucial milestone in capacity creation by erection of HDPE bottle in-house
blowing operation at Shirirchala. The company invested BDT 7.04 Cr for this capacity creation to protect against supply
and quality risks of our flagship brand Parachute Coconut Oil.
RESPONSIBLE CONSERVATION OF
FACILITIES ENERGY, WATER AND
OPERATIONS OTHER RESOURCES
ELIMINATE
POLLUTION HAZARDOUS
PREVENTION WASTE AND TOXIC
MATERIALS
Covid-19 preparation to run factory operation As part of Fight Against Covid, External Audit was done 8 times on Factory Emergency Preparedness on
Covid. Audit Score was 100% for both factories all 8 times.
Deputy Secretary from Ministry of Industry Mr. Sarowar visited Mouchak Factory & Inspected the Factory Operations
Engagement Activities
Factory team organized several engagement activities to keep employee morale elevated and ensure meaningful
member connect. International Women’s Day 2021 was celebrated at the Factory with enthusiastic participation of our
female workforce.
Our human capital is represented by the skills, diversity, passion, enthusiasm, ideas, youthfulness and experience of
our employees. They are instrumental in driving our innovative strategies and long-term growth. We invest in the
development and well-being of our people, which contributes to their productivity and performance enhancement
that helps us achieve our goals and targets. As part of our growing focus on talent futurisation, our human resources
development strategy is anchored on equipping our people with a diverse set of skills that enables innovation and
creativity and will allow them to thrive today and also into the future.
93%
This year amidst the unprecedented circumstances,
we came together stronger and more united than
ever before. The tremendous efforts of our members
enabled us to continue to work, being safe and agile.
We experimented and quickly scaled up new ways of Of our workforce are highly engaged and proud to
working through reshaping our business in a way that we be a part of Marico Bangladesh Limited
were ready for any uncertainty. Our sense of belonging (dipstick survey)
and pride in what we do reflected in the engagement
dipstick survey score average of 93%.
Our behavior is guided by our culture code which We tied member connections across the company
enables us to nurture a corporate culture that is open, through diverse channels and different ways via
flexible, and inclusive. Over the last two years during quarterly virtual townhalls, monthly virtual team
our transformation journey, we grew almost double informal connect (cha er shathe adda session) and
in terms of the workforce strength. Our workforce through surveys, forums and new initiatives for special
has become more diverse and multigenerational. interest areas guided by our unleashing potential
The myriad changes in both external and internal behavior ‘Open & transparent communication’. A
environment over the last year made us rethink the synergy was maintained between leaders, team &
engagement strategy. We focused on our key thrust family connect throughout the year.
areas; member connect, member health & wellness,
and celebration & recognition.
Leadership Connect
Maintaining active communications Our leaders also completed respective skip level
across the company is a priority (one to one conversation) with the respective
for Marico Bangladesh Limited members instilling inspiration, confidence and
leadership team. During the ensuring diverse perspective. Feedback channels
pandemic, we quickly realized that are open and respected in the organization.
being transparent about our business
reality can yield desired business
performance, while generating trust
and confidence in the leadership. Inspire is a platform created to bring
Initially monthly and later quarterly outside in perspective and encourage
basis townhall was facilitated by our our members to go beyond. This year we
Managing Director, Ashish Goupal. By invited 10 CXOs from diverse industries to
design it is engaging and instigates share their incredible journey with us. Their
open house questions from members wisdom and extraordinary stories provoked
across country. many of us to rethink about our purpose
and actions.
Connecting Team with Cha er Shathe Adda every month. Abundance of laughter and fun comes
through unique, surprising team games in each Adda
When we say we miss ‘home’ or ‘office’ it’s always session.
those faces, our best teammates or favorite human
behind those words rather than the physical structure.
Pandemic made us learn technology to connect beyond
expectation from anywhere or any point in time but ‘real
connect’ always remained in question!
All our frontline members, including We partnered with 6 government Reported 100% compliance in
extended workforce were equipped authorized labs for home sample COVID related preparedness audit
and mandated to wear PPE when collection of our members. at both our factories.
working out of home.
While we recognized the great works that our members unit recognition in this Compliance Award event.
have done to enable our great business performance,
we also took the opportunity to recognize the standards Our One Marico One Spirit internal communication
of governance and compliance that our members have campaign recognized and published all these stories
demonstrated by hosting the first ever MD’s Compliance of remarkable team collaboration which fueled our
Award event. There were 6 categories and 1 business success.
Toastmaster: We have partnered up with the members and their courses, screensavers made it quite
international platform, Toastmaster to create the first successful on its first year of launch. These extensive
corporate toastmasters club in Bangladesh – Marico learning programs chosen right, not only enables our
Bangladesh Toastmasters Club. This club has enhanced members to upskill and reskill for their roles at Marico but are
our members communication & leadership skills in a helping them prepare for the changing landscape of work.
unique and engaging way and is helping us to create
more confident leaders of tomorrow. We redesigned our learning activities to make sure
our members have the necessary skills to fulfil critical
Empowered learning: The initiative called “Marico needs of the business functions such as analytical skills,
Ninjas” provides members with a learning credit and consumer behavior, digital skills etc. We also prioritized
enabling them to choose internally acclaimed online helping member adjust into the new normal post
courses in alignment with their development areas. Covid-19; promoting remote working skills, supporting
Robust communication surrounding the initiative our leadership, and helping members deal with issues
including weekly trending courses, highlighting enrolled around mental wellbeing and building resilience.
Impact through unleashing potential 400 students joined from 18 universities nationwide.
Receiving a record-breaking 258 applications in a day
Our efforts to enable graduates to kick start their
was a testament to our talent brand.
careers and be the trailblazers of tomorrow continued
this year as well. We have taken multiple initiatives A signature initiative changemakers was run to collect
with the theme of unleashing the potential of the next future fit growth ideas from the members across Marico
generation young leaders. Bangladesh Limited which yielded 160 impactful ideas to
win the future.
Marico Masterclass: Our senior managers virtually
connected with the students from top 10 business As we continue in our transformation journey, we are
schools and contribute to the academic curriculum committed to exhibit the unleashing potential behaviors
by engaging students in the experiential learning. We and translate them into meaningful action. The culture
focused on technical skills which created a strong code emphasis to create excellence in whatever we
impact as these learning directly impacts students’ do, seek & ask for help without any bias, foster open
employability. and transparent communication, enable each other,
build shared success and above all make mistake but
Impact 90: The flagship Internship program of Marico
rise above from failure. Our leaders will continue to
was launched for the final year students including a
support and reinforce these behaviors to make Marico
first ever virtual roadshow with fun contests. More than
Bangladesh Limited the best place to work.
Marico has created a strong brand of innovative excellence. In this context, our intellectual capital is vital in solidifying
our market position and competitive advantages. Our team leverages the strength of our brand portfolio; operational
innovation; distinctive marketing, branding, sales strategies, and unique freight management solutions to deliver high
quality market-leading products that transform into everyday household essentials.
Hijab Fresh Anti-Hair Fall Shampoo: A new variant catered to women who wear Hijab was
launched in Quarter 4. This shampoo is enriched with the goodness of natural ingredients like
coconut milk protein and green tea which helps reduce hair fall. It has a unique perfume release
formula that releases a fresh fragrance for up to two days.
Parachute Just for Baby Face Cream, Baby Rash Cream and
Baby Toothpaste
Saffola Honey
At a time of heightened awareness about consuming nutrient rich, pure, immunity boosting food,
the role of honey along with other nutritious and immuno-rich super foods have become stronger.
As one of the most trusted International brands in the region, Saffola launched 100 percent pure
Saffola Honey. Building on the rich heritage of Saffola’s scientific expertise, every batch of Saffola
Honey is tested and certified using the latest NMR (Nuclear Magnetic Resonance) test in a German
laboratory, the gold standard test for the quality of honey, to ensure zero adulteration, no added
sugar and no compromise with consumer's immunity.
Marico entered the hygiene category with the launch of Mediker SafeLife Hand Sanitiser and
Hand Wash. As an international expert in protection, the brand taps into the opportunity of
hygiene and cleansing. The portfolio was expanded with the launch of the first vegetable
wash in the country, Mediker SafeLife Veggie Wash, a unique fruit and vegetable wash.
Hair Code, the No 1 Hair Colouring Brand in the country, built on its leadership by launching a new
shade of Mehedi Brown, addressing the needs of consumers. It has the goodness of Mehedi and
reinforces consumers with 2X Soft and Shiny Hair.
B. Consumer Campaigns
Parachute Just for Baby is a complete safe baby care range in Bangladesh.
In the third year of launch, the brand has gained the trust of lakhs of Mothers.
On the basis of consumer testimonials and insights, building on this trust,
the new communication for the brand “So safe, it is recommended by lakhs
of mothers” was launched. The brand has taken a pledge to spread safe
baby care to every mother in the country by offering a range of products
developed according to international safety standards.
Parachute SkinPure Aloe Vera Gel connected with consumers with the proposition “photo
perfection”, resonating with the desire of women to look good. The product addresses
this desire by giving mark-free, soft, glowing skin.Parachute SkinPure Natural White Body
Lotion launched a new communication on the thought of being ready to move out freely.
The product, enriched with the goodness of coconut milk and sandalwood gives naturally
glowing, beautiful skin and enables women in their desire to be protected from the elements
such as the sun.
Parachute Advansed continues to be the leader in hair care. The brand stands on the promise of “Strong
Hair”, a deep desire of women. The brand launched a communication platform “Strong Hair, Strong Bonds”.
The proposition came alive through three contextual campaigns that leveraged important occasions:
Mother's Day, Friendship Day and Women's Day. For the first time, Parachute Advansed also launched
exclusive limited edition packs for the campaigns. For Women’s Day, Parachute Advansed featured 3
women pilots from Biman Bangladesh, the flagship national airline, to inspire women on the thought,
“Strong Hair, Strong Bonds, Strong Women”. Renowned Celebrity, Masuma Rahman Nabila interviewed
the 3 pilots in a special online talk show to build their stories as inspiration for aspiring women.
Parachute Advansed Beliphool has been the leading Value-Added Hair Oil Brand in the Portfolio. To
continue resonating with the aspiring young women who have large dreams for their futures, the brand
built a new thematic campaign around “Be Perfect”, which portrays Parachute Advansed Beliphool’s
role to prepare for the perfection they desire. Jannatul Ferdous Oishee, former Miss Bangladesh and a
well-known celebrity, came on board as the Brand Ambassador and featured extensively on the brand’s
digital campaigns.
Nihar 5 Seeds Anti-Hair Fall Hair Oil is a product innovation with a unique cap
design containing 5 seeds that aid reduction in HairFall. The brand signed up
renowned celebrity Mehazabien Chowdhury as the Brand Ambassador, and a new
communication featuring the Brand Ambassador on the thought, “HairFall Down,
Beauty Meter Up” went live to connect to consumers.
Sales Highlights
Creating an Execution Powerhouse
A. Go-to-Market Initiative
Driving strong distribution and ensuring proper retailing were key strength of our sales team for last few
years. Keeping that in mind, extending direct coverage to untapped areas was one of the major Go-to-
Market (GTM) agendas of last year. GTM team planned to expand our coverage at a massive scale and
ended the year with 16% coverage expansion. This was a huge success for GTM team as new outlets
are contributing a significant amount towards our total business. To enable our Field Force to nurture
nascent brands more efficiently and to ensure higher share of shelf, we have strongly invested in ensuring
“Differentiated Trade Servicing” in top contributing towns.
Rural Bangladesh has seen phenomenal growth over the last few years which we cover through Alternative
GTM Model. Since the inception of the alternative model, major contributing sellers identified and brought
under direct coverage which grew 1.5 times faster than national growth and our direct coverage has
expanded to more than 92% of the total business. Granular focus was also given to quality of sales, and
service to trade to enable them to contribute more business. To ensure viability of GTM strategies Marico
sales team have worked closely and invested in capability development of new distributors, and field force.
Sales automation also helped the process to be more efficient and effective.
The year started with a unique challenge of pandemic, and we ensured that sales members and extended
sales force followed health and safety guidelines as per government and WHO recommendations. Despite
the pandemic, we have played an instrumental role by managing the distribution through various innovative
programs for all members in the sales team along with distribution partners. While distribution got interrupted
in many parts of the country due to lockdown, our relationship with Wholesale and signature programs like
Milon Mela has helped to ensure a smooth distribution. Moreover, yearlong signature programs like Amar
Dokan have ensured our new brands presence in retail and availability in outlets.
During the ongoing pandemic, we have witnessed a phenomenal growth spurt in E-Commerce. We
closely partner with 25+ E-Commerce Platforms in Bangladesh and benefit from relevant consumer data
and insight for our brands. It helped us design successful & effective campaigns in E-Commerce. Our
E-Commerce business has experienced more than 300% Growth in FY ’21.
With the pace of our expanding our brand portfolio in general trade environment, Institution Sales team has
showed rigor in creating solid B2B base in FY 2020-21. Institution team has been instrumental in establishing
new and existing brands to key institution customers. They have focused both on Hair Oil and Non-Hair Oil
categories and generated significant number of sales in FY 2020-21.
User Friendly and seamless IT infrastructure has been instrumental to support regular business operation.
Our IT team has created best-in-class IT infrastructure in FY 2020-21 to ensure proper visibility of Distributor
field force performance, KPI tracking and create transparency of business with our customers and support
them in being compliant with the laws of the land.
Building capability of the Sales team is a fundamental strategic pillar our business development agenda.
To enrich the transformation journey in making Marico Bangladesh the leading personal care company,
several capability interventions were launched over the last year. The Capability Development team has
facilitated 853 man-days of capability enhancement programs by launching 21 training interventions for
Sales Members & Field Force focusing on range selling, driving channels and programs, driving focus
category, nurturing nascent brands, executing GTM excellence. The team also uses various audio-visual
aids, and innovative modules like gamifiction to carry out the intervnetions.
To adapt to the competitive market dynamics, managing business wastage has been a key strategic focus. Marico
Bangladesh supply chain team drove this strategic agenda with ZERO WASTE focus and initiated the War against Waste
by implementing different health check tools throughout the value chain. Planning team has rolled out several projects
for streamlining supply assurance with zero waste approach:
During the ongoing Pandemic, we have introduced “Distribution Network Redesign and Cost Optimization with fastest
execution” to strengthen Warehousing and distribution system.
Our Supply Chain played a criticalrole in the “on time and in full” execution of NPDs (New Product Development) during
the tumultuous pandemic period. All raw and packaging material for NPDs were made available for smooth launching
while simultaneously driving cost-savings to support profitability of NPDs. Key cost saving initiatives included alternate
vendor development, localization projects etc.
D. Procurement Success
• Savings Initiatives- We have step changed savings initiatives and strategic buying activity throughout the year
which has strengthened the bottom line despite rising cost of raw and packaging materials and freight amidst covid
induced supply chain constraints
• Project Resilience- Project resilience was rolled out to create as strong and sustainable supply base. This was the
single largest project in terms of savings delivery.
• Pandemic Support- Ensured Seamless support during pandemic with zero supply interruption.
ROAD TO ZERO
Zero Impact on environment
16.67% WOMEN
EMPOWERMENT
Total 16.67% female worker
at our manufacturing units
OUR VISION
We endeavor to achieve excellence, innovation and performance in
a sustainable manner. People and the environment are the industry's
most important resources. Marico is embedding sustainability across
its business, setting aggressive sustainability targets and investing
in disruptive innovation all in service of driving company growth,
delivering performance innovation for acting as a catalyst for
change.
OUR AMBITION
Demonstrate global leadership to proactively manage our
environmental impact across all our activities and products.
Create positive societal impact and promote ethical behavior in all
markets across our value chain.
Conservation
Committed of Energy, Green
to Comply Water and Technoloy
Other
Resources
Participation
Healthy Built Pollution
and
Environment Prevention
consultation
Minimize
Responsible
Hazardous
Facilities
Waste and
Operations
Toxic Materials
At Marico, our core philosophy is to Make a Difference. The power of our business lies in our purpose of delivering inclusive
growth which would make a meaningful difference to the communities around us. We partner with our stakeholders to
create lasting economic value, improve quality of life, and support the attainment of the Sustainable Development Goals
(SDG). We have a vibrant community volunteering program as well which is integral to engaging with the communities
surrounding our manufacturing operations.
Marico commits 1% of its profits towards social responsibility (CSR) and corporate citizenship programs and in the last
year invested BDT 320 million in CSR initiatives.
The Board of Directors (‘the Board’) of Marico the year ended 31 March 2021, and the Auditors’ Report
Bangladesh Limited is proud to present to you the 11th thereon, prepared in compliance with the requirements of
Annual Report of the Company after being listed on the Section 184 of the Companies Act 1994 and the Corporate
Dhaka & Chittagong stock exchanges. Governance Code 2018 for your valued consideration,
approval and adoption. The key financial results and
The Board is submitting this Directors’ Report, along with other events taking place during period of April 2020 to
the audited financial statements of the Company for March 2021 is discussed in this report.
Financial performance
% of % of
BDT in Crore FY 21 FY 20 Growth %
Revenue Revenue'
Revenue 1,131 - 980 - 15.4%
Cost of sales (464) 41.0% (413) 42.2% 12.2%
Gross profit 667 59.0% 566 57.8% 17.7%
General and administrative exp (109) 9.6% (96) 9.8% 13.8%
Mkt, selling and distribution exp (136) 12.0% (115) 11.7% 18.3%
Operating profit 428 37.9% 357 36.4% 20.1%
Net finance income 13 1.2% 19 2.0% -32.5%
Profit before con. to WPPF 442 39.0% 376 38.4% 17.4%
Contribution to WPPF (22) 2.0% (19) 1.9% 17.4%
Profit before tax 419 37.1% 357 36.5% 17.4%
Income tax expenses (109) 9.6% (93) 9.5% 17.3%
Profit for the year 311 27.5% 265 27.0% 17.5%
Earnings per share (EPS) 98.7 84.0 17.5%
PRINCIPAL BUSINESS ACTIVITIES OF COMPANY which are aspirational and typically sold/traded rapidly
in the market. Cost of goods sold is favorable compared
Manufacturing and marketing of fast-moving consumer to other industries. In the last year Bangladesh recorded
goods (‘FMCG’) continued to remain the core business
5.2% GDP growth which was the highest in South Asia,
activities of Marico Bangladesh Limited. The Company
is the manufacturer and marketer of renowned brands Asian Development Bank figures show, and this trend
such as Parachute, Parachute Advansed, Just For Baby, is expected to continue. Private consumption, the main
Nihar, Parachute SkinPure, Mediker SafeLife, Saffola engine of growth, is leading the covid recovery phase
Active, Studio X , Hair Code and Livon. The Company with Bangladesh’s per capita income growing by 9% to
continued diversification of its portfolio with new product $2,227 and will be supported by normalising activity,
and brand launches in the hygiene, hair care, baby moderate inflation and rising garment exports. With
care and food category. The Company launched its a population of around 167 million and with a healthy
international hygiene brand Mediker SafeLife this year
economic outlook for 2021 the FMCG industry is also
with a range of products. Marico’s portfolio of winning
poised for significant growth. The industry dynamics
brands are well-placed to become prominent players in
the market and further the growth story. are also rapidly evolving with higher exposure to global
social media, the expansion of modern retail outlets and
INDUSTRY OUTLOOK AND POSSIBLE FUTURE the growth of e-commerce.
DEVELOPMENTS IN THE INDUSTRY
Bangladesh is projected to be one of the top 3 fastest
The scope of ‘Fast Moving Consumer Goods’ (FMCG) growing economies by 2050 and grow its GDP by 6.8% in
industry has expanded over the years and includes 2021. Global forecasts predict that emerging markets will
products which are daily essentials as well as those continue to provide the fastest growth opportunity for
the FMCG industry. A growing middleclass and millennial RISKS AND CONCERNS
population will dictate consumer preferences and shifts
in product offerings and market behavior. Some factors The Board regularly monitors, assesses and identifies
such as rise in income accompanied by preference for potential risks, threats to sustainability and profitability
aspirational personal care products, growth in rural and negative impact on environment. The Company
consumption, availability of raw materials & low labor adheres to an Enterprise Risk Management (ERM)
cost may make Bangladesh a favorable investment framework which the Board reviews at regular intervals
destination for new FMCG entrants or may witness and also assesses litigation, regulatory and fraud risks.
further investment by existing players. Details of Risks and concerns including internal and
external risk factors are discussed in the ‘Enterprise Risk
SEGMENT-WISE PERFORMANCE
Management’ section on page 114 in this Annual Report.
During the year ended 31 March 2021, the company
continued its drive for portfolio diversification with new SPECIAL NOTE ON RISKS AND CONCERNS
launches in hygiene, hair care, baby care and food
categories. During the pandemic in Bangladesh, the In the year under review, the Covid-19 global pandemic
Company launched its international Mediker SafeLife was prevalent globally and also impacted Bangladesh
range of hand-sanitizer and hand-washes to address with the first wave necessitating a government
critical consumer needs. The Company thereafter also mandated lockdown for almost 6 months. The surge
launched Parachute Naturale shampoos, rash creams in infections and consequent movement restrictions
and face creams for babies and Saffola 100% pure resulted in disruptions to global and local supply chains
honey. The new introductions are an indication of our across industries. This unprecedented crisis presented
consumer-centricity and efforts to play in the markets several new risks and concerns which was quickly
with a right to win for Marico. Given the human capital incorporated and addressed under the ERM framework
and intellectual capital of the Company, it is also foraying for the short-term given reasonable epidemiological
into traditionally red-ocean markets as well with an predictions about the duration of the pandemic. The agile
aspiration to grow and succeed. In FY 21 the Company’s implementation of contingency plans and prioritizing
household penetration stood at 87%. health, safety and medical support for our members and
extended workforce ensured none to minimal impact
Marico posted BDT 1,131 cr total revenue for the year ended on business operations. As a manufacturer of essential
31 March 2021 with 15.4% growth compared to last year. products, regulatory permissions and close liaison with
The growth was driven by PCNO, VAHO, Beauty & Health industry bodies were ensured to implement standard
and Baby Care segments. Over the years the Company protocols for safety and business continuity. The Board
has made a significant shift in the volume and value mix of and management is of the view that the continuation of
its portfolio to lower dependence on the branded coconut the pandemic and predicted future waves do not pose
oil segment. Contribution of other segments in volume & any threat to the continuation or sustainability of the
value mix increased as strong initiatives have been taken business or product lines.
to strengthen the non-coconut oil market share as well
as maintaining the leadership in the coconut oil category
DISCUSSION ON COST OF GOODS SOLD, GROSS
with stable growth. The segment performance of is set
PROFIT MARGIN AND NET PROFIT MARGIN
out in Note 5 to the financial statements and represented
in the below chart: Cost of Sales:
Segment-Wise Revenue Contribution Revenue for the year ended 31 March 2021 increased by
15.4% and Cost of Sales increased 12.2% compared to last
1.5% 4.2%
3.5% year. The increase in costs due to covid related measures
0.5%
and increase in raw material prices contributed to the
increase in cost of sales.
61.8% Gross profit for the year ended 31 March 2021 increased
by 17.7% compared to last year. Strong volume growth
Parachute coconut oil Value added hair oil (VAHO) of the core portfolio supplemented by the launch of new
Color Beauty and health Baby Care Others products and efficient management of costs contributed
to the profit growth.
Net profit for the year ended 31 March 2021 was 27.5% in FY’21 compared to 27% in FY’20. Net Profit increased by 17.5%
compared to LY in absolute term. Higher revenue growth and efficient cost management resulted in the growth of net
profit.
EXTRAORDINARY ACTIVITIES DURING THE YEAR associated companies and subsidiaries of the parent
company. The value of the transactions with Marico
At the same time in October 2020, pursuant to approval Middle East for the purchase of raw materials exceeds
of the Board, the Company declared its plan to invest BDT the 1% of the revenue of the preceding financial year, i.e.
227 cr to set up its 3rd manufacturing unit at Bangabandhu FY’20. Note 27 of the financial statements include, details
Shilpanagar within the Mirsarai special economic zone of the transactions with the related parties. The approval
(SEZ). The Company filed its application and investment of shareholders regarding related party transactions
proposal with the Bangladesh Economic Zones Authority in FY’21 will be sought at the 21st Annual General
(BEZA) for their approval and allocation of a plot. Meeting in accordance with BSEC notification no. BSEC/
CMRRCD/2009-193/2/Admin/103 dated 5 February 2020.
RELATED PARTY TRANSACTION
At the same time management also anticipates that
In the year FY’21, the Company had related party related party transactions in FY’22 (2021-22) for the
transactions with its parent company, Marico Limited, purchase or sale of raw material, packaging material and
India and Marico Middle East FZE, Marico Southeast Asia, import of machineries may exceed the thresholds set out
INTERNAL CONTROLS The Company has also formulated its Dividend Policy
which was approved by the Board and published on
The system of internal control is sound in design and has the website of the Company to ensure easy access of
been effectively implemented and monitored. The Board all shareholders. The Dividend Distribution Policy is also
ensures that the control framework is commensurate presented in page 134 of this Report in accordance with
with the size, scale and complexity of the business. The BSEC Directive dated 14 January 2021. The Dividend Policy
Audit Committee comprises of professionally qualified will enable shareholders to understand the internal and
Directors, who interact with the statutory auditors, internal external factors pertaining to dividend declaration and
auditors and management in dealing with matters within payout. The Company ensures that critical information
its terms of reference. The signatory matrix is authorized about the Company is available to all shareholders by
by the Board in accordance with the Segregation of duly circulating disclosures, price sensitive information
Duties to strictly ensure authorized use or disposition. In and by uploading all such information at the Company’s
addition, there are operational controls and fraud risk website under the Investors section. Detailed disclosures
controls, covering the entire spectrum of internal financial on material decisions and related party transactions
controls. An extensive program of internal audits and are presented in this report for review and approval by
management reviews supplement the process of internal shareholders at the annual general meeting.
The Company has delivered consistent growth and the last 5 years’ results evidence the strong footprint of the Company
in the FMCG industry. The table below illustrates the last 5 years’ revenue and profitability status.
Other income 63 1 1 6 2
TOTAL EQUITY OF THE COMPANY ensure that shareholders’ value is maximized. At the same
time, the Company has also considered your views and
The equity capital comprised 31,500,000 equity shares of concerns of ensuring adequate reserves and exercising
BDT 10 each, Share Premium of BDT 252,000,000 and discretion in declaring dividend out of retained earnings,
Retained Earnings of BDT 1,069,572,396. which is reflected in the dividend declaration for FY’21.
DISTRIBUTION OF EQUITY TO SHAREHOLDERS In FY’21, the Company declared interim cash dividends
amounting to 700% and recommended a final dividend
of 200% at the 114th Board Meeting held on April 27, 2021,
Your Company’s wealth distribution philosophy aims at
totaling 900% cash dividend for FY 20-21 which is the
sharing its prosperity with its shareholders. The upward
second highest dividend declaration by the Company and
trend reflects consistency in the Company’s dividend
proportionate to the business performance for the year.
disbursements over the years and commitment to
Dividend Disbursement
950%
1000%
900% 900%
900%
800%
700% 650%
600%
600%
500%
500% 425% 450%
400%
300%
200% 150%
100%
100%
45%
0%
2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021
350
300
160 250
121
200
58 99
53 108 150
104
85 68 100
63 37
24 22
13 17 50
63 69 83 81 103
0
FY 17 FY 18 FY 19 FY 20 FY 21
VAT other than import stage SD manufacturing stage CD, SD, VAT at import stage Income tax
Ms. Parveen Mahmud, Mr. Zakir Ahmad Khan and Mr. Pawan Agrawal were appointed to the Board at its 110th Meeting
on 31 August 2020. Mr. Masud Khan, Ms. Rokia Afzal Rahman and Mr. Vivek Karve retired from the Board of Directors
during the year under review.
The shareholding pattern of the Company as on March 31, The amount of total remuneration paid to Directors
2021 is presented in the “Stock Performance” presented including Independent Directors has been presented at
at page 29 of this Annual Report. Note: 27.2 in the Notes to the financial statements.
APPOINTMENT/RE-APPOINTMENT OF DIRECTORS
CODE OF CONDUCT
The Managing Director/CEO and Chief Financial Officer/ Pursuant to the Corporate Governance Code, the Board
CFO of the Company certifies the financial reports also reports that:
presented in this report. The Certificate of the CEO and CFO
has been presented on page 117 of this Annual Report. • There was no extraordinary gain or loss during the
financial year
Rahman Rahman Huq (RRH), member firm of KPMG • No bonus or stock dividend has been declared as
International will be completing their 3 (three) years interim dividend during the year
of Audit for the Company at the 21st Annual General
Meeting (AGM) of the Company. In this context and ACKNOWLEDGEMENT
pursuant to Condition No. 2(2) of the Notification No.
BSEC/CMRRCD/2006-158/208/Admin/81 dated 20 The Board takes this opportunity to express their heartfelt
June 2018 prohibiting the appointment of the same thanks to all stakeholders including its shareholders,
firm of chartered accountants as statutory auditors consumers, business partners, banks and financial
for more than a consecutive period of 3(three) years, institutions, regulatory bodies and auditors, for their
the Management has proposed to the general body to immense support and contribution towards the success
of the Company.
approve the appointment of A. Qasem & Co. as statutory
auditors in accordance with Section 210 of the Companies
Act 1994 to hold office from the conclusion of the 21st
AGM until the next AGM at a consolidated fee of BDT
On behalf of the Board
16,25,000 including Statutory Audit Fee, year-end review
of group pack and group reporting, quarterly review
of group pack and group reporting (of all 3 quarters),
quarterly full-scope audit (of all 3 quarters) and all other Saugata Gupta
relevant matters incidental thereto. Chairman of the Board
Revenue
The category wise revenue is as follows:
The revenue mix has been evolving as the non-coconut oil (CNO) revenue contribution has increased steadily with the
portfolio diversification. This is attributable to expansion of MBL VAHO portfolio boosted by the steady growth of our
personal care/beauty & health range and baby care segment.
Gross Margin Spends were focused on new launches and to build the
non-coconut oil portfolio of the business.
For FY’21, MBL has reported gross profit of 59.0% which is
1.2% higher than FY’20. Strong volume growth is the key General & Administration Exp
contributor of such growth. Gross profit in absolute terms
has grown by 17.7% compared to LY. Expense as percentage to topline stood at 9.6% which is
a slight reduction from last year. For FY’21, General and
Marketing, Selling & Distribution exp Admin exp. increased by 13.8% in absolute terms owing
to new sales office rental, salary increment, higher CSR
For FY’21, Marketing, selling and distribution expense as contributions, covid mitigation related expenses etc.
a percentage of revenue has increased by 0.3% (12.0% in
FY21 vs 11.7% in FY20) compared to LY- which in absolute Profit after Tax
terms translated to an increase of 18.3%. The increase
in expenditure is primarily attributable to both media Profit after Tax at a full year level grew by 17.5%. The
and non-media expenses wherein higher investments Company reported a net profits of 27.5% in FY’21
were made for advertising and promotion of the brands. compared to 27% in LY.
Statement on Corporate Governance Conditions parts of the financial statements for the year ended
31 March 2021 with relevant accounting policies and
a. Accounting policies and estimation for estimations have been set out in Note 43. Any revision to
preparation of financial statements the accounting policies is being applied retrospectively
to all the previous years and change to any financial
estimation is being reflected prospectively.
The incumbent financial statements of the Company
have been prepared in accordance with International
Financial Reporting Standards (IFRSs), the Financial b. Changes in accounting policies and estimation
Reporting Standards and the Companies Act 1994
following the accounting policies and estimations The financial statements of Marico Bangladesh Limited
as relevant. The Company also complied with the for the year ended 31 March 2021 have been prepared
requirements of Bangladesh Securities and Exchange having no change in accounting policy and/or estimation.
Rules 1987 and regulations from various Government Company’s financial statements have been prepared
bodies. The Company has consistently applied various in accordance with International Financial Reporting
accounting policies and estimations to all periods Standards IFRS. There have been no significant changes
presented in these financial statements. The integral in the accounting policies applied to the financial
statements.
c. Comparative analysis for current financial year with immediate preceding five years (BDT cr)
The Company has been enjoying a persistent growth in yearly turnover during the tenure of five years from 2017 to 2021
under analysis. The company has reported a revenue growth of 15.4% and net profit growth 17.5% compared to previous
year. The Company has also reported EPS growth of 17.5% as compared to last year.
The peer companies within the FMCG industry includes Unilever Bangladesh, SQUARE Toiletries Limited, Hemas
Bangladesh, Moushumi Industries, Dabur Bangladesh, Emami Bangladesh, Reckitt Benckiser among others. However
only Reckitt Benckiser Bangladesh Limited (RB) is listed with the stock exchanges among peer companies to enable an
industry benchmarking. RB reported a turnover growth of 29.27% and profit growth of 19.32% as reported in their latest
annual financial statements for the year ended 31 December 2020.
re-opening of borders the global economy is expected to income and the consumer aspirations for a return to
rebound albeit sluggishly. It is expected that the covid-19 normalcy. Marico has already entered in the hygiene
crisis will have lasting impacts on organization work- category with its Mediker SafeLife range of products and
structures, consumer buying habits, channel mix and launched Saffola Active Honey to address the consumer
supply chains. Daily new cases in Bangladesh have been need for immunity aids. The Company is also expanding
on a declining trend since June 2020 though some spike its baby care, hair care, skin care and male grooming
is expected due to the emergence of newer variants of ranges. It will also be important to establish and reinforce
the virus. We have reviewed our annual operating plans trust from consumers with core categories and maintain
to account for the effects of the pandemic and are also a balanced portfolio of consumer essentials. This crisis
reviewing our strategy from quarter to quarter to adjust also presents opportunities to leverage the benefits of a
to changes as they materialize. digital business ecosystem with more digital payments
and use of technology tools for process simplification
Marico has declared and committed an investment and better service to trade. At the same time flexible
of BDT 227 crore in to set up its 3rd manufacturing working patterns will enable a more balanced work-life
unit at Bangabandhu Shilpanagar in the Mirsarai culture which would motivate and fulfil employees.
special economic zone (SEZ). The unit will cater to the
Company’s hair oil production as well as inventory for Retaining trust and relevance in core categories and
raw and packaging material. The enhanced capacity portfolio expansion into the identified categories of the
and strategic location will enable Marico to better serve future remains one of the key pillars of Marico’s long-term
its consumers all over Bangladesh. The Company also strategy. At the same time with our distribution strength,
plans to expand its export operations. It is expected we will endeavor to ensure continuous availability of
that the unit will go into commercial operations in mid- stock across channels and flexibility in our supply chain.
2022. The investment and construction of the unit will be Despite this covid-19 crisis we believe by exhibiting a
financed out of the reserves of the Company and there is higher degree of agility and nimbler decision-making we
no plan to avail external financing unless the terms and will be able to stay ahead of the curve and continue to
rates are feasible. expand the consumer franchise.
• To review all related party transactions and conflict • To monitor and review the effectiveness of the
of interest situations that may arise within the Company’s internal audit function and to be
Company including those under the Company’s satisfied that Internal Auditors has the competency
Code of Conduct. and qualifications to complete its mandates and
approve audit plans.
Audit Reports
• To monitor and evaluate whether the audit functions
• To prepare the annual Committee report and submit are conducted independently from the Management.
to the Board, which includes summary of its activities • To ensure that Internal Auditors have open access
and review the Board’s statements on compliance to all activities, records, property and personnel,
with the BSEC Codes of Corporate Governance for necessary to perform its duties.
inclusion in the Annual Report.
• To review and assess the annual internal audit
• To review the Charter of the Committee and make plan and evaluate its consistency with the Risk
necessary revisions for the year. The Committee Management Framework of the Company.
affirms that all responsibilities outlined in the charter
have been carried out. In addition, the charter is • To review the findings and recommendations made by
reviewed, and proposed updates presented to the the Internal Auditors and ensure that the appropriate
Board for approval. As adherence to best practices, action is being taken to implement the same and
evaluation of Committee activities is carried out, to further ensure that the appropriate tracking is
which is a key tool in achieving and maintaining a maintained on the agreed audit action points.
high degree of effectiveness. • To recommend to the Board any broader reviews
Internal Control deemed necessary as a consequence of the issues
or concerns identified and raise/ensure special
• To evaluate the Company’s internal financial controls audit, whenever necessary.
and risk management framework commensurate
External Audit
with the size, scale and complexity of its operations.
The Committee reviews whether Management is • To recommend to the Board, for it to place before the
adhering to the appropriate compliance culture by Shareholders for their approval, the appointment of
communicating the importance of internal controls the external auditor of the Company and to approve
and risk management to ensure that all members their remuneration and terms of engagement.
have a clear understanding of their respective roles
• To appraise the external auditor's audit plan, nature
and responsibilities
and scope of the audit plan, audit report and
• To consider whether internal control strategies evaluation of internal controls.
recommended by internal and external auditors
• To oversee the relationship with the external auditors
have been implemented in a timely manner by the
including:
management thereby ensuring that the system of
internal control is soundly embedded, effectively • Assessing their independence and objectivity
administered and regularly monitored. taking into account relevant professional and
The Committee as at 31 March 2021, comprises of 3 Chairperson of the Committee till 22 September 2020.
(Three) permanent members and 2 (Two) advisory (non- Subsequent to her retiring from the Board, Mr. Zakir Ahmad
voting) Members. The Chairman of the Board, who is Khan was appointed Chairman of the Committee from 22
also a non-executive director, is a permanent invitee to September 2020. The Company Secretary functions as
the Committee. The Chairman of the Committee is an the Secretary to the Committee. All permanent members
Independent Director. Ms. Rokia Afzal Rahman acted as of the Committee are non-executive directors.
*During the year, the Committee held 4 (four) meetings, complying with the requirement of at least one meeting to be held
during the year.
(iii) Policy on Board Diversity • Reviewed and recommended to the Board the
appointments of Mr. Zakir Ahmad Khan and Ms.
(iv) The plan in relation to identification of persons Parveen Mahmud as Independent Directors
who are qualified to become directors and who
may be appointed as KMPs, and recommend their • Reviewed the goals and achievements of the
appointment and removal to the Board Managing Director/CEO against the operating
plans for FY’21
(v) The criteria for evaluation of performance of
independent directors and the Board
• Reviewed and approved the goals and operating
plan of the Managing Director/CEO for the FY’22
(vi) The plan or proposal relating to the company’s (Financial year 2021-22)
needs for employees at different levels and the
recruitment, development and succession criteria/
• Evaluated and approved the Board performance
principles
and effectiveness principles
(vii)
The annual exercise on the review and
• Reviewed and approved the Diversity and Inclusion
recommendations on the company’s human
resources and training policies strategy and agenda of the Company
(viii) Review and recommending revisions of the Code of • Reviewed and confirmed the appointments of Key
Conduct to the Board Managerial Personnel
Major Activities During The Year • Reviewed the talent management pipeline of Key
Managerial Personnel
The Committee carried out its functions in accordance
with its Charter and applicable laws in key areas of the The minutes of the Committee meetings were placed
annual financial reporting cycle. During the year under subsequently before the Committee for its approval, on
review, the Committee carried out the following activities: a regular basis, which contained all issues along with
discussions and recommendations to the Management
• Reviewed and recommended the authoring of a and the Board. The matters recommended by the
trust for setting up the Gratuity Fund of the Company Committee to the Board were considered by the Board
and resolutions of the Board were recorded capturing
• Noted and recommended to the Board to accept the Committee’s recommendations.
the resignation of Mr. Vivek Karve, Nominee Director
from the Board of Directors On behalf of the Committee,
STATEMENT OF CORPORATE
GOVERNANCE
Marico Bangladesh endeavours to ensure benchmark Board members and senior management, the Board
corporate governance processes and practices. processes, the Rules on Prevention of Insider Dealing
The Company has a strong legacy of following fair, and transparent disclosures.
transparent and ethical governance practices. Our
Corporate Governance policy is based on the belief that: In FY’21 Marico was presented the Bronze Award for
“Corporate Governance Excellence” by the Institute of
• good governance results in better business results
Chartered Secretaries Bangladesh (ICSB) and the Silver
• good governance converts plans into performance
Award as “Best Corporate” by the Institute of Cost and
• good governance maximizes shareholder value
Management Accountants (ICMAB) for in recognition of
its governance, reporting and disclosure practices.
At Marico, good governance practices form part of
business strategy, which includes, inter alia, focus on
This statement presents the Company’s governance
long term value creation and protecting stakeholders’
framework and the structures and processes that strive
interests by applying due care and diligence in
to ensure a continued commitment to sound governance.
business decisions. Shareholder value as an objective is
embedded into all aspects of corporate governance. Our
Corporate Governance is therefore a set of principles Corporate Governance Framework
which ensures we are governed in the best interest of all
the stakeholders—the shareholders, society, employees A high-level of ethics, compliance and governance
and the government. culture is fundamental to the effective delivery of our
business and ensures long-term business growth. Our
At Marico, our business is driven on the bedrock of strong governance principles are:
ethics and sound corporate governance. Our corporate
• adherence to the letter and spirit of the law
governance philosophy stems from our value of openness
• complete transparency in our operations
and transparency which is fundamental to our decision-
• pro-active communication with our stakeholders
making process and one of our core management
tenets. Our corporate governance is further strengthened We have a tri-faceted governance framework which is
by the adoption of a uniform Code of Conduct for the as follows:
Governance by Shareholders
Shareholders appoint and authorize the Board of Directors, approve the audited financial accounts,
appointment of Statutory auditors and hold the Board accountable in their oversight and conduct
of business.
The Board and its Committees take up specific responsibilities as per the law and their charters
to determine the right level of delegation, control measures, approve strategies, investments
and targets for the business. The Board exercises oversight over the executive management to
ensure that they fulfil their duties in accordance with the recommendations and targets set by
the Board.
The Executive Leadership Team or Management Team of the Company leads the day-to-day
affairs and management of the business with full compliance to the laws of the land, the mandates
of the Board and adherence to the Code of Conduct of the Company.
Mr. Saugata Gupta is the Chairman of Marico Bangladesh well as the CEO/Managing Director, representing the
Limited, a role he has assumed since 2013. Company as a good/responsible corporate citizen.
Chairman and CEO Distinguished • The Chairman may assume any responsibility if the
Board so assigns within the purview of the relevant
As mentioned, the Board is headed by a Chairman, while laws and the Articles of Association.
the Management Team is led by the Managing Director
/CEO who is a different individual. The Chairman is Responsibilities of the Board
a non-executive director. The roles of the Chairman
and Chief Executive Officer/Managing Director are The Board carries out decision-making role in critical
clearly established, set out in writing in the Articles and matters, monitoring role to prevent corporate failure
practiced by the Board to ensure transparency and and the relational role to balance the interests of
better governance. The Chairman leads the Board and all stakeholders. Accordingly, strong governance
is responsible for ensuring the effectiveness of the Board frameworks are established not only to ensure maximum
and its governance processes, while the Managing shareholder value but also to contribute positively to
Director is the authoritative head for day-to-day
the society at large and ensure maximum value for
management in the Company.
all stakeholders in the eco-system of the Company.
The Board establishes structures and processes to
Roles and Responsibilities of the Chairman fulfill Board responsibilities that consider the interests
of investors, regulators, management and employees
• The Chairman’s responsibility is defined through the among others. The major responsibilities of the Board
Articles guided by the Board, the Company’s Code are as follows:
of Conduct and the Code of Corporate Governance.
• Oversee management and set goals and direction
• However, the primary role of the Chairman is to
preside over meetings of the Board and Company • Evaluate strategy and review management
(AGM/EGM) and to ensure that the principles of performance
good governance are established in the Company.
• Review management succession planning
• As Chairman of the Board or Chairman of any
• monitor and manage potential conflicts of interest
Committee formed by the Board he does not
personally possess the jurisdiction to apply • ensure the integrity of financial information
policy making or executive authority, nor does he
participate in or interfere into the administration or • monitor the effectiveness of board governance
operational and routine affairs of the Company. practices
• The Chairman ensures that the Board is functioning • ensure compliance to laws and regulations
in accordance with the Memorandum and Articles
• ensure adherence to company polices and
of Association of the Company as well as other
guidelines
applicable laws and conventions.
• perform risk assessment and ensure integrity of
• As authorised by the Articles, the Chairman, if so company’s financial reporting
warranted under the circumstances, may exercise
his second and casting vote in the meeting to arrive Committee(s)
at a decision.
To effectively dispense its obligations, the Board has
• The Chairman also maintains relationships with the constituted various committees that are listed below.
relevant stakeholders in consultation with the Board as Each committee has its terms of reference as a charter.
Nomination and Remuneration • Identifying persons who are qualified to become Directors and KMPs
Committee
• Review and approve the remuneration philosophy for Directors, KMPs and
other employees
The Board currently has two sub-committees Committee in accordance with the Code. All members
which are the Audit Committee and Nomination & of the Audit Committee are 'financially literate' as per
Remuneration Committee. The Audit Committee regulatory requirement and can analyze and interpret
has delegated responsibilities to assist the Board in financial statements to effectively discharge their duties
ensuring fair & transparent financial reporting as well and responsibilities as members of the Audit Committee.
as a prudent control environment to protect against The Managing Director, the Chief Financial Officer, the
financial and non-financial failures, abuses or fraud. Head of Internal Audit & Compliance and the Company
The Nomination & Remuneration Committee assists Secretary attend all meetings of the Committee and
the Board in formulation of the nomination criteria or Internal Auditors of the Company and representatives
policy for determining qualifications, positive attributes, of external auditors attend the meetings upon invitation
experiences and independence of directors and top by the Audit Committee. The key responsibilities and
level executive as well as a policy for formal process activities of the Audit Committee are elaborated in the
of managing performance, remuneration and overall Audit Committee Report which is presented at page
corporate culture and talent management principles. 103-105 Of this Report. Additionally, the Committee also
The duties and responsibilities of the Committees are ensures adherence to the Secretarial Standards issued
clearly defined by the Board. The Committee therefore by the Institute of Chartered Secretaries Bangladesh.
strictly adheres to a set of terms of reference approved
by the Board. Board Nomination & Remuneration Committee
as members of the Committee. The key responsibilities Board and Committee Meetings
of the Committee are elaborated in the Nomination &
Remuneration Committee Report which is presented at The composition & meetings of the Board and
page 106-107 in this Report. Committees are stated in the Director’s Report and
Committees' Reports respectively.
The Company Secretary acts as the Secretary to the
Committee, drives corporate compliance and ensures Shareholder Meetings
effective functioning of the Board and Committee by
organizing and attending all Board and Committee The Company values and places great emphasis on
meetings. shareholder meetings. The Annual General Meetings
give the Board and management the opportunity to
Management Team connect with shareholders and get their feedback on
the performance and governance of the business. The
The senior management plays a significant role in Company ensures timely and adequate notices and
managing the business as per the norms of corporate disclosures for all shareholder meetings. Given the
governance, the Company’s Code of Conduct and covid-19 pandemic, the Company held the 20th Annual
ensures that adequate internal controls are in place and General Meeting via digital platform which enabled
supported through a strong internal control framework. shareholders to participate effectively and place their
In addition to the legal framework guiding the discharge questions and comments to the Board. The 21st Annual
of functions of the management team, the Marico General Meeting will also be held via digital platform.
values underlie and functions as the moral compass
of the organization. The implementation of the Board’s Our Corporate Responsibility Principles
plans, strategies and policies are carried out by the
management team lead by the Managing Director. The • Commitment to conduct business in an honest,
management team comprises the following members: ethical and lawful manner. A Code of Conduct guides
ethical decisions for all members of the Board which
• Mr. Ashish Goupal, Managing Director
dictates our ethical behavior and manifests our
• Mr. Elias Ahmed, Chief Financial Officer value system that promotes business transparency
and builds shareholder trust.
• Mr. Sabbir Al Harun, Director –Sales
• Commitment to protect the health and safety of our
• Mr. Rashed Sarwar, Director-Emerging Channels members, the environment, and our communities.
and Sales Strategy
• Mr. Allen Ebenezer Eric, Director-Marketing • Commitment to provide a workplace where all
employees can fulfill their potential based on merit
• Mr. Md. Saiful Alam, Director- Manufacturing and ability.
• Mr. Mohammad Habibur Rahman, Head - Supply • To transform in a sustainable manner the lives of all
Chain and NPD those we touch, by nurturing and empowering them
to maximize their true potential which is reflected
• Mr. Ashish Mane, Director- Human Resources
in our commitment to sustainable development
• Ms. Christabel Randolph, Director - Legal & and to constantly add value for the benefit of our
Corporate Affairs and Company Secretary shareholders, employees, consumers and the society.
The management team reports to the Board and has • Create value for our stakeholders while continually
the responsibility of implementing the policies and improving our performance as a good corporate
decisions of the Board, overseeing the day-to-day citizen with active engagement in CSR activities
business operations as well as developing, coordinating
and implementing business and corporate strategies. Internal Audit
The management team is accountable to the Board for
achieving the business performance as per the annual Marico Bangladesh’s internal audit function has the
operating plan approved by the Board and delivering responsibility for independently assessing the adequacy
maximum return for all stakeholders. and effectiveness of:
The Company has a robust risk management process which is overseen by the Audit Committee of the Board in accordance
with an approved risk management framework which takes into account the materiality or impact of the risk event and
likelihood of occurrence.
• create a work environment that is conducive to certified that the Company has duly complied with all the
members & associates alike, based on our values regulatory and governance requirements as stipulated
and culture by the Bangladesh Securities and Exchange Commission
(BSEC). The compliance auditor is also required to be
In the event of a conflict between any provision of the appointed by the shareholders at the general meeting
CoC and the law of land, the law will always prevail, and of the Company. As required, copy of the certificate of
the management will take immediate steps to align the compliance is also presented in this Annual Report at
provisions of the CoC with applicable laws. page 118
Subject: Declaration on Financial Statements for the year ended on 31st March, 2021
Dear Sirs,
Pursuant to the condition No. 1(5)(xxvi) imposed vide the Commission’s Notification No. BSEC/CMRRCD/2016-
158/207/Admin/80, Dated June 03, 2018 & under section 2CC of the Securities and Exchange Ordinance, 1969, we
do hereby declare that:
(1) The Financial Statements of Marico Bangladesh Limited for the year ended on 31st March, 2021 have been
prepared in compliance with International Accounting Standards (IAS) or International Financial Reporting
Standards (IFRS), as applicable in the Bangladesh and any departure therefrom has been adequately disclosed;
(2) The estimates and judgments related to the financial statements were made on a prudent and reasonable
basis, in order for the financial statements to reveal a true and fair view;
(3) The form and substance of transactions and the Company’s state of affairs have been reasonably and fairly
presented in its financial statements;
(4) To ensure above, the Company has taken proper and adequate care in installing a system of internal control
and maintenance of accounting records;
(5) Our internal auditors have conducted periodic audits to provide reasonable assurance that the established
policies and procedures of the Company were consistently followed; and
(6) The management’s use of the going concern basis of accounting in preparing the financial statements is
appropriate and there exists no material uncertainty related to events or conditions that may cast significant
doubt on the Company’s ability to continue as a going concern.
In this regard, we also certify that:
(i) We have reviewed the financial statements for the year ended on 31st March, 2021 and that to the best
of our knowledge and belief:
(a) These statements do not contain any materially untrue statement or omit any material fact or
contain statements that might be misleading;
(b) These statements collectively present true and fair view of the Company’s affairs and are in
compliance with existing accounting standards and applicable laws.
(ii) There are, to the best of knowledge and belief, no transactions entered into by the Company during
the year which are fraudulent, illegal or in violation of the code of conduct for the company’s Board of
Directors or its members.
Sincerely yours,
Annexure-B
Such compliance with the Corporate Governance Code is the responsibility of the
Company. Our examination was limited to the procedures and implementation thereof as
adopted by the Management in ensuring compliance to the conditions of Corporate
Governance Code. This is a scrutiny and verification and an independent audit on
compliance of the conditions of Corporate Governance Code as well as provisions of the
relevant Bangladesh Secretarial Standards (BSS) as adopted by the Institute of Chartered
Secretaries of Bangladesh (ICSB) in so far as those standards are not inconsistent with any
condition of the Corporate Governance Code.
We state that we have obtained all the information and explanations or representations,
which we have required, and after due scrutiny and verification thereof, we report that
in our opinion and subject to the remarks and observations as reported in the connected
Compliance Statement :
(a) The Company has complied with the conditions of Corporate Governance as
stipulated in the above mentioned Corporate Governance Code issued by the
Commission.
(b) The Company has complied with the provisions of the relevant Bangladesh
Secretarial Standards (BSS) as adopted by the Institute of Chartered Secretaries of
Bangladesh (ICSB) as required by this Code.
(c) Proper books and records have been kept by the Company as required under the
Companies Act 1994, the securities laws and other relevant laws, and
(d) The standard of governance in the Company is satisfactory.
This report, however, is no endorsement about quality of contents in the Annual Report
of the Company for the year 2021.
Al-Muqtadir Associates
Chartered Secretaries & Consultants
Status of compliance with the conditions imposed by the Commission's Notification No. SEC/CMRRCD/2006-158/207/
Admin/80 dated 3 June 2018:
Compliance Status
Condition
Title Not Remarks (if any)
No. Complied
complied
As at March 31, 2021 MBL Board
is comprised of 7 Directors.
Board's size: The number of the board
During the year under review
1(1) members of the company shall not be less √
from August 31, 2020 till
than 5 (five) and more than 20 (twenty):
September 22, 2020 MBL Board
comprised of 9 Directors
1(2) Independent Directors
As at March 31, 2021 there are
three Independent Directors on
the MBL Board, viz:
At least one-fifth (1/5) of the total number of Mr. Zakir Ahmad Khan, Ms.
1(2) (a) √
directors Parveen Mahmud and Mr.
Ashraful Hadi which is more
than 1/5th of the total number of
Directors.
Does not hold any share or holds less than
As declared by the Independent
1(2)(b)(i) 1% shares of the total paid-up shares of the √
Directors
Company
Not a sponsor/not connected with any
sponsor or director or nominated director
or shareholder of the Company or any of its
associates, sister concerns, subsidiaries and
parents or holding entities who holds 1% or
1(2)(b)(ii) √ Do
more shares of the total paid-up shares of the
Company on the basis of family relationship
and his or her family members are also not
allowed to hold more than 1% shares of the
total paid-up shares of the Company
Not an executive of the Company in
1(2)(b)(iii) √ Do
immediately preceding 2 (two) financial years
Does not have any other relationship, whether
1(2)(b)(iv) pecuniary or otherwise, with the company or √ Do
its subsidiary/associated Companies
Not a member or TREC holder/director/
1(2)(b)(v) √ Do
officer of any stock exchange
Compliance Status
Condition
Title Not Remarks (if any)
No. Complied
complied
Not a shareholder, director excepting
independent director or officer of any member
1(2)(b)(vi) √ Do
or TREC holder of any stock exchange or an
intermediary of the capital market
Not a partner or an executive or was not a
partner or an executive during the preceding
1(2)(b)(vii) 3 (three) years of any concerned statutory √ Do
audit firm or any firm that is already engaged
with the Company
Not an independent director in more than 5
1(2)(b)(viii) √ Do
(five) listed companies
Not been convicted by a court of competent
1(2)(b)(ix) jurisdiction as a defaulter in payment of any √ Do
loan or any advance to a bank or a NBFI
Not been convicted for a criminal offence
1(2)(b)(x) √ Do
involving moral turpitude
The appointments of Mr. Zakir
Ahmad Khan and Ms. Parveen
Mahmud were considered
and recommended by the
Nomination & Remuneration
Shall be appointed by the Board and Committee of the Company
1(2)€ √
approved by the shareholders in the AGM and thereafter approved by the
Board. Their appointment will be
placed before the shareholders
for approval at the upcoming
21st Annual General Meeting of
the Company
The post cannot remain vacant for more than No post remained vacant for
1(2)(d) √
90 (ninety) days more. Than 90 (ninety) days
The Independent Directors (IDs)
are in their regular term of office.
Compliance Status
Condition
Title Not Remarks (if any)
No. Complied
complied
MD shall not hold same position in any other
1(4)(b) √ No such instance
listed company
1(4)€ Chairperson shall be a non-executive director √ In Practice
Role and Responsibilities of
the Chairperson are clearly
The Board shall clearly define respective
described in the Corporate
roles and responsibilities of the Chairperson
1(4)(d) √ Governance Report and those
and the Managing Director and/or Chief
of the Managing Director
Executive Officer;
are defined in the Articles of
Association
In the absence of regular chairperson, the
1(4)€ other members shall elect a non-executive √ In Practice
director to chair that particular meeting
1(5) Directors’ Report to Shareholders
An industry outlook and possible future Disclosed in the Director’s Report
1(5)(i) √
developments in the industry pages 91 to 98
The segment-wise or product-wise
1(5)(ii) √ As above
performance
1(5)(iii) Risks and concerns √ As above
Discussion on Cost of Goods sold, Gross Profit
1(5)(iv) √ As above
Margin and Net Profit Margin
Discussion on continuity of any extraordinary
1(5)(v) √ As above
activities and their implications (gain or loss)
A detailed discussion on related party
1(5)(vi) √ As above
transactions
A statement of utilization of proceeds raised
1(5)(vii) through public issues, rights issues and/or √ As above
any other instruments
An explanation if the financial results
1(5)(viii) deteriorate after the company goes for IPO, √ As above
RPO, Rights Offer, Direct Listing, etc.
An explanation on any significant variance
that occurs between Quarterly Financial
1(5)(ix) √ As above
performances and Annual Financial
Statements
Remuneration paid to the directors including
1(5)(x) √ As above
independent directors
the financial statements prepared by the
management of the issuer company present
1(5)(xi) √ As above
fairly its state of affairs, the result of its
operations, cash flows and changes in equity
1(5)(xii) Maintenance of proper books of accounts √ As above
Adoption of appropriate & consistent
1(5)(xiii) √ As above
accounting policies and estimates
Follow of IAS, IFRS in preparation of the
1(5)(xiv) financial statements and any departure there √ As above
from has been adequately disclosed
Compliance Status
Condition
Title Not Remarks (if any)
No. Complied
complied
nature of his or her expertise in specific
(b) √ Stated in the Profile of the Board
functional areas and
names of companies in which the person also
€ holds the directorship and the membership of √ Stated in the Profile of the Board
committees of the Board
A Management’s Discussion and Analysis signed by CEO or MD presenting detailed analysis of
1(5)(xxv) the company’s position and operations along with a brief discussion of changes in the financial
statements, among others, focusing on:
Presented in Management’s
accounting policies and estimation for
(a) √ Discussion and Analysis at
preparation of financial statements
pages 99 to 102
changes in accounting policies and
estimation, if any, clearly describing the
Presented in Management’s
(b) effect on financial performance or results √
Discussion and Analysis
and financial position as well as cash flows in
absolute figure for such changes
comparative analysis (including effects of
inflation) of financial performance or results
Presented in Management’s
(c) and financial position as well as cash flows for √
Discussion and Analysis
current financial year with immediate preceding
five years explaining reasons there of
compare such financial performance or
Presented in Management’s
(d) results and financial position as well as cash √
Discussion and Analysis
flows with the peer industry scenario
briefly explain the financial and economic Presented in Management’s
(e) √
scenario of the country and the globe Discussion and Analysis
risks and concerns issues related to the
Presented in Management’s
(f) financial statements, explaining such risk and √
Discussion and Analysis
concerns mitigation plan of the company and
future plan or projection or forecast for
company’s operation, performance and
Presented in Management’s
(g) financial position, with justification thereof, √
Discussion and Analysis
i.e., actual position shall be explained to the
shareholders in the next AGM
Declaration or certification by the CEO and
the CFO to the Board as required under Attached with the Director’s
1(5)(xxvi) √
condition No. 3(3) shall be disclosed as per Report
Annexure-A and
The report as well as certificate regarding
compliance of conditions of this Code as Attached with the Director’s
1(5)(xxvii) √
required under condition No. 9 shall be Report
disclosed as per Annexure-B and Annexure-C.
1(6) Meeting of the Board
Duly conducted the Board
meetings and recorded the
Shall conduct Board meetings and record the
√ minutes as per BSS and the
minutes as per BSS
BSEC Notifications pertaining to
meetings on digital platform.
Compliance Status
Condition
Title Not Remarks (if any)
No. Complied
complied
Attendance in the meetings of the Board of
3(2) √ In Practice
MD or CEO, CS, CFO and HIAC
Duties of Managing Director (MD) or Chief Executive Officer (CEO) and Chief Financial Officer (CFO)
3(3)(a)
to certify to the Board that the financial statements-
Does not contain materially untrue statement
3(3)(a)(i) and omit any material fact in the financial √ In Practice
statements certified by MD & CFO
True & fair view of financial statements
3(3)(a)(ii) √ In Practice
certified by MD & CFO
Certification of MD and CFO regarding Given in the Annual Report at
3(3)(b) √
financial statements page 117
Annual Report contains certification of MD &
3(3)(c) √ Do
CFO on financial statements
4 Board of Directors’ Committee
4(i) An Audit Committee √ In Practice
4(ii) A Nomination & Remuneration Committee √ In Practice
5 Audit Committee
The Company shall have an Audit Committee
5(1)(a) √ In Practice
as a subcommittee of the Board of Directors
Assistance of the Audit Committee to the
5(1)(b) √ In Practice
Board
Responsible to the Board and the duties of There is an Audit Committee
5(1)(c) the Audit Committee shall be clearly set forth √ with roles and responsibilities
in writing clearly defined in its Charter
5(2) Audit Committee composition:
The Audit Committee is
(a) at least 3 members √
comprised of 5 (Five) members
In Practice. 3(three) are
independent directors and
All members are to be non-executive 2(two) members are non-
(b) directors except chairman of the board and √ executive directors. The
one member shall be an independent director Managing Director is a
permanent invitee to the
committee.
The qualifications and
expertise of the members are
commensurate to their role and
have been duly reviewed by
Financial literacy & minimum 10 years’ the Board. All members of the
(c) √
experience of members Audit Committee are 'financially
literate' as declared by them
and have 'related financial
management experience' as per
the BSEC notification.
Compliance Status
Condition
Title Not Remarks (if any)
No. Complied
complied
Review the quarterly and half yearly financial
5(5)(g) statements before submission to the board √ In Practice
for approval
Review the adequacy of internal audit
5(5)(h) √ In Practice
Function
Review the Management’s Discussion and
5(5)(i) √ In Practice
Analysis before disclosing in the Annual Report;
Review statement of all related party
5(5)(j) √ In Practice
transactions submitted by the management;
Review Management Letters or Letter of Internal
5(5)(k) √ In Practice
Control weakness issued by statutory auditors;
Oversee the determination of audit fees
based on scope and magnitude, level of
5(5)(l) expertise deployed and time required for √ In Practice
effective audit and evaluate the performance
of external auditors
There was no IPO/RPO/Rights
Oversee about the uses/applications of funds
5(5)(m) N/A issue in 2020-21 or in the
raised through IPO or RPO or Rights Share Offer
recent past.
5(6) Reporting of the Audit Committee
Audit Committee reports to
the Board and key agenda are
5(6)(a)(i) Reporting to the Board of Directors √ adopted at the audit committee
prior to placing the same before
the Board.
5(6)(a)(ii)(a) Report on conflicts of interests √ In practice
Report on suspected or presumed fraud
5(6)(a)(ii)(b) or irregularity or material defect in internal √ In Practice
audit/financial statements
Report on suspected infringement of laws &
5(6)(a)(ii)(c) √ In Practice
regulatory compliances
Any other matter deems necessary to
5(6)(a)(ii)(d) √ In Practice
disclose
Report on unreasonably ignored rectification No such situation arose during
5(6)(b) √
to the Commission the year.
The Audit Committee Report,
Reporting to the Shareholders and General
5(7) √ signed by the Chairman is
Investors
presented in this Annual Report
6 Nomination and Remuneration Committee (NRC)
6(1)(a) NRC as a sub-committee of the Board √ Already in place
The NRC duly discharged its
6(1)(b) Assists the Board in formulating NRC policy √
responsibilities
There is a clearly defined terms
of reference and charter of
6(1)(c) Clearly defined terms of reference of NRC √
the NRC duly reviewed and
approved by the Board.
Compliance Status
Condition
Title Not Remarks (if any)
No. Complied
complied
Quorum: Higher of two members or 2/3
All meetings fulfilled the
6(4)© of total members including at least one √
necessary quorum requirement.
independent director
Confirmation of minutes in the next meeting
√ In Practice
of the NRC
6(5) Role of the NRC
Shall be independent and responsible
6(5)(a) or accountable to the Board and to the √ In Practice
shareholders
NRC shall oversee, among others,
6(5)(b) following matters and make report with
recommendation to the Board:-
6(5)(b)(i)
The level and composition of remuneration
shall be reasonable and sufficient to attract,
6(5)(b)(i)(a) √ In practice
retain and motivate suitable directors to run
the company successfully
Clear relationship among remuneration,
6(5)(b)(i)(b) √ In Practice
performance & benchmarks
Balance between fixed and incentive pay
reflecting short and long-term performance
6(5)(b)(i)(c) √ In Practice
objectives appropriate to the working of the
company and its goals
6(5)(b)(ii) Devising a policy on Board’s diversity √ In Practice
Identification of qualification of directors
6(5)(b)(iii) and recommendation for appointment and √ In Practice
removal
Formulating the criteria for evaluation of
6(5)(b)(iv) performance of independent directors and √ In Practice
the Board
Identifying needs for employees and
6(5)(b)(v) determine their selection, transfer or √ In Practice
replacement and promotion criteria
Developing, recommending and reviewing
6(5)(b)(vi) annually the company’s human resources √ In Practice
and training policies
Nomination and remuneration policy, the
6(5)(c) evaluation criteria and activities of NRC √ Disclosed in the Annual Report
during the year in its annual report.
7 External or Statutory Auditors
Not involved in appraisal or valuation
7(1)(i) √ As declared by the Auditors
services or fairness opinions
Not involved financial information systems
7(1)(ii) √ Do
design and implementation
Not involved in book-keeping or other
7(1)(iii) services related to the accounting records or √ Do
financial statements
7(1)(iv) Not involved as broker-dealer services √ Do
SHAREHOLDING PATTERN
ANNEXURE-I
(a) Shareholding details of Parent or Subsidiary or Associated Companies as on 31st March, 2021
* Out of which, 1 (One) Share is held by Mr. Harsh Mariwala, Promoter/Sponsor of the Company
(b) Shareholding details of Director, CEO, CFO, CS and HIAC and their spouses and minor children
as on 31st March, 2021
(c) Shareholding details of top 5 salaried executives of the Company as on 31st March, 2021
(d) Shareholders holding ten percent or more voting interest in the Company
Your Company’s wealth distribution philosophy aims at sharing its prosperity with its shareholders. The upward
trend reflects consistency in the Company’s dividend disbursements over the years and commitment to ensure that
shareholders’ value is maximized.
This year our Board of Directors declared respectively 300%, 200% and 200% interim cash dividends on Q1, Q2 and Q3
earnings disclosure, all of which have been subsequently paid and the Board has announced a final cash dividend of
200% on earnings disclosure of Q4, which if approved by the shareholders at the 21st AGM will take the dividend tally to
900% for the year which is the second highest total cash dividend payout in our history, amidst the COVID-19 pandemic.
Unless repugnant to the context: Dividend shall be declared on per share basis on
“Act” shall mean the Companies Act, 1994 including the the Ordinary shares of the Company. Presently, the
Rules made thereunder, as amended from time to time. Authorised Share Capital of the Company is divided into
equity/ordinary shares of face value BDT 10 each. The
“Applicable Laws” shall mean the Companies Act, 1994 Company has no other class of shares. The Board shall
and rules made thereunder, the Securities and Exchange recommend or declare the amount of dividend on each
Laws, the Stock Exchanges’ Listing Regulations and such share based on financial parameters set out below:
other Rules, Regulations, Directive, Circular and Order
(a) Prevailing legal requirements, regulatory conditions 7.4 The stock-broker or a merchant banker or a
or restrictions laid down under the Applicable Laws portfolio-manager of the margin client or customer
including tax laws. shall request the Company within 7 (seven) days
from the Record Date to pay the Dividends into
6.3 The shareholders of the Company may not expect respective account maintained by the stock broker
Dividend under the following circumstances: or a merchant banker or a portfolio manager of
the margin client or customer. All such requests
(a) Whenever it undertakes or proposes to undertake shall be made to the designated email address of
a significant expansion project requiring higher the Company for this purpose and may also be
allocation of capital; delivered to the Company by any other means.
(b) Significantly higher working capital requirements
adversely impacting free cash flow; 7.5 The Company shall pay all Dividends in accordance
with this Policy through BEFTN.
(c) Whenever it undertakes any acquisitions or joint
ventures requiring significant allocation of capital;
7.6 The Company shall ensure compliance to applicable
(d) Whenever it proposes to utilise surplus cash for buy- laws and this Policy in relation to Dividend declaration
back of securities; or and distribution by the Company.
(e) In the event of inadequacy of profits or whenever
the Company has incurred losses. 8. Unpaid or Unclaimed Dividend
(f) Any rules, Directive or guidance issued by BSEC on
declaration or distribution of dividend. Pursuant to the Directive No. BSEC/CMRRCD/2021-386/03
dated 14.01.2021, the Company shall maintain a Bank
The Board may consider not declaring Dividend or Account namely “Unclaimed Dividend Account”, where
may recommend a lower payout for a given financial unpaid or unclaimed Dividend shall be kept for a period of
year, after analyzing the prospective opportunities and 3 (three) years from the date of declaration or approval
threats or in the event of challenging circumstances such date or record date. After elapse of the afore-mentioned
as regulatory and financial environment. The Board will period, if any Dividend remains unpaid or unclaimed or
provide rationale in the Annual Report in the event of not unsettled, such Dividend along with accrued interest shall
declaring Dividend. be transferred to a Fund maintained by Bangladesh
Securities Exchange Commission.
7. Procedure for Declaration and Distribution
of Dividend 9. Procedure for claiming unpaid Dividend
7.1 The Chief Financial Officer (CFO) in consultation 9.1 The Company has a mechanism in place for
with the MD & CEO, and the Company Secretary of claiming unpaid or unclaimed Dividend which is as
the Company shall recommend any amount to be follows:
declared/ recommended as Dividend to the Board
of Directors of the Company. 9.1.1 Shareholders are required to make an “Application for
Unpaid Dividend” in the format set out in this Policy. in the Annual Report and in the Quarterly Financial
For the ease of shareholders, the Application Form is Statements. The Company shall also publish such record
available on the Company website and at its office. in its website in accordance with the Directive No. BSEC/
CMRRCD/2021-386/03 dated 14.01.2021.
9.1.2 Shareholders may apply in person at the Corporate
Office of the Company or submit their application 11. General
over email to [email protected]
This Dividend Policy would be subject to revision/
9.1.3 Unpaid Dividends will be paid to the shareholders, amendment in accordance with changes in applicable
upon verification of the relevant BO ID information, cell laws or the guidelines issued by BSEC or such other
phone number and email address maintained with the regulatory authority as may be authorized, from time to
Central Depository of Bangladesh Limited (CDBL) time, on the subject matter.
9.1.4 Unpaid Dividends will be paid through issuance of The Board shall review this Policy annually. Upon
Dividend warrant/BEFTN/other banking channels recommendation of the Board, the Company reserves
within 15(Fifteen) working days. its right to alter, modify, add, delete or amend any of the
provisions of this Policy.
9.2 For the avoidance of doubt, all Dividend payments
from the Company shall be subject to applicable In case of any amendment(s), clarification(s), circular(s)
taxes and shall not bear any interest or whatsoever. etc. issued by the relevant authorities, not being consistent
with the provisions laid down under this Policy, then
10. Disclosure of Dividend Information such amendment(s), clarification(s), circular(s) etc. shall
prevail upon the provisions hereunder and this Policy
The Company maintains a record of unpaid or unclaimed shall stand amended accordingly from the effective date
Dividend. Summary of such record shall be available as laid down under such amendment(s), clarification(s),
circular(s) etc.
Dear Sir/Madam
BO ID
Allotment Number
Number of Shares
Email (As per CDBL)
Mobile Number (As per CDBL)
National Identification Number (NID)
Bank Account Number
Routing Number
Name of the Bank and Branch
Bank Account Beneficiary Name
Period of unpaid dividend with details
Yours faithfully,
Notes:
(a) The Shareholder must enclose NID and relevant documents evidencing BO ID, Allotment Number,
Number of Shares and Bank Information.
(b) The Company shall not be liable of any consequences in the event the shareholder furnishes untrue
information.
(c) The payment of dividend shall be subject to verification.
Conflict of Interest. No Bribery and Anti Corruption Ethical Working with associates
Ethical Gifts & Entertainment Compliance with laws of the land Anti Money laundering
Respecting Protection
Drugs & Harassment Privacy & from
Alcohol Abuse Free Confidentiality Retaliation for
at Workplaces Workplace of members Whistleblowing
BOARD
AUDIT COMITTEE
PoSH COMITTEE
Administration & Governance of the CoC is ensured at the highest level with the Audit Committee exercising regular
oversight over the functioning of the CoC, issues reported and actions taken.
The Prevention of Sexual Harassment Committee is formed in accordance with the Directives issued by the Hon’ble
High Court Division in Petition No. 5916 of 2008 which was a public interest litigation requiring all organizations to put in
place an internal committee with external members/representation.
Separate training on
PoSH Policy & Insider Classroom
Trading Rules induction on joining
Imparting
CoC Education
Quarterly affirmations on
compliance of CoC by
senior members
A 360⁰ Ethics & Compliance Program is run to educate members, business associates and vendors towards preventing
breaches and encouraging reporting of the same
BAPLC CERTIFICATE
AGENDA
Ordinary Business
1. To receive, consider and adopt the Audited Financial Statements of the Company for the year ended March 31, 2021
together with the Reports of the Directors and the Auditors thereon.
2. To approve and declare Final Dividend for the year ended March 31, 2021 as recommended by the Board of Directors
of the Company.
3. To approve appointments to the Board and elect/re-elect Directors due to rotation & retirement
4. To appoint A. Qasem & Co as Statutory Auditors of the Company and fix their remuneration for the financial year
ending March 31, 2022.
5. To appoint Al-Muqtadir & Associates as Corporate Governance Auditor pursuant to condition 9(i) of the Corporate
Governance Code 2018
Special Business
6. Pursuant to BSEC notification no. BSEC/CMRRCD/2009-193/2/Admin/103 dated 5 February 2020, to consider and
approve the related party transactions between the Company and its associated company, Marico Middle East, as
set out in Note 27 of the Auditor’s Report & Financial Statements of the Company and pursuant to BSEC notification
no. BSEC/CMRRCD/2009-193/10/Admin/118 dated 22 March 2021 to further approve related party transactions
in the Financial Year 2021-22, for sale or purchase of assets in excess of 1% and for the sale or purchase of raw
material, packaging material or finished goods in excess of 10% of the Company’s revenue for Financial Year 2020-
21, in the normal course of business and on an arm's length basis.
Corporate Office:
Marico Bangladseh Limited Chirstabel Randolph
The Glass House, Level.06, Plot.02, Block.SE(B) Company Secretary
Gulshan Avenue, Dhaka-1212
NOTES:
1. Members/Shareholders whose names appear on the Shareholders/Depository Register on the “Record Date” i.e.
Thursday, 27 May 2021 are eligible to attend the 21st Annual General Meeting (AGM) and receive the final dividend
approved at the AGM.
2. A Member entitled to attend and vote at the AGM may appoint a Proxy to attend and vote in his/her stead. The
“Proxy Form”, duly filled, signed and stamped at BDT 20 must be sent through email to the Company’s secretarial
department at [email protected] no later than 72 hours before commencement of the AGM.
3. Members/Shareholders are requested to update their respective BO Accounts with their relevant information
including 12-digit Taxpayers’ Identification Number (TIN), bank account details, e-mail address, cell phone number
and mailing address, through their respective Depository Participants.
4. Pursuant to the Bangladesh Securities and Exchange Commission’s Directives dated 23rd March 2021 under
Reference Number: BSEC/CMRRCD/2009-193/12 the 21st Annual General Meeting will be a virtual meeting
conducted via live webcast through digital platform.
5. The Company will send the Annual Report 2021 with Proxy Form and Attendance Slip in soft format to the e-mail
of the shareholders as per their BO account details maintained with CDBL. In case of non-receipt of Annual
Report 2021 sent through email, shareholders may collect the same from the company’s website: www.marico.
com/bangladesh.
6. The joining details and Frequently Asked Questions (FAQs) will be available in the Annual Report and published
on the Investor Relations section of the Company’s website at: https://marico.com/bangladesh. It will also be
communicated to the e-mail address and cell phone number of Shareholders’ as per the details in their BO accounts.
7. Members/Shareholders can join virtual AGM from Laptop, PC, Mobile or Tab with following link at https://tinyurl.
com/maricoagm2021 or by scanning the QR Code below.
“RESOLVED THAT, approval is hereby granted for the related party transactions between the Company and its
associated company, Marico Middle East, as set out in Note 27 of the Auditor’s Report & Financial Statements of the
Company;
FURTHER RESOLVED THAT, approval is further granted for related party transactions in the Financial Year 2021-22, for
sale or purchase of assets in excess of 1% and for the sale or purchase of raw material, packaging material or finished
goods in excess of 10% of the Company’s revenue for Financial Year 2020-21, in the normal course of business and on
an arm's length basis.”
The Company carries out a number of transactions with its parent and associated companies in the normal course
of business and on an arm's length basis including the purchase of raw material, packaging material, finished goods,
machinery or equipment as well as recharges for services, sale of finished goods and packaging materials and remittance
of royalty and technical assistance fees. The purchase from associated companies is done to achieve economies of
scale, supply assurance and consistent quality. Considering its growth plans, the Company envisages that transactions
with related parties being Marico Middle East (MME), Marico Limited (ML), Marico South-East Asia (SEA), would either
individually or in the aggregate, likely exceed the 1% threshold in the case of sale or purchase of raw materials and may
exceed the 10% threshold for the purchase of assets being machinery and equipment. Hence approval is being sought
from the Shareholders for the said related party transaction(s) proposed to be entered into by the Company in the
financial year 2021-22. The Board, as such, recommends the above ordinary resolution for members’ approval.
We believe the virtual shareholder meeting will increase the ability to engage with all the shareholders, regardless of their
number of shares, resources, or physical location.
Access
Marico Bangladesh values the importance of effective communication with its Shareholders. The
Company recognizes the rights of Shareholders and the Shareholders’ interest are primarily
ensured through Marico’s AGM. Accordingly, we have designed our virtual format to enhance,
rather than constrain, Shareholder access, participation and communication.
Q&A
The Company does not place restrictions on the type or form of questions that may be asked;
however, the Company reserves the right to edit profanity or other inappropriate language
for publication.
During the live Q&A session of the meeting, the Chair or the Management will try to answer the
questions as they come in.
Vote
The Shareholders will be able to cast their vote on the Agenda items and the results will be
broadcasted in real time at the time of approval on the specific agenda item.
We believe good Corporate Governance involves openness and trustful cooperation between all stakeholders involved
in the Company, including the owners of the Company – the Shareholders. We have carefully designed the 21st AGM of
the Company to provide continuous and meaningful Shareholder engagement and participation. Our committed Board
of Directors and Management Team value these interactions and invest significant time and resources to ensure that it
has an open line of communication with Shareholders.
Dividend Paid & Recommended Interim Cash Dividend @ 700% on Face Value
Final Cash Dividend @ 200% on Face Value
Dividend Payment Date Paid within 30 days from decision of the Board for all interim cash dividend and
proposed 200% Final Cash Dividend will be paid within 30 days of approval at AGM
PROXY FORM
TWENTY FIRST ANNUAL GENERAL MEETING ON MONDAY, JULY 26, 2021 AT 10:00 A.M
BO ID
TWENTY FIRST ANNUAL GENERAL MEETING of the company to be virtually held by using digital platform through the following link
Notes:
1. A shareholder entitled to attend and vote is entitled to appoint a proxy to attend and vote instead of himself.
2. A Proxy need not be a shareholder.
3. This form in order to be effective must be duly stamped @ BDT20, completed and signed and the scan copy of the same must be
sent through email to [email protected] 48 hours before the commencement of the meeting at 10:00 A.M. on Monday
July 26, 2021.
1. Revenue recognition
See note 5 to the financial statements
The key audit matter How the matter was addressed in our audit
Revenue recognition has significant and wide influence Our audit procedures in this area included, among
on financial statements. others:
Revenue is recognised when the amounts and • We understood, evaluated and validated the
the related costs are reliably measured, and the key controls related to the Company’s sales
performance obligation is complete through passing process from end to end, from contracts
of control to the customers. Revenue from the sale of approval and sign-off, recording of sales,
goods is recognised at the time when the goods are all the way through to cash receipts and
delivered to the customer. The Company makes most customers’ outstanding balances.
of the sales after receiving advance payment. The sales
• We have tested the sales cut-off at the close
of the Company are derived from a large number of
to the period-end to ensure the completeness
distributors located over the country with relatively
of revenue recognised in financial statements
small amount of transactions. Revenue is measured at
by reviewing relevant supporting documents
net of discounts and incentives earned by customers.
regarding the appropriateness of recording
sales made in the current and subsequent
accounting period
Other Information
Management is responsible for the other information. The other information comprises the information included in the
Annual Report but does not include the financial statements and our auditor's report thereon. The Annual Report is
expected to be made available to us after the date of this auditor’s report.
Our opinion on the financial statements does not cover the other information and we do not express any form of
assurance conclusion thereon.
When we read the Annual Report, if we conclude that there is a material misstatement therein, we are required to
communicate the matter to those charged with governance.
Responsibilities of Management and Those Charged with Governance for the Financial Statements
Management is responsible for the preparation of financial statements that give a true and fair view in accordance with
International Financial Reporting Standards, and for such internal control as management determines is necessary to
enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic
alternative but to do so.
Those charged with governance are responsible for overseeing the Company’s financial reporting process.
As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional skepticism
throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
Company’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on
the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast
significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements
or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to
cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and
whether the financial statements represent the underlying transactions and events in a manner that achieves fair
presentation.
We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards;
From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the financial statements of the current period and are therefore the key audit matters. We
describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because
the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such
communication.
In accordance with the Companies Act 1994 and the Securities and Exchange Rules 1987, we also report the following:
a) we have obtained all the information and explanations which to the best of our knowledge and belief were necessary
for the purposes of our audit and made due verification thereof;
b) in our opinion, proper books of account as required by law have been kept by the Company so far as it appeared
from our examination of these books;
c) the statement of financial position and the statement of profit or loss and other comprehensive income dealt with
by the report are in agreement with the books of account and returns; and
d) the expenditure incurred was for the purposes of the Company's business.
The engagement partner on the audit resulting in this independent auditor's report is M Mehedi Hasan.
Equity
Share capital 21 315,000,000 315,000,000
Share premium 21 252,000,000 252,000,000
Retained earnings 1,069,572,396 820,680,232
Total equity 1,636,572,396 1,387,680,232
Liabilities
Employee benefits 22 32,262,856 85,861,639
Lease liabilities 23 122,256,724 167,728,340
Non-current liabilities 154,519,580 253,589,979
The notes on pages 162 to 201 are an integral part of these financial statements.
Auditor
M Mehedi Hasan, Partner
Enrolment Number: 1000
Rahman Rahman Huq
Charterd Accountants, KPMG in Bangladesh, Firm Registration Number:
Dhaka, 02 May 2021 N/A
DVC: 2105031000AS449448
158 Annual Report 2021
Back to Table of Contents
Marico Bangladesh Limited
The notes on pages 162 to 201 are an integral part of these financial
statements.
Auditor
M Mehedi Hasan, Partner
Enrolment Number: 1000
Rahman Rahman Huq
Charterd Accountants, KPMG in Bangladesh, Firm Registration Number:
Dhaka, 02 May 2021 N/A
DVC: 2105031000AS449448
Marico Bangladesh Limited 159
Back to Table of Contents
Auditors' Report & Financial Statements
The notes on pages 162 to 201 are an integral part of these financial statements.
The notes on pages 162 to 201 are an integral part of these financial
statements.
1. Reporting entity
Marico Bangladesh Limited (hereinafter referred to as 'MBL' or 'the Company' is a public limited company incorporated
on 6 September 1999, vide the certificate of incorporation number C-38527(485)/99 of 1999 in Bangladesh under
the Companies Act, 1994 and has its registered address at House # 01, Road # 01, Sector # 01, Uttara Model Town,
Dhaka-1230. The corporate address of the Company is at The Glass House, Level 6-7, Plot 2, Block SE(B), Gulshan
1, Dhaka 1212. The Company was initially registered as a private limited company and subsequently converted into
a public limited company on 21 September 2008. The Company has been listed with both Dhaka Stock Exchange
(DSE) and Chittagong Stock Exchange (CSE) on 16 September 2009.
The Company is engaged in manufacturing and marketing of consumer products under the brand name of
Parachute, Nihar, Saffola, Hair Code, Livon, Parachute Advanced, Beliphool, Ayurvedic Gold, Extra Care, Parachute
Body Lotion, Set-Wet, Bio Oil and Studio-X in Bangladesh. The Company started its commercial operation on 30
January 2000. Subsequently, it started its commercial production at Filling unit, Crushing unit and Refinery unit in
2002, 2012 & 2017 respectively. Its manufacturing plants are located at Mouchak, Kaliakoir, Gazipur and Shirirchala,
Mahona, Bhabanipur, Gazipur. The Company sells its products through its own distribution channels comprising of
sales depots located in Gazipur, Chittagong, Bogra and Jessore.
2. Basis of preparation
The Financial Reporting Act, 2015 (FRA) was enacted in 2015. The Financial Reporting Council (FRC) under the FRA
has been formed in 2017 but the Financial Reporting Standards (FRS) under this council is yet to be issued for public
interest entities such as listed entities.
As the FRS is yet to be issued by FRC hence as per the provisions of the FRA (section-69), the financial statements
have been prepared in accordance with International Financial Reporting Standards (IFRSs) and the Companies
Act, 1994. The title and format of these financial statements follow the requirements of IFRSs which are to some
extent different from the requirement of the Companies Act, 1994. However, such differences are not material and in
the view of management, IFRS format gives a better presentation to the shareholders.
The Company also complied with the requirements of following laws and regulations from various Government
bodies:
iii. The Value Added Tax and Supplementary Duty Act, 2012.
Details of the Company's accounting policies including changes during the year, if any, are included in Note 43.
These financial statements are authorised for issue by the Board of Directors in its 114th Board of Directors meeting
held on 27 April 2021.
The financial period of the Company covers 1 year from 1 April to 31 March and is followed consistently.
Comparative information has been disclosed for all numerical, narrative and descriptive information where it is
relevant for understanding of the current year financial statements. Comparative figures have been rearranged/
reclassified wherever considered necessary, to ensure better comparability with the current year financial statements
and to comply with relevant IFRSs.
These financial statements are presented in Bangladeshi Taka (Taka/TK/BDT) which is the Company's functional
currency. All amounts have been rounded to the nearest Taka, unless otherwise indicated.
In preparing these financial statements, management has made judgements, estimates and assumptions that
affect the application of company's accounting policies and the reported amounts of assets, liabilities, income and
expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognised
prospectively.
(a)
Judgements
Information about judgements made in applying accounting policies that have the most significant effects on the
amounts recognised in the financial statements is included in the following notes:
Information about assumptions and estimation uncertainties at 31 March 2021 that have a significant risk of resulting
in a material adjustment to the carrying amounts of assets and liabilities in the next financial year is included in the
following notes:
5. Revenue
See accounting policy in Note 43.13.
For the year ended
In Taka
31 March 2021 31 March 2020
Parachute coconut oil 6,989,061,972 6,363,063,211
Value added hair oil (VAHO) 3,217,578,897 2,623,452,312
Color 59,956,898 58,427,272
Beauty and health 394,293,853 143,813,615
Baby care 167,018,736 92,895,028
Others* 478,608,900 514,259,919
11,306,519,256 9,795,911,357
6. Cost of sales
* Marico Bangladesh Limited is continuing the corporate social responsibility (CSR) project during FY 2021 with UNDP. MBL
and UNDP are implementing project “SWAPNO” from 1 September 2018 as per agreed project proposal & extension of
that and in line with the policies, strategies and guidelines of Government of Bangladesh (GoB) and MBL. The beneficiaries
of the project are underprivileged women. The project is continuing to run as of 31 March 2021.
9. Other income/(expense)
The Company operates a fund for workers as workers' profit participation and welfare fund and provides 5% of its profit
before workers' profit participation fund (WPPF) and tax as per provision of the Bangladesh Labour Act 2006. Please see
note 43.9(iv)
As per IAS-33 "Earnings Per Share", the calculation of diluted earning per share does not assume conversion, exercise or
other issue of potential ordinary shares that would have an anti dilutive effect on earning per share. The Company has no
dilutive instruments that is why the diluted earning per share and basic earning per share is same.
*The gratuity fund has been approved by NBR on October 2020. Considering this, provision for gratuity has not been considered for deferred tax as at 31 March
2021.
170
See accounting policy in Note 43.2.
A. Reconciliation of carrying
amount
Assets
Freehold Plant and Factory Office Office Furniture A.C. and
In Taka Computers under Total
land machinery building building equipment and fixtures refrigerators
construction
Cost
Balance at 1 April 2019 176,749,959 865,332,121 231,650,100 200,257,940 57,312,291 22,390,719 87,508,409 14,645,181 6,142,021 1,661,988,741
Balance at 31 March 2020 176,749,959 988,462,243 231,650,100 168,607,073 56,585,940 27,744,524 75,250,895 22,411,149 26,079,575 1,773,541,458
Balance at 1 April 2020 176,749,959 988,462,243 231,650,100 168,607,073 56,585,940 27,744,524 75,250,895 22,411,149
26,079,575 1,773,541,458
Additions - 242,364,021 242,364,021
Transfer from asset under construction - 79,822,078 38,512,790 17,143,100 7,514,418 10,213,098 2,377,323 (155,582,807) -
Disposals - (3,466,687) (457,950) (695,700) (464,542) (304,434) (5,389,313)
Balance at 31 March 2021 176,749,959 1,064,817,634 231,192,150 207,119,863 73,033,340 35,258,942 84,999,451 24,484,038 112,860,789 2,010,516,166
Balance at 1 April 2019 - 709,261,476 196,297,104 152,623,406 49,478,270 16,824,297 57,878,394 10,909,237 - 1,193,272,184
Depreciation for the year - 48,105,989 6,978,034 13,430,471 5,469,915 4,360,340 12,471,971 1,869,032 - 92,685,752
Impairment loss/(reversal) - 1,927,809 158,107 - 41,417 - (407,071) - - 1,720,262
Disposals - (26,054,419) - - (6,602,712) (754,574) (343,491) (3,042,796) - (36,797,992)
Assets held for sale adjustment - - - (105,997,772) - - (18,337,509) - - (124,335,281)
Balance at 31 March 2020 - 733,240,855 203,433,245 60,056,105 48,386,890 20,430,063 51,262,294 9,735,473 - 1,126,544,925
Balance at 1 April 2020 - 733,240,855 203,433,245 60,056,105 48,386,890 20,430,063 51,262,294 9,735,473 - 1,126,544,925
Depreciation for the year - 66,615,174 6,323,743 7,122,203 12,991,453 5,412,363 12,435,524 3,348,042 - 114,248,502
Impairment loss/(reversal) - 1,536,148 876,973 - 2,413,121
Disposals - (2,705,521) (457,950) (626,200) (464,542) (304,434) - (4,558,647)
Balance at 31 March 2021 - 798,686,656 209,299,038 67,178,308 60,752,143 25,842,426 64,110,249 12,779,081 - 1,238,647,901
Carrying amounts
At 1 April 2019 176,749,959 156,070,645 35,352,996 47,634,534 7,834,021 5,566,422 29,630,015 3,735,944 6,142,021 468,716,557
At 31 March 2020 176,749,959 255,221,388 28,216,855 108,550,968 8,199,050 7,314,461 23,988,601 12,675,676 26,079,575 646,996,533
At 31 March 2021 176,749,959 266,130,978 21,893,112 139,941,555 12,281,197 9,416,516 20,889,202 11,704,957 112,860,789 771,868,265
Office building at Utttara and furniture & fixtures have been classified as held for sale on 31 March 2020. Though MBL
could not sale the asset within one year, MBL is searching for buyer in the market actively. So, the asset has remained as
asset held for sale in this year.
C. Allocation of depreciation
Computer
In Taka Total
software
Cost
Balance at 1 April 2019 22,061,875 22,061,875
Addition during the year - -
Balance at 31 March 2020 22,061,875 22,061,875
Accumulated amortisation
Balance at 1 April 2019 18,414,791 18,414,791
Amortisation during the year 2,017,794 2,017,794
Balance at 31 March 2020 20,432,585 20,432,585
Carrying amounts
At 1 April 2019 3,647,084 3,647,084
At 31 March 2020 1,629,290 1,629,290
At 31 March 2021 226,084 226,084
Accumulated depreciation
Balance at 1 April 2019 - -
Depreciation during the year 37,432,890 37,432,890
Disposal during the year - -
Balance at 31 March 2020 37,432,890 37,432,890
Carrying amount
At 1 April 2019 181,317,622 181,317,622
At 31 March 2020 175,398,286 175,398,286
At 31 March 2021 164,593,633 164,593,633
Deposits
Security deposits 12,359,983 15,574,365
Value added tax (VAT) account - 39,622,553
12,359,983 55,196,918
Prepayments
Prepaid expenses 20,264,752 24,674,208
546,178,600 624,146,656
Credit
In Taka 31 March 2021 31 March 2020
rating
BRAC Bank Limited AA1 200,000,000 120,000,000
IPDC Finance Limited AAA 200,000,000 240,000,000
IDLC Finance Limited AAA 280,000,000 -
Commercial Bank of Ceylon PLC AAA 557,974,722 250,000,000
Standard Chartered Bank AAA - 610,000,000
Woori Bank A1 500,000,000 -
Bank Alfalah AA - 70,000,000
1,737,974,722 1,290,000,000
19. Inventories
See accounting policy in Note 43.5.
Credit
In Taka 31 March 2021 31 March 2020
rating
BRAC Bank Limited AA1 53,487,789 104,438,660
Citibank N.A. A+ 903,681 1,516,312
Islami Bank Bangladesh Limited AAA 10,431,030 86,368,614
Sonali Bank Limited A(AAA) 5,695,235 511,863
Standard Chartered Bank AAA 169,738,861 83,691,017
The Hongkong and Shanghai Banking Corporation Ltd. AAA 4,665,448 1,195,016
The City Bank Limited AA2 1,479,975 124,761,150
Dutch Bangla Bank Limited AA+ 201,000 -
Eastern Bank Limited AA+ 133,664,596 -
380,267,615 402,482,632
21.4 Number of share held by the members of the Company's leadership team
No. of share
Holdings
31 March 2021 31 March 2020
Managing Director - -
- -
The issue price per share was BDT 18. The share premium arising on issue of share is BDT 8 per share.
21.6 Dividends
The following dividend was declared and paid by the Company in the year.
After the reporting date, the following dividend was proposed/declared/recommended by the board of directors. The
dividend has not been recognised as liabilities and there is no tax consequences.
The following table shows a reconciliation from the opening balances to the closing balances for net defined benefit (asset) liability and its components:
Defined benefit obligation Fair value of plan assets Net defined (asset) liability
Gratuity scheme is funded from current year. As a result, MBL has made contribution in planned asset. There was no planned asset in previous year.
Assumptions regarding future mortality have been used based on published statistics and mortality tables. As there is no
published mortality table in Bangladesh and hence the Indian Assured Lives Mortality rate (2006-08) ultimate based on
the mortality experience of assured lives in India is being used as a reasonable approximation. This table is based on the
experience of assured lives in India during the years 2006 to 2008.
The Company leases many assets, including properties, warehouses, depots and sales offices. Total number of lease
assets is twenty two and average terms of period of lease is four to eleven years. The incremental borrowing rate (IBR)
is 11.2%. The factory leases were entered into many years ago as combined leases of land and buildings.
The following table sets out a maturity analysis of lease payables, showing the undiscounted lease payments to be paid
after the reporting date.
This short term loan is taken from Citibank N.A.,Gulshan branch, for the purpose of managing working capital for a
duration of three months.
Marico Limited, India has 90% shareholding of the Company. As a result, the parent of the Company is Marico Limited,
India. The ultimate controlling party of the Company is Marico Limited, India.
Compensation for the Company's key management personnel includes Directors' remuneration and fees. These
expenses are included in general and administrative expenses.
In Taka
Name of Transaction Transaction Balance as at Balance as at
Nature of
the related Relationship
transaction 2021 2020 31 March 2021 31 March 2020
parties
Purchase of raw 69,327,054 79,138,940 25,404,308 1,800,430
materials, packing
materials and
finished goods
Purchase of asset 16,393,486 2,262,960 14,593,597 -
Sales of finished goods 384,841 - - -
Marico Parent (FG) and semi-finished
Limited, India company goods (SFG)
Sales of packing 89,495 -
materials
Royalty 107,135,381 92,971,017 107,135,381 176,513,966
Dividend 2,551,500,000 2,268,000,000 - -
General and technical 86,547,962 71,792,928 86,039,654 313,359,294
assistance fees
In Taka
Name of Transaction Transaction Balance as at Balance as at
Nature of
the related Relationship
transaction 2021 2020 31 March 2021 31 March 2020
parties
Marico Middle Associated Purchase of raw 2,302,086,094 1,925,977,910 422,954,142 198,528,272
East FZE company materials (RM)
Marico South Associated Purchase of finished 1,246,188 1,725,549 - -
East Asia company goods (FG)
Reimbursement of 55,730 55,615 - 55,809
expenses
28. Disclosures as per BSEC notification no. BSEC/CMRRCD/2006-158/208/Admin/81 dated 20 June 2018
Installed capacity
Main product Unit of measure
31 March 2021 31 March 2020
Parachute Coconut Oil (PCNO) KL 36,500 36,500
Copra Crushing MT 36,000 36,000
Refined Oil MT 18,000 18,000
Value Added Hair Oil (VAHO) KL 15,600 15,200
Water based product KL 12,000 12,000
Edible Oil KL 4,000 3,600
30. Commitment
i) Capital commitment
31 March 2021 31 March 2020
Estimated amount of contracts remaining to be executed on capital account 281,606,861 119,656,388
L/C amount for import of raw material, packing materials and finished goods which were not received till the reporting date.
The Company has contingent liability of BDT 1,103,433,853 as on 31 March 2021 in respect of indirect tax (VAT) and
workers' profit participation & welfare fund. These are being vigorously defended by the Company. The management
considers that it is not appropriate to make provision in respect of any of these claims.
The Company has ordinary letter of credit amount of Taka 989,732 , Taka 1,069,128,249 and Taka 57,388,882 with Citibank,
N.A., Standard Chartered Bank and Hongkong and Shanghai Banking Corporation respectively. Shipping guarantee of
Taka 989,732, Taka 69,741,571 and Taka 528,447 with Citibank, N.A., Standard Chartered Bank and Hongkong and Shanghai
Banking Corporation respectively.
The Company remitted the following amounts, net of taxes in foreign currency during the year to Marico Limited, India, a
non-resident shareholder of the Company.
For the purpose of the Company's capital management, capital includes issued capital, share premium and all other
equity reserves attributable to the equity holders of the Company. The primary objective of the Company's capital
management is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to
sustain future development of the business.
To maintain or adjust capital structure, the Company may adjust the amount of dividend, return on capital, issue new
share or obtain long term-debt. All major investment and financing decisions, as a part of its capital management, are
evaluated and approved by its Board of Directors.
No changes were made in the objectives, policies or processes for managing capital during the year ended 31 March 2021.
The Company essentially provides similar products to customers across the country. Business activities in which it engages
and the economic environments in which it operates are of similar nature. Its business is not segmented by products or
geographical areas and its operating result is viewed as a whole by its management. Hence, segment information is not
relevant for the Company.
The number of employees engaged for the whole year or part there of who received a total salary of TK 36,000 p.a. and
above is 417 (2020:336), among them 106 employees left Marico and 311 (2020:272) existed at 31 March 2021.
On 11 March 2020, COVID-19 has been declared a pandemic by the World Health Organisation, and Bangladesh
Government has taken restrictive measures including declared general public holidays to contain its further spread
affecting free movement of people and goods. As a consequence, the COVID-19 outbreak has brought about additional
challenges in the Company’s operating environment and has impacted the way of Company’s operations in Bangladesh.
The Company is closely monitoring the impact of the developments on the Company’s businesses. As the situation is
fast evolving, the effect of the outbreak is subject to significant levels of uncertainty, with the full range of possible effects
unknown.
The Company had assessed the impact of COVID-19 on its business. The assessment was made in the following areas:
From the assessment, the Company determines that it will not face any hurdle to manage working capital balances to
generate sufficient operating cash flows to meet the obligations as fall due. So, the Company does not have
any plan to defer any capital expenditures, dividends and other distributions. In addition to this, the Company does
not have any plan or is not in a situation that require to seek financial support from shareholders or taking advantage
of government assistance. Overall, there is no mentionable impact of COVID-19 on the financial statements of Marico
Bangladesh Limited for the year ended 31 March 2021.
As per IAS - 10 ""Events after the Reporting Period"" events after the reporting period are those events, favourable
and unfavourable, that occur between the end of the reporting period and the date when the financial statements are
authorized for issue. Two types of event can be identified:
(a) Adjusting events after the reporting period which provide evidence of conditions which existed at the end of the
reporting period; and
(b) Non adjusting events after the reporting period, are those that are indicative of conditions that arose after the
reporting period.
The details about the events after reporting period are as follows:
The Board of Directors of Marico Bangladesh Limited at its 114th meeting held on 27 April 2021 has recomended final cash
dividend @ 200% i.e. Taka 20 per share, amount to total Taka 630,000,000 for the year ended at 31 March 2021.
186
38.1 Accounting classifications and fair values
The following table shows the carrying amounts and fair values of financial assets and financial liabilities. It does not include fair value information for financial assets
and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.
31 March 2021
Carrying amount
Financial
Fair value Other
Particulars Note Mandatorily FVOCI-debt FVOCI-equity assets at
hedging financial Total
at fair value instruments instruments amortised
The Company management has overall responsibility for the establishment and oversight of the Company's risk management
framework. Risk management policies, procedures and systems are reviewed regularly to reflect changes in market conditions
and the Company's activities. The Company has exposure to the following risks from its use of financial instruments:
Credit risk
Liquidity risk
Market risk
Credit risk is the risk of financial loss if a customer or counterpart to a financial instrument fails to meet its contractual
obligation which arises principally from the Company's receivables from customers.
The Company makes sales on advance basis i.e. it receives advance from customers prior to sale, so there is no credit risk
due to collectability from the customers. However, the Company maintains most of the financial assets with short-term
deposits and cash and cash equivalents.
The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk
at the reporting date was:
Liquidity risk is the risk that the Company may encounter difficulty in meeting the obligations associated with its financial
liabilities that are settled by delivering cash or other financial assets.
The Company's approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity
to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or
risking damage to the Company's reputation.
Market risk is the risk that includes changes in market price, such as foreign exchange rate, interest rates, and equity
prices that may affect the Company's income or the value of its holdings of financial instruments. The objective
of market risk management is to manage and control market risk exposures within acceptable parameters, while
optimising the return.
i) Currency risk
The Company's exposures to foreign currency risk at 31 March 2021 are as follows:
The following significant exchange rates have been applied during the period/year:
The basis for the sensitivity analysis to measure foreign exchange risk is an aggregate corporate-level currency exposure.
The aggregate foreign exchange exposure is composed of all assets and liabilities denominated in foreign currencies.
A 1% change in foreign exchange rates would have increased/(decreased) equity and profits or loss by the amounts
shown below. This analysis assumes that all other variables, in particular interest rates remain constant.
Profit/(loss) Equity
Effect in Taka
Strengthening Weakening Strengthening Weakening
31 March 2021
USD (1% movement) (222,869) 222,869 (222,869) 222,869
31 March 2020
USD (1% movement) (199,082) 199,082 (199,082) 199,082
Interest rate risk is the risk that arises due to changes in interest rates. The Company is not exposed to fluctuations in
interest rates as it has no floating interest rate bearing financial liability as at the reporting date. The Company has not
entered into any agreement involving derivative instrument at the reporting date.
As at 31 March 2021, the interest rate profile of the Company's interest bearing financial instruments was:
Note Particulars
43.1 Foreign currency transactions
43.2 Property, plant and equipment
43.3 Intangible assets
43.4 Right-of-use asset
43.5 Inventories
43.6 Financial instruments
43.7 Share capital
43.8 Dividend to the equity holders
43.9 Employee benefits
43.10 Accruals
43.11 Provisions
43.12 Income tax expenses
43.13 Revenue
43.14 Finance income and finance cost
43.15 Lease liabilities
43.16 Impairment
43.17 Contingencies
43.18 Assets held for sale
43.19 Earnings per share
43.20 Events after the reporting period
Transactions in foreign currencies are translated to the functional currency (BDT) at exchange rates at the dates of
transactions. Monetary assets and liabilities denominated in foreign currencies at reporting date are re-translated
into (BDT) at the exchange rates ruling at the statement of financial position date. Non-monetary assets and liabilities
denominated in foreign currencies, stated at historical cost, are translated into (BDT) at the exchange rate ruling at the
date of transaction. Foreign exchange differences arising on translation are recognised in profit or loss.
Property, plant and equipment (PPE) is recognised as an asset if it is probable that future economic benefits associated
with the asset will flow to the entity and the cost of the item can be measured reliably.
Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated
impairment losses. Cost includes expenditure that is directly attributable to the acquisition of the assets, bringing the
assets to the location and condition necessary for it to be capable of operating in the manner intended by management.
Parts of an item of property, plant and equipment having different useful lives, are accounted for as separate items
(major components) of property, plant and equipment.
Subsequent cost of an item of property, plant and equipment is capitalised only if it is probable that future economic
benefits embodied within the item will flow to the Company and its costs can be measured reliably. The costs of the
day-to-day servicing of property, plant and equipment are recognised in profit or loss as incurred.
iii) Depreciation
No depreciation is charged on land and asset under construction (AuC) as the land has unlimited useful life and AuC has
not yet been placed in service/commissioned.
Other items of property, plant and equipment is depreciated on a straight line basis in profit or loss over the estimated
useful lives of each item of property, plant and equipment. Depreciation is based on the cost of an asset less its residual
value. Significant components of individual assets are assessed and if a component has a useful life that is different
from the remainder of that asset, that component is depreciated separately. Depreciation is charged from the month of
acquisition of property, plant and equipment and no depreciation is charged in the month of disposal.
Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate. The
estimated useful lives of the items of property, plant and equipment for the current and comparative period are as follows:
iv)
Derecognition
An asset is derecognised on disposal or when no future economic benefits are expected from its use and disposal.
Gains or losses arising from the derecognition of an asset are determined as the difference between net disposal
proceeds and the carrying amount of the assets and are recognised in profit or loss.
Asset under construction represents the cost incurred for acquisition and/or construction of items of property, plant
and equipment that are not ready for use which is measured at cost. These are transferred to the property, plant
and equipment on the completion of the projects.
As per the requirements of IAS 23 Borrowing Costs, directly attributable borrowing costs are capitalised during
construction period for all qualifying assets. A qualifying asset is an asset that necessarily takes a substantial
period of time to get ready for its intended use or sale. The borrowing costs that are directly attributable to the
acquisition, construction or production of a qualifying asset are those borrowing costs that would have been
avoided if the expenditure on the qualifying asset had not been made. All other borrowing costs are recognised
in profit or loss in the period in which they are incurred.
43.3
Intangible assets
Intangible assets have finite useful lives and are stated at cost less accumulated amortisation and any impairment losses.
Intangible assets are recognised in accordance with IAS 38 Intangible assets. Intangible assets include cost of acquisition
of computer software, intellectual property, copyright and other costs incidental to such capital expenditure.
Subsequent costs are capitalised only when they increase the future economic benefits embodied in the specific
asset to which they relate. All other costs are recognised in profit or loss as incurred.
iii) Amortisation
Amortisation is recognised in profit or loss on straight line basis over the estimated useful lives of intangible assets
from the date they are available for use.
iv) Derecognition
An intangible asset is derecognised on disposal, or when no future economic benefits are expected from use or
disposal. Gains or losses arising from derecognition of intangible assets, measured as the difference between the
net disposal proceeds and the carrying amount of the assets, are recognised in profit or loss.
The Company recognises a right-of-use asset at the lease commencement date. The right-of-use asset is initially
measured at cost, which comprises the initial amount,of the lease liability adjusted for any lease payments made at or
before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove
the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.
The right-of-use assets is subsequently depreciated using the straight-line method from the commencement date
to the end of the lease term, unless the lease transfers ownership of the underlying asset to the Company by the
end of the lease term.
43.5
Inventories
Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on weighted
average cost method, and includes expenditure incurred in acquiring the inventories, production or conversion
costs, and other costs incurred in bringing them to their existing location and condition. In the case of manufactured
inventories and work in progress, cost includes an appropriate share of production overheads based on normal
operating capacity. Stores and spares and material in transit are measured at cost.
Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of
completion and selling expenses.
Raw material, packing material and semi-finished goods are categorised in moving, slow moving and non-moving
inventory and inventory provision is calculated based on 25% of slow moving inventories and 100% of non-moving
inventories. Finished goods are categorised in fresh, slow moving, non-moving and expired inventories based on
shelf life of the product. Inventory provision is calculated based on 25% of slow moving and 100% of non-moving and
expired finished goods. Management may decide to make additional provision for seasonal and newly developed
product. For spare parts, inventory provision is calculated based on 10% of the total value of spares parts.
43.6
Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity
instrument of another entity.
Trade receivables and debt securities issued are initially recognised when they are originated. All other financial
assets and financial liabilities are initially recognised when the Company becomes a party to the contractual
provisions of the instrument.
A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is
initially measured at fair value plus, for an item not at FVTPL, transaction costs that are directly attributable to
its acquisition or issue. A trade receivable without a significant financing component is initially measured at the
transaction price.
Financial assets
On initial recognition, a financial asset is classified as measured at: amortised cost; FVOCI – debt investment; FVOCI
– equity investment; or FVTPL.
Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business
model for managing financial assets, in which case all affected financial assets are reclassified on the first day of
the first reporting period following the change in the business model.
A financial asset is measured at amortised cost if it meets both of the following conditions and is not designated as
at FVTPL:
it is held within a business model whose objective is to hold assets to collect contractual cash flows; and
its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest
on the principal amount outstanding.
A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as at FVTPL:
it is held within a business model whose objective is achieved by both collecting contractual cash flows and
selling financial assets; and
its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest
on the principal amount outstanding.
All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at
FVTPL. This includes all derivative financial assets. On initial recognition, the Company may irrevocably designate a
financial asset that otherwise meets the requirements to be measured at amortised cost or at FVOCI as at FVTPL if
doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.
43.6
Financial instruments (continued)
The Company makes an assessment of the objective of the business model in which a financial asset is held
at a portfolio level because this best reflects the way the business is managed and information is provided to
management. The information considered includes:
the stated policies and objectives for the portfolio and the operation of those policies in practice. These include
whether management’s strategy focuses on earning contractual interest income, maintaining a particular
interest rate profile, matching the duration of the financial assets to the duration of any related liabilities or
expected cash outflows or realising cash flows through the sale of the assets;
how the performance of the portfolio is evaluated and reported to the Company's management; the risks that
affect the performance of the business model (and the financial assets held within that business model) and
how those risks are managed;
how managers of the business are compensated – e.g. whether compensation is based on the fair value of
the assets managed or the contractual cash flows collected; and
the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and
expectations about future sales activity.
Financial assets at These assets are subsequently measured at fair value. Net gains and losses, including any interest
FVTPL or dividend income, are recognised in profit or loss.
Financial assets at These assets are subsequently measured at amortised cost using the effective interest method.
amortised cost The amortised cost is reduced by impairment losses. Interest income, foreign exchange gains
and losses and impairment are recognised in profit or loss. Any gain or loss on derecognition is
recognised in profit or loss.
Debt investments These assets are subsequently measured at fair value. Interest income calculated using the
at FVOCI effective interest method, foreign exchange gains and losses and impairment are recognised
in profit or loss. Other net gains and losses are recognised in OCI. On derecognition, gains and
losses accumulated in OCI are reclassified to profit or loss.
Equity investments These assets are subsequently measured at fair value. Dividends are recognised as income in
at FVOCI profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment.
Other net gains and losses are recognised in OCI and are never reclassified to profit or loss.
Financial assets includes cash and cash equivalents, trade and other receivables and short term investment.
Cash and cash equivalents comprise cash balances and all cash deposits with maturities of three months or less that
are subject to an insignificant risk of changes in their fair value, and are used by the Company in the management
of its short-term commitments.
Trade and other receivables are recognised initially at fair value. Subsequent to initial recognition they are measured
at amortised cost using the effective interest method, less any impairment losses.
Short-term investment consists of fixed deposits with original maturity of more than three months. The Company
has the positive intent and ability to hold FDR to maturity, and such financial assets are carried as financial assets
at amortised cost. Held-to-maturity financial assets are recognised initially at fair value plus any directly attributable
transaction costs. Subsequent to initial recognition, held-to-maturity financial assets are measured at amortised
cost using the effective interest method, less any impairment losses.
All financial liabilities are recognised initially on the transaction date at which the Company becomes a party to the
contractual provisions of the liability.
The Company derecognises a financial liability when its contractual obligations are discharged or cancelled or expired.
The Company recognises trade and intercompany payables when its contractual obligations arising from past
events are certain and the settlement of which is expected to result in an outflow from the entity of resources
embodying economic benefits.
The Company derecognises loans and borrowings when its contractual obligations are discharged or cancelled, or
expire. The Company also derecognises loans and borrowings when its terms are modified and the cash flows of
the modified liability are substantially different, in which case a new financial liability based on the modified terms is
recognised at fair value.
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares,
net of any tax effects, are recognised as a deduction from equity.
Paid up capital represents total amount contributed by the shareholders and bonus shares, if any, issued by the
Company to the ordinary shareholders. Holders of ordinary shares are entitled to receive dividends as declared
from time to time and are entitled to vote at shareholders' meetings. In the event of a winding up of the Company,
ordinary shareholders rank after all other shareholders and creditors and are fully entitled to any residual proceeds
of liquidation.
The Company recognises a liability to make cash dividend when the distribution is authorised and the distribution
is no longer at the discretion of the Company. As per the corporate laws in Bangladesh, a distribution is authorised
when it is approved by the shareholders. A corresponding amount is recognised directly in equity.
Short-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related
service is provided. A liability is recognised for the amount expected to be paid under short-term cash bonus if the
Company has a present legal or constructive obligation to pay this amount as a result of past service provided by
the employee, and the obligation can be estimated reliably.
The Company operates an funded gratuity scheme, provision in respect of which is made annually covering all
its eligible employees. This scheme is qualified as defined benefit plan. Employees are entitled to Gratuity benefit
after completion of minimum 05 (five) years of continuous service with the Company from the date of his/her
joining.
The calculation is performed annually by a qualified actuary using the projected unit credit method. When the
calculation results in a benefit to the Company, the recognised asset is limited to the total of any unrecognised
past service costs and the present value of economic benefits available in the form of any future refunds from the
plan or reductions in future contributions to the plan. When the benefits of the plan are improved, the portion of the
increased benefit related to past service by employees is recognised in profit and loss on a straight line basis over
the average period until the benefits become vested. To the extent that the benefits vest immediately, the expense
is recognised immediately in profit and loss. Remeasurements of the net defined benefit liability, which comprise
actuarial gains and losses, are recognised immediately in other comprehensive income. Relevant tax impacts of
such remeasurements are also recognised under other comprehensive income.
The Company operates an unfunded leave encashment scheme, i.e. if its employees do not avail leave during his/
her service, s/he will be entitled to encash privilege leave at the time of separation from the Company subject to
maximum 60 days, at the rate of one month's basic pay for 30 days of privilege leave. This scheme is qualified as
other long term employee benefits.
The Company's net obligation in respect of leave encashment scheme is the amount of future benefit that employees
have earned in return for their service in the current and prior years and the calculation is performed annually by a
qualified actuary.
The Company operates a fund for workers as workers' profit participation and welfare fund ("the Fund") and
provides 5% of its profit before WPPF and tax as per provision of the Bangladesh Labour Act 2006. The Company
recognises the contribution to the fund as short term employee benefits.
The Fund is governed by Bangladesh Labour Act, 2006 as amended up to 28 September 2015 and the Trust Deed.
43.10 Accruals
Accruals are liabilities to pay for goods or services that have been received or supplied but have not been paid,
invoiced or formally agreed with the supplier, including amongst due to employees. Accruals are reported as part
of trade and other payables.
43.11 Provisions
A provision is recognised in the statement of financial position when the Company has a legal or
constructive obligation as a result of past event and it is probable that an outflow of resources embodying
economic benefits will be required to settle the obligation and a reliable estimate thereof can be made.
Provisions are reviewed at the end of each reporting period and adjusted to reflect the current best estimate. If it is
no longer probable that an outflow of resources embodying economic benefits are required to settle the obligation,
the provisions are reversed.
Income tax expense comprises current and deferred tax. Current tax and deferred tax are recognised in profit or
loss except to the extent that it relates to a business combination, or items recognised directly in equity or in other
comprehensive income.
i) Current tax
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates
enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous
years. Provision for corporate income tax is made following the rate applicable for companies as per Finance Act
2020 i.e. 25%.
Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and
liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is measured at
the tax rates that are expected to be applied to temporary differences when they reverse, using tax rates enacted
or substantively enacted by the reporting date.
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and
assets, and they relate to taxes levied by the same tax authority on the same taxable entity, or on different tax entities,
but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised
simultaneously.
A deferred tax asset is recognised for unused tax losses, tax credits and deductible temporary differences, to the extent
that it is probable that future taxable profits will be available against which they can be utilised. Deferred tax assets are
reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will
be realised.
43.13 Revenue
The Company has initially applied IFRS 15 Revenue from contracts with customers from 1 April 2018. The Company
recognises as revenue the amount that reflects the consideration to which the Company expects to be entitled in
exchange for goods or services when (or as) it transfers control to the customer. To achieve that core principle, IFRS
15 establishes a five-step model as follows:
• Identify the contract with a customer;
• Identify the performance obligations in the contract;
• Determine the transaction price;
• Allocate the transaction price to the performance obligations in the contract; and
• Recognise revenue when (or as) the entity satisfies a performance obligation.
i) Finance income
Finance income comprises interest income on funds invested and is recognised as it accrues in profit or loss using
the effective interest method.
Finance cost comprise interest expense on borrowings and foreign exchange gain or loss.
Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset
are recognised in profit or loss using the effective interest method.
The Company recognises a right-of-use asset and a lease liabilities at the lease commencement date. The right-of-
use asset is initially measured at cost, and subsequently at cost less any accumulated depreciation and impairment
losses, and adjusted for certain remeasurements of the lease liabilities.
The lease liabilities is initially measured at the present value of the lease payments that are not paid at the
commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily
determined, the Company’s incremental borrowing rate. Generally, the Company uses its incremental borrowing
rate as the discount rate.
The lease liabilities is subsequently increased by the interest cost on the lease liabilities and decreased by lease
payment made. It is remeasured when there is a change in future lease payments arising from a change in an
index or rate, a change in the estimate of the amount expected to be payable under a residual value guarantee, or
as appropriate, changes in the assessment of whether a purchase or extension option is reasonably certain to be
exercised or a termination option is reasonably certain not to be exercised.
The Company has applied judgement to determine the lease term for some lease contracts in which it is a lessee
that include renewal options. The assessment of whether the Company is reasonably certain to exercise such
options impacts the lease term, which significantly affects the amount of lease liabilities and right-of-use assets
recognised.
43.16 Impairment
i. Financial assets
• contract assets.
Loss allowances for financial assets measured at amortised cost are deducted from the gross carrying amount of
the assets.
The Company measures loss allowances at an amount equal to lifetime ECLs, except for the following, which are
measured at 12-month ECLs:
• debt securities that are determined to have low credit risk at the reporting date; and
• other debt securities and bank balances for which credit risk (i.e. the risk of default occurring over the expected
life of the financial instrument) has not increased significantly since initial recognition.
Loss allowances for trade receivables and contract assets are always measured at an amount equal to lifetime ECLs.
When determining whether the credit risk of a financial asset has increased significantly since initial recognition
and when estimating ECLs, the Company considers reasonable and supportable information that is relevant and
available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based
on the Company's historical experience and informed credit assessment and including forward-looking information.
Measurement of ECLs
ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all
cash shortfalls (i.e. the difference between the cash flows due to the entity in accordance with the contract and the
cash flows that the Company expects to receive). ECLs are discounted at the effective interest rate of the financial
asset.
The carrying amounts of the Company's non-financial assets (other than inventories and deferred tax assets) are
reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication
exists, then the asset’s recoverable amount is estimated in order to determine the extent of impairment loss (if
any). Where it is not possible to determine the recoverable amount of an individual asset, the Company estimates
the recoverable amount of the Cash Generating Unit (CGU) to which the asset belongs. An impairment loss is
recognised if the carrying amount of an asset or its CGU exceeds its recoverable amount.
The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value
in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate
that reflects current market assessments of the time value of money and the risks specific to the asset or CGU.
Impairment losses are recognised in profit or loss. An impairment loss is reversed only to the extent that the asset's
carrying amount does not exceed the carrying amount that would have been determined, net of depreciation, if no
impairment loss had been recognised.
43.17 Contingencies
i)
Contingent liability
A contingent liability is a possible obligation that arises from past events and whose existence will be confirmed only
by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the
Company; or a present obligation that arises from past events but is not recognised because it is not probable that
an outflow of resources embodying economic benefits will be required to settle the obligation; or the amount of the
obligation cannot be measured with sufficient reliability.
Contingent liabilities are not recognised in the statement of financial position of the Company. Moreover,
contingencies arising from claims, litigations, assessments, fines, penalties, etc. are recorded when it is probable that
a liability has been incurred and the amount can be reasonably estimated.
Contingent asset is a possible asset that arises from past events and whose existence will be confirmed only by the
occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity.
Non-current assets, or disposal groups comprising assets and liabilities, are classified as held for sale if it is highly
probable that they will be recovered primarily through sale rather than through continuing use.
Such assets, or disposal groups, are generally measured at the lower of their carrying amount and fair value less
costs to sell. Any impairment loss on a disposal group is allocated first to goodwill, and then to the remaining assets
and liabilities on a pro rata basis, except that no loss is allocated to inventories, financial assets, deferred tax assets,
employee benefit assets, investment property or biological assets, which continue to be measured in accordance
with the Company’s other accounting policies. Impairment losses on initial classification as held for sale or held for
distribution and subsequent gains and losses on remeasurement are recognised in profit or loss.
Once classified as held for sale, intangible assets and property, plant and equipment are no longer amortised or
depreciated, and any equity-accounted investee is no longer equity accounted.
The Company presents basic earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by
dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of
ordinary shares outstanding during the year.
Diluted earnings per share is determined by adjusting the profit or loss attributable to ordinary shareholders and
the weighted average number of ordinary shares outstanding, for the effects of all dilutive potential ordinary shares.
However, dilution of EPS is not applicable for these financial statements as there was no dilutive potential ordinary
shares during the relevant periods.
Events after statement of financial position date that provide additional information about the Company's position at
the statement of financial position date are reflected in the financial statements. Events after statement of financial
position date that are non-adjusting events are disclosed in the notes when material.
The financial statements of the Company are prepared on a going concern basis. As per management assessment
there are no material uncertainties related to events or conditions which may cast significant doubt upon Company's
ability to continue as a going concern. The management do not see any issue with respect to going concern due
to recent pandemic COVID-19. Besides, the management is not aware of any other material uncertainties that may
cast significant doubt upon the Company's ability to continue as a going concern, which is most unlikely though yet
considering overall perspectives.