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August 5, 2020

The Secretary, Listing Department, BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 001 Scrip Code: 531642

The Manager, Listing Department, National Stock exchange of India Limited, 'Exchange Plaza', C-1, Block G, Bandra Kurla Complex, Bandra (East), Mumbai 400 051 Scrip Symbol: MARICO

Dear Sir/Madam,

Sub.: Notice of 32[nd] Annual General Meeting and Annual Report for the financial year 2019-20

Further to our letter dated July 24, 2020 and in terms of the requirements of Regulation 34(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed the Notice convening the 32[nd] Annual General Meeting of the Company (“AGM”) and the Annual Integrated Report for the financial year 2019-20, which have been sent through electronic mode to the Members of the Company who have registered their e-mail address with the Company/Depository Participant(s).

In compliance with various circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India at the backdrop of COVID-19 pandemic, the AGM will be held on Friday, August 28, 2020 at 10.00 a.m. through Video Conference/ Other Audio-Visual Means (VC/OAVM).

Further, the Company has fixed Friday, August 21, 2020 as the cut-off date to ascertain the eligibility of the Members entitled to vote electronically, “Remote E-voting” and voting during the AGM.

The Notice of the AGM along with the Annual Integrated Report can also be accessed on the website of the Company at the below links:

AGM Notice: https://marico.com/investorspdf/2020/Notice-of-32nd-AGM.pdf Annual Report: https://marico.com/investorspdf/Annual-Report-FY-2019-20.pdf

Kindly take the above information on record.

Thank you.

Yours faithfully,

For Marico Limited

HEMANGI Digitally signed by HEMANGI YATEEN YATEEN GHAG GHAG Date: 2020.08.05 19:41:48 +05'30' Hemangi Ghag Company Secretary & Compliance Officer

Encl.: As above

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Notice

MARico LiMiteD

CIN: L15140MH1988PLC049208

Registered Office: 7[th] Floor, Grande Palladium, 175, CST Road, Kalina, Santacruz (East), Mumbai – 400 098 Tel No.: (+91-22) 6648 0480, Fax No.: (+91-22) 2650 0159; Website: www.marico.com, Email: [email protected]

Notice is hereby given that the 32[nd ] Annual General Meeting of the Members of Marico Limited will be held on Friday, August 28, 2020 at 10:00 a.m. iSt through Video Conferencing/Other Audio-Visual Means to transact the following business:

oRDiNARY BUSiNeSS

To receive, consider and adopt the Audited Financial Statements of the Company for the financial year ended March 31, 2020, together with the reports of the Board of Directors and Statutory Auditors thereon.
To appoint a Director in place of Mr. Rishabh Mariwala (DIN:03072284), who retires by rotation and being eligible, offers himself for re-appointment.

SPeciAL BUSiNeSS

To ratify the remuneration payable to M/s. Ashwin Solanki & Associates, Cost Accountants (Firm Registration No. 100392), the Cost Auditors of the Company for the financial year ending March 31, 2021 and if thought fit to pass with or without modification(s), the following resolution as an oRDiNARY ReSoLUtioN:
“ReSoLVeD tHAt pursuant to the provisions of Section 148 and other applicable provisions, if any, of the Companies Act, 2013 and the relevant Rules framed thereunder, as amended from time to time, the Members of the Company do hereby ratify the remuneration of R 9,00,000/- (Rupees Nine Lacs only), plus applicable taxes and reimbursement of out of pocket expenses, if any, to M/s. Ashwin Solanki & Associates, Cost Accountants (Firm Registration No. 100392), as approved by the Board of Directors of the Company, for conducting audit of the cost records of the Company for the financial year ending March 31, 2021.”
To approve the appointment of Mr. Sanjay Dube (DIN:00327906) as an Independent Director of the Company and if thought fit, to pass with or without modification(s), the following resolution as an oRDiNARY ReSoLUtioN:

under the Act and SEBI Listing Regulations and who holds office up to the date of this Annual General Meeting, be and is hereby appointed as the Independent Director of the Company to hold office for a tenure of 5 (five) consecutive years with effect from January 30, 2020 to January 29, 2025, not being liable to retire by rotation.”

To approve the appointment of Mr. Kanwar Bir Singh Anand (DIN: 03518282) as an Independent Director of the Company and if thought fit, to pass with or without modification(s), the following resolution as an oRDiNARY ReSoLUtioN:

“ReSoLVeD tHAt pursuant to the provisions of Sections 149, 150, 152 and 160 read with Schedule IV and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”), and the Rules framed thereunder, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), as amended from time to time, and the Articles of Association of the Company, Mr. Kanwar Bir Singh Anand (DIN: 03518282), who was appointed as an Additional Director (Independent) with effect from April 1, 2020, in respect of whom the Company has received a notice of candidature from a member under Section 160 of the Act and who meets the criteria of independence as prescribed under the Act and SEBI Listing Regulations and who holds office up to the date of this Annual General Meeting, be and is hereby appointed as the Independent Director of the Company to hold office for a tenure of 5 (five) consecutive years with effect from April 1, 2020 to March 31, 2025, not being liable to retire by rotation.”

To approve the remuneration payable to Mr. Harsh Mariwala (DIN: 00210342), Chairman of the Board and Non-Executive Director of the Company, for the financial year 2020-21 and if thought fit, to pass with or without modification(s), the following resolution as a SPeciAL ReSoLUtioN:

“ReSoLVeD tHAt pursuant to the provisions of Sections 197, 198 and other applicable provisions of the Companies Act, 2013, if any, and the Rules framed thereunder (“the Act”), the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, the Articles of Association of the Company, the Company’s Policy on Nomination, Remuneration & Evaluation, the resolution passed by the Members at the 27[th ] Annual General Meeting of the Company held on August 5, 2015 approving the remuneration payable to the Non-Executive Directors of the Company, in aggregate up to 3% (three percent) of the Net Profits of the Company for any financial year, as computed in the manner laid down under the Act, approval of the Members be and is hereby given for payment of remuneration to Mr.

Harsh Mariwala (DIN: 00210342), Chairman of the Board and Non-Executive Director of the Company, as below, for the financial year 2020-21:

i. R 40,000,000 (Rupees Four Crores only);
ii. Other benefits and entitlements like provision of office staff and cars, memberships to Club(s), health insurance and reimbursements for travel and entertainment as may be required for official purpose and as approved by the Board of Directors; and
iii. sitting fees as approved by the Board of Directors for all the Non-Executive Directors from time to time.”

By order of the Board For Marico Limited

Hemangi Ghag Company Secretary & Compliance Officer FcS No. 9329

Place: Mumbai Date : July 16, 2020

Registered Office:

7[th] Floor, Grande Palladium, 175, CST Road,

Kalina, Santacruz (East), Mumbai – 400 098

NoteS:

Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 (“the Act”) and Secretarial Standard – 2 on General Meetings issued by the Institute of Company Secretaries of India for special business under Item Nos. 3 to 6 of the Notice is annexed hereto.
Relevant documents referred to in this Notice shall be made available for inspection in accordance with the applicable statutory requirements based on requests received by the Company at [email protected].
In view of the continuing COVID-19 pandemic and restrictions on movement of individuals at several places in the country, the Ministry of Corporate Affairs (“MCA”) vide General Circular Nos. 14/2020, 17/2020 and 20/2020 dated April 8, 2020, April 13, 2020 and May 5, 2020, respectively and the Securities and Exchange Board of India vide its Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 (“SEBI Circular”), have permitted companies to conduct AGM through Video Conferencing (VC) or Other Audio Visual Means (OAVM) during the calendar year 2020 without the physical presence of the Members at a common venue. In accordance with the above stated circulars and in compliance with the provisions of the Act and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), the Company has decided to conduct its 32[nd] AGM through VC/ OAVM. The Company has availed the services of Central Depository Services (India) Limited (“CDSL”) for conducting AGM through VC/OAVM for enabling participation of Members, remote e-voting and e-voting during the AGM. The procedure for participating in the meeting through VC/ OAVM is explained at point no. 23 below.
The recorded transcript of the AGM will be hosted on the website of the Company post the AGM.
The AGM shall be deemed to be held at the Registered Office of the Company at 7[th] Floor, Grande Palladium, 175, CST Road, Kalina, Santacruz (East), Mumbai – 400 098, Maharashtra, as prescribed under the abovementioned circulars.
As the AGM shall be conducted through VC / OAVM and physical attendance of Members has been dispensed with, the facility for appointment of Proxy by Members is not available for this AGM. Accordingly, proxy form and attendance slip including route map have not been annexed with this notice.
Non-individual Members (i.e., Institutional / Corporate Members) intending to participate through their Authorized Representatives are requested to send a scanned copy (in JPEG / PDF format) of a duly certified Board Resolution authorizing their representative(s) to participate and vote on their behalf at the AGM (through e-voting), pursuant to Section 113 of the Act, to the Company’s Registrar and Share Transfer Agent at [email protected] with a copy marked to [email protected].
In case of joint holders participating at the AGM together, only such joint holder who is higher in the order of names will be entitled to vote.
Information required pursuant to Regulation 36(3) of the SEBI Listing Regulations read with the applicable provisions of Secretarial Standard-2, in respect of the Directors seeking appointment/ re-appointment, is provided in the Corporate Governance Report, forming part of the Annual Report 2019-20.
The Register of Directors and Key Managerial Personnel and their shareholding maintained under Section 170 of the Act, the Register of Contracts or Arrangements in which Directors are interested under Section 189 of the Act and the Certificate from Auditors of the Company certifying that the ESOP Schemes of the Company are being implemented in accordance with, the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 and any other documents referred to in the accompanying Notice and Explanatory Statements, shall be made available for inspection in accordance with the applicable statutory requirements based on the requests received by the Company at [email protected].
Members who hold shares in dematerialised form are requested to direct any change of address/bank mandate to their respective Depository Participant. Members are encouraged to utilize the Electronic Clearing System (ECS) for receiving dividend.
Members holding shares in physical form are requested to notify/send any change in their address/bank mandate to the Company’s Registrar and Share Transfer Agent at:

Link Intime India Private Limited, C - 101, 247 Park, L. B. S. Marg, Vikhroli (West), Mumbai - 400 083.

Tel No.: +91 -22- 49186270 Fax No.: +91- 22- 4918 6060 E-mail: [email protected]

Website: www.linkintime.co.in

Members may also address all other correspondences to the Registrar and Share Transfer Agent at the address mentioned above.

electronic Dispatch of Annual Report and Process for Registration of e-mail id for obtaining the Annual Report:

Pursuant to Sections 101 and 136 of the Act read with the relevant Rules made thereunder and Regulation 36 of the SEBI Listing Regulations, companies can send Annual Reports and other communications through electronic mode to those Members who have registered their e-mail addresses either with the Company or with the Depository Participant(s). In accordance with the Circulars issued by MCA and SEBI and owing to the difficulties involved in dispatching of physical copies of the financial statements (including Report of Board of Directors, Auditor’s report or other documents required to be attached therewith) due to COVID-19 pandemic situation, such statements including

the Notice of the 32[nd] AGM are being sent through electronic mode to Members whose e-mail address is registered with the Company or the Depository Participant(s). Members may note that the Notice of the Meeting and the Annual Report 2019-20 is available on the Company’s website www.marico.com, website of the Stock exchanges i.e. BSE i.e., www.bseindia.com and NSE i.e., www.nseindia.com. The AGM Notice is also disseminated on the website of CDSL i.e. www.evotingindia.com.

Members who have not registered their e-mail address with the Company or their Depository Participant are requested to register their e-mail address in the following manner:

For shares held in Physical form	1. Click on the link - https://www.linkintime.co.in/EmailReg/Email_Register.html 2. Select the name of the Company –Marico Limited 3. Mention Folio No. or DP/Client ID, Name of Member, Certifcate No, Permanent Account Number (PAN), Mobile Number, Email-Id along with a self-attested copy of your PAN Card / Aadhar / Valid Passport etc.
For shares held in Dematerialized form	The Members holding shares in electronic mode are also requested to register/update their email address, PAN and Bank Account details with the Depository Participant where their respective dematerialised accounts are maintained.

The Securities and Exchange Board of India (SEBI) has mandated the submission of PAN by every participant in securities market. Members holding shares in dematerialised form are therefore requested to submit their PAN to the Depository Participant(s) with whom they are maintaining their dematerialised accounts. Members holding shares in physical form can write to the Registrar and Share Transfer Agent with their PAN details.
Members may note that, as mandated by SEBI, effective April 1, 2019, requests for effecting transfer of securities held in physical mode cannot be processed by the Company, unless the securities are held in dematerialized form. Hence, Members are requested to dematerialize their shares if held in physical form.
Pursuant to the provisions of Section 72 of the Act read with the Rules made thereunder, Members holding shares in a single name may avail the facility of nomination in respect of the shares held by them. Members holding shares in physical form may avail this facility by sending a nomination in the prescribed Form No. SH-13 to the Registrar and Share Transfer Agent. The said form is available on the Company’s website and can be downloaded using the web-link https://marico.com/india/investors/documentation/ shareholderinfo. Members holding shares in electronic form may contact their respective Depository Participant(s) for availing this facility.
Members who wish to claim dividends that remain unclaimed / unpaid are requested to write to the Company’s Registrar and Share Transfer Agent (at details mentioned hereinbelow) or the Company Secretary, at the Company’s Registered Office. Members are requested to note that dividends that are not claimed or remain unpaid for 7 (seven) years from the date of transfer to the Company’s unpaid dividend account will be / is transferred to the Investor Education and Protection Fund (IEPF). Further, equity shares in respect whereof dividend remains unclaimed / unpaid for 7 (seven) consecutive years will also be transferred to the IEPF as per Section 124 of the Act read with Rules notified thereunder, as may be amended from time to time. The Members, whose unclaimed dividends/shares have been transferred to IEPF, may claim the same by making an online application to the IEPF Authority in web Form No. IEPF-5. The said form is available on the Company’s website and can be downloaded using the web-link https://marico.com/india/investors/documentation/ dividend.
Any person becoming a Member of the Company after the Notice of the Meeting is sent out through e-mail and holds shares as on the cut-off date i.e. Friday, August 21, 2020 , may obtain the user ID and Password by sending a request to [email protected] and can exercise their voting rights through remote e-voting by following the instructions listed hereinbelow or by voting facility provided during the meeting.

instructions for Members for Remote e-voting:

Pursuant to Section 108 and other applicable provisions, if any, of the Act read with the Companies (Management and Administration) Rules, 2014, as amended and Regulation 44 of the SEBI Listing Regulations and the MCA Circulars mentioned above, a facility is provided to the Members to cast their votes using an electronic voting system from any place before the meeting (“remote e-voting”) and during the meeting in respect of the resolutions proposed in this Notice using the platform of Central Depository Services (India) Limited (“CDSL”).
A facility for e-voting at the AGM will be made available to the Members who have not already cast their votes by remote e-voting prior to the Meeting. Members who have cast their votes by remote e-voting prior to the Meeting may participate in the AGM but shall not be entitled to cast their votes during the meeting.
Voting Rights shall be reckoned on the paid-up value of equity shares registered in the name of the Members as on the cut-off date i.e. Friday, August 21, 2020. A person, whose name is recorded in the Register of Members or in the Register of beneficial owners (in case of electronic shareholding) maintained by the depositories as on the cutoff date, i.e. Friday, August 21, 2020 only shall be entitled to avail the facility of remote e-voting.

The remote e-voting period commences on Monday, August 24, 2020 from 9:00 a.m. IST and ends on thursday, August 27, 2020 at 5:00 p.m. IST. The remote e-voting module shall be disabled by CDSL thereafter. Once the vote on a resolution is cast by the Member, the Member shall not be allowed to change it subsequently.

the details of the process and manner for remote e-voting are explained herein below:

(i) The Members should log on to the e-voting website www.evotingindia.com.
(ii) Click on “Shareholders” module.
(iii) Now enter your User ID:
a. For cDSL: 16 digits beneficiary ID,
b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
c. Members holding shares in Physical Form should enter Folio Number registered with the Company.

OR

Alternatively, if you are registered for CDSL’s eASi/ eASieSt e-services, you can log-in at https://www. cdslindia.com from Login - Myeasi using your login credentials. Once you successfully log-in to CDSL’s eASi/eASieSt e-services, click on e-Voting option and proceed directly to cast your vote electronically.

(iv) Next enter the Image Verification as displayed and Click on “Login” .
(v) If you are holding shares in Demat form and had logged on to www.evotingindia.com and voted on an earlier e-voting of any company, then your existing password is to be used.
(vi) If you are a first-time user follow the steps given below:

For Members holding shares in Demat Form and Physical Form

	For Members holding shares in Demat Form and Physical Form
PAN	• Enter your 10-digit alpha-numeric PAN issued by Income Tax Department (Applicable for both Demat shareholders as well as physical shareholders). • Members who have not updated their PAN with the Company/Depository Participant are requested to use the sequence number sent by Company/RTA or contact Company/ RTA.
Dividend Bank Details oR Date of Birth (DOB)	• Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your Demat account or in the company records in order to login. • If both the details are not recorded with the depository or company, please enter the member id / folio number in the Dividend Bank details feld as mentioned in instruction (v).

(vii) After entering these details appropriately, click on “SUBMit” tab.
(viii) Members holding shares in physical form will then directly reach the Company selection screen. However, Members holding shares in Demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the Demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.
(ix) For Members holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.
(x) Click on the EVSN of MARico LiMiteD to vote.
(xi) On the voting page, you will see “ ReSoLUtioN DeScRiPtioN” and against the same the option “YeS/No” for voting. Select the option YeS or No as desired. The option YeS implies that you assent to the Resolution and option No implies that you dissent to the Resolution.
(xii) Click on the “ReSoLUtioNS FiLe LiNK” if you wish to view the entire Resolution details.
(xiii) After selecting the resolution, you have decided to vote on, click on “SUBMit” . A confirmation box will be displayed. If you wish to confirm your vote, click on “oK” , else to change your vote, click on “cANceL” and accordingly modify your vote.
(xiv) Once you “coNFiRM” your vote on the resolution, you will not be allowed to modify your vote.
(xv) If a Member holding shares in dematerialized form has forgotten the password, the member can retrieve the same by entering the User ID and the image verification code and then by clicking on “FoRGot PASSWoRD” . Members are requested to enter the details as prompted by the system.

(xvi) Note for Non – individual Members and custodians:

Non-Individual Members (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to www.evotingindia.com and register themselves in the “coRPoRAteS” module.
A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed at [email protected] with a copy marked to helpdesk.evoting@cdslindia. com.

After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.
The list of accounts linked in the login should be mailed to [email protected] and on approval of the accounts they would be able to cast their vote.
A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.
Alternatively Non-Individual Members are required to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz.; [email protected], if they have voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.
(xvii) Members can also cast their vote using CDSL’s mobile app “m-Voting” . The m-Voting app can be downloaded from respective Store. Please follow the instructions as prompted by the mobile app while Remote Voting on your mobile.

23. instructions for Members for participating in the AGM through Vc/oAVM:

i. Member will be provided with a facility to attend the AGM through VC/OAVM through the CDSL e-Voting system. Members may access the same at https:// www.evotingindia.com under members login by using the remote e-voting credentials. The link for VC/OAVM will be available in Members login where the EVSN of Company will be displayed.
ii. The Members can start joining in 30 (thirty) minutes before the scheduled time of AGM and it will be kept open for 15 (fifteen) minutes after the start of AGM.
iii. The facility of participation at the AGM through VC/ OAVM will be made available to atleast 1000 Members on first come first served basis.
iv. In case of any assistance or difficulty in attending the AGM, the Members can get in touch with officials of CDSL as per the details mentioned hereinbelow:
Send a request at www.evotingindia.com or use Toll free no.: 1800225533; or
Send a request at [email protected] or contact the below mentioned officers at CDSL:
- Mr. Nitin Kunder (022-23058738)
- Mr. Mehboob Lakhani (022-23058543)
v. Institutional Members are encouraged to attend and vote at the AGM through VC / OAVM.
vi. Members are encouraged to join the Meeting through Laptops/IPads for a better experience.
vii. Further Members will be required to use Camera and Internet with a good speed to avoid any disturbance during the meeting.
viii. Please note that Participants Connecting from Devices via Mobile Hotspot may experience Audio/Video loss due to fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
ix. Members attending the AGM through VC / OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act.

24. the instructions for Members for e-voting on the day of

the AGM are as under:

(a) The procedure for e-voting on the day of the AGM is same as the instructions mentioned above for remote e-voting.
(b) Only those Members, who will participate in the AGM through VC / OAVM facility and have not casted their vote on the Resolutions through remote e-voting and are otherwise not barred from doing so, shall be eligible to vote through e-voting system in the AGM.
(c) Members who have voted through remote e-voting will be eligible to attend the AGM. However, they will not be eligible to vote at the AGM.
(d) For details of the person who may be contacted for any assistance connected with the facility for e-voting on the day of the AGM, please refer Note No. 23 above.
(e) If any Votes are cast by the members through the e-voting available during the AGM and if the same Members have not participated in the meeting through VC/OAVM facility, then the votes cast by such Members shall be considered invalid as the facility of e-voting during the meeting is available only to the Members attending the meeting.

25. Procedure to raise questions / seek clarifcations with respect to Annual Report:

As the AGM is being conducted through VC / OAVM, for the smooth conduct of proceedings of the AGM, Members are encouraged to express their views / send their queries in advance mentioning their name, Demat account number / folio number, email id, mobile number to [email protected]. Questions / queries received by the Company till 5:00 p.m. iSt on tuesday, August 25, 2020, shall only be considered and responded to during the AGM.
Members who would like to express their views or ask questions during the AGM may register themselves as
Mr. Rakesh Dalvi (022-23058542)

a speaker by sending an email to [email protected] any time before 5:00 p.m. iSt on tuesday, August 25, 2020, mentioning their name, Demat account number/ folio number, email id, mobile number. Those Members who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting.

The Company reserves the right to restrict the number of questions and number of speakers, as appropriate for smooth conduct of the AGM, depending on availability of time.

26. General Guidelines for Members:

i. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.
ii. If you have any queries or issues regarding attending AGM & e-Voting from the e-Voting System, you may refer the Frequently Asked Questions (“FAQs”) and e-voting manual available at www.evotingindia.com, under help section or write an email to helpdesk. [email protected] or contact Mr. Nitin Kunder (022-23058738) or Mr. Mehboob Lakhani (022-23058543) or Mr. Rakesh Dalvi (022-23058542).
iii. All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Manager, Central Depository Services (India) Limited, A Wing, 25[th] Floor, Marathon Futurex, Mafatlal Mill Compounds, N. M. Joshi Marg, Lower Parel (East), Mumbai - 400 013 or send an email to helpdesk. [email protected] or call on 022-23058542/43.
The voting rights of Members shall be proportionate to their share of the paid-up capital of the Company as on the cutoff date i.e. Friday, August 21, 2020 . Any person becoming Member of the Company after the dispatch of the Notice convening 32[nd] Annual General Meeting and holding shares as on the cut-off date may obtain the login ID and password by sending a request at [email protected] or [email protected].

28. Voting Results:

The Board of Directors of the Company has appointed Mr. Makarand M. Joshi and in his absence, Mr. Omkar Dindorkar, of M/s. Makarand M. Joshi & Co., Practising Company Secretaries, Mumbai, as the Scrutinizer to scrutinize the voting including remote e-voting process in a fair and transparent manner.
The Scrutinizer shall immediately after the conclusion of voting at the Meeting will first count the votes cast at the Meeting and thereafter, unblock the votes cast through remote e-voting and shall make a consolidated Scrutinizer’s report of the total votes cast in favour or against, if any, to the Chairman or a Director or Company Secretary authorized by him in writing, who shall countersign the same and declare the result of the voting forthwith.
Once declared, the results along with the consolidated Scrutinizer’s report shall be placed on the Company’s website www.marico.com and on the website of CDSL www.evotingindia.com. The Company shall also forward the results to BSE Limited and the National Stock Exchange of India Limited, where the shares of the Company are listed.
Subject to the receipt of requisite number of votes, the Resolutions shall be deemed to be passed on the date of the Meeting i.e. Friday, August 28, 2020 .

By order of the Board For Marico Limited

Hemangi Ghag Company Secretary & Compliance Officer FcS No. 9329

Place: Mumbai Date : July 16, 2020

Registered Office:

7[th] Floor, Grande Palladium, 175, CST Road, Kalina, Santacruz (East), Mumbai – 400 098

exPLANAtoRY StAteMeNt PURSUANt to SectioN 102(1) oF tHe coMPANieS Act, 2013 AND SecRetARiAL StANDARD - 2 oN GeNeRAL MeetiNG iSSUeD BY tHe iNStitUte oF coMPANY SecRetARieS oF iNDiA

item No. 3:

The provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, as amended, mandate audit of the cost accounting records of the Company in respect of certain products of the Company. Accordingly, the Board of Directors, based on the recommendation of the Audit Committee, at its meeting held on May 4, 2020, appointed M/s. Ashwin Solanki & Associates, Cost Accountants (Firm Registration No. 100392), Mumbai, as the Cost Auditors of the Company for the financial year ending March 31, 2021, at a remuneration of r 9,00,000/- (Rupees Nine Lacs only) plus applicable taxes and reimbursement of out of pocket expenses incurred, if any, in connection with the Cost Audit.

In terms of the provisions of Section 148(3) of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Cost Auditors must be ratified by the Members of the Company. Accordingly, consent of the Members if sought for the remuneration payable to the Cost Auditors.

None of the Directors, Key Managerial Personnel of the Company or their relatives are, in any way, concerned or interested, financially or otherwise, in the passing of the said resolution.

The Board recommends passing of the resolution at Item No. 3 of the Notice as an ordinary Resolution by the Members.

item 4 & 5:

The Board of Directors, based on the recommendation of the Nomination & Remuneration Committee, appointed Mr. Sanjay Dube as an Additional Director (Independent), with effect from January 30, 2020 and Mr. Kanwar Bir Singh Anand as an Additional Director (Independent), with effect from April 1, 2020, both for a term up to 5 (five) consecutive years each from the date of their respective appointments, subject to the approval of the Members at the Annual General Meeting.

and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for such appointment and are independent of the Management.

Brief profile of both the Directors, nature of their expertise in specified functional areas and names of companies in which they hold directorships and memberships / chairmanships of Board Committees, shareholding and relationships between Directors inter-se as stipulated under Regulation 36 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read together with Secretarial Standard – 2 are provided in the Corporate Governance Report forming part of the Annual Report.

Copies of the draft letters of appointment of the said Directors setting out the terms and conditions of appointment are available for inspection by the Members subject to prior written intimation to the Company Secretary & Compliance Officer. The remuneration of the Independent Directors will be as per the Policy on Nomination, Remuneration and Evaluation, the provisions of the Companies Act, 2013 and as agreed by the Board of Directors on the recommendation of the Nomination and Remuneration Committee from time to time within the limit of 3% (three percent) of net profits of the Company approved by Members on August 5, 2015.

Except Mr. Sanjay Dube & Mr. Kanwar Bir Singh Anand, the appointee Directors, none of the other Directors, Key Managerial Personnel, of the Company or their relatives are, in any way, concerned or interested, financially or otherwise, in the Ordinary Resolutions proposed in Item Nos. 4 & 5 respectively.

The Board of Directors believes that the association of these Independent Directors would be of immense benefit to the Company considering their expertise and experience and accordingly, recommends passing of the resolutions set forth under Item Nos. 4 & 5 of the accompanying Notice as ordinary Resolutions by the Member.

item No. 6:

Mr. Sanjay Dube & Mr. Kanwar Bir Singh Anand are not disqualified from being appointed as Directors in terms of Section 164 of the Act and have consented to act as Independent Directors of the Company. The Company has also received from the above named Directors, declarations to the effect that they meet the criteria of independence as prescribed under Section 149 of the Act and Regulation 25(8) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and declarations that they are not debarred from holding office of director by virtue of any SEBI order or any other such authority.

In the opinion of the Board, both the Directors fulfil the conditions of Independence as specified in the Companies Act, 2013

Regulation 17(6)(ca) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, requires companies to obtain approval of the Members by passing of a special resolution, every year, for payment of remuneration to a Non-Executive Director exceeding 50% (fifty percent) of the total annual remuneration payable to all Non-Executive Directors.

Mr. Mariwala is the Promoter, Non-Executive Director and Chairman of the Board of Directors of the Company. In 1990, he was appointed as the Vice-Chairman and Managing Director and in April 2000, he became the Chairman and Managing Director of the Company. He was re-designated as the Chairman and

Non-Executive Director effective from April 1, 2014. However, he continues to play an important role in guiding the MD & CEO for ensuring sustainable profitable growth of the Company.

In his capacity as the Chairman, Mr. Mariwala guides the Managing Director & CEO on the Company’s long-term strategic imperatives. He also engages with the Board for improving the effectiveness of the Board’s functioning and also on the corporate social responsibility agenda of the Company.

In light of the role that he is expected to play, the proposed remuneration structure of the Chairman is devised so as to be commensurate with the efforts and inputs that he provides to the Company and to the MD & CEO and accordingly he is entitled to an additional remuneration for his engagement beyond Board meetings which is based on industry benchmarks.

The Board of Directors on recommendation of the Nomination & Remuneration Committee and subject to the approval of the Members, approved the remuneration of the Chairman of the Company and further recommends the same for the approval of the Members.

Except Mr. Harsh Mariwala, Mr. Rishabh Mariwala, Mr. Rajendra Mariwala and their relatives, none of the other Directors, Key Managerial Personnel, of the Company or their relatives are, in any way, concerned or interested, financially or otherwise, in the Resolution proposed in Item No. 6.

The Board recommends the passing of Item No. 6 of the Notice as a Special Resolution by the Members.

By order of the Board For Marico Limited

Hemangi Ghag Company Secretary & Compliance Officer FcS No. 9329

Place: Mumbai Date : July 16, 2020

Registered Office:

7[th] Floor, Grande Palladium, 175, CST Road, Kalina, Santacruz (East), Mumbai – 400 098

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PRODUCTS THAT
IMPROVE LIVES
GROWTH THAT BRINGS
STEADY RETURNS
EMPOWERED PEOPLE
WHO LEARN AND GROW
CARE FOR COMMUNITIES
AND THE ENVIRONMENT
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INTEGRATED REPORT 2019-20

About this Report

This is Marico’s second Annual Integrated Report.

We continue to move forward in our reporting journey to inform our stakeholders ��

Reporting framework

�� are presented in line with the requirements of the Companies Act, 2013 (and the rules made thereunder), Indian Accounting Standards, the Securities and Exchange �� 2015 and the Secretarial Standards issued by the Institute of Company Secretaries �� National Voluntary Guidelines (NVGs) on the social, environmental and economic ��

Reporting boundary

��

Reporting period

��

Management responsibility statement

The management of Marico acknowledges its responsibility in ensuring the �� addresses all material matters pertaining to the organisation and its stakeholders, ��

Assurance of report content

Reporting Element Financial information �� performance metrics �� performance information

Assurance Status ��

The energy and emission related disclosure for India ��

Restatement

The changes in reporting, with respect to the organisation and supply chain, ��

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At Marico, we are driven by the
aspirations of our stakeholders.
A purpose-led organisation,
our work ethic is centred
around giving back more than
what we take. For the past
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our transformative journey,
which has delivered superior
value for all our stakeholders.
True to our ethos, today,
as we continue to innovate,
transform and grow, we stay
��
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��
www.marico.com/page
/DigitalReport2019-2020
��
[email protected]
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[email protected]
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Inside this Report

04-13

14-17

A responsible business proposition

Visionary leadership

04 About Marico 14 Chairman’s Message 06 Geographical Presence 16 MD & CEO’s Message 08 Key Products 12 Performance Highlights

38-39

Shareholders

G 1,043 Crore 96 % ��

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52-57

Employees

40 % 56 %

��

��

18-30

Innovation-led value creation paradigm

18 Our Value Creation Paradigm 24 Materiality 20 Business Model 26 Strategy 22 �� 30 Risk Management and Engagement

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40-51

Consumers

118 Million

58,000

��

��

��

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58-61

Value-chain Partners

5.1 Million 800 +

��

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62-73 Community

640 Million litres G 19 Crore

��

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74-81

Environment

79 %

68 %

��

��

��

82-83

84-85 Recognition of merit

88-189

Our leadership

Statutory reports

84 Awards and Accolades

88 Management Discussion and Analysis 104 Business Responsibility Report 116 Board’s Report

191-355 356-359

360-365

Performance trends

GRI index

Financial statements

Assurance statement

190 Consolidated Accounts 276 Standalone Accounts

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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About Marico

��

E 7,315 Crore ��

��

E Crore 1,043 ��

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��

1 out of 3

��

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��

Our Values

Transparency and Openness

Consumer Centric

Keeping consumer as the focus and partner, in creating and delivering solutions

Allowing diversity of opinion by listening without bias, giving and receiving critique, with mutual respect and trust for the other

Opportunity Seeking

Bias for Action

Identifying early opportunity signals in the environment to generate growth options

Preference for quick thoughtful action as opposed to delayed action through analysis

Excellence

Boundarylessness

Continuous improvement of performance standards and capability building, for sustained long-term success

�� function and organisation to achieve a better outcome/ ��

Global Outlook

Innovation

Sensitivity and adaptability to cultural diversity ��

Experimentation and calculated risk taking to increase success probability of radical/ pioneering ideas to get quantum results

Marico Limited Integrated Report 2019-20

�

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS
Geographical Presence
With a primary presence in India, and
��
select markets across emerging countries
of Asia and Africa, Marico intends to 23 %
develop scale in the businesses in South ��
Asia, Africa, the Middle East and Myanmar. ��
25 5 P4
�� 4
�� P8
D
��
R1
P6
1 2
9
6 P7
8
3
10
11 13
19
14
2
P2
7 A 1 4 6
3 5
12 R2
P5 17
B 18
R3
16
15
20 C
R4
21
22
7
23
24
25 P3
P1
National Markets International Markets
Depots Redistribution Centres Plant Locations North Africa and the Middle East South East Asia
1 Sonipat 14 Indore A Kolkata P1 Perundurai 1 Egypt 5 Vietnam
2 Ghaziabad 15 Pune B Bhiwandi P2 Sanand 2 Middle East 6 Myanmar
3 Lucknow 16 Bhiwandi C Hyderabad P3 Puducherry
4 Zirakpur 17 Nagpur D Sonipat P4 Baddi
5 Jammu 18 Aurangabad P5 Jalgaon South Asia South and Sub-Saharan Africa
6 Jaipur 19 Ahmedabad �� P6 Guwahati NER 1 3 India 7 South Africa
7 Kolkata 20 Hyderabad P7 Guwahati NER 2
R1 New Delhi 4 Bangladesh
8 Siliguri 21 Vijayawada P8 Paonta Sahib
R2 Kolkata
9 Guwahati 22 Hubli
R3 Mumbai
10 Patna 23 Bengaluru
R4 Hyderabad
11 Ranchi 24 Chennai
12 Cuttack 25 Coimbatore
13 Agartala
6 Marico Limited Integrated Report 2019-20 7
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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Key Products

��

INDIA

Coconut Oil

Super Premium Refined Edible Oils

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Nihar Parachute Saffola Active Saffola Tasty Saffola Gold Saffola Total
Naturals Coconut Oil
Uttam
Coconut Oil
Nihar
Naturals
Coconut Oil
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Value-Added Hair Oils

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Hair & Care

Parachute Advansed

Nihar Naturals

Hot Oil Gold Coconut Hair Oil Aloe Vera Enriched Coconut Hair Oil Jasmine Coconut Hair Oil Ayurvedic Hair Oil

Shanti Badam Amla Hair Oil Shanti Sarson Hair Oil Shanti Jasmine Coconut Hair Oil Perfumed Coconut Hair Oil Gold Coconut Hair Oil

Olive and Vitamin E Dry Fruit Oil

Healthy Foods

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Saffola Saffola Saffola Coco Soul Saffola Oats Masala Oats Perfect Nashta Virgin Coconut Oil FITTIFY Gourmet Range

Male Grooming & Styling

Premium Hair Nourishment

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Livon Serums Range

Set Wet

Hair & Care Silk n Shine Leave-In Hair Conditioner

Beardo

Set Wet Beardo Parachute Hair Gels and Waxes Advansed Men Deodorants Aftershower Studio X Range Hair Cream

Skin Care

Hygiene

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Kaya Youth Parachute Advansed
Oxy Infusion Range Body Lotion
Hydro Replenish Range Body Gel
Body Oil
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Mediker Veggie Clean
Hand Sanitizer
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Marico Limited Integrated Report 2019-20

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Our Products

BANGLADESH

Coconut Oil, Hair Care, Skincare, Babycare, Male Grooming & Styling, Edible Oils and Hygiene

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Value Added Hair Oils

Skincare

Hair Serum Hair Colour Livon Hair Code

Parachute

Coconut Oil

Parachute SkinPure Body Lotion Parachute SkinPure Petroleum Jelly Parachute SkinPure Aloe Vera Gel Parachute SkinPure Beauty Olive Oil

Parachute Advansed Beliphool Parachute Advansed ExraCare Parachute Advansed Aloe Vera Nihar Naturals Shanti Badam Amla Nihar Naturals Joba Amla Nihar Naturals 5 Seeds

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SOUTH AFRICA

Hair Care, Healthcare and Skincare

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Caivil

Black Chic

Isoplus

Coconut Hair Food Oil Sheen Spray Oil Sheen Spray With Avocado Oil Designing & Holding Spritz Natural Kids Detangler Holding & Edge Control Gel Hair Colour Styling Gel Avocado Oil Moisturising Lotion Dreadlocks Moulding Gel

Hair Colour Fusion Oil Oil Moisturiser Mend n Grow Hair Foods

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StudioX Parachute Just For Baby Deo Just For Baby Oil Hair Gel Just For Baby Lotion Face Wash Just For Baby Wash Styling Shampoo Just For Baby Soap Just For Baby Powder

Mediker SafeLife Hand Sanitizer Hand Wash Veggie Wash

Set Wet Deo Hair Gel

Parachute Just For Baby

VIETNAM

MYANMAR

Male Grooming & Styling, Female Grooming and Foods

Hair Care & Styling, Male Grooming

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Sedure
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Silk n Shine Serum

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X-Men
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Thuan Phat

Parachute Advansed Coconut Hair Oil

Saffola Active

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Code 10

Just for Baby

Just For Kids

Hercules

Ingwe

Coconut Oil Stamina mixture Castor Oil Tokoloshe Salts Eucalyptus Oil Vusa Um Zimba Beauty Butter Calamine Lotion

Relaxer Hair Food Detangler Pink Oil Moisturiser

Petroleum Jelly Aqueous Cream Talc Powder Baby Oil

MENA

Coconut Oil, Hair Care, Male Grooming & Styling

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Parachute Coconut Oil

Parachute Parachute Virgin HairCode Fiancée Sampoorna Coconut Oil Hair Oil

Parachute Parachute Gold Range Advansed Hair Oils

Marico Limited Integrated Report 2019-20

��

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Performance Highlights FY20

��

Environment Performance

(India operations)

Business Performance

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E 7,315 Crore 11 % 200 bps
��
(US$ 1.03 Billion)
��
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��
��
58,000 5.1 Million ��

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13 %
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��

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(Source: Nielsen)
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118 Million

22 % �� (up from 17% in FY19)

E 704 Crore

��

��

(Source: IMRB)

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640
Million litres
��
��
�� 95 %
��
79 % 68 %
��
��
��
��
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Social Performance

(India operations)

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96 % 42.4 % 34.0 %
��
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1 Million+

��

9,550

��

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79,391
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Marico Limited Integrated Report 2019-20

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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Harsh Mariwala
Chairman
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While Mr. Saugata Gupta, the Managing Director and CEO of your Company, will share an overview of the performance in his message, I would describe FY20 as a year of some hits and a few misses, as the business delivered �� an accommodative input cost environment. While we begin FY21 in the clutches of a pandemic, I believe in your Company’s ability to cope with the rapidly evolving dynamics in supply chain and consumer behaviour and emerge stronger from this crisis. It will be our constant endeavour to fortify the enterprise through resolute focus on, and consistent investment behind, what we believe are the strategic building blocks, i.e. brand, talent and culture, which �� true to our purpose of creating value for all stakeholders in a sustainable manner.

Dear Shareholders,

It is with immense pleasure that I present to you the second Integrated Report of your Company. The year under review has presented a variety of challenges with economic growth in India weakening quarter-on-quarter amidst a severe liquidity slump, falling consumption trends, especially in rural, and last but not least, the outbreak of COVID-19 in March, which has not only elevated the economic challenges, but ��

Macro environment

The COVID-19 pandemic is dealing a severe blow to the global economy. Lockdowns and other restrictions needed to address the public health crisis, together with spontaneous reductions in economic activity by many consumers and producers, constitute an unprecedented combination of adverse shocks that is causing deep recession in many advanced economies as well as Emerging Market and Developing Economies (EMDEs). As per the World Economic Situation and Prospects as of mid-2020 released by the United Nations in May 2020, global Gross Domestic Product is expected to shrink by 3.2% in 2020, with only a gradual recovery of lost output projected for 2021.

Sustainability at Marico

If the world today is moving slowly, but consistently, towards conscious and responsible action, it’s because of one simple idea: everyone can be a change-maker. It’s a precept that Marico has believed in for years. In every layer of our organisation, and in the DNA of every member, is embedded �� measure, big or small, that will take us further along the road �� our strategic pillars, is fundamental to the purpose of your Company’s existence. We see it, not only in bottom lines and awards, but also in enhanced relationships, a safer, cleaner environment and a corporate ethos that has sustainability embedded in its very core.

In India, the uninspiring trajectory of key macro-indicators during the year under review, belied expectations of a strong reform-led push for growth. Subsequently, the severe curtailment of economic activities and social distancing necessitated by the outbreak of the coronavirus pandemic, has further clouded the near-term outlook. The World Bank has projected the Indian economy to contract by 3.2% in �� and monetary measures to mitigate the economic fallout, the positive impact of which, is expected to be seen in the medium-term. Hopes of a faster recovery in the rural sector rest on improvement in agricultural output, on the back of a favourable monsoon forecast, good harvest of Rabi crops, recent APMC reforms, hike in Minimum Support Prices (MSPs) and higher allocation under MNREGA. The pace and sequence �� the virus, minimising risks of reinfection, protecting jobs and ��

During the year, your Company demonstrated steady progress and success in various programme that have been underway to create a sustainable ecosystem along the stated focus areas, namely responsible resource consumption, climate change, circular economy, sustainable supply chain, product responsibility and community development.

In response to climate change, your Company has been able to improve the share of renewable energy in its operations to 79% at the end of FY20. I am also pleased to share that Marico’s manufacturing unit at Perundurai, Tamil Nadu,

�� Pvt. Ltd. and also achieved a ‘Platinum’ rating as per the GreenCo Rating System by CII-Godrej Green Business Centre.

Further to our commitment to addressing plastic waste management, your Company completed several successful trials to use recycled plastic under the ‘UpCycle’ programme, and have been actively working towards completely phasing out the use of PVC in our product packaging, by the end of next year. We also duly completed our Extended Producers Responsibility (EPR) commitment for FY20, to collect and �� packaging waste.

Water is a core thrust area of our sustainability agenda and �� of the country’s water resources. With the ‘Jalaashay’ initiative, we have been able to create 640 million litres of additional water harvest potential this year, which is equivalent to 3.2 times the water footprint in our operations. We also completed construction of 95 additional farm ponds in Tamil Nadu and Puducherry, and de-silting activity of 77 water bodies in Maharashtra.

�� Parachute Kalpavriksha. The cumulative farmer enrolment under the programme now stands at 21,043, thereby covering over 1.28 Lakh acres of coconut farms.

Your Company stands united with all stakeholders to alleviate the hardships posed by the ongoing COVID-19 crisis. We have been able to contribute towards providing meals for migrant labourers, the police force, health-workers and other disadvantaged sections of society, in partnership with various government agencies. We also attempted to safeguard lives �� healthcare workers, the police force and emergency services �� Company also pledged contribution to the PM CARES Fund ��

Since its inception in 2003, the Marico Innovation Foundation has strived to fuel and nurture innovation in India. The Foundation also responded to the growing seriousness �� grand challenge, Innovate2Beat COVID, in March 2020, to harness the power of innovation to solve current and potential challenges that our medical fraternity stands to face, with respect to the shortage of ventilators, respiratory solutions as well as PPE solutions in hospitals and medical centres during this crisis.

Looking ahead

As an organisation, Marico has established a distinct culture that is unique, not just to the Company, but also to the way Mariconians function. Derived from the Company’s core �� ourselves on each and every day. It is the DNA of our

organisation, which is embedded in every member across hierarchies and geographies.

Given the far-reaching economic impact of the COVID-19 crisis so far, the path to recovery from this setback is expected to be slow and gradual. The sudden and unprecedented disruptions in current times have emphasised that agility and consumer centricity are necessary attributes for an organisation to navigate through the challenging times �� Innovation and collaboration across the value chain will set successful companies apart. I am enthused by our recent foray into the Hygiene category, which is slated to be one of the fastest growing categories over the medium-term. We plan to build a winning portfolio and deliver sustained growth in this segment on the back of innovation, investment behind brand building and strong execution.

The near-term uncertainty notwithstanding, your Company �� emerging market multinational, and consistently providing solutions to delight its consumers.

I continue to act as the Non-Executive Chairman of the Board, while Saugata continues to lead your Company’s �� functioning of the Board, and am actively involved in the Company’s Corporate Social Responsibility (CSR) initiatives. Your Company’s Board, comprising leaders with domain �� the top Management in achieving its long term goal. Earlier this year, Mr. Sanjay Dube and Mr. Kanwar Bir Singh Anand were appointed as Independent Directors on the Board of Directors of your Company. I would like to take this opportunity to welcome them to Marico’s journey towards �� upholding the highest standards of corporate governance.

It is the passion and dedication of your Company’s team members that has enabled its progress so far and will be a key constituent to the success in future endeavours. I would like to thank each and every one of them for their constant engagement, commitment and support. I would also like to extend my sincere gratitude for the continued guidance and support of your Company’s Board. I also convey my heartfelt appreciation for all our business partners, vendors and other business associates, who have continued to collaborate with your Company over the years. We deeply value the overwhelming faith maintained by all our shareholders over the years. We sincerely look forward to your continued partnership as we chart the course of the best years for Marico.

Warm regards,

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Harsh Mariwala Chairman

Marico Limited Integrated Report 2019-20

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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Saugata Gupta
MD & CEO
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Dear Shareholders,

The International business had a relatively better year, with a mid-single constant currency growth and a healthy �� stellar performance by delivering double digit constant currency growth. Vietnam delivered mid-single digit constant currency growth, as growth was impacted by moderating growth trends in the Home and Personal Care category. Businesses in the Middle East, North Africa and South Africa had a lacklustre year due to the unfavourable macro-economic backdrop and the impact of the pandemic in the last quarter. The New Country Development and Exports business continued to show promise.

I am pleased to present to you Marico’s Integrated Report for the year ended March 31, 2020.

The year under review was unprecedented in many ways – a �� slowdown across categories, with probably an exception of foods and allied categories, and culminating with a oncein-a-century phenomenon of a pandemic, the COVID-19 outbreak. Your Company’s performance was a mixed bag, marred to a large extent by the adverse macro conditions and also a few internal performance misses. While the top line growth was muted, your Company did reasonably well �� raw material scenario. Your Company’s trusted brands across all the key franchises continued to strengthen their position with market share gains over the previous year. The pandemic has disrupted operations severely ever since �� your Company’s members and associates, whose dedication and bias for action will ensure that your Company not only �� opportunity to thank them all.

Strategic overview and outlook

Going forward, your Company will stay focused on delivering �� gains by growing the core portfolio, creating new engines of growth with portfolio expansion in existing and new categories and markets, while consistently moving along the path of creating shared value . Consumer centric innovation , adaptive business and GTM models , leveraging technology and automation, cost management , nurturing talent and culture and mainstreaming sustainability will remain key enablers in this journey.

While the current economic scenario is unprecedented and continues to be unpredictable in the near term, your Company expects to contain the impact given that about 85% of the portfolio comprises daily-use items. We witnessed relatively weaker consumption trends in rural India through the year. However, recent government stimulus packages, agricultural sector reforms, higher agricultural output, good rabi harvest and projections of a near-normal monsoon bode well for disposable incomes in the coming year, while the reverse migration of labour would also lead to a shift in the consumption base. As availability has now become more critical than ever, your Company continues to invest in upgrading its GTM infrastructure in urban and rural, with a focus on expanding its direct reach. With more than 90% of portfolio comprising trusted leader brands, your Company is aggressively working towards enhancing the value proposition across its key franchises.

FY20 overview

While the Management Discussion and Analysis (MD&A) in this Report provides a detailed account of our performance, I will attempt to sum up the year that was. Your Company �� unable to maintain a momentum in the face of a challenging macro environment that was characterised by progressively weakening consumer sentiment, liquidity constraints in the domestic business and COVID-led disruption in March. In line with sectoral trends, it was the Edible Oils and Foods segments that did well during the year, while personal care categories were subdued. However, despite the muted volume growth for the year, your Company’s brands continued to gain market share across each of its key franchises and outperform the overall category, which witnessed negative to muted growth. While traditional trade declined in both urban and rural, modern trade and e-commerce sales grew steadily, with contribution rising to 17% and 5% of the India business respectively.

As consumers are now increasingly conscious of nutrition, health, hygiene and immunity as a part of their lifestyle, this calls for companies to realign their portfolio so they can actively innovate and adapt to this trend. Your Company’s recent foray into the Hygiene segment is a step in this direction, and it is working on a pipeline of new products for a sustained and meaningful play in this segment.

In the International business, your Company has systematically invested to strengthen both its brands and the requisite leadership and organisational capabilities. In Bangladesh, we will leverage its distributive strength to further consolidate market shares in the core portfolios, scale up new launches of FY20 as well as enter new categories. Being a market leader, the Vietnam business will continue to invest in the male grooming category and excellence in sales and distribution systems. An aggressive cost management programme is also underway in Vietnam, which will enable resource generation for brand building. Your Company remains cautious on the outlook for the MENA business but will be aggressive on cost management to enable it to tide over the challenging macros. We expect to protect the core franchise of ethnic hair care and healthcare in South Africa over the medium-term. We will also continue to invest in developing new export markets and scaling this ��

Your Company holds its medium-term aspiration of delivering 13-15% revenue growth on the back of 8-10% volume growth in the India business and double-digit constant currency growth in the International business. We expect to maintain operating margin at 19% + over the medium term.

We will continue to invest behind brand building to support market growth initiatives in core categories and expansion into adjacent categories. With consumers spending �� A&P spends from non-media to media channels to drive share of voice in the core portfolios in the near-term, in addition to rationalising investment in premium/discretionary portfolios, which are witnessing lower demand. In addition, your Company continues to maintain a tight grip over costs across the organisation and is aggressively working towards cost transformation to extract savings that can be redeployed ��

Responsible Marico

Sustainability is a long-term commitment and a way of life at Marico. Your Company believes in conscious capitalism, and therefore, recognises its responsibility as a corporate citizen to partner with each of its stakeholders to create sustainable value for all.

In addition to the progress in the initiatives mentioned in the Chairman’s message, we have extended our vision of sustainability on to our value-chain partners. During the year, we made steady progress on our responsible sourcing �� of our critical value-chain partners.

The COVID-19 outbreak has been especially harsh on certain �� this crisis, either due to loss of employment or unavailability of daily necessities. Your Company has attempted to contribute by providing meals and personal protective equipment to the disadvantaged members of our society and those in essential �� Also, with most of our distributors now resuming operations, we have ensured our distributor salespersons are covered under insurance for COVID-19 related treatment and have also provided monetary assistance to them. We also created a collective fund through voluntary member contributions aided with equivalent contribution from your Company to help the front-line teams of our business partners, who are working on-ground and ensuring the availability of Marico products to consumers.

Our people help us stay ahead

�� across India were shut down and the ‘Work from Home’ policy �� with limited attendance in adherence with the government directions/advisories. Similarly, there have been total or partial lockdowns in our overseas markets as well. Despite the unprecedented times we are currently operating in, the exceptional level of grit, agility and spirit of collaboration that each and every member of your Company continues to exhibit, has been exhilarating to witness. I would like to express sincere gratitude to the entire team, for their passion and dedication that is the essence of the organisation Marico is today. I am pleased to share that your Company has been recognised amongst �� as per the study conducted by Great Place to Work® Institute and The Economic Times in 2020, and is also ranked as the one of the 25 Most Desirable Companies To Work for across sectors, as per the Dare2Compete Employer Branding Report 2020.

Your Company has been able to consistently create value for all its stakeholders on the back of the leadership position and resilience of its trusted brands, an empowering and enterprising culture and focus on best-in-class governance and risk management. We believe it is our will to always keep �� all stakeholders that has and will continue to power us on. I would, therefore, like to take this opportunity to express my sincere gratitude to all of them – our shareholders, Board of Directors, management team, customers, suppliers, bankers, investors and partners for their exemplary faith in ��

Warm regards,

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Saugata Gupta MD & CEO

Marico Limited Integrated Report 2019-20

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Our Value Creation Paradigm

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How we create value

Stakeholders we rely on and create value for

Resources we depend upon to create value

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Our ability to create value depends We believe that mutual and inclusive growth is
upon the use of six capitals: necessary, and strive to maintain the right balance
towards meeting stakeholder interests through
continuous and proactive engagement.
Financial Human Consumers Value-chain partners
Manufactured Social & Relationship Shareholders Government &
Regulators
Intellectual Natural Employees Community
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Our strategic pillars

Our strategy enablers

These enablers focused towards Marico’s transformation prepare it for the emerging new realities and changing consumer needs.

Marico remains committed towards sustainable value creation through a ‘consumer-’ and ‘community-’ centric strategy. Below are the three strategic pillars that accelerate our journey on sustainable value creation over the short-, medium- and long-terms.

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Business and Product
Go-to-Market models innovation
Grow the core New growth engines
Technology and Cost
automation management
Create shared value
Talent and Mainstreaming
culture Sustainability
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�� 16 % 23 % �� �� compounded annual growth of 16% in �� ��

�� to all our stakeholders, by partnering in their growth agenda through continuous engagement. The value-accretive ��

Our Capitals

Capitals Description	Capitals Description
Financial	�� enhance and distribute value to all stakeholders in the value chain. The Company invests behind talent and brand building, which enables it to consistently deliver ��
Manufactured	Manufacturing assets and infrastructural capacity is used to transform input �� productivity through lean approach is a relentless focus at Marico.
Natural	�� sustainable products, while at the same time promote environmental stewardship by adopting an approach encompassing clean and green technology, responsible consumption and circular economy.
Human	The organisational culture at Marico encourages collaboration. Our talent value �� of our members so that they maximise and realise their true potential.
Social & Relationship	�� positive impact on all its stakeholders. We remain committed towards driving inclusive agenda with our value-chain partners and well-being programmes for the community, the nation, and the world at large.
Intellectual	Through Research and Development, we remain focused on developing brands and new products that are most trusted by consumers. We also focus on investing in new technologies and innovation to create safer, smarter and simpler processes.

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Marico Limited Integrated Report 2019-20
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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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INPUTS

Financial Capital

Debt: `338 Crore
Equity: `3,023 Crore
Capex: `194 Crore
Working capital: `1,397 Crore

Manufactured Capital

8 Domestic manufacturing facilities
5 International manufacturing facilities
25 depots and warehouses

Natural Capital

202,886 m[3] Water consumed
340,152 GJ Energy consumed
282,928 MT Raw material used
36,077 MT Packaging material used

Human Capital

1,631 Total number of employees in India

Social & Relationship Capital

` 19 Crore Investment on CSR initiatives in FY20
800+ value-chain partners
5.1 Million Strong retail outlets network
60+ �� under ‘Parachute Kalpavriksha’ programme

Intellectual Capital

` 31 Crore Investment in R&D
73 members R&D Strength
9.9% Of sales in FY20 invested in brand building

VALUE CREATION APPROACH

Strategic Pillars

Values

Purpose

Grow the core

To transform in a sustainable • Consumer centric manner, the lives of those • Transparency and we touch, by nurturing openness and empowering them • Opportunity seeking to maximise their true • Bias for action potential • Excellence

New growth engines
Transparency and openness
Create shared value
Opportunity seeking
Boundarylessness
Innovation
Global outlook

Business

activity

Research Product and innovation development

Product Ingredients manufacturing and material and packing procurement

Supply Consumer and logistics use

Consumer connect and End of feedback life / recycling

Stakeholders we rely upon

Capitals we depend upon

Enablers

  - Shareholders

Financial
Business and Financial Go-to-Market Models • Manufactured
- Consumers
- Employees
Intellectual
Product Innovations
Human • Value-chain Partners
Technology and Automation
- Community
Natural
Social and Relationship • Environment
Cost Management
Government and Regulators
Talent and Culture
Mainstreaming Sustainability

OUTPUTS

Portfolio: Beauty & Wellness

Coconut Oil

Parachute, Nihar Naturals and Oil of Malabar

Value Added Hair Oils

Nihar Naturals, Parachute Advansed and Hair & Care

�� Edible Oils & Foods

��
�� Coco Soul

Premium Personal Care

Male Grooming – Set Wet/Beardo/
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Premium Hair Nourishment
Livon/Hair & Care
Premium Skin Care – Parachute Advansed/
��

OUTCOMES

Financial Capital

US$ 4.7 Billion Market Capitalisation

42.4% Return On Capital Employed

34.0% Return on Equity

96% Dividend Payout in FY20

` 7,315 Crore Turnover
` 1,469 Crore EBITDA

20.1% Operating Margin

` 1,043 Crore ��
(CAGR since inception: 23%)

` 8.1 EPS

Manufactured Capital

1.5+ Billion packs sold every month

Natural Capital

2.4 tCO2e / unit Crore Revenue GHG emission

intensity (68% reduction from base year FY13)
640 Million litres Water harvest capacity created
(3.2 times the water footprint in our operations) 79% Of total energy is from renewable energy source
95% Of the packaging material used is recyclable by weight

Human Capital

48% Leadership talent in consumer facing functions of technology and marketing are women
77% �� by home-grown talent
13% Employees with tenure > 10 years with Marico

Social & Relationship Capital

118 Million Indian households (urban+rural) reached during the year
22% Of domestic business revenue contributed by new age channels (modern trade and e-commerce)
21,043 Coconut farmers enrolled under
‘Parachute Kalpavriksha’ programme till date
1 Million+ Students reached under ‘Nihar Shanti Pathshala Funwala’ since inception
22% �� level 1 of responsible sourcing under SAMYUT

Intellectual Capital

15 brands owned by Marico in India

SUSTAINABLE DEVELOPMENT GOALS (SDGs) LINKAGE

Financial Capital

Manufactured Capital

Natural Capital

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Human Capital

Social & Relationship Capital

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Intellectual Capital

Disclaimers:

Reporting Boundaries: Financial Capital: Global Other Capitals: India, unless ��

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

�� purpose of our existence. ��

STAKEHOLDER GROUP	KEY PROPOSITION	DEFINITION ENGAGEMENT OBJECTIVE	MODE OF ENGAGEMENT	FREQUENCY	CAPITAL LINKAGE
CONSUMERS Delight With our uncompromising quality, trusted brands and product innovations, we endeavour to provide a unique value proposition �� the core and aspirational market segments. We strive to bring innovation in every facet of our operations, while ensuring the availability of products at the right time and for the right price. • Develop sustainable relationships • Understand long-term and short-term needs • One-on-one interaction • Consumer satisfaction survey • Call centre/Consumer Cell • Digital platforms				Continuous
SHAREHOLDERS Deliver Consistent shareholder value creation remains our topmost priority. We plan to achieve this by strengthening our core segments and achieving growth in niche markets through our innovation and entrepreneurial approach. This has led to a steady focus on maximising volumes, market share gains and cost �� headwinds. • Become a better investee company • Create high shareholder value • Communicate performance and future growth plans • Understand concerns and expectations • Annual General Meeting • Investor calls • Press releases • Published results				Quarterly, Half-yearly, Annually (Note: Financial calendar)
VALUE-CHAIN PARTNERS Include As a responsible organisation, Marico believes that mutual and inclusive growth of our value-chain partners is necessary and sets a precedent. We strive to maintain the right balance by meeting the needs of our partners through continuous proactive engagement �� in the growth stories of our value-chain partners • Sharing of mutual expectations and needs, especially with regard to quality, cost and timely delivery • Capability building and growth plans • Sharing of best practices • Periodic interactions (physical, telephone, mailer) • Annual meets/events • Training programmes and workshops				Continuous
EMPLOYEES Empower �� �� �� Further, our values are based on the principles of ‘involvement builds commitment’, and thus, are co-owned by all Mariconians • Communicate organisational vision • Training and development • Support career growth plan • Workplace needs and expectations • Personal development programme • Learning and development • Engagement survey • Organisation communication • Digital interactions				Continuous, Half-yearly, Annually
COMMUNITY Nurture Our belief of giving back to the society drives our social and community engagement initiatives. Alongside we strive to safeguard the farmers and farming interests and create a positive impact on the standards of their lives. • Maintain cordial relationship • Improve livelihood and create positive impact • Shared eco-system • One-on-one interactions • Field visits and trainings • Digital platforms • CSR and sustainability initiatives				Continuous
GOVERNMENT & REGULATORS Adhere Marico is committed to be a leading consumer goods company that meets and exceeds compliance and regulatory mandates towards its products and processes • Understand compliance and applicable regulations • Collaborations on national agendas • Physical meetings • Industry forums				On need basis
�� Marico Limited Integrated Report 2019-20				��

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Materiality

��

Materiality assessment is an important tool for Marico to identify and prioritise issues that are of prime importance to our business as well as to our stakeholders. It helps us align our business strategies to various risks and �� in the short, medium and long terms. During FY18, we

had undertaken a materiality assessment exercise, which had enabled us to identify key issues that impact our performance. In FY20, we reviewed the top quartile material issues and included additional focus areas that have gained importance due to recent changes in the business and regulatory landscape.

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��
material issues
Identify Prioritise Develop Map ambition/goal
material issues material issues action plan
Review present
status and action plan
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Top quartile material issues:

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Responsible resource Climate change Circular economy ^
consumption
Sustainable supply chain Community development Product responsibility
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�� and approach to value creation.

MARICO SUSTAINABILITY GOALS MANIFESTO

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Material issue Focus area Goal Target year Achievement Disclosure
(As on March 31, 2020) section
Reduce energy intensity 2022 32% Environment
Energy (plant operations) by 50% ��
from FY13
Responsible
resource �� Continuous 3.2 times water harvest Community
consumption used in own operations capacity created this ��
Water
through catchments and year
conservation measures
Reduce GHG emission 2022 68% Environment
GHG
intensity (Scope 1 and 2) ��
emissions
Climate change by 75% from FY13
Have ‘Zero PVC’ use in 2022 0.14% Environment
packaging ��
Have 100% recyclable, 2025 95% Environment
Sustainable reusable or compostable ��
Circular packaging packaging portfolio
economy
Reduce packaging 2025 Declared this year Environment
intensity by 10% from ��
FY20
Certify 20% of critical 2022 �� Value-chain
Responsible value-chain partners completed partners
Sustainable sourcing on level 1 of responsible ��
supply chain sourcing
Increase farmer Continuous 9,550 New farmers Community
Farmers
Community �� enrolled this year ��
development
Consumer Ensure 100% adherence Continuous We continue to adhere Consumer
health and to all product compliance to all product related ��
Product safety compliances
responsibility
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^ ‘Circular Economy’ is introduced as a new material issue, considering the focus on plastics and its waste management by the regulatory and social system

Marico Limited Integrated Report 2019-20

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Strategy

��

Marico remains committed towards sustainable value creation through a consumer and community-centric strategy. Being the market leader in ~90% of our business segments, we focus on maintaining our leadership position and driving category growth by bringing value to our consumers in the form of right pricing as well as superior product �� nurture new growth engines towards achieving ��

��

Sustainability and community well-being have always been at the heart of Marico’s overall strategy. As the COVID-19 pandemic sweeps the world, we at Marico, recognise our extended responsibility towards the community and remain committed towards driving the health, safety, and well-being of our members, extended partners, nation, and the world at large.

Our Consumer and community-centric Strategic Goals sustainable value creation

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Grow the Core

New Growth Create Engines Shared Value

Strategic Pillars

Business and Product Technology and Go-to-Market Models Innovations Automation Cost Talent and Mainstreaming Management Culture Sustainability

Strategy Enablers

Strategic Pillars

Grow the Core

Marico continues to consolidate its leadership position with market share gains across its core segments: coconut oil, �� growth as well as market share gains, the short-term rural demand slowdown notwithstanding.

International Markets:

Over the last few years, we have systematically invested �� that the key markets are well-poised to capitalise on the present opportunities.

Bangladesh is a strategic priority market and has continued its positive momentum with strong growth in FY20. While we continue to drive penetration in Coconut Oil through brand building and go-to-market transformation, we will also continue to focus on �� and other personal care segments.

Marico will continue to drive unbranded to branded conversions and penetration at the bottom of the pyramid, through attractive consumer pricing as well as enhanced distribution reach. At the same time, we continue to pursue opportunities for premiumisation in select pockets through product innovations by delivering enhanced value to the consumer.

  - As a market leader in male grooming, the Vietnam business will continue to invest in the category and uphold excellence in sales and distribution systems. The Foods portfolio is witnessing healthy growth and ������������������������������������������������������

�� thereby further strengthening its market leadership position. Resurgence of in-home cooking will lead to a trend of eating healthy and thus higher consumption of healthy �� • of health awareness and should continue to consolidate its position on the health platform. Our focus will continue to �� • distribution reach.

In the Middle East and North Africa, we will focus on getting the basics right by judiciously investing behind brands and go-to-market initiatives.

In South Africa, while macros remain weak, we expect some revival over the medium term in the business on the back of a pipeline of new products.

New Growth Engines

�� healthy mix of core portfolio and future growth engines aligned to the changing consumer trends.

which is expected to continue in FY21 owing to the COVID-19 impact. Our aim is to realign the business strategy with relevant product innovations and go-to-market models in line with emerging consumer needs and preferences.

In India, we have witnessed consistently strong traction in the Foods portfolio in FY20. We will continue to focus on driving penetration of savoury oats and further extending �� convenience and nutrition.

During and post COVID-19, hygiene is expected to be one of the key consumer needs. Marico has introduced Mediker Hand Sanitizer and Veggie Clean in India. We will be looking to broadening our play further and building a sustainable portfolio in this segment, in the near future. A similar initiative in hygiene is also being driven in Bangladesh and other key markets.

Male Grooming and Premium Personal Care have seen muted growth due to slowdown in discretionary spending,

Create Shared Value

�� continuously strives to create shared value in collaboration with all stakeholders. ‘Shared Value’ is anchored in the ethos of the way we do business and applied to ensure that all business decisions balance economic, environmental and social considerations. To enable this, we have charted our path on sustainability, with dynamic and challenging objectives as milestones.

Our six long-term sustainability focus areas are: responsible resource consumption, climate change, circular economy, sustainable supply chain, product responsibility, and community development. In this journey, we envisage working with all our stakeholders to attain a more secure, sustainable and inclusive future.

Marico Limited Integrated Report 2019-20

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Strategy

Strategy Enablers

Business and Go-to-Market Models

We have strived to continuously experiment and adapt our business and go-to-market models in line with �� modern trade and e-commerce, with the share of these channels increasing from 12% to 22% over the past two years. Given the acceleration in the adoption of online shopping, this will continue to be a strategic priority for us. We continue to work towards creating a win-win proposition for our channel partners and expanding our reach in the rural parts of the country. In addition, we are piloting multiple models and are working with strategic partners towards building direct-to-retail as well as direct-to-consumer capabilities. This will ensure continued product availability for consumers, even if the traditional supply chain is disrupted.

Product Innovations

�� through structural interventions. We have created roles focusing on driving consumer insights and �� innovations process right from conceptualisation till product launch. Our Innovation Council (led by the MD & CEO) is the central cross-functional forum for stress testing ideas and is focused on bringing in the best of Marico to ideation, design and execution of product innovations.

Technology and Automation

Marico has always focused on technology and automation as a key lever for building a future-ready organisation. With increased restrictions on human movement and social distancing �� continued engagement with our partners and consumers, even in the absence of regular channels. We also continue to focus on building cutting-edge analytics and AI capabilities to enable focused action planning, resource allocation and decision support. For example, Marico Miner League is our front-end analytics team working on predictive modelling using digital and e-commerce platforms data, enabling the business with right decisions and spend optimisation. We have also built in social listening capabilities to ensure we stay abreast of changing consumer needs and preferences.

Cost Management

�� initiatives for future growth. The Marico Value Enhancement (MarVal) programme continues to drive �� analytics for very sharp prioritisation in resource allocation, and will continue to focus on passing on the value to our consumers and shareholders.

Talent and Culture

�� that maximise the potential of our people. We aim to develop members into leaders by leveraging a combination of proven experiential and futuristic approaches and ensuring an active role of Learning & Development through customised functional and leadership training modules. Our sustainable growth story rests on an empowering work culture that encourages taking complete ownership and �� this proposition by providing early responsibility, fast-paced learning and growth, together with an ��

Mainstreaming Sustainability

Sustainability is embraced as a part of Marico’s mainstream business approach to create shared value. �� the Committee reviews the sustainability performance of the Company, and assists the MD & CEO in driving the sustainability agenda set for each year. We have formed a core team with responsibilities �� of focus areas, targets and performance. Through this mechanism, we interact and engage with all stakeholders, including shareholders, consumers, employees, value-chain partners and the community, among others, in our sustainability journey.

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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Risk Management
��
��
��
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��

�� business processes across the value chain, keeping in mind the following types of risks:

Strategic risk

Operational risk

Financial risk

Compliance and governance risk

Social risk

Environmental risk

RISK MANAGEMENT COMMITTEE (RMC)

Comprises Chairman of the Board, Managing Director and CEO, ��
Assists the Board and Audit Committee
Material risks are reviewed annually by the RMC
Manages risks, both at strategic and operational level

Risk management framework

Identify Quantify

Plan

Implement

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Monitor
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Identify top risk Rate the risks Develop Implement the risk Examine for each function/ on ‘impact’ and mitigation plan mitigation plan whether the business unit level ‘vulnerability’ factors for each risk with mitigation �� plans are on Prioritise Top 10 risks and result metrics track. at company level Recommend plan Periodically to the Board for review the approval existing risks and related metrics

Marico Limited Integrated Report 2019-20

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Risk Management

Strategic risk

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Risk type Description Mitigation Stakeholders Capitals
strategy impacted impacted
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Changing consumer preference Demand could be �� by shift in consumer preferences. Given the explosion of social media, the speed of such a shift could be unparalleled. • Investment in consumer insighting to adapt to changing consumer preferences • Actively monitor social media trends to spot early �� respond to these trends with ��	• Consumers • Shareholders • Financial • Social and Relationship • Intellectual
Competitive market conditions Increase in the number of competing brands in the marketplace, counter campaigning and aggressive pricing by competitors could create a disruption. •�� �� categories such as healthy foods, male grooming, skincare, premium haircare) • Protect volumes in preference to short-term �� • Invest in brand building • Agile response mechanism to counter competitive moves	• Consumers • Shareholders • Financial • Social and Relationship
Underperformance of new product launches The success rate for new product launches in the FMCG sector is typically low. New products may not be accepted by the consumer or may fail to achieve the sales target. This risk is even more pronounced in cases where industry leaders invest in creating new categories. • Invest in a new product development process with a funnel approach to ensure �� ideas, coupled with rigorous governance around scalable innovations • Prototyping approach to new product introductions for accelerated learning and adjustment • Identify and invest in big-ticket new ideas in the chosen categories for driving growth • Resilient presence in marketplace with adequate investments in brand building	• Consumers • Shareholders • Financial • Social and Relationship • Intellectual
Private labels Expansion of modern trade and e-commerce could lead to the emergence of private labels. • Invest in brand building to improve the saliency of our brands in the consumers’ mind and partner with modern trade and e-commerce in category management	• Consumers • Shareholders • Financial • Social and Relationship

Financial risk

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Risk type Description Mitigation Stakeholders Capitals
strategy impacted impacted
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Volatility in	Though the FMCG	•��	• Shareholders	• Financial
interest rates	sector is not capital	gearing
	intensive, fund requirements arise on account of inventory position building, capital	• Maintain a liquidity chest for immediate working capital requirements
	expenditure undertaken	• In case of foreign currency
	or funding inorganic	borrowings, implement hedging as
	growth. Changes in the	per policy
	interest regime and in the terms of borrowing could impact the �� the Company. Further, this risk may also impact income on Company’s	• Manage interest rate risk to investments by implementing board-approved investment policy, which focuses on safety and liquidity, thereby mitigating short-term interest risks.
	investment and
	mark-to-mark hit on its
	investment portfolio.
Foreign	��	• While the ‘translation risk’ will	• Shareholders	• Financial
currency	local presence in	continue to be unhedged, Marico
exposure	Bangladesh, South	��
	East Asia, Middle East,	framework for managing any
	Egypt and South Africa.	foreign exchange risk in India and
	The Company is thus	Bangladesh. The Board-approved
	exposed to a wide	policy in this regard is periodically
	variety of currencies.	��
	Fluctuations in these
	currencies could impact
	��
	performance.
Macro-	Factors such as low GDP	• Focus on value-added products	• Consumers	• Financial
economic factors	growth and high food �� in down trading	�� prices by driving aggressive cost management	• Shareholders	• Social and Relationship
	from branded to non-branded or premium to mass market products.	• Focus on franchise growth in preference to short-term ��
		•��
		one of the pivots of the future
Cyber and	Disruption in business	•��	• Shareholders	• Financial
data security	operation due to non-availability of critical information	IT systems and putting in place disaster recovery plan. The plans are tested periodically and kept	• Value-chain partners	• Intellectual • Social and
	systems through	relevant.	• Consumers	Relationship
	cyber-attack and loss of sensitive information due to unauthorised	• Implementation of IT security practices in line with ISO 27001 standards
	access.
		• Implementation of the latest
		cyber security technologies with
		preventive, detective and reactive
		controls

Marico Limited Integrated Report 2019-20

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Risk Management

Operational risk

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Risk type Description Mitigation Stakeholders Capitals
strategy impacted impacted
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Commodity risk Unexpected changes in commodity prices and supply could impact business margins and ability to service demand. The past few years have witnessed wide �� prices. As a result, the overall uncertainty in the environment continues to be high. • Commodity procurement is driven by a comprehensive process manual for each category that governs norms related to price discovery, inventory policy, supplier management, governance mechanism •�� of commodity in line with business requirement and in accordance with the inventory policy and does not encourage speculative buying or trading of said commodity either in physical form or in exchange • Marico has developed and deployed various programmes in order to ensure sustainable availability of agriculture commodities to support future business requirements. Few of them include: a. Sponsoring research in agriculture breeding technology b. Developing strategic sourcing alternatives from other geographies c. Strategic presence in extended backward value chain •�� for building strategic inventory positions as a hedge against price volatility • Shareholders • Value-chain partners	• Financial • Manufactured
Political instability in operating geographies Unrest and instability in countries of operation could �� business results. • A comprehensive insurance programme to hedge all insurable risks • At a macro level, our country selection template emphasises geopolitical stability and robust growth prospects • Shareholders • Members	• Financial • Manufactured
Under - performance of acquisition deliverables Acquisitions may �� burden on the parent entity. Integration of operations and cultural harmonisation may also take time, thereby deferring �� •�� selection of targets, due diligence, �� •�� systems to for monitoring progress periodically • Cross-application of governance practices of the parent organisation soon after the takeover to ensure controls • Shareholders • Members	• Financial • Human

Commodity
risk
Unexpected changes
in commodity prices
and supply could
impact business
margins and ability
to service demand.
The past few years
have witnessed wide
��
prices. As a result, the
overall uncertainty
in the environment
continues to be high.
• Commodity procurement is driven
by a comprehensive process
manual for each category that
governs norms related to price
discovery, inventory policy,
supplier management,
governance mechanism
•��
of commodity in line with business
requirement and in accordance with
the inventory policy and does not
encourage speculative buying or
trading of said commodity either in
physical form or in exchange
• Marico has developed and deployed
various programmes in order to
ensure sustainable availability of
agriculture commodities to support
future business requirements. Few
of them include:
a. Sponsoring research in
agriculture breeding technology
b. Developing strategic sourcing
alternatives from other
geographies
c. Strategic presence in extended
backward value chain
•��
for building strategic inventory
positions as a hedge against price
volatility
• Shareholders
• Value-chain
partners

• Financial
• Manufactured

Political
instability
in operating
geographies
Unrest and instability
in countries of
operation could
��
business results.
• A comprehensive insurance
programme to hedge all insurable risks
• At a macro level, our country selection
template emphasises geopolitical
stability and robust growth prospects
• Shareholders
• Members

• Financial
• Manufactured

Under -
performance
of acquisition
deliverables
Acquisitions may
��
burden on the parent
entity. Integration
of operations and
cultural harmonisation
may also take time,
thereby deferring
��
•��
selection of targets, due diligence,
��
•��
systems to for monitoring progress
periodically
• Cross-application of governance
practices of the parent
organisation soon after the
takeover to ensure controls
• Shareholders
• Members

• Financial
• Human

Compliance and governance risks

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Risk type Description Mitigation Stakeholders Capitals
strategy impacted impacted
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Non-	Inadequate compliance	• Invest in IT-enabled compliance	• Government	• Financial
compliance with regulatory requirements	systems and processes can pose reputation risk for the Company. This could expose the Company to	systems and processes • Ensure all functions and units are aware of the laws and regulations to comply with	body • Members	• Human • Social and Relationship
	legal consequences,	• Ensure adequate monitoring
	��	mechanism towards compliance
	losses and penalties.	• Communicate periodically to
		reiterate the importance of
		compliance
Violation of	Failure to act with	• Code of Conduct (CoC) and	• Members	• Financial
ethics and business integrity	integrity or behave in a manner inconsistent with the Marico purpose	Marico Code of Business Ethics (MCoBE) outlines the Company’s commitment to ethics and integrity	• Value-chain partners	• Human • Social and
	statement and values �� corporate reputation and business results.	• Robust vigil mechanism, which enables the stakeholders to report concerns about unethical behaviour, fraud or violation of code		Relationship
		• Detailed personal orientation and
		��
		all employees
		•��
		Directors

Environmental risk

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Risk type Description Mitigation Stakeholders Capitals
strategy impacted impacted
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Disruption	Climate change related	• Embrace climate change adaption	• Shareholders	• Financial
due to climate change events	events that have the potential to disrupt Marico’s operations, include changes in weather patterns such as increased	and mitigation measures •�� practices that are resilient to climate-related adverse impacts • Continuous monitoring of	• Community • Value-chain partners • Consumers	• Natural • Manufactured • Social and Relationship
	temperatures and	environmental policies and	• Government
	altered rainfall patterns.	regulations	Body
	�� planning and day-to-day operation as the risk arises from availability of agriculture input	• Investment in low-carbon technologies and equipment, and renewable and clean energy sources
	materials,	• Adoption of CDP climate
	climate-related policy	change disclosures and science
	changes, evolving	based target (SBT) framework
	regulations and	approach to minimise operational
	increased consumer	environmental footprint
	concerns.

Marico Limited Integrated Report 2019-20

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Risk Management

Social risks

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Risk type Description Mitigation Stakeholders Capitals
strategy impacted impacted
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Adverse	Energy and water are	• Continuous focus on energy	• Shareholders	• Financial
impact of energy and water scarcity	crucial for our business and day-to-day operations. Non-availability of these resources will lead to operational	conservation measures •�� systems • Operationalising reduce-reuse-recycle model	• Community	• Natural • Manufactured • Social and Relationship
	disruptions and impact	of water management across
	production plans and	plants
	product delivery.	• Comprehensive watershed
		management programmes
		leading to harvesting and ground
		water recharge augmenting
		supply and water availability for
		community
Handling	The regulatory,	• Adopt circular approach based	• Community	• Natural
of plastic packaging and waste	consumers and community response to the environmental impact of plastic wastes and emerging �� state governments on ban of use of certain	on 4Rs – reduce, recycle, replace and recover • Investment in R&D measures to enable design innovations and reduce weight of plastic used under value enhancement approach by Marico	• Government body • Value-chain partners	• Social and Relationship • Intellectual
	plastics, require us	• Strategic partnerships
	��	and collaborations to drive
	packaging solutions.	penetration of recyclable
		plastics and enhance use of
		recycled plastics
		• Honour obligations under
		the Extended Producer
		Responsibility (EPR)
		commitments
		• Continuous monitoring and
		tracking of plastic waste policies
		and regulations
		• Awareness and communication
		to consumers and community on
		collection, segregation and safe
		disposal of plastic waste

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Risk type Description Mitigation Stakeholders Capitals
strategy impacted impacted
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Talent	Mismatch in hiring and	• Marico’s culture of openness,	• Employees	• Human
acquisition and retention	attrition of skilled talent ��	transparency and meritocracy coupled with its growth		• Manufactured
	the Company’s ability	orientation helps attract top
	to pursue its growth	talent
	��	• Marico’s talent value
		proposition of building
		challenging, enriching and
		��
		retaining top talent
		• Invest in ‘hiring right’ and ‘talent
		development and engagement’
		best practices
Community	Social licence to	• Commitment to sustainable	• Community	• Manufactured
distress in operating locations	operate refers to the level of acceptance by local communities	and inclusive growth in all social outreach programmes and initiatives with an aim to		• Social and Relationship
	in proximity to	augment social infrastructure
	our operations. The absence of understanding and inability to maintain a harmonious relationship	• Constant engagement channels with the local community stakeholders to understand their needs
	with communities could
	result in damage to
	our brand, reputation
	and pose risk to our
	operations.
Failure to	The quality and safety	• Robust system to ensure	• Government	• Financial
meet product quality	of our products are of paramount importance	compliance to regulatory requirements	• Consumers	• Manufactured
and safety requirements	for our brands and our reputation. Any failure to meet the product quality and	• Assessment of quality and safety aspects of products at each stage in the value chain	• Value-chain partners	• Intellectual • Social and Relationship
	safety requirements	• Stringent quality and safety
	��	compliance check for suppliers
	reputational risk, loss	before inducting in the system
	of consumer trust and potential exposure to regulatory actions.	• Ingredients assessment in line with the requirements set for its usage according to the law of
		the land
		• Facilitate consumer feedback
		on product safety and quality
		through dedicated Consumer
		Service Cell (CSC)
		• Robust crisis management
		framework

Marico Limited Integrated Report 2019-20

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Shareholders

��

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��

Cash generated from operations at 1,218 crore in FY 2020, remained the primary source of liquidity. Net surplus at the end of the year was at607 crore, largely maintaining the year-ago levels. Cash accruals are used for various purposes such as reinvestment in the business �� dividend payments, and repayment of loans on the books, while building adequate reserves for any potential acquisition opportunities. During the year, we incurred a capital expenditure of`194 crore for capacity expansion and maintenance of existing manufacturing facilities.

�� was particularly accentuated in the challenging business �� invested in our brands, distribution and capabilities. Advertising and promotion spends as a percentage of sales, was about 9.9% in FY20, up 90 bps than last year. We backed an extensive number of new launches in the last 18 months, while continuing to support the core. This disciplined approach has helped in further improvement in ��

��

While borrowings are mainly for working capital requirements, we actively explore opportunities to optimise borrowing costs and maximise yield on investments while maintaining conservative guardrails on safety, liquidity and returns. We ensure adequate access to funding and leverage the surplus to meet operating needs and strategic objectives ��

�� secure net cash surplus situation. We are also implementing stringent cost control measures across the organisation to conserve cash in order to address any concerns arising post the lock-down. Moreover, in case any exigencies arise �� be in a comfortable position to borrow capital given that it enjoys AAA credit rating and has a favourable debt equity ratio. As on March 31, 2020, its Debt/EBITDA was extremely comfortable at 0.23.

It’s pertinent to note that even amidst the pandemic-induced lockdown, there has been no major impact on our liquidity �� to meet all our commitments.

Financial performance

(ROCE) and Return on Equity (ROE) improved to 42.4% and 34.0%, respectively.

In FY 2020, Marico achieved a consolidated turnover of 7,315 Crore, only marginally lower than last year, and ��1,043 Crore, up 13%. The operating margin stood at 20.1%, up 200 bps from last year. Our dividend pay-out ratio for the year was higher at 96% (FY 2019: 76%). Having maintained a healthy operating performance, both Return on Capital Employed

�� performance in FY 2020 is available in the Management Discussion and Analysis section of the Report.

Key performance indicators

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Key Financial Capital Inputs FY20 FY19
Debt/EBITDA 0.23 0.26
Investment in brand building - ASP to sales (%) 9.9 9.0
Capital expenditure (in Crore) 194 162 Key Financial Capital Outputs FY20 FY19 Change Revenue from operations (in Crore) 7,315 7,334
EBITDA (in Crore) 1,469 1,326 11% EBITDA (%) 20.1 18.1 200 bps �� Crore) 1,043 926 13%
Basic EPS (/share) 8.1 7.2 13% �� Crore) 1,218 1,062 15%
Return on capital employed (%) 42.4 42.0 40 bps
Return on equity (%) 34.0 33.7 30 bps
Key Financial Capital Outcomes FY20 FY19
Dividend pay-out ratio (%) 96 76
Market capitalisation at the end of FY 2020 (in ` Crore) 35,480 44,567
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Marico Limited Integrated Report 2019-20

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Consumers

Our Consumer Value Proposition

��

�� priced products

Product Experience

Reinvent product formulation, packaging or format to suit modern consumer lifestyles and provide the desired experience

Availability

Establish robust distribution network, digital and e-commerce channels to make products available across the breadth and depth

Purposeful Brands

Products with strong purpose covering beauty, wellness, health and nutrition

Early Innovation

Meet evolving needs of consumers by catching early trends and innovation across product categories

Innovation

We are constantly innovating and creating unique and �� address the evolving needs of our consumers. Through our best-in-class research and development (R&D) facility at Mumbai, we ensure that every product we develop meets the highest standards of quality. Resources to the tune of `31.4 Crore were invested in R&D activities this year, supported by a dedicated team of 73 personnel.

��

Foray into hygiene segment

With personal and domestic hygiene gaining prominence we launched Mediker Hand Sanitizer with 70% v/v �� cleaner- Veggie Clean made with 100% naturally derived ingredients.

Product development in Hair Care, Skin Care and Foods

With deeper and real consumer insights, we created new hair care formats for India as well as International geographies. We also entered the Baby Care category in Bangladesh, with our in-house researched products.

Male Grooming

Several new creations were launched under male grooming category with superior packaging and strong consumer ��

Functional Foods

Continued research on creating healthy solutions through innovative blends under edible oils. Also launched various lifestyle management formats under the brand ��

Packaging through design thinking

Adopted new ways of packaging designs by making consumer a part of the process. Also incorporated 3R approach in current and new designs to support sustainable packaging.

Rooted in design thinking approach, several new creations were launched during 2020. This approach reinforces the faith Marico has in consumer centric innovations.

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Parachute Advansed Body Oil

Tinted transparent bottle and label to convey beauty, modernity and purity codes for the brand.

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Set Wet 2-in-1 Serum

Premium packaging cues by �� neck bottle design and super transparent label.

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Kaya Youth Hydro Range

Carton and tube decoration with �� foiling for enhanced aesthetics.

Marico Limited Integrated Report 2019-20

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Consumers

Enhancing consumer experience through campaigns

INDIA

��

Parachute Advansed launched its new, emotive TVC campaign – ‘Mere Baal, Meri Jaan’, this year. With an aim to forge a deeper connect with women, the campaign captures the importance of hair in every woman’s life and beautifully depicts this unique personification, which is core to a woman’s identity. The TVC builds on modern beauty imagery, while using real-life instances where hair is fundamental to the expression of a woman’s emotions and frame of mind. It goes on to depict several women for whom hair symbolises their resilience, love, freedom, determination, happiness, motivation, hope and optimism. The film ends with a voice-over that says, “Mere Baal, Meri Jaan Hai”, showcasing Parachute Advansed Gold. A brand that has been an ally of women since its inception truly understands the essence of hair in their lives, urges them to use nothing, but the best, to nourish it.

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Parachute Kalpavriksha Foundation | The Tree Song

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Through the Parachute Kalpavriksha Foundation, we strive to create a positive impact on the income and standard of living of coconut farmers and help them protect and care for what they love! The programme has enrolled 21,043 farmers till date, and the farms that have completed more than a year with Parachute Kalpavriksha, have delivered 15% increase in yields.

‘The Tree Song’ film beautifully captures a young boy’s dream of saving his grandfather’s farm come true with a little help from the Parachute Kalpavriksha team. The digital film resonated well with the audience, garnering over 2.1 Million views.

��

Parachute Advansed #ChampiBeats

Parachute Advansed launched #ChampiBeats campaign to encourage consumers to use the lockdown time to bond with their loved ones over a ‘musical’ champi. Roping in renowned TV celebrities and influencers, the brand ran the campaign on TikTok, garnering a whopping 10 billion views in the first six days alone.

The champi is a timeless Indian practice of giving a head massage with oil. Beyond being a hair nourishment ritual and a stress buster, the champi also reflects and reinforces the close bond between loved ones.

At Marico, we identified two broad themes arising out of the recent lockdowns – our consumers are getting more time to spend with the family and that they are dealing with a lot of anxiety and stress. In response, our Parachute Advansed brand decided to bring the champi back into the lives of consumers, at a time when it was needed most.

Prominent TV celebrities such as Bharti Singh, Anita Hassanandani, Hina Khan and Deepika Singh, as well as key TikTok influencers, took up the challenge and created champi videos with their family members and also encouraged their fans to do the same.

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On the occasion of International Literacy Day on 8[th] September, Nihar Shanti Amla launched a national programme called ‘Phone Uthao India Ko Padhao’. With purpose at its heart and commitment towards social progress, the brand maintains that education is the core foundation for growth. The programme is aimed at providing basic English speaking skills to underprivileged children by connecting them to adult volunteers in urban centres simply through a phone call. In order to be a part of the programme, volunteers need to register online and take out 10 minutes of their time for a phone call every week to help these children practise spoken English remotely.

During the pandemic, as schools remained shut for months, Nihar Shanti Pathshala Funwala announced ‘Padhai Par Lockdown Nahi’ that ensured students continue to learn English through ‘Phone Uthao India ko Padhao’. The Paathshala Funwala app also made available free virtual classes for Grades 6-10, with modules offering complete school curriculum for CBSE, Uttar Pradesh State Board and The NIOS (National Institute of Open Schooling).

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Marico Limited Integrated Report 2019-20

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Consumers

�� life ��

Saffola life , a not-for-profit initiative by Saffola, has always championed the cause of heart health with a vision to create a ‘Heart Healthy India’. On 29[th] September, marking the World Heart Day, Saffola life launched yet another impactful campaign, which aimed at driving awareness on lifestyle behaviours and habits that are often ignored, but can have a significant impact on one’s heart health.

This digital first campaign kick-started with a set of two digital films that portray very common lifestyle facets and depict them in a simple yet impactful manner. The campaign did not stop with just driving awareness. Consumers were encouraged to visit Saffola life . com where they could understand the impact of their lifestyle behaviours and choices on their heart health, through an online tool called Heart Ka Exam, developed with the help of cardiologists. The website also provided important steps to be taken to protect the heart and enable consumers to lead a heart healthy lifestyle.

The initiative was supported by an exhaustive research, conducted in the top cities of India in partnership with Nielsen & SRL Labs, which highlighted interesting

��

As the nation stayed indoors during the COVID-19 �� life �� life Healthy Snackathon’ to encourage healthier snacking �� life introduced multiple recipes curated by celebrity chef Kunal Kapur on the Fit Foodie website. Designed using readily available ingredients at home, the recipes included delicious and healthy savoury and sweet snacks, across cuisines.

�� these multiple interesting formats showcasing ingredients used, explained recipes in snapshots, encouraging viewers to share their favorites too with a healthy twist. The select consumer recipes were also featured on the Fit Foodie site.

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statistics on lifestyle behaviours and resultant impact on heart health. The study was launched by leading cardiologists and nutritionists, and was covered by major local and national publications.

The campaign reached over 10 Million consumers. The campaign was also trending in Twitter on World Heart Day.

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��

The Korean Pop or K-Pop genre has created one of the biggest waves in the global entertainment circuit and gained immense popularity with gen-Z across the world.

Riding the K-Pop trend, Livon curated a unique property �� in partnership with international music channel 9XO. With K-pop stars becoming major global fashion influencers and shaping fashion trends worldwide, styling has become critical for any emerging talent in the genre. Thus, Livon focused not only on hunting and honing the singing abilities but also groomed the contestants into getting ‘that awesome K-Pop look’. The K-Pop music video of the band of five chosen Indian girls was released on air by 9XO. To help choose this band and mentor them throughout the process, Livon partnered with

��

Staying true to its philosophy of being youthful and contemporary, Hair & Care’s new campaign �� or open hair.

With a 360-degree integrated marketing communications approach, the campaign went live with a TV commercial in Hindi-speaking markets, featuring the iconic song ‘Ude Jab Jab Zulfein Teri’. The brand has also innovated with their OOH advertisements in the form of motion sensor boards at targeted locations including the Saki Naka Metro Station, Mumbai and the Jawaharlal Nehru Marg, Jaipur. The screens displayed the photo of a girl with open hair �� entered the station. A radio campaign was also a part of the mix where listeners were encouraged to share their �� radio jockeys.

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popular musicians from the North East region – Alobo Naga, Alune Tetseo and Kuvelu Tetseo, while Livon itself played the role of primary styling guide to the participants.

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A key element of this campaign was the TikTok challenge that went live with top influencers of the platform and crossed 2.8 Billion views within 3 days and by February, the number grew to 10.6 Billion. The TikTok influencers and users had to make their hair dance and upload videos of their best hair moves with the hashtag #KhuleBaalBefikar.

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Consumers

BANGLADESH

�� grooming product line for style-conscious men

International male grooming brand Studio X, launched in Bangladesh in January 2020, with a full range of products for men, who are style conscious and are aware of trends in grooming and impression. Studio X is the first international male grooming product line of Marico Bangladesh Limited. The Studio X range comprises shampoo, face wash, hair gel, soap and deodorant for men. Apart from this, the brand also launched a website www.studioxstyle.com for the style-conscious men of Bangladesh. The website has been designed with information on grooming and styling for men. With a younger and more connected generation, today’s male consumer segment is more aware than ever of their appearance and have specific and differentiated grooming needs. Studio X aims to cater to these needs of the target audience.

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Style is a reflection of one’s personality. It’s not just about beauty or looks, but more about making a statement. Studio X products focus on providing consumers with international quality grooming and styling products with a specific focus on men.

To know more about the Studio X male-grooming product line in Bangladesh and get grooming and styling information, visit the official website of Studio X at www.studioxstyle.com/

Parachute SkinPure – an exciting new range of skin care products

Parachute Bangladesh has launched SkinPure with a promise to provide healthy and beautiful skin, harnessing the goodness of natural ingredients. Its differentiated value proposition – ‘Beauty through goodness of nature’ was delivered through a TVC, besides print and digital media, with the intent of communicating with the consumers all year round. This built a solid foundation for Marico, as we entered the skin category with SkinPure.

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Mediker SafeLife handwash and hand sanitizer

Mediker SafeLife - a brand of hygiene was launched in April 2020 in response to the immediate need of hygiene products in the market. With the pandemic having entered the country then, most brands operating in the hygiene space had run out of market. The Mediker SafeLife range of products were thus introduced to aid a social cause, by providing safety with its category products and promising to donate all profits from the same to the honorable Prime Minister’s Relief Fund to support the COVID-19 affected victims. With quick-acting sanitiser and handwash assuring safety, the brand has been very well-received in the very first month of launch and has created a space for itself in the category.

VIETNAM

Thuan Phat Black Anchovies Fish Sauce/ Thuan Phat Ca Com Than: A healthy gift from nature

Thuan Phat has lived with its brand purpose ‘Improving Vietnamese people’s lives with daily nutritious meals’, since it was founded in 1982. In 2019, we launched new Black Anchovies Fish Sauce with 16 nutrients, made from high-protein black anchovies in Phu Quoc barrelhouse.

We introduced Thuan Phat into the mass fish sauce segment, on the back of sharp consumer insights and consequent product conceptualisation, and an effective launch campaign on digital and large-scale wet market activation(reach of 65,000 people, 58% conversion rate. Further, it contributed to a 41%+ category growth in the fish sauce segment in FY20.

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Consumers

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Coco Soul Virgin Coconut Oil

Our Coco Soul Virgin Coconut Oil is a superfood that is �� raw coconuts through a meticulous ‘No Heat’ process, it comes with nature’s goodness, fully preserved.

��

Boosts energy
Helps manage weight
Helps improve immunity

(As per Coconut Board of India website www.coconutboard.nic.in/)

��

�� a carefully crafted blend of two oils, which help deliver balanced nutrition. This ensures a good balance of Mono-unsaturated Fatty Acid (MUFA) and Polyunsaturated Fatty Acid (PUFA), as advised by the National Institute of Nutrition (ICMR), in comparison to single seed oils. �� special combination of anti-oxidants and oryzanol that helps keep the heart healthy. With the patented LoSorb ��

��

�� Oats provides a delicious snack solution without compromising on health. With the right balance of spices, �� time snacking, ensuring both convenience and healthy nutrition in one go.

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�� Innovation Journey

�� vending machine, so that a healthy snack is always available during working hours.

��

Modern lifestyle leaves not enough time to prepare or consume nutritious breakfast to begin the day, leading �� the overall formulation. Further, the products are also designed to resemble home-cooked meals, by using authentic Indian tadkas.

��

�� your life. Under this brand, our product range consists �� Tea and Hi-Protein Soup, all of which have been carefully created by nutritionists and curated by Chef Kunal Kapur.

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HI-PROTEIN SLIM MEAL SHAKE

18–20g protein per serve
• 26 essential vitamins and minerals • ��
With 5 plant based superfoods

GREEN COFFEE INSTANT BEVERAGE MIX

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Up to 3x antioxidants power *
• Helps boost immunity • Aids weight management[#] • Regulates metabolism[#]

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SUPERFOOD MORINGA GREEN TEA

Aids weight management ^
• Regulates metabolism • ��

HI-PROTEIN SOUP

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Up to 4x protein compared to regular powdered soups

With multigrain crunchies

�� 
# Contains 50% CGA (chlorogenic acid), a powerful antioxidant known to ��
^ When consumed without milk and sugar, as part of balanced diet and active lifestyle

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Consumers

Inspiring the public to lead a healthy lifestyle

Marico is a keen proponent of healthy and active lifestyle. We not only reach out to consumers with our healthy products, but also engage with the government and �� population to bring a behavioural change towards making the right choice in eating and healthy living.

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Heart Health

�� life programme,

Marico has supported a plethora of initiatives along with FSSAI

Nutritious Food

To educate school children on safe and healthy eating habits, Marico, along with FSSAI, has initiated a campaign titled ‘Safe and Nutritious Food’

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Eat Right India

Marico is associated with the ‘Eat Right India’ movement, a collective �� stakeholders, to spread the message of food hygiene to India’s masses

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Details of the above initiatives and the impact created are described in ‘Community’ section from Page 62 to 73.

�� products

Product safety and quality assume the topmost priority at Marico. Not only do we have established �� requirements, but have also developed a clear assessment of quality and safety aspects of our products, at each stage in the value chain. All our products are tested in accordance with the applicable regulations at laboratories conforming �� Accreditation Board for Testing and Calibration (NABL).

Raw materials

Meticulously select the best quality raw materials and packaging essentials. We make �� are in-line with consumer expectations. We follow a rigorous safety process to analyse every ingredient before we consider it for our products.

Suppliers/vendors

Perform exhaustive suppliers quality audits and maintain strict controls with respect to reliability and traceability. It enables us to ensure the quality of raw materials and packaging essentials.

Manufacturing

Our manufacturing units are USFDA, Halal, �� ensures that robust systems and processes are in place to deliver high quality output

Packaging

�� packaging to ensure a pleasant consumer experience.

Finished products

Our teams make sure that the formula is compatible with its packaging throughout the shelf life duration mentioned on our products.

Our responsibility to use safe ingredients

We carefully choose our ingredients, which are considered safe for human use. We participate as well as represent safe ingredient usage on various national and international regulatory fora to understand and provide inputs for framing regulations for ingredient safety. While choosing our ingredients, we consider the national and international regulations, current and upcoming, to comply with the dynamic regulatory information on ingredient safety.

��

We have developed an in-house database for approval and monitoring of ingredients. Our ingredient assessments are in line with the requirement set for its usage as per the law of the land. We further strive to have all our ingredient �� Union, US Food and Drug Administration (USFDA), and CODEX standards. Even though we primarily operate in the ASEAN, Middle East and African markets, we are committed to meeting the global recommendations and requirements for Substances of Very High Concern (SVHC) and Substitute It Now (SIN) list. It is our continuous commitment to minimise the chemicals highlighted in the ��

Consumer connect

We constantly look for ways to explore the unmet needs, �� further with our consumers. To facilitate feedback from them, we have a dedicated Consumer Service Cell (CSC), �� interfacing with consumers.

Contact mechanisms are mentioned on all our product packs

All consumer complaints are addressed within 48 hours

'Consumer Connect: Dawn to Dusk' implemented to capture voice of consumers

Leverage social media, digital technologies to improve consumer engagement

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Employees

��

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Building an agile, inclusive, entrepreneurial and high performing organisation

nationality, ethnicity, ability or any other personal characteristic. Our values reinforce our commitment to be an organisation ensuring equal opportunity, respect, dignity, fairness and human rights for all our members. We have put in place enabling infrastructure and work practices such as the parental �� besides an increased focus on sensitising our members on unconscious biases and helping them break stereotypes.

We take pride in our culture that promotes openness, transparency and recognition as cornerstones of performance. Driven by our core beliefs of empowerment, mutual respect and trust, we enable our people to truly have a sense of ownership at Marico, learning and developing as individuals, even as they grow the business.

We foster a positive and inclusive work environment for all our members irrespective of race, caste, religion, marital status, gender, sexual orientation, age,

Driving diversity

We have an enhanced workforce representation that straddles gender, and abilities, leading to diverse competencies. Driving thought diversity within our teams,

we have welcomed members with diverse backgrounds �� overall experience, employment models, and others.

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58 %
Of members in
Marketing, Technology
and HR functions are
women
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Infrastructure related initiatives

Policy level initiatives

Gender neutral infrastructure including washrooms in ��
�� policies of Marico
��
�� abled members
Launch of wellness, maternity care and kids-room to enable members manage their personal and professional life priorities with ease
��
Flexi-work options post maternity break

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Employees

A value-driven culture

We believe membership is superior to employee-ship and hence consciously, all Mariconians are called ‘members’. This membership is built on our core beliefs of trust, transparency, care and concern, appreciation and teamwork. We help members fully embrace and live our values. A detailed Values Workshop for new members is an integral part of our induction process, and once a year, we host a Values Week, to celebrate our values through various initiatives. These include recognition for living our values ��

Member appreciation and recognition are key to demonstrating our values. We have rolled out our internal social recognition platform, Maricognize, to our members in Bangladesh, Egypt and South Africa, as well. �� Maricognize to make the recognition process easier and �� years - Club X and High 5 respectively, has been instituted. Around 103 members were recognised in FY20.

This year on Values Week, over 30000 �� between members.

How we engaged with our members

Our regular engagement surveys give members a chance to share their views and provides us key insights for action.

Engagement Dipstick survey conducted right after the onset of COVID showed average engagement score of ��

Our Values Survey conducted annually in Supply Chain and Operations gives us a glimpse of how our values are experienced across levels. The values index was at 93% in 2020 over 87% in 2019.

Leveraging technology to engage

‘My Voice’ is a conversational bot, which engages with the frontline sales members on a periodic basis. The average engagement across frontline sales is 77% for India. We extended ‘My Voice’ to our Bangladesh business as well, this �� analyse member sentiment.

Digital transformation training

Building digital skills of our members is central to our agenda of building leaders of the future. With a nine-month long learning plan facilitated by external experts, teams have been tasked with digital experiments for their brands. They are learning various aspects of this dynamic environment, �� adoption of new techniques in trend-spotting, content planning or data-driven marketing approaches.

Fostering leadership capabilities of the future

With an open, empowering and non-hierarchical environment, developing distributed leadership capabilities across levels is crucial in fostering entrepreneurial spirit and a growth mindset. Members are encouraged to master ‘Leading Self’, ‘Leading Others’, and ‘Leading Business’ to be future ready.

Our ‘Lead with Impact’ series, especially designed for high potential members, is customised for various segments, workgroups and experience levels including budding young leaders, seasoned leaders, and leaders transitioning across roles. The series follows a blended learning approach over a period of 9-12 months. It is a combination of self-paced e-learning modules, face-to-face experiential learning, live learning classes, assessments, readings, coaching, project teamwork, online collaboration and sharing of best practices.

175 participants

��

�� leadership development

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10%
through learning interventions
20%
through mentoring
70%
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learning happens on the job
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Of the current Retention of leadership team is key talent home-grown talent

Young Board programme

We have set up a Young Board, which comprises young home-grown partner talent, nominated from across the business, who are expected to bring fresh and �� perspective on the new opportunities that we want to pursue, to make Marico future ready. Each Young Board has a tenure of one year.

Our channels of learning

Marico Leaders as Teachers

This year, 22 of our leaders across locations went through a three-day facilitation skills workshop based on the �� now designing and conducting training programmes for their functions on induction topics such as new manager assimilation, Marico’s values and Code of Conduct, technical topics of HR analytics and insights, pumps and pumping systems and behavioural topics such as trust and collaboration, stakeholder management, communication with impact, time management, collaboration between teams and managing self.

There is also Anytime and Anywhere learning with BLINK �� Learning (AI) driven system that serves best-in-class content, basis the role and skills of the learner.

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Capability building across functions

Sales capabilities: Leveraging advanced virtual learning technology for our frontline sales through Train the Trainer ‘Friday Learning’ sessions have helped make learning an ongoing process without the need for physical presence and without any loss of man days.

1800+ Distributor Sales Representatives (DSR) has been trained weekly by Territory �� programme.

Toolbox Talks: Technical self-learning in engineering and production through a library of short learning videos of 3-5 minutes

Gyaanshala: The corporate function teams identify �� discussion sessions of which are conducted by internal trained facilitators

Our career management philosophy

�� four anchors of career growth through employability enhancement, leveraging members’ strengths, perspective building and skills and knowledge enhancement. We believe that while employability enhancement is the responsibility of the member, the organisation will create the right environment for career growth. Members are given exposure through critical projects and secondments, where their strengths are leveraged.

We believe performance is not equal to the potential of an individual, and hence we assess performance and �� process, the Personal Development Planning process, assesses member aspirations, drives meaningful career conversations that result in Individual Development Plans (IDPs), which are then tracked through check-ins. Check-ins are regular conversations between members and supervisors to review action/development plan to ensure progress and alignment. Coaching, in-time feedback and guidance from supervisors sharpen the plans and help course correct, when necessary.

Starting this year, members can also view their potential �� visibility is derived post detailed career conversations, career guidance sessions and internal calibration through the talent review process.

Marico Limited Integrated Report 2019-20

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Employees

Creating a future-ready talent pipeline

While deepening engagement with our external hiring �� enhance hiring through referrals, internal job postings, rehires, and through alternate media such as social media and alumni groups.

Alternate hiring: We have leveraged job portals like Naukri, IIM Jobs and social media platforms such as LinkedIn and Facebook, to reach out to prospective talent that is not actively seeking a job change. We have also reached out to them through institute alumni groups.

TAREEF: We encourage members to refer professionals from their network and get rewarded for every successful referral. 36% of vacancies at the mid management level have been through referrals, resulting in faster hiring closures and direct cost savings.

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Of our mid-management talent are sourced through referrals and alternate hiring

Homecoming: We have a strong alumni network, which is a potential source of talent and referrals. Basis our re-hire policy, we have also welcomed several ex-Mariconians back into the Marico family.

Of the Managers and Partners pool ~7 % include Ex-Mariconians who have re-joined

Campus talent

Over the Wall

We have talented graduates from campuses across the country, who join us every year. Our key engagements include:

�� create an impact, received an overwhelming response from over 1, 400 students across 12 B-Schools this year. This challenge is part of Marico’s focus on nurturing and developing future leaders with the right guidance and support. This year, Season 7 has been featured in the list of Top 20 Prestigious B-School competitions of 2020 by the Employer Branding Consultant and Student Community Platform - Dare2Compete.

Operations Bootcamp

Under Operation Bootcamp, students from operations and supply chain interact with the Marico leadership to get in depth exposure to the supply chain function coupled with a virtual tour of Marico’s Perundurai factory.

��

The summer internship programme at Marico is one of the strongest sources of talent from premier business schools. It is indeed a matter of pride that some of our successful members had joined us as Summer Trainees and their contributions over the years, is a testimony

to the success of our STAMP programme. With STAMP, students get to work on challenging and enriching live projects. We increased the number of interns by approximately 20% this year, compared to the previous year.

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Ignite

Our Management Trainee Programme is aimed at inspiring the trainees to push the limits. They work with real �� stakeholders. The organisation places immense trust in their abilities and provides them with early responsibility

Graduate programmes

With an increased focus on bringing in talent from diverse backgrounds even at an entry level, we have started the Graduate Leadership programme, through which we hire Graduate Trainees from top institutes like Shri Ram College of Commerce, St. Stephens College and Lady Shri Ram College for Women, and provide them with cross-functional exposure for 12-18 months, before moving them into respective functional roles. We have also recruited graduate engineering interns from the Indian

Fostering member wellness

�� initiating the best-in-class practices for overall wellness of our members.

Physical wellness

A comprehensive medical check-up facility was set up at corporate locations. On-site nutritionist and a general physician consultation on a fortnightly basis were also included. In addition, Zumba and Yoga sessions were conducted. We tied-up with one of India’s leading healthcare app for remote consultation by a physician and a nutritionist. This has enabled members to avoid visiting clinics and hospitals during the COVID-19 pandemic.

Stepathlon

�� witnessed 335 members participating in 6 weekly ��

Emotional wellness

The Marico Member Assistance Program (MAP) is a counselling service available for our members and their immediate family, completely free of cost, and �� doubled down on the assistance programme and carried out focussed communication on the availability of an emotional wellness counselling service. In addition to this, we had sessions on parenting, mindfulness, mental health, lifestyle changes among others.

and empowerment. Ignite executes Marico’s vision of putting the trainees through a journey that not only assesses them, but also enhances their skills and readies them for future challenges.

Institute of Technology, Bombay. The internship will enable the students to get real world exposure and realise their true potential by working on high impact live projects.

In addition to these, we hire trainees for front-line sales from regional management institutes, who undergo 6-8 �� moving onto handling independent territories.

Well-being sessions

During the on-going pandemic, we have started a webinar series on important issues like coping with anxiety caused by COVID-19, how to deal with working from home, staying positive during social distancing, guiding children and teens, educating them about COVID-19, managing elders and family members, besides addressing mental health and others, during the crisis.

Community well-being

Members voluntarily contributed a day’s salary for the �� COVID-19 crisis. Our members also voluntarily contribute to the GiveIndia Foundation, with a matching contribution from Marico. We also celebrated Daan Utsav Week, where we contributed towards a variety of causes such as education, women empowerment, disabilities and others.

Financial wellness

��

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Value-chain Partners

�� �� ��

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Convertors
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Our key
value-chain
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Extending sustainability to our value-chain partners

��

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22 %

��

RESPONSIBLE SOURCING – POLICY STATEMENT

‘Source material and services for Marico products through sustainable and responsible suppliers or business associates, who share our sustainability vision.’

We have made a steady headway on the ‘responsible sourcing’ initiative that was launched in the year 2018. Today, the programme has evolved into a larger initiative as ‘SAMYUT’, to enable a shared value approach. Under it, we follow a three-stage, progressive approach: Educate – Evaluate – Evolve, to engage with our critical value-chain partners. We believe that extending sustainability to our business associates will help foster innovation and meet evolving consumer preferences, besides realising our goal of delivering inclusive growth.

With regard to our commitment to have 20% of our overall �� 1) of responsible sourcing, we are happy to share that we �� partners* in FY20. We are on course to progress further on this journey.

This covers critical raw material and packaging material suppliers. Other value-chain partners will be covered going forward.

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Value-chain Partners

Suppliers

Procurement is a strategic function at Marico. It is crucial for our suppliers to realise our objective of long-term �� of the local economy. Hence, the Supplier Relationship Management (SRM) strategy at Marico operates with the philosophy of creating win-win relationships.

Vendor development and supply assurance

The sourcing team at Marico constantly strives to develop new vendors to ensure supply assurance. We have suppliers across various regions, who are able to consistently provide us with the required ingredients and packaging materials. The sourcing team explores and on-boards newer vendors from local as well as unexplored geographies. In the process, we have done pioneering work in sourcing the commodities from new vendors, thereby contributing to the overall business and category growth at large.

Encouraging local procurement

�� We have over 700+ suppliers, and 95% of the procurement by spend during 2020, was on local suppliers (for the India business). We believe that the focus on local procurement will help reduce the carbon footprint of our products and ��

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Of procurement by spend in India during 2020, was on local suppliers

Convertors

(Third party manufacturers)

Convertors or third party manufacturers are the business associates for Marico, crucial in transforming our products �� consumers. It is Marico’s shared vision to co-work with our convertors towards upgrading to best in class facilities to make products that consumers can trust. We constantly collaborate with our convertors with respect to technology, �� and environment initiatives. Our endeavour is to establish ��

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Quality within supply chain

The procurement and central quality assurance team at Marico jointly drives the Supplier Quality Assurance (SQE) �� development needs at our suppliers’ end. Improvement �� the right degree of ‘responsibility’ and ‘accountability’, both at Marico and the supplier’s end.

SQE: Overseas Food Supplier

During 2020, the SQE team addressed chronic issues with one of the overseas food supplier in areas covering process management, infrastructure upgrades and handling international logistics. �� to reach zero level.

Rewards and recognitions

As part of our SRM strategy, we reward suppliers with appropriate business share for those who bring value in terms of service level performance, quality systems and cost competitiveness. Further, suppliers exhibiting exemplary performance, in line with the Marico values of excellence, bias for action, boundarylessness, innovation, transparency and openness, are recognised across various fora like Supplier Quality Excellence (SQE), SAMYUT, and vendor meets, among others.

As part of our continuous quality systems improvement journey, we are determined to accomplish acclaimed food �� to establish them as best-in-class facilities. We constantly work together and support our convertors in areas like system and process changes, capability building of internal teams and also modifying infrastructure requirements. These interventions demonstrate our focus on delivering the right quality and safe products to our consumers.

��

Depots and warehouses

Ensuring best-in-class depot and warehousing capabilities by consistently improving their performance standards, has always been a key area of focus at Marico.

Our depot quality journey

‘Kaun Banega Champion’ (KBC), the depot �� and instil world-class standards. The programme has evolved over the years, and has now become a strong benchmarking standard in the industry.

IMPACT CREATED 2020

ZERO �� reported

99.5 % ��

50 %

100 %

��

Automation in warehouse

We have implemented ‘Warehouse Management System’ (WMS), a software application used to monitor and control warehouse operations and materials. WMS has helped us automate the basic functions of warehousing: goods receipt, storage, warehouse control, picking, retrieval and goods issue.

��

Logistics & transportation

Our aspiration is to create a supply chain system that is agile, cost competitive and sustainable, thereby leading to customer delight. Our logistics team drives various initiatives at each node to ensure that our distribution network is constantly evolving across – service, cost and sustainability.

Transporter Excellence Awards

During FY20, we instituted half-yearly transporter excellence awards to reward the top performing transport partners. The performance is evaluated on multiple aspects such as placement performance, transit performance, innovation focus, commercial compliance �� performers will be recognised with an award on a half-yearly basis.

KBC programme objective

INTEGRATE quality systems and processes in distribution chain
ENHANCE focus on depot safety systems

��

REGULATE compliance requirements

Depot audits are carried out annually by the Corporate Audit team across 24

India. The audits have raised the Depot

expectation levels and the excellence ��

bar, in terms of compliance to KBC ��

modules. The best performing depots �� are recognised at the annual Marico Business Associate (MBA) conference.

External accolades:

CII Food Safety Award:

Ramakrishna Bajaj National

Quality Award: �� Merit (S.M. Logistics, Marico Commitment to Good Sonipat C&FA) Warehousing Practices (Kamal sons, Marico Lucknow C&FA)

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START-UP TRANSPORT PARTNERS

Marico has constantly provided opportunity to start-up transport partners such as Blackbuck, Rivigo and Delhivery. Our business share with these partners has increased from 9% in FY16 to 63% in FY20.

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Community
��
��
��
��
��
��
��
��
��
��
��
OUR CSR FOCUS AREAS
Community sustenance
Healthcare
Education
National emergency and
disaster relief
Fostering innovation –
Scalability of social
organisations
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1.Community sustenance

��

WATER STEWARDSHIP

Water catchment and conservation is a challenge in many Indian states. Our pursuit is to ensure water security and availability to communities which live in and around our operations and larger community both for domestic and agricultural use.

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Under Jalaashay, Marico’s water stewardship initiative, we pledge to ensure water security for communities to overcome social and economic challenges.

Dam desilting

Marico has adopted Jalgaon district in Maharashtra state of India with an objective of rejuvenation of water bodies. In FY20, we successfully completed the de-silting activity in entire district under the ‘Galmukt Dharan Galyukt Shivar’ (silt-free dam, silt-enriched farm) Yojana (Scheme) of the Govt. of Maharashtra. This initiative resulted in increasing the water storage capacity* of the dam, while helping farmers improve land fertility by using the excavated silt.

5,18,623 m[3] ��

77 ��

As per the third party audit and report submitted to Marico

Our community sustenance initiatives are designed to build and maintain harmonious relationship with the local communities in and around our operations, while uplifting their lives in a sustainable and responsible manner.

In FY20, we created

640 Million litres

��

Farm ponds

During the year, Marico constructed 93 farm ponds �� conservation) and 2 farm ponds in Puducherry, with a water storage potential of 105 Million litres and 16 Million litres, respectively. This initiative �� available both for agriculture and domestic needs.

172

786 ��

��

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Community

Apart from engaging the agronomists, we have also deployed jeep campaigns, launched the toll free IVR (Interactive Voice Response) system, deployed digital and social platforms (like YouTube, Facebook, Instagram etc.) for providing access to our digital farm care video library. All these channels enable us to maximise our farmer reach.

Parachute Kalpavriksha Knowledge Centre

We have developed a knowledge centre to train and demonstrate to farmers best farm practices. In this �� Kalpavriksha Knowledge Centre.

Tanjavur crop revival

Enabling

Training

Transforming

The ‘Gaja Cyclone’ led to huge devastation of coconut plantations in Tanjavur district in Tamil Nadu. Marico supported the revival of coconut plantation to restore farmer income. Through this initiative, we:

Provided immediate relief activities like coconut and banana seedlings

Supported farmers in seedling plantation, young tree management, inter-cropping and standing tree rejuvenation.

100,000

��

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Community initiatives around our factories

We understand the needs of the people who live in the neighbouring areas around our factories through need assessment or studies involving the communities. �� lead to overall social development.

24,875

��

Cause ��

	Flood Relief	7,770
	Health & Hygiene	3,004
	Water Conservation	7,860
	Education / Skill Building	2,336
	Environment	1,600
	Others	2,305

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Community

SWAPNO Programme – unleashing the potential of ultra-poor women in Bangladesh

Marico continued its partnership with the United Nations Development Program (UNDP) and the Government of Bangladesh to execute the SWAPNO programme, which focusses on ultra-poor, women-led households. The programme fosters a best-in-class poverty graduation �� undertake such a programmatic approach to poverty alleviation alongside the government and the United Nations Development Programme (UNDP).

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SWAPNO focuses on creating productive employment �� merely a safety net programme), aiming at more sustainable results of poverty-alleviation. The programme works with the most vulnerable groups of women, where �� 18% are divorced, and 8% have a disabled husband.

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�� (~US$ 2.36 Million) in the SWAPNO programme, which has �� and pursue sustainable livelihoods. In addition to the �� in the programme in the third quarter of FY20. It has now expanded to Jamalpur, Lalmonirhat and Gaibandha districts, in addition to Kurigram and Satkhira, under the renewed partnership agreement.

Impact parameters

Financial inclusion Asset creation Behavioural change Asset creation �� Apart from livelihood skills, the mobile handsets to ensure: Rotating Savings and Credit programme provides training Associations, which enable on health and nutrition, gender 1. 100% digital payment �� expanding livelihoods or �� asset holding 2. Complete transparency in buying assets to manage their livelihoods fund transfers independently

Economic empowerment is measured* across increase in income, consumption/ expenditure and increase in asset holding

��

BENEFICIARY	BENEFICIARY			CONTROL	CONTROL
NOV 17	719 1030 2423			NOV 17	917 990 3052	INCOME EXPENDITURE ASSET
SEP 19	2724	7585	19664	SEP 19	3936 1702 5260

Market Opportunity Survey

Based on mutual discussions between Marico and UNDP, an independent Market Opportunity Survey (MOS) and Training Needs Assessment (TNA) in the new districts included under the programme were conducted. Based �� livelihoods development and formal sector employment are being redesigned. �� trades (below 25%).

44

��

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Private sector knowledge partnership for achieving Sustainable Development Goals (SDGs)

The SWAPNO programme is aligned with, and has a direct bearing on, the achievement of 8 of the 17 SDGs. The Bangladesh Government has also commended the programme to be best-in-class at the Social Security Summit organised by the Cabinet Ministry. Given the learnings of the partnership and Marico’s extensive expertise in sales & distribution, we will act as ‘Knowledge Partner’ to UNDP to derive the following outcomes:

Find solutions for development challenges through core business activities and initiatives that include low-income groups into value chains
Co-design programmes targeting distressed and vulnerable women to get them out of poverty and help them sustain with higher income level
Co-design and implement strategies for transitioning current SWAPNO approach to market-driven skills and ��

�� sector dialogue

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The SWAPNO programme initiated a one-of-its-kind and �� UNDP and the private sector, held on September 23, 2019. Representatives from the Ministry of Finance, Ministry of Local Government and Rural Development (LGRD) and Ministry of Environment were present, who actively took part in the dialogue. Drawing upon the success and learnings of the Marico-UNDP-Government partnership in the SWAPNO programme, major local and global corporates including Unilever, Robi Axiata, H&M and Bank Asia also participated towards forming a private-sector alliance and replicating the SWAPNO partnership model.

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Community

2.Healthcare

�� life

�� life �� committed to its vision of creating a ‘Heart Healthy India’. The brand has led many initiatives consistently over the years and educated consumers on the importance of taking �� life �� obesity and inspiring consumers to start their journey ��

Eat Right Initiatives

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Safe and Nutritious Food (SNF) at schools

�� life , in partnership with FSSAI, focuses at creating awareness among school children as well as the parents and teachers on inculcating the habit of safe and healthy eating. The �� covering over 80,000 students till date.

Completed activation in

84 23 Audits Schools ��

Magic Box Training �� Kit placed in conducted in

70 Schools 70 Schools

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�� life ��

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Eat Right Campus

Programme to cover large campuses
10 campuses activation is the new plan
With the support of Gujarat Food and Drug �� life is also supporting hygiene rating audits for 30 other campus food business operators in the state.
4 large campuses in Gujarat recommended for FSSAI
��
��
Estimated Impact: Over 3,00, 000 visitors come to these campuses

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Eat Right Street Food Hubs

�� life collaborated with FSSAI and local Food and Drug Administration authorities to improve hygiene condition of public eating places
�� Maharashtra and Tamil Nadu
Estimated Impact: Over 5, 00, 000 consumers
��

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Eat Right Mela

Participated in the 11[th] National Street Food Festival
Over 20,000 people connected through the mela

3.Education

�� heart and commitment towards social progress, Nihar Shanti Amla, has been continuously strengthening its mission to impart quality education to underprivileged children across multiple states in India. Through its Nihar Shanti Pathshala Funwala and Educate Girls initiative millions of students are impacted. Technology, collaboration and scale forms the ��

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Enabling access to quality education for

1 Million+ students

��

3As per the third party audit of the initiative and report submitted to Marico

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Community

Leveraging technology and state partnerships to create scalable impact

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Teacher Empowerment Programme

Mobile Pathshala

This is an initiative in partnership with Government of Rajasthan, Madhya Pradesh and Uttar Pradesh to empower government school teachers with quality teaching material for English Language. In a novel approach, we have leveraged the most ubiquitous technology - WhatsApp to ��

With the objective of accelerating the spread of spoken English, Mobile Pathshala provides children free-of-cost education modules along with songs, mnemonics, memorable and relatable characters as learning aid. This year, we managed to reach 350+ schools in Uttar Pradesh to take on this self-learning journey.

+ + 4,500 1.35 Lakh+ 50,000 ��

��

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Virtual School

Digital Classroom

Aimed at catering to the shortfall of teachers in government school under this initiative, 20 government schools have been provided with required equipment to run live digital classes in English, Maths and Science in Uttar Pradesh and Jharkhand. The classes are anchored by volunteers remotely.

Enabling anytime, anywhere learning, the program was initiated with an aim of supplementing school education with a personalised app based one to one solution. Designed to replicate the school model virtually, it brings together the key stakeholders – students, teachers and parents. Curriculum is as per CBSE guidelines blended with activitybased learning approach. The initiative was extended as a scholarship under ‘Nihar Shanti Pathshala Funwala’ linked to student’s performance improvement and interest.

2,000 ��

2 Lakh+

+ 2,000

��

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Partnering with Educate Girls

‘Educate Girls’ is the NGO partner, with whom we continue to provide quality education for girls from underserved and marginalised households. The programme mobilises public, private and community resources, thus improving access to education and achieving behavioural, social and economic transformation of girls in India’s gender gap districts. The program model is focused on improving the Enrolment – Retention – Learning cycle of every child in the educationally backward districts in which it operates.

79,391

��

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Community

4. National emergency and disaster relief

��

Disaster relief

Marico against COVID-19

In 2020, Marico donated 2.65 Million towards Assam state �� the Chief Minister’s Relief Fund, education development as �� We also made monetary contribution of 1.5 Million to �� the Odisha cyclone Fani.

�� currently plaguing the country and the world, Marico has pledged ` 70 Million to support the people, the medical fraternity and the government.

#MaricoUnitedAgainstCOVID19

As part of the initiative, we have allocated 10 Million to support police, primary healthcare workers, and emergency services with adequate protective equipment like face masks, gloves, thermometers, and sanitisers and 20 Million allocated towards rehabilitation activities. Further, we have committed to allocate 20 Million to deliver dry ration and cooked meals to support the migrant workers with safe and nutritious food. In addition to our own funds, we are also �� Our ambition is to raise 30 Million and serve equivalent cooked or dry meals. Our Parachute Kalpavriksha Foundation is donating ` 2,000 per person to the tree climbers, who work in the coconut farms.

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PM CARES Fund

Marico is making a contribution of ` 10 Million to the PM CARES Fund and other state funds in the country. In addition to this, our employees are also doing voluntary donation of one day’s salary matched by an equivalent donation by the company.

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5. Fostering innovation – Scalability of social organisations

��

“Our vision encompasses the innovation ecosystem in India. The Marico Innovation Foundation believes that innovation can spur creation and sustenance of successful and enduring Indian brands. That will enable India to reposition itself as a global economic superpower.”

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Incepted in 2003, Marico Innovation Foundation (MIF), aims to nurture innovation in India across the business and social sectors alike.

Harsh Mariwala

Chairman

Scale-up Programme

�� �� 11 �� business challenges faced by an organisation, collaborates with mentors and provides �� substantial impact and sustained growth. Scale-up Programme Particulars Impact Total no. of organisations worked with during FY20 18 No. of active organisations (as of end of FY20) 12 No. of challenges closed 11 No. of mentors engaged 32 Total no. of mentor hours spent 344	Organisation Impact
	Y-Cook[Ready-to-eat food tech] Improved OEE from 65% to 78% and designed for three crucial product SKUs
	Atomberg[IoT enabled electronics] Reduced distribution transit times by 30% and escalation by 90%
	S4S[Farm-level solar dryer] Developed procurement plan with estimated`2 Crore annual savings, helped raise grant funding from the Shell Foundation
	BOHECO[Hemp based food] Through logistics optimisation measures, helped 43% reduction in transport cost with 0% damages in transit
	Innaumation[Voice prosthesis] �� function without intermediaries, �� patient
	Ecolibrium[Predictive IoT solutions] Developed sales strategy leading to in-roads with 4 large Indian business houses

Innovation Book

MIF published its second book ‘7 Sutras of Innovation’, which houses the business insights from scale-up journeys of past MIF Award winners. It is aimed at sparking impactful and innovative ideas, thereby contributing to India’s growth story.

�� solutions to combat short supply of ventilators, personal protective equipment and other respiratory solutions that can aid the medical fraternity.

+ 670

MIF along with the A.T.E. + Chandra Foundation and Harsh Mariwala, in his personal �� �� �� worth ` 25 Million to the most �� impactful innovations.

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3,500 ��

MIF InnoWin and Talkies

MIF also helps bring innovation to the fore, and inspires a new generation of innovators, who can make a seismic contribution to their industry. Thus, MIF aims to create a hub for individuals and organisations to engage with each other through thought leadership platforms like ‘MIF Talkies and InnoWin’.

#Innovate2BeatCOVID

MIF launched a unique, nationwide platform called #Innovate2BeatCOVID on March 29, 2020. Med-tech entrepreneurs, corporates and innovators were invited

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Achieving our environmental goals

��

CONSERVE energy

Implement energy

��

REDUCE Greenhouse Gas emissions

Enhance renewable

ACHIEVE water security

�� projects

energy use

��

Implement low carbon projects

��

BUILD sustainable packaging

�� • Increase recyclability of packaging
Use recycled polymer in packaging
Eliminate use of hazardous packaging material

In order to create the above impact, we have formulated a series of public commitments to be achieved and report their progress, year-on-year.

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----- Start of picture text -----

Focus Area Goal Target year FY20 result FY19 result
Reduce energy intensity (plant operations) GJ per
2022 32% ^ 25%
unit crore revenue by 50% from FY13 base year
ENERGY
Reduce GHG emission intensity (Scope 1 and 2)
tCO2e per unit crore revenue by 75% from FY13 2022 68% ^ 56%
EMISSIONS base year
��
Continuous ��
through catchments and conservation measures times
WATER
Achieve ZERO PVC in packaging 2022 0.14% 0.4%
Increase recyclable packaging portfolio 2025 95% 94%
Reduce packaging consumption MT per unit crore
2025 6.54 NA
PACKAGING revenue by 10% from FY20 base year
----- End of picture text -----*

^ The denominator for intensity reporting is changed from ‘per kg product manufactured’ to ‘per unit crore revenue’. The change is adopted due to shift in business operations in India during FY20. We initiated manufacturing in Sanand, Gujarat and discontinued at Kanjikode, Kerala. Further, there were also consolidation and expansion activities across our depots and third party manufacturing units (convertors) as part of our Planning & Logistics strategy. We anticipate more such shift in our business portfolio, going forward. Hence, to ensure comparability in our environmental performance disclosures year-on-year, we have shifted our intensity reporting denominator for all environment KPIs to ‘per unit crore revenue’.

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Rain water harvesting project at Perundurai unit
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Goal is established this year. The progress will be reported from next reporting cycle onwards.

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Environment

ENERGY

�� from a variety of sources like electricity from grid, furnace oil, diesel, wind power, solar power and biomass fuel. In the year 2020, total energy consumption stands at 340,152 GJ, out of which 267,624 GJ is contributed to direct energy consumption and 72,528 GJ contributed to indirect energy consumption. With respect to the 2022 energy intensity target, we have achieved 32% reduction against the 2013 base year and 6% reduction from the previous year. The initiatives undertaken during the year �� section 6.5 of the Business Responsibility Report (BRR).

32 %

��

India operations: Energy intensity trend

ENERGY INTENSITY (GIGAJOULE PER UNIT CRORE REVENUE)

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----- Start of picture text -----

FY20
60.2
FY19
63.8
FY18
72.1
FY17
72.2
FY16
70.8
FY15
71.4
FY14
86.9
FY13
88.6
----- End of picture text -----

The energy intensity reported is ‘per unit crore revenue’. However, we have retained the 2022 target to reduce energy intensity by 50% from base year.

Renewable Energy

�� increase use of clean and renewable fuel continues to be in-line with our strategy. To this end, we have achieved �� at 91% reduction from that of the 2013 base year. The thermal energy requirement at three of our manufacturing operations are derived from 100% renewable source (biomass).

79 %

��

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��

India operations: Energy Mix FY20

ENERGY MIX (%)

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----- Start of picture text -----

Energy from
renewable source
5
16
Energy from
purchased utilities
(non-renewable)
79
Energy from fuel
(non-renewable)
----- End of picture text -----

CLIMATE CHANGE

India operations: GHG emission intensity trend

Climate change is a pressing global issue and it requires urgent action. At Marico, we aim to play a catalysing role in order to actively address this challenge.

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----- Start of picture text -----

GHG INTENSITY
(TCO2e PER UNIT CRORE REVENUE)
FY20 2.4
FY19 3.0
FY18 3.4
FY17 3.6
FY16 3.6
FY15 3.6
FY14 4.4
FY13 7.4
----- End of picture text -----

Our performance

Marico remains committed in its journey on the low carbon pathway and have set a target to reduce GHG emission intensity (Scope 1 and 2) by 75% from the FY13 base year.

In FY20, the absolute GHG emissions (Scope 1 and 2) for India manufacturing operations stood at 13,520 tCO2e, which is 21% reduction from that of the previous year. Further, the GHG emission intensity (Scope 1 and 2) stood at 2.4 tCO2e per unit crore revenue, demonstrating reduction of 68% from that of the base year and 20% from the previous year.

The GHG emission intensity reported is ‘per unit crore revenue’. However, we have retained the 2022 target to reduce GHG emissions intensity by 75% from the base year.

68 %

��

ACTION ON CLIMATE CHANGE

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Carbon Neutral facility

‘ �� during 2020.

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Marico responded to the CDP 2019 Climate Change disclosure.

��

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Environment

��

More than 95% of our GHG emissions can be attributed to our value chain. To account for this, we have completed inventory of Scope 3 emissions for all the categories applicable for Marico India operations in the value-chain.

In FY20, the Scope 3 GHG* emissions for India operations stood at 499,568 tCO2e, which is a 1.6% reduction from previous year.

India Operations: Scope 3 GHG emissions

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----- Start of picture text -----

Scope 3 Categories UoM FY20 FY19 % change
Cat 1 - Purchased goods and services tCO2e 376,047 380,562 -1.2
Cat 3 - Fuel- and energy-related activities tCO2e 6,870 7,862 -12.6
Cat 4 - Upstream Transportation of Products tCO2e 45,257 42,512 6.5
Cat 5 - Waste generated in operations tCO2e 12,138 14,184 -14.4
Cat 6 - Business travel tCO2e 1,668 1,639 1.8
Cat 7 - Employee commuting tCO2e 1,208 1,124 7.5
Cat 8 - Upstream Leased Assets tCO2e 24,751 27,013 -8.4
Cat 9 - Downstream transportation & Distribution tCO2e 3,748 3,665 2.3
Cat 12 - End of Life treatment tCO2e 27,881 29,108 -4.2
Total 499,568 507,667 -1.6
----- End of picture text -----

�� minimise the climate change impact. The interventions include investment in renewable energy projects in our factories, replacement of fossil fuel with clean fuel in operations, business related travel optimisation, logistics optimisation, sustainable packaging solutions, recycling and reuse of waste, besides partnering with critical value-chain partners to implement green projects.

��

Emissions reduction through logistics optimisation

We have progressively improved our primary logistics �� per tonne load of high capacity vehicles is better than that of low capacity vehicles and in turn results in lower carbon footprint. Keeping this in judgement, we have increased the use of higher capacity vehicles from 1% in FY18 to 33% in FY20, in our primary movements.

Calculated as per GHG Protocol Corporate Value Chain (Scope 3) Accounting and Reporting Standards

WATER

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��

Marico responded to CDP 2019 Water disclosure.

31 %

��

India operations: Water intensity trend

During 2020, we consumed 20.3 crore litres of water in our operations, a 9% reduction from previous year. The water intensity for India operations stood at 35.9 kilo litre per unit crore revenue, which is a decrease of 31% from year 2014, and 8% from the previous year. In our operations, we continuously evaluate and execute innovative projects to reduce fresh water consumption. During the year, we �� and usage, including the construction of a rainwater harvesting pond, recycling of domestic sewage, eco water ��

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----- Start of picture text -----

WATER INTENSITY
(KILO LITRE PER UNIT CRORE REVENUE)
FY20 35.9
FY19 38.8
FY18 45.4
FY17 44.7
FY16 45.7
FY15 45.8
FY14 52.2
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ENVIRONMENTAL PERFORMANCE: MARICO INTERNATIONAL OPERATIONS

In 2020, we expanded our sustainability disclosure focus to Marico International locations. We have initiated reporting environmental performances covering energy, GHG emission and water for our international operations at Bangladesh, Vietnam and Egypt.

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----- Start of picture text -----

Locations ENERGY (GJ) GHG EMISSION (tCO2e) WATER (KL)
FY19 FY20 FY19 FY20 FY19 FY20
34,054 36,510 3,621 3,809 12,004 19,946
Bangladesh
9,318 8,849 1,451 1,403 35,345 35,552
Vietnam
7,875 5,785 943 695 17,229 16,853
Egypt
Total (International) 51,247 51,145 6,015 5,906 64,578 72,351
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The total energy, emissions and water consumed by Marico India and International operations put together in FY20 stands at 391,297 GJ, 19,427 tCO2e and 27.5 crore litres respectively.

��

Watershed management projects completed in 2020 are reported in ‘Community’ chapter, page 63

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Environment

SUSTAINABLE PACKAGING

��

tonnes 36,077

95 %

Of packaging material used in 2019-20

Of packaging material recyclable by weight as on 2019-20

8,41,000 kg

7,73,000 kg

Of packaging material saved in 2019-20 through design and innovation

Of post-consumer non-recyclable plastic waste collected and energy recovered in 2019-20*

6.54 MT

Of packaging material consumption per unit crore revenue for 2019-20

*Executed as part of the Extended Producers Responsibility (EPR) requirement under Plastic Waste Management Rules.

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Our packaging designs give signature identity to our brands. While we take pride in our distinguished identity through packaging we are also cognisant of the environmental and social consequences of using packaging materials. We constantly look for opportunities to improve and promote sustainability in our packaging portfolio. To enable this, we launched the ‘UpCycle’ programme, an initiative that echoes the philosophy of circular economy. Our endeavour under the programme is to establish and enhance value of packaging material at every stage of its life, with primary focus on plastic.

Bring change in consumer behaviour

Eliminate use of hazardous materials

Weight optimisation

Marico has long been working on packaging weight reduction measures. During the year, the projects �� with modern techniques have led us to save 8,41,000 kg of packaging material. The interventions are exerted under the value enhancement approach by Marico. In several products, we have saved up to 60% and 30% of �� consumer delight, while providing parity performance characteristics.

Enhance recyclability and use of recycled plastic

Optimise weight through design and innovation

Enhance recyclability and ��

We have made steady progress on use of 100% recyclable packaging material. As on 2020, about 95% of packaging used by Marico is recyclable by weight. Continuing our endeavour to use recycled plastic, we spend considerable �� To highlight a few achievements till date – 20% r-HDPE used in household care brand and 50% r-LDPE used in �� Further, trials are underway for several prototypes. We are in the process of extending the r-PET used in hair oil bottles. Successful trials have been done with 20% r-PET and we are on our way to implementation.

Eliminating PVC usage

We are committed to eliminating the use of PVC in our packaging by FY22, and are working towards an advance achievement of the target. At present, the use of PVC is 0.14% of the total packaging material used.

Strategic partnerships

��

Aligned with the national agenda on plastic waste management, we partnered with several agencies, multilateral bodies and NGOs with an aim to build awareness amongst consumers about plastic waste handling and encourage them to take an active role. We have created impact through several community awareness, collection drives, beach clean-up activity and medical tests for waste aggregators during the year 2020.

Responding to emerging regulations

Marico in-line with the Plastic Waste Management (PWM) rules has undertaken the Extended Producer Responsibility (EPR) towards collection and safe disposal of post-consumer non-recyclable plastic waste. The activity was carried out across several states in India along with approved agency partners. During the year, we have completed collection and safe disposal of 7,73,000 kg of non-recyclable plastic waste.

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Our Leadership

��

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Saugata Gupta

Harsh Mariwala

��

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B.S. Nagesh Hema Ravichandar ��

Ananth Sankaranarayanan

Nikhil Khattau ��

��

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KBS Anand

Rishabh Mariwala Sanjay Dube ��

Rajendra Mariwala

��

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Gaurav Mediratta
��
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Saugata Gupta

Amit Prakash

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��
��
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��
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Koshy George Sanjay Mishra
��
��
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Jitendra Mahajan

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��
��
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Sudhakar Mhaskar

Vivek Karve

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Awards and Accolades

��

Corporate

Marico ranked in the Top 10 BSE 100 Indian Companies for exemplary corporate governance
Saugata Gupta, MD and CEO, honoured with Best CEO - Private Sector at Forbes India Leadership Awards 2019
Pawan Agrawal, EVP and Head – Finance & Investor Relations, conferred CFONEXT100 2019 Roll of Honour at CFONext 100 Awards by CFO India
Laqshya Pitch CMO Awards recognised Koshy George, �� Award

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Picture Courtesy: Forbes India

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Sustainability

Marico Perundurai unit rated �� in accordance with GreenCo rating system by CII-Godrej Green Building Centre

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�� get 5-star rating and felicitated with ‘Eat Right �� award by FSSAI

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Quality and Manufacturing

Human Resources

Marico featured amongst India’s 5 Best Workplaces in FMCG by the Great Place to Work® Institute (India) workplace study 2020
Marico has been ranked as the 7th Most Preferred FMCG/Beverage Company amongst B-school students and one of the 25 Most Desirable Companies To Work for across sectors, as per the Dare2Compete
Marico featured among Jombay’s Top 50 People Capital Index Companies for 2019

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Marico Perundurai factory recognised with Ramakrishna Bajaj National Quality Award – Manufacturing Category
Marico was presented with Milestone Merit recognition for outstanding performance in Customer Focus and Operation focus by the Ramakrishna Bajaj National Quality Award
Marico Pondicherry factory recognised with Emerging Leaders Award for Business Excellence in Operations Management Category by CII
Marico conferred with Food Safety & Quality Awards by CII for Performance Excellence in Quality and Food Safety management across its value chain
Marico recognised with Food Safety Kaizen Award by CII
Marico Baddi factory declared second runner-up for �� at the 31[st] QualTech Award
Marico Bangladesh won “Best Organisation” Award at Supply Chain Excellence Awards given by Bangladesh Supply Chain Management Society and IPDC Finance Limited in collaboration with The Daily Star, leading English daily.

Marketing & Innovation

Parachute featured in ‘The Economic Times Brand Equity 100 Most Trusted Brands 2020’
Nihar Shanti Amla and Nihar Naturals won Bronze for Sustained Success (Products) and Regional Category respectively at EFFIE India 2020
Marico Bangladesh won accolades for Parachute Advansed as the “Most Consistent Brand of the Decade” by Bangladesh Brand Forum for constant excellence in the past 10 years
In a pan India consumer survey conducted by Nielsen, �� ‘Product of the Year’ in their respective categories.
Set Wet bagged Silver for integration with Dabangg 3 as style partner at Exchange4Media Primetime Awards
�� Equity Kaleido Awards 2020

Marico Limited Integrated Report 2019-20

��

Company Secretary & ��

Risk Management Committee

• Mr. Harsh Mariwala Chairman

Ms. Hemangi Ghag

• Mr. Saugata Gupta Member

Audit Committee:

• Mr. Nikhil Khattau Chairman

• Mr. Vivek Karve Member & Secretary to the Committee

• Mr. B. S. Nagesh Member

Stakeholder Relationship Committee

(resigned from Committee w.e.f May 4, 2020)

• Ms. Hema Ravichandar Member

• Mr. Nikhil Khattau Chairman

• Mr. Rajendra Mariwala Member

• Mr. Sanjay Dube Member (w.e.f May 4, 2020)

• Mr. Saugata Gupta Member

• Ms. Hemangi Ghag Secretary to the Committee

Bankers

Nomination and Remuneration Committee (erstwhile Corporate Governance Committee)

• State Bank of India,

• Axis Bank Limited

• Ms. Hema Ravichandar Chairperson

• BNP Paribas

• Citibank N.A.

• Mr. B.S. Nagesh Member

• HDFC Bank Limited

• ICICI Bank Limited

• Mr. Nikhil Khattau Member

Kotak Mahindra Bank Limited
Standard Chartered Bank

• Mr. Rajeev Bakshi Member (resigned w.e.f. March 31, 2020)

The Hong Kong and Shanghai Banking Corporation Limited
Sumitomo Mitsui Banking Corporation

• Mr. K. B. S. Anand Member (w.e.f. May 4, 2020)

• Mr. Amit Prakash

Statutory Auditors

��

B S R & Co. LLP

Corporate Social Responsibility Committee

Internal Auditors

• Mr. Rajeev Bakshi Chairman (resigned w.e.f March 31, 2020)

Deloitte Touche Tohmatsu India LLP

Cost Auditor

• Mr. B. S. Nagesh Chairman (w.e.f April 1, 2020)

M/s Ashwin Solanki & Associates

Secretarial Auditor

• Mr. Ananth Sankaranarayanan Member

Dr. K. R. Chandratre

• Mr. Harsh Mariwala Member

• Mr. Rajendra Mariwala Member

Mr. Saugata Gupta Member
Mr. Udayraj Prabhu Secretary to the Committee

��

7[th] Floor, Grande Palladium, 175, CST Road, Kalina, Santacruz (East), Mumbai 400 098

Our Presence

Factories – 15

(8 in India and 7 overseas)

�� 4 in India Depots – 25 in India

�� 20

Websites

www.marico.com https://www. maricoinnovationfoundation.org www.parachuteadvansed.com

�� www.setwet.com www.livonhairgain.com www.livonilovemyhair.com �� www.pblskin.com

https://www.niharnaturals.com/ extracare/index.html https://www.cocosoul.in https://www.kayayouth.com https://www.niharnaturals.com https://niharshantipathshala.com/ https://parachutekalpavriksha.com/

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Management Discussion and Analysis

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Update on macroeconomic indicators

India

GDP Growth

			(%)
FY19-20*	5.0
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Marico Limited Integrated Report 2019-20

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Bangladesh

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Vietnam

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Middle East and North Africa (MENA)

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Marico Limited Integrated Report 2019-20

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South Africa

��

Fast-Moving Consumer Goods (FMCG) sector in India

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

Marico Limited Integrated Report 2019-20

The Marico Growth Story

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In FY20, Marico posted revenue from operations of 7,315 Crore (USD 1.03 Billion), which was marginally lower than the previous year. The underlying volume growth for the year �� 1,043 Crore, a growth of 13% over the last year on a like-to-like basis.

Domestic Business: Marico India

�� `��

Coconut Oil (44% of India business)

��

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��

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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�� Foods (23% of India business)

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��

Value Added Hair Oils (24% of India business) �� `��

Nihar Naturals Shanti Amla Badam ��

�� Parachute Advansed Aloe Vera Enriched Coconut Hair Oil �� Hair & Care Dry Fruit Oil ��

�� Nihar Shanti Jasmine �� Nihar Naturals Gold ��

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Premium Personal Care (5% of India business)

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Marico Limited Integrated Report 2019-20

�� `��

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Sales and Distribution

��

Foray into the Hygiene segment: Mediker Hand Sanitizer and Veggie Clean launched

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

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�� Project Nudge ��

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International FMCG Business: Marico International

�� `��

Bangladesh

(49% of the International Business)

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�� Parachute SkinPure Beauty Olive Oil ��

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�� Mediker SafeLife Hand Sanitizer �� Hand Wash ��

Marico Limited Integrated Report 2019-20

��

South East Asia

(26% of the International Business)

��

Vietnam ��

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Middle East and North Africa (MENA) (12% of the International Business)

��

South Africa

(7% of the International Business)

�� `��

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�� (6% of the International Business)

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Consolidated results of operations – an overview

Total Income

Our total income consists of the following

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

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Particulars (in ` Crore) FY20 FY19
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Total Income 7,439 7,437
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For the year ended March 31
FY20 FY19
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Crore Crore
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Cost of Materials

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Other Expenses (in ` Crore) FY20 FY19 % variation
Fixed ��
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Total 896 866 3
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Finance Charges

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Employee Cost

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Advertisement and Sales Promotion (ASP)

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Marico Limited Integrated Report 2019-20

Impact of Ind AS-116

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Shareholder value

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Dividend Declared

�� �� EBITDA margin stands revised upwards by 60-70 bps in the reported periods �

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(in ` Crore) FY20 FY19
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Capital utilisation

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Ratio FY20 FY19
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Outlook

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Marico India

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100

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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Marico International

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�� Bangladesh ��
�� Vietnam �� Myanmar �� rest of South East Asia ��
�� MENA ��
The South Africa ��
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Marico Limited Integrated Report 2019-20

101

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Marico Consolidated

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Human resources

�� Employees section on Page 52.

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Information technology and digital

�� Consumers.

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Internal control systems and their adequacy

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102

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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Internal Financial Controls (IFC)

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Marico Limited Integrated Report 2019-20

103

Business Responsibility Report for 2019-20

Section A: General Information about the Company

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No. Particulars Company Information
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Section B: Financial Details of the Company

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No. Particulars Company Information
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104

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Section C: Other details

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Yes
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Yes. Three subsidiary companies participate in BR initiatives of Marico Limited.
��
Yes. Marico encourages its associates such as suppliers and distributors to adopt BR initiatives. Currently less than 30% of such associated entities participate in BR initiatives of Marico.

Section D: Business Responsibility (BR) Information

1. Details of Director/Directors responsible for BR

a. Details of the Director/Director responsible for implementation of the BR policy/policies

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b. Details of BR head

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2. Principle-wise (as per National Voluntary Guidelines (NVGs)) Business Responsibility Policy/policies

The response regarding the above 9 principles (P1 to P9) is given below:

No. Questions P1 P2	P3 P4 P5 P6 P7	P8 P9
1. �� Y Y	Y Y Y Y Y	Y Y
2. �� �� Y Y	Y Y Y Y Y	Y Y
3. �� �� �� ��
4. �� �� �� Y Y	Y Y Y Y Y	Y Y
5. �� �� �� Y Y	Y Y Y Y Y	Y Y
6. �� �� �� �� �� �� �� �� ��
7. �� �� Y Y	Y Y Y Y Y	Y Y

Marico Limited Integrated Report 2019-20

105

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No. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
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8. �� �� Y Y	Y Y Y Y Y	Y Y
9. �� �� �� Y Y	Y Y Y Y Y	Y Y
10. �� �� �� Y Y	Y Y Y Y Y	Y Y

2a. If answer to No. 1, against any principle is ‘No’, please explain why: (Tick up to 2 options)

The response regarding the above 9 principles (P1 to P9) is given below:

The response regarding the above 9 principles (P1 to P9) is given below:	The response regarding the above 9 principles (P1 to P9) is given below:
No. Questions P1 P2 1. �� 2. �� �� 3. �� �� 4. �� 5. �� 6. �� 3. Governance related to Business Responsibility (BR): ��	No. Questions P1 P2	P3 P4 P5 P6 P7 P8 P9
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No. Question Information
1. �� �� �� �� �� �� �� �� �� �� �� ��
2. �� �� �� �� �� �� �� �� �� �� �� ��

Section E: Principle-wise Performance

Principle 1: Business should conduct and govern themselves with Ethics, Transparency and Accountability.

��

106

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

Members of Code of Conduct Committee (CCC)

No. Designation

1 ��
2 ��
3 ��
4 ��
5 ��

Information with reference to BRR framework:

No. Questions

1.1 ��
1.2 �� 50 words or so.

Information

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Principle 2: Business should provide goods and services that are safe and contribute to sustainability throughout their life cycle.

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Marico Limited Integrated Report 2019-20

107

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Information with reference to BRR framework:
No. Questions Information
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2.1	��	��
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108

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

No. Questions	Information	Information
2.2 �� �� �� �� �� �� ��	�� �� �� �� �� �� ��
	No.	Parameter FY2019-20
	1.	�� �� 60.2
	2.	�� �� 35.9
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Marico Limited Integrated Report 2019-20

109

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No. Questions Information
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Principle 3: Business should promote the well-being of all employees.

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No. Questions Information : as on 31.03.2020
3.1 ��
3.2 �� 56
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3.3 �� 241
3.4 �� 2
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3.5 �� Yes
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3.6 ��
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3.7 �� Complaints Filed Resolved
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3.8 �� Employee Categories % trained on Safety &
Skill Upgradation()
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110

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Principle 4: Business should respect the interests of, and be responsive towards all stakeholders, especially those who are disadvantaged, vulnerable and marginalised.

Information with reference to BRR framework:

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No. Questions Information
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Principle 5: Businesses should respect and promote human rights.

Information with reference to BRR framework:

No.	Questions
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Marico Limited Integrated Report 2019-20

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112

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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Marico Limited Integrated Report 2019-20

113

Principle 8: Businesses should support inclusive growth and equitable development.

Information with reference to BRR framework:

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114

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Principle 9: Businesses should engage with and provide value to their customers and consumers in a responsible manner.

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Information with reference to BRR framework:

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No. Questions Information
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9.1	��	��
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9.4 ��

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Marico Limited Integrated Report 2019-20

115

BOARD’S REPORT

To the Members,

Your Board of Directors (“Board”) are pleased to present the Thirty Second Annual Report of Marico Limited (“Marico” �� year ended March 31, 2020 (“the year under review” or “the year” or “FY20”).

In compliance with the applicable provisions of Companies Act, 2013, (“the Act”) and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“the SEBI Listing Regulations”), this �� 2020 and up to the date of the Board meeting held on May 4, 2020 approving this report, in respect of Marico and Marico Consolidated comprising Marico, its subsidiaries and associate companies. The consolidated entity has been referred to as “Marico Group” or “the Group” in this report.

FINANCIAL RESULTS - AN OVERVIEW

( r in Crore)

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----- Start of picture text -----

Year ended Year ended
Particulars
March 31, 2020 March 31, 2019
Consolidated Summary
for the Group
Revenue from Operations 7,315 7,334
�� 1,374 1,257
�� 1,065 943
items
�� 1,043 1,131
Marico Limited – Revenue from 5,853 5,971
Operations
�� 1,258 1,183
Less: Provision for Tax for the 252 54
current year
�� 1,006 1,129
year
Other Comprehensive Income for (2) (1)
the current year
Add: Surplus brought forward 2,757 2,331
�� 3,228 2,892
Appropriations: Distribution to 872 613
shareholders
Tax on dividend 130 89
Surplus carried forward 2,760 2,757
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REVIEW OF OPERATIONS

In FY20, Marico posted revenue from operations of INR 7,315 Crores, which was marginally lower than the previous year. The underlying volume growth for the year was 2%. The business delivered an operating margin of 20.1% and INR 1,043 Crores, a growth of 13% over the last year on a comparable basis.

Marico India, the domestic FMCG business, achieved a turnover of INR 5,655 Crores in FY20, down 2% over the last year. The underlying volume growth was a muted 1%, vastly �� economy through the year, which was further exacerbated by lockdowns enforced in the month of March 2020 to contain the outbreak of COVID-19 in India. The operating margin (before corporate allocations) for the India business �� cost environment.

During the year, Marico International, the International FMCG business, posted a turnover of INR 1,660 Crores, a growth of 5% over the last year. The business reported constant currency growth of 5%. The operating margin (before corporate allocations) for the International business expanded by 139 bps to 21.5%, led by gross margin expansion in the Bangladesh business.

�� between the end of the FY20 and the date of this report.

Further, there has been no change in the nature of business of the Company.

RESERVES

There is no amount proposed to be transferred to the Reserves.

DIVIDEND

Your Company’s wealth distribution philosophy aims at sharing its prosperity with its shareholders, through a formal �� The Dividend Distribution Policy adopted by your Company is available on the Company’s website which can be accessed using the link - https://marico.com/investorspdf/Dividend_ Distribution_Policy.pdf. The Policy also forms part of the Corporate Governance Report.

Based on the principles enunciated in this Policy, your Company’s distribution to equity shareholders during FY20 comprised the following:

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

First Interim Dividend of 275% on the equity base of r 129.09 Crores aggregating to r 355.01 Crores declared by your Board of Directors on October 25, 2019;
Second Interim Dividend of 325% on the equity base of r 129.09 Crores aggregating to r 419.56 Crores declared by your Board of Directors on January 30, 2020 and
Third Interim Dividend of 75% on the equity base of r 129.09 Crores aggregating to r 96.82 Crores declared by your Board of Directors on March 6, 2020.

The total equity dividend for FY20 (including dividend distribution tax) aggregated to r 1,001.24 Crores. Thus, �� after tax as compared to 76% in the previous year.

CHANGES IN SHARE CAPITAL

During FY20, the paid up share capital of the Company has been increased form r 129.08 Crores to r 129.10 Crores, consequent to the allotment of 1,53,690 equity shares of r 1 each under the Marico Employee Stock Option Plan, 2016.

SUBSIDIARIES AND ASSOCIATE COMPANIES

A list of bodies corporate which are subsidiaries/associates/ joint ventures of your Company is provided as part of the notes to Consolidated Financial Statements.

A separate statement containing the salient features of �� companies/ joint ventures of your Company (in Form AOC - 1) forms part of this Report.

�� related information are uploaded on the website of your Company and can be accessed using the link - https:// marico.com/india/investors/documentation and the same are available for inspection by the Members. Any Member desirous of making inspection or obtaining copies of the said �� email at [email protected].

Your Company has approved a policy for determining material subsidiaries and the same is uploaded on the Company’s website which can be accessed using the link:https://marico.com/investorspdf/Policy_for_ Determination_of_Material_Subsidiary.pdf. In terms of this Policy, Marico Bangladesh Limited continues to be the material subsidiary of your Company.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

Details of the loans, guarantees and investments covered under Section 186 of the Act, form part of the notes to the ��

MANAGEMENT DISCUSSION AND ANALYSIS

A detailed Management Discussion and Analysis forms an integral part of this Report and, inter-alia , gives an update on the following matters:

Macro-economic indicators
Fast moving consumer goods sector in India and Marico growth story
Overview of Consolidated results of operations
Outlook
Human Resources
Information Technology and digital
Risks & opportunities
Internal control systems and their adequacy

BOARD OF DIRECTORS & KEY

MANAGERIAL PERSONNEL

I. Appointment of Mr. Sanjay Dube and Mr. Kanwar Bir Singh Anand as Additional Directors (Independent) of the Company

The Board of Directors at its Meeting held on January 30, 2020 appointed Mr. Sanjay Dube as an Additional Director (Independent) of your Company with �� t from January 30, 2020. Further, the Board at its Meeting held on March 6, 2020 appointed Mr. Kanwar Bir Singh Anand as an Additional Director (Independent) of the Company with �� t from April 1, 2020.

Mr. Dube and Mr. Anand hold �� e as Additional Directors (Independent) upto the date of the 32[nd] Annual General Meeting (“the AGM”) and subject to the approval of Members at the AGM shall be appointed as Independent Directors to hold �� e for a period of 5 years each from the date of their respective appointments. Notice in writing, signifying their candidature for appointment as Independent Directors, under Section 160 of the Act has been received by the Company from a Member. Accordingly, the matters relating to their appointment are being placed for the approval of the Members at the AGM. Brief �� e of each of these

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117

BOARD’S REPORT (Contd.)

Directors and other related information is appended in the Corporate Governance Report.

II. Director retiring by rotation

In accordance with the provisions of Section 152 of the Act read with Rules made thereunder and the Articles of Association of the Company, Mr. Rishabh Mariwala is liable to retire by rotation at the AGM and being eligible, has offered himself for re-appointment. Accordingly, the appointment of Mr. Rishabh Mariwala is being placed for the approval of the Members at the AGM. A brief profile of Mr. Rishabh Mariwala and other related information is appended in the Corporate Governance Report.

III. Declaration by Independent Directors

The Company has received declarations from the Independent Directors �� g that they satisfy the criteria of independence as prescribed under the provisions of the Act and the SEBI Listing Regulations.

None of the Directors of the Company are �� d for being appointed as Directors as �� d in Section 164(2) of the Companies Act, 2013 and Rule 14(1) of the Companies (Appointment and �� n of Directors) Rules, 2014.

IV. Key Managerial Personnel

During the year under review, there were no changes in the Key Managerial Personnel of your Company.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) of the Act, the Directors of your Company, to the best of their knowledge and based on the information and explanations received from the ��

a. in the preparation of the annual �� l statement for the �� l year ended March 31, 2020, the applicable accounting standards have been followed and there are no material departures from the same;
b. the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of �� s of your Company as at March 31, 2020 and of the �� t of your Company for the said period;
c. proper and �� t care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company

and for preventing and detecting fraud and other irregularities;

d. the annual accounts have been prepared on a ‘going concern’ basis;
proper internal �� l controls to be followed by the Company were laid down and such internal �� l controls are adequate and were operating �� y and
e.
f. proper systems to ensure compliance with the provisions of all applicable laws were devised and that such systems were adequate and operating �� y.

PERFORMANCE EVALUATION

Evaluation of the performance of the individual Directors, Chairman of the Board, the Board as a whole and its Statutory Committees was carried out for the year under review. The manner in which the evaluation was carried out and the outcome of the evaluation are explained in the Corporate Governance Report.

BUSINESS RESPONSIBILITY REPORT & SUSTAINABILITY REPORT

Your Company continues to publish the Integrated Report for the second year, which will continue to focus on the imperatives of how the Company creates value over the short, medium and long term for all its stakeholders. The Integrated Report for the year ended March 31, 2020 has been prepared as per the framework developed by International Integrated Reporting Council (IIRC).

Your Company strives to create value for all stakeholders whilst growing responsibly and sustainably. Accordingly, �� reducing environmental footprint and increasing positive social impact. Consequently, your Company has taken ambitious targets in relation to increasing the number of �� GHG emission intensity, achieving water stewardship and responsible sourcing.

The Company has subsumed the sustainability disclosures in the Integrated Report, which have been exhibited in line with the Global Reporting Initiative (GRI) Sustainability Reporting Standards (SRS) core guidelines. The Company has also presented separately the Business Responsibility Report (BRR) as per the requirements of Regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 describing the environmental, social and governance initiatives taken by the Company.

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

AUDITORS & AUDITORS REPORT

STATUTORY AUDITORS

Pursuant to the provisions of Section 139 of the Act, the Members at the 29[th] Annual General Meeting held on August 1, 2017 had approved the appointment of M/s. B S R & Co. �� [th] AGM of the Company. Accordingly, the Statutory Auditors would hold ��[th] AGM of the Company. �� acting as the Statutory Auditors of the Company for the ��

The Auditor’s Report for the year ended March 31, 2020 �� adverse remark or disclaimer in the said Auditor’s Report. During the year under review, the Auditors have not reported any fraud under Section 143 (12) of the Act and therefore no details are required to be disclosed under Section 134(3)(ca) of the Act.

COST AUDITORS

In terms of the Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014, the Company is required to maintain cost accounting records and have them audited every year. The Board at its meeting held on May 4, 2020, based on the recommendation of the Audit Committee, approved the appointment of M/s. Ashwin Solanki & Associates, Cost Accountants, as the Cost Auditors of the Company to conduct audit of the cost �� 31, 2021. A remuneration of r 9,00,000 (Rupees Nine Lacs only) plus applicable taxes and out of pocket expenses, has �� of such fees by the Members at the AGM. Accordingly, the �� 2021 will be placed at the AGM. The Company has received �� & Associates.

During the year under review, the Cost Auditor had not reported any fraud under Section 143(12) of the Act and therefore no details are required to be disclosed under Section 134(3)(ca) of the Act.

SECRETARIAL AUDITOR

Pursuant to Section 204 of the Act, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board, at its meeting held on May 4, 2020, based on the recommendation of the Audit Committee, approved the appointment of Dr. K. R. Chandratre, Practicing �� the Secretarial Auditor to conduct audit of the secretarial �� 31, 2021. The Company has received consent from Dr. K. R. Chandratre to act as such.

The Secretarial Audit Report for FY 2019-20 is enclosed as �� to this report. The Secretarial Audit Report �� remark or disclaimer. During the year under review, the Secretarial Auditor has not reported any fraud under Section 143(12) of the Act and therefore no details are required to be disclosed under Section 134 (3)(ca) of the Act.

RISK MANAGEMENT

For your Company, Risk Management is an integral and important aspect of Corporate Governance. Your Company believes that a robust Risk Management ensures adequate controls and monitoring mechanisms for a smooth and ��

The key cornerstones of your Company’s Risk Management Framework are:

Periodic assessment and �� n of risks that �� t the business of your Company;
Development and deployment of risk mitigation plans to reduce the vulnerability to the pri �� d risks;
Focus on both the results and �� s required to mitigate the risks;
�� d review and monitoring mechanism wherein the functional teams, the top management and the Board review the progress of the mitigation plans;
Embedding of the Risk Management processes in �� t decisions such as large capital expenditures, mergers, acquisitions and corporate restructuring;
Wherever, applicable and feasible, �� g the risk appetite and install adequate internal controls to ensure that the limits are adhered to.

The Risk Management Committee (“RMC”) constituted by the Board assists the Board in monitoring and reviewing the risk management plan, implementation of the risk

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BOARD’S REPORT (Contd.)

management framework of the Company and such other �� for reviewing and guiding on the risk policy of the Company while the Audit Committee of the Board is responsible for evaluating the risk management systems in the Company. The detailed terms of reference and the composition of RMC are set out in the Corporate Governance Report.

INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

Internal Financial Controls are an integrated part of the risk management process which in turn is a part of Corporate �� risks. The Internal Financial Controls have been documented, embedded in the business processes. Your Company’s approach on Corporate Governance has been detailed out in the Corporate Governance Report. Your Company has deployed the principles enunciated therein to ensure adequacy of Internal Financial Controls with reference to �� and accordingly, the Directors’ Responsibility Statement �� Internal Financial Controls is obtained through management reviews, self-assessment, continuous monitoring by �� control systems by the internal auditors during the course of their audits. We believe that these systems provide ��

On a voluntary basis, your Company’s material subsidiary, Marico Bangladesh Limited (“MBL”) has also adopted this framework and its progress is reviewed by MBL’s Audit Committee and its Board of Directors, which exhibits Marico’s commitment to good governance at a group level.

RELATED PARTY TRANSACTIONS

All transactions with related parties are placed before the Audit Committee for its approval. An omnibus approval from the Audit Committee is obtained for the related party transactions which are repetitive in nature. In case of transactions which are unforeseen or in respect of which complete details are not available, the Audit Committee grants an omnibus approval to enter into such unforeseen transactions, provided the transaction value does not exceed the limit r �� The Audit Committee reviews all transactions entered into pursuant to the omnibus approvals so granted on a quarterly basis.

All transactions with related parties during FY20 were at arm’s length basis and in the ordinary course of business and in accordance with the provisions of the Act and the Rules made thereunder, the SEBI Listing Regulations and the Company’s Policy on Related Party Transactions. There were no transactions for which consent of the Board of Directors was required to be taken and accordingly, no disclosure is made in respect of the Related Party Transactions in the Form AOC-2 in terms of Section 134 of the Act and Rules framed thereunder.

The Policy on Related Party Transactions is uploaded on the Company’s website and can be accessed using the link -https://marico.com/investorspdf/Policy_on_Related_ Party_Transactions.pdf.

NOMINATION AND REMUNERATION COMMITTEE AND COMPANY’S POLICY ON NOMINATION, REMUNERATION, BOARD DIVERSITY, EVALUATION AND SUCCESSION

In terms of the applicable provisions of the Act, read with the Rules framed thereunder and the SEBI Listing Regulations, your Board has adopted a Policy for appointment, removal and remuneration of Directors, Key Managerial Personnel (“KMP”) and Senior Management Personnel (“SMP”) and also on Board Diversity, Succession Planning and Evaluation of Directors (“NRE Policy”). The remuneration paid to Directors, KMP and SMP of the Company are as per the terms laid down in the NRE Policy. The Managing Director & CEO of your Company does not receive remuneration or commission from any of the subsidiaries of your Company.

The salient features of this Policy are outlined in the Corporate Governance Report and the Policy can be accessed using this link –

https://marico.com/investorspdf/Policy_on_Nomination,_ Remuneration_and_Evaluation.pdf

MARICO EMPLOYEE BENEFIT SCHEME/PLAN

� Marico Employee Stock Option Plan, 2016

The Members at the 28[th] Annual General Meeting held on August 5, 2016, had approved the Marico Employee Stock Option Plan, 2016 (“Marico ESOP 2016” or “the Plan”) for issuance of the employee stock options (“Options”) to the eligible employees of the Company including the Managing Director & CEO and also the eligible employees of its subsidiaries, whether in India or outside India. Marico ESOP 2016 aims to promote desired behavior among employees for meeting the Company’s long term objectives and

120

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

enable retention of employees for desired objectives and duration, through a custo �� d approach.

The Plan envisages to grant options, not exceeding in aggregate, 0.6% of the issued equity share capital of the Company as on August 5, 2016 (“the Commencement Date”) to the eligible employees of the Company and its subsidiaries and not exceeding 0.15 % of the issued equity share capital of the Company as on the Commencement Date to any individual employee.

The Nomination and Remuneration Committee is entrusted with the responsibility of administering the Plan and the Scheme(s) �� ed thereunder.

As on March 31, 2020, an aggregate of 44,83,320 Options were outstanding which constitute about 0.35% of the issued equity share capital of the Company as on that date.

� Marico Employees Stock Appreciation Rights Plan, 2011

The Company had adopted Marico Stock Appreciation Rights Plan, 2011 (‘STAR Plan’) in the year 2011, for the welfare of its employees and those of its subsidiaries. Under the Plan, various schemes have been �� d from time to time for conferring cash incentive �� t to the eligible employees through grant of stock appreciation rights (STARs). The Nomination and Remuneration Committee administers the Plan. The Committee �� s various Schemes for granting STARs to the eligible employees. Each STAR is represented by one equity share of the Company. The eligible employees are entitled to receive in cash the excess of the maturity price over the grant price in respect of such STARs subject to �� t of certain conditions and applicability of Income Tax. The STAR Plan involves secondary market acquisition of the Equity Shares of your Company by an Independent Trust set up by your Company for the implementation of the STAR Plan. Your Company lends monies to the Trust for making secondary acquisition of Equity Shares, subject to statutory ceilings.

As at March 31, 2020 an aggregate of 970,110 STARs were outstanding which constitute about 0.08% of the paid up equity share capital of the Company as on that date.

STATUTORY INFORMATION ON ESOS, STAR AND TRUST

Disclosure on ESOS, STAR and Trust in terms of Regulation �� 2014 and SEBI Circular dated June 16, 2015 is made available

on the website of the Company and can be accessed using the link: https://marico.com/india/investors/documentation. Further, the Company has complied with the applicable accounting standards in this regard. Further, during the year under review, the Company has not given loan to any of its employees for purchase of shares of the Company.

All schemes are in compliance with the SEBI (Share Based �� resolutions passed by the Members at the General Meetings �� Statutory Auditors of the Company i.e. M/s. B S R & Co. LLP.

DISCLOSURES

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The ratio of remuneration of each Director to the median employee’s remuneration as per Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2016 is disclosed in �� to this report.

The statement containing particulars of remuneration of employees as required under Section 197(12) of the Act, read with Rule 5(2) & 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is available on the website www.marico.com. In terms of Section 136(1) of the Act, the Annual Report is being sent to the Members excluding the aforesaid annexure. Any Member desirous of obtaining a copy of the said annexure may write to the Company Secretary or email at investor@marico. com.

CORPORATE GOVERNANCE REPORT

Pursuant to Regulation 34 of the SEBI Listing Regulations, a separate report on Corporate Governance along with the �� is annexed to this report as �� . Dr. K.R. �� the Company’s compliance requirements of Corporate Governance in terms of Regulation 34 of the SEBI Listing �� the Report on Corporate Governance.

VIGIL MECHANISM

Your Company has a robust vigil mechanism in the form of Code of Conduct (“CoC”) which enables its stakeholders to report concerns about unethical/inappropriate behaviour, actual or suspected fraud or any other violation of the CoC.

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BOARD’S REPORT (Contd.)

Considering the changes, in the internal as well as external environment, the Board amended the CoC during the year. The CoC can be accessed on its website using the link: https://marico.com/aboutus_coc_pdf/Marico-Code-ofConduct-2019.pdf

This mechanism also provides for adequate safeguards �� mechanism and also provide for direct access to the Chairman of the Audit Committee in exceptional cases. The guidelines are meant for all members of the Company �� value adherence without fear of being punished for raising that concern. There are separate guidelines under the CoC that are applicable to our associates who partner us in our ��

Your Company has a policy for the prevention of sexual harassment. As per the requirement of the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 and the Rules made thereunder, your Company has constituted Internal Committee (“IC”) to deal with complaints relating to sexual harassment at workplace. During the FY 2019-20, the Company had not received any complaint on sexual harassment.

To encourage employees to report any concerns and to maintain anonymity, the Company has provided a toll free helpline number and a website, wherein the grievances/ concerns can reach the Company or the Chairman of the Audit Committee. For administration and governance of the Code, a Committee called Code of Conduct Committee is constituted.

All new employees go through a detailed personal �� compliance of CoC on an annual basis from all the employees and on a quarterly basis from the Directors �� trainings (classroom/online) on Anti-Sexual Harassment Policy & Insider Trading Rules are conducted to educate �� email communications and focused group discussions with the employees to ensure the CoC is followed in spirit and ��

The Board and the Audit Committee are informed periodically on the matters reported under CoC and the status of resolution of such cases.

�� to the Audit Committee.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014 is enclosed as �� to this report.

CORPORATE SOCIAL RESPONSIBILITY (CSR) INITIATIVES

The composition of the CSR Committee is disclosed in the Corporate Governance Report.

A brief outline of the CSR Philosophy, salient features of the CSR Policy of the Company and changes therein, the �� 20 together with progress thereon and the report on CSR activities as required by the Companies (Corporate Social Responsibility Policy) Rules, 2014, are set out in �� to this Report and the CSR policy can be accessed through the link: https://marico.com/ investorspdf/CSR_Policy_(1).pdf.

SECRETARIAL STANDARDS

The Company has complied with all the applicable provisions of Secretarial Standard – 1 and Secretarial Standard – 2 issued by Institute of Company Secretaries of India and ��

DEPOSITS

There were no outstanding deposits within the meaning of Sections 73 and 74 of the Act, read together with the Companies (Acceptance of Deposits) Rules, 2014, at the end �� Your Company did not accept any deposits during FY20.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS

�� regulators or courts or tribunals impacting the going concern status of your Company and its operations in future.

122

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9 in accordance with Section 92(3) of the Act, read with the Companies (Management and Administration) Rules, 2014, are enclosed as �� to this report.

Pursuant to Section 134 (3) (a) of the Act, annual return will be placed on the website of the Company and can be accessed using the link: https://marico.com/india/investors/ documentation.

COST RECORDS

�� 148 of the Act, is applicable to the Company and accordingly all the cost records are made and maintained by the Company and audited by the cost auditors.

ACKNOWLEDGEMENT

Your Board takes this opportunity to thank Company’s �� to the goals & vision of the Company. Your Board also wishes to place on record its sincere appreciation for the wholehearted support received from shareholders, distributors, third party manufacturers, bankers and all other business associates and from the neighborhood communities of the various Marico locations. We look forward to continued support of all these partners in progress.

On behalf of the Board of Directors

Harsh Mariwala Place : Mumbai Chairman Date : May 4, 2020 DIN: 00210342

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ANNEXURE ‘A’ SECRETARIAL AUDIT REPORT

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31 MARCH 2020

[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To,

The Members, Marico Limited,

7[th] Floor, Grande Palladium, 175, CST Road, Kalina,

�� Mumbai – 400 098

I have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Marico Limited (hereinafter called “the Company”). Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon.

�� maintained by the Company and also the information �� representatives during the conduct of Secretarial Audit, I hereby report that in my opinion, the Company has, during �� March, 2020 (‘Audit Period’) complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

I have examined the books, papers, minute books, forms and �� the provisions of:

(i) The Companies Act, 2013 (the Act) and the rules made thereunder;
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
(iv) The Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment. There were no External Commercial Borrowings transactions during the Audit Period;
(v) The following Regulations prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’): —
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (Not applicable to the Company during the Audit Period);
(d) The Securities and Exchange Board Of India (Share ��
(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 (Not applicable to the Company during the Audit Period);
(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client;
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009 (Not applicable to the Company during the Audit Period); and
(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018 (Not applicable to the Company during the Audit Period).
(vi) I further report that, having regard to the compliance system prevailing in the Company and on examination of the relevant documents and records in pursuance thereof on test-check basis, the Company has �� to the Company:
a) The Drugs and Cosmetics Act, 1940 and the Rules made thereunder
b) Blended Edible Vegetable Oils Grading and Marking Rules, 1991

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

c) Food Safety and Standards Act, 2006 and the Rules and Regulations made thereunder
d) The Legal Metrology Act, 2009 and the Rules made thereunder
e) Plastic Waste Management Rules, 2016 and
f) The Bureau of Indian Standards (BIS) Act, 2016 and the Rules made thereunder, as applicable

I have also examined compliance with the applicable clauses of the following:

(i) Secretarial Standards (SS-1 and SS-2) issued by The Institute of Company Secretaries of India; and
(ii) Listing Agreements entered into by the Company with BSE Limited and the National Stock Exchange of India Limited read with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above.

I further report that

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act.

Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were generally sent at least seven days in advance, and a system exists for seeking and obtaining further information and �� for meaningful participation at the meeting.

All decisions at Board Meetings and Committee Meetings were carried out unanimously as recorded in the minutes of the meetings of the Board of Directors or Committees of the Board, as the case may be.

I further report that there are adequate systems and �� and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

I further report that during the audit period there were �� rules, regulations, guidelines, standards.

Dr. K. R. Chandratre

Company Secretary in Practice Place: Pune FCS : 1370, C. P. No.: 5144 Date : 4 May, 2020 UDIN: F001370B000200162

This report is to be read with my letter of even date which is annexed as Annexure and forms an integral part of this report.

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ANNEXURE ‘A’ SECRETARIAL AUDIT REPORT (Contd.)

��

To,

The Members, Marico Limited, 7[th] Floor, Grande Palladium, 175, CST Road, Kalina, �� Mumbai – 400 098

My report of even date is to be read along with this letter:

Maintenance of secretarial records is the responsibility of the management of the Company. My responsibility is to express an opinion on these secretarial records based on my audit.
I have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the �� test-check basis to ensure that correct facts are �� process and practices, I followed provide a reasonable basis for my opinion.
�� accounts of the Company.
Wherever required, I have obtained Management Representation about the compliance of laws, rules and regulations and happening of events, etc.
The compliance of the provisions of corporate and other applicable laws, rules, regulations, standards is the responsibility of management. My examination �� test-check basis.
The Secretarial Audit report is neither an assurance as ��

Dr. K. R. Chandratre

Place: Pune

FCS No.: 1370, C. P. No.: 5144

Date: May 4, 2020

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

ANNEXURE ‘B’ TO THE BOARD’S REPORT

Information required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

A) Ratio of Remuneration of each Director to the median remuneration of all the employees of your Company ��

==> picture [233 x 154] intentionally omitted <==

----- Start of picture text -----

Name of Director Total Ratio of remuneration of
Remuneration ( r ) Director to the Median
remuneration
Mr. Harsh Mariwala 36,775,000 36.20
Mr. Saugata Gupta 137,836,549 135.68
Mr. Rajeev Bakshi 4,250,000 4.18
Mr. Nikhil Khattau 4,730,000 4.66
Mr. Rajendra Mariwala 4,080,000 4.02
Mr. B.S. Nagesh 4,150,000 4.09
Ms. Hema Ravichandar 4,700,000 4.63
Mr. Rishabh Mariwala 3,500,000 3.45
Mr. Ananth S. 3,650,000 3.59
Mr. Sanjay Dube# 609,589 0.60
----- End of picture text -----**

B) Details of percentage increase in the remuneration of �� 2019-20 are as follows :

==> picture [235 x 276] intentionally omitted <==

----- Start of picture text -----

Name Designation Remuneration Increase/
( r ) (Decrease)
2019 -20 2018-19 (%)
Mr. Harsh Mariwala Chairman & 36,775,000 49,390,000 -26%
Non -Executive
Director
Mr. Saugata Gupta Managing 137,836,549 89,773,568 54%
Director & CEO
Mr. B. S. Nagesh Independent 4,150,000 3,650,000 14%
Director
Ms. Hema Ravichandar Independent 4,700,000 3,550,000 32%
Director
Mr. Nikhil Khattau Independent 4,730,000 3,650,000 30%
Director
Mr. Rajeev Bakshi Independent 4,250,000 3,300,000 29%
Director
Mr. Rajendra Mariwala Non- Executive 4,080,000 3,100,000 32%
Director
Mr. Rishabh Mariwala Non- Executive 3,500,000 2,900,000 21%
Director
Mr. Ananth S. Independent 3,650,000 2,900,000 26%
Director
Mr. Sanjay Dube# Additional 609,589 - NA
Director
(Independent)
Mr. Vivek Karve^ Chief Financial 17,804,161 24,336,912 -27%
��
Ms. Hemangi Ghag Company 5,653,918 4,361,962 30%
Secretary &
Compliance
��
*----- End of picture text -----

The remuneration of all Non-Executive Directors includes sitting fees paid ��
** The median remuneration of the Company for all its employees is e 10,15,901 �� the employee count taken is 1257, which comprises employees who have ��
*** The remuneration of Mr. Saugata Gupta, includes the perquisite value of �� e 2,91,52,000 and the perquisite value of stock appreciation rights vested in ��e 2,40,58,747. Excluding that, the remuneration of Mr. Gupta is e 10,86,84,549 and e 6,81,32,901 for ��

Mr. Sanjay Dube was appointed as the Additional Director (Independent) of the Company on January 30, 2020

The remuneration of Mr. Vivek Karve for FY 2018-19, includes the perquisite value of stock appreciation rights vested in him amounting to e 78,25,000. Excluding that, the remuneration of Mr. Karve was e 1,78,04,161 and e�� respectively.

C) Percentage increase in the Median Remuneration of ��

==> picture [234 x 51] intentionally omitted <==

----- Start of picture text -----

2019-2020 2018-2019 Increase (%)
Median Median
Median [$] remuneration of all 1,015,901 945,503 7%
employees per annum
----- End of picture text -----

$For calculation of median remuneration, the employee count taken is 1,257 and 1,183 ��

D) Number of permanent employees on the rolls of company as of March 31, 2020

1,684 (inclusive of workmen)

Marico Limited Integrated Report 2019-20

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ANNEXURE ‘B’ TO THE BOARD’S REPORT (Contd.)

Information required under section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

E) Comparison of average percentage increase in remuneration of all employee other than the Key Managerial Personnel and the percentage increase in the remuneration of Key Managerial Personnel

==> picture [233 x 116] intentionally omitted <==

----- Start of picture text -----

2019-2020 2018-2019 % Increase/
(Decrease)
Average percentage increase in the 2,235,472,449 2,004,711,930 12%
Remuneration of all Employees other
than Key Managerial Personnel
Average Percentage increase in the
Remuneration of Key Managerial
Personnel
Mr. Saugata Gupta, Managing Director 137,836,549 89,773,568 54%
& CEO
Mr. Vivek Karve, Chief Financial 17,804,161 24,336,912 -27%
��
Ms. Hemangi Ghag, Company 5,653,918 4,361,962 30%
��
----- End of picture text -----*

��

Pursuant to Rule 5(1)(xii) of the Companies (Appointment and Remuneration of Managerial �� the remuneration paid to the Directors, Key Managerial Personnel and Senior Management is as per the Company’s Policy on Nomination, Remuneration & Evaluation.

�� years have been considered.

** The remuneration of Mr. Saugata Gupta, includes the perquisite value of stock �� r 2,91,52,000 and the perquisite value of stock appreciation rights vested in him during �� r 2,40,58,747. Excluding that, the remuneration of Mr. Gupta is r 10,86,84,549 and r��
*** The remuneration of Mr. Vivek Karve for FY 2018-19, includes the perquisite value of stock appreciation rights vested in him amounting to r 78,25,000. Excluding that, the remuneration of Mr. Karve was r 1,78,04,161 and r��

For Marico Limited

Place : Mumbai Harsh Mariwala Date : May 4, 2020 Chairman DIN : 00210342

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

ANNEXURE C: CORPORATE GOVERNANCE REPORT

This report on Corporate Governance is divided into the following parts:

I. Philosophy on Code of Corporate Governance
II. Board of Directors (“the Board”)
III. Audit Committee
IV. Nomination & Remuneration Committee (“NRC”)
V. Stakeholders’ Relationship Committee
VI. Corporate Social Responsibility Committee
VII. Risk Management Committee
VIII. Other Committees
IX. General Body Meetings
X. Material Related Party Transactions
XI. Means of Communication
XII. General Shareholder Information

I. PHILOSOPHY ON CODE OF CORPORATE GOVERNANCE

Basic Philosophy

Corporate governance encompasses a transparent set of rules and controls in which shareholders, directors and management have aligned incentives. It provides the framework for attaining a company’s objectives while balancing the interests of all its stakeholders.

Corporate governance is also about what the Board of Directors (“the Board”) do and how they set the values of the Company and it is to be distinguished from the day to day operational engagement of the Company by full-time executives. The responsibilities of your Board thus include setting the Company’s strategic �� supervising the management of the Company and reporting to shareholders on their stewardship. Together, the Management and the Board ensure that Marico remains a company of uncompromised integrity and excellence. Your Board has adopted a vision to �� surpassing the expectations of all stakeholders.

�� corporate governance requirements prescribed under law, it believes that corporate governance is more than �� is about creating long-term sustainable value for its stakeholders. Marico continues to embrace the best practices of corporate governance and continuously reviews them to benchmark with the highest standards across the globe to strengthen corporate governance.

The various awards and recognitions received by your Company in the space of corporate governance are a testimony of the recognition given to it by the outside world. Your Company would continue to develop robust practices to ensure highest standards of governance.

During the year under review, your Company was listed in the top 10 position amongst the S&P BSE Listed Companies for exemplary Corporate Governance, an assessment conducted by Institutional Investor ��

Risk assessment and risk mitigation framework

Marico believes that:

Risks are an integral part of any business environment and it is essential that we create structures that are capable of identifying and mitigating the risks in a continuous and vibrant manner.
Risks are multi-dimensional and therefore have to be looked at in a holistic manner, straddling both, the external environment and the internal processes.
Marico’s Risk Management processes therefore �� across the value chain keeping in mind the following types of risks:
Business Risks;
Financial and Governance Risks and;
Operational Risks.

This analysis is followed by the relevant functions �� their potential impact and then tracking and reporting status on the mitigation plans for periodic management reviews. This is aimed at ensuring that adequate checks and balances are in ��

Your Company constituted a Risk Management Committee in 2014 which assists the Board in monitoring and reviewing the risk management plan and implementation of the risk management framework of the Company. The terms of reference of the Committee are captured in the �� Marico’s Board also reviews progress on the plans for mitigation of the top risks that your Company is exposed to. The Audit Committee reviews the risk management systems in the Company.

Your Company has an internal audit system ��

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ANNEXURE C: CORPORATE GOVERNANCE REPORT (Contd.)

the nature of its business. The Audit Committee of the Board has the authority and responsibility to select, evaluate and where appropriate, replace the Independent Internal Auditor in accordance with the law. All possible measures are taken by the Audit Committee to ensure the objectivity and independence of the Internal Auditor. The Audit Committee, independent of Management, holds periodic one to one discussion with the Internal �� audit and to ensure adequacy of the internal audit system in the Company. The Audit Committee reviews the internal audit plan for every year and approves the same in consultation with the Top Management and the Internal Auditor.

During the year under review, your Company appointed Deloitte Touche Tohmatsu India LLP, �� no: AAE-8458 as the Internal Auditors of the �� erstwhile Internal Auditors of the Company, Ernst & Young India LLP, Chartered Accountants, having �� Internal Audit Agenda till September 30, 2019.

�� Committee holds a periodic one-on-one discussion with the Statutory Auditors of the Company. During the year under review, the Audit Committee has also commenced the practice of holding one-on-one discussions with Statutory Auditors of its material subsidiaries. These practices ensure independence and oversight over �� and its material subsidiary. We believe that this �� perspective.

Cornerstones of Corporate Governance at Marico

Your Company follows Corporate Governance practices around the following philosophical cornerstones:

Generative transparency and openness in information sharing

Marico believes that sharing and explaining all the relevant information on the Company’s policies and actions to all those to whom it has responsibilities, with transparency and openness, generates an ambience which helps all the stakeholders to take informed �� in making maximum appropriate disclosures without

jeopardising the Company’s strategic interests as also internally in the Company’s relationship with its employees and in the conduct of its business.

�� and is practiced in action across levels at Marico. Every �� well as the MD & CEO share the strategic direction the �� and vision. These sessions are broadcasted live to all Indian and International locations. Eventfully the same message is shared with all the members across the globe at their respective location OCs. The leadership also incorporates the local business context and way ahead for the units.

Another major aspect of these OC events is the ‘Open House’ session, where the leadership takes questions from the audience. Marico encourages Members to ask questions and share views with anyone and everyone in ��

Our MD & CEO, Mr. Saugata Gupta also holds regular webinars throughout the year called ‘Facetime with Saugata’, broadcasted live globally. These sessions are designed to update the members on the road travelled so far and the way ahead. Members are encouraged to post questions during the session which are then addressed live on air.

As regard the performance updates to the Stock �� the close of the quarter, the Company releases a brief update which seeks to provide an overall summary of the operating performance and demand trends witnessed during the preceding quarter. The update is �� on its website.

�� quarter, usually within 40 days from the end of the quarter. Apart from disclosing these in a timely manner to the Stock Exchanges, the Company also hosts the results on its website together with a detailed information update and media release discussing the �� newspapers. The Company also sends an email update to the Members who have registered their email addresses with the Company. Generally, once the quarterly results are announced, the Company conducts a call with the analyst community explaining to them the results and responding to their queries. The transcripts of such calls are posted on the Company’s website. Marico participates in analyst

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

and investor conference calls, one-on-one meetings and investor conferences where analysts and fund managers get frequent access to the Company’s Senior Management. A detailed investor presentation is uploaded on the website and is reviewed periodically which gives details about the history, current and future potential of the business. Through these meetings, presentations and information updates the Company shares its broad strategy and business outlook with the investor community. The Company promptly discloses details of the conference calls, Investor meetings and road shows being conducted within the quarters in and outside the Country to the Stock Exchanges and updates its website with the same simultaneously.

Your Company continues to use the electronic platform for sharing the information with the Directors and �� between the Management and the Board through Nasdaq Boardvantage, an iOS-based platform. While being secure and user friendly, this platform is also environment friendly.

Constructive separation of Ownership and Management

Marico’s philosophy to have constructive separation of the Management of the Company from its Owners manifests itself in the composition of the Board of �� and Managing Director & CEO are held by distinct individuals. The Board comprises of 6 (six) Independent Directors, 3 (three) Non-Executive Non-Independent Directors (all belonging to the Promoter Group including 1 Chairman) and 1 (one) Managing Director & Chief �� Independent Directors ensure protection of interests of all the stakeholders of the Company. The Board includes a Woman Independent Director. The Board does not consist of representatives of creditors or �� by sharpening their respective accountability.

The participation of the Senior Management Personnel is ensured at Board and/or Committee meetings so that the Board/Committees can directly seek and get explanations as required from them.

Accountability

The Board plays a supervisory role rather than an executive role. Members of the Board provide constructive critique on the strategic business plans and operations of the Company. Mr. Saugata Gupta,

�� to head the Company’s business and is responsible for its day to day management and operations and reports to the Board.

The Audit Committee, the Nomination and Remuneration Committee and the Board meet at least once in every quarter to consider inter-alia , the business performance and other matters of importance. The Audit Committee additionally meets once in every quarter, to have detailed deliberations on matters relating to Governance, Risk Management, Statutory Compliances, Internal Controls, Internal Audit, Related Party Transactions of the Company, etc. The Corporate Social Responsibility (“CSR”) Committee meets atleast �� programs undertaken as CSR, progress made thereon �� the Risk Management Committee meets atleast twice in a year to frame and monitor risk management plan and risk assessment and mitigation procedures for the Company.

Discipline

Marico’s Senior Management is always conscious of the need for good Corporate Governance practices. �� Corporate Governance practices and endeavours to ensure that the same is followed at all levels across the organisation.

�� ensured if an enterprise is disciplined about its areas of focus. Your Company has an articulated medium-term game plan to become an admired emerging market multinational in hair nourishment, male grooming and healthy foods in its chosen markets of Asia and Africa.

Your Company has always adopted a conservative policy with respect to debt and foreign exchange �� implications are well thought through. The Company raises funds, which are used for expansion of business either organically or inorganically. The Company has also stayed away from entering into exotic derivative transactions.

The Dividend Distribution Policy adopted by the Company ensures the right balance between the �� Company. The Company has improved the dividend pay-out ratio over the last 5 years consistently and would endeavour to maintain a satisfactory pay-out

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ANNEXURE C: CORPORATE GOVERNANCE REPORT (Contd.)

ratio in future. The Dividend Distribution Policy is attached as Annexure C1 to this Report.

Responsibility

The Company has put in place various mechanisms and policies to ensure orderly and smooth functioning �� transgressions by members.

The Company has integrated its internal regulations relating to these mechanisms, into a Code of Conduct. �� the changing environment, both social and regulatory, �� business and the human resources deployed in them, the Nomination and Remuneration Committee reviews the Code of Conduct document periodically.

The Company’s Code of Conduct is applicable to all �� or not) and the members of the Board. The Code of Conduct prescribes the guiding principles of conduct of the members to promote ethical conduct in accordance with the stated values of Marico and also to meet statutory requirements. The Whistle Blower Policy for all the stakeholders is embedded in the Code of Conduct. The Code also cover separate guidelines applicable to our associates who partner us in our �� exist.

The CEO declaration in accordance with Para D of Schedule V to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirement) Regulations, 2015 (“the SEBI Listing Regulations”), to certify the above, has been appended to this report.

An organisation’s responsibility extends beyond its own operations to the broader eco-system in which it �� years on sustainability are detailed in the Integrated Report which forms part of this Annual Report

Fairness

All actions taken are arrived at after considering the impact on the interests of all shareholders including minority shareholders. All shareholders have equal rights and can convene general meetings, if they feel the need to do so, in accordance with the provisions of the Act. Investor Relations is given due priority. There exists a separate department for handling this function. Full disclosures are made in the general meeting for all matters. Notices of the general meetings are comprehensive, and the presentations made at the

meetings are informative. The Board is remunerated commensurately with the growth in the Company’s ��

Your Company is an equal opportunity employer and promotes diversity and inclusion in its workforce, in terms of skills, ethnicity, nationalities and gender.

Social Awareness

The Company has an explicit policy emphasising ethical behaviour. It follows a strict policy of not employing any minor. The Company believes in gender equality and does not practice any type of discrimination. All policies are free of bias and discrimination. Environmental responsibility is given high importance and measures have been taken at all locations to ensure that members are educated and equipped to discharge their responsibilities in ensuring protection of the environment.

Value-adding Checks & Balances

Marico relies on a robust structure with value adding checks and balances designed to:

�� prevent misuse of authority;
�� facilitate timely response to change and
�� those relating to statutory compliance.

At the same time, the structure provides scope for adequate executive freedom, so that bureaucracies do not take value away from the Governance Objective.

��

�� followed are listed below:

Checks & Balances

�� All Directors are provided with complete information relating to the operations and �� are also appraised on a regular basis by uploading information in the Directors’ Corner in the ‘MeetX’ application, which they can view in their ��
�� Proceedings of Board are segregated and matters are delegated to Committees as under
Administrative Committee approves the routine transactional/operational matters.
Investment and Borrowing Committee supervises management of funds.

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Audit Committee is responsible for approval of related party transactions, review of internal controls and audit systems, oversight �� reporting, compliance issues and vigil mechanism, appointment and remuneration to various auditors of the Company and their scope, Shareholders’ grievances etc.
The Nomination and Remuneration Committee is responsible for approval of remuneration of the Directors, Key Managerial Personnel and Senior Management Personnel. The Committee also acts as the Compensation Committee for the purpose of administration and superintendence of the Marico Employee Stock Option Plan, 2016 and the Marico Employee Stock Appreciation Rights Plan, 2011. The Nomination and Remuneration Committee is also entrusted with the responsibility of framing the criteria for evaluation of the individual Directors, Chairperson of the Board, the Board as a whole and the Committees of the Board.
Vigil Mechanism and Code of Conduct cases are discussed and reviewed in detail by the Audit Committee jointly with the Nomination and Remuneration Committee. The Audit �� of this process to ensure that there is an environment that is conducive to escalation of issues, if any, in the system.
Share Transfer Committee approves the transfer formalities and other share-related procedures.
Stakeholders’ Relationship Committee �� interest of the stakeholders.
Securities Issue Committee approves the issue and allotment of securities and allied matters.
Corporate Social Responsibility (“CSR”) Committee recommends, reviews and monitors the CSR initiatives taken by the Company.
Risk Management Committee assists the Board in monitoring and reviewing the risk management plan and implementation of the risk management framework of the Company.
Sustainability Committee steers the sustainability initiatives of the Company and �� Responsibility Report Head from time to time.
�� Each Non-Executive Director brings value through his or her specialisation.
Directorships held by Directors in other companies are within the permitted ceiling limits.
Memberships and Chairpersonships held by Directors are also within the permitted ceiling limits.
Statutory compliance report along with the �� Committee and Board at every quarterly meeting.
All Directors endeavour to attend all the Board/ Committee meetings as also the General Meetings of the Company. The Chairpersons of the Audit Committee, the Nomination and Remuneration Committee and the Stakeholders’ Relationship Committee attend the Annual General Meeting to address shareholders’ queries, if any.
�� Nomination and Remuneration Committee and �� in consultation with the Chairman of the Board/ respective Committee and the Managing Director & CEO, formalise the agenda for each of the Board / Committee Meetings.
The Board/Committees, at their discretion, invite Senior Management Personnel and other employees of the Company and/or external Advisors to any of the meetings of the Board/ Committee.

II. BOARD OF DIRECTORS

Your Company actively seeks to adopt best global �� and believes in having a truly diverse Board whose wisdom and strength can be leveraged for earning higher returns for its stakeholders, protection of their interests and better corporate governance. Therefore, Marico’s Board is an ideal mix of knowledge, perspective, professionalism, divergent thinking and experience. Marico Board’s uniqueness lies in the fact that the Board balances several deliverables, achieves sound corporate governance objectives in a promoterowned organisation and acts as a catalyst in creation of stakeholder value.

Marico Limited Integrated Report 2019-20

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ANNEXURE C: CORPORATE GOVERNANCE REPORT (Contd.)

In line with the applicable provisions of the Act and the SEBI Listing Regulations, your Company’s Board has an optimum combination of Executive and Non-Executive Directors with more than half of the Board comprising Independent Directors. Your Board comprises of �� expertise and competencies stated below that allow �� Committees as required in context of its business and

sector and to ensure highest standards of corporate governance.

The table below highlights the Core Areas of Expertise /Skills/Competencies of the Board members. However, absence of mention of a skill/expertise/ competency against a member’s name does not indicate that the member does not possess that competency or skill.

�� Competencies	Mr. Harsh Mariwala	Mr. Ananth S.	Mr. B. S. Nagesh	Ms. Hema Ravichandar	Mr. KBS Anand	Mr. Nikhil Khattau	Mr. Rajendra Mariwala	Mr. Rishabh Mariwala	Mr. Sanjay Dube	Mr. Saugata Gupta
Corporate Strategy and Planning	�	�	�	�	�	�	�		�	�
Leadership	�	�	�	�	�	�	�		�	�
Entrepreneurship	�	�	�		�	�	�	�	�	�
Global business & Consumer Under- standing	�	�			�	�	�		�	�
Brand Building	�	�	�		�		�	�	�	�
New Age Consumer Channel & Digital Skills		�	�			�		�	�	�
Retail & GTM	�	�	�		�	�		�	�	�
M&A, Strategy and Investment Man- agement	�	�	�		�	�	�	�	�	�
Financial & Accounting			�			�	�		�
Corporate Governance, Risk & Com- pliance	�	�	�	�	�	�	�	�	�	�
Human Capital Management	�	�	�	�	�	�	�			�
Geographic, Gender and cultural diversity	�	�		�	�	�	�			�
Legal		�	�			�				�

Board’s Vision

Marico’s Board has adopted the following vision for itself:

“We will be a group of competent individuals who will work cohesively to co-create Marico’s vision along with management to deliver a best in class organization surpassing the expectations of all stakeholders. ”

�� relentlessly for the past many years. Some of the unique aspects of the Board functioning in Marico are illustrated below:

�� from the agenda of evaluation of the performance of the Board and Committees, the Board engages with the management on long term strategic issues such as growth strategies, innovation, succession planning & human capital management, culture, Go to Market strategies, technology etc. These insightful sessions allow the Board members to get a better understanding of the business of the Company and allows the senior

�� Board.

ii) The interaction with the Board is however not limited only to the meetings of the Board and Committees. The Chairman of the Board actively encourages interactions between the Board Members and the Senior Management outside the meetings. Depending on the area of expertise of an individual Director, the Functional Heads are encouraged to have separate �� concerning the functional area. These are mentoring sessions aimed at broadening the Senior Management vision. This also helps build empathy and deeper understanding and deliberations.
iii) Apart from the evaluation of individual Board Member by other Board Members, the Board also solicits feedback from the Senior Management. This initiative underlines Marico’s core philosophy of openness and transparency. The feedback obtained is objective and accepted by the Board members.

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

�� the Chairpersons of the Audit Committee and the Nomination & Remuneration Committee, respectively, to ensure planning on the agenda of the meetings of these committees.
v) The Board does not step into the Management shoes, rather, it critiques the strategy, asks the right questions and mentors the Senior Management for sustainable �� alignment between the Board and the Management on the respective roles.

Board composition:

�� October 25, 2019, January 30, 2020, and March 6, 2020.

The composition of the Board, attendance of the Directors at the Board meetings and the Annual General Meeting held during the period April 1, 2019 to March 31, 2020 and the number of Board/ Committees of other companies in which the Director is a member or chairperson (#), is as under:

==> picture [234 x 30] intentionally omitted <==

----- Start of picture text -----

Attendance Attendance at Other Committee Position ^
Name of the Director Category at Board Last AGM held Board
Meetings on August 1, 2019 Position $ As Member As Chairperson
Mr. Harsh Mariwala Chairman & Non- 6 of 6 Yes 13 1 NIL
----- End of picture text -----

Name of the Director Category Attendance at Board Meetings Attendance at Last AGM held on August 1, 2019 Other Board Position $ Mr. Harsh Mariwala Chairman & Non- 6 of 6 Yes 13	Committee Position ^ As Member As Chairperson 1 NIL
Executive
Mr. Saugata Gupta Managing Director & CEO 6 of 6 Yes 6	NIL NIL
Mr. Ananth S. Independent 5 of 6 Yes 1	NIL NIL
Mr. B. S. Nagesh Independent 5 of 6 Yes 8	3 NIL
Ms. Hema Ravichandar Independent 6 of 6 Yes 4	4 1
Mr. Nikhil Khattau Independent 6 of 6 Yes 4	2 2
Mr. Rajeev Bakshi* Independent 5 of 6 Yes 3	1 NIL
Mr. Rajendra Mariwala Non-Executive 6 of 6 Yes 3	1 NIL
Mr. Rishabh Mariwala Non-Executive 5 of 6 Yes 4	NIL NIL
Mr. Sanjay Dube (appointed on January 30, 2020) Independent (Additional) 1 of 1 NA 2	NIL NIL

As on March 31, 2020.
$ Includes directorship in companies as per Companies Act, 2013 and excludes directorship held in the Marico Limited.
^ Covers two committees, namely, Audit Committee and Stakeholders’ Relationship Committee and excludes Committee position held in private limited Companies, foreign Companies and Section 8 Companies.
*ceased to be a Director on March 31, 2020.

Names of the listed entities where a Director of the Company is a Director and the category of Directorship as on March 31, 2020:

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----- Start of picture text -----

Names of the Name of the Listed entities in Category of
Directors which he holds Directorship Directorship
----- End of picture text -----


Mr. Harsh Mariwala	1.	JSW Steel Limited	Independent Director
	2.	Thermax Limited	Independent Director
	3.	Zensar Technologies Limited	Independent Director
	4.	Kaya Limited	Chairman & Managing
			Director
Mr. Saugata Gupta Mr. Ananth S. Mr. B. S. Nagesh	1. 1.	Ashok Leyland Limited None Shoppers Stop Limited	Independent Director - Non-Executive, Non-
			Independent Director
	2.	Kaya Limited	Independent Director
Ms. Hema Ravichandar	1.	Titan Company Limited	Independent Director
	2.	Bosch Limited	Independent Director
	3.	The Indian Hotels Company Limited	Additional Director
			(Independent)
Mr. Nikhil Khattau	1.	Kaya Limited	Independent Director
Mr. Rajeev Bakshi*	1.	Cummins India Limited	Independent Director
Mr. Rajendra Mariwala	1.	Kaya Limited	Non-Executive, Non-
			Independent Director
Mr. Rishabh Mariwala		None	-
Mr. Sanjay Dube		None	-

During the year under review, the Independent Directors met once on March 4, 2020, without the presence of the Executive Director or Management representatives inter-alia to discuss the performance of Non-Independent Directors, the Chairman of the Board and the Board as a whole and asses the quality, �� the management of the Company and the Board that is �� perform its duties. All Independent Directors were present at the meeting.

In the opinion of the Board, all the Independent �� under Section 149(6) of the Companies Act, 2013 read with Rule 5 of Companies (Appointment and �� (b) of the SEBI Listing Regulations and are independent of the management of the Company. The Independent �� criteria of integrity, expertise and experience, in the �� test, within the timelines provided by the Ministry of ��

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ANNEXURE C: CORPORATE GOVERNANCE REPORT (Contd.)

Except those mentioned below, none of the Directors of your Company are inter-se related to each other:

a. Mr. Harsh Mariwala and Mr. Rishabh Mariwala are related as Father and Son
b. Mr. Harsh Mariwala and Mr. Rajendra Mariwala are ��
c. Mr. Harsh Mariwala, Mr. Rajendra Mariwala and Mr. Rishabh Mariwala are members of the Promoter group of the Company.

III. AUDIT COMMITTEE

The Audit Committee of the Board comprises three Independent Directors and one Non-Executive NonIndependent Director. All Members of the Committee �� Statutory Auditor and the Internal Auditor for oneon-one discussions, independent of the Management. �� of the Finance Team associated with Internal Audit and Governance, Risk & Compliance are present at the meetings of the Committee for relevant agenda matters. Members of Senior Management team also attend the meetings depending on the agenda. Ms. Hemangi Ghag, Company Secretary & Compliance ��

The Committee met 8 (eight) times during the year i.e. on April 19, 2019, May 6, 2019, July 15, 2019, August 1, 2019, October 9, 2019, October 25, 2019, January 16, 2020, and January 30, 2020. The composition of the Committee along with the details of attendance at its meetings is detailed below:

Name of the Director Director Category Nature of Membership	No. of Meetings
	Held Attended
Mr. Nikhil Khattau Independent Chairman	8 8
Mr. B. S. Nagesh* Independent Member	8 7
Ms. Hema Ravichandar Independent Member	8 8
Mr. Sanjay Dube* Independent Member	N.A. N.A.
Mr. Rajendra Mariwala Non-Executive Member	8 7

*On May 4, 2020, Mr. Sanjay Dube was appointed as the member of the Audit Committee in place of Mr. B. S. Nagesh who resigned as the member of the Committee on that date.

The Charter of the Committee, inter-alia , articulates its role, responsibility and powers as follows:

��
Recommendation for appointment, remuneration and terms of appointment of Auditors of the Company;
Approval of payment to statutory auditors for any other services rendered by the statutory auditors;
Reviewing, with the Management, the annual �� Board for approval, with particular reference to:
a. Matters required to be included in the Directors’ Responsibility Statement to be included in the Board’s Report in terms of Section 134(3)(c) of the Act;
b. Changes, if any, in accounting policies and practices and reasons for the same;
c. Major accounting entries involving estimates based on the exercise of judgment by Management;
��
e. Compliance with listing and other �� statements;
f. Disclosure of any related party transactions, if any;
�� report.
Reviewing with the Management, the quarterly �� Board for approval;
Reviewing with the Management, the statement of uses/application of funds raised through an issue (public issue, rights issue, preferential issue, �� prospectus/ notice and the report submitted by �� of proceeds of a public or rights issue and making appropriate recommendations to the Board to take up steps in this matter;
Review and monitor the auditor’s independence �� process;
Approval of transactions with related parties and �� in accordance with the Act read with the Rules made thereunder and the SEBI Listing Regulations;
Scrutiny of inter-corporate loans and investments;

136

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Valuation of undertakings or assets of the Company, wherever it is necessary;
�� management systems;
Reviewing with the Management, performance of statutory and internal auditors, adequacy of the internal control systems;
Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit �� heading the department, reporting structure coverage and frequency of the internal audit;
Discussion with the internal auditors on any ��
�� investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board;
Discussion with the statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern;
Looking into the reasons for substantial defaults in payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors, if any;
�� background, etc. of the candidate;
Reviewing mandatorily the following information:
a. Management discussion and analysis of ��
�� transactions, submitted by the Management;
c. Management letters / letters of internal control weaknesses issued by the statutory auditors;
d. Internal audit reports relating to internal control weaknesses;
e. The appointment, removal and terms of remuneration of the internal auditor and
f. statement of deviations, if any,:
- i. quarterly statement of deviation(s) including report of monitoring agency,

if applicable, submitted to stock exchange(s) in terms of Regulation 32(1);

  - ���� ��������������������������������������� purposes other than those stated in ������������������������������������ in terms of Regulation 32(7).

Vigil Mechanism:
a. Ensuring establishment of vigil mechanism for its Directors and employees to report genuine concerns;
b. Providing for adequate safeguards against �� mechanism and make provision for direct access to the Chairman of the Audit Committee in appropriate or exceptional cases;
c. Ensuring that the existence of vigil mechanism is appropriately communicated within the Company and also made available on Company’s website;
d. Overseeing the functioning of vigil mechanism and the Whistle blower mechanism and decide on the matters reported thereunder and
e. Ensuring that the interests of a person who uses such a mechanism are not prejudicially ��
�� from/investment in the subsidiary exceeding R 100 �� whichever is lower, including existing loans / advances / investments;
Reviewing compliance with SEBI (Prohibition of Insider Trading) Regulations, 2015 atleast once in ��
�� internal control systems.

IV. Nomination & Remuneration Committee

The Nomination & Remuneration Committee comprises four Members all of whom are Independent Directors. Mr. Amit Prakash, Chief Human Resources �� Committee also acts as the Compensation Committee for the purpose of SEBI (Share Based Employee ��

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ANNEXURE C: CORPORATE GOVERNANCE REPORT (Contd.)

The Nomination & Remuneration Committee met 5 �� 1, 2019, October 25, 2019, January 30, 2020 and March 6, 2020. The composition of the Committee along with the details of attendance at its meetings is detailed below:

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Name of the Director Director Nature of No. of Meetings
Category Membership
Held Attended
----- End of picture text -----

Ms. Hema Ravichandar Independent Chairperson	5 5
Mr. B. S. Nagesh Independent Member	5 5
Mr. Rajeev Bakshi# Independent Member	5 5
Mr. Nikhil Khattau Independent Member	5 5
Mr. K. B. S. Anand* Independent Member	N.A. N.A.

*On May 4, 2020, Mr. K. B. S. Anand was appointed as the member of the Nomination and Remuneration Committee.

Ceased to be the Director of the Company on March 31, 2020.

The charter of the Nomination and Remuneration Committee, inter-alia , articulates its responsibilities and authority as follows:

�� attributes and independence of a Director, Key Managerial Personnel & Senior Management;
�� appointed as Director, Key Managerial Personnel and Senior Management and recommend to the Board their appointment and removal;
Recommend to the Board a policy relating to the remuneration of the Director, Key Managerial Personnel and Senior Management;
Approve the remuneration (including revisions thereto) of the Director, Key Managerial Personnel and Senior Management and further recommend the same to the Board for its approval;
Formulate the criteria for evaluation of performance of Board, its Committees, individual directors and the Chairperson of the Company;
Devise a policy on Board diversity;
Devise a succession plan for the Board, Key Managerial Personnel & Senior Management;
Decide whether to extend/continue the term of appointment of Independent Directors on the basis of their performance evaluation report;
Participate in the review of Vigilance Mechanism conducted by Audit Committee of the Board;
�� and
Administer Long Term Incentive Schemes such

as Employee Stock Option Plan(s) (including �� Appreciation Rights Plan(s) (including Schemes made there under) and such other employee �� from time to time.

POLICY ON NOMINATION, REMOVAL, REMUNERATION AND BOARD DIVERSITY

In terms of Section 178 of the Act and corresponding provisions contained in Regulation 17 of the SEBI Listing Regulations, the Board at its meeting held on May 6, 2019, revised the policy on Nomination, Remuneration and Evaluation (hereinafter referred to as ‘NRE Policy’).

The NRE Policy covers the following aspects:

�� Appointment and removal of Directors, Key Managerial Personnel and employees in Senior Management;
Remuneration to the Directors, Key Managerial Personnel and employees in Senior Management;
��
Board Diversity;
Succession plan for Directors, Key Managerial Personnel and employees in Senior Management and
Formulation of criteria for evaluation of individual Directors, Chairperson of the Board, the Board as a whole and the Committees of the Board.
The NRE Policy of the Company can be accessed at the following link https://marico.com/india/investors/ documentation/corporate-governance.

Remuneration to Executive Director

The Company’s Board presently consists of one Executive �� Remuneration Committee approves annual revisions in the remuneration of the MD & CEO within the overall limit approved by the Members of the Company which are then placed before the Board for its approval.

The annual remuneration to the MD & CEO comprises two broad terms – Fixed Remuneration and Variable Remuneration in the form of performance incentive. The performance incentive is based on the Remuneration Policy of the Company. Additionally, the MD & CEO is entitled to employee stock options granted under Employee Stock Option Scheme(s) of the Company. The MD & CEO is not paid sitting fees for any of the Board or Committee meetings attended by him.

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

�� years starting from April 1, 2019 and the terms of severance, notice period and termination will be governed as per the terms and conditions of agreement entered with him by the Company.

Remuneration to Non-Executive Directors

�� Company through their contribution to the Management of the Company and thereby they are playing an appropriate control role in safeguarding the interests of the stakeholders at large. They bring in their vast experience and expertise to bear on the deliberations at the Marico’s Board and its Committees. Although the Non-Executive Directors would contribute to Marico in several ways, including advising the Managing Director & CEO and the Senior Managerial Personnel outside the Board/Committee meetings, the bulk of their measurable inputs come in the form of their contribution at Board/Committee meetings.

The Company therefore, has a structure for remuneration �� parameters like the performance of the Company, its market �� and such other relevant factors. Non-Executive Directors are not entitled to any stock options or stock appreciation rights of the Company.

At the 27[th] Annual General Meeting held on August 5, 2015, the Members had approved the payment of remuneration to Non-Executive Directors (in addition to the sitting fees), �� Company calculated in accordance with the provisions of the Act, with a delegation to the Board of Directors to decide the mode, quantum, recipients and the frequency of payment of such remuneration within the said limit. Accordingly, the �� Directors from time to time which is well within the limit approved by the Members.

Remuneration to the Chairman of the Board:

Mr. Harsh Mariwala as the Chairman of the Board and a Non-Executive Director continues to foster and promote the integrity of the Board while nurturing an environment so as to ensure harmony amongst the Directors for the �� governance in the Company and continues to play an important role in guiding the Managing Director & CEO and the Top Management team for strategic business planning, leadership development, corporate social responsibility, ��

The Chairman presides over the meetings of the Board and the general meetings of the Company. The Chairman is also a Member of various Committees such as Investment and Borrowing Committee, Securities Issue Committee, Share Transfer Committee and the Risk Management Committee.

The Chairman is entitled to a remuneration which is commensurate with his engagement beyond the Board meetings. As such remuneration exceeds 50% of the total annual remuneration payable to all the Non-Executive Directors of the Company, the same is placed before the Members for an approval as required pursuant to Regulation 17(6)(ca) of the SEBI Listing Regulations.

Directors’ Remuneration and Shareholding

�� year ended March 31, 2020 and their shareholding in the Company as on March 31, 2020, are as under:-

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----- Start of picture text -----

Name Director Remuneration Sitting Fees Salary & Annual Contribution Total No. of Equity
Category ( r per annum) Perquisite# ( r ) Performance to Provident ( r ) shares held in
( r ) Incentive ( r ) & Pension the Company
Funds ( r )
----- End of picture text -----


��
Mr. Saugata Gupta	Managing Director and CEO	-	-	8,93,04,636	4,58,01,901	27,30,012	13,78,36,549*	5,90,600
��
Mr. Harsh Mariwala	Chairman	3,60,25,000	7,50,000	-	-	-	3,67,75,000*	9,81,31,500
Mr. Ananth S.	Independent	30,00,000	6,50,000	-	-	-	36,50,000	NIL
Mr. B. S. Nagesh	Independent	30,00,000	11,50,000	-	-	-	41,50,000	NIL
Ms. Hema Ravichandar	Independent	34,00,000	13,00,000	-	-	-	47,00,000	NIL
Mr. Nikhil Khattau	Independent	34,00,000	13,30,000	-	-	-	47,30,000	NIL
Mr. Rajeev Bakshi	Independent	33,00,000	9,50,000	-	-	-	42,50,000	NIL
Mr. Sanjay Dube	Independent	5,09,589	1,00,000				6,09,589	NIL
Mr. Rajendra Mariwala	Non-Executive	30,00,000	10,80,000	-	-	-	40,80,000	109,47,600
Mr. Rishabh Mariwala	Non-Executive	30,00,000	5,00,000	-	-	-	35,00,000	2,49,76,500

*calculated on paid basis

Pecuniary relationship or transactions of the ��

There is no pecuniary or business relationship between the Non-Executive/Independent Directors and the Company, except for the sitting fees for attending meetings of the Board / Committees thereof and commission payable to them annually.

PERFORMANCE EVALUATION

Your Company believes that the process of performance evaluation at the Board level is pivotal to its Board �� Board Evaluation is duly approved by Marico’s Nomination and Remuneration Committee. This process at Marico is conducted through structured questionnaires which cover various aspects of the Board’s functioning such as adequacy of the composition of the Board and its Committees, Member’s strengths and contribution, execution and

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�� Performance evaluation is facilitated by the Chairman of the Board who is supported by the Chairperson of the Nomination and Remuneration Committee. During the year, post receiving individual feedbacks which also involved peer evaluation, the following process was followed to assimilate and process the feedback:

A meeting of the Independent Directors was held wherein performance of Non-Independent Directors, Chairman of the Board and of the entire Board was evaluated.
�� evaluation with the Independent Directors. The Board then evaluated the performance of the Individual Directors, the Board as a whole and the Committees of the Board.
On completion of the above process, individual feedback was shared with each Director.
�� their satisfaction with the assessment process.

�� last year, the following progress was made in the year under review:

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Focus Areas Progress made
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Focus Areas	Progress made
�� risk management strategies and practices amidst a highly vola-tile macro environment	The top risks were closely tracked and the risk management process was further strengthened during the year
Mentoring the Senior Management Personnel to set them up for success & helping in creating a process for succession to the level of Board, Managing Director and Senior Management Personnel	The process of rejuvenation of the Board was aligned and will be executed during the year. A robust process for succession planning has been set up and regularly discussed at the Board Level and Nomination and Remuneration Committee
Mentoring the Senior Management Personnel in creating a future- �� �� �� �� �� �� �� portfolio, digital strategies and best practices.	�� joint conversations between the Board and the top management team, the Board provided its inputs on shifts in consumer behaviour, emerging channels of distribution, newer operating models and the risks & opportunities that these shifts are bringing along.

For the year under review, the performance evaluation �� following focus areas, for it to work upon in the coming years:

1) As part of the Board Rejuvenation process, during the year under review, Mr. Rajeev Bakshi, Independent Director, completed his tenure and Mr. Sanjay Dube and Mr. KBS Anand were appointed as Additional Directors (Independent). Your Company already has an elaborate �� of new directors. The Board acknowledged this and reiterated the importance of a rigorous execution of this induction process to ensure a smooth transfer and seamless integration of the new Board Members.

�� management. It believes that the environment is very volatile. COVID19 outbreak was a clear example of a black swan event. Should the situation escalate further, it may have a deeper impact on demand and supply scenarios. In light of this and such black swan events, it’s important to de-risk the Company to sustain and �� Board would therefore provide its strategic inputs to survive and win amidst such VUCA (Volatile, Uncertain, Complex & Ambiguous) environment.

3) The Board would continue to mentor the MD & CEO �� building out the transformation agenda which is aimed �� areas of portfolio, channel strategies, digital strategies and talent management.

4) For the Board Committees, the following focus areas ��
a. Audit Committee: Further strengthening the GRCC (governance, risk management, controls and compliance) policies, processes and systems in the Company with special focus on automation and exception analytics;
b. Nomination and Remuneration Committee:
- i. helping strengthen the culture codes for the Company and improving the talent �� on strengthening the top talent pipeline;
- ii. succession planning for MD & CEO and the Senior Management Personnel;
c. Corporate Social Responsibility Committee: �� Marico’s CSR spends.

The Board is also committed to review the progress on these priorities during the annual Board Retreats held once a year.

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS

The Company has designed a Familiarisation Programme for its Independent Directors which is imparted at the time of appointment of an Independent Director on Board as well as annually. The Programme aims to provide insights into the Company to enable the Independent Directors to understand its business in depth, to acclimatise them with the processes, business and functionaries of the Company and to assist them in performing their role as Independent Directors of the Company. Apart from review of matters as required by the Charter, the Board also discusses various business strategies periodically. This deepens the Independent Directors’ understanding and appreciation of Company’s business and thrust areas. On the new trends and regulations, the Management also organises presentations by experts.

The Familiarisation Programme and details of Program conducted during the year under review have been disclosed on the website of the Company at https://marico.com/india/ investors/documentation/corporate-governance.

V. STAKEHOLDERS’ RELATIONSHIP COMMITTEE

In accordance with the statutory requirements, the Company constituted Stakeholders’ Relationship �� Independent Director, a Non-Executive Director and the Managing Director & CEO of the Company. Ms. Hemangi Ghag, Company Secretary & Compliance �� Committee.

The Committee met once during the year i.e. on January 16, 2020. The composition of the Committee along with the details of attendance at its meetings is detailed below:

Name of the Director Director Category Nature of Membership	No. of Meetings
	Held Attended
Mr. Nikhil Khattau Independent Chairman	1 1
Mr. Rajendra Mariwala Non-Executive Member	1 1
Mr. Saugata Gupta Executive Member	1 1

Mr. Saugata Gupta, Managing Director & CEO was �� from April 1, 2019.

The primary objective of the Committee is to ��

shareholders, debenture holders and other security holders. The terms of reference of the Committee, inter-alia, include:

To resolve the grievances of the security holders of the Company including complaints related to transfer/transmission of shares, non-receipt of annual report, non-receipt of declared dividends, �� meetings etc;
�� of voting rights by shareholders;
Review of adherence to the service standards adopted by the Company in respect of various services being rendered by the Registrar & Share Transfer Agent; and
Review of the various measures and initiatives taken by the Company for reducing the quantum of unclaimed dividends and ensuring timely receipt of dividend warrants/ annual reports/ statutory notices by the shareholders of the company.

Status Report of Investor Complaints for the year ended March 31, 2020

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----- Start of picture text -----

Particulars No. of complaints []
----- End of picture text -----*

	Non - Receipt of Dividend	6
	Non - Receipt of Annual Report Total Complaints Received	2 8
	Total Complaints Resolved	7

*The complaint outstanding as on March 31, 2020 was subsequently resolved in April, 2020.

VI. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

The Company’s Corporate Social Responsibility Committee (“CSR Committee”) comprises two Independent Directors, two Non-Executive Directors and the Managing Director & CEO of the Company. Mr. Udayraj Prabhu, Executive Vice President and Head - Business Process Transformation and IT, acts as the Secretary to this Committee.

The CSR Committee met thrice during the year i.e. on May 6, 2019, October 25, 2019 and January 30, 2020. The composition of the CSR Committee along with the details of the meetings held and attended during the aforesaid period is detailed below:

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ANNEXURE C: CORPORATE GOVERNANCE REPORT (Contd.)

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Name of the Director Director Nature of No. of Meetings
Category Membership Held Attended
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Mr.	Rajeev Bakshi*	Independent	Chairman*	3	3
Mr.	B. S. Nagesh*	Independent	Chairman*	N. A.	N. A.
Mr.	Ananth S.	Independent	Member	3	2
Mr.	Harsh Mariwala	Chairman & Non-	Member	3	3
		Executive
Mr. Mr.	Rajendra Mariwala Saugata Gupta	Non-Executive Managing Director & CEO	Member Member	3 3	2 3

Mr. Rajeev Bakshi ceased to be the Director of the Company on March 31, 2020 and Mr. B.S. Nagesh was appointed as the Chairman of the Committee in his place with ��

The CSR Committee is entrusted with the following responsibilities:

To formulate and approve revisions to the CSR Policy and recommend the same to the Board for its approval;
To recommend the annual CSR expenditure budget to the Board for approval;
To approve unbudgeted CSR expenditure / Program involving an annual outlay of more than R 1 Crore and ��
To nominate Members of the CSR Team and advise the �� and approve any change thereto;
To establish monitoring mechanisms to track each CSR project and review the same at such intervals as the ��
To undertake wherever appropriate benchmarking exercises with other corporates to reassure itself of the ��
To review:
a. Amounts spent towards CSR vis-à-vis the annual approved CSR Budget;
b. Progress Report highlighting impact of CSR programs undertaken;
c. Report on feedback obtained, if any, from the ��
d. Outcome of social audit, if any, conducted with regards to the CSR programmes.
To review the adequacy of the CSR charter at such �� recommendation, if any, shall be made to the Board to update the same from time to time;
To carry out any other function as delegated by the Board from time to time and/or enforced by any �� may be applicable or as may be necessary or appropriate for the performance of its duties; and
To approve the CSR disclosures that would form part of the Annual Report, website of the Company etc.

VII. RISK MANAGEMENT COMMITTEE

The Risk Management Committee comprises the Chairman of the Board, the Managing Director & CEO �� Team comprising Senior Management Personnel are permanent invitees to the Committee and the Chief �� Committee.

The Risk Management Committee met twice during the year i.e. on October 18, 2019 and December 24, 2019. The composition of the Committee and the details of attendance at its meetings is given below:

Name of the Director Designation Nature of Membership	No. of Meetings
	Held Attended
Mr. Harsh Mariwala Chairman & Non- Executive Director Chairman	2 1
Mr. Saugata Gupta Managing Director & CEO Member	2 2
Mr. Vivek Karve Chief Financial �� Member & Secretary	2 2

The primary responsibility of the Committee is to assist the Board in monitoring and reviewing the risk management plan, implementation of the risk management framework of the Company and the cyber security.

The terms of reference of the Risk Management Committee, inter-alia , include:

Framing and monitoring the risk management plan for the Company:
�� every function / business unit with the objective to ��
�� periodicity;
�� group level so that the Board can refresh the risk review calendar;
�� for review of the top 10 risks of the Company is adhered to.

142

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

2. Risk Assessment and Mitigation Procedures:

Reviewing the Company’s risk management policies from time to time and approve and recommend the same to the Board for its approval;
Be aware and concur with the Company’s Risk Appetite, including risk levels, if any, set for ��
Ensure that the Company is taking appropriate measures to achieve prudent balance between risk and reward in both ongoing and new business activities;
�� Company and whether Management is responding appropriately to them in a timely manner;
While reviewing the top risks at function / business unit / company level, critically examine whether the mitigation plans as agreed are on track or not and whether any interventions are required.
Evaluation:
RMC may conduct a performance evaluation relative to its purpose, duties, responsibilities and �� considers necessary for the approval of the Board.
The Board may critique such evaluation done by RMC basis the performance and suggest suitable �� ensure that RMC is functioning in accordance with its Charter.
RMC may conduct such evaluation and reviews at such intervals and in such manner as it deems appropriate.

VIII.OTHER COMMITTEES

ADMINISTRATIVE COMMITTEE

The Administrative Committee constituted by the Board has an oversight on operational matters such as �� of attorney, appointment of nominees under statutes, etc.

The Committee met 14 (fourteen) times during the year i.e. on April 8, 2019, May 6, 2019, May 30, 2019, June 27, 2019, July 12, 2019, August 5, 2019, August 30, 2019, October 3, 2019, October 25, 2019, December 6, 2019, January 7, 2020, January 30, 2020, February 25, 2020, March 6, 2020 and March 19, 2020.

The composition of the Committee along with the details of attendance at the meetings is detailed below.

Ms. Hemangi Ghag, Company Secretary & Compliance �� Committee.

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Name of the Director Designation Nature of No. of Meetings
Membership Held Attended
----- End of picture text -----

Mr. Saugata Gupta Managing Director & CEO Member	15 9
Mr. Rajendra Mariwala Non-Executive Director Member	15 12
Mr. Vivek Karve Chief Financial �� Member	15 14
Mr. Pawan Agrawal Executive Vice President & Head - Finance & Investor Relations Member	15 15

INVESTMENT & BORROWING COMMITTEE

The Investment & Borrowing Committee constituted by the Board is responsible for approving investments in trade instruments, borrowing/lending monies, extending guarantee/ security with a view to ensure smooth operation and timely action. The investments, loans, borrowings, guarantees/ security transactions are sanctioned by the Committee within the ceiling limits and on the terms approved by the Board from time to time.

The Committee is also entrusted with the powers relating to certain preliminary matters in connection with any acquisition/ takeover opportunity that the Company may explore. The Company Secretary �� Secretary to the Committee.

The Committee met 9 (nine) times during the year i.e. on April 8, 2019, May 30, 2019, August 5, 2019, October 3, 2019, November 11, 2019, December 17, 2019, February 10, 2020, March 6, 2020 and March 18, 2020. The composition of the Committee along with the details of the meetings held and attended during the aforesaid period is detailed below:

Name of the Director Director Category Nature of Membership	No. of Meetings
	Held Attended
Mr. Harsh Mariwala Chairman & Non-Executive Member	9 9
Mr. Rajendra Mariwala Non-Executive Member	9 8
Mr. Saugata Gupta Managing Director & CEO Member	9 6

SECURITIES ISSUE COMMITTEE

The Securities Issue Committee constituted by the Board approves matters pertaining to issuance of securities and other matters incidental thereto. The composition of

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ANNEXURE C: CORPORATE GOVERNANCE REPORT (Contd.)

the Committee is as follows. The Company Secretary & �� to the Committee.

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Name of the Director Director Category Nature of Membership
----- End of picture text -----

Mr.	Harsh Mariwala	Chairman of the Board &	Member
		Non-Executive
Mr.	Nikhil Khattau*	Independent	Member
Mr.	Rajendra Mariwala	Non-Executive	Member
Mr.	Saugata Gupta	Managing Director & CEO	Member
Mr.	Rishabh Mariwala*	Non-Executive	Member

*Mr. Rishabh Mariwala was appointed as the Member of the Securities Issue Committee on May 4, 2020 in place of Mr. Nikhil Khattau who resigned as a member of the Committee on that date.

The Committee did not meet during the year. However, the approval of the Committee on relevant matters was obtained through resolutions passed by circulation.

SHARE TRANSFER COMMITTEE

The Share Transfer Committee constituted by the Board is responsible to approve transfer, transmission, sub-division, consolidation and issuance of duplicate share �� Company. The Committee met 7 (seven) times during the year i.e. on May 9, 2019, June 20, 2019, August 1, 2019, October 16, 2019, November 22, 2019, December 18, 2019 and January 23, 2020. The composition of the Committee along with the details of the meetings held and attended during the aforesaid period is detailed below. The Company �� Secretary to the Committee.

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Name of the Director Director Nature of No. of Meetings
Category Membership
Held Attended
----- End of picture text -----

Mr.	Harsh Mariwala	Chairman & Non- Executive	Member	7	7
Mr.	Nikhil Khattau	Independent	Member	7	1
Mr.	Rajendra Mariwala	Non-Executive	Member	7	5
Mr.	Saugata Gupta	Managing Director	Member	7	7
		& CEO

SUSTAINABILITY COMMITTEE

The Board constituted the Sustainability Committee in 2016 to steer the sustainability activities of the Company. �� & IT, Supply Chain, is the Business Responsibility Head and Mr. Saugata Gupta, the Managing Director & CEO is responsible for implementation of Business Responsibility.

the meetings held and attended during the aforesaid period is detailed below:

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Name of the Director Designation Nature of No. of Meetings
Membership
Held Attended
----- End of picture text -----

Mr. Jitendra Mahajan Chief Operating �� Chain & IT Chairman 1	1
Mr. Vivek Karve Chief Financial �� Member 1	1
Dr. Sudhakar Mhaskar Chief Technology �� Member 1	1
Mr. Gaurav Mediratta Chief Legal �� Member 1	1

IX. GENERAL BODY MEETINGS

(a) & (b): Details of the last three Annual General Meetings:

Year	Venue	Date	Time	Nature of Special Resolutions Passed
2017	Indian Education Society (“IES”), Manik Sabhagriha, V i s h w a k a r m a , M . D . Lotlikar Vidya Sankul, Opp. Lilavati Hospital, Bandra Reclamation, Bandra (West), Mumbai - 400 050	August 1, 2017	4.30 p.m.	None
2018	Mumbai Educational Trust, 1st Floor, Convention Centre, Bandra Reclamation, Bandra (West), Mumbai - 400 050	August 2, 2018	9.00 a.m.	None
2019	Mumbai Educational Trust, 1st Floor, Convention Centre, Bandra Reclamation, Bandra (West), Mumbai - 400 050	August 1, 2019	09:00 a.m.	1. Approval of the remuneration payable to Mr. Harsh Mariwala (DIN: 00210342), Chairman of the Board and Non-Executive Director of the Company.
				2 . A p p r o v a l o f t h e r e - appointment of Mr. Nikhil Khattau (DIN 00017880) as an Independent Director of the Company from April 1, 2019 to March 31, 2024
				3. Approval of the re-appointment of Ms. Hema Ravichandar (DIN 00032929) as an Independent Director of the Company from April 1, 2019 to March 31, 2024
				4 . A p p r o v a l o f t h e r e - appointment of Mr. B. S. Nagesh (DIN 00027595) as an Independent Director of the Company from April 1, 2019 to March 31, 2022
				5 . A p p r o v a l o f t h e r e - appointment of Mr. Rajeev Bakshi (DIN 00044621) as an Independent Director of the Company from April 1, 2019 to March 31, 2020

The Committee met once during the year i.e. on April 24, 2019. The composition of the Committee along with the details of

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

(c) Resolutions passed through postal ballot and details of the voting pattern:
During the year under review, no resolution was passed through postal ballot.

DISCLOSURES

There has not been any non-compliance, penalties or strictures imposed on the Company by the Stock Exchanges, SEBI or any other statutory authority, on any matter relating to the capital markets during the last three years.

�� embedded in the Code of Conduct and it is fully implemented by the Management.

No personnel have been denied access to the Audit Committee.

Compliance with mandatory and non-mandatory requirements of the SEBI Listing Regulations

The Company has complied with mandatory requirements of the SEBI Listing Regulations and has �� Secretarial Auditor regarding compliance of conditions of Corporate Governance as stipulated in this clause.

The provisions of Schedule V Part C, further states that the non-mandatory requirements adopted �� Corporate Governance Report. Accordingly, Company has complied with the following non-mandatory requirements:

�� Managing Director & CEO are held by distinct individuals;
�� executive Director of the Company;
The Internal auditors of the Company directly report to the Audit Committee of the Board of Directors;
The Audit Committee holds independent discussions with the Auditors of the Company and also of its material subsidiary;
The Audit Committee meets at least eight times in a year.

FUND UTILISATION

The Company does have any unutilised funds raised ��

DIRECTORS DISQUALIFICATION

�� company Secretary and our Secretarial Auditor has been obtained and annexed with the report as Annexure C4 stating that none of the directors on the board of �� from being appointed or continuing as directors of �� or any such statutory authority.

Non-acceptance of any recommendation of the Committees by the Board

�� instances of non-acceptance of any recommendation of any statutory committee of the Board.

X. MATERIAL RELATED PARTY TRANSACTIONS

There were no material related party transactions �� 2019-20.

The web link for accessing the policy for determining material subsidiary and policy on dealing with related party transactions is https://marico.com/india/ investors/documentation/corporate-governance.

XI. COMMODITY PRICE RISK / FOREIGN EXCHANGE RISK AND HEDGING ACTIVITIES

Commodity risks for your Company are mainly due to �� changes in commodity prices and supply could impact business margins and ability to service demand. The �� input prices. As a result, the overall uncertainty in the environment continues to be high. The Company does not enter into any derivative instruments for trading or speculative purposes. The details of foreign exchange exposures as on March 31, 2020 are disclosed in Notes ��

VIGIL MECHANISM

The vigil mechanism has been explained in detail in the Board’s Report.

Marico Limited Integrated Report 2019-20

145

ANNEXURE C: CORPORATE GOVERNANCE REPORT (Contd.)

The details of the exposure of the Company to material risk commodities is given below:

==> picture [234 x 19] intentionally omitted <==

----- Start of picture text -----

Commodity Name ��
----- End of picture text -----

Edible Oils	2232	280049
Crude Oil Derivatives	382	63281
Total	2613	343330

XII. MEANS OF COMMUNICATION

Quarterly and Annual Financial results for Marico Limited �� Journal) and a vernacular newspaper (Navshakti). The Company also sends the same through email updates to the shareholders who have registered their email address with the Company or Depository Participant.

�� communicated by the Company through its corporate website - www.marico.com. Presentations made to Institutional Investors/ Analysts at Investor Meets �� website for wider dissemination.

The Quarterly Results, Shareholding Pattern and all other corporate communication to the Stock �� Processing System (NEAPS) and BSE Listing Centre, for dissemination on their respective websites.

The Management Discussion and Analysis Report forms part of the Annual Report

XIII.GENERAL SHAREHOLDER INFORMATION

Information required under regulation 36(3) of the SEBI Listing Regulations and Secretarial Standard 2 with respect to Directors’ re-appointment/appointment annexed to this report as �� .

Annual General Meeting through Video Conferencing / Other Audio-Visual Means (VC/OAVM) Facility

Date	: Friday, August 28, 2020
Time	: 10:00 a.m.
��
Meeting	Limited, Grande Palladium,
	7th��
	Mumbai – 400 098
Interim Dividends	: November 29, 2019 (1st Interim
Payment Date	Dividend), February 28, 2020
	(2nd Interim Dividend)
	and March 27, 2020
	(3rd Interim Dividend)

Financial calendar

Financial Year : April 1 - March 31

For the year ended March 31, 2020, results were announced on

��

��

��

Listing Details

Name of Stock : Stock/ Scrip Code Exchange

BSE Limited : 531642 �� Towers, Dalal Street, Mumbai - 400 001

The National Stock : MARICO Exchange of India �� Bandra Kurla Complex, Mumbai - 400 051

ISIN : INE196A01026

�� Number

�� payment of Annual Listing Fees for the FY 2020-2021 to BSE Limited and The National Stock Exchange of India Limited.

Transfer of Unclaimed Dividend to Investor Education and Protection Fund (IEPF)

Section 124 of the Companies Act, 2013 read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“the Rules”) stipulates transfer of dividend that has remained unclaimed for a period of seven years, from the unpaid dividend account to the Investor Education and Protection Fund (IEPF). Further, the Rules also stipulate transfer of shares in respect whereof the dividend has not been paid or claimed for a period of seven consecutive years or more to the demat account of the IEPF Authority.

�� provisions of IEPF, the details of which are available on

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

the website of the Company at https://marico.com/ india/investors/documentation/dividend.

In view of the above, during FY20, the Company transferred the following dividend to IEPF

Financial Year	Type of Dividend	Rate (%)	Date of Declaration	Date of transfer to IEPF	Amount transferred
2011-12	2nd Interim	40%	03/05/2012	10/06/2019	1,49,947
	Dividend
2012-13	1st Interim	50%	02/11/2012	18/12/2019	1,48,234
	Dividend

Further, dividend for the following years will be transferred to IEPF on respective dates. Further, if the dividend remains unclaimed for seven consecutive years, the corresponding shares will also be transferred to the demat account of the IEPF Authority.

==> picture [234 x 370] intentionally omitted <==

----- Start of picture text -----

Financial Year Type of Rate (%) Date of Due Date for Amount
Dividend Declaration transfer to IEPF unclaimed as on
March 31, 2020
2012-13 2nd Interim 50 30-04-2013 05-06-2020 1,94,805.00
Dividend
2013-14 1st Interim 75 29-10-2013 04-12-2020 2,41,360.00
Dividend
2nd Interim 100 31-01-2014 08-03-2021 3,58,113.00
Dividend
3rd Interim 175 25-03-2014 30-04-2021 4,39,365.00
Dividend
2014-15 1st Interim 100 07-11-2014 13-12-2021 2,96,994.00
Dividend
2nd Interim 150 03-02-2015 11-03-2022 3,46,821.00
Dividend
2015-16 1st Interim 175 04-11-2015 10-12-2022 3,96,694.00
Dividend
2nd Interim 150 30-01-2016 08-03-2023 7,82,916.00
Dividend
3rd Interim 100 10-03-2016 17-04-2023 5,78,261.00
Dividend
2016-17 1st Interim 150 04-11-2016 11-12-2023 7,67,164.00
Dividend
2nd Interim 200 02-02-2017 11-03-2024 10,05,184.00
Dividend
2017-18 1st Interim 175 30-10-2017 06-12-2024 8,69,082.00
Dividend
2nd Interim 250 09-02-2018 18-03-2025 11,43,629.00
Dividend
2018-19 1st Interim 200 01-11-2018 08-12-2025 9,73,480.00
Dividend
2nd Interim 275 05-02-2019 14-03-2026 13,01,238.25
Dividend
2019-20 1st Interim 275 25-10-2019 28-11-2026 10,63,316.00
Dividend
2nd Interim 325 30-01-2020 26-02-2027 4,29,920.00
Dividend
3rd Interim 75 06-03-2020 10-04-2027 2,92,817.00
Dividend
----- End of picture text -----

Reminder letters are periodically sent by the Company to the concerned shareholders advising them to claim their dividends. Shareholders may note that both the unclaimed dividend and corresponding shares transferred �� any, can be claimed back from IEPF following the procedure prescribed in the Rules.

Transfer of shares to IEPF

Pursuant to the provisions of the Companies Act, 2013, read with IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, the Company is required to transfer equity shares in respect of which dividends have not be claimed for a period of seven years continuously to IEPF. The Company transferred 24,719 shares to IEPF during the year. Details of these shares are available on the Company’s website www.marico.com.

Further, shares in respect of which dividend will remain unclaimed progressively for seven consecutive years, will be reviewed for transfer to the IEPF as required by law. The Company will transfer the said shares, after sending an intimation of the proposed transfer in advance to the concerned shareholders, as well as, publish a public notice in this regard. Names of such transferees will be available on the Company’s website www.marico.com.

Market Price Data

==> picture [234 x 202] intentionally omitted <==

----- Start of picture text -----

Bombay Stock National Stock
��
Month (In r ) (In r )
High Low High Low
Apr-19 369.2 344.3 369.3 344.45
May-19 374.7 338.3 375 337.55
Jun-19 380.25 360.7 380.45 360.6
Jul-19 382.5 354.95 382.7 354.85
Aug-19 401.5 350.65 401.75 350.4
Sep-19 403.7 369.15 404 369
Oct-19 400.5 362.35 400.9 362.25
Nov-19 375 348.5 375 348.3
Dec-19 363 327.9 359.75 327.6
Jan-20 353.85 312.45 353.95 313
Feb-20 323.9 292 321 292.15
Mar-20 311 233.8 311.4 234
----- End of picture text -----

Marico Limited Integrated Report 2019-20

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ANNEXURE C: CORPORATE GOVERNANCE REPORT (Contd.)

PERFORMANCE IN COMPARISON: BSE SENSEX, NIFTY 50 AND BSE FMCG

==> picture [232 x 430] intentionally omitted <==

----- Start of picture text -----

120.00
100.00
80.00
60.00
Marico Ni � y 50
120.00
100.00
80.00
60.00
Marico S&P BSE Sensex
120.00
100.00
80.00
60.00
Marico BSE FMCG Index
01-Apr-19 15-Apr-19 29-Apr-19 13-May-19 27-May-19 10-Jun-19 24-Jun-19 08-Jul-19 22-Jul-19 05-Aug-19 19-Aug-19 02-Sep-19 16-Sep-19 30-Sep-19 14-Oct-19 28-Oct-19 11-Nov-19 25-Nov-19 09-Dec-19 23-Dec-19 06-Jan-20 20-Jan-20 03-Feb-20 17-Feb-20 02-Mar-20 16-Mar-20 30-Mar-20
01-Apr-19 15-Apr-19 29-Apr-19 13-May-19 27-May-19 10-Jun-19 24-Jun-19 08-Jul-19 22-Jul-19 05-Aug-19 19-Aug-19 02-Sep-19 16-Sep-19 30-Sep-19 14-Oct-19 28-Oct-19 11-Nov-19 25-Nov-19 09-Dec-19 23-Dec-19 06-Jan-20 20-Jan-20 03-Feb-20 17-Feb-20 02-Mar-20 16-Mar-20 30-Mar-20
01-Apr-19 15-Apr-19 29-Apr-19 13-May-19 27-May-19 10-Jun-19 24-Jun-19 08-Jul-19 22-Jul-19 05-Aug-19 19-Aug-19 02-Sep-19 16-Sep-19 30-Sep-19 14-Oct-19 28-Oct-19 11-Nov-19 25-Nov-19 09-Dec-19 23-Dec-19 06-Jan-20 20-Jan-20 03-Feb-20 17-Feb-20 02-Mar-20 16-Mar-20 30-Mar-20
----- End of picture text -----

Share Transfer System

: The Board has delegated the authority for approving transfer / transmission / transposition of securities of the Company pursuant to Regulation 40 of the SEBI Listing Regulations to the Share Transfer Committee.

The Share Transfer Committee meets as may be warranted by the number of share transaction requests received by the Company.

Transmissions in physical form are registered by the Registrar and Transfer Agent immediately on receipt of �� are generally issued within 15 days of date of lodgement of request.

All requests for dematerialisation of �� is given to respective Depositories i.e. National Securities Depository Limited and Central Depository Services (India) Limited, generally within 21 days

Registrar : Link Intime India Pvt Limited (Unit: Marico & Transfer Agent Ltd.) C 101, 247 Park, LBS Marg, Vikhroli West, Mumbai – 400 083

Distribution of Shareholding as on March 31, 2020:

==> picture [234 x 25] intentionally omitted <==

----- Start of picture text -----

No. of Equity No. of % of No. of Shares % of
Shares held Shareholders Shareholders held Shareholding
----- End of picture text -----

No. of Equity Shares held	No. of Shareholders	% of Shareholders	No. of Shares held	% of Shareholding
1- 500	1,59,407	90.89	1,21,17,242	0.94
501-1000	6,950	3.96	53,56,127	0.41
1001 -2000	3,840	2.19	58,81,624	0.46
2001-3000	1,187	0.68	30,57,514	0.24
3001-4000	793	0.45	29,21,636	0.23
4001- 5000	433	0.25	20,12,695	0.16
5001-10000	1,179	0.67	87,42,769	0.68
10001 & above	1,598	0.91	1,25,09,28,481	96.89
Total	1,75,387	100.00	1,29,10,18,088	100

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Categories of Shareholding as on March 31, 2020:

==> picture [234 x 255] intentionally omitted <==

----- Start of picture text -----

Categories 31-March-19 % of total
share capital
Indian
Promoters 76,76,05,240 59.46
Bodies Corporate & Trusts 1.54
1,98,43,633
Individuals and HUF 6,24,44,977 4.84
Insurance Companies 3,53,37,450 2.74
Mutual Funds 5,02,52,349 3.89
Financial Institution & Bank 5,04,16,157 3.91
Clearing Members 10,84,398 0.08
Central / State Government 30,12,525 0.23
IEPF Authority 40,246 0.00
Alternative Investment Funds 6,38,184 0.05
NBFC registered with RBI 1,38,100 0.01
TOTAL A 99,08,13,259 76.75
Foreign
Promoters 18,00,000 0.14
Foreign Portfolio Investors 29,29,66,447 22.69
Foreign Banks 6,000 0.00
NRIs 54,32,382 0.42
TOTAL B 30,02,04,829 23.25
GRAND TOTAL (A+B) 1,29,10,18,088 100.00
Total Demat Holding 1,29,02,56,720 99.94
----- End of picture text -----

==> picture [211 x 156] intentionally omitted <==

----- Start of picture text -----

Alterna �� e NRIs, 0.42 Shareholding Pattern as on March 31, 2020
Funds, 0.05Investment Foreign Banks, 0
NBFC , 0.01
IEPF Authority, 0 Foreign Po �� o
Investors, 22.69
Central / State
Government, 0.23
Clearing
Members, 0.08
Financial
Ins � tu � on & Promoters (Indian
Bank, 3.91 and Foreign), 59.6
Mutual Funds , 3.89
Insurance
Companies, 2.74
Individuals and HUF,
4.84
Bodies Corporate &
Trusts, 1.54
----- End of picture text -----

�� Shares and Liquidity	:	As on March 31, 2020, 99.94% of shareholding was held in Dematerialised form with National Securities Depository Limited and Central Depository Services (India) Limited.
Outstanding GDR / ADR / Warrants or any convertible instruments, conversion date and impact on equity	:	The Company has not issued any GDR / ADR / Warrants or any convertible instruments.
Credit Ratings and revisions thereto for all debt instruments �� or any scheme or proposal of / the Company obtained during the year under review	:	The Company did not have any debt instruments �� programme or any scheme or proposal during the year under review.
Plant Locations	:	Kanjikode, Perundurai, Pondicherry, Jalgaon, Baddi, Paonta Sahib, Guwahati and Sanand.
Disclosure of foreign exchange risks, commodity price risks and hedging activities		Please refer Chapter: Risks and Opportunities and Notes to the Financial Statements for the same.
Total fees for all services paid by the listed entity and its subsidiaries, on a consolidated basis, to the statutory auditor and all entities in �� which the statutory auditor is a part.		1,35,96,690
D i s c l o s u r e u n d e r S e x u a l Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013		Please refer Board’s Report for the same.

Marico Limited Integrated Report 2019-20

149

ANNEXURE C: CORPORATE GOVERNANCE REPORT (Contd.)

Shareholders/ Investors Complaint’s received and redressed :

The Company gives utmost priority to the interests of the investors. All the requests / complaints of the shareholders have been generally resolved to the satisfaction of the shareholders within the statutory time limits.

Address for : Shareholding related queries correspondence Company’s Registrar & Transfer Agent: Link Intime India Pvt Limited Unit: Marico Limited C 101, 247 Park, LBS Marg, Vikhroli West, Mumbai 400 083 Tel.: 022 –49186270 Fax: 022 - 49186060 E-mail: [email protected] General Correspondence

Grande Palladium, 7th Floor, 175, �� Mumbai 400 098 Tel.: 022 – 66480480, Fax: 022 – 26500159 E-mail: [email protected]

For Marico Limited

Place : Mumbai Harsh Mariwala Date : May 4, 2020 Chairman (DIN: 00210342)

150

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

Objective			2
Philosophy			2
Regulatory Framework			2
��			2
��			3
Procedure			5
Disclosure			5
��			5

Version:	:	1 of 2016
Version approved by:	:	The Board of Directors of Marico Limited
Version approved on:	:	August 5, 2016
��	:	August 5, 2016
��	:	May 6, 2 019
��	:	May 6, 2019

Marico Limited Integrated Report 2019-20

151

ANNEXURE C: CORPORATE GOVERNANCE REPORT (Contd.)

1. Objective

�� retained in the business for various purposes. Towards this end, the Policy lays down parameters to be considered by the Board of Directors of the Company for declaration of Dividend from time to time.

2. Philosophy

The philosophy of the Company is to maximise the shareholders’ wealth in the Company through various means. The �� form of dividend to the shareholders.

3. Regulatory Framework

The Securities Exchange Board of India (“SEBI”) on July 8, 2016 inserted Regulation 43A in SEBI (Listing Obligations ��

�� Obligations and Disclosure Requirements) Regulations, 2015.

4. ��

4.1. ��

4.1.1 �� shall mean the Companies Act, 2013 including the Rules made thereunder, as amended from time to time.
4.1.2 �� shall mean the Companies Act, 2013 and Rules made thereunder, the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015; as amended from time to time and such other act, rules or regulations which provides for the distribution of Dividend.
4.1.3 �� shall mean Marico Limited.
4.1.4 �� shall mean the Chairman of the Board of Directors of the Company.
4.1.5 �� �� Directors pursuant to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
4.1.6 �� or �� shall mean Board of Directors of the Company.
4.1.7 �� ��
4.1.8 �� ��
4.1.9 �� shall mean the Dividend Distribution Policy.
4.1.10 �� shall mean the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 together with the circulars issued thereunder, including ��
4.1.11 �� ��

4.2. Interpretation

4.2.1 In this Policy, unless the contrary intention appears:
4.2.1.1 the clause headings are for ease of reference only and shall not be relevant to interpretation;
4.2.1.2 a reference to a clause number includes a reference to its sub-clauses;

152

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

4.2.1.3 words in singular number include the plural and vice versa;
�� made thereunder or Securities and Exchange Board of India Act, 1992 or regulations made thereunder or Depositories Act, 1996 shall have the meanings respectively assigned to them in those Acts, Rules and Regulations.

5. Parameters for declaration of Dividend

5.1 In line with the philosophy stated above in Clause 2, the Board of Directors of the Company, shall consider the following parameters for declaration of Dividend:

5.1.1 Financial Parameters / Internal Factors :

  - ������������������������������������������������������������������������������������������������������� or recommending dividend to shareholders:

  - 5.1.1.1 �������������������������������������������

  - 5.1.1.2 Working capital requirements;

  - 5.1.1.3 Capital expenditure requirements;

  - 5.1.1.4 Resources required to fund acquisitions and / or new businesses

  - 5.1.1.5 ����������������������������������������

  - 5.1.1.6 Outstanding borrowings;

  - 5.1.1.7 Past Dividend Trends

5.1.2 ��
- The Board of Directors of the Company would consider the following external factors before declaring or recommending dividend to shareholders:
- 5.1.2.1 Prevailing legal requirements, regulatory conditions or restrictions laid down under the Applicable Laws including tax laws;
- 5.1.2.2 Dividend pay-out ratios of companies in the same industry.
��
5.2.1 The shareholders of the Company may not expect Dividend under the following circumstances:
- �� requiring higher allocation of capital;
- ��
- �� of capital;
- 5.2.1.4 Whenever it proposes to utilise surplus cash for buy-back of securities; or
- ��

5.3 Utilization of retained earnings:

��
for any previous year or years or out of the free reserves available for distribution of Dividend, after having due regard to the parameters laid down in this Policy.

5.4 Parameters adopted with regard to various classes of shares:

5.4.1 Presently, the Authorised Share Capital of the Company is divided into equity share of R 1 each and Preference shares of R 10 each. At present, the issued and paid-up share capital of the Company comprises only equity shares.
�� shares.

Marico Limited Integrated Report 2019-20

153

ANNEXURE C: CORPORATE GOVERNANCE REPORT (Contd.)

5.4.3 The Company shall endeavour to maintain a minimum dividend pay-out ratio of 50% of the annual
�� in this Policy.
5.4.4 As and when the Company issues other kind of shares, the Board of Directors may suitably amend this Policy.

6 Procedure

�� be declared/ recommended as Dividend to the Board of Directors of the Company.
6.2 The agenda of the Board of Directors where Dividend declaration or recommendation is proposed shall contain the rationale of the proposal.
6.3 Pursuant to the provisions of applicable laws and this Policy, interim Dividend approved by the Board of Directors �� subject to shareholders approval, at the ensuing Annual General Meeting of the Company.
6.4 The Company shall ensure compliance of provisions of Applicable Laws and this Policy in relation to Dividend declared by the Company.

7 Disclosure:

7.1 The Company shall make appropriate disclosures as required under the SEBI Listing Regulations.

8 General

8.1 This Policy would be subject to revision/amendment in accordance with the guidelines as may be issued by ��
8.2 The Company reserves its right to alter, modify, add, delete or amend any of the provisions of this Policy.
�� etc. shall prevail upon the provisions hereunder and this Policy shall stand amended accordingly from the ��

154

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

�� respect to Directors’ re-appointment/appointment

==> picture [478 x 20] intentionally omitted <==

----- Start of picture text -----

Particulars Mr. KBS Anand Mr. Sanjay Dube Mr. Rishabh Mariwala
----- End of picture text -----

Particulars	Mr. KBS Anand	Mr. Sanjay Dube	Mr. Rishabh Mariwala
Designation	Additional Director (Independent)	Additional Director (Independent)	Non-Executive Non-Independent Director
�� Number	03518282	00327906	03072284
Age (in years)	64	59	38
��	April 1, 2020	January 30, 2020	May 2, 2017
��	- Mechanical Engineer from Indian Institute of Technology, Mumbai - Post Graduation Diploma in Business Management (IIM Calcutta)	- Engineering from BITS Pilani and - MBA from IIM-Calcutta	Graduate from Zarb School of Business, Hofstra University, New York, USA.
��	Approx. 40 years	Approx. 34 years	Approx. 12 years
Terms & Condition	To be appointed as Independent Director, not liable to retire by �� April 1, 2020 to March 31, 2025.	To be appointed as Independent Director, not liable to retire by �� from January 30, 2020 to January 29, 2025.	Non-Executive Director of the Company liable to retire by rotation
Details of remuneration last drawn (inR)	N.A	609,589	3,500,000
Details of remuneration proposed	As per the Policy on Nomination, Remuneration and Evaluation, the provisions of the Companies Act, 2013 and as agreed by the Board of Directors on the recommendation of the Nomination and Remuneration Committee from time ��
Shareholding in the Company as on the date of this report	-	-	24,976,500
Relationship with other directors, Manager & KMP	None	None	Son of Mr. Harsh Mariwala, Chairman of the Board and Promoter of the Company. Nephew of Mr. Rajendra Mariwala, Non-Executive Director and member of the Promoter group of the Company.
Directorships	*Listed Companies:* Tata Chemicals Limited Borosil Limited *Unlisted Companies:* Paints and Coatings Skill Council	*Unlisted Companies:* R Retail Ventures Private Limited Histyle Retail Private Limited	*Unlisted Companies:* The Bombay Oil Private Limited Aqua Centric Private Limited Marico Innovation Foundation Indian School of Communications Private Limited

Marico Limited Integrated Report 2019-20

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ANNEXURE C: CORPORATE GOVERNANCE REPORT (Contd.)

Particulars Mr. KBS Anand Mr. Sanjay Dube Mr. Rishabh Mariwala Name of the entity in which None Member of Audit Committee of the None the Director holds Board of Directors of Marico Limited. memberships & �� chairpersonship (incl. Marico) Covers two committees namely, Audit Committee and Stakeholders' Relationship �� Committee position held in private limited Companies, foreign Companies and Section 8 Companies. No. of Board Meetings N.A. 1 out of 1 5 of 6 attended during FY 2019-20 �� Mr. K.B.S. Anand is a Mechanical Mr. Sanjay Dube completed his Rishabh, a second generation family Engineer from the Indian Institute Engineering from BITS Pilani and business entrepreneur, is a graduate of Technology, Bombay and has a MBA from IIM-Calcutta. Presently, from Zarb School of Business, Hofstra postgraduate diploma in Business he is the CEO of R. Retail Ventures University, New York, USA. He is an avid Management from the Indian Institute Pvt Ltd, a Runwal Group & Warburg �� of Management, Kolkata with a Pincus joint venture. executive courses from various �� universities. His engagement at Kaya Mr. Dube brings over 34 years joined Asian Paints Limited in the year Skin Care (chain of Dermatology Clinics of experience working in diverse 1979 and has held various positions across India) from 2008 - 2011 gave consumer facing businesses ranging in decorative, industrial and chemical him an opportunity to gain holistic from FMCG to service industries such sales functions of the company. He �� became the Head of the Decorative launched a new business line “Soap Business in 2008 and served as the & family entertainment centres. He Opera” catering to the masstige and has worked in multiple geographies Managing Director and CEO of Asian luxury consumer segment. His passion Paints Limited until March 2020. ranging from India, Europe and for innovative product formulations the Middle East with a large MNC and the deep consumer insight was Mr. K. B. S. Anand is also an and family owned businesses. He instrumental in introducing the luxury Independent Director on the Board of brings a track record of managing range of skincare products called Tata Chemicals Limited and Borosil businesses in diverse environments, “PureSense” in 2016. Rishabh founded Limited. �� Sharrp Ventures - the Mariwala Family and corporate cultures. �� Mr. Dube was most recently the Sharrp Ventures is engaged in public CEO of Landmark Hospitality (part markets, private equity and start-ups. of Landmark Group) based in Dubai This experience has provided him great and prior to that, he led Unilever’s insight into India’s vibrant start-up operations in Central and Eastern space and immense learning about Europe. Before his stint in Europe, global best practices. Having undertaken he spent 23 years across Unilever, various responsibilities, Rishabh has Colgate Palmolive and Lakme Lever acquired overall entrepreneurial handsin India. on experience across all aspects of the business �� Corporate Strategy and Planning, Corporate Strategy and Planning, Entrepreneurship, Brand Building, New functional areas** Leadership, Entrepreneurship, Global Leadership, Entrepreneurship, Age Consumer Channel & Digital Skills, business & Consumer Understanding, Global business & Consumer Retail & Go To Market, M&A, Strategy and Brand Building, Retail & Go To Market, Understanding, Brand building, Investment Management and Corporate M&A, Strategy and Investment New Age Consumer Channel & Governance, Risk & Compliance. Management, Corporate Governance, Digital Skills, Retail & Go To Market, Risk & Compliance, Human Capital M&A, Strategy and Investment Management and Geographic, Gender Management, Financial & Accounting and cultural diversity. and Corporate Governance, Risk & Compliance

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

CHIEF EXECUTIVE OFFICER (CEO) DECLARATION

�� as well as all the employees of the Company. This Code of Conduct is available on the Company’s website.

�� with the Code of Conduct as adopted by the Company.

�� Regulations, 2015, as amended from time to time.

Saugata Gupta Managing Director & CEO (DIN: 05251806) Place: Mumbai Date: May 4, 2020

CHIEF EXECUTIVE OFFICER (CEO) AND CHIEF FINANCIAL OFFICER (CFO) CERTIFICATION

We hereby certify that:

�� to the best of our knowledge and belief:
(i) these statements do not contain any materially untrue statement or omit any material fact or contain results that might be misleading;
�� accounting standards, applicable laws and regulations.
(b) There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year, which are fraudulent or illegal or in violation of the Company’s code of conduct.
��
(d) We have indicated to the auditors and the Audit Committee:
��
��
��

�� pursuant to Regulation 17(8) read with Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Thank you.

Yours truly,

For Marico Limited

Saugata Gupta

��

(DIN: 05251806) Place: Mumbai Date: May 4, 2020

Vivek Karve

�� (DIN: 06840707) Place: Mumbai Date: May 4, 2020

Marico Limited Integrated Report 2019-20

157

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS

(Pursuant to Regulation 34(3) read with Schedule V Para C Clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)

To,

The Members Marico Limited 7th Floor, Grande Palladium 175, CST Road, Kalina Mumbai - 400 098.

I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Marico Limited �� Mumbai - 400 098 (hereinafter referred to as ‘the Company’), produced before me by the Company for the purpose of issuing �� Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

�� (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to me by the Company & its ��

==> picture [478 x 19] intentionally omitted <==

----- Start of picture text -----

Sr. No. Name of Director DIN Date of appointment in Company
----- End of picture text -----

Sr. No.	Name of Director	DIN	Date of appointment in Company
1.	Mr. Harsh Charandas Mariwala	00210342	13/10/1988
2.	Mr. Rajendra Kishore Mariwala	00007246	26/07/2005
3.	Mr. Nikhil Nirvan Khattau	00017880	18/07/2002
4.	Mr. Nagesh Satyanarayan Basavanhalli	00027595	16/07/2010
5.	Ms. Hema Ravichandar	00032929	26/07/2005
6.	Mr. Rishabh Harsh Mariwala	03072284	02/05/2017
7.	Mr. Saugata Gupta	05251806	01/04/2014
8.	Mr. Ananth Sankaranarayanan	07527676	26/06/2017
9.	Mr. SanjayMaheshchandra Dube	00327906	30/01/2020
10.	Mr. Rajeev Bakshi*	00044621	17/07/2003
11.	Mr. Kanwar Bir Singh Anand**	03518282	01/04/2020

term as an independent director ended on 31 March 2020.

��

Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of the ��

Dr. K R Chandratre

Practising Company Secretary

�� UDIN: F001370B000200228

Date : May 4, 2020 ��

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AUDITORS’ CERTIFICATE REGARDING COMPLIANCE OF CONDITIONS OF CORPORATE GOVERNANCE

CERTIFICATE ON COMPLIANCE WITH SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS), REGULATIONS, 2015 BY MARICO LIMITED RELATING TO CORPORATE GOVERNANCE REQUIREMENTS

I have examined compliance by Marico Limited (the Company) with the requirements under the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 (Listing Regulations) relating to corporate governance requirements for the year ended on 31 March 2020.

In my opinion and to the best of my information and according to the explanations given to me and the representation by the Directors and the management, I certify that the Company has complied with the conditions of Corporate Governance as stipulated in the Listing Regulations.

The compliance of conditions of Corporate Governance is the responsibility of the management of the Company. My examination was limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate Governance under the Listing Regulations. The examination is neither an audit nor ��

I state that no investor’s grievance is pending unresolved by the Company for a period exceeding one month against the Company as per the records maintained by the Stakeholders Relationship Committee.

��

Dr. K R Chandratre

Practising Company Secretary Date : May 4, 2020 �� UDIN: F001370B000200241

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159

ANNEXURE ‘D’

��

A. Conservation of Energy

Steps taken/impact on conservation of energy:
Your Company is committed to sustainable business practices by contributing to environment protection. Conservation of energy is a prime focus area for your Company. During the year, a host of initiatives were undertaken across the manufacturing locations to improve energy �� and fuel saving initiatives taken during FY2019-20 are outlined below.
Energy savings through replacement of vibro sieve separator with screen conveyor at Perundurai unit
Replacement of conventional AC with �� room at Perundurai unit
�� units
Removal of additional motors at Guwahati unit
Installation of Variable Frequency Drive (VFD) for various process and utility equipment’s across manufacturing locations
�� at Puducherry unit
Steps taken for utilising alternate sources of energy:
�� source for thermal energy requirements for process at Jalgaon, Perundurai and Puducherry units.
�� use of fossil fuels. At Baddi unit, the use of furnace oil has reduced by 69% from previous year. Further, 450kW solar roof-top project is implemented at Jalgaon unit and is expected generation from June 2020. At Perundurai unit, 84% of the electricity was procured from wind energy.
�� energy requirement in operations were met through renewable sources.
There are other projects in pipeline like solar roof-top at Perundurai and Sanand unit to further enhance the renewable percentage.
Capital investment on energy conservation equipment’s:

For the year under review, the capital investment on energy conservation projects was r 8.36 crores.

B. Technology Absorption

1. Research ands Development (R&D)

�� your Company:

In the past year, the R&D team directed their ��

Product development in Hair care, skin care and Foods
Male grooming
Functional foods
Packaging through design thinking

�� to build the product superiority and also the consciousness of creating value through cost management. With deeper and real consumer insights, we created a few hair care formats for Indian as well as international geographies with superior sensory �� products. We have renewed our focus on Bangladesh �� needs in hair oiling and launched several product appropriating the market requirement. New launches under the Nihar brand in Bangladesh have received good consumer response in the initial phases. The packaging innovations in Indian markets to show the �� being made to make Hair oil category richer in terms �� Baby care category in Bangladesh through in-house researched products.

Development teams participated in creating several initiatives to rationalise the cost without detracting �� undertaken on de-risking of commodities & developing products that are ‘designed to cost’. We have also focussed on male grooming category to create innovations to serve the evolving needs of the male consumers. We have realised the fact that the approach for the development of these new products (NPD) ��

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

gate process to meet the demands of the business. Several new creations were launched in the market with great packaging and with appropriate consumer �� on Aloe. We are now creating new formats to mitigate �� by lifestyle and environmental factors.

Advanced Research focussed on supporting the product development through creation of underlying �� basic understanding of hair & scalp biology & designing innovative diagnostics to communicate product �� on hair problems in holistic way so that we can manage ��

In edible oils, we continued our research on creating healthy solutions through innovative blends and we �� the health of heart through correcting prominent biomarker deviations. Importantly, we have also launched various lifestyle management formats under �� shake – meal replacements, Peanut butter, Protein soup. The journey will continue further this year.

Consumer Technical Insights function followed a new approach “Jobs to be done” to create deeper insights �� More time was spent on looking at the experience of the product at consumer end so to get realism in product designs. The approach has generated many ideas about the product formats, occasions and the value perceived by consumer. In the new world of tech savvy and informed consumers, growing competition, lowered brand loyalties and digital modes of retail emerging, the empathy based in-sighting model enables innovations ��

Our quest to premiumise our packaging to make it contemporary was met with good success after following the Design Thinking approach. The new way of designing packaging by making consumer a part of process has resulted stand out packaging which was rewarded handsomely in external forums. We have now incorporated 3R approach in the current and new designs so that we support the global movement of sustainability.

We have sharpened our focus on quality assurance �� We have moved from “quality for manufacturing” to Quality for consumers. We now wish to move further in ensuring the quality of our products to be intact under in-use conditions at consumer homes. Our Technical and Regulatory functions have played a pivotal role in creating Indian Consumer Centric Legislations. We have partnered with Government in several consumer and skill building initiatives.

�� 
Launch of new products – Nihar Natural Sarso Kesh Tel, Set Wet coloured Hair wax, Kaya Youth range Under eye gel/ Wipes, Nihar Gold Hair Oil, Livon Shake & Spray serum, Livon Serum Damaged Protect, Livon Cream for Curly hair, Set wet 2 in 1 Serum. Additionally, SkinPure & Just for Baby launch �� Kanjiyum /Madras Sambar, Fittify Hi Protein �� launched.
Strengthening knowledge of Hair Biology to create new actives for hair problems.
Increased capability in clinical studies leading to strong claim support for new products.

3. Technology absorption, adaptation and innovation

New technologies sourced from vendors, universities etc. were evaluated for implementation into Marico business needs. �� manufacturers & University experts were engaged to develop new products & deploy them at a faster �� & quicker conversion of ideas into products.

In foods, to improve the overall quality of Oats, unique RFT technology was implemented for �� industry.

The Company has not imported any technology during last three years reckoned from the beginning of FY 2019-20.

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161

ANNEXURE ‘D’ (Contd.)

��

The expenditure incurred on Research and Development:

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----- Start of picture text -----

Particulars As at As at
March 31, 2020 March 31, 2019
r in Crore r in Crore
(a) Capital 0.63 0.41
(b) Recurring 30.84 31.07
Total �� 31.48
As a % of revenues �� 0.53
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��

The details of Foreign exchange earnings and outgo during the period under review is as under:

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----- Start of picture text -----

Particulars As at As at
March 31, 2020 March 31, 2019
r in Crore r in Crore
Foreign Exchange earned 382.97 401.22
Foreign Exchange used 153.43 154.58
----- End of picture text -----

The expenditure above includes a capital expenditure of r 0.51 Crore (LY r 0.06 Crore) and a revenue expenditure of r 8.14 Crore (LY r 6.31 Crore) towards the edible oils and foods business of Your Company.

For Marico Limited

Place : Mumbai Harsh Mariwala Date : May 4, 2020 Chairman DIN : 00210342

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ANNEXURE ‘E’ TO THE BOARD’S REPORT

Disclosure on Corporate Social Responsibility (‘‘CSR’’)

I. A Brief Outline of the Company’s CSR Philosophy, including overview of projects or program proposed to be undertaken and the web-link to the CSR Policy and projects or programs.

Marico’s CSR Philosophy

�� ecosystem of which we are an integral part. We have a commitment towards our interdependent ecosystem of shareholders, consumers, associates, employees, Government, environment and society.

We believe that economic value and social value are �� cannot do this in isolation; it needs the support and participation of other constituents of the ecosystem. Sustainability comes from win-win partnerships in the ecosystem.

Marico’s CSR Policy is therefore anchored on this �� stakeholders to help them achieve their full potential. Pursuant to the requirements of Section 135 of the Companies Act, 2013 read with the Rules made thereunder, the Board of Directors of the Company at its meeting held on November 7, 2014 had adopted the CSR Policy, which was last amended by the Board of Directors at its meeting held on October 30, 2017. The salient features of the CSR Policy are as under:

CSR philosophy;
Key thrust areas for CSR contributions;
Governance: At CSR Team, CSR Committee and at Board level;
Mechanisms over CSR Expenditure & Budget and;
Monitoring & Impact Assessment of the CSR Programs.

The CSR policy can be accessed on https://marico.com/ india/investors/documentation/corporate-governance

�� qualify to be CSR for the purpose of the mandatory spend applicable to the companies. The CSR initiatives of Marico thus, for the purpose of such �� by the Company exclusively or predominantly to its

employees, shareholders, investors, creditors and business partners.

The CSR Pivots:

�� CSR activities under Schedule VII to the Companies Act, 2013, in order to build focus and have a more impactful �� include the following:

Education

�� indicators of social progress is education.

With purpose at its heart and commitment towards social progress, Nihar Shanti Amla, has been continuously strengthening its mission to impart quality education to underprivileged children across multiple states in India. Through its Nihar Shanti Pathshala Funwala and Educate Girls initiative millions of students are impacted. Technology, collaboration and scale forms the core pillars of our initiatives.

A) Nihar Shanti Paathshala Funwala

Mobile Paathshala: Mobile Paathshala platform has quality English language content designed �� Pratham. It is an IVR based learning platform available free-of-cost to students. The content and tonality are designed not just to make quality learning accessible but also improve the eventual learning outcomes.

Teacher Training Initiatives: Through our partnerships with Madhya Pradesh and Rajasthan Government we train Government school teachers in a unique teaching pedagogy enabling them to help children learn English using regional languages. In a novel approach, we leveraged technology to create a WhatsApp based system to provide access to quality training materials for ��

Digital Classrooms: Aimed at addressing the dearth of teachers in government schools, we equipped 20 government schools in Uttar Pradesh and Jharkhand to run live digital classes for English, Maths and Science anchored by volunteers remotely. 2000+ children undergo digital classes.

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ANNEXURE ‘E’ TO THE BOARD’S REPORT (Contd.)

Disclosure on Corporate Social Responsibility (‘‘CSR’’)

Virtual School: Enabling anytime, anywhere learning, virtual schools supplement school education with a personalised app-based, one to one solution– closely connecting the key stakeholders – students, teachers and parents. The curriculum is designed as per CBSE guidelines blended with activity-based learning approach. The initiative was extended as a scholarship under ‘Nihar Shanti Paathshala Funwala’ linked to child’s performance improvement. 2000+ students undergo virtual learning.

Impact: Through our various initiatives we have �� teachers and provided access to quality education 2 lakh+ students in FY20.

B) Partnering with Educate Girls

We have partnered with Educate Girls (EG), an NGO which provides quality education for �� public, private and community resources thus improving access to education and school quality and achieving behavioral, social and economic transformation for girls in India’s gender gap districts. The EG program model is focused on improving the Enrolment – Retention – Learning cycle of every child.

Impact: 79,391 children in Jhadol and Kotra blocks in Udaipur, Rajasthan.

Community Sustenance
�� Enabling higher and sustainable crop yield �� support and monitoring by our agronomists.
�� Training farmers to manage farms independently
�� Providing on call support through Parachute Kalpavriksha customer care.

�� Kalpavriksha program has cumulatively enrolled around 1.28 lac acres of farms and 21,043 farmers. Apart from the agronomists, Marico has also deployed jeep campaigns, launched toll free IVR system (Interactive Voice Response), deployed digital and social platforms (like Youtube, Facebook, Instagram etc.) for providing access to the digital farm care video library. All these channels enable us to reach many more coconut farmers. During the year 2019-20, around 68,000 coconut seedlings, were developed and distributed free to the farmers post the Gaja cyclone devastation to help revive the coconut plantation. Farmers were trained to produce their own seedlings. Further, 165 farmers were trained on best farm practices at the Parachute Kalpavriksha Knowledge Centre and 9,550 farmers enrolled in the programme covering 53,423 acres of land.

Impact: Farms that have completed more than a year with Parachute Kalpavriksha have delivered 15% increase in yield.

B) WATER STEWARDSHIP

Community Sustenance refers to Marico’s belief in giving back to the society by working in a sustainable manner in and around the communities where Marico is present. The three key pillars of Community Sustenance are Parachute Kalpavriksha (Program for the coconut farming community), Water Stewardship Program and Community Development .

A) Parachute Kalpavriksha program

Marico, through the Parachute Kalpavriksha Foundation �� Company, strives to create sustainable livelihood and enhanced earning potential for the coconut farmer community using technical knowledge, innovation and transformative actions. The program is focused on:

Marico believes that it is important to integrate sustainability into our core purpose which is to �� the ecosystem to create a sustainable and inclusive growth for all. Our “Water stewardship program” addresses water security challenges in low rain fed areas and in areas around our workplaces and �� management of water. A parallel aim is also to replenish water back to the community more than that Marico uses for its operations through capacity creation. This includes – dam desilting, farm ponds construction, community awareness programs to promote water conservation, rainwater harvesting ��

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STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

i) Dam Desilting

During the year 2019-20, Marico adopted Jalgaon district in Maharashtra to carry out water secuirity iniciatives and successfully completed the de-silting activity which resulted towards water capacity creation of 520 million litres across Jalgaon district under the “Galmukt Dharan Galyukt Shivar” (Silt-free dam and silt-enriched farm) Yojana (Scheme) of the Govt. of Maharashtra. This initiative resulted in expansion of the water storage capacity of the dam while helping farmers improve land fertility with the excavated silt.

518,623 m[3] – 520 million litres – 786 farmer families �� increase in dam storage �� capacity

ii) Farm Ponds

In FY 20, Marico completed the construction of additional 93 farm ponds in Tamil Nadu and 2 Farm ponds at Pondicherry with an overall storage capacity of 121 million litres. This initiative was undertaken as part of a tri-partite arrangement with a NGO and the farmer community. The initiative, �� farmer families by making water available to them to meet both agricultural as well as domestic needs.

Marico have created total water storage potential of around 1,370 million litres through desilting of 78 water bodies and constructed 258 farm ponds across Maharashtra, Karnataka, Tamil Nadu, and Pondicherry till date. Going forward, Marico will rejuvenate more than 50 water bodies through expansion of Jalashay project in Bulandshahar region of Madhya Pradesh, Balrampur district of Uttar Pradesh and Barmer district of Rajasthan. More than 100 community engagement programs will be organised to drive importance of minimising wastage of water. We have partnered with NGOs for all the above three states -‘Society for Development Alternative’, ‘PANI’ and ‘Dhara Sansthan’ respectively. By the end of FY 2021 we aim to touch the lives of more than 50 thousand

families including more than 1000 farmers who �� Thousands of local community members will get water for their basic needs. Our Jalashay program will support more than 1,000 families of Barmer district of Rajasthan with water availability in their villages which will spare them from walking miles to just get a bucket of water. In addition to this we have committed to capacity creation of 200 million litres in Tamil Nadu.

C) Community initiatives – Marico’s contributions in and around where we operate

Our community initiatives are focused in and around the communities where we operate in. �� for the year based on the need of neighbouring ��

Some of the areas in which we support are:

�� Education – Infrastructural support, Wellness program, Skill building, Support to underprivileged students
�� Health and Hygiene – Cleanliness drive, Blood ��
�� and in consultation with local administration
�� Water and Environment – Rain-water harvesting, Check dams, Dam desilting, Energy Conservation, Renewable energy.

Impact:

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----- Start of picture text -----

Cause ��
Disaster Relief 7,770
Health & Hygiene 3,004
Water Conservation 7,860
Education / Skill Building 2,336
Environment 1,600
Others 2,305
Total 24,875
----- End of picture text -----

�� Healthcare

�� creating a Heart Healthy India. The brand has led many initiatives consistently over the years, to educate consumers on the importance of taking

Marico Limited Integrated Report 2019-20

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ANNEXURE ‘E’ TO THE BOARD’S REPORT (Contd.)

Disclosure on Corporate Social Responsibility (‘‘CSR’’)

�� and healthier lifestyle at a young age.

A) SNF@ School

�� Nutritious Food @School), a school contact program along with the Food Safety and Standards Authority of India (FSSAI) on nutrition and food safety. The program creates awareness amongst school students, teachers and parents alike on use �� over 80,000 students till date.

Impact: 84 school activations were completed with Magic box kits placed in 70 schools. 23 audits were completed for Eat Right Canteen ��

B) Eat Right Movement- Campuses and Street Hubs

�� a plethora of FSSAI initiatives in addition to continuing with the SNF@School programme. Some such initiatives undertaken during the year are:

i) Eat Right Campus

This year’s endeavour was to spread our reach beyond school students by targeting large campuses and certifying them as Eat Right Campuses by FSSAI. The program aimed to cover 10 campuses in Gujarat and Maharashtra. With the support of Gujarat �� also supporting hygiene rating audits for 30 other campus Food Business Operators in the state of Gujarat to assess and improve the quality of food served in the premises.

Estimated Impact – Over 350,000 visitors coming to these campuses.

ii) Clean Street Food Hubs

�� FSSAI and local Food and Drug Administration authorities of the states to cover public eating places i.e. street food hubs, for improving

their condition with respect to hygiene and sanitation. We aimed to certify 10 street food hubs as Clean Street Food Hubs in Gujarat, Maharashtra and Tamil Nadu and completed �� under progress due to COVID-19 situation.

Estimated Impact – Over 500,000 consumers ��

iii) Eat Right Mela –

�� 11[th] National �� to raise awareness on eating right.

Estimated Impact – Around 20,000 people connected at Eat Right Mela.

� National Disaster Relief

Extending our support to unprecedented events in the country, we make direct or indirect contributions during national emergencies – across a variety of causes. Be it natural disasters or humanitarian relief, we proactively extend a helping hand.

In FY20, we made monetary contribution of R 15 lacs to Goonj towards rehabilitation of �� and R��

� Fostering Innovation

Marico Innovation Foundation (MIF) aims to nurture innovation in India across sectors.

Scale-Up Program

Marico believes that innovation will drive the next growth revolution in India. Keeping in line that belief, MIF’s Scale-Up Program is a 360-degree, sector-agnostic growth program for innovations in India. It is focused on scaling innovative �� and structured guidance to resolve critical business challenges with the help of functional / subject matter experts (mentors) from within Marico as well as external industry leaders. While �� growth in the last decade, Scale-Up Program anchored by MIF plugs the gap in operational capabilities and builds capacity within the Startup community for rapid operational scale.

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Program highlights for FY 2019-20:

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----- Start of picture text -----

Particulars Impact
Total # of organisations worked with during FY20 18
# of active organisations (as of end of FY20) 12
# of challenges closed 11
# of mentors engaged 32
Total # of mentor hours spent 344
----- End of picture text -----

MIF has helped innovative organisations solve below mentioned business challenges in FY 2019-20:

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----- Start of picture text -----

MIF has helped innovative organisations solve the below mentioned business challenges in FY 2019-20:
# Organisation Category Challenge Impact
----- End of picture text -----

MIF has helped innovative organisations solve the below mentioned business challenges in FY 2019-20:	MIF has helped innovative organisations solve the below mentioned business challenges in FY 2019-20:	MIF has helped innovative organisations solve the below mentioned business challenges in FY 2019-20:	MIF has helped innovative organisations solve the below mentioned business challenges in FY 2019-20:	MIF has helped innovative organisations solve the below mentioned business challenges in FY 2019-20:
#	Organisation	Category	Challenge	Impact

1	Y-Cook [Ready-to- eat food tech]	Business	�� process	OEE improvement from 65% to 78%
			Packaging: launch of 3 new SKUs	Designed packaging for three crucial SKUs
2	Atomberg Technologies [IoT enabled electronics]	Business	Distribution: set up 4 regional warehouses PAN India	Reduced transit times by 30%
			Sales IT: set up salesforce automation and IT systems	Visibility of secondary sales and targeted ASM sales planning
			Retail sales training: set up standard retail sales training mechanisms	90% reduction in escalations
3	S4S Technologies [Farm-level solar dryer]	Business	Procurement: developed a procurement �� and sales functions	Estimated annual savings of over R2 Crores
			Fund raising: co-created funding pitch, ��	Raised grant funding from Shell Foundation
			Financial controls, systems: set up systems, processes and controls	Obtaining 5% duty drawback; tax structure to release capital
4	BOHECO [Hemp based food]	Business	��	43% reduction in transport cost with 0% damage in transit
5	Innaumation Medical Devices [Voice prosthesis]	Social	Distribution: devised a sales and distribution plan to initiate ��	�� function without intermediaries, �� to patient. The new model has provided voice to over 100 throat cancer patients in just 2 months
6	Ecolibrium [Predictive IoT solutions]	Business	�� 4 unexplored critical industries (cement, breweries, etc.), pivoted from international focus to expanding Indian market share	Inroads with 4 large Indian business houses

#Innovate2Beat COVID

With an aim to support our medical infrastructure, Marico Innovation Foundation launched a unique, nationwide platform called #Innovate2BeatCOVID. It invited med-tech entrepreneurs, corporates and innovators to share �� to combat short supply of ventilators, personal protective equipment and other respiratory solutions that can aid the medical fraternity. Marico Innovation Foundation along with the A.T.E. Chandra Foundation and Harsh Mariwala in �� R 2.5 Crores to the most impactful innovations. The challenge has received an overwhelming response already with 600+ relevant proposals.

Innovation Book

In January 2020, MIF published its second book called ‘7 Sutras of Innovation’. The book brings out business insights of scaling up journey of 8 past Innovation for India Award winners. The book has sold almost 3,500 copies within 2 months of its release.

MIF InnoWin and Talkies

Harnessing the power of digital media, MIF continues to create awareness about innovations that are truly transforming lives, communities and businesses. Thus, MIF infuses innovation in the �� leadership platforms - e-newsletter InnoWin and digital video series MIF Talkies.

II Composition of the CSR Committee:

The composition of the CSR Committee has been disclosed in the Corporate Governance Report.

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167

ANNEXURE ‘E’ TO THE BOARD’S REPORT (Contd.) Disclosure on Corporate Social Responsibility (‘‘CSR’’)

8	Amount spent: Direct or through implementing agency*	Through Implementing agency: Marico Innovation Foundation.	Through Implementing agency: Marico Innovation Foundation.																			Through Implementing agency: Marico Innovation Foundation.
7	Cumulative �� the reporting period (Amount inR)	4,297,754	-	-													-					11,236,992
6	Amount spent on the projects or programs subheads: (1) Direct �� or programs (2) Overheads (Amount inR)	116,475																				2,116,559
5	Amount outlay (budget) project or Program wise (Amount inR)	281,548																				1,518,000
4	Projects or programs: (1) Local area or other (2) Specify the State and district where projects or Programs was undertaken	MIF Scale Up Program	Current Projects	Mumbai, Maharashtra	Bangalore, Karnataka	Mumbai and Aurangabad, Maharashtra	Bangalore, Karnataka	Mumbai, Maharashtra	��	Ahmedabad, Gujarat	Mumbai, Maharashtra	Bangalore, Karnataka	Ahmedabad, Gujarat	Mumbai, Maharashtra	Bangalore, Karnataka	��	Bangalore, Karnataka	Lucknow, Uttar Pradesh	Mumbai, Maharashtra	Bangalore, Karnataka	Mumbai, Maharashtra	Pan India
3	Sector in which the project is covered			Promoting education and ensuring environmental sustainability	Promoting environmental sustainability	Promoting education and Healthcare	Promoting education	Promoting education and Healthcare	Promoting Healthcare	Promoting environmental sustainability	Promoting Healthcare	Promoting Healthcare	Promoting Healthcare	Promoting education, healthcare and ensuring environmental sustainability	Promoting education and Healthcare		Promoting education and ensuring environmental sustainability	Promoting environmental sustainability	Promoting Healthcare	Promoting Healthcare	Promoting education and conservation of natural resources	Promoting education
2	CSR project or activity ��			Atomberg	Y Cook	S4S Technologies	Niki.ai	BOHECO	Agatsa	Ecolibirum	St. Jude	Innaumation	Torch-it	Swades Foundation	Stellapps		OpenApp	��	Nap Nap Mats	Rise Legs	Ekam Eco Solutions	Thought Leadership
1	Sr. No.	1		a	b	c	d	e	f	g	h	i	j	k	l		a	b	c	d	e	2

168

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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----- Start of picture text -----

8
Amount spent:
Direct or through implementing agency
Foundation. Foundation. Synergie Institute of Trade Commerce and Industry, Evidyaloka, Avileen Academic Services Pvt. Ltd. PANI, Dharasansthan & Society for development alternatives
) R
7 period 1,386,090 Through Implementing agency: Marico Innovation 1,437,491 Through Implementing agency: Marico Innovation 15,483,346 117,600,000 Through Implementation Agency: Educate Girls 193,700,000 Through Implementation Agency: LeapForWord, 311,300,000 - 140,715,179 Direct 140,715,179 - 120,100,000 Direct & Parachute Kalpavriksha Foundation 53,640,796 Through implementation Agency - Anulom, 20,409,676 194,150,472 -
Cumulative the reporting (Amount in
��
)
R
865,837 1,437,491 4,536,363 25,000,000 50,016,931 75,016,931 4,596,651 4,596,651 54,941,022 28,078,478 9,794,784 92,814,284
6
or programs (2)
Amount spent on the projects or programs subheads: (1) Direct
�� Overheads (Amount in
) R -
5
1,265,000 3,064,548 25,000,000 50,000,000 74,500,000 5,000,000 5,000,000 55,590,200 26,750,000 7,585,000 89,925,200
Amount outlay (budget) project or Program wise (Amount in
4
Projects or programs: (1) Local area or other (2) Specify the State and district where projects or Programs was undertaken Pan India Pan India Uttar Pradesh, Rajasthan Uttar Pradesh, Madhya Pradesh, Rajasthan, Jharkhand Maharashtra, Gujarat, Chandigarh, Tamil Nadu Karnataka, Kerala, Tamil Nadu, Andhra Pradesh Maharashtra, (Jalgaon) Tamil Nadu, Madhya Pradesh( Bundelkhand region), Uttar Pradesh (Balrampur district), Pondicherry Acroos Marico factory - Pan India
3
covered
Sector in which the project is
Promoting Education Promoting Education Promoting education Promoting education Promoting Healthcare Livelihood enhancement Water Steward Program: - Jalashay through Desilting water bodies & Farm pond creation Flood relief, Health & Hygiene, Environment
2
��
CSR project or activity
Innovation Book Mass Innovation Educate Girls (EG) Pathshala Funwala Initiative 1) Teacher Training 2) Mobile Pathshala 3) Digital Classroom 4) Virtual School �� Eat Right @ Schools Eat Right @ Campus Clean Street Food Hubs Farmer Development Sustainability Community Initiatives
1 Sr. No. 3 4 TOTAL (A) (B) Education 1 2 TOTAL (B) (C) Healthcare 1 TOTAL (C) (D) Community Sustenance 1 2 3 TOTAL (D) (E) Other Initiatives
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Marico Limited Integrated Report 2019-20

169

ANNEXURE ‘E’ TO THE BOARD’S REPORT (Contd.) Disclosure on Corporate Social Responsibility (‘‘CSR’’)

Disclosure on Corporate Social Responsibility (‘‘CSR’’)	Disclosure on Corporate Social Responsibility (‘‘CSR’’)	Disclosure on Corporate Social Responsibility (‘‘CSR’’)	Disclosure on Corporate Social Responsibility (‘‘CSR’’)	Disclosure on Corporate Social Responsibility (‘‘CSR’’)	Disclosure on Corporate Social Responsibility (‘‘CSR’’)	Disclosure on Corporate Social Responsibility (‘‘CSR’’)
1 2 3 4 5 6 7 8 Sr. No. CSR project or activity �� Sector in which the project is covered Projects or programs: (1) Local area or other (2) Specify the State and district where projects or Programs was undertaken Amount outlay (budget) project or Program wise (Amount inR) Amount spent on the projects or programs subheads: (1) Direct �� or programs (2) Overheads (Amount inR) Cumulative �� the reporting period (Amount inR) Amount spent: Direct or through implementing agency 1 JSW Initiative for Sports Training to promote sports Bangalore, Karnataka for wrestlers across the country 2,500,000 2,500,000 10,000,000 Direct 2 Calamity Led Initiative Assam Flood Relief & Odisha Cyclone Assam, Odisha 6,700,000 5,074,727 19,109,960 Direct TOTAL (E) 9,200,000 7,574,727 29,109,960 - (G) TOTAL CSR SPEND (A)+(B)+(C)+(D)+( E) 181,689,748 184,538,956 690,758,957 - �� 9,084,487 9,226,948 34,537,948 - TOTAL CSR SPEND (G)+(H) 190,774,235 193,765,904 725,296,905 �� �� of the Company.* Place : Mumbai Saugata Gupta B. S. Nagesh Date : May 4, 2020 Managing Director & CEO Chairman of the CSR Committee (DIN: 05251806) (DIN: 00027595)
8	Amount spent: Direct or through implementing agency* Direct	Direct	-	-	-
7	Cumulative �� the reporting period (Amount inR) 10,000,000	19,109,960	29,109,960	690,758,957	34,537,948	725,296,905
6	Amount spent on the projects or programs subheads: (1) Direct �� or programs (2) Overheads (Amount inR) 2,500,000	5,074,727	7,574,727	184,538,956	9,226,948	193,765,904
5	Amount outlay (budget) project or Program wise (Amount inR) 2,500,000	6,700,000	9,200,000	181,689,748	9,084,487	190,774,235
4	Projects or programs: (1) Local area or other (2) Specify the State and district where projects or Programs was undertaken Bangalore, Karnataka for wrestlers across the country	Assam, Odisha	TOTAL (E)	(G) TOTAL CSR SPEND (A)+(B)+(C)+(D)+( E)	��	TOTAL CSR SPEND (G)+(H)
3	Sector in which the project is covered Training to promote sports	Assam Flood Relief & Odisha Cyclone
2	CSR project or activity �� JSW Initiative for Sports	Calamity Led Initiative
1	Sr. No. 1	2

170

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

ANNEXURE ‘F’ TO THE BOARD’S REPORT

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN

��

Pursuant to Section 92(3) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management & Administration) Rules, 2014.

I. REGISTRATION & OTHER DETAILS:

a	CIN	L15140MH1988PLC049208
b	Registration Date	October 13, 1988
c	Name of the Company	Marico Limited
d	Category/Sub-category of the Company	Company Limited by Shares/Non-Govt Company
e	��	7thFloor, Grande Palladium, 175, CST Road, Kalina, �� Tel: (+91-22) 6648 0480 Fax: (+91-22) 2650 0159 Website: www.marico.com E-mail address: [email protected]
f	Whether listed company	Yes
g	Details of the Stock Exchanges where shares are listed	BSE Limited (BSE) : 531642 The National Stock Exchange of India Limited (NSE): MARICO
h	Name, Address & contact details of the Registrar & Transfer Agent, if any.	Link Intime India Private Limited C 101, 247 Park, L B S Marg, Vikhroli West, Mumbai 400 083 Tel: (+91-22) 49186000 Fax: (+91-22) 49186060 Website: www.linkintime.co.in E-mail address: [email protected]

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of the company

Sl. No.	Name & Description of main products/services	NIC Code of the Product /service	% to total turnover of the company
a	Edible Oils	10402	65
b	Hair Care	20236	30

Marico Limited Integrated Report 2019-20

171

ANNEXURE ‘F’ TO THE BOARD’S REPORT (Contd.)

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

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Sl. Name & Address of the Company CIN/GLN Holding/ % of Applicable Section
No. Subsidiary/ Shares Held
Associate Company
1 Marico Bangladesh Limited (MBL) NA Subsidiary 90% 2(87)(ii)
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Sl. No. 1	Name & Address of the Company Marico Bangladesh Limited (MBL)	CIN/GLN NA	Holding/ Subsidiary/ Associate Company Subsidiary	% of Shares Held 90%	Applicable Section 2(87)(ii)
	House-1, Road-1, Sector-1, Uttara, Dhaka-1230, Bangladesh
2	Marico Middle East FZE (MME) ��	NA	Subsidiary	100%	2(87)(ii)
3	Marico South Africa Consumer Care (Pty) Limited (MSACC) Units 1-5, Site 2 East, Riverside Business Park, 74 Prince Umhlangane Road, Avoca, Durban, 4051	NA	Subsidiary	100%	2(87)(ii)
4	Marico South Africa (Pty) Limited (MSA) Units 1-5, Site 2 East, Riverside Business Park, 74 Prince Umhlangane Road, Avoca, Durban, 4051	NA	Subsidiary	100% through MSACC	2(87)(ii)(a)
5	Marico South East Asia Corporation (MSEA) No. 3, Road 5, Song Than 1 Industrial Zone, Di An Town, Binh Duong province, Vietnam	NA	Subsidiary	100%	2(87)(ii)
6	Marico Consumer Care Limited (MCCL) �� Mumbai - 400 098, Maharashtra	U24233MH2012PLC229972	Subsidiary	100%	2(87)(ii)
7	Halite Personal Care India Private Limited (A Company under Voluntary Liquidation) �� Mumbai - 400 098, Maharashtra	U24240MH2011PTC239427	Subsidiary	100% through MCCL	2(87)(ii)(a)
8	Marico Innovation Foundation (MIF) �� Mumbai - 400 098, Maharashtra	U93090MH2009NPL193455	Subsidiary	Section 8 Company limited by Guarantee with no Share Capital	2(87)(i)
9	MBL Industries Limited (MBLIL) House-1, Road-1, Sector-1, Uttara, Dhaka-1230, Bangladesh	NA	Subsidiary	100% through MME	2(87)(ii)(a)
10	MEL Consumer Care S.A.E (MELCC) Building 3,Section 1141, 34, IBAD Elrahman Street,Masaken ��	NA	Subsidiary	100% through MME	2(87)(ii)(a)
11	Marico Egypt For Industries S.A.E. (MEIC) Building 3,Section 1141, 34, IBAD Elrahman Street,Masaken ��	NA	Subsidiary	100% through MELCC	2(87)(ii)(a)
12	Egyptian American Investment and Industrial Development Company S.A.E (EAIIDC) Building 3, Section 1141, 34, IBAD Elrahman Street, Masaken Sheraton, ��	NA	Subsidiary	100% through MME	2(87)(ii)(a)
13	Marico Malaysia Sdn. Bhd. (MMSB) Room A, Ground Floor, Lot 7, Block F, Saguking Commercial Building, Jalan Patau 87000, Labuan F.T. Malaysia	NA	Subsidiary	100% through MME	2(87)(ii)(a)
14	Marico for Consumer Care Products SAE (Erstwhile MEL Consumer Care & Partners - Wind) Building 3, Section 1141, 34, IBAD Elrahman Street, Masaken Sheraton, ��	NA	Subsidiary	100% through MELCC	2(87)(ii)(a)
15	Parachute Kalpavriksha Foundation (PKF) �� Mumbai - 400 098, Maharashtra	U93090MH2018NPL318842	Subsidiary	Section 8 Company limited by Guarantee with no Share Capital	2(87)(i)
16	Marico Lanka (Private) Limited 36-3/1, Haig Road, Bambalapatiya, Colombo – 04, Sri Lanka	NA	Subsidiary	100%	2(87)(ii)
17	Zed Lifestyle Private Limited (Zed) �� Chambers, C. G. Road, Navrangpura, Ahmedabad - 380009, Gujarat	U74999GJ2016PTC091839	Associate	45.00%	2(6)
18	�� 301, Adhyaru Industrial Estate, Sun Mill Compound, Lower Parel, Mumbai -400013, Maharashtra	U85100MH2014PTC260237	Associate	29.44%	2(6)
19	Hello Green Private Limited ��th- 8thFloor, Time Square CTS No 349, 349/1, Weastern Express Highway, Andheri (East) Mumbai - 400069, Maharashtra	U55204MH2019PTC333279	Associate	25.79%	2(6)

172

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

IV. SHAREHOLDING PATTERN (Equity Share capital Break up as% to total Equity) (i) Categorywise Shareholding

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Category of Shareholders No. of Shares held at the beginning No. of Shares held at the end % change
of the year (As on 01.04.2019) of the year (As on 31.03.2020) during the year
Demat Physical Total % Demat Physical Total %
of Total Shares of Total Shares
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A. Promoters
(1) Indian
a) Individual/HUF	750,633,240	-	750,633,240	58.15	749,308,240		749,308,240	58.04	-0.11
b) Central Govt./ State Govt.	-	-	-	-	-	-	-	-	-
c) Bodies Corporate	18,297,000	-	18,297,000	1.42	18,297,000	0	18,297,000	1.42	0.00
d) Bank/FI	-	-	-	-	-	-	-	-	-
e) Any other	-	-	-	-	-	-	-	-	-
SUB TOTAL:(A) (1)	768,930,240	-	768,930,240	59.57	767,605,240	0	767,605,240	59.46	-0.11
(2) Foreign
a) NRI- Individuals	1,800,000	-	1,800,000	0.14	1,800,000	0	1,800,000	0.14	0.00
b) Other Individuals	-	-	-	-	-	-	-	-	-
c) Bodies Corp.	-	-	-	-	-	-	-	-	-
d) Banks/FI	-	-	-	-	-	-	-	-	-
e) Any other	-	-	-	-	-	-	-	-	-
SUB TOTAL (A) (2)	1,800,000	-	1,800,000	0.14	1,800,000	0	1,800,000	0.14	0.00
Total Shareholding of Promoter	770,730,240	0	770,730,240	59.71	769,405,240	0	769,405,240	59.60	-0.11
(A)= (A)(1)+(A)(2)
B. PUBLIC SHAREHOLDING
(1) Institutions
a) Mutual Funds	54,155,668	0	54,155,668	4.20	50,252,349	0	50,252,349	3.89	-0.30
b) Banks/FI	1,395,683	0	1,395,683	0.11	18,862,949	0	18,862,949	1.46	1.35
c) Central Govt/State Govt.	2,186,707	0	2,186,707	0.17	3,012,525	0	3,012,525	0.23	0.06
d) Venture Capital Fund	-	-	-	-	-	-	-	-	-
e) Insurance Companies	14,292,384	0	14,292,384	1.11	66,890,658	0	66,890,658	5.18	4.07
f) FIIs	-	-	-	-	-	-	-	-	-
g) Foreign Venture Capital Funds	-	-	-	-	-	-	-	-	-
h) Foreign Portfolio Investor	342,850,860	9,000	342,859,860	26.56	29,295,6727	5,000	29,296,1727	22.69	-3.87
(Corporate)
i) Others (specify)	-	-	-	-	-	-	-	-	-
Foreign Bank	6,000		6,000	0.00	6,000	0	6,000	0.00	0.00
Alternate Investment Funds	708,155	-	708,155	0.05	638,184	0	638,184	0.05	-0.01
SUB TOTAL (B)(1):	415,595,457	9,000	415,604,457	32.20	432,619,392	5,000	432,624,392	33.51	1.31

Marico Limited Integrated Report 2019-20

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ANNEXURE ‘F’ TO THE BOARD’S REPORT (Contd.)

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(2) Non Institutions
a) Bodies corporates
i) Indian	41,105,689	68,000	41,173,689	3.19	12,232,117	48,000	12,280,117	0.95	-2.24
ii) Foreign	-	-	-	-	-	-	-	-	-
b) Individuals
i) Individual shareholders	37577891	885,024	38,462,915	2.98	49,758,425	708,364	50,466,789	3.91	0.93
holding nominal share capital
upto r 1 lakh
ii) Individuals shareholders	9,905,637	-	9,905,637	0.77	10,246,474	0	10,246,474	0.79	0.03
holding nominal share capital in
excess of r 1 lakh
c) NBFCs registered with RBI	83,378	-	83,378	0.01	138,100	0	138,100	0.01	0.00
d) Trust Employee	170	-	170	0.00	6,697	0	6,697	0.00	0.00
e) Others (specify)
1. NRI	4,051,660	-	4,051,660	0.31	5,433,378	4	5,433,382	0.42	0.11
2. Clearing member	2,181,076	-	2,181,076	0.17	1,084,398	0	1,084,398	0.08	-0.08
3. Trusts	6,014,874	-	6,014,874	0.47	6,535,029	0	6,535,029	0.51	0.04
4. HUF	1,551,905	-	1,551,905	0.12	1,730,714	0	1,730,714	0.13	0.01
5. IEPF	15,527	-	15,527	0.00	40,246	0	40,246	0.00	0.00
6. Foreign Portfolio Investor	4,720	-	4,720	0.00	4,720	0	4,720	0.00	0.00
(Individual)
SUB TOTAL (B)(2):	102,492,527	953,024	103,445,551	8.01	87,210,298	756,368	87,966,666	6.81	-1.20
Total Public Shareholding	518,087,984	962,024	519,050,008	40.21	519,829,690	761,368	520,591,058	40.32	0.11
(B)= (B)(1)+(B)(2)
C. Non Promotor - Non Public
1. Shares held by Custodian	-	-	-	-	-	-	-	-
for GDRs & ADRs
��	1084150	-	1,084,150	0.08	1,021,790	0	1,021,790	0.08	0.00
SEBI (Share Based Employee
��
Grand Total (A+B+C)	1,289,902,374	962,024	1,290,864,398	100.00	1,289,234,930	761,368	1,291,018,088	100.00	0.00

174

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

(ii) & (iii) Shareholding of Promoters & Changes in Promoters’ shareholding

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Sl. Name Shareholding at the beginning Date No. of Shares Reason Cumulative Shareholding
No (01.04.2019)/end of the (Increase/ Decrease during the year
year(31.03.2020) in shareholding) (01.04.2019 to 31.03.2020)
No.of Shares % of total No.of % of total
shares of Shares shares of
the company the Company
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Sl. No	Name	Shareholding at the beginning (01.04.2019)/end of the year(31.03.2020)	Shareholding at the beginning (01.04.2019)/end of the year(31.03.2020)	Date	No. of Shares (Increase/ Decrease in shareholding)	Reason	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)
		No.of Shares	% of total shares of the company				No.of Shares	% of total shares of the Company
1	Harsh Mariwala with Kishore Mariwala (For Valentine Family Trust)	148,459,200	11.50	1-Apr-19	-	No Change during the year	148,459,200	11.50
		148,459,200	11.50	31-Mar-20	-		148,459,200	11.50
2	Harsh Mariwala with Kishore Mariwala (For Aquarius Family Trust)	148,446,200	11.50	1-Apr-19	-	No Change during the year	148,446,200	11.50
		148,446,200	11.50	31-Mar-20	-		148,446,200	11.50
3	Harsh Mariwala with Kishore Mariwala (For Taurus Family Trust)	148,465,000	11.50	1-Apr-19	-	No Change during the year	148,465,000	11.50
		148,465,000	11.50	31-Mar-20	-		148,465,000	11.50
4	Harsh Mariwala with Kishore Mariwala (For Gemini Family Trust)	148,460,600	11.50	1-Apr-19	-	No Change during the year	148,460,600	11.50
		148,460,600	11.50	31-Mar-20	-		148,460,600	11.50
5	The Bombay Oil Private Limited	18,297,000	1.42	1-Apr-19	-	No Change during the year	18,297,000	1.42
		18,297,000	1.42	31-Mar-20	-		18,297,000	1.42
6	Mr. Harsh Mariwala	32,102,900	2.49	1-Apr-19	-	-	32,102,900	2.49
		-	-	13-Sep-20	2,000,000	Gift to Trusts	30,102,900	2.33
		-	-	27-Sep-20	2,000,000		28,102,900
		28,102,900	2.18	31-Mar-20	-	-	28,102,900	2.18
7	Mrs. Archana Mariwala	23,444,100	1.82	1-Apr-19	-	-	23,444,100	1.82
				13-Sep-19	3,400,000	Gift to Trusts	20,044,100	1.55
				27-Sep-19	3,400,000		16,644,100	1.29
		16,644,100	1.29	31-Mar-20	-		16,644,100	1.29
8	Ms. Rajvi Mariwala	28,408,000	2.20	1-Apr-19	-	No Change during the year	28,408,000	2.20
		28,408,000	2.20	31-Mar-20	-		28,408,000	2.20
9	Mr. Rishabh Mariwala	24,976,500	1.93	1-Apr-19	-	No Change during the year	24,976,500	1.93
		24,976,500	1.93	31-Mar-20	-		24,976,500	1.93
10	Mrs. Preeti Gautam Shah	1,800,000	0.14	1-Apr-19	-	No Change during the year	1,800,000	0.14
		1,800,000	0.14	31-Mar-20	-		1,800,000	0.14
11	Mrs. Pallavi Jaikishen	1,832,000	0.14	1-Apr-19	-	No Change during the year	1,832,000	0.14
		1,832,000	0.14	31-Mar-20	-		1,832,000	0.14
12	Mrs. Malika Chirayu Amin	1,800,000	0.14	1-Apr-19	-	No Change during the year	1,800,000	0.14
		1,800,000	0.14	31-Mar-20	-		1,800,000	0.14
13	Mr. Kishore Mariwala	2,443,200	0.19	1-Apr-19	-	-	2,443,200	0.19
		-	-	10-May-19	2000	Gifts to Trusts	2,441,200	0.19
		2,441,200	0.19	31-Mar-20			2,441,200	0.19
14	Mrs. Hema Mariwala	7,679,480	0.59	1-Apr-19	-	No Change during the year	7,679,480	0.59
		7,679,480	0.59	31-Mar-20	-		7,679,480	0.59
15	Mr. Rajendra Mariwala	5,532,900	0.43	1-Apr-19	-	-	5,532,900	0.43
				20-Aug-19	250,000	Open Market Sale	5,282,900	0.41
				27-Aug-19	250,000		5,032,900	0.39
				13-Sep-19	500,000		4,532,900	0.35
				25-Sep-19	500,000		4,032,900	0.31
		4,032,900	0.31	31-Mar-20			4,032,900	0.31

Marico Limited Integrated Report 2019-20

175

ANNEXURE ‘F’ TO THE BOARD’S REPORT (Contd.)

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Sl. No	Name	Shareholding at the beginning (01.04.2019)/end of the year(31.03.2020)	Shareholding at the beginning (01.04.2019)/end of the year(31.03.2020)	Date	No. of Shares (Increase/ Decrease in shareholding)	Reason	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)
		No.of Shares	% of total shares of the company				No.of Shares	% of total shares of the Company
16	Mrs. Anjali Mariwala	7,414,700	0.57	1-Apr-19	-	-	7,414,700	0.57
				27-Sep-19	404,828		7,009,872	0.54
				30-Sep-19	95,172		6,914,700	0.54
		6,914,700	0.54	31-Mar-20			6,914,700	0.54
17	Dr. Ravindra Mariwala	13,954,540	1.08	1-Apr-19	-	-	13,954,540	1.08
				23-Aug-19	50,000	Inter se transfer	14,004,540	1.08
				20-Sep-19	400,000		14,404,540	1.12
		14,404,540	1.12	31-Mar-20	-	-	14,404,540	1.12
18	Mrs. Paula Mariwala	7,189,100	0.56	1-Apr-19	-	-	7,189,100	0.56
				23-Aug-19	125,000	Inter-se transfer	7,314,100	0.57
				20-Sep-19	100,000		7,414,100	0.57
		7,189,100	0.56	31-Mar-20	-	-	7,414,100	0.57
19	Kishore Mariwala for Arnav Trust	6,200	0.00	1-Apr-19	-	-	6,200	0.00
			-	10-May-19	500	Gift received	6,700	0.00
		6,700	0.00	31-Mar-20			6,700	0.00
20	Kishore Mariwala for Vibhav Trust	6,200	0.00	1-Apr-19	-	-	6,200	0.00
			-	10-May-19	500	Gift received	6,700	0.00
		6,700	0.00	31-Mar-20			6,700	0.00
21	Kishore Mariwala for Taarika Trust	6,200	0.00	1-Apr-19	-	-	6,200	0.00
			-	10-May-19	500	Gift received	6,700	0.00
		6,700	0.00	31-Mar-20			6,700	0.00
22	Kishore Mariwala for Anandita Trust	6,200	0.00	1-Apr-19	-	-	6,200	0.00
			-	10-May-19	500	Gift received	6,700	0.00
		6,700	0.00	31-Mar-20			6,700	0.00
23	Valley of Light*	0.00	0.00	1-Apr-19	-	-	0.00	0.00
		-	-	13-Sep-19	5,400,000	Gift received	5,400,000	0.42
		5,400,000	0.42	31-Mar-20	-	-	5,400,000	0.42
24	Valour Trust*	0	0	1-Apr-19	-		0	0
		-	-	27-Sep-19	5,400,000	Gift received	5,400,000	0.42
		5,400,000	0.42	31-Mar-20	-	-	5,400,000	0.42

176

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and holders of GDRs & ADRs)

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Sl. No Name Shareholding at the Date No. of Shares Cumulative Shareholding
beginning(01.04.2019)/ end of the (Increase/Decrease during the year
year (31.03.2020) in shareholding) Reason (01.04.2019 to 31.03.2020)
No. of % of total % of total
No. of
Shares Held Shares of Shares of
Shares Held
the Company the Company
1 First State Investments 42,008,775 3.25 - - 42,008,775 3.25
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Sl. No	Name	Shareholding at the beginning(01.04.2019)/ end of the year (31.03.2020)	Shareholding at the beginning(01.04.2019)/ end of the year (31.03.2020)	Date	No. of Shares (Increase/Decrease in shareholding) -	Reason -	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)
1	First State Investments	No. of Shares Held 42,008,775	% of total Shares of the Company 3.25				No. of Shares Held 42,008,775	% of total Shares of the Company 3.25
	ICVC- Stewart Investors ��	-	-	26-Apr-19	5,974,172	Purchase	47,982,947	3.72
				29-Jun-19	2,843,398		50,826,345	3.94
				05-Jul-2019	280,278		51,106,623	3.96
				12-Jul-2019	333,549		51,440,172	3.98
				19-Jul-2019	27,720		51,467,892	3.99
		51,467,892	3.99	-	-	-	51,467,892	3.99
2	Life Insurance Corporation of India	11,373,801	0.88	1-Apr-19	-	-	11,373,801	0.88
				09-Aug-2019	734,000		12,107,801	0.94
				16-Aug-2019	888,603		12,996,404	1.01
				23-Aug-2019	286,703		13,283,107	1.03
				30-Aug-2019	2,902,863		16,185,970	1.25
				06-Sep-2019	1,769,801		17,955,771	1.39
				13-Sep-2019	2,534,432		20,490,203	1.59
				20-Sep-2019	1,674,480		22,164,683	1.72
				27-Sep-2019	1,579,800		23,744,483	1.84
				30-Sep-2019	418,912		24,163,395	1.87
				04-Oct-2019	933,295		25,096,690	1.94
				11-Oct-2019	1,909,499		27,006,189	2.09
				18-Oct-2019	2,312,688		29,318,877	2.27
				25-Oct-2019	1,042,379		30,361,256	2.35
				01-Nov-2019	1,998,978		32,360,234	2.51
				08-Nov-2019	1,786,234		34,146,468	2.65
				15-Nov-2019	1,761,000		35,907,468	2.78
				22-Nov-2019	1,061,950		36,969,418	2.86
				29-Nov-2019	1,275,715		38,245,133	2.96
				06-Dec-2019	522,727		38,767,860	3.00
				13-Dec-2019	399,924		39,167,784	3.03
				20-Dec-2019	470,899		39,638,683	3.07
				27-Dec-2019	380,000		40,018,683	3.10
				31-Dec-2019	348,000		40,366,683	3.13
				03-Jan-2020	558,870		40,925,553	3.17
				10-Jan-2020	2,029,372		42,954,925	3.33
				17-Jan-2020	893,352		43,848,277	3.40
				24-Jan-2020	946,899		44,795,176	3.47
				31-Jan-2020	80,500		44,875,676	3.48
				07-Feb-2020	230,500		45,106,176	3.49
				14-Feb-2020	577,000		45,683,176	3.54
				21-Feb-2020	633,000		46,316,176	3.59
				28-Feb-2020	696,596		47,012,772	3.64
				06-Mar-2020	301,578		47,314,350	3.66
				27-Mar-2020	2,500		47,316,850	3.67
		47,316,850	3.67	31-Mar-20	-		47,316,850	3.67

Marico Limited Integrated Report 2019-20

177

ANNEXURE ‘F’ TO THE BOARD’S REPORT (Contd.)

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----- Start of picture text -----

Sl. No Name Shareholding at the Date No. of Shares Cumulative Shareholding
beginning(01.04.2019)/ end of the (Increase/Decrease during the year
year (31.03.2020) in shareholding) Reason (01.04.2019 to 31.03.2020)
No. of % of total % of total
No. of
Shares Held Shares of Shares of
Shares Held
the Company the Company
3 Arisaig Global Emerging Markets 26,168,839 2.03 1-Apr-19 - - 26,168,839 2.03
----- End of picture text -----

Sl. No	Name	Shareholding at the beginning(01.04.2019)/ end of the year (31.03.2020)	Shareholding at the beginning(01.04.2019)/ end of the year (31.03.2020)	Date 1-Apr-19	No. of Shares (Increase/Decrease in shareholding) -	Reason -	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)
3	Arisaig Global Emerging Markets	No. of Shares Held 26,168,839	% of total Shares of the Company 2.03				No. of Shares Held 26,168,839	% of total Shares of the Company 2.03
	Consumer Fund (Singapore) Private Limited			07-Feb-2020	580,000	Sale	25,588,839	1.98
				14-Feb-2020	2,435,440		23,153,399	1.79
				21-Feb-2020	1,253,679		21,899,720	1.70
				28-Feb-2020	2,973,475		18,926,245	1.47
				20-Mar-2020	223,219		18,703,026	1.45
				27-Mar-2020	2,276,781		16,426,245	1.27
		16,426,245	1.27	31-Mar-20	-		16,426,245	1.27
4	BAJAJ ALLIANZ LIFE INSURANCE COMPANY LTD.	4,410,206	0.34	1-Apr-19	-	-	4,410,206	0.34
				05-Apr-2019	100,000	Purchase	4,510,206	0.35
				10-May-2019	700,000	Sale	3,810,206	0.30
				17-May-2019	81,000		3,729,206	0.29
				14-Jun-2019	210,000	Purchase	3,939,206	0.31
				21-Jun-2019	187,000		4,126,206	0.32
				05-Jul-2019	200,000		4,326,206	0.34
				26-Jul-2019	200,000		4,526,206	0.35
				02-Aug-2019	200,000		4,726,206	0.37
				09-Aug-2019	200,000		4,926,206	0.38
				30-Aug-2019	185,000	Sale	4,741,206	0.37
				06-Sep-2019	10,000	Purchase	4,751,206	0.37
				20-Sep-2019	100,000		4,851,206	0.38
				27-Sep-2019	25,000		4,876,206	0.38
				30-Sep-2019	100,000		4,976,206	0.39
				04-Oct-2019	575,000		5,551,206	0.43
				11-Oct-2019	55,000		5,606,206	0.43
				18-Oct-2019	100,111		5,706,317	0.44
				25-Oct-2019	590,000		6,296,317	0.49
				01-Nov-2019	388,000	Sale	5,908,317	0.46
				08-Nov-2019	153,136	Purchase	6,061,453	0.47
				22-Nov-2019	50,000		6,111,453	0.47
				29-Nov-2019	385,000		6,496,453	0.50
				06-Dec-2019	75,000		6,571,453	0.51
				13-Dec-2019	25,000		6,596,453	0.51
				20-Dec-2019	10,000		6,606,453	0.51
				27-Dec-2019	75,000		6,681,453	0.52
				03-Jan-2020	61,000		6,742,453	0.52
				10-Jan-2020	30,000		6,772,453	0.52
				17-Jan-2020	2,000	Sale	6,770,453	0.52
				24-Jan-2020	5,000		6,765,453	0.52
				31-Jan-2020	120,000	Purchase	6,885,453	0.53
				07-Feb-2020	345,000		7,230,453	0.56
				14-Feb-2020	220,000		7,450,453	0.58
				21-Feb-2020	795,000		8,245,453	0.64
				28-Feb-2020	995,000		9,240,453	0.72
				06-Mar-2020	786,100		10,026,553	0.78
				13-Mar-2020	310,500		10,337,053	0.80
				20-Mar-2020	916,500		11,253,553	0.87
				27-Mar-2020	157,000		11,410,553	0.88
				31-Mar-2020	33,000		11,443,553	0.89
		11,443,553	0.89	31-Mar-20	-		11,443,553	0.89

178

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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----- Start of picture text -----

Sl. No Name Shareholding at the Date No. of Shares Cumulative Shareholding
beginning(01.04.2019)/ end of the (Increase/Decrease during the year
year (31.03.2020) in shareholding) Reason (01.04.2019 to 31.03.2020)
No. of % of total % of total
No. of
Shares Held Shares of Shares of
Shares Held
the Company the Company
5 ADITYA BIRLA SUN LIFE TRUSTEE 7,586,179 0.59 7,586,179 0.59
----- End of picture text -----

Sl. No	Name	Shareholding at the beginning(01.04.2019)/ end of the year (31.03.2020)	Shareholding at the beginning(01.04.2019)/ end of the year (31.03.2020)	Date	No. of Shares (Increase/Decrease in shareholding)	Reason	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)
5	ADITYA BIRLA SUN LIFE TRUSTEE	No. of Shares Held 7,586,179	% of total Shares of the Company 0.59				No. of Shares Held 7,586,179	% of total Shares of the Company 0.59
	PRIVATE LIMITED A/C ADITYA BIRLA SUN LIFE EQUITY HYBRID '95 FUND			12-Apr-2019	1,360	Sale	7,584,819	0.59
				26-Apr-2019	100,630		7,484,189	0.58
				24-May-2019	209	Purchase	7,484,398	0.58
				07-Jun-2019	113,088	Sale	7,371,310	0.57
				19-Jul-2019	7,892		7,363,418	0.57
				26-Jul-2019	100,201	Purchase	7,463,619	0.58
				09-Aug-2019	820,402		8,284,021	0.64
				16-Aug-2019	50,000	Sale	8,234,021	0.64
				30-Aug-2019	59,700	Purchase	8,293,721	0.64
				06-Sep-2019	100,000		8,393,721	0.65
				13-Sep-2019	98,364		8,492,085	0.66
				20-Sep-2019	200		8,492,285	0.66
				27-Sep-2019	27,935		8,520,220	0.66
				04-Oct-2019	74,009	Sale	8,446,211	0.65
				18-Oct-2019	499,027		7,947,184	0.62
				25-Oct-2019	560,000		7,387,184	0.57
				15-Nov-2019	500,000		6,887,184	0.53
				22-Nov-2019	23,156		6,864,028	0.53
				29-Nov-2019	15,440		6,848,588	0.53
				06-Dec-2019	80		6,848,508	0.53
				17-Jan-2020	192	Purchase	6,848,700	0.53
				24-Jan-2020	1,260	Sale	6,847,440	0.53
				07-Feb-2020	1,490,564	Purchase	8,338,004	0.65
				14-Feb-2020	45,663		8,383,667	0.65
				28-Feb-2020	187,200		8,570,867	0.66
				06-Mar-2020	16,600	Sale	8,554,267	0.66
				13-Mar-2020	157,026	Purchase	8,711,293	0.67
				20-Mar-2020	449,806		9,161,099	0.71
				27-Mar-2020	196,196		9,357,295	0.72
				31-Mar-2020	1,019		9,358,314	0.72
		9,358,314	0.72	31-Mar-20	-	-	9,358,314	0.72
6	ICICI PRUDENTIAL BALANCED ADVANTAGE FUND	7,470,046	0.58	1-Apr-19	-	-	7,470,046	0.58
				05-Apr-2019	81,639	Puchase	7,551,685	0.59
				12-Apr-2019	4,657		7,556,342	0.59
				19-Apr-2019	742		7,557,084	0.59
				26-Apr-2019	4,817		7,561,901	0.59
				03-May-2019	1,853	Sale	7,560,048	0.59
				10-May-2019	249,631	Purchase	7,809,679	0.60
				17-May-2019	201,031		8,010,710	0.62
				24-May-2019	8,273		8,018,983	0.62
				31-May-2019	3,722		8,022,705	0.62
				07-Jun-2019	511	Sale	8,022,194	0.62
				14-Jun-2019	6,161	Purchase	8,028,355	0.62
				21-Jun-2019	197,932	Sale	7,830,423	0.61
				29-Jun-2019	2,165	Purchase	7,832,588	0.61
				05-Jul-2019	6,582	Sale	7,826,006	0.61
				12-Jul-2019	29,606	Sale	7,796,400	0.60
				19-Jul-2019	400,507	Purchase	8,196,907	0.63
				26-Jul-2019	4,062	Purchase	8,200,969	0.64

Marico Limited Integrated Report 2019-20

179

ANNEXURE ‘F’ TO THE BOARD’S REPORT (Contd.)

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----- Start of picture text -----

Sl. No Name Shareholding at the Date No. of Shares Cumulative Shareholding
beginning(01.04.2019)/ end of the (Increase/Decrease during the year
year (31.03.2020) in shareholding) Reason (01.04.2019 to 31.03.2020)
No. of % of total % of total
No. of
Shares Held Shares of Shares of
Shares Held
the Company the Company
02-Aug-2019 981,102 Sale 7,219,867 0.56
----- End of picture text -----

Shareholding at the beginning(01.04.2019)/ end of the year (31.03.2020)	Shareholding at the beginning(01.04.2019)/ end of the year (31.03.2020)	Date 02-Aug-2019	No. of Shares (Increase/Decrease in shareholding) 981,102	Reason Sale	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)
No. of Shares Held	% of total Shares of the Company				No. of Shares Held 7,219,867	% of total Shares of the Company 0.56
		09-Aug-2019	5,222	Purchase	7,225,089	0.56
		16-Aug-2019	1,137	Purchase	7,226,226	0.56
		23-Aug-2019	73,084	Sale	7,153,142	0.55
		30-Aug-2019	192,342	Purchase	7,345,484	0.57
		06-Sep-2019	35,074		7,380,558	0.57
		13-Sep-2019	3,682		7,384,240	0.57
		20-Sep-2019	22,461		7,406,701	0.57
		27-Sep-2019	46,579		7,453,280	0.58
		30-Sep-2019	19,443		7,472,723	0.58
		04-Oct-2019	215,885	Sale	7,256,838	0.56
		11-Oct-2019	11,670		7,245,168	0.56
		18-Oct-2019	34,472	Purchase	7,279,640	0.56
		25-Oct-2019	535,916	Sale	6,743,724	0.52
		01-Nov-2019	432,411		6,311,313	0.49
		08-Nov-2019	63,233	Purchase	6,374,546	0.49
		15-Nov-2019	12,968	Sale	6,361,578	0.49
		22-Nov-2019	16,772	Purchase	6,378,350	0.49
		29-Nov-2019	101,514		6,479,864	0.50
		06-Dec-2019	21,263		6,501,127	0.50
		13-Dec-2019	57,685		6,558,812	0.51
		20-Dec-2019	104,613		6,663,425	0.52
		27-Dec-2019	11,192	Sale	6,652,233	0.52
		31-Dec-2019	12,519	Purchase	6,664,752	0.52
		03-Jan-2020	5,132		6,669,884	0.52
		10-Jan-2020	149,951	Sale	6,519,933	0.51
		17-Jan-2020	4,657	Purchase	6,524,590	0.51
		24-Jan-2020	13,939	Sale	6,510,651	0.50
		31-Jan-2020	353,273		6,157,378	0.48
		07-Feb-2020	1035,854	Purchase	7,193,232	0.56
		14-Feb-2020	163,797		7,357,029	0.57
		21-Feb-2020	103,764		7,460,793	0.58
		28-Feb-2020	1,052,294		8,513,087	0.66
		06-Mar-2020	362,828		8,875,915	0.69
		13-Mar-2020	222,173		9,098,088	0.70
		20-Mar-2020	3,041	Sale	9,095,047	0.70
		27-Mar-2020	54,862	Purchase	9,149,909	0.71
		31-Mar-2020	449		9,150,358	0.71
9,150,358	0.71	31-Mar-20			9,150,358	0.71

180

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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----- Start of picture text -----

Sl. No Name Shareholding at the Date No. of Shares Cumulative Shareholding
beginning(01.04.2019)/ end of the (Increase/Decrease during the year
year (31.03.2020) in shareholding) Reason (01.04.2019 to 31.03.2020)
No. of % of total % of total
No. of
Shares Held Shares of Shares of
Shares Held
the Company the Company
7 VANGUARD TOTAL 7,025,544 0.54 1-Apr-19 - - 7,025,544 0.54
----- End of picture text -----

Sl. No	Name	Shareholding at the beginning(01.04.2019)/ end of the year (31.03.2020)	Shareholding at the beginning(01.04.2019)/ end of the year (31.03.2020)	Date 1-Apr-19	No. of Shares (Increase/Decrease in shareholding) -	Reason -	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)
7	VANGUARD TOTAL	No. of Shares Held 7,025,544	% of total Shares of the Company 0.54				No. of Shares Held 7,025,544	% of total Shares of the Company 0.54
	INTERNATIONAL STOCK INDEX FUND			05-Apr-2019	137,220	Purchase	7,162,764	0.55
				26-Apr-2019	189,730	Sale	6,973,034	0.54
				10-May-2019	198,388	Purchase	7,171,422	0.56
				07-Jun-2019	56,962		7,228,384	0.56
				14-Jun-2019	78,633		7,307,017	0.57
				23-Aug-2019	161,824		7,468,841	0.58
				21-Feb-2020	93,373		7,562,214	0.59
				28-Feb-2020	94,666		7,656,880	0.59
				06-Mar-2020	93,631		7,750,511	0.60
				20-Mar-2020	222,985		7,973,496	0.62
				27-Mar-2020	6,109	Sale	7,967,387	0.62
				31-Mar-20			7,967,387	0.62
		7,967,387	0.62	31-Mar-20			7,967,387	0.62
8	FRANKLIN INDIA EQUITY FUND	11,800,000	0.91	1-Apr-19	-	-	11,800,000	0.91
				07-Jun-2019	314,890	Sale	11,485,110	0.89
				14-Jun-2019	185,110		11,300,000	0.88
				05-Jul-2019	1,200,000		10,100,000	0.78
				19-Jul-2019	333,081		9,766,919	0.76
				26-Jul-2019	165,479		9,601,440	0.74
				02-Aug-2019	601,440		9,000,000	0.70
				09-Aug-2019	800,000		8,200,000	0.64
				30-Aug-2019	700,000		7,500,000	0.58
				06-Sep-2019	1500,000		6,000,000	0.46
				20-Sep-2019	300,000		5,700,000	0.44
				01-Nov-2019	300,000	Purchase	6,000,000	0.46
				08-Nov-2019	200,000		6,200,000	0.48
				22-Nov-2019	100,000		6,300,000	0.49
				06-Dec-2019	100,000		6,400,000	0.50
				27-Dec-2019	100,000		6,500,000	0.50
				07-Feb-2020	200,000		6,700,000	0.52
				14-Feb-2020	200,000		6,900,000	0.53
				21-Feb-2020	200,000		7,100,000	0.55
				28-Feb-2020	200,000		7,300,000	0.57
				06-Mar-2020	100,000		7,400,000	0.57
				13-Mar-2020	200,000		7,600,000	0.59
				20-Mar-2020	100,000		7,700,000	0.60
				31-Mar-20			7,700,000	0.60
		7,700,000	0.60	31-Mar-20

Marico Limited Integrated Report 2019-20

181

ANNEXURE ‘F’ TO THE BOARD’S REPORT (Contd.)

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----- Start of picture text -----

Sl. No Name Shareholding at the Date No. of Shares Cumulative Shareholding
beginning(01.04.2019)/ end of the (Increase/Decrease during the year
year (31.03.2020) in shareholding) Reason (01.04.2019 to 31.03.2020)
No. of % of total % of total
No. of
Shares Held Shares of Shares of
Shares Held
the Company the Company
9 UTI - EQUITY FUND 4,733,480 0.37 1-Apr-19 - - 4,733,480 0.37
----- End of picture text -----

Sl. No	Name	Shareholding at the beginning(01.04.2019)/ end of the year (31.03.2020)	Shareholding at the beginning(01.04.2019)/ end of the year (31.03.2020)	Date 1-Apr-19	No. of Shares (Increase/Decrease in shareholding) -	Reason -	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)
9	UTI - EQUITY FUND	No. of Shares Held 4,733,480	% of total Shares of the Company 0.37				No. of Shares Held 4,733,480	% of total Shares of the Company 0.37
				05-Apr-2019	83,602	Purchase	4,817,082	0.37
				12-Apr-2019	10,030		4,827,112	0.37
				19-Apr-2019	317	Sale	4,826,795	0.37
				26-Apr-2019	2,627	Purchase	4,829,422	0.37
				03-May-2019	4,146	Sale	4,825,276	0.37
				10-May-2019	301,562	Purchase	5,126,838	0.40
				17-May-2019	213,722		5,340,560	0.41
				24-May-2019	153,380		5,493,940	0.43
				31-May-2019	109,782		5,603,722	0.43
				07-Jun-2019	78,017		5,681,739	0.44
				14-Jun-2019	13,800		5,695,539	0.44
				21-Jun-2019	1,656		5,697,195	0.44
				29-Jun-2019	13,863		5,711,058	0.44
				05-Jul-2019	143,233		5,854,291	0.45
				12-Jul-2019	64,026		5,918,317	0.46
				19-Jul-2019	51,618		5,969,935	0.46
				26-Jul-2019	23,985		5,993,920	0.46
				02-Aug-2019	9,877		6,003,797	0.47
				09-Aug-2019	217,169		6,220,966	0.48
				16-Aug-2019	5,568	Sale	6,226,534	0.48
				23-Aug-2019	8,901	Purchase	6,235,435	0.48
				30-Aug-2019	111,704		6,347,139	0.49
				06-Sep-2019	6,061		6,353,200	0.49
				13-Sep-2019	7,892		6,361,092	0.49
				20-Sep-2019	107,867		6,468,959	0.50
				27-Sep-2019	3,368	Sale	6,465,591	0.50
				30-Sep-2019	9,715	Purchase	6,475,306	0.50
				04-Oct-2019	12,801		6,488,107	0.50
				11-Oct-2019	14,118		6,502,225	0.50
				18-Oct-2019	84,600		6,586,825	0.51
				25-Oct-2019	1,513		6,588,338	0.51
				01-Nov-2019	31,979		6,620,317	0.51
				08-Nov-2019	329	Sale	6,619,988	0.51
				15-Nov-2019	53,675		6,566,313	0.51
				22-Nov-2019	53,151	Purchase	6,619,464	0.51
				29-Nov-2019	60,090		6,679,554	0.52
				06-Dec-2019	14,949		6,694,503	0.52
				13-Dec-2019	38,829		6,733,332	0.52
				20-Dec-2019	16,955	Sale	6,716,377	0.52
				27-Dec-2019	175,212	Purchase	6,891,589	0.53
				31-Dec-2019	915	Sale	6,890,674	0.53
				03-Jan-2020	131,152	Purchase	7,021,826	0.54
				10-Jan-2020	3,691		7,025,517	0.54
				17-Jan-2020	76,320		7,101,837	0.55
				24-Jan-2020	67,304		7,169,141	0.56
				31-Jan-2020	23,453	Sale	7,145,688	0.55
				07-Feb-2020	910,405		6,235,283	0.48
				14-Feb-2020	240,960	Purchase	6,476,243	0.50
				21-Feb-2020	167,344		6,643,587	0.51
				28-Feb-2020	90,357		6,733,944	0.52

182

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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----- Start of picture text -----

Sl. No Name Shareholding at the Date No. of Shares Cumulative Shareholding
beginning(01.04.2019)/ end of the (Increase/Decrease during the year
year (31.03.2020) in shareholding) Reason (01.04.2019 to 31.03.2020)
No. of % of total % of total
No. of
Shares Held Shares of Shares of
Shares Held
the Company the Company
06-Mar-2020 206,613 6,940,557 0.54
----- End of picture text -----

Sl. No	Name	Shareholding at the beginning(01.04.2019)/ end of the year (31.03.2020)	Shareholding at the beginning(01.04.2019)/ end of the year (31.03.2020)	Date 06-Mar-2020	No. of Shares (Increase/Decrease in shareholding) 206,613	Reason	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)
		No. of Shares Held	% of total Shares of the Company				No. of Shares Held 6,940,557	% of total Shares of the Company 0.54
				13-Mar-2020	257,096		7,197,653	0.56
				20-Mar-2020	51,269	Sale	7,146,384	0.55
				27-Mar-2020	498,558	Purchase	7,644,942	0.59
				31-Mar-2020	65,801		7,710,743	0.60
		7,710,743	0.60	31-Mar-20			7,710,743	0.60
10	ICICI PRUDENTIAL LIFE INSURANCE COMPANY LIMITED	3,857,871	0.30	1-Apr-20	-	-	3,857,871	0.30
				05-Apr-2019	82,282	Purchase	3,940,153	0.31
				12-Apr-2019	82,025	Sale	3,858,128	0.30
				19-Apr-2019	29,405	Purchase	3,887,533	0.30
				26-Apr-2019	24,140		3,911,673	0.30
				03-May-2019	83	Sale	3,911,590	0.30
				10-May-2019	2,643,544	Purchase	6,555,134	0.51
				17-May-2019	1,171,311		7,726,445	0.60
				24-May-2019	212,876		7,939,321	0.61
				31-May-2019	923,363		8,862,684	0.69
				07-Jun-2019	325,269		9,187,953	0.71
				21-Jun-2019	123,761		9,311,714	0.72
				29-Jun-2019	126,585		9,438,299	0.73
				05-Jul-2019	17,892		9,456,191	0.73
				12-Jul-2019	956,060		10,412,251	0.81
				19-Jul-2019	13,374		10,425,625	0.81
				26-Jul-2019	111,075		10,536,700	0.82
				02-Aug-2019	12,125		10,548,825	0.82
				09-Aug-2019	3,026,732		13,575,557	1.05
				16-Aug-2019	214,424		13,789,981	1.07
				23-Aug-2019	123,140	Sale	13,666,841	1.06
				30-Aug-2019	99,615	Purchase	13,766,456	1.07
				06-Sep-2019	301		13,766,757	1.07
				27-Sep-2019	8,827		13,775,584	1.07
				04-Oct-2019	195,480	Sale	13,580,104	1.05
				11-Oct-2019	184,747	Purchase	13,764,851	1.07
				18-Oct-2019	1,398,677		15,163,528	1.17
				25-Oct-2019	3,664		15,167,192	1.17
				01-Nov-2019	2,209,473		17,376,665	1.35
				08-Nov-2019	474,448		17,851,113	1.38
				15-Nov-2019	74,514		17,925,627	1.39
				22-Nov-2019	94,647		18,020,274	1.40
				29-Nov-2019	25,306		18,045,580	1.40
				13-Dec-2019	68,066		18,113,646	1.40
				20-Dec-2019	14,648	Sale	18,098,998	1.40
				27-Dec-2019	207,598	Purchase	18,306,596	1.42
				31-Dec-2019	68,232		18,374,828	1.42
				03-Jan-2020	66,632		18,441,460	1.43
				17-Jan-2020	87,821		18,529,281	1.44
				24-Jan-2020	266,718		18,795,999	1.46
				31-Jan-2020	317,306		19,113,305	1.48
				07-Feb-2020	96,195		19,209,500	1.49
				21-Feb-2020	295,846		19,505,346	1.51
				28-Feb-2020	55,685		19,561,031	1.52

Marico Limited Integrated Report 2019-20

183

ANNEXURE ‘F’ TO THE BOARD’S REPORT (Contd.)

Shareholding at the beginning(01.04.2019)/ end of the year (31.03.2020)	Shareholding at the beginning(01.04.2019)/ end of the year (31.03.2020)	Date	No. of Shares (Increase/Decrease in shareholding)	Reason	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)	Cumulative Shareholding during the year (01.04.2019 to 31.03.2020)
No. of Shares Held	% of total Shares of the Company				No. of Shares Held	% of total Shares of the Company
		06-Mar-2020	104,637	Sale	19,665,668	1.52
		13-Mar-2020	94,245	Purchase	19,759,913	1.53
		20-Mar-2020	49,951		19,809,864	1.53
		27-Mar-2020	160,916	Sale	19,648,948	1.52
		31-Mar-2020	95,898	Purchase	19,744,846	1.53
19,744,846	1.53	31-Mar-20			19,744,846	1.53

(v) Shareholding of Directors and Key Managerial Personnel

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----- Start of picture text -----

Sl. Name Shareholding at the beginning Date Increase/ Decrease Reason Cumulative Shareholding
No (01.04.2019)/end of the in shareholding during the year
year (31.03.2020) (01.04.2019 to 31.03.2020)
No.of Shares % of total No.of % of total
Shares of Shares Shares of
the Company the Company
----- End of picture text -----

Directors	Directors
1	Mr. Harsh Mariwala (The Chairman of the Board & Non Executive Director)	32,102,900	2.49	1-Apr-19	-	-	32,102,900	2.49
		-	-	13-Sep-20	2,000,000	Gifts to Trusts	30,102,900	2.33
		-	-	27-Sep-20	2,000,000		28,102,900	2.18
		28,102,900	2.18	31-Mar-20	-	-	28,102,900	2.18
2	Mr. Rajendra Mariwala (Non-Executive Director)	5,532,900	0.43	1-Apr-19	-	-	5,532,900	0.43
				20-Aug-19	250,000	Open Market Sale	5,282,900	0.41
				27-Aug-19	250,000		5,032,900	0.39
				13-Sep-19	500,000		4,532,900	0.35
				25-Sep-19	500,000		4,032,900	0.31
		4,032,900	0.31	31-Mar-20			4,032,900	0.31
3	Mr. Saugata Gupta (Managing Director & Chief Executive ��	560,600	0.04	1-Apr-19	-	-	560,600	0.04
		-	-	20-Jun-19	80,000	Allotment of shares under Marico ESOP Scheme, 2016	640,600	0.05
				20-Aug-19	25,000	Open market Sale	615,600	0.05
				21-Aug-19	25,000		590,600	0.05
		590,600	0.05	31-Mar-20	-		590,600	0.05
4	Mr. B. S. Nagesh (Independent Director)	Nil	-	-	-	-	-	-
5	Ms. Hema Ravichandar (Independent Director)	Nil	-	-	-	-	-	-
6	Mr. Nikhil Khattau (Independent Director)	Nil	-	-	-	-	-	-
7	Mr. Rajeev Bakshi* (Independent Director)	Nil	-	-	-	-	-	-
8	Mr. Rishabh Mariwala (Non-Executive Director)	24,976,500	1.93	1-Apr-19	-	No Change during the year	24,976,500	1.93
		24,976,500	1.93	31-Mar-20	-		24,976,500	1.93
9	Mr. Ananth S. (Independent Director)	Nil	-	-	-	-	-	-
10	Mr. Sanjay Dube $ (Independent Director)	Nil	-	-	-	-	-	-

184

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Key Managerial Personnel	Key Managerial Personnel
1	Mr. Vivek Karve ��	49,900	0.00	1-Apr-19	-	No Change during the year	49,900	0.00
		49,900	0.00	31-Mar-20	-		49,900	0.00
2	Ms. Hemangi Ghag (Company Secretary & Compliance ��	Nil	-	1-Apr-19	-	-	-	-
			-	31-Mar-20	-		-	-

$ Mr. Sanjay Dube has been appointed as an Additional Director (Independent) on January 30, 2020
Mr. Rajeev Bakshi ceased to be an Independent Director of Marico Limited on March 31, 2020

V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due for payment

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----- Start of picture text -----

( R in Crores)
Secured Loans Unsecured Deposits Total
�� Loans Indebtedness
----- End of picture text -----

	Secured Loans ��	Unsecured Loans	Deposits	Total Indebtedness
��
i) Principal Amount	131	-	-	131
ii) Interest due but not paid	-	-	-	-
iii) Interest accrued but not due	0	-	-	0
Total (i+ii+iii)	131	-	-	131

��
Additions (Principal)	-	198	-	198
Reduction (Principal)	-	219	-	219
��	-	-21	-	-21
Net Change

��
i) Principal Amount	-	110	-	110
ii) Interest due but not paid	-	0	-	0
iii) Interest accrued but not due	-	110	-	110
Total (i+ii+iii)

Marico Limited Integrated Report 2019-20

185

ANNEXURE ‘F’ TO THE BOARD’S REPORT (Contd.)

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole time director and/or Manager:

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----- Start of picture text -----

Sl.No Particulars of Remuneration Mr. Saugata Gupta
Managing Director & CEO
----- End of picture text -----*

Sl.No	Particulars of Remuneration	Mr. Saugata Gupta* Managing Director & CEO
1	Gross salary
	(a) Salary as per provisions contained in Section 17(1) of the Income Tax, 1961.	105,914,937
	(b) Value of perquisites u/s 17(2) of the Income tax Act, 1961	29,191,600
	��	-
2	Stock option	-
3	Sweat Equity	-
4	Commission	-
	��	-
5	Others, Please specify	2,730,012
	Total (A)	137,836,549
	Ceiling as per the Act**	-

��R 2,91,52,000, excluding that, the remuneration of Mr. Gupta is R��

**Remuneration paid to Managing Director is within the ceiling provided under Section 197 of the Companies Act, 2013.

B. Remuneration to other directors:

Sl.No	Particulars of Remuneration	Name of other Directors	Name of other Directors	Name of other Directors	Name of other Directors	Name of other Directors		Total
1	Independent Directors	Mr. Ananth S.	Ms. Hema Ravichandar	Mr. Rajeev Bakshi	Mr. Nikhil Khattau	Mr. B. S. Nagesh	Mr. Sanjay Dube
	(a) Fee for attending Board / Committee Meetings	650,000	1,300,000	950,000	1,330,000	1,150,000	100,000	5,480,000
	(b) Commission	3,000,000	3,400,000	3,300,000	3,400,000	3,000,000	509,589	16,609,589
	(c) Others, please specify	-	-	-	-	-	-	-
	Total (1)	3,650,000	4,700,000	4,250,000	4,730,000	4,150,000	609,589	22,089,589
2	Other Non-Exetutive Directors	Mr. Harsh Mariwala	Mr. Rajendra Mariwala	Mr. Rishabh Mariwala				-
	(a) Fee for attending Board / Committee Meetings	750,000	1,080,000	500,000				2,330,000
	(b) Commission	36,025,000	3,000,000	3,000,000				42,025,000
	(c ) Others, please specify	-	-	-				-
	Total (2)	36,775,000	4,080,000	3,500,000				44,355,000
	Total B(1+2)	-	-	-				66,444,589
	Total Managerial Remuneration (Total A+B)							204,281,138
	Overall Ceiling as per the Act	R�� Act, 2013)

186

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

C. Remuneration To Key Managerial Personnel Other than Managing Director /Manager/Whole Time Director

==> picture [439 x 37] intentionally omitted <==

----- Start of picture text -----

Sl.No Particulars of Remuneration Key Managerial Personnel
Mr. Vivek Karve - Chief Ms. Hemangi Ghag- Company
��
----- End of picture text -----*

Sl.No	Particulars of Remuneration	Key Managerial Personnel	Key Managerial Personnel
		*Mr. Vivek Karve - Chief ��**	Ms. Hemangi Ghag- Company ��
1	Gross salary
	(a) Salary as per provisions contained in section 17(1) of the Income Tax. 1961.	17,119,213	5,402,854
	(b) Value of perquisites u/s 17(2) of the Income tax Act, 1961	39,600	39,600
	��	-	-
2	Stock Option	-	-
3	Sweat Equity	-	-
4	Commission	-	-
	��	-	-
5	Others, Please specify	648,648	211,464
	Total	17,807,461	5,653,918

The remuneration of Mr. Vivek Karve for FY 2018-19, includes the perquisite value of stock appreciation rights vested in him amounting to r 78,25,000. Excluding that, the remuneration of Mr. Karve was r 1,78,04,161 and r��

VII. PENALTIES/PUNISHMENT/COMPOUNDING OF OFFENCES

==> picture [478 x 32] intentionally omitted <==

----- Start of picture text -----

Type Section of Brief Description Details of Penalty/ Authority Appeal made if
the Companies Act Punishment/ (RD/NCLT/Court) any (give details)
Compounding fees imposed
----- End of picture text -----

A. COMPANY	A. COMPANY
Penalty	-	-	-	-	-
Punishment	-	-	-	-	-
Compounding	-	-	-	-	-
B. DIRECTORS
Penalty	-	-	-	-	-
Punishment	-	-	-	-	-
Compounding	-	-	-	-	-
C. OTHER OFFICERS IN DEFAULT
Penalty	-	-	-	-	-
Punishment	-	-	-	-	-
Compounding	-	-	-	-	-

��

For Marico Limited

Place : Mumbai Date: May 4, 2020

Harsh Mariwala Chairman DIN : 00210342

Marico Limited Integrated Report 2019-20

187

% of Share holding	100%	100%	100%	100%	100%	100%	100%	100%	100%	100%	100%	100%	100%	100%	100%	100%	100%	100%	100%	100%	100%	100%		100%	100%	100%	100%	100%	100%	100%
Proposed Dividend including Dividend declared during the year 252		224	-	-	4	4	-	-	-	-	-	-	-	-	-	-	-	-	-	-	-	-	-	-	-	-	-	-	-	-
�� (Loss) After ��	265	235	(0)	(0)	5	5	(0)	(7)	(0)	(2)	(0)	(0)	(2)	(9)	(5)	(21)	(0)	(2)	(2)	(8)	(0)	(0)	9,206	29	0	0	(0)	(0)	(4)	(2)
Provision ��	93	82	-	-	2	2	-	-	-	-	-	-	(0)	(0)	0	0	0	0	(0)	(1)	-	-	2,373	8	-	-	-	-	-	-
�� ��	357	318	(0)	(0)	6	6	(0)	(7)	(0)	(2)	(0)	(0)	(2)	(9)	(5)	(21)	(0)	(2)	(2)	(8)	(0)	(0)	11,579	37	0	0	(0)	(0)	(4)	(2)
Turnover	980	871	-	-	-	-	15	306	-	-	-	-	24	102	-	-	-	-	13	63	-	-	144,865	462	-	-	-	-	3	1
Details of Investment �� Investment in Subsidiaries)	129	115	-	-	23	23	3	65	-	-	-	-	-	-	-	-	-	-	2	8	-	-	-	-	-	-	-	-	-	-
Total Liabilities	362	322	0	0	0	0	18	367	13	62	0	2	8	35	-	-	0	2	13	64	0	0	28,701	92	0	0	0	0	7	3
Total Assets	501	445	1	1	25	25	7	153	0	1	0	0	17	71	8	34	0	0	8	38	0	0	53,390	170	0	0	0	0	6	2
Reserves	107	95	0	0	4	4	(13)	(259)	(13)	(61)	(1)	(5)	(2)	(10)	(1)	(4)	(2)	(8)	(7)	(33)	(2)	(31)	15,153	48	(0)	(0)	0	0	(4)	(2)
Share Capital	32	28	0	0	21	21	2	45	0	0	1	3	11	46	9	38	1	6	1	7	2	31	9,536	30	-	-	-	-	3	1
End date of the Reporting Period	31st March, 2020		31st March, 2020		31st March, 2020		31st March, 2020		31st March, 2020		31st March, 2020		31st March, 2020		31st March, 2020		31st March, 2020		31st March, 2020		31st March, 2020			31st March, 2020	31st March, 2020		31st March, 2020		31st March, 2020
Start date of the Reporting Period	1st April, 2019		1st April, 2019		1st April, 2019		1st April, 2019		1st April, 2019		1st April, 2019		1st April, 2019		1st April, 2019		1st April, 2019		1st April, 2019		1st April, 2019			1st April, 2019	1st April, 2019		1st April, 2019		1st April, 2019
Date of acquiring subsidiary	6th September, 1999		2nd August, 2003		20th April, 2012		8th November, 2005		1st October, 2006		19th December, 2006		17th October, 2007		1st November, 2007		1st January, 2008		19th December, 2017		4th December, 2009			18th February, 2011	15th March, 2013		27th December, 2018		03rd March, 2019
�� Rate	0.889		0.889		1.000		20.525		4.789		4.789		4.235		4.235		4.789		4.789		17.498			0.00319	1.000		1.000		0.400
Reporting Currency	BDT	R	BDT	R	R	R	AED	R	EGP	R	EGP	R	ZAR	R	ZAR	R	EGP	R	EGP	R	MYR	R	VND	R	R	R	R	R	R	R
Name of the subsidiary	Marico Bangladesh Limited		MBL Industries Limited		Marico Consumer Care Limited		Marico Middle East FZE		MEL Consumer Care SAE		Egyptian American Company for Investment and Industrial Development SAE		Marico South Africa (Pty) Limited		Marico South Africa Consumer Care (Pty) Limited		Marico Egypt for industries SAE		Marico for Consumer Care Products SAE		Marico Malaysia Sdn.Bhd		Marico South East Asia Corporation		Marico Innovation Foundation		Parachute Kalpvriksha Foundation		Marico Lanka Pvt Ltd
Sr. No.	1		2		3		4		5		6		7		8		9		10		11		12		13		14		15

188

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Part ‘B’ : Associates & Joint Ventures

Statement pursuant to Section 129(3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures.

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( r in Crore)
Name of Joint Venture Zed Lifestyle Revolutionary Hello Green
Pvt. Ltd. Fitness Pvt. Ltd. Pvt. Ltd.
----- End of picture text -----

Name of Joint Venture	Zed Lifestyle Pvt. Ltd.	Revolutionary Fitness Pvt. Ltd.	Hello Green Pvt. Ltd.

1. Latest audited Balance Sheet	March 31, 2020	March 31, 2020	March 31, 2020
2. Shares of Joint Venture held by the Company on the year end
- Number	0	0	0
- Amount of Investment In Associates/Joint Venture	24	5	0
- Extend of Holding	45.00%	29.44%	25.79%

��	Shareholder's agreement	Shareholder's agreement	Shareholder's agreement
4. Reason why the joint venture is not consolidated	Not Applicable	Not Applicable	Not Applicable
5. Networth attributable to shareholding as per latest audited Balance Sheet	10	1	-

��
i. Considered in consolidation	1	(1)	-
ii. Not Considered in consolidation	1	(2)	-

��

Names of Associates or joint venture which are yet to commence operations - Nil
Names of Associates or joint ventures which have been liquidated or sold during the year - Nil

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----- Start of picture text -----

For and On behalf of Board of Directors
HARSH MARIWALA Chairman
[DIN 00210342]
SAUGATA GUPTA Managing Director and CEO
[DIN 05251806]
VIVEK KARVE ��
[DIN: 06840707]
HEMANGI GHAG
[Membership No. F9329] Company Secretary
Place : Mumbai
Date : May 4, 2020
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Marico Limited Integrated Report 2019-20

189

190

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

CONSOLIDATED AUDITORS’ REPORT

Independent Auditors’ Report

To the Members of Marico Limited

Report on the Audit of the Consolidated Financial Statements

Opinion

�� of Marico Limited (hereinafter referred to as the ‘Holding Company”) and its subsidiaries (Holding Company and its subsidiaries together referred to as “the Group”) and its joint ventures, which comprise the consolidated balance sheet as at 31st March 2020, and the consolidated �� income), consolidated statement of changes in equity and �� other explanatory information (hereinafter referred to as ��

In our opinion and to the best of our information and according to the explanations given to us, and based on the consideration of reports of other auditors on separate �� statements give the information required by the Companies Act, 2013 (“Act”) in the manner so required and give a true and fair view in conformity with the accounting principles �� of the Group and its joint ventures as at 31st March 2020, ��

Basis for Opinion

We conducted our audit in accordance with the Standards �� described in the Auditor’s Responsibilities for the Audit of �� We are independent of the Group and its joint ventures in accordance with the ethical requirements that are relevant �� of the Code of Ethics issued by the Institute of Chartered Accountants of India and the relevant provisions of the Act, �� audit evidence obtained by us along with the consideration of audit reports of the other auditors referred to in sub ��

Key Audit Matters

Key audit matters are those matters that, in our professional �� These matters were addressed in the context of our audit �� in forming our opinion thereon, and we do not provide a ��

Revenue Recognition

�� 19 to the Financial Statements]

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----- Start of picture text -----

The Key Audit Matter How the matter was
addressed in our audit
----- End of picture text -----

The Key Audit Matter

How the matter was
addressed in our audit

��
returns, trade allowances and
rebates owed to the customers
based on the arrangement with
��
��
of
trade
allowances
and
rebates, including establishing
an
appropriate
accrual
at
��
judgement
and
estimates,
particularly
the
expected
level of claims of each of the
customers, leading to a risk of
revenue being misstated due
to faulty estimation over trade
��
��
control
of
the
underlying
products has been transferred
��
of revenue being overstated
on account of variation in
the timing of transfer of
control due to the pressure
management
may
feel
to
achieve performance targets
��

� ��
matter we applied the following
audit procedures in this area,
��
appropriate audit evidence:
��
the Group’s revenue recognition
accounting policies, those relating
to trade allowances and rebates
by
comparing
with
applicable
��
��
��
��
��
Group’s general IT controls and key
IT/manual application controls over
the Group’s systems which govern
recording of revenue, revenue cut-
��
of trade allowances and rebates
in the general ledger accounting
��
��
��
��
��
samples of revenue transactions
recorded at year end, and verifying
the underlying documents, which
included sales invoices/contracts
��
��
customer contracts to identify
terms and conditions relating to
��
��
��
��
of trade spends accruals with prior
period to understand deviation
��
��
��
��
��
��
��
disclosure in respect of revenue in
��

Marico Limited Integrated Report 2019-20

191

CONSOLIDATED AUDITORS’ REPORT

Taxation

��

The Key Audit Matter How the matter was addressed in our audit

The Group operates in a �� complex tax jurisdictions applied the following audit procedures in with various tax �� exemptions / deductions appropriate audit evidence: that may be subject to ��
challenges and audits by tax select correspondences with tax �� tax and transfer pricing matters under litigation �� regarding the expected resolution of

�� regarding the expected resolution of matters with various tax authorities, based on third-party opinions and the use of past experience, where available, ��

Judgment is required in assessing the level of provisions and disclosure of contingent liabilities required in respect of uncertain tax positions that �� best estimate of the most likely outcome based on ��

�� the status of ongoing tax litigations and judgmental tax positions in tax returns and their most likely outcome, basis their expertise, industry outcomes and company’s own past experience in ��

�� statement disclosures in respect of the tax provision / adjustments and ��

Carrying value of goodwill:

��

The Key Audit Matter How the matter was addressed in our audit � The carrying amount of �� - goodwill aggregates R�� ter we applied the following audit pro�� cedures in this area, among others assets of the Group as at 31 �� evidence: � The majority of goodwill has � Evaluated the assumptions applied been allocated to the Vietnam to key inputs such as sales value, cash-generating unit (CGU) operating costs, growth rates and and South Africa CGU of the �� Compared the inputs with � The annual impairment testing the historical growth trends, of goodwill is considered to evaluating the forecast used in be a key audit matter due prior year models to its actual to the complexity of the performance of the business, accounting requirements and agreeing current forecast to the �� board of directors / management required in determining the approved plans as well as our assumptions to be used to own assessment based on our estimate the recoverable �� amount of the goodwill, which � Involved our internal valuation is based on the higher of the specialists, where appropriate, to value in use or fair value less evaluate the reasonability of the costs to sell, has been derived methodology and approach used from discounted forecast cash in the valuation carried out for �� determining the carrying amount use several key assumptions, �� including estimates of future � Challenged management with sales value, operating costs, our own sensitivity analysis and terminal value growth rates �� and the weighted-average cost reductions in growth rates and ��

Challenged management with our own sensitivity analysis and �� reductions in growth rates and ��
� Evaluated the adequacy of �� in respect of investment in subsidiaries and joint ventures, including disclosures of key assumptions, judgements and sensitivities related to impairment ��

Other Information

The Holding Company’s management and Board of �� The other information comprises the information included in the holding Company’s annual report, but ��

�� does not cover the other information and we do not ��

�� statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the

192

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

�� obtained in the audit or otherwise appears to be materially �� based on the work done/ audit report of other auditors, we conclude that there is a material misstatement of this other information, we are required to report that ��

Management’s and Board of Directors’ Responsibilities for the Consolidated Financial Statements

The Holding Company’s Management and Board of Directors are responsible for the preparation and presentation of these consolidated financial statements in term of the requirements of the Act that give a true and fair view of the consolidated state of affairs, consolidated profit/ loss and other comprehensive income, consolidated statement of changes in equity and consolidated cash flows of the Group including its joint ventures in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under section �� of Directors of the companies included in the Group and of its joint ventures are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of each company and for preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial statements by the Management ��

In preparing the consolidated financial statements, the respective Management and Board of Directors of the companies included in the Group and of its joint ventures are responsible for assessing the ability of each company to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic ��

The respective Board of Directors of the companies included in the Group and its joint ventures is responsible for overseeing the financial reporting process of ��

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

�� a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report �� level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a �� can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably �� of users taken on the basis of these consolidated ��

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional ��

Identify and assess the risks of material misstatement �� to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence �� misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or ��
�� the audit in order to design audit procedures that are �� (i) of the Act, we are also responsible for expressing our ��

�

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Management and ��

�

Conclude on the appropriateness of Management and Board of Directors use of the going concern basis of �� statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events �� that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related �� or, if such disclosures are inadequate, to modify our �� evidence obtained up to the date of our auditor’s

�

Marico Limited Integrated Report 2019-20

193

CONSOLIDATED AUDITORS’ REPORT

�� the Group and its joint ventures to cease to continue as ��

Evaluate the overall presentation, structure and content �� statements represent the underlying transactions and ��

� �� or business activities within the Group and its joint ventures to express an opinion on the consolidated �� direction, supervision and performance of the audit �� been audited by other auditors, such other auditors remain responsible for the direction, supervision and �� responsibilities in this regard are further described in ��

We believe that the audit evidence obtained by us along with the consideration of audit reports of the other �� provide a basis for our audit opinion on the consolidated ��

We communicate with those charged with governance of the Holding Company and such other entities included in �� independent auditors regarding, among other matters, the ��

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 ��

From the matters communicated with those charged with governance, we determine those matters that were of ��

statements of the current period and are therefore the key �� 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 ��

Other Matters

�� of R�� of R �� to R �� been audited by other auditors whose reports have been furnished to us by the Management and our �� far as it relates to the amounts and disclosures included in respect of these subsidiaries, and our report in terms �� it relates to the aforesaid subsidiaries is based solely on ��
�� R �� 31st March 2020, total revenues of R �� R �� ended on that date, as considered in the consolidated �� (and other comprehensive income) of R �� for the year ended 31st March 2020, as considered �� Management and our opinion on the consolidated �� amounts and disclosures included in respect of these subsidiaries and joint ventures, and our report in terms �� far as it relates to the aforesaid subsidiaries and joint �� according to the information and explanations given ��

194

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

�� above matters with respect to our reliance on the work done and the reports of the other auditors and the ��

Report on Other Legal and Regulatory Requirements

�� our audit and on the consideration of reports of the �� such subsidiaries as were audited by other auditors, �� report, to the extent applicable, that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated ��
b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid �� so far as it appears from our examination of those ��
c) The consolidated balance sheet, the consolidated �� comprehensive income), the consolidated statement of changes in equity and the �� by this Report are in agreement with the relevant books of account maintained for the purpose ��
��
�� received from the directors of the Holding Company as on 31st March 2020 taken on record by the Board of Directors of the Holding Company and the reports of the statutory auditors of its subsidiary company incorporated in India, none of the directors of the Group companies �� 2020 from being appointed as a director in terms ��
f) With respect to the adequacy of the internal �� statements of the Holding Company and its subsidiary company incorporated in India and the ��
�� the Auditor’s Report in accordance with Rule 11 of �� in our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the reports of the �� the subsidiaries and joint ventures, as noted in the ��
�� the impact of pending litigations as at 31st March ��
�� any material foreseeable losses on long-term contracts including derivative contracts during the ��
�� the Holding Company or its subsidiary company incorporated in India during the year ended ��
�� statements regarding holdings as well as dealings �� November 2016 to 30 December 2016 have not �� March 2020
��

In our opinion and according to the information and explanations given to us, the remuneration paid during the current year by the Holding Company and its subsidiary company incorporated in India to its directors is in accordance with the provisions �� to any director by the Holding Company and its subsidiary companyis not in excess of the limit laid ��

For B S R and Co. LLP Chartered Accountants �� Sadashiv Shetty ��

Marico Limited Integrated Report 2019-20

195

ANNEXURE ‘A’ TO THE INDEPENDENT AUDITORS’ REPORT - 31[ST] MARCH, 2020

�� (i) of Sub-section 3 of Section 143 of the Companies Act, 2013

(Referred to in paragraph (a)(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

Opinion

�� statements of the Company as of and for the year ended �� of Marico Limited (hereinafter referred to as “the Holding Company”) and such company incorporated in India under the Companies Act, 2013 which are its subsidiary company, ��

In our opinion, the Holding Company and its subsidiary company incorporated in India, have, in all material respects, �� such companies considering the essential components of such internal controls stated in the Guidance Note on �� issued by the Institute of Chartered Accountants of India ��

Management’s Responsibility for Internal Financial Controls

The respective Company’s management and the Board of Directors are responsible for establishing and maintaining �� by the respective Company considering the essential �� These responsibilities include the design, implementation �� the respective company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, �� as required under the Companies Act, 2013 (hereinafter ��

Auditors’ Responsibility

�� accordance with the Guidance Note and the Standards on

�� Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether ��

�� statements included obtaining an understanding of internal �� statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating �� judgement, including the assessment of the risks of material ��

We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors of the relevant joint venture companies in terms of their reports referred �� appropriate to provide a basis for our audit opinion on the ��

Meaning of Internal Financial controls with Reference to Consolidated Financial Statements

�� to provide reasonable assurance regarding the reliability �� statements for external purposes in accordance with �� procedures that

(1) pertain to the maintenance of records that, in �� transactions and dispositions of the assets of the Company;

196

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of �� accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorisations of management and directors of the Company; and
(3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the Company’s assets that could have a ��

�� to future periods are subject to the risk that the internal �� statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies ��

For B S R and Co. LLP Chartered Accountants

��

Inherent Limitations of Internal Financial controls with Reference to consolidated Financial Statements

�� statements, including the possibility of collusion or improper management override of controls, material misstatements

Sadashiv Shetty

��

Marico Limited Integrated Report 2019-20

197

CONSOLIDATED BALANCE SHEET

as at 31 March 2020

( R in Crore)

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----- Start of picture text -----

As at As at As at
Particulars Notes
31st March, 2020 31st March, 2019 1st April, 2018
ASSETS
Non-current assets
�� 3(a) ��
Capital work-in-progress 3(a) ��
Right of use assets 3(b) ��
Investment properties � �� 30
Goodwill � ��
�� 60
Investment accounted for using the equity method 6(a) 29 �� 20
Financial assets
(i) Investments 6(a) ��
(ii) Loans 6(c) 20 �� 19
(iii) �� 6(f) 11 11 0
Deferred tax assets (net) � �� 202 20
Non current tax assets (net) �� 39 33
�� 26 �� 32
Total non-current assets 1,820 1,709 1,448
Current assets
Inventories 9 ��
Financial assets
(i) Investments 6(a) �� 391 ��
(ii) Trade receivables 6(b) ��
(iii) Cash and cash equivalents 6(d) 93 ��
(iv) Bank balances other than (iii) above 6(e) ��
(v) Loans 6(c) ��
(vi) �� 6(g) 3 �� 2
�� 10 ��
�� 11 �� 12 -
Total current assets 3,182 3,200 2,794
Total assets 5,002 4,909 4,242
EQUITY AND LIABILITIES
Equity
Equity share capital 12(a) 129 129 129
��
Reserves and surplus 12(b) 2,900 ��
�� 12(c) (6) ��
Equity attributable to owners 3,023 2,975 2,523
Non-controlling interests 12(c) 13 12 12
Total equity 3,036 2,987 2,535
LIABILITIES
Non-current liabilities
Financial liabilities
(i) Borrowings 13(a) 10 �� 20
(ii) �� 13(b) ��
�� 21 20 19
Deferred tax liabilities (net) 16 6 13 29
Total non current liabilities 181 198 215
Current liabilities
Financial liabilities
(i) Borrowings 13(a) ��
(ii) Trade payables 13(c)
Due to micro and small enterprises 10 13 ��
Due to others �� 931 ��
(iii) �� 13(b) �� 63 ��
�� 196 161
��
��
Current tax liabilities (net) �� 61 ��
Total current liabilities 1,785 1,724 1,492
Total liabilities 1,966 1,922 1,707
Total equity and liabilities 5,002 4,909 4,242
��
Critical estimates and judgements
----- End of picture text -----

�� As per our report of even date

For B S R and Co. LLP

For and on behalf of the Board of Directors

Chartered Accountants

��

SADASHIV SHETTY

��
��

HARSH MARIWALA SAUGATA GUPTA

��

��

HEMANGI GHAG

VIVEK KARVE

��

��
��
��
��
��
��

198

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF PROFIT AND LOSS

for the year ended 31 March 2020

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----- Start of picture text -----

( R in crore)
Year ended Year ended
�� Notes
31st March, 2020 31st March, 2019
Revenue:
Revenue from operations 19 ��
�� 20 �� 103
Total Income ��
Expenses:
Cost of materials consumed 21(a) ��
��
�� 21(b) �� (123)
�� 22 ��
Finance costs ��
Depreciation and amortization expense 23 �� 131
�� 1,623 ��
Total expenses 6,036 6,179
�� 1,403 1,258
Share of net gain/(loss) of joint ventures accounted for using the equity method 31 0 (1)
�� 1,403 1,257
Exceptional items �� (29) -
�� 1,374 1,257
Income tax expense
Current tax 26 �� 331
Deferred tax 26 (16) ��
Tax expense for the current year 331 314
Tax adjustment for earlier years 26 - ��
Total tax expense 331 126
�� 1,043 1,131
Other comprehensive income
��
�� (3) (2)
��
�� 1 (0)
Total (2) (2)
��
�� 12 ( c ) �� (16)
Change in fair value of hedging instruments 12 ( c ) (2) 0
��
Change in fair value of hedging instruments 12 ( c ) 1 (0)
Total � �� (16)
Other comprehensive income for the year (B) 42 (18)
Total comprehensive income for the year (A+B) 1,085 1,113
��
�� 1,021 ��
Non-controlling interests 22 ��
1,043 1,131
��
��
Non-controlling interests (0) 0
42 (18)
Total comprehensive income attributable to:
�� 1,063 1,096
Non-controlling interests 22 ��
1,085 1,113
�� 36
Basic earnings per share ��
Diluted earnings per share ��
�� 1
Critical estimates and judgements 2
----- End of picture text -----

�� As per our report of even date

For B S R and Co. LLP

For and on behalf of the Board of Directors

Chartered Accountants

�� SADASHIV SHETTY

��

��

HARSH MARIWALA

��

VIVEK KARVE

��

SAUGATA GUPTA

��

HEMANGI GHAG

��
��
��
��
��
��

Marico Limited Integrated Report 2019-20

199

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year ended 31st March, 2020

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----- Start of picture text -----

in Crore) Total equity 2,405 1,131 �� 1,113 �� (0) 0 (0) - �� - �� 1,084 (0) �� (1) - 1 (0) 10 (21) - ��
( r Non-con- trolling interests 11 �� 0 17 - - - - - - 0 - �� 10 10 22 (0) 22 - - - - - - (21) - (1,026) 11
2,394 �� 1,096 �� (0) 0 (0) - �� - �� 1,021 �� 1,062 (0) � (1) - 1 (0) 10 - (1,026) ��
equity
Total other
(34) - (16) (16) - - - - - - - - - �� - �� 45 - - - - - - - - - ��
reserve
translation
Foreign currency
Other reserves 0 - 0 0 - - (0) 0 (0) - - - - 0 0 - (2) (2) - - (1) - 1 - - - - (2)
�� portion of cash �� hedge
Weoma reserve �� - - - - �� - - - - - - - �� - - - - �� - - - - - - - ��
Capital reduction (Note h) (724) - - - - - - - - - - - - �� - - - - - - - - - - - - ��
(42) - - - �� - - - - - - - - �� - - - (0) - - - - - - - - ��
Attributable to owners
shares
Treasury
11 - - - - - - - - - �� - - 19 19 - - - - - - - - �� 10 - - ��
option account
Share based outstanding
299 - - - - - - - - - - - - 299 299 - - - - - - - - - - - - 299
Reserves and surplus General reserve
Retained earnings 2,413 �� (2) 1,112 - - - - - - - - �� 1,021 (2) 1,019 - - - - - - - - (1,026) ��
Securities premium 416 - - - - - - - - - - - - �� - - - - - - - - �� - - - ��
-
in Crore) Amount 129 0 129 0 129 Note 12(b) 12(b) 12(c) 12(c) 12(c) 12(b) 12(b) 12(c) 12(b) 12(b) 12(b) 12(c) 12(c) 12(c) 12(b) 12(b) 12(c) 12(b)
( r
Note 12(a) 12(a)
93 crore) 130 crore)
r r
�� As at 1st April 2018 Changes in equity share capital As at 31st March 2019 Changes in equity share capital As at 31st March 2020 B. Other Equity Particulars As at 1st April 2018 �� Total comprehensive income for the year �� year (net) Income of the trust for the year Gain transferred to income statement Deferred hedging loss on hedging instruments Deferred tax on hedge reserve Exercise of employee stock options Share based payment expense �� Transactions with owners in their capacity as owners: Dividends paid on equity shares (including dividend distribution tax of Balance as at 31st March, 2019 Balance as at 31st March, 2019 �� Total comprehensive income for the year �� year (net) Income of the trust for the year Loss transferred to income statement Deferred hedging gain on hedging instruments Deferred tax on hedge reserve Exercise of employee stock options Share based payment expense �� Transactions with owners in their capacity as owners: Dividends paid on equity shares (including dividend distribution tax of Balance as at 31st March, 2020
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200

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

a) Securities premium	��Companies Act, 2013	b) Retained earnings	��	��	c) General reserve	��	��	d) Share based option outstanding account	��	e) WEOMA reserve and Treasury shares	��	��	��	f) Hedge reserve	��	��	��	��	��	g) Foreign currency translation reserve	��	��	h) Adjustment pursuant to the Scheme of Capital Reduction of MCCL	��	��r��	against the Share capital to the extent ofr��r��r��	��	��	ForB S R and Co. LLP For and on behalf of the Board of Directors	Chartered Accountants	��	SADASHIV SHETTY HARSH MARIWALA SAUGATA GUPTA	�� �� ��	�� �� ��	VIVEK KARVE HEMANGI GHAG	�� ��	��	�� ��	�� ��

Marico Limited Integrated Report 2019-20

201

CONSOLIDATED STATEMENT OF CASH FLOW

For the year ended 31st March, 2020

==> picture [477 x 575] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Year ended Year ended
Particulars
31st March, 2020 31st March, 2019
A CASH FLOW FROM OPERATING ACTIVITIES
PROFIT BEFORE INCOME TAX 1,374 1,257
Adjustments for:
Depreciation, amortisation and impairment �� 131
Share of net loss /(gain) of joint ventures accounted for using the equity method (0) 1
Finance costs ��
��
(Gain)/ Loss on disposal of property, plant and equipment (NET) (0) ��
Net fair value changes (including net gain on sale of investments) (29) ��
��
Employees stock option charge 10 9
Stock appreciation rights expense charge (1) ��
�� (3) 11
�� 1,361
Cash generated from operations before working capital changes
(Increase) / Decrease in inventories 31 100
(Increase) / Decrease in trade receivables (22) ��
�� 1 (3)
(Increase) / Decrease in other non-current assets (2) (0)
(Increase) / Decrease in other current assets (33) (60)
(Increase) / Decrease in loans (3) (1)
(Decrease) / Increase in provisions 1 (0)
��
(Decrease) / Increase in other current liabilities 22 ��
(Decrease) / Increase in trade payables �� 121
�� 2
Changes in Working Capital 33 21
Cash generated from operations 1,508 1,382
Income taxes paid (net of refunds) (290) (320)
NET CASH GENERATED FROM OPERATING ACTIVITIES (A) 1,218 1,062
B CASH FLOW FROM INVESTING ACTIVITIES
�� (162)
�� 19
�� 103
Investment in joint venture (3) (6)
�� 20
Investment in bank deposits (having original maturity more than 3 months) (net) (refer
��
note H below)
Interest received ��
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202

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

==> picture [477 x 243] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Year ended Year ended
Particulars
31st March, 2020 31st March, 2019
Net cash utilised in investing activities (B) (44) (334)
C CASH FLOW FROM FINANCING ACTIVITIES
�� 0 -
�� 3 30
��
Decrease in minority interest (21) ��
Interest paid �� (23)
�� (29)
Interest paid on lease liabilities (16) (16)
Dividends paid to company's shareholders (including dividend distribution tax) ��
�� (1,146) (698)
D EFFECT OF EXCHANGE DIFFERENCE ON TRANSLATION OF FOREIGN CURRENCY 17 (33)
CASH AND CASH EQUIVALENTS (D)
E NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C+D) 45 (3)
F CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR 48 51
G CASH AND CASH EQUIVALENTS AT END OF THE YEAR (REFER NOTE 6 (D)) 93 48
----- End of picture text -----

��

==> picture [478 x 131] intentionally omitted <==

----- Start of picture text -----

H Non Cash Transaction from Investing activities
Particulars As at �� Non-Cash changes/ As at
31st March 2019 Fair Value Adjustment 31st March 2020
Non-Current Investments �� 1 ��
Current Investments including Fixed deposit �� 33 ��
926 (73) 34 887
I Changes in liabilities arising from Financing activities
Particulars As at �� Non-Cash changes/ As at
31st March 2019 Fair Value Adjustment 31st March 2020
Non Current Borrowings �� - 10
Current Borrowings �� (11) 2 ��
�� 2 ��
----- End of picture text -----

��

For B S R and Co. LLP

For and on behalf of the Board of Directors

Chartered Accountants

�� SADASHIV SHETTY ��

HARSH MARIWALA ��

�� VIVEK KARVE ��

SAUGATA GUPTA

��

HEMANGI GHAG

��
��
��
��
��
��

Marico Limited Integrated Report 2019-20

203

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

Back ground and operations

Marico Limited (herein after referred to as ‘the Company’), headquartered in Mumbai, Maharashtra, India, together �� In India, Marico manufactures and markets products under �� Hair Code, Caivil, Hercules, Black Chic, Code 10, Ingwe, ��

��

�� year ended 31st March, 2020 were approved for issue in accordance with the resolution of the Board of Directors ��

a) Basis of preparation:

i. Compliance with IND AS :
�� material aspects with Indian Accounting Standards (Ind ��
assets held for sale measured at lower of cost or fair value less cost to sell;
�� fair value; and
share-based payments liability measured at fair value

b) Principles of consolidation and equity accounting

i. Subsidiaries

Subsidiaries are all entities over which the group has �� is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability �� fully consolidated from the date on which control is ��

The acquisition method of accounting is used to �� and its subsidiaries line by line adding together like �� Intercompany transactions, balances and unrealised gains on transactions between group companies are ��

ii. Joint ventures

Interests in joint ventures are accounted for using the equity method (see (iii) below), after initially being ��

��

�� or non-current as per the Groups normal operating cycle and other criteria set out in the Schedule III to �� products and the time taken between acquisition of assets for processing and their realization in cash and cash equivalents, the Group has ascertained its operating cycle as twelve months for the purpose of ��

iii. Historical cost convention :

�� prepared on a historical cost basis, except for the following:
�� instruments) and contingent consideration that ��

iii. Equity method

Under the equity method of accounting, the investments are initially recognised at cost and adjusted thereafter to recognise the Group’s share of �� of other comprehensive income of the investee in ��

Dividends received or receivable from associates and joint ventures are recognised as a reduction in the ��

When the Group’s share of losses in an equityaccounted investment equals or exceeds its interest in the entity, including any other unsecured long-term receivables, the Group does not recognise further losses, unless it has incurred obligations or made ��

204

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

iv. Changes in ownership interests

The Group treats transactions with non-controlling interests that do not result in a loss of control as �� change in ownership interest results in an adjustment between the carrying amounts of the controlling and �� the amount of the adjustment to non-controlling interests and any consideration paid or received is ��

c) Segment Reporting:

�� consistent with internal reporting provided to the ��

d) Foreign currency transactions:

i) Functional and presentation currencies:

�� statements of the Group are measured using the currency of the primary economic environment in �� in INR which is the functional and presentation ��

ii) Transactions and Balances:

Foreign currency transactions are translated into the functional currency at the exchange rates on the date �� resulting from settlement of such transactions and from translation of monetary assets and liabilities at the year-end exchange rates are generally recognized ��

�� adjustment to borrowing costs are presented in ��

Non-monetary foreign currency items are carried at cost and accordingly the investments in shares of foreign subsidiaries are expressed in Indian currency at the rate of exchange prevailing at the time when the original investments are made or ��

iii) Group Companies:

�� the presentation currency are translated into the presentation currency as follows:

assets and liabilities are translated at the closing ��
income and expenses are translated at average exchange rates, and
�� in other comprehensive income

When a foreign operation is sold, the associated ��

Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and translated at ��

e)

Revenue recognition:

Revenue is measured at the fair value of the consideration �� are net of returns, trade allowances, rebates, goods and service taxes and amounts collected on behalf of third ��

The Group recognizes revenue when the amount can be reliably measured, it is probable that future economic benefits will flow to the entity and specific criteria have been met for each of the Group’s activities �� historical results, taking into consideration the type of customer, the type of transaction and the specifics of each arrangement

i. Sale of goods:

Timing of recognition: Sale of goods is recognized when control of the goods has transferred to the �� the time of dispatch, delivery or formal customer ��

Measurement of revenue: Accumulated experience is used to estimate and provide for discounts, rebates, �� deemed present as the sales are made with credit ��

ii. Sale of services:

Income from services rendered is recognised based on agreements/arrangements with the customers as

Marico Limited Integrated Report 2019-20

205

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

��

f) Income recognition

�� that exactly discounts estimated future cash �� by considering all the contractual terms of the �� extension, call and similar options) The expected credit losses are considered if the credit risk on that ��
�� receive payment is established, it is probable ��
��

g) Government Grants:

Grants from the government are recognized at their fair value where there is a reasonable assurance that the grant will be received and the Group will comply with all ��

Government grants relating to income are deferred and �� over the period necessary to match them with the costs that they are intended to compensate and reduced ��

Income from incentives such as government budgetary support scheme, premium on sale of import licenses, �� operating income on accrual basis to the extent the ��

Government grants relating to the purchase of property, plant and equipment are included in noncurrent liabilities as deferred income and are credited to �� lives of the related assets and presented within other ��

h) Income Tax:

The income tax expense or credit for the period is the tax payable on the current period’s taxable income based on the applicable income tax rate for each jurisdiction adjusted by the changes in deferred tax assets and ��

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period in the countries where the Company and its subsidiaries and associates operate and generate taxable income and any adjustments �� periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation �� where appropriate on the basis of amounts expected to ��

Deferred income tax is provided in full, using the �� arising between the tax bases of assets and liabilities �� using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax ��

Deferred tax assets are recognised for all deductible �� probable that future taxable amounts will be available to ��

�� and liabilities and when the deferred tax balances relate �� on a net basis, or to realise the asset and settle the ��

Current and deferred tax is recognised in the Statement �� to items recognised in other comprehensive income or �� in other comprehensive income or directly in equity, ��

Minimum Alternative Tax (MAT) credit, which is equal to the excess of MAT (calculated in accordance with ��

206

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

1961) over normal income-tax is recognized as an item in deferred tax asset by crediting the Statement �� is convincing evidence that the Company will be able to avail the said credit against normal tax payable during the period of fifteen succeeding assessment ��

i) Property, plant and equipment:

�� is stated at original cost net of tax/duty credits availed, if any, less accumulated depreciation and cumulative ��

�� of property, plant and equipment are stated at historical cost, less accumulated depreciation/amortisation �� taxes, duties, freight and other incidental expenses �� costs attributable to acquisition, construction of qualifying asset are capitalized until such time as the �� Indirect expenses during construction period, which are required to bring the asset in the condition for its intended use by the management and are directly attributable to bringing the asset to its position, are also ��

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future �� to the Group and the cost of the item can be measured �� accounted for as a separate asset is derecognized when ��

��

Depreciation and amortization:

Depreciation is calculated using the straight-line �� Equipment, net of their residual values, over their ��

As per technical evaluation of the Group, the useful life considered for the following items is lower than the life stipulated in Schedule II to the Companies Act, 2013:

==> picture [214 x 17] intentionally omitted <==

----- Start of picture text -----

Assets Useful life (years)
----- End of picture text -----

Motor vehicle – motor car, bus and lorries, motor cycle, scooter	�
��- cation tools	2
Computer – Server network	3
��	��
Leasehold land	Lease period
Right to Use Asset	Lease period

Apart from the above, the useful lives of other class of assets are in line with that prescribed in the Schedule II ��

��

Depreciation in respect of assets of foreign subsidiaries is provided on a straight line basis based on useful life of the assets as estimated by the Management which are as under:

==> picture [214 x 16] intentionally omitted <==

----- Start of picture text -----

Assets Useful life (years)
----- End of picture text -----

��	��
��	��
�� improvements)	��
Vehicles	3 to 10

Assets individually costing r��

Fixtures in leasehold premises are amortized over the ��

Depreciation on additions / deletions during the year is provided from the month in which the asset is capitalized ��

The estimated useful lives, residual values and depreciation method are reviewed at the end of each ��

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount ��

Gains and losses on disposals are determined by ��

Marico Limited Integrated Report 2019-20

207

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

��

j) Intangible Assets:

i. Goodwill:

Goodwill on acquisitions of subsidiaries is included in �� for impairment annually or more frequently if events or changes in circumstances indicate that it might be impaired, and is carried at cost less accumulated �� disposal of an entity are calculated after netting of the carrying amount of Goodwill relating to the entity sold, ��

Goodwill is allocated to cash-generating units for the �� to those cash-generating units or groups of cash��

��

�� cost of acquisition, less accumulated amortisation and �� other incidental expenses related to acquisition and ��

�� line basis over the estimated useful lives of respective intangible assets, but not exceeding the useful lives given here under:

Assets Useful	life	(years)
Computer Software	3

��

�� measured at cost and are not amortised, but are tested for impairment annually or more frequently if events or changes in circumstances indicate that it ��

iv. Research and Development:

Capital expenditure on research and development is capitalized and depreciated as per accounting policy ��

k) Investment property

�� both) that is held (by the owner or by the lessee under �� appreciation or both, rather than for:

l)

(a) use in the production or supply of goods or services or for administrative purposes; or
(b) sale in the ordinary course of business;

��

Investment property is measured initially at its cost, including related transaction costs and �� expenditure is capitalized to the asset’s carrying amount only when it is probable that future �� maintenance costs are expensed when incurred, when part of an investment property is replaced, the carrying amount of the replaced part is ��

�� on straight line basis, based on useful life of the assets determined in accordance with para “i” ��

The estimated useful lives, residual values and depreciation method are reviewed at the end �� changes in estimate accounted for on a prospective ��

Non-Current Asset held for Sale:

�� carrying amount will be recovered principally through a sale transaction rather than through continuing �� measured at the lower of their carrying amount and fair value less costs to sell, except for assets such as deferred tax assets, assets arising from employee ��

An impairment loss is recognised for any initial or subsequent write-down of the asset to fair value less �� increases in fair value less costs to sell an asset, but not in excess of any cumulative impairment loss previously �� by the date of the sale of the non-current asset is ��

Non-current assets are not depreciated or amortised ��

�� presented separately from the other assets in the

208

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

m) Lease

(i) As a lessee

Leases of property, plant and equipment where the Group, as lessee, has substantially all the risks and �� at the fair value of the leased property or, if lower, the �� Each lease payment is allocated between the liability �� constant periodic rate of interest on the remaining ��

�� portion of the risks and rewards of ownership are not �� leases (net of any incentives received from the lessor) �� over the period of the lease unless the payments are structured to increase in line with expected general ��

�� taken full retrospective approach and implemented retrospectively as a result of which the numbers �� retrospective method is more appropriate as it provides full disclosure along with comparable numbers to the ��

The Group calculate lease liability in respect of all the leases by arriving at present value using incremental borrowing rate for the tenure of the lease on future �� incremental borrowing rate is not available, interest rate is derived using risk free rate with applicable risk �� premium is the usual spread charged by banks for ��

Any probable cost in future, if applicable, as well towards dismantling or removal of any asset is been considered ��

The Group considers leases with term up to 12 (Twelve) �� present value of future lease payments is less than Rs �� and low value leases are excluded from the scope for ��

Right of Use Asset :

The Group derives right of use asset as per IND AS 116 from inception of the lease arrangement and is amortized on a straight line basis over the estimated ��

�� between right-of-use asset and a lease liability is ��

(ii) As a lessor

Lease income from operating leases where the Group is a lessor is recognised in income on a straight-line basis over the lease term unless the receipts are structured ��

�� 
��

�� measurement categories:

those to be measured subsequently at fair value (either through other comprehensive income, or ��
��

��

For assets measured at fair value, gains and losses �� instruments, this will depend on the business model in �� instruments, this will depend on whether the Group has made an irrevocable election at the time of initial recognition to account for the equity investment at fair ��

Marico Limited Integrated Report 2019-20

209

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

ii. Measurement:

�� that are directly attributable to the acquisition of the ��

Debt instruments

Subsequent measurement of debt instruments depends on the Company’s business model for ��

Amortised Cost: Assets that are held for collection �� or loss on a debt investment that is subsequently measured at amortised cost and is not part of ��
Fair value through other comprehensive income (FVOCI): Assets that are held for collection of �� payments of principal and interest, are measured at fair value through other comprehensive income �� of impairment gains or losses, interest revenue and foreign exchange gains and losses which �� the cumulative gain or loss previously recognised ��
�� Assets that do not �� or loss on a debt investment that is subsequently �� not part of a hedging relationship is recognised in

��

Equity instruments

The Group subsequently measures all equity �� management has elected to present fair value gains and losses on equity investments in other comprehensive income, there is no subsequent �� as other income when the Company’s right to ��

��

�� in credit risk pertaining to the assets and accordingly ��

��
��
the Group has transferred the rights to receive ��
The Group retains the contractual rights to receive ��

Where the entity has transferred an asset, the Group evaluates whether it has transferred substantially all risks and rewards of ownership �� transferred substantially all risks and rewards of ��

�� asset nor retained substantially all risks and �� asset is continued to be recognised to the extent ��

210

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

o) Derivatives and hedging activities

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured to their fair value at the end of �� changes in fair value depends on whether the derivative is designated as a hedging instrument, and if so, the ��

The Group designates certain derivatives as either:

hedges of the fair value of recognised assets or �� or
hedges of a particular risk associated with the cash ��

The Group documents at the inception of the hedging transaction the relationship between hedging instruments and hedged items, as well as its risk management objective and strategy for undertaking �� its assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions have been and will continue to ��

�� Movements in the hedging reserve in shareholders’ �� or liability when the remaining maturity of the hedged �� asset or liability when the remaining maturity of the ��

��

�� instruments is recognized in other comprehensive ��

p) Inventories:

Raw materials, packing materials, stores and spares are ��

�� (traded goods) are valued at lower of cost and net ��

q)

r)

s)

��

Cost of raw materials and traded goods comprises cost �� goods comprises direct materials, direct labour and an �� expenditure, the latter being allocated on the basis �� also includes all other costs incurred in bringing the �� Cost is assigned on the basis of weighted average �� instead of weighted average basis, the impact of which �� Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make ��

Trade Receivables:

Trade receivables are recognised initially at fair value and subsequently measured at cost less provision made for doubtful trade receivable as per expected credit loss method over the life of the asset depending �� credit circumstances and the historical experience of ��

Trade and other payables:

These amounts represent liabilities for goods and services provided to the Group prior to the end of �� are presented as current liabilities unless payment is ��

Borrowings:

Borrowings are initially recognised at fair value, �� on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn �� is probable that some or all of the facility will be drawn down, the fee is capitalised as a prepayment for liquidity services and amortised over the period of the facility to ��

Marico Limited Integrated Report 2019-20

211

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

Borrowings are removed from the balance sheet when �� extinguished or transferred to another party and the consideration paid, including any non-cash assets ��

t) Borrowing Cost:

�� attributable to the acquisition or construction of a qualifying asset are capitalised during the period of time that is required to complete and prepare the asset �� that necessarily take a substantial period of time to get ��

Investment income earned on the temporary �� expenditure on qualifying assets is deducted from the ��

��

i. Short term obligations:

Liabilities for wages and salaries, including non�� wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees’ services upto the end of the reporting period and are measured at the amounts expected to be paid when the liabilities ��

��

a. Superannuation Fund:

The Group makes contribution to the �� scheme, administered by insurance ��

b. Provident fund:

�� liability is actuarially determined (using the

�� and any shortfall in the fund balance maintained by the Trust set up by the Group is additionally �� recognized in other comprehensive income and ��

��

Gratuity:

a.

�� payable in future are determined by actuarial valuation at each Balance Sheet date using �� Actuarial gains and losses arising from changes in actuarial assumptions are recognized in other comprehensive income and shall not be ��

b. Leave encashment / Compensated absences:

The Group provides for the encashment of leave �� entitled to accumulate leave subject to certain limits, �� provided based on the number of days of unutilized leave at each Balance Sheet date on the basis of an �� arising from changes in actuarial assumptions are ��

iv. Share based payments:

� Employee Stock Option Plan:

The fair value of options granted under the Group’s employee stock option scheme (excess of the fair value over the exercise price of the option at the �� The total amount to be expensed is determined by reference to the fair value of the options granted:

including any market performance conditions ��
excluding the impact of any service and non�� period), and
including the impact of any non-vesting ��

212

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

The total expense is recognised over the vesting period, which is the period over which all of the ��

� Employee Stock Appreciation Rights Scheme:

Liability for the Group’s Employee Stock Appreciation Rights (STAR), granted pursuant to the Group’s Employee Stock Appreciation Rights �� reporting period until settled, at the fair value of the STARs, by applying an option pricing model, ��

v. Treasury Shares:

The Company has created a “Welfare of Mariconians �� fund the STAR schemes, the Trust, upon intimation from the Company, carries out secondary market �� Company provides loan to the Trust for enabling such �� in eligible employees, upon intimation of such details by the Company, the Trust sells the equivalent shares and hands over the net proceeds to the Company in ��

�� shares) are recognised at cost and deducted from �� on the purchase or sale of the Company’s own equity ��

v) Provisions and Contingent Liabilities:

Contingent Liabilities are disclosed in respect of possible obligations that arise from past events but �� non-occurrence of one or more uncertain future events not wholly within the control of the Group or where any

present obligation cannot be measured in terms of ��

�� present legal or constructive obligation as a result of �� will be required to settle the obligation and the amount ��

�� management’s best estimate of the expenditure required to settle the present obligation at the end �� determine the present value is a pre-tax rate that �� increase in the provision due to the passage of time is ��

Where there are a number of similar obligations, the �� is determined by considering the class of obligations as ��

�� recognise a contingent asset unless the recovery is ��

w) Commitments:

Commitments are future liabilities for contractual ��

(i) estimated amount of contracts remaining to be executed on capital account and not provided for;
(ii) uncalled liability on shares and other investments partly paid;
(iii) funding related commitment to subsidiary, associate and joint venture companies; and
(iv) other non-cancellable commitments, if any, to the extent they are considered material and relevant in ��

�� procurements made in the normal course of business are not disclosed to avoid excessive ��

Marico Limited Integrated Report 2019-20

213

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

x) Cash and Cash Equivalents

For the purpose of presentation in the Statement of Cash Flows, cash and cash equivalents includes cash �� other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are ��

y) Exceptional items:

An item of income or expense which by its size, type or incidence requires disclosure in order to improve an understanding of the performance of the Group is treated as an exceptional item and disclosed as such in ��

z) Impairment of assets:

�� useful life are not subject to amortisation and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might �� whenever events or changes in circumstances indicate �� An impairment loss is recognised for the amount by which asset’s carrying amount exceeds its recoverable �� purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately �� reviewed for possible reversal of the impairment at the ��

aa) Earnings Per Share:

(i) Basic earnings per share:

Basic earnings per share is calculated by dividing:
��
by the weighted average number of equity shares �� bonus elements in equity shares issued during the ��

(ii) Diluted earnings per share:

�� the determination of basic
�� equity shares, and
the weighted average number of additional equity shares that would have been outstanding assuming the conversion of all dilutive potential ��

ab) Contributed Equity:

��

Incremental costs directly attributable to the issue of new shares or options are shown in equity as a ��

ac) Dividend:

�� declared, being appropriately authorised and no longer at the discretion of the entity, on or before the end of the reporting period but not distributed at the end of ��

ad) Business Combinations:

Business combinations are accounted for using the acquisition accounting method as at the date of the acquisition, which is the date at which control is �� and liabilities assumed are recognised at fair values on �� at cost, being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interests, and any previous �� non-controlling interest in the acquired entity on an acquisition-by-acquisition basis either at fair value or at the non-controlling interest’s proportionate �� Consideration transferred does not include amounts ��

214

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Transaction costs are expensed as incurred, other than those incurred in relation to the issue of debt �� Subsequent changes in the fair value of contingent ��

��

Transactions and balances with values below the ��

af) Recent Indian Accounting Standards (Ind AS):

��

Marico Limited Integrated Report 2019-20

215

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

2 Critical Estimates and Judgements

�� needs to exercise judgement in applying the Group’s �� the areas that involved a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions �� estimates and judgements is included in relevant notes together with information about the basis of calculation ��

�� the reported balances of assets and liabilities and disclosures relating to contingent assets and liabilities �� These estimates and associated assumptions are based on historical experience and management’s best knowledge of current events and actions the Group ��

Information about critical estimates and assumptions �� adjustment to the carrying amounts of assets and liabilities are included in the following notes:

��
��
(c) Estimation of current tax expenses and payable (Note 26)
(d) Estimated impairment of goodwill and intangible ��
(e) Estimation of provisions and contingencies (Note ��
(f) Recognition of deferred tax assets including MAT ��

�� determined based on value-in-use calculations which ��

Allowance for doubtful receivables represent the estimate of losses that could arise due to inability of �� estimates are based on the customer ageing, customer �� historical experience of the Group as well as forward ��

��

The liabilities of the Group arising from employee benefit obligations and the related current service cost, are determined on an actuarial basis using ��

The Group’s tax charge is the sum of total current and �� the outcome based on the facts known at the balance �� to interpretation of tax laws of various jurisdictions ��

(d) Estimated impairment of goodwill and intangible ��

Impairment testing for Goodwill and intangible assets �� The recoverable amount of a cash generating unit (CGU) is determined based on value-in-use calculations ��

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Particulars Vietnam South Africa
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�� 10 years	10 years
�� ��	��
�� ��	��
�� ��	��
�� ��	��

(g) Lease Accounting (Note 3 (b))
�� receivable)

�� trade receivables) is done at least once annually and ��

The growth rates and margins used to make estimate future performance are based on past performance and our estimates of future growths and margins achievable �� relating to the relevant segments and geographies in ��

216

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

(e) Estimation of provisions and contingencies

�� recognised where a legal or constructive obligation exists at the balance sheet date, as a result of a past event, where the amount of the obligation can be reliably �� that may arise from past event whose existence will be �� of one or more uncertain future events which are �� exercises judgement and estimates in recognizing the provisions and assessing the exposure to contingent �� necessary in assessing the likelihood of the success of the pending claim and to quantify the possible range of ��

(f) Recognition of deferred tax assets including MAT credit

The recognition of deferred tax assets is based upon �� are related to losses, relevant tax law is considered �� are reviewed at each reporting date and reduced to the extent that it is no longer probable that the related tax ��

The credit availed under MAT is recognised as an asset only when and to the extent there is convincing evidence that the Company will pay normal income tax during the period for which the MAT credit can be carried forward

�� expected availment of the credit based on business ��

(g) Lease Accounting

�� to be a lease as per the requirements of Ind AS �� in assessing the lease term (including anticipated ��

The Group determines the lease term as the noncancellable period of a lease, together with both periods covered by an option to extend the lease if the Group is reasonably certain to exercise that option; and periods covered by an option to terminate the lease if the Group is reasonably certain not �� Group is reasonably certain to exercise an option to extend a lease, or not to exercise an option to terminate a lease, it considers all relevant facts and circumstances that create an economic incentive for The Group to exercise the option to extend the lease, ��

The discount rate is generally based on the incremental ��

The Group has considered leases with term up to 12 �� where the current market value (for transition purpose determined basis the present value of future lease �� accordingly excluded from the scope for the purpose of ��

Marico Limited Integrated Report 2019-20

217

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NOTES
To Consolidated Financial Statements for the year ended 31st March, 2020
in Crore) 27 45 �� 58
( r CWIP
781 132 (22) �� 896 237 93 (10) 1 321 10 (0) �� 0 3 572 �� 1,064 321 �� (19) - 7 �� 3 2 (2) 0 3 654
Total
12 �� (1) - 15 2 1 (0) - 3 - - - - - 12 �� - - 19 3 2 - - - �� - - - - - 14
Leasehold im- provements
17 3 (2) 0 18 13 3 (2) 0 14 0 0 (0) (0) 0 4 �� 3 (2) 1 20 14 3 (1) - 0 16 0 0 - 0 0 4
��
Equipment
4 0 (0) 0 4 1 1 (0) 0 2 - - - - - 2 �� 2 (1) (0) 5 2 1 (1) - 0 2 - - - - - 3
Vehicles
20 3 (0) (2) 21 9 �� (0) (2) 11 1 (0) (0) 0 1 9 21 6 (1) 2 28 11 �� (0) - 2 16 1 (0) - 0 1 11
��
Furniture and
401 �� (12) �� 469 168 �� (6) 2 231 8 1 �� 0 2 236 �� 120 �� 583 231 �� (11) - 4 296 2 1 (2) 0 1 286
Plant and equipments
279 23 (6) 2 298 42 16 (2) 1 57 1 (1) (0) (0) 0 241 �� 2 336 57 �� - 1 �� 0 1 - 0 1 267
Buildings
Leasehold land 32 23 (1) 0 54 2 1 (0) 0 3 - - - - - 51 �� - - 0 55 3 1 - - 0 �� - - - - - 51
16 - (0) 1 17 - - - - - - - - - - 17 �� - - 1 18 - - - - - - - - - - - 18
Freehold land
TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2020
Property, Plant and Equipment
NOTES 3 (a) Paritulars Year ended 31st March, 2019 Gross carrying amount Opening gross carrying amount Additions Disposals / transfers �� Closing gross carrying amount Accumulated depreciation Opening accumulated depreciation Depreciation charge during the year Disposals / transfers �� Closing accumulated depreciation Impairment loss Opening Impairment Loss Impairment charge/(reversal) during the year �� Closing impairment loss Net carrying amount Year ended 31st March, 2020 Gross carrying amount �� Additions Disposals / transfers �� Closing gross carrying amount Accumulated depreciation Opening accumulated depreciation Depreciation charge during the year Disposals / transfers Adjustments �� Closing accumulated depreciation Impairment loss �� Impairment charge/reversal during the year �� Closing impairment loss Net carrying amount
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218

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Marico Limited Integrated Report 2019-20

219

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

3(b) Right to use asset

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----- Start of picture text -----

( r in Crore)
�� Buildings �� Total
equipment
Year ended 31st March, 2019
Gross carrying amount
Opening gross carrying amount 227 1 228
Additions 36 - 36
Disposals / transfers �� - ��
�� 2 (0) 2
Closing gross carrying amount 247 1 248
Accumulated depreciation
Opening accumulated depreciation 77 0 78
Depreciation charge during the year �� 0 ��
Disposals / transfers �� - ��
�� 0 (0) 0
Closing accumulated depreciation 94 1 95
Impairment loss
Opening Impairment Loss - - -
Impairment charge/ (reversal) during the year - - -
�� - - -
�� - - -
Closing impairment loss - - -
Net carrying amount 153 0 153
Year ended 31st March, 2020
Gross carrying amount
Opening gross carrying amount 247 1 248
Additions �� 0 ��
Disposals / transfers (26) (1) ��
�� (0) ��
Closing gross carrying amount 262 0 262
Accumulated depreciation
Opening accumulated depreciation 94 1 95
Depreciation charge during the year �� 0 ��
Disposals / transfers �� (1) ��
Adjustments - - -
�� 2 (0) 2
Closing accumulated depreciation 116 0 116
Impairment loss
Opening Impairment Loss - - -
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220

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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----- Start of picture text -----

( r in Crore)
�� Buildings �� Total
equipment
Impairment charge/reversal during the year - - -
�� - - -
�� - - -
Closing impairment loss - - -
Net carrying amount 146 0 146
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Impact of COVID-19

��

4 Investment Properties

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Gross carrying amount
Opening gross carrying amount/Deemed cost 18 31
Additions - -
�� - (13)
Closing gross carrying amount 18 18
Accumulated Depreciation 1 2
Depreciation charge during the year (0) 0
�� - (1)
Closing accumulated depreciation 1 1
Net carrying amount 17 17
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��

�� 

�� ��
		(rin Crore)
Particulars	As at 31st March, 2020	As at 31st March, 2019
Rental income	1	1
Direct operating expenses for property that generated rental income	0	0
��	1	1
Depreciation	(0)	(0)
��	1	1

Marico Limited Integrated Report 2019-20

221

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

(ii) Leasing arrangements

�� Minimum lease payments receivable under non-cancellable operating leases of investment properties are as follows:

follows:
		(rin Crore)
Particulars	As at 31st March, 2020	As at 31st March, 2019
Within one year	1	0
��	1	-
��	-	-
(iii) Fair value
		(rin Crore)
Particulars	As at	As at
	31st March, 2020	31st March, 2019
Investment properties	��	39

Estimation of fair value

��

(iv) The fair values of investment properties have been determined by an independent valuer who holds recognised and �� The main inputs include details obtained from “The Ready Reckoner”, location ��

(v) ��

5 Intangible Assets

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----- Start of picture text -----

( r in Crore)
Particulars Trademarks and Computer software Total Goodwill
copyrights (Refer note
(i) below)
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Year ended 31st March 2019
Opening gross carrying amount	57	14	71	486
Additions	-	�	�	-
��	(6)	0	(6)	��
Closing gross carrying amount	51	18	69	503
Accumulated amortisation	0	11	11	-
Amortisation charge for the year	-	3	3	-
��	0	0	0	-
Closing accumulated amortisation	0	14	14	-
Closing net carrying amount	51	4	55	503

222

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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----- Start of picture text -----

Particulars Trademarks and Computer software Total Goodwill
copyrights (Refer note
(i) below)
Year ended 31st March 2020
Opening gross carrying amount 51 18 69 503
Additions - 5 5 -
Disposals - (2) (2) -
Adjustments (refer note (ii) below) �� - ��
�� 1 0 2 ��
Closing gross carrying amount 35 22 57 547
Accumulated amortisation 0 �� -
Amortisation charge for the year - 3 3 -
Disposals - (1) (1) -
Impairment charged (refer note (iii) below) - - - 10
�� 0 0 0 (2)
Closing accumulated amortisation 0 16 16 8
Closing net carrying amount 35 6 41 538
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�� r 30 Crores) and goodwill �� r 1 Crores) were recognised in the books and balance consideration was attributable towards ��

�� R�� R��

(iii) Goodwill on acquisitions included in intangible assets was tested for impairment basis circumstances indicating the impairment of ��r��

��

Cash generating unit’s (CGUs) to which goodwill has been allocated are tested for impairment annually, or more frequently when there ��

Marico Limited Integrated Report 2019-20

223

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

6(a) Investments

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----- Start of picture text -----

( r in Crore)
As at As at
Particulars
31st March, 2020 31st March, 2019
Non-current Investments
I. Investment in Joint venture
Equity instruments
Joint venture 29 ��
II. Other Invesments
(A) Quoted
Debentures �� 9
Bonds ��
Mutual Funds - -
75 34
(B) Unquoted
Equity instruments
�� 1 0
Government securities 0 0
1 0
Total Non - current other Investments (A + B) 76 34
Current Investments
(C) Quoted
Debentures ��
Bonds �� -
Mutual funds - 13
115 97
(D) Unqoted
Intercorporate deposits 31 ��
Commercial papers ��
�� 96 -
Mutual Funds �� 192
513 294
Total current other Investments (C+D) 628 391
Unquoted at cost
In Joint Venture
�� 22
�� r 10 each fully paid
�� 3 ��
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224

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

==> picture [478 x 144] intentionally omitted <==

----- Start of picture text -----

As at As at
Particulars
31st March, 2020 31st March, 2019
�� r 10 each fully paid
�� 0 -
�� r 10 each fully paid
Total investment in Joint Venture 29 26
Aggregate carrying amount of quoted investments 190 131
Market value/ Net asset value of quoted investments 190 133
Aggregate carrying amount of unquoted investments ��
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Notes:

��
��
��

6(b)Trade Receivables

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Trade receivables ��
Less: Allowance for doubtful debts ��
Total receivables 539 517
��
�� - -
Break up of security details
Trade receivables considered good - Secured - -
Trade receivables considered good - Unsecured ��
��
Add Less: Allowance for doubtful debts ��
Trade receivables - Credit impaired 1 1
Less: Allowance for doubtful debts (1) (1)
Total 539 517
��
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Marico Limited Integrated Report 2019-20

225

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

6(c) Loans

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Non current
Unsecured, considered good
Loans to employees 3 ��
Security deposits with public bodies and others
Considered good ��
Considered doubtful 1 1
��
�� (1) (1)
17 14
Total non current loans 20 18
Current
Unsecured, considered good
Loan to employees ��
Total current loans 5 5
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��

6(d) Cash and Cash Equivalents

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Balances with banks
Bank balances in current accounts ��
Deposits with original maturity of less than three months 36 ��
Cash on hand 0 0
Total cash and cash equivalents 93 48
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6(e) Bank Balances other than Cash and Cash Equivalents

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Fixed deposits with maturity more than 3 month but less than 12 months ��
Balances with banks for unclaimed dividend (Refer note below) 3 2
Total bank balance other than cash and cash equivalents 186 504
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��

226

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

6(f) Other Non Current Financial Assets

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----- Start of picture text -----

( r in Crore)
As at As at
Particulars
31st March, 2020 31st March, 2019
Unsecured considered good (unless otherwise stated)
Fixed deposits-maturing after 12 months (refer note below) 11 11
�� 11 11
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��

6(g) Other Current Financial Assets

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
(i) Derivatives
Foreign exchange forward contracts, options and interest rate swaps 1 2
1 2
(ii) Others
Advances to related parties (Refer Note 32) 0 1
Security deposits 0 0
�� 1 1
1 2
�� 3 4
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7 Deferred Tax Asset (Net)

��

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Liabilities / provisions that are deducted for tax purposes when paid �� 36
�� 2 1
�� 2 3
under the capital restructuring scheme
MAT Credit entitlement ��
176 222
Other items:
�� - -
�� 19 13
19 13
Total deferred tax assets 195 235
�� (36) (33)
Net deferred tax assets 159 202
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Marico Limited Integrated Report 2019-20

227

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

Movement in deferred tax assets

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----- Start of picture text -----

( r in Crore)
Particulars Liabilities / provisions �� On Intangible MAT Credit Other Total deferred
that are deducted for tax obligations assets entitlement items tax assets
purposes when paid
As at 31st March, 2018 28 2 5 2 18 55
(Charged)/credited :
�� (1) (2) (0) �� (2)
Tax adjustment for earlier years - (0) - �� - ��
to other comprehensive income - - - �� - (6)
As at 31st March 2019 36 1 3 182 13 235
(Charged)/credited :
�� 2 0 (0) - 6 ��
to other comprehensive income - 0 - - - 0
Deferred tax on balance sheet - - - �� - ��
adjustment
�� 0 0 - - 0 1
As at 31st March 2020 38 2 2 134 19 195
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��

8 Other Non Current Assets

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Capital advances 10 21
Advances to vendors 2 1
�� 2 2
�� 0 0
Deposits with statutory/government authorities 12 11
Total other non-current assets 26 35
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9 Inventories

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Raw materials
- In stock ��
- In transit ��
��
- In stock �� 103
- In transit 2 1
Work-in-progress ��
Finished goods
- In stock ��
- In transit 1 1
Stock in Trade ��
By-product ��
Stores and spares �� 12
Total inventories 1,380 1,411
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Refer Note 1 (p) for basis for valuation

During the year, an amount of R �� r ��

228

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

10 Other Current Assets

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Advances to vendors 100 ��
Balances with government authorities ��
Input tax credit receivable �� 129
�� 16
�� 6 0
Total other current assets 340 308
----- End of picture text -----

��

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Land and Building �� 12
�� 8 12
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Non-recurring fair value measurements

(i) During the previous year ended 31st March, 2019 investment property at Andheri, Mumbai, having carrying value of r�� r �� r 10 Crore ��
�� r�� r ��

12(a) Equity Share Capital

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----- Start of picture text -----

Particulars No. of shares Amount
( r in Crore) ( r in Crore)
As at 31st March, 2019
��
��r 10/- each ��
Total 156.50 215
As at 31st March, 2020
��
�� r 10/- each ��
Total 156.50 215
Issued, subscribed and paid-up as at 31st March, 2019
�� 129
Total 129.09 129
Issued, subscribed and paid-up as at 31st March, 2020
�� 129
Total 129.10 129
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Marico Limited Integrated Report 2019-20

229

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

(i) Movements in equity share capital

==> picture [478 x 97] intentionally omitted <==

----- Start of picture text -----

Particulars No of shares Equity Share
(in Crore) capital (par value)
As at 31st March, 2018 �� 129
�� - -
As at 31st March, 2019 129.09 129
��
As at 31st March, 2020 129.10 129
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(ii) Rights, preferences and restrictions attached to equity shares

�� liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution ��

(iii) Shares reserved for issue under options

��

(iv) Details of shareholders holding more than 5% shares in the Company

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----- Start of picture text -----

Name of Shareholder As at 31st March, 2020 As at 31st March, 2019
No. of Shares % of Holding No. of Shares % of Holding
held held
Equity Shares of Re. 1/- each fully paid-up
Harsh C Mariwala with Kishore V Mariwala (For Valentine Family Trust) ��
Harsh C Mariwala with Kishore V Mariwala (For Aquarius Family Trust) ��
Harsh C Mariwala with Kishore V Mariwala (For Taurus Family Trust) ��
Harsh C Mariwala with Kishore V Mariwala (For Gemini Family Trust) ��
��
----- End of picture text -----

�� preceeding the reporting date:

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
No. of equity shares allotted as bonus ��
��
----- End of picture text -----

230

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

12(b) Reserves and Surplus

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Securities premium ��
General reserve 299 299
Share based option outstanding account �� 19
Treasury shares ��
��
Retained earnings ��
Adjustment pursuant to the Scheme of Capital Reduction of MCCL (Refer Note (h) to the stament of ��
changes in equity)
Total Reserve and surplus 2,900 2,896
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(i) Securities premium

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
��
Add: Exercise of employee stock options 3 -
Closing Balance after Minority Interest 419 416
----- End of picture text -----

(ii) General reserve

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
�� 299 299
Closing Balance after Minority Interest 299 299
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(iii) Share based option outstanding account (refer note 35)

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
�� 19 11
Exercise of employee stock options �� -
Share based payment expense 10 ��
Closing Balance after Minority Interest (ESOP) 25 19
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Marico Limited Integrated Report 2019-20

231

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

(iv) Treasury shares

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
��
�� (0) ��
Closing Balance after Minority Interest (27) (27)
----- End of picture text -----

(v) WEOMA reserve

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
��
Add : Income of the trust for the year 3 ��
Closing Balance after Minority Interest 73 70
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(vi) Retained earnings

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
��
�� 1,021 ��
�� (2) (2)
Less: Dividend ��
Less: Tax on dividend (net of tax on dividend received from subsidiaries of r�� (131) (93)
�� r��
Closing Balance after Minority Interest 2,835 2,843
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12(c) Other Reserves

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Hedge reserve (1) 0
Foreign currency translation reserve ��
Total other reserves (6) (50)
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Hedge Reserve

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
�� 0 0
Deferred Hedging Gain / (Loss) on hedging instruments (2) 1
Gain / (Loss) transferred to Income Statement (1) (0)
Deferred tax on hedge reserve 1 (0)
Closing Balance hedge reserve (1) 0
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232

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Foreign currency translation reserve

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
��
Less: Transferred to retained earnings - -
Exchange gain/(loss) on translation during the year �� (16)
Closing Balance Foreign currency translation reserve (5) (50)
----- End of picture text -----

Non controlling interest (NCI)

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
�� 12 12
Total comprehensive income for the year 22 ��
Less : Dividend distributed to minority shareholders (21) ��
�� 0 1
Closing Balance Non controlling interest (NCI) 13 12
13(a) Non-current Borrowings
( r in Crore)
Particulars Maturity Date Terms of repayment Coupon /Inter-est rate 31st March, 2020As at 31st March, 2019As at
Unsecured
Term loan
From banks
�� August 2022 Equal monthly Relevant bench- 13 ��
Limited instalments from ��
�� basis point
August 2022
Total non-current borrowings 13 17
Less: Current maturities of long-term debt (refer note 3 3
13 (b))
Less: Interest accrued (refer note 13 (b)) 0 0
Non-current borrowings 10 14
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The scheduled maturity of long term borrowings is summarized as under:

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Within one year (refer note 10 - Current maturities of long term debt) 3 3
After 1 year but within 2 years 10 ��
Total 13 17
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Marico Limited Integrated Report 2019-20

233

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

Current Borrowings

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----- Start of picture text -----

( r in Crore)
As at As at
Particulars Maturity Date Terms of repay-ment Coupon /Interest rate 31st March, 31st March,
2020 2019
Loans repayable on
demand
Unsecured
From banks
- Cash credit �� - �� - 3
(refer note (i) below) mand
- Export packing FY 20, Repayable with Interest on For a term of six FY 20 Bank Base rate/Relevant 30 ��
credit (refer note (i) �� months Benchmark rate plus applicable
below) INR 13 Crores spread less Interest Subven-
(FY 19 - Repaid From April 19 to ��
�� 19 - Bank Base rate/Relevant
to September 19 Benchmark rate plus applicable
�� spread less Interest Subvention
��
- Working capital FY 20 : Repayable with interest on For a term of six FY 20 Bank Base rate/relevant ��
demand loan April 2020 - INR 10 Crores,June months to twelve Benchmark Rate plus applicable
�� months spread per annum (FY 19 Bank
INR 6 Crores, February 2021 - INR Base rate/relevant Benchmark
30 Crores, March 2021 - INR 10 Rate plus applicable spread per
Crores,(FY 19 Repaid annum;)
��
��
- Working Capital FY 20 : Repayable with interest, For terms upto �� 162 166
Demand Loan �� twelve months ��
��
(FY19: Repayable with interest, May ��
��
�� per annum)
��
��
Crores)
- Cash credit �� - �� 39
mand ��
��
��
��
per annum)
Total current bor- 326 336
rowings
Less: Interest accrued (Refer Note 13(b)) 1 1
Current borrowings as per balance sheet 325 335
----- End of picture text -----

Note:-

��

234

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

13(b) Other Financial Liabilities

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Non-current
Lease Liabilities ��
��
Current
Current maturities of long-term debt (refer note 13(a)) 3 3
Interest accrued and not due on borrowings (refer note 13(a)) 1 1
Creditors for capital goods �� 3
�� 22 ��
Trade deposits from customers and others 1 2
Unclaimed dividend (refer note below) 3 2
Lease Liabilities 39 ��
�� 0 0
Derivative designated as hedges 2 -
�� 79 63
----- End of picture text -----

��

13(c) Trade Payables

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Current
Trade payables:
Dues to Micro and small enterprises (refer note below) 10 13
Dues to others �� 931
Total trade payables 978 944
��
to the said MSMED Act are as follows:
Particulars As at As at
31st March, 2020 31st March, 2019
�� The principal amount remaining unpaid to any supplier as at the end of accounting year included in 10 12
trade payable
�� Interest due thereon 1 1
Trade Payables due to micro and small enterprises 11 13
The amount of interest paid by the buyer under MSMED Act, 2006 along with the amounts of the - -
payment made to the supplier beyond the appointed day during each accounting year
The amount of interest due and payable for the period (where the principal has been paid but inter- - -
est under the MSMED Act, 2006 not paid)
The amount of interest accrued and remaining unpaid at the end of accounting year 1 1
The amount of further interest due and payable even in the succeeding year, until such date when 1 0
the interest dues as above are actually paid to the small enterprise, for the purpose of disallowance
as a deductible expenditure under section 23
----- End of picture text -----

�� to the said MSMED Act are as follows:

��

Marico Limited Integrated Report 2019-20

235

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

14 Provisions

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Current
Disputed indirect taxes (refer Note (a and b)) ��
Total current provisions 58 57
----- End of picture text -----*

��

�� assessed that unfavourable outcome of the matter is more than probable and therefore has created provisions for ��
��

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----- Start of picture text -----

( r in Crore)
Disputed indirect taxes As at As at
31st March, 2020 31st March, 2019
Balance as at the beginning of the year ��
Add: Additional provision recognised 1 -
Less: Amount used during the year - (0)
Balance as at the end of the year 58 57
----- End of picture text -----

��

==> picture [478 x 96] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Gratuity (refer note (i) and (a) below) 9 6
Leave encashment/compensated absences (refer note (iii) below) 9 9
Share-appreciation rights (refer note (iv) below) 1 2
�� 2 3
�� 21 20
----- End of picture text -----

��

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Gratuity (refer note (i) below) 6 6
Leave encashment/compensated absences (refer note (iii) below) 3 3
Share-appreciation rights (refer note (iv) below) 0 3
Incentives / bonus ��
�� 54 68
----- End of picture text -----

Notes:-

(i) Gratuity
��

236

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

(ii) Provident fund

��

(iii) Leave Encashment/Compensated absences.

��

(iv) Share-appreciation rights

�� measured, initially and at the end of each reporting period until settled, at the fair value of the stock appreciation rights, by applying an option pricing model (excess ��

(a) Balance sheet amounts - Gratuity

==> picture [478 x 35] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Present value of Fair value of plan Net Amount
obligation assets
----- End of picture text -----

Balance as on 1st April 2018	33	24	9
Current service cost	�	0	�
Interest expense	3	0	3
��	0	0	0
Interest Income	0	(1)	(1)
��	8	(1)	7

Remeasurements
(Gain)/loss from change in demographic assumptions	(0)	-	(0)
��	1	-	1
Experience (gains)/ losses	1	0	1
Total amount recognised in other comprehensive income	2	0	2
Employer contributions	-	�	��
��	��	(3)	(2)
Balance as on 31st March 2019	38	26	12

Balance as on 1st April 2019	38	26	12

Current service cost	�	0	�
Interest expense	3	0	3
��	0	0	0
Interest Income	0	(2)	(2)
��	8	(2)	6

Remeasurements
(Gain)/loss from change in demographic assumptions	0	0	0
��	3	0	3
Experience (gains)/ losses	1	(1)	0
Total amount recognised in other comprehensive income	4	(1)	3
Employer contributions	0	�	��
��	��	(6)	(2)
Balance as on 31st March 2020	42	27	15

Marico Limited Integrated Report 2019-20

237

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

The Net liability disclosed above relates to funded and unfunded plans are as follows

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
�� 34 31
Fair value of plan assets (28) (26)
�� 6 ��
Unfunded plans 9 ��
�� 15 12
----- End of picture text -----

��

Plan type 31st March, 2020 India Bangladesh Dubai	31st March, 2019
	Total India Bangladesh Dubai	Total
�� �� 6 3	�� 31 � 2	��
Fair value of plan assets �� - -	�� (26) 0 0	(26)
Total liability 6 6 3	15 5 5 2	12

��

Plan type	31st March, 20	20 31st March, 2019
	India Bangladesh	Dubai India Bangladesh Dubai
Discount rate	�� ��	�� �� �� ��
��	�� NA	NA �� NA NA
Future salary rise**	�� ��	�� �� �� ��
Attrition rate	�� �� ��	�� �� �� ��

The expected rate of return on plan assets is based on expectation of the average long term rate of return expected on investment of the fund during the estimated ��
��

Sensitivity analysis

��

( r in Crore)

==> picture [478 x 128] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
�� 43 38
�� (2) (2)
�� 3 2
�� 2 2
�� (2) (2)
�� (0) (0)
�� 0 0
----- End of picture text -----

238

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

The sensitivity analysis have been determined based on reasonably possible changes of the respective assumptions ��

�� been calculated using the projected unit credit method at the end of the reporting period, which is the same method as ��

��

The major categories of plans assets are as follows:

==> picture [477 x 88] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at 31st March, 2020 As at 31st March, 2019
Amount in % Amount in %
Special deposit scheme - �� - ��
Insurer Managed funds �� 26 ��
�� - �� - ��
Total 28 100.00% 26 100.00%
----- End of picture text -----

��

The expected maturity analysis of gratuity is as follows:

==> picture [478 x 100] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Within the next 12 months ��
�� 20 19
Between 6 and 10 years �� 16
Beyond 10 years 3 ��
Total 46 45
----- End of picture text -----

(b) Provident Fund

Amount recognised in the Balance sheet

==> picture [478 x 124] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Liability at the end of the year - 0
Fair value of plan assets at the end of the year �� 163
��
�� 9 ��
Unrecognized past service Cost (9) ��
(Assets) / Liability recognized in the Balance Sheet 0 0
----- End of picture text -----

Marico Limited Integrated Report 2019-20

239

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

��

==> picture [478 x 152] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Liability at the beginning of the year ��
�� 0 1
Interest cost 12 12
Current service cost 12 10
Employee contribution �� 13
Liability Transferred in 6 3
Liability Transferred out - ��
�� (29) (11)
Liability at the end of the year 173 157
----- End of picture text -----

Changes in fair value of plan assets:

==> picture [478 x 151] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Fair value of plan assets at the beginning of the year 163 ��
�� - 1
Expected return on plan assets 12 ��
Contributions 26 23
Transfer from other Company 6 3
Transfer to other Company - ��
�� (29) (11)
Actuarial gain/(loss) on plan assets 3 0
Fair value of plan assets at the end of the year 182 163
----- End of picture text -----

��

==> picture [478 x 87] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Current service cost 12 10
Interest cost 12 ��
Expected return on plan assets (12) ��
�� 12 10
----- End of picture text -----

240

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

The major categories of plan assets are as follows :

==> picture [478 x 145] intentionally omitted <==

----- Start of picture text -----

Particulars As at 31st March, 2020 As at 31st March, 2019
Amount in % Amount ��
Central Government securities 12 ��
State loan/State government Guaranteed Securities 13 �� 13 ��
Government Securities debt instruments 111 ��
�� 20 ��
�� 6 ��
Equity / Insurance Managed Funds 10 �� 9 ��
Special Deposit 1 �� - ��
Others 10 ��
Total 182 100.00% 163 100.00%
----- End of picture text -----

��

==> picture [477 x 106] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Discount rate ��
Rate of return on plan assets ��
Future salary rise ��
Attrition rate ��
Mortality Indian Assured Lives Mortality
��
----- End of picture text -----*

The expected rate of return on plan assets is based on expectation of the average long term rate of return expected on investment of the fund during the estimated
��
��

Amount recognized in the Balance Sheet and movements in net liability:

( r in Crore)

==> picture [477 x 53] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
�� 12 12
�� 12 12
----- End of picture text -----

��

(d) Employee State Insurance Corporation

Marico India has recognised r 0 Crore ( R 0 Crore for the year ended 31st March 2019) towards employee state insurance ��

(e) Risk exposure (For Gratuity and Provident Fund)

��

Asset volatility : The plan liabilities are calculated using a discount rate set with reference to bond yields; if plan assets ��

Marico Limited Integrated Report 2019-20

241

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

��

The Trust ensures that the investment positions are managed within an asset-liability matching (ALM) framework that ��

16 Deferred Tax Liabilities (Net)

��

==> picture [478 x 170] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Deferred tax liability:
Additional depreciation/amortisation on property plant and equipment, and investment property for ��
��
Intangible assets 6 2
�� 0 (1)
�� 2 11
�� (0) 0
Total deferred tax liabilities 42 47
�� (36) ��
Net deferred tax liabilities 6 13
----- End of picture text -----

Movement in deferred tax liabilities

==> picture [479 x 43] intentionally omitted <==

----- Start of picture text -----

Particulars Property plant and Intangible Financial assets Outside basis Other items Total deferred
equipment and assets at fair value tax tax liabilities
Investment property ��
and Loss
----- End of picture text -----

As at 31st March, 2018 41	- 14 11 0 66
(Charged)/credited :
�� (6)	- �� (0) 0 (20)
to other comprehensive income -	- - - - -
Deferred tax on basis adjustment -	2 - - - 2

As at 31st March, 2019 35	2 (1) 11 0 47
(Charged)/credited :
�� (1)	- 1 (9) - ��
to other comprehensive income -	- - - (1) (1)
Deferred tax on basis adjustment -	� - - - �
�� (0)	(1) - - - (1)
As at 31st March, 2020 34	6 0 2 (0) 42

242

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

17 Tax assets and liabilities

==> picture [478 x 60] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Non current tax assets (net) �� 39
Current tax liabilities (net) �� 61
----- End of picture text -----

��

18 Other current liabilities

==> picture [478 x 190] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
Statutory dues (including provident fund, tax deducted at source and others) 19 20
Deferred income on government grants (refer note below) �� 6
Unpaid dividend - ��
Book overdraft �� 12
Other current liabilities 49 43
Contractual and Constructive obligation �� 123
Advance from customer 20 30
�� 0 0
Total other payables 168 152
Total other current liabilities 217 196
----- End of picture text -----

The Group is eligible for government grants which are conditional upon construction of new factories in North East region �� plant and machinery, and accounted as “Incentives (includes government grant, budgetary support, export incentives ��

19 Revenue From Operations

==> picture [478 x 104] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
Sale of products ��
Other operating revenue:
Incentives (includes government grant, export incentives, budgetary support and other) ��
Sale of scrap �� 11
Total Revenue from continuing operations 7,315 7,334
----- End of picture text -----

*Finished goods includes traded goods

Marico Limited Integrated Report 2019-20

243

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

Reconciliation of Revenue from sale of products with the contracted price

==> picture [478 x 70] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
Contracted Price ��
Less: Discounts ��
Sale of Products 7,254 7,273
----- End of picture text -----

20 Other Income

==> picture [478 x 169] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
(a) Other income
Rental income 1 1
��
�� 12 3
Total of other income 85 58
(b) Other gains/(losses):
Net gain on disposal of property, plant and equipment / business 0 ��
�� 33 33
sale of investments
Net foreign exchange gain/(loss) 6 5
Total of other gain/(losses) 39 ��
Total other income 124 103
----- End of picture text -----

21(a)Cost of Materials Consumed

==> picture [478 x 76] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
Total raw materials consumed ��
Total packing materials consumed ��
Total cost of materials consumed 3,428 3,995
----- End of picture text -----

��

==> picture [478 x 161] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
Opening inventories
Finished goods ��
Work-in-progress ��
By-products ��
Stock-in-trade ��
Closing inventories
Finished goods ��
Work-in-progress ��
By-products ��
Stock-in-trade ��
�� 140 (123)
----- End of picture text -----

244

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

==> picture [478 x 91] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
Salaries, wages and bonus ��
�� 22 19
�� 9 ��
�� 32 30
�� 478 466
----- End of picture text -----

23 Depreciation and Amortization Expense

==> picture [478 x 110] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
Depreciation on property, plant and equipment (refer note 3 (a)) �� 93
�� 0 0
�� 3 3
Depreciation on Lease assets (refer note 3 (b)) ��
Impairment loss / (reversal of loss) of capitalised assets (refer note 3 (a)) 2 (0)
Total depreciation and amortization expense 140 131
----- End of picture text -----

24 Other Expenses

==> picture [478 x 202] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
Advertisement and sales promotion ��
Freight, forwarding and distribution expenses ��
��
Rent and storage charges 16 11
��
��
Repairs and Maintenance �� 39
�� 36 ��
Travelling, conveyance and vehicle expenses ��
Consumption of stores, spare and consumables 23 23
�� (3) 11
Miscellaneous expenses (refer note (i) below) ��
Total 1,623 1,525
----- End of picture text -----

��

(ii) Research and Development expenses aggregating to R��R 23 Crore for others have �� aggregating R�� R 1 Crore pertaining to food and edible items and R 0 Crore ��R��

Marico Limited Integrated Report 2019-20

245

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

(iii) Corporate social responsibility expenditure

==> picture [478 x 185] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
�� 19 ��
Amount spent during the year on
(i) Construction/acquisition of an asset - -
�� 19 ��
25 Finance Costs
( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
��
��
�� 16 16
�� 2 2
�� 50 40
----- End of picture text -----

26 Income Tax Expense

==> picture [478 x 103] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
a Income tax expense
�� 331
Deferred tax (16) ��
Tax expense for the current year 331 314
Tax adjustment for earlier years - ��
Total income tax expenses recognized during the year 331 126
----- End of picture text -----*

*During the previous year ended 31st March 2019, the Company had written back tax provision pursuant to acceptance of its position in tax proceedings pertaining to ��

��

==> picture [478 x 216] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
��
Income tax rate as applicable (b) ��
Calculated taxes based on above without any adjustment for deductions [(a) * (b)] 480 439
��
�� (3) (6)
��
�� 30 21
�� (6)
Income tax Incentives ��
��
��
Income tax expense for the current year 331 314
----- End of picture text -----

246

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

==> picture [389 x 575] intentionally omitted <==

----- Start of picture text -----

in Crore) Cost - �� - 0 �� - 9 - �� 36 �� 0 1,324 �� - �� 3 - �� 1,319
( r Amortized
FVOCI - - - - - - - - 2 - - - - 2 - - - - - - -
31st March, 2019 FVTPL 0 - �� - - - - - - - - - - 205 - - - - - - -
Amortized Cost - 200 - 0 �� 32 �� - - 0 60 230 0 1,151 �� - �� 26 1,534
FVOCI - - - - - - - - 1 - - - - 1 - 2 - - - - 2
31st March, 2020 FVTPL 1 �� - - - - - - - - - - 376 - - - - - - -
Note 6(a) 6(a) 6(a) 6(a) 6(b) 6(a) 6(c) 6(f) 6(f) 6(d),6(e) 13(a) 13(b) 13(c) 13(b) 13(b)
��
Financial Assets Investments Equity Instruments Bonds, debentures and commercial papers Mutual funds Government securities Trade receivables Inter corporate deposits �� Loans �� Security deposits Cash and bank balances Fixed deposits �� Financial Liabilities Borrowings (including interest accrued) �� Trade payables Capital creditors Lease Liabilities ��
----- End of picture text -----

Marico Limited Integrated Report 2019-20

247

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

Impact of COVID-19

��

Financial assets carried at amortised cost is in the form of cash and cash equivalents, bank deposits and earmarked ��

(b) Fair value hierarchy

�� that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are ��

==> picture [478 x 364] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Financial assets and liabilities measured at fair value - recurring fair value Notes Level 1 Level 2 Level 3 Total
measurements as 31st March 2020
Financial assets
Equity Instruments 6(a) - - 1 1
Mutual funds - growth plan 6(a) - �� - ��
�� 6(a) �� - - ��
Derivative designated as hedges
Foreign exchange forward contracts, options and interest rate swaps 6(f) - 1 - 1
�� 78 298 1 377
Financial liabilities
Derivatives designated as hedges
Foreign exchange forward contracts 13(b) - 2 - 2
�� - 2 - 2
( r in Crore)
Financial assets and liabilities measured at amortized cost for which fair value Notes Level 1 Level 2 Level 3 Total
are disclosed as 31st March, 2020
Financial Assets
Investments
Bond, debentures and commercial papers (including interest accrued) 6(a) 112 �� - 200
Government securities 6(a) - - 0 0
�� - 6(a) - 96 32 ��
est accrued)
�� 112 185 32 328
Financial liabilities
Borrowings (including interest accrued) 13(a) - - ��
�� - - 338 338
----- End of picture text -----

248

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

	(rin Crore)
Financial assets and liabilities measured at fair value - recurring fair value measurements as 31st March, 2019 Notes Level 1 Level 2 Level 3	Total
Financial assets
Equity Instruments 6(a) - - 0	0
Mutual funds - growth plan 6(a) 13 192 -	��
Derivative designated as hedges
Foreign exchange forward contracts, options and interest rate swaps 6(f) - 2 -	2
�� 13 194 0	207

Financial liabilities
Derivatives designated as hedges
Foreign exchange forward contracts 13(b) - - -	-
�� - - -	-
	(rin Crore)
Financial assets and liabilities measured at amortized cost for which fair value are disclosed as 31st March, 2019 Notes Level 1 Level 2 Level 3	Total
Financial Assets
Investments
Bonds and debentures (including interest accrued) 6(a) �� �� -	��
Government securities 6(a) - - 0	0
Inter - corporate deposits (including interest accrued) 6(a) - - ��	��
�� 118 25 77	220

Financial liabilities
Borrowings (including interest accrued) 13(a) - - ��	��
�� - - 353	353

�� The categories used are as follows:

�� equity instruments (including bonds) which are traded in the stock exchanges is valued using the closing price as at the ��

�� derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little ��

��

The Group’s policy is to recognize transfers into and transfer out of fair value hierarchy levels as at the end of the reporting ��

Marico Limited Integrated Report 2019-20

249

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

��

==> picture [478 x 166] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Note 31st March 2020 31st March 2019
Carrying Value Fair Value Carrying Value Fair Value
Financial Assets
Investments
Bonds and debentures 6(a) 200 ��
Government securities 6(a) 0 - 0 0
�� 6(a) �� - -
Inter - corporate deposits 6(a) 32 32 ��
�� 321 326 219 222
Financial liabilities
Borrowings 13(a) ��
�� 338 338 353 353
----- End of picture text -----

��

28 Financial Risk Management

Financial Risks

��

Board of Directors of Marico Limited and some of its subsidiaries have approved Risk Management Framework through �� Management ensures the implementation of strategies and achievement of objectives as laid down by the Board ��

��

In accordance with the aforementioned policies, the Group only enters into plain vanilla derivative transactions relating ��

(A) Credit Risk

��

250

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

The gross carrying amount of trade receivables is r ��R ��

Reconciliation of loss allowance provision- Trade receivables

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----- Start of picture text -----

( r in Crore)
Particulars 31st March 2020 31st March 2019
Loss allowance at the beginning of the year ��
add : Changes in loss allowances (0) 1
Loss allowance at the end of the year ��
----- End of picture text -----

�� amount of security deposit is r �� r ��

��

Reconciliation of loss allowance provision- Deposits/advances

( r in Crore)

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----- Start of picture text -----

Particulars 31st March 2020 31st March 2019
Loss allowance at the beginning of the year 11 1
add : Changes in loss allowances due to provision (3) 10
Loss allowance at the end of the year �� 11
----- End of picture text -----

(B) Liquidity Risk

�� of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out ��

��

Marico Limited Integrated Report 2019-20

251

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

��

						(rin Crore)
Particulars Note �� Non-derivatives Borrowings (including interest accrued) 13(a) �� 13(c) Lease Liabilities 13(b) �� 13(b)		Less than 1 year �� �� �� 39 ��	1 year to 2 years 10 - �� -	2 years to 3 years - - �� -	3 years and above - - �� -	Total �� �� �� ��
Total Non- derivative liabilities		1,379	48	38	68	1,533
Derivative ( Net- Settled) Foreign exchange forward contracts	13(b)	2	-	-	-	2
Total derivative liabilities Particulars	Note	2 Less than 1 year	- 1 year to 2 years	- 2 years to 3 years	- 3 years and above	2 Total
��
Non-derivatives
Borrowings (including interest accrued)	13(a)	��	-	-	-	��
Trade payables	13(c)	��	-	-	-	��
Lease Liabilities	13(b)	39	��	33	��	191
��	13(b)	21	-	-	-	21
Total Non- derivative liabilities		1,358	25	33	94	1,510
Derivative (Net- Settled)
Foreign exchange forward contracts	13(b)	-	-	-	-	-
Total derivative liabilities		-	-	-	-	-

(C) Market Risk

The Group is exposed to risk from movements in foreign currency exchange rates, interest rates and market prices ��

(i) Foreign currency risk

��

252

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

The Group’s exposure to foreign currency risk at the end of the reporting as on 31st March, 2020

==> picture [479 x 329] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars AED AUD BDT CAD EGP GBP MYR SGD USD VND EUR THB ZAR IDR
Financial assets
Foreign currency debtors for export of goods 0 - - 0 - - - - �� - 0 - - -
Foregin currency Creditors for Capital goods - - - - - - - - - - - - - -
Foreign currency Advances for Imports and 0 0 0 - - - 0 0 0 0 0 0 0 -
��
Bank balances - - - - - 0 0 - 2 0 0 - - 0
Cash on hand - - - - - - - - - - - - - -
�� - - - - - - - - �� - - - - -
for Export
Derivative asset
Foreign exchange forward contracts sell foreign - - - - - - - - (92) - - - - -
currency
Foreign exchange option contracts sell option - - - - - - - - �� - - - - -
Net Exposure to foreign currency risk (assets) 0 0 0 0 - 0 0 0 (58) 0 0 0 0 0
Particulars AUD CAD EUR GBP THB MYR SAR SGD USD
Financial liabilities
Foreign currency creditors for import of goods and ser- 0 - 0 0 - 0 16 1 36
vices
Foreign Currency Loan - - - - - - - - -
Derivative liabilities
Foreign exchange forward contracts buy foreign currency - - �� - - - - - ��
Foreign exchange option contracts buy option - - (1) - - - - - ��
Net Exposure to foreign currency risk (liabilities) 0 - (8) 0 - 0 16 1 (56)
----- End of picture text -----

The Group’s exposure to foreign currency risk at the end of the reporting as on 31st March, 2019

==> picture [479 x 26] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars AED AUD BDT CAD EGP GBP MYR SGD USD VND EUR THB IDR
----- End of picture text -----

Financial assets

Foreign currency debtors for export of goods (0) - - 0 - - - - �� - - -	-
Bank balances - - - - - - 0 - 3 0 0 -	0
Cash on hand - - - - - - - - - - - -	-
�� 0 - 0 - - - 0 0 0 0 - 0	-

Derivative asset
Foreign exchange forward contracts sell foreign currency - - - (0) - - - - �� - - -	-
Foreign exchange option contracts sell option - - - - - - - - (54) - - -	-

Net Exposure to foreign currency risk (assets) 0 - 0 0 - - 0 0 (30) 0 0 0	0

Marico Limited Integrated Report 2019-20

253

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

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----- Start of picture text -----

Particulars AUD CAD EUR GBP THB MYR SAR SGD USD
Financial liabilities
Foreign currency creditors for import of goods and ser- 0 - 1 (1) 0 - 1 (0) (33)
vices
Foreign Currency Loan - - - - - - - - ��
Derivative liabilities
Foreign exchange forward contracts buy foreign cur- - - (10) - - - - - ��
rency
Foreign exchange option contracts buy option - - - - - - - - (10)
Net Exposure to foreign currency risk (liabilities) 0 - (9) (1) 0 - 1 (0) (274)
Particulars �� Impact on other component of equity
31st March, 2020 31st March, 2019 31st March, 2020 31st March, 2019
USD Sensitivity
�� - 3
�� - (3)
AUD Sensitivity
�� 0 0 - 0
�� (0) (0) - (0)
BDT Sensitivity
�� 1 2 - -
�� (1) (2) - -
----- End of picture text -----

Impact of COVID-19 (Global pandemic):

The Company basis their assessment believes that the probability of the occurrence of their forecasted transactions ��

ii) Interest rate risk

��

254

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

The exposure of the Group’s borrowing to interest rate changes at the end of the reporting period are as follows:

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Variable rate borrowings �� 333
Fixed rate borrowings - 19
Total borrowings (including interest accrued) 338 352
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As at the end of the reporting period, the Group had the following variable rate borrowings and interest rate swap contracts outstanding:

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----- Start of picture text -----

31st March 2020 31st March 2019
Weighted Balance % of Total Weighted Balance % of Total
Average Loans Average Loans
Interest Rate Interest Rate
�� 333 ��
Net Exposure to Cash Flow Interest rate Risk 338 333
----- End of picture text -----

��

Sensitivity

( r in Crore)

==> picture [478 x 49] intentionally omitted <==

----- Start of picture text -----

�� Impact on other component of equity
31st March, 2020 31st March, 2019 31st March, 2020 31st March, 2019
�� 1 1 - -
�� (1) (1) - -
----- End of picture text -----

iii) Price risk

Mutual fund Net Asset Values ( NAVs) are impacted by a number of factors like interest rate risk, credit risk, liquidity �� r 3 Crore and r 2 Crores, on the overall portfolio as at 31st March, 2020 and ��

Impact of hedging activities

Derivate Asset and Liabilites through Hedge Accounting

��

Derivatives are mainly used to manage exposures to foreign exchange, interest rate and commodity price risk as ��

�� and at each reporting date as a minimum, with all their gains and losses, realised and unrealised, recognised in the ��

Hedge Accounting

�� instruments against changes in fair values of recognised assets and liabilities (fair value hedges), highly probable ��

Marico Limited Integrated Report 2019-20

255

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

Fair value hedges

The Group uses fair value hedges to mitigate foreign currency and interest rate risks of its recognised assets and ��

Changes in fair values of hedging instruments designated as fair value hedges and the adjustments for the risks being ��

��

31st March, 2020

( r in Crore)

==> picture [478 x 124] intentionally omitted <==

----- Start of picture text -----

Type of hedge and risks Nominal value Carrying amount of Maturity date Hedge Weighted average Changes in Change in the
Hedging Instrument ratio strike price/rate fair value value of hedged
�� - of hedging item used as
tiveness instrument the basis for
recognising hedge
Assets Liabilities Assets Liabilities ��
��
Foreign Exchange Risk
Foreign Exchange Forward 92 �� (3) 2 [April 2020 ] 1:1 1 USD- R �� (2) 2
Contracts -March 2021 1 EUR- R ��
�� 0 1 [April 2020 ] 1:1 1 USD- R �� 0 (0)
Contracts -March 2021 1 EUR- R ��
----- End of picture text -----

31st March, 2019

31st March, 2019
									(rin Crore)
Type of hedge and risks	Nominal value Assets Liabilities		Carrying amount of Hedging Instrument Assets Liabilities		Maturity date	Hedge ratio ��- tiveness	Weighted average strike price/rate	Changes in fair value of hedging instrument	Change in the value of hedged item used as the basis for recognising hedge ��
��
Foreign Exchange Risk
Foreign Exchange Forward	��	��	2	(1)	April 2019	1:1	1 USD-R��	(0)	0
Contracts					-March 2020		1 CAD-R��
							1 EUR -R��
��	��	10	1	0	April	1:1	1 USD-R��	0	(0)
Contracts					2019-March
					2020

256

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

As at 31st March, 2020

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----- Start of picture text -----

Type of hedge Change in the value of ��
the hedging instrument ��
recognised in other �� Loss because of the
comprehensive income ��
As at 31st As at 31st As at 31st As at 31st As at 31st As at 31st
March, 2020 March, 2019 March, 2020 March, 2019 March, 2020 March, 2019
Cash Flow
Foreign Exchange Risk (2) 1 - - (1) (0) ��
Interest Rate Risk - - - - - - Finance cost
Fair Value Hedge
Foreign Exchange Risk - - - - - - Finance cost
----- End of picture text -----

29 Capital Management

(a) Risk Management

The Group’s capital management is driven by Group’s policy to maintain a sound capital base to support the ��

��

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Net debt ��
Total equity 3,036 ��
Net debt to equity ratio 0.11 0.12
----- End of picture text -----

(b) Dividend

(b) Dividend
		(rin Crore)
Particulars	As at 31st March, 2020	As at 31st March, 2019
Interim dividend for the year(Excluding dividend distribution tax)	896	589

30 Segment Information

��
a) India - this part of the business comprises domestic consumer goods
b) International

Marico Limited Integrated Report 2019-20

257

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

(ii) The amount of the Group’s revenue is shown in the table below.

==> picture [478 x 112] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Segment revenue (sales and other operating income)
India ��
International 1,660 ��
Total segment revenue 7,315 7,334
Less : Inter segment revenue - -
7,315 7,334
----- End of picture text -----

Revenue from similar products from external customers

==> picture [478 x 93] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Edible ��
Hair oils �� 1,690
��
��
7,315 7,334
----- End of picture text -----

The amount of revenue from external customers broken down by location of the customers is shown in the table below:

==> picture [478 x 254] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
India ��
Bangladesh ��
Vietnam ��
��
7,315 7,334
��
India ��
International 336 ��
Total segment results 1,506 1,357
Less : (i) Finance cost ��
�� 69
(iii) Exceptional items 29 -
�� 1,374 1,264
�� 0 (1)
�� 1,374 1,263
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258

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

( r in Crore)

==> picture [478 x 147] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Segment assets
India ��
International ��
Unallocated ��
Total segment assets 5,002 4,909
Segment liabilities
India ��
International ��
Unallocated ��
Total segment liabilities 1,966 1,922
----- End of picture text -----

��

Information regarding geographical non-current assets is as follows:

( r in Crore)

==> picture [478 x 80] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
India ��
Bangladesh ��
Vietnam ��
��
1,480 1,381
----- End of picture text -----*

�� r ��

31 Interests in Other Entities

a) Subsidiaries

�� consisting solely of equity shares that are held directly by the Group, and the proportion of ownership interests held ��

Marico Limited Integrated Report 2019-20

259

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

==> picture [478 x 249] intentionally omitted <==

----- Start of picture text -----

Name of Entity Place of Ownership interest held by Ownership interest held by the
Business/ the Group non controlling interest
Country of 31st March, 31st March, 31st March, 31st March,
Incorporation 2020 2019 2020 2019
% % % %
Marico Bangladesh Limited (MBL) Bangladesh 90 90 10 10
�� UAE 100 100 Nil Nil
Marico Bangladesh Industries Limited (MBLIL) Bangladesh 100 100 Nil Nil
Egyptian American Investment and Industrial Development Company Egypt 100 100 Nil Nil
��
�� Malaysia 100 100 Nil Nil
MEL Consumer Care SAE (MELCC) Egypt 100 100 Nil Nil
Marico Egypt Industries Company (MEIC) Egypt 100 100 Nil Nil
�� Egypt 100 100 Nil Nil
�� South Africa 100 100 Nil Nil
�� South Africa 100 100 Nil Nil
Marico South East Asia Corporation (MSEA) Vietnam 100 100 Nil Nil
Marico Consumer Care Limited (MCCL) India 100 100 Nil Nil
�� India 100 100 Nil Nil
Liquidation)
Marico Innovation Foundation (MIF) India NA NA NA NA
�� India NA NA NA NA
�� Sri Lanka 100 100 Nil Nil
----- End of picture text -----

��

�� having share capital) primarily with an objective of undertaking/channelizing the CSR activities of the Company towards community and ecological sustenance, is a ��

��

b) Interest in joint ventures:

==> picture [478 x 108] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Name of entity Carrying Amount Carrying Amount Accounting ��
as at 31st March, 2020 as at 31st March, 2019 method
31st March, 31st March,
2020 2019
�� Equity Method (1) (1)
�� 22 Equity Method 1 0
�� 0 - Equity Method 0 -
Total equity accounted investments 29 26 - (1)
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260

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

32 Related Party Transactions

I Name of related parties and nature of relationship:
a) Joint venture:

��

b) Key management personnel (KMP):

��

��
��
��
��

��

��
��

��

c) Individual holding directly / indirectly an interest in voting power and their relatives (where transactions
��

��

��

��

Marico Limited Employees Gratuity Fund
��

��

Ascent India Foundation
Kaya Limited
Mariwala Health Foundation

��

��

Marico Limited Integrated Report 2019-20

261

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

��

II Transactions with related parties

The following transactions occurred with related parties:

Key management personnel compensation.

==> picture [478 x 115] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Employee share-based payment 3 3
�� 13 9
�� 0 0
Total compensation 16 12
Professional charges paid to Chairman and Non Executive Director 4 4
Remuneration / sitting fees to Non-Executive Directors 3 2
----- End of picture text -----

��
��

��

( r in Crore)

==> picture [478 x 64] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
�� 26 23
Marico Limited Employees Gratuity Fund ��
31 27
----- End of picture text -----

262

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

==> picture [479 x 507] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Joint Venture Others
(Referred in I (a), (b) and (c) above) (Referred in I (e) above)
31st March, 2020 31st March, 2019 31st March, 2020 31st March, 2019
Expenses paid on behalf of related parties - - 1 1
Kaya Limited - - 1 1
�� - - 0 0
Sale of goods - - 2 0
Kaya Limited - - 0 0
�� - - 2 -
�� - - 0 0
Lease Rental Income - - 1 1
Kaya Limited - - 1 1
�� - - 0 0
�� - - 0 0
Investments made during the year 3 4 - -
�� 2 2 - -
�� 1 2 - -
Donation Given / CSR Activities 4 1 - -
Marico Innovation Foundation 1 1 - -
�� 3 0 - -
Royalty expense - - 0 0
Kaya Limited - - 0 0
Business Consultancy Services - - - 0
�� - - - 0
Lease rental expense
�� - - - 0
Security deposit repaid - - - 0
Kaya Limited - - - 0
----- End of picture text -----

Marico Limited Integrated Report 2019-20

263

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

III Outstanding balances

( r in Crore)

==> picture [477 x 428] intentionally omitted <==

----- Start of picture text -----

Particulars Joint Venture Others
(Referred in I (a), (b) and (c) above) (Referred in I (e) above)
31st March, 2020 31st March, 2019 31st March, 2020 31st March, 2019
The following balances are outstanding at the end of the
reporting period in relation to transactions with related
parties
Trade receivables - - 0 0
Kaya Limited - - 0 0
�� - - 0
�� - - 0 0
Investments 29 26 - -
�� 24 22 - -
�� 5 4 - -
�� 0 - - -
Rent Payable - - - 0
�� - - - 0
Royalty Payable - - 0 0
Kaya Limited - - 0 0
Advances to related parties - - 0 0
Kaya Limited - - 0 0
�� - - 0 0
�� - - 0 0
----- End of picture text -----

Terms and conditions of transaction with related parties

��

264

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

33 Contingent liabilities:

The Company had contingent liabilities in respect of:

==> picture [478 x 156] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Disputed tax demands / claims:
Sales tax / VAT ��
Income tax ��
Service tax 0 0
Employees state insurance corporation 0 0
Excise duty 33 33
Claims against the Group not acknowledged as debts 21 19
Corporate guarantees given to banks on behalf of Broadcast Audience Research Council (BARC) 1 1
Corporate guarantees given to banks against which credit and other facilities are availed at the year 226 ��
end
----- End of picture text -----

Note:

��
��
�� has evaluated these notices and inquiries and has concluded that any consequent income tax claims or demands by the income tax authorities will not succeed on ��

34 Commitments

Capital commitments:

==> picture [478 x 69] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Estimated amount of contracts remaining to be executed on capital account and not provided for 36 ��
(net of advances)
Total 36 75
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35 Share-Based Payments

(a) Employee stock option plan

Marico ESOP 2016

�� 2016 envisages to grant stock options to eligible employees of the Group and it’s subsidiaries on an annual basis through

Marico Limited Integrated Report 2019-20

265

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

��

==> picture [478 x 431] intentionally omitted <==

----- Start of picture text -----

��
Scheme Part Options Exercise Vesting Weighted Balance Granted Less : Less: Balance as Weighted average
outstanding price date average as at during Exercised Forfeited at end of remaining
as at 31st share price beginning the year during the / lapsed the year contractual
March, 2020 of options of the year year during the life of options
exercised year outstanding at end
of period (in years)
Scheme I - �� 31-Mar-19 - �� - �� - - -
Scheme II �� 31-Mar-19 - �� - - - ��
Scheme III �� 30-Nov-19 - �� - 20,960 - ��
�� 30-Nov-19 - �� - 3,330 - ��
�� 1,910 �� 30-Nov-19 - �� - �� 990 1,910 ��
Scheme IV �� 323,110 �� 30-Nov-19 - �� - �� 323,110 ��
�� 30-Nov-19 - 62,330 - - ��
�� 30-Nov-19 - �� - - ��
Scheme V �� 31-Mar-20 - �� - - - ��
Scheme VI �� 30-Nov-20 - �� - - ��
�� 3,320 �� 30-Nov-20 - 3,320 - - - 3,320 ��
�� 30-Nov-20 - �� - - - ��
Scheme VII �� 30-Nov-20 - �� - - ��
�� 30-Nov-20 - �� - - 11,930 ��
�� 39,220 �� 30-Nov-20 - 39,220 - - - 39,220 ��
Scheme VIII �� 31-Mar-20 - �� - - - ��
Scheme IX �� 30-Nov-21 - �� - - ��
�� 30-Nov-21 - - �� - - ��
Scheme X �� 30-Nov-21 - 692,300 - - ��
�� 30-Nov-21 - - �� - ��
�� 30-Nov-21 - - �� - ��
Scheme XI �� 31-Mar-22 - - �� - - ��
Scheme XII �� 31-Mar-22 - - �� - - ��
Scheme XIII �� 30-Nov-22 - - �� - ��
�� As at As at
31st March, 2020 31st March, 2019
Aggregate of all stock options outstanding as at the year end to current paid-up equity share capital ��
(percentage)
----- End of picture text -----

266

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

The following assumptions were used for calculation of fair value of grants using Black-Scholes:

==> picture [478 x 28] intentionally omitted <==

----- Start of picture text -----

Scheme Part Risk-free interest Expected life of options Expected volatility Dividend yield (%) Fair value of
rate (%) (years) (%) the option
----- End of picture text -----

Scheme	Part	Risk-free interest rate (%)	Expected life of options (years)	Expected volatility (%)	Dividend yield (%)	Fair value of the option

Scheme I		��	3 years 2 months	��	��	��
Scheme II		��	3 years 2 months	��	��	��
Scheme III	��	��	3 years 6 months	��	��	��
	��	��	3 years 1 months	��	��	��
	��	��	2 years 6 months	��	��	��
Scheme IV	��	��	3 years 6 months	��	��	��
	��	��	3 years 1 months	��	��	��
	��	��	2 years 6 months	��	��	��
Scheme V		��	��	��	��	��
Scheme VI	��	��	3 years 6 months	��	��	��
	��	��	3 years	��	��	��
	��	��	2 years 6 months	��	��	��
Scheme VII	��	��	3 years 6 months	��	��	��
	��	��	3 years	��	��	��
	��	��	2 years 6 months	��	��	��
Scheme VIII		��	1 year 10 months	��	��	��
Scheme IX	��	��	3 years 6 months	��	��	��
	��	��	3 years 6 months	��	��	��
Scheme X	��	��	3 years 6 months	��	��	��
	��	��	3 years 6 months	��	��	��
	��	��	3 years 6 months	��	��	��
Scheme XI		��	3 years 6 months	��	��	��
Scheme XII		��	3 years 6 months	��	��	��
Scheme XIII		��	��	��	��	��

Marico Limited Integrated Report 2019-20

267

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

35 Share-Based Payments

(b) Share appreciation rights

The Nomination and Remuneration Committee has granted Stock Appreciation Rights (“STAR”) to certain eligible ��

==> picture [477 x 250] intentionally omitted <==

----- Start of picture text -----

As at March 31 2020 As at March 31 2019
Scheme Grant Date Grant Vesting Number of grants outstanding (Nos) Carrying amount of Number of grants outstanding (Nos) Carrying amount of
�� Date liability - included in liability - included in
��
obligation obligation
(Rs in Crore) (Rs in Crore)
at the Add : Less : Less : at the �� at the be- Add : Less : Less : at the ��
beginning of Granted Forfeited Exercised end of the long-term as short- ginning of Granted Forfeited Exercised end of the as long- as short-
the year during the during the during the year term the year during the during the during the year term term
year year year year year year
STAR VI �� - - - - - - - 1,123,200 - �� - - -
�� - - - - - - - �� - �� - - -
02-Dec-16 �� - - - - - - - 103,660 - - 103,660 - - -
STAR VII 01-Dec-16 �� 30-Nov-19 302,620 - �� - - - �� - �� - 302,620 - 2
�� 30-Nov-19 �� - �� - - - �� - 22,930 - �� - 0
�� 30-Nov-19 �� - 9,990 �� - - - �� - �� - �� - 0
STAR VIII �� 30-Nov-20 �� - �� - 0 �� - �� - �� 1 -
�� 30-Nov-20 �� - 20,290 - 36,990 - 0 - �� - �� 0 -
�� 30-Nov-20 �� - �� - �� - 0 - �� - �� 0 -
�� 30-Nov-20 �� - - - �� - 0 - �� - - �� 0 -
STAR IX �� 30-Nov-21 �� - �� - �� 0 - - �� - �� 0 -
06-May-19 �� 30-Nov-21 - �� - 20,320 0 - - - - - - - -
20-Dec-19 �� 30-Nov-21 - �� - - �� 0 - - - - - - - -
STAR X 20-Dec-19 �� 30-Nov-22 - �� - �� 0 - - - - - - - -
----- End of picture text -----

�� R 21 Crore as at 31st March, 2020 ( R 23 Crore as at 31st March, 2019) ��

The fair value of the STAR’s was determined using the Black-Scholes model using the following inputs at the grant date and as at each reporting date:

==> picture [477 x 70] intentionally omitted <==

----- Start of picture text -----

As at As at
Particulars
31st March, 2020 31st March, 2019
Share price at measurement date ( r per share) ��
��
��
��
----- End of picture text -----

268

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

==> picture [477 x 73] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
Employee stock option plan 10 9
Stock appreciation rights (1) ��
Total employee share based payment expense 9 ��
----- End of picture text -----

36 Earnings Per Share

��

�� weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity ��

==> picture [478 x 219] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
(a) Basic earnings per share
Basic earnings per share attributable to the equity holders of the Company (in R ) ��
(b) Diluted earnings per share
Diluted earnings per share attributable to the equity holders of the Company (in R ) ��
(c) Earnings used in calculating earnings per share ( R in Crores) 1,021 ��
(d) Weighted average number of equity shares used as denominator
Weighted average number of equity shares outstanding ��
Shares held in controlled trust ��
Weighted average number of equity shares in calculating basic earnings per share ��
��
Weighted average number of equity shares and potential equity shares in calculating diluted
1,291,227,082 1,289,968,416
earnings per share
----- End of picture text -----

��

(i) Options

��

(ii) Treasury shares

��

Marico Limited Integrated Report 2019-20

269

NOTE To Consolidated	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��	S Financial Statements for the year ended 31st March, 2020 sive income mount (rin Crore) 1st arch, 020 31st March, 2019 1,003 1,132 � 6 220 �� (0) (0) �� (1) (2) (9) (2) (1) (0) (1) 0 (0) (10) 1 �� �� (0) (0) �� �� - - 1 0 - - - - 1,227 1,320 (1) (1) 1,227 1,319 22 ��
	S Fin ome	anci in Crore)	al Statem 31st March, 2019	en 1,132	ts f	or	th 6	e y	ear ��	en (0)	de (1)	d 3 (9)	1s (1)	t Mar (1)	ch, 2 (0)	02 1	0 ��	(0)	��	-			0	-	-	1,320	(1)	1,319	��
	sive inc	mount (r	1st arch, 020	1,003			�		220	(0)	��	(2)	(2)	(0)	0	(10)	��	(0)	��	-			1	-	-	1,227	(1)	1,227	22
37 Additional information required by Schedule III NOTESTO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ended 31st March, 2020	rehen	A	3 M 2
	i.e. total assets minus total liabilities �� Share in other comprehensive income Share in total comp	nsolidated sets Amount (rin Crore) As a % of consolidated �� Amount (r in Crore) As a % of other compre- hensive income Amount (rin Crore) As a % of total compre- hensive income	31st March, 2019	��			��		��	��	��	��	��	��	��	��	��	��	��	��			��	��	-	-	��		��
			31st March, 2020	��			��		��	��	��	��	��	��	��	��	��	��	��	��			��	��	-	-	��		��
			31st March, 2019	(1)			-		(1)	-	-	-	-	-	-	-	-	-	-	-			-	-	-	(1)	-	(1)	0
			31st March, 2020	(2)			-		(1)	-	(0)	-	-	-	-	-	-	-	-	-			-	-	-	(4)	-	(4)	(0)
			31st March, 2019	��			��		��	��	��	��	��	��	��	��	��	��	��	��			��	��	��	-	��		��
			31st March, 2020	��			��		��	��	��	��	��	��	��	��	��	��	��	��			��	��	��	-	��		��
			31st March, 2019	1,132			6		169	(0)	(1)	(9)	(1)	(1)	(0)	1	��	(0)	��	-			0	(1)	(1)	1,320	(1)	1,319	��
			31st March, 2020	��			�		222	(0)	��	(2)	(2)	(0)	0	(10)	��	(0)	��	(2)			1	(1)	-	1,229	(1)	1,229	22
			31st March, 2019	��			��		��	��	��	��	��	��	��	��	��	��	��	��			��	��	��	-	��		��
			31st March, 2020	��			��		��	��	��	��	��	��	��	��	��	��	��	��			��	��	��	-	��		��
			31st March, 2019	��			��		106	0	(190)	��	0	(1)	62	��	��	0	��	-			-	-		3,522	��	2,988	12
			31st March, 2020	��			��		123	0	��	(61)	(2)	(2)	��	36	(26)	0	��	(1)			-	-	-	3,515	��	3,038	13
			31st March, 2019	��			��		��	��	��	��	��	��	��	��	��	��	��	��			��	��	-	-	��		��
	Net Assets	As a % of co net as	31st March, 2020	��			��		��	��	��	��	��	��	��	��	��	��	��	��			��	��	-	-	��		��
	Name of the Entities Parent:			Marico Limited	Subsidiaries:	- Indian	Marico Consumer Care Limited	- Foreign	Marico Bangladesh Limited	Marico Bangaldesh Industries Limited	��	MEL Consumer Care SAE	Marico Egypt Industries Company	Egyptian American Company for Investment and Industrial Development SAE	�� Limited	��	��	Marico Malaysia Sdn Bhd	Marico South East Asia Corporation	��	Joint Ventures	- Indian	��	��	��	Subtotal	Intercompany Elimination and Consolidation Adjustments	Grand total:	Minority Interest in all subsidiaries

270

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

38 The Group has a process whereby periodically all long term contracts (including derivative contracts if any) are assessed ��
39 ��

40 Exceptional Items

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Particulars Year ended Year ended
31st March, 2020 31st March, 2019
�� 19 -
Kanjikode factory of the Company
Goodwill on acquisitions included in intangible assets was tested for impairment, basis 10 -
��
29 -
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41 Restatement impact of Ind AS 116

Upon adoption of Ind AS 116, The Group has recognised leases on the balance sheet with a right-of-use asset and �� has chosen not to recognise short-term leases, which are those less than 12 months, and leases of low-value assets on ��

Financial statement impact

��

(A) Balance sheet

The Group recognised leased assets on the balance sheet representing the right to use of the underlying assets ��

Reconciliation between previous GAAP and Ind AS

Reconciliation of Balance sheet as at date of transition (1st April, 2018)

==> picture [476 x 18] intentionally omitted <==

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�� Adjustments Ind AS
----- End of picture text -----

ASSETS
Non-current assets
��	��	-	��
Capital work-in-progress	��	-	��
Right of use assets	-	��	��
Investment properties	30	-	30
Goodwill	��	-	��
��	60	-	60
Investment in subsidiaries and joint venture	20	-	20
Financial assets
(i) Investments	��	-	��
(ii) Loans	�	��	19
��	��	��	0
Deferred tax assets (net)	9	11	20

Marico Limited Integrated Report 2019-20

271

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

==> picture [476 x 18] intentionally omitted <==

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�� Adjustments Ind AS
----- End of picture text -----

Non current tax assets (net)	33	-	33
��	32	-	32
Total non-current assets	1,287	161	1,448
Current assets
Inventories	��	-	��
Financial assets
(i) Investments	��	-	��
(ii) Trade receivables	��	-	��
(iii) Cash and cash equivalents	��	-	��
(iv) Bank balances other than (iii) above	��	-	��
(v) Loans	�	-	�
��	2	-	2
��	��	-	��
��	-	-	-
Total current assets	2,794	-	2,794
Total assets	4,081	160	4,242

EQUITY AND LIABILITIES
Equity
Equity Share capital	129	-	129
Other Equity
Reserves and Surplus	��	(20)	��
��	��	-	��
Equity attributable to owners	��	-	��
Non-controllinginterests	12	10	12
Total equity	2,555	(20)	2,535
LIABILITIES
Non-current liabilities
Financial liabilities
(i) Borrowings	20	-	20
��	-	��	��
��	19	-	19
Deferred tax liabilities (net)	29	-	29
Total non-current liabilities	68	147	215

272

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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�� Adjustments Ind AS
----- End of picture text -----

Current liabilities
Financial liabilities
(i) Borrowings	��	-	��
(ii) Trade payables
Due to micro and small enterprises	�	-	�
Due to others	��	-	��
��	21	��	��
��	161	-	161
��	��	-	��
��	��	-	��
Current tax liabilities (Net)	��	-	��
Total current liabilities	1,458	34	1,492
Total liabilities	1,526	181	1,707
Total equity and liabilities	4,081	161	4,242

Reconciliation of Balance sheet (31st March, 2019)

==> picture [477 x 17] intentionally omitted <==

----- Start of picture text -----

Particular Previous GAAP Adjustments Ind AS
----- End of picture text -----*

ASSETS
Non-current assets
��	��	-	��
Capital work-in-progress	��	-	��
Right of use assets	-	��	��
Investment properties	��	-	��
Goodwill	��	-	��
��	��	-	��
Investment in subsidiaries and joint venture	��	-	��
Financial assets
(i) Investments	��	-	��
(ii) Loans	�	��	��
��	��	��	11
Deferred tax assets	��	��	202
Non current tax assets (net)	39	-	39
��	��	-	��
Total non-current assets	1,542	167	1,709
Current assets
Inventories	��	-	��
Financial assets
(i) Investments	391	-	391
(ii) Trade receivables	��	-	��
(iii) Cash and cash equivalents	��	-	��
(iv) Bank balances other than (iii) above	��	-	��

Marico Limited Integrated Report 2019-20

273

NOTES

To Consolidated Financial Statements for the year ended 31st March, 2020

==> picture [477 x 16] intentionally omitted <==

----- Start of picture text -----

Particular Previous GAAP Adjustments Ind AS
----- End of picture text -----*

(v) Loans	�	-	�
��	�	-	�
��	��	-	��
��	12	-	12
Total current assets	3,200	-	3,200
Total assets	4,742	167	4,909

EQUITY AND LIABILITIES
Equity
Equity Share capital	129	-	129
��
Reserves and Surplus	2,920	��	��
��	��	-	��
Equity attributable to owners	2,999	��	��
Non-controllinginterests	11	1	12
Total equity	3,010	(23)	2,987

LIABILITIES
Non-current liabilities
Financial liabilities
(i) Borrowings	��	-	��
��	-	��	��
��	20	-	20
Deferred tax liabilities (net)	12	1	13
Total non-current liabilities	46	152	198
Current liabilities
Financial liabilities
(i) Borrowings	��	-	��
(ii) Trade payables
Due to micro and small enterprises	13	-	13
Due to others	931	-	931
��	��	39	63
��	196	(1)	196
��	��	-	��
��	��	-	��
Current tax liabilities (net)	61	-	61
Total current liabilities	1,686	38	1,724
Total liabilities	1,732	191	1,923
Total equity and liabilities	4,742	167	4,909

��

274

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Reconciliation of total equity as at 31st March, 2019 and 1st April, 2018

==> picture [477 x 16] intentionally omitted <==

----- Start of picture text -----

31st March, 2019 1st April, 2018
----- End of picture text -----

��	3,010	��
Add/Less :
Less : Increase in Lease Liability	(191)	��
Add : Increase in Right of Use of Asset	��	��
��	1	1
Tax impact of above Ind AS adjustments	13	10
Add: Non-Controlling interests	0	0
Foreign Currency translation Reserve	0	-
Shareholder’s equity under Ind AS	��	��

��

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----- Start of picture text -----

Previous GAAP Adjustments Ind AS
----- End of picture text -----

��	��	��	1,062
��	��	��	��
��	��	��	��
Net increase/(decrease) in cash and cash equivalents	14	16	30
��	��	-	��
��	(16)	-	(16)
Cash and cash equivalents as at 31st March, 2019	48	16	65

42 ��

��

As per our report of even date

For B S R and Co. LLP

For and on behalf of the Board of Directors

Chartered Accountants

��

SADASHIV SHETTY

��

��
��
��
HARSH MARIWALA �� VIVEK KARVE ��
��
��

SAUGATA GUPTA

��
��

HEMANGI GHAG

�� Company Secretary

Marico Limited Integrated Report 2019-20

275

INDEPENDENT AUDITORS’ REPORT

Report on the Audit of the Standalone Financial Statements Opinion

�� of Marico Limited (“the Company”), which comprise the standalone balance sheet as at 31 March 2020, and the �� comprehensive income), standalone statement of changes �� accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone �� Companies Act, 2013 (“Act”) in the manner so required and give a true and fair view in conformity with the accounting �� for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards �� Our responsibilities under those SAs are further described in the Auditor’s Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are �� under the provisions of the Act and the Rules thereunder, �� accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is ��

Key Audit Matters

Key audit matters are those matters that, in our professional �� These matters were addressed in the context of our audit �� in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Revenue Recognition

�� 18 to the Financial Statements]

The Key Audit Matter

How the matter was addressed in our audit

Revenue is recognised net � �� of returns, trade allowances matter we applied the following and rebates owed to audit procedures in this area, the customers based on �� the arrangement with appropriate audit evidence: customers.

� Evaluated the appropriateness of the Company’s revenue recognition accounting policies, those relating to trade allowances and rebates by comparing with applicable accounting standards.

Recognition and measurement of trade allowances and rebates, including establishing an accrual at year end, involves �� estimates. This leads to a risk of revenue being misstated due to faulty estimation over trade allowances and rebates.

� Tested design, implementation �� the Company’s general IT controls and key IT/manual application controls over the Company’s systems which govern recording �� calculation and monitoring of trade allowances and rebates in the general ledger accounting system.

� Revenue is recognised when control of the underlying products has been transferred to the customer. There is a risk of revenue being overstated on account of variation in the timing of transfer of control due to the pressure management may feel to achieve performance targets at the reporting period end.

� �� samples of revenue transactions recorded at year-end, and verifying the underlying documents i.e. sales invoices/contracts and shipping documents.

Inspected, on a sample basis, key customer contracts to identify terms and conditions relating to goods acceptance and rebates.
Tested a sample of trade spends to the underlying documentation.
�� of trade spend accruals with prior period to understand deviations along with reasons for the same.
Tested manual journals posted to revenue to identify unusual items.
Evaluated the adequacy of disclosures in respect of revenue ��

276

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Taxation

��

The Key Audit Matter How the matter was addressed in our audit

The Company operates in �� a complex tax jurisdiction applied the following audit procedures in with various tax �� exemptions / deductions appropriate audit evidence: that may be subject to challenges and audits by tax � For uncertain tax positions, inspected authorities. There are open select correspondences with tax tax and transfer pricing authorities. matters under litigation � Evaluated management’s judgment with tax authorities. regarding the expected resolution of matters with various tax authorities,
� Judgment is required based on third-party opinions and the in assessing the level of use of past experience, where available, provisions and disclosure with the tax authorities. of required contingent in respect liabilities of � Involved our tax specialists’ to evaluate uncertain tax positions that the status of ongoing tax litigations and �� judgmental tax positions in tax returns best estimate of the most and their most likely outcome, basis likely outcome based on their expertise, industry outcomes the facts available. and company’s own past experience in respect of similar matters.
�� statement disclosures in respect of the tax provision / adjustments and contingencies.

Carrying value of investment in subsidiaries and joint ventures:

�� 2(a) and Note 6(a) to the Financial Statements]

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----- Start of picture text -----

The Key Audit Matter How the matter was addressed
in our audit
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The Key Audit Matter

How the matter was addressed
in our audit

�The carrying amount of investment
in subsidiaries and joint ventures
aggregatesR1,030 Crores i.e. 22%
of the total assets of the Company
as at 31 March 2020.
�The annual impairment testing
of investments is considered to
be a key audit matter due to the
complexity
of
the
accounting
��
��
��
judgements
required
in
determining the assumptions to be
used to estimate the recoverable
amount. The recoverable amount
of the investments, which is based
on the higher of value in use or fair
value less costs to sell, has been
derived from discounted forecast
��
use
several
key
assumptions,
including estimates of future sales
value, operating costs, terminal
value
growth
rates
and
the
weighted-average cost of capital
(discount rate).

Our audit procedures include:
��
the matter we applied the
following
audit
procedures
in this area, among others to
��
audit evidence:
�Evaluated the assumptions
applied to key inputs such as
sales value, operating costs,
growth rates and discount
rates.
�Compared the inputs with
the historical growth trends,
evaluating the forecast used in
prior year models to its actual
performance of the business,
agreeing
current
forecast
to the board of directors /
management approved plans
as well as our own assessment
based on our knowledge of the
client.

The Key Audit Matter

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----- Start of picture text -----

The Key Audit Matter How the matter was addressed
in our audit
----- End of picture text -----

The Key Audit Matter

How the matter was addressed
in our audit

�Involved our internal valuation
specialists, where appropriate,
to evaluate the reasonability
of
the
methodology
and
approach used in the valuation
carried out for determining
the
carrying
amount
of
investments.
�Challenged management with
our own sensitivity analysis
��
��
��
��
of
possible
reductions
in
growth rates and forecasted
��
headroom
�Evaluated
the
adequacy
��
��
��
disclosures
in
respect
of
investment
in
subsidiaries
and
joint
ventures,
including disclosures of key
assumptions,
judgements
and sensitivities related to
impairment testing.

Other Information

The Company’s management and Board of Directors are responsible for the other information. The other information comprises the information included in the Company’s annual �� auditors’ report thereon.

�� cover the other information and we do not express any form of assurance conclusion thereon.

�� statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone �� or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Management’s and Board of Directors’ Responsibility for the Standalone Financial Statements

The Company’s Management and Board of Directors are �� accounting principles generally accepted in India, including

Marico Limited Integrated Report 2019-20

277

INDEPENDENT AUDITORS’ REPORT (Contd.)

�� section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation �� completeness of the accounting records, relevant to the �� statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

�� Management and Board of Directors are 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 the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors is also responsible for overseeing the ��

Auditor’s Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about �� free from material misstatement, whether due to fraud

or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they �� decisions of users taken on the basis of these standalone ��

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement �� to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence �� 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 �� (i) of the Act, we are also responsible for expressing our opinion on whether the company has adequate �� such controls.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates �� statements made by the Management and Board of Directors.

� Conclude on the appropriateness of the Management and Board of Directors use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events �� 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 �� 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 �� statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope �� that we identify during our audit.

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

278

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

�� statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ 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 ��

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditors’ Report) Order, 2016 (“the Order”) issued by the Central Government ��
�� that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
c) The standalone balance sheet, the �� (including other comprehensive income), the standalone statement of changes in equity �� dealt with by this Report are in agreement with the books of account
d) In our opinion, the aforesaid standalone ��
e) On the basis of the written representations received from the directors as on 31 March 2020 taken on record by the Board of �� as on 31 March 2020 from being appointed as �� Act.
f) With respect to the adequacy of the internal �� statements of the Company and the �� refer to our separate Report in “Annexure B”.
(B) With respect to the other matters to be included in the Auditors’ Report in accordance with Rule 11 of �� our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations as at 31 March 2020 on its �� statements - Refer Note 31 to the standalone ��
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;
iii. There has been no delay in transferring amounts, required to be transferred, to the �� the Company.
�� statements regarding holdings as well as �� the period from 8 November 2016 to 30 December 2016 have not been made in �� 2020.
(C) With respect to the matter to be included in the Auditors’ Report under section 197(16):

In our opinion and according to the information and explanations given to us, the remuneration paid by the company to its directors during the current year is in accordance with the provisions of Section 197 of the Act. The remuneration paid to any director is not in excess of the limit laid down under Section 197 of the Act. The Ministry of �� under Section 197(16) which are required to be commented upon by us.

For B S R and Co. LLP Chartered Accountants ��

Sadashiv Shetty ��

Marico Limited Integrated Report 2019-20

279

ANNEXURE - A TO THE INDEPENDENT AUDITORS’ REPORT – 31 MARCH 2020

(Referred to in our report of even date)

(i) (a) The Company has maintained proper records showing full particulars, including quantitative ��
(b) The Company has a regular programme of physical �� two years. In accordance with this programme, �� and no material discrepancies were noticed on �� to the size of the Company and the nature of its assets.
(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties, as disclosed in Note 3(a) �� held in the name of the Company.
(ii) The inventory, except goods-in-transit has been �� year. For inventory lying with third parties at the year�� between the physical stocks and the book records were not material and have been appropriately dealt with in the books of accounts.
(iii) According to the information and explanations given to us, the Company has not granted any loans, secured �� partnerships or other parties covered in the register maintained under Section 189 of the Act. Accordingly, paragraphs 3 (iii) (a), (b) and (c) of the Order are not applicable to the Company.
(iv) In our opinion and according to the information and explanations given to us, the Company has not granted any loans, or provided any guarantees or security to the �� year. The Company has complied with the provisions of Section 186 of the Act, in respect grant of loans, making investments and providing guarantees and securities, as applicable.
(v) In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public in accordance with the provisions of section 73 to 76 or any other relevant provisions of the Act and the rules framed

there under. Accordingly, paragraph 3(v) of the Order is not applicable to the Company.

(vi) We have broadly reviewed the records maintained by the Company pursuant to the rules prescribed by the Central Government for maintenance of cost records �� of the opinion that prima facie, the prescribed accounts and records have been made and maintained. However, we have not made a detailed examination of the records with a view to determine whether they are accurate or complete.
(vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/ accrued in the books of account in respect of �� Fund, Employees’ State Insurance, Income-Tax, Goods and Service Tax, Duty of Customs, Cess and other material statutory dues have been generally regularly deposited during the year by the Company with the appropriate authorities.
- According to the information and explanations given to us, no undisputed amounts payable in �� Insurance, Income-Tax, Goods and Service Tax, Duty of Customs, Cess and other material statutory dues were in arrears as at 31 March 2020 for a period of more than six months from the date they became payable.
(b) According to the information and explanations given to us, there are no dues of Income-tax, Sales tax, Service tax, Duty of customs, Duty of excise, Goods and Service tax and Value added tax as at 31 March 2020, which have not been deposited with the appropriate authorities on account of any dispute other than those mentioned in Enclosure I to this report.
(viii) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to its bankers. The Company does not have any loans or borrowings from �� any debentures during the year.
(ix) The Company did not raise any money by way of �� debt instruments) and term loans during the year. Accordingly, paragraph 3 (ix) of the Order is not applicable.

280

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

(x) According to the information and explanations given to us, no material fraud by the Company or any fraud �� noticed or reported during the year.
(xi) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has paid/provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Act.
(xii) In our opinion and according to the information and explanations given to us, the Company is not a Nidhi �� Act. Accordingly, paragraph 3(xii) of the Order is not applicable to the Company.
(xiii) According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with the provisions of Sections 177 and 188 of the Act where applicable. The details of such related party transactions have been disclosed in the �� the applicable Indian Accounting Standards.
(xiv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year. Accordingly, paragraph 3(xiv) of the Order is not applicable to the Company.

Enclosure I to Annexure A to the Independent Auditors’ Report – 31st March, 2020

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Name of Statute Nature of dues Forum where Period to Amount Amount
dispute is which the under paid under
pending Amount dispute protest
relates ( R in Crores) ( R in Crores)
----- End of picture text -----

Name of Statute	Nature of dues	Forum where dispute is pending	Period to which the Amount relates	Amount under dispute (Rin Crores)	Amount paid under protest (Rin Crores)

The Central sales Tax Act and Local Sales Tax	Sales Tax (including interest and penalty if applicable)	High Court	Various years	��	0
The Central sales Tax Act and Local Sales Tax	Sales Tax (including interest and penalty if applicable)	Additional Commissioner - Sales tax	Various years	10	1
The Central sales Tax Act and Local Sales Tax	Sales Tax (including interest and penalty if applicable)	Joint commissioner - Sales tax	Various years	19	2
The Central sales Tax Act and Local Sales Tax	Sales Tax (including interest and penalty if applicable)	Deputy Commissioner - Sales tax	Various years	1	1
The Central sales Tax Act and Local Sales Tax	Sales Tax (including interest and penalty if applicable)	Assistant Commissioner	Various years	0	0
The Central sales Tax Act and Local Sales Tax	Sales Tax (including interest and penalty if applicable)	Tribunal	Various years	7	1
The Central Excise Act	Excise Duty (including penalty if applicable)	Customs, Excise and Service Tax Appellate Tribunal	Various years	33	3
Service Tax (Finance Act, ��	Service Tax (including penalty if applicable)	Customs, Excise and Service Tax Appellate Tribunal	2006 – 2012	0	0
Income Tax Act, 1961	Income Tax	Commissioner of Income-tax (Appeals)	AY 2010 – 11 to AY �� and AY 2016-17	��	-

(xv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into any noncash transactions with directors or persons connected with them. Accordingly, paragraph 3(xv) of the Order is not applicable to the Company.
(xvi) In our opinion and according to the information and explanations given to us, the Company is not required �� the Order is not applicable to the Company.

For B S R and Co. LLP Chartered Accountants ��

	Sadashiv Shetty
��	��
��	��

Marico Limited Integrated Report 2019-20

281

ANNEXURE - B TO THE INDEPENDENT AUDITORS’ ��

��

(Referred to in paragraph 2(A)(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date).

Opinion

�� Company”) as of 31 March 2020 in conjunction with our audit �� the year ended on that date.

In our opinion, the Company has, in all material respects, �� statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (the “Guidance Note”).

Management’s Responsibility for Internal Financial Controls

The Company’s management and the Board of Directors are responsible for establishing and maintaining internal �� Company considering the essential components of internal control stated in the Guidance Note. These responsibilities include the design, implementation and maintenance of �� of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable �� 2013 (hereinafter referred to as “the Act”).

Auditors’ Responsibility

Our responsibility is to express an opinion on the Company’s �� statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on ��

�� and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal �� were established and maintained and whether such controls ��

Our audit involves performing procedures to obtain audit �� controls, assessing the risk that a material weakness exists, and testing and evaluating the design and operating �� risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material �� whether due to fraud or error.

We believe that the audit evidence we have obtained is ��

Meaning of Internal Financial controls with Reference to Financial Statements

�� external purposes in accordance with generally accepted �� those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately �� assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit �� generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the ��

282

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Inherent Limitations of Internal Financial controls with Reference to Financial Statements

�� the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections ��

�� because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

For B S R and Co. LLP Chartered Accountants �� Sadashiv Shetty ��

Marico Limited Integrated Report 2019-20

283

BALANCE SHEET

as at 31 March 2020

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----- Start of picture text -----

( R in Crore)
As at As at As at
Particulars Notes
31st March, 2020 31st March, 2019 1st April, 2018
ASSETS
Non-current assets
�� 3(a) ��
Capital work-in-progress 3(a) ��
Right of use assets 3(b) 108 107 102
Investment properties � 11 11 23
Intangible assets � 21 22 20
Investment in subsidiaries and joint venture 6(a) 1,030 1,026 1,020
Financial assets
(i) Investments 6(a) 76 �� 37
(ii) Loans 6(c) 16 �� 16
(iii) �� 6(f) 28 30 22
Deferred tax assets (net) 7 �� 188 -
Non current tax assets (net) 16 �� 36 30
Other non-current assets 8 20 30 27
Total non-current assets 2,115 2,044 1,788
Current assets
Inventories 9 �� 1,313
Financial assets
(i) Investments 6(a) 617 380 ��
(ii) Trade receivables 6(b) �� 288
(iii) Cash and cash equivalents 6(d) 27 10 7
(iv) Bank balances other than (iii) above 6(e) �� 329 ��
(v) Loans 6(c) 3 3 3
(vi) �� 6(g) 27 ��
Current tax asset (net) 1 - -
Other current assets 10 287 262 ��
�� 11 �� 12 -
Total current assets 2,650 2,714 2,335
Total assets 4,765 4,758 4,123
EQUITY AND LIABILITIES
Equity
Equity share capital 12(a) 129 129 129
Other equity
Reserves and surplus 12(b) 3,376 3,360 2,896
Other reserves 12(c) (1 ) 0 0
Total equity attributable to owners 3,504 3,489 3,025
LIABILITIES
Non-current liabilities
Financial liabilities
(i) Borrowings 13(a) - - -
(ii) �� 13(b) 109 107 103
�� 8 9 10
Deferred tax liabilities (net) 7 - - 10
Total non current liabilities 117 116 123
Current liabilities
Financial liabilities
(i) Borrowings 13(a) 110 131 122
(ii) Trade payables 13(c)
Due to micro and small enterprises 10 13 ��
Due to others 699 702 ��
(iii) �� 13(b) �� 37 32
Other current liabilities 17 179 �� 121
��
�� 32 �� 39
Current tax liabilities (net) 16 �� 16 17
Total current liabilities 1,144 1,153 975
Total liabilities 1,261 1,269 1,098
Total equity and liabilities 4,765 4,758 4,123
�� 1
Critical estimates and judgements 2
----- End of picture text -----

The above balance sheet should be read in conjunction with the accompanying notes.

As per our report of even date

For B S R and Co. LLP

For and on behalf of the Board of Directors

Chartered Accountants

�� SADASHIV SHETTY ��

��

HARSH MARIWALA

��

VIVEK KARVE ��

��

��

SAUGATA GUPTA

�� HEMANGI GHAG �� [Membership No.F9329]

284

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

STATEMENT OF PROFIT AND LOSS

for the year ended 31 March 2020

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----- Start of picture text -----

( r in Crore)
Year ended Year ended
�� Notes
31st March, 2020 31st March, 2019
Revenue:
Revenue from operations 18 ��
Other income 19 308 301
Total Income 6,161 6,272
Expenses:
Cost of materials consumed 20(a) 2,930 ��
�� 138 109
�� 20(b) 138 (101)
�� 21 308 307
Finance costs �� 33 ��
Depreciation and amortization expense 22 113 ��
Other expenses 23 �� 1,183
Total expenses 4,884 5,089
�� 1,277 1,183
Exceptional items 37 19 -
�� 1,258 1,183
Income tax expense for current year
Current tax �� 260
Deferred tax 7 (7) (18)
Total tax expense for the current year 252 242
Tax adjustment for earlier years �� - (188)
Total tax expense 252 54
�� 1,006 1,129
Other comprehensive income
��
�� (1) (1)
��
�� 7 0 0
Total (1) (1)
��
Change in fair value of hedging instruments 12 (c) (2) 0
��
Change in fair value of hedging instruments 7 1 (0)
Total (1) 0
�� (2) (1)
�� 1,004 1,128
��R ) ��
Basic earnings per share 7.80 8.76
Diluted earnings per share 7.79 8.76
�� 1
Critical estimates and judgements 2
----- End of picture text -----

��

As per our report of even date

For B S R and Co. LLP

For and on behalf of the Board of Directors

Chartered Accountants

��

SADASHIV SHETTY

��

��
��
��

HARSH MARIWALA

��

��

VIVEK KARVE

��

��

SAUGATA GUPTA

��

HEMANGI GHAG �� [Membership No.F9329]

Marico Limited Integrated Report 2019-20

285

STATEMENT OF CHANGES IN EQUITY

For the year ended 31st March, 2020

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----- Start of picture text -----

in Crore) 2,896 1,129 (1) 1,128 �� (702) �� 0 0 (0) - 8 3,360 3,360 1,006 (2) �� (0) (1,002) 3 (1) (0) 1 - 10 3,375
( r equity
Total other
0 - 0 0 - - - 0 0 (0) - - (0) (0) - (1) (1) - - - (1) (0) 1 - - ��
Other reserves ��
��
WEOMA reserve �� - - - - - �� - - - - - 70 70 - - - - - 3 - - - - - 73
shares �� - - - �� - - - - - - - (27) (27) - - - (0) - - - - - - - ��
Treasury
11 - - - - - - - - - - 8 19 19 - - - - - - - - - �� 10 25
Attributable to owners
Share based option outstanding account
298 - - - - - - - - - - - 298 298 - - - - - - - - - - - 298
Reserves and surplus General reserve
Retained earnings 2,331 1,129 (1) 1,128 - (702) - - - - - - �� 1,006 (1) �� - (1,002) - - - - - - 2,760
243 - - - - - - - - - - - �� - - - - - - - - - �� - 247
Securities Premium
Note 12 (b) 12 (b) 12 (b) 12 (c) 12 (c) 12 (c) 12 (b) 12 (b) 12 (b) 12 (b) 12 (b) 12 (c) 12 (c) 12 (c) 12 (b) 12 (b)
93 Cr) R r 1.30
in Crore 129 - 129 0 129
r
Note 12 (a) 12 (a)
Particular As at 1st April 2018 Changes in equity share capital As at 31st March 2019 Changes in equity share capital As at 31st March 2020
B. Other Equity Particular Balance as at 1st April, 2018 �� Other comprehensive income for the year Total comprehensive income for the year �� Dividend paid on equity shares (including dividend distribution tax of Income of the trust for the year Gain/(loss) transferred to Income Statement Deferred hedging gain / (loss) on hedging instruments Deferred tax on hedge reserve Exercise of employee stock options Share based payment expense Balance as at 31st March, 2019 Balance as at 1st April, 2019 �� Other comprehensive income for the year Total comprehensive income for the year �� Dividend paid on equity shares (including dividend distribution tax of Cr) Income of the trust for the year Gain/(loss) transferred to Income Statement Deferred hedging gain / (loss) on hedging instruments Deferred tax on hedge reserve Exercise of employee stock options Share based payment expense Balance as at 31st March, 2020 The above statement of changes in equity should be read in conjunction with the accompanying notes.
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286

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Companies Act, 2013.	Retained earnings	��	General Reserve	��	��	Share based option outstanding account	The Company has estabhlised various equity settled share based payment plans for certain category of employees of the Company. Refer note 33 for further details of this plans.	WEOMA reserve and Treasury shares	��	��	(net of tax) and dividend earned on the same by WEOMA trust is recognised in WEOMA reserve.	Hedge Reserve	��	��	��	��	��	As per our report of even date	ForB S R and Co. LLP For and on behalf of the Board of Directors	Chartered Accountants	��	SADASHIV SHETTY HARSH MARIWALA SAUGATA GUPTA	�� �� ��	�� �� ��	VIVEK KARVE HEMANGI GHAG	�� ��	[Membership No.F9329]	�� ��	�� ��

Marico Limited Integrated Report 2019-20

287

STATEMENT OF CASH FLOW

For the year ended 31st March, 2020

==> picture [478 x 524] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Year ended Year ended
Particulars
31st March, 2020 31st March, 2019
A CASH FLOW FROM OPERATING ACTIVITIES
PROFIT BEFORE INCOME TAX 1,258 1,183
Adjustments for:
Depreciation, amortisation and impairment 113 ��
Finance costs 33 ��
�� (36)
(Gain)/ Loss on disposal of property, plant and equipment (Net) 0 (3)
Net fair value changes (including net gain on sale of investments) (33) (32)
Dividend income from subsidiaries (193) (206)
Employees stock option charge 9 8
Stock appreciation rights expense charge / (reversal) (1) ��
�� (3) 11
1,135 1,058
Change in operating assets and liabilities:
(Increase) / Decrease in inventories 69 79
(Increase) / Decrease in trade receivables (36) ��
�� 28 (26)
(Increase) / Decrease in other non-current assets (2) (1)
(Increase) / Decrease in other current assets �� (80)
(Increase) / Decrease in loans (1) (0)
(Decrease) / Increase in provisions 1 (0)
�� (19) ��
(Decrease) / Increase in other current liabilities 33 ��
(Decrease) / Increase in trade payables (3) 128
�� 8 (1)
Changes in Working Capital 53 ��
Cash generated from operations 1,188 1,044
Income taxes paid (net of refunds) (219) ��
�� 969 785
B CASH FLOW FROM INVESTING ACTIVITIES
��
�� 3 13
�� (190) 79
Investment in joint venture (3) (6)
Investment in Subsidiaries (1) -
�� 18
Investment in Bank deposits (having original maturity more than 3 months) (net) (refer
173 (269)
note G below)
Dividend income from subsidiaries 193 206
Interest received �� 31
�� 128 (79)
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288

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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----- Start of picture text -----

( r in Crore)
Year ended Year ended
Particulars
31st March, 2020 31st March, 2019
C CASH FLOW FROM FINANCING ACTIVITIES
�� 0 -
Sale of investments by WEOMA trust (net) �� 30
Other borrowings (repaid) / taken (net) (refer note H below) (23) 9
Interest paid (21) (12)
�� (26) (17)
Interest paid on lease liabilities (12) (12)
Dividends paid to company's shareholders (including dividend distribution tax) (1,002) (702)
��
D �� 17 2
E Cash and cash equivalents at the beginning of the year 10 8
F �� 27 10
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��

==> picture [478 x 129] intentionally omitted <==

----- Start of picture text -----

G Non Cash Transaction from Investing Activities
Particulars As at �� Non-Cash changes/ As at
31st March 2019 Fair Value Adjustment 31st March 2020
Non-Current Investments �� 1 76
Current Investments including Fixed deposit 708 (70) 31 669
�� (29) 32 ��
H ��
Particulars As at �� Non-Cash changes/ As at
31st March 2019 Fair Value Adjustment 31st March 2020
Non Current Borrowings - - - -
Current Borrowings 131 (23) 2 110
131 (23) 2 110
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��

As per our report of even date

For B S R and Co. LLP Chartered Accountants

�� SADASHIV SHETTY
��
��

For and on behalf of the Board of Directors

HARSH MARIWALA

��

��

VIVEK KARVE

��

SAUGATA GUPTA

��
��

HEMANGI GHAG

��
[Membership No.F9329]
��
��
��
��

Marico Limited Integrated Report 2019-20

289

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

Back ground and operations

Marico Limited (“Marico” or ‘the Company’), headquartered in Mumbai, Maharashtra, India, carries on business in branded consumer products. Marico manufactures and markets �� Revive, Mediker, Livon, Set-wet, etc. Marico’s products reach its consumers through retail outlets serviced by �� carrying and forwarding agents, redistribution centers and distributors spread all over India.

��

�� These policies have been consistently applied to all the years presented unless otherwise stated.

�� 31st March, 2020 were approved for issue in accordance with ��

��

i. Compliance with IND AS :
�� aspects with Indian Accounting Standards (Ind AS) �� provisions of the Act.
ii. Historical cost convention :
�� historical cost basis, except for the following:
�� instruments) and contingent consideration that are measured at fair value (Refer Note 26);
�� assets held for sale measured at lower of cost or fair value less cost to sell;
�� fair value; and
�� share-based payments liability measured at fair value
��
�� or non-current as per the Company’s normal operating cycle and other criteria set out in the Schedule III to the Companies Act, 2013. Based on the nature of products and the time taken between acquisition of assets for processing and their realization in cash and cash equivalents, the Company has ascertained its

operating cycle as twelve months for the purpose of �� and noncurrent.

��

Operating segments are reported in a manner consistent with internal reporting provided to the Chief Operating Decision Maker (CODM). The Managing Director and CEO is designated as CODM.

��

i. Functional and presentation currencies:

�� Company are measured using the currency of the primary economic environment in which the entity �� statements are presented in INR which is the functional and presentation currency for Marico Limited.

ii. Transactions and Balances:

Foreign currency transactions are translated into the functional currency at the exchange rates on the date of transaction. Foreign exchange gains and losses resulting from settlement of such transactions and from translation of monetary assets and liabilities at the year-end exchange rates are generally recognized ��

�� adjustment to borrowing costs are presented in the �� other foreign exchange gains and losses are presented ��

��

Revenue is measured at the fair value of the consideration received or receivable. Amounts disclosed as revenue are net of returns, trade allowances, rebates, goods and service taxes and amounts collected on behalf of third parties.

The Company recognizes revenue when the amount can be reliably measured, it is probable that future economic �� have been met for each of the Company’s activities as described below. The Company bases its estimates on historical results, taking into consideration the type of

290

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

�� each arrangement

i. Sale of goods:

Timing of recognition:

Sale of goods is recognized when control of the goods has transferred to the customers, depending on individual terms. i.e. at the time of dispatch, delivery or formal customer acceptance depending on agreed terms.

Measurement of revenue: Accumulated experience is used to estimate and provide for discounts, rebates, �� deemed present as the sales are made with credit terms, which is consistent with market practice.

ii. Sale of services:

Income from services rendered is recognised based on agreements/arrangements with the customers as �� obligations.

��

i. Interest income from debt instruments is �� exactly discounts estimated future cash receipts �� by considering all the contractual terms of the �� extension, call and similar options). The expected credit losses are considered if the credit risk ��
�� when the right to receive payment is established, it �� amount of the dividend can be measured reliably.
iii. Revenue from royalty income is recognized on accrual basis.

��

Grants from the government are recognized at their fair value where there is a reasonable assurance that the grant will be received and the Company will comply with all attached conditions.

��

Government grants relating to income are deferred and �� to match them with the costs that they are intended to compensate and reduced from corresponding cost.

Income from incentives such as government budgetary support scheme, premium on sale of import licenses, duty drawback etc. are recognized under other operating income on accrual basis to the extent the ultimate realization is reasonably certain.

��

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred income tax is provided in full, using the Balance �� between the tax bases of assets and liabilities and their �� income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

Deferred tax assets are recognised for all deductible �� probable that future taxable amounts will be available to ��

�� and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and ��

Marico Limited Integrated Report 2019-20

291

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

�� on a net basis, or to realise the asset and settle the liability simultaneously.

Current and deferred tax is recognised in the Statement �� to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

Minimum Alternative Tax (MAT) credit, which is equal to the excess of MAT (calculated in accordance with �� 1961) over normal income-tax is recognized as an item in deferred tax asset by crediting the Statement �� convincing evidence that the Company will be able to avail the said credit against normal tax payable during ��

��

�� equipment is stated at original cost net of tax/duty credits availed, if any, less accumulated depreciation and cumulative impairment, if any.

Freehold land is carried at historical cost. All other items of property, plant and equipment are stated at historical cost, less accumulated depreciation/amortisation and impairments, if any. Historical cost includes taxes, duties, freight and other incidental expenses related to acquisition and installation. Indirect expenses during construction period, which are required to bring the asset in the condition for its intended use by the management and are directly attributable to bringing the asset to its position, are also capitalized.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future �� the Company and the cost of the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is derecognized when replaced. All other repairs and maintenance are charged �� they are incurred.

�� intended use at the year end.

Depreciation and amortization

Depreciation is calculated using the straight-line �� Equipment, net of residual values, over their estimated useful lives.

As per technical evaluation of the Company, the useful life considered for the following items is lower than the life stipulated in Schedule II to the Companies Act, 2013:

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----- Start of picture text -----

Assets Useful life (years)
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Motor vehicle – motor car, bus and lorries, motor cycle, scooter	�
��- cation tools	2
Computer – Server network	3
��	��
Leasehold land	Leaseperiod
Right to Use Asset	Leaseperiod

Apart from the above, the useful lives of other class of assets are in line with that prescribed in the Schedule II to the Companies Act, 2013.

�� basis.

Assets individually costing r�� depreciated fully in the year of acquisition.

Fixtures in leasehold premises are amortized over the �� whichever is lower.

Depreciation on additions / deletions during the year is provided from the month in which the asset is capitalized ��

The estimated useful lives, residual values and depreciation method are reviewed at the end of each �� estimate accounted for on a prospective basis.

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are ��

��

��

�� cost of acquisition, less accumulated amortisation and impairment loss, if any. Cost includes taxes, duties and

292

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

other incidental expenses related to acquisition and other incidental expenses.

�� line basis over the estimated useful lives of respective intangible assets, but not exceeding the useful lives given here under:

Assets Computer	Software	Useful life (years) 3

��

�� measured at cost and are not amortised, but are tested for impairment annually or more frequently if events or changes in circumstances indicate that it might be impaired.

iii. Research and Development:

Capital expenditure on research and development is capitalized and depreciated as per accounting policy mentioned in para h and i above. Revenue expenditure ��

��

�� both that is held for long term rental yields or for capital appreciation or both, rather than for:

(i) use in the production or supply of goods or services or for administrative purposes; or
(ii) sale in the ordinary course of business; is ��

Investment property is measured initially at its cost, including related transaction costs and where applicable borrowing costs. Subsequent expenditure is capitalized to the assets carrying amount only when it is probable �� the item can be measured reliably. All other repairs and maintenance costs are expensed when incurred. When part of an investment property is replaced, the carrying amount of the replaced part is derecognised.

Depreciation is provided on all Investment Property on straight line basis, based on useful life of the assets determined in accordance with para “h” above .

The estimated useful lives, residual values and depreciation method are reviewed at the end of each �� estimate accounted for on a prospective basis.

��

�� asset held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use and a sale is considered highly probable. They are measured at the lower of their carrying amount and fair value less costs to sell, except for assets such as deferred tax assets, assets �� contractual rights under insurance contracts, which are ��

An impairment loss is recognised for any initial or subsequent write-down of the asset to fair value less costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell an asset, but not in excess of any cumulative impairment loss previously recognised. A gain or loss not previously recognised is recognised at the date of sale of the asset.

Non-current assets are not depreciated or amortised ��

�� presented separately from the other assets in the balance sheet.

��

As a lessee

Leases of property, plant and equipment where the Company, as lessee, has substantially all the risks and �� at the fair value of the leased property or, if lower, the present value of the minimum lease payments. The �� basis over the lease term. The corresponding rental �� Each lease payment is allocated between the liability �� constant periodic rate of interest on the remaining balance of the liability for each period.

Marico Limited Integrated Report 2019-20

293

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

��

On transition to IND AS 116 – Leases, the Company has taken full retrospective approach and implemented retrospectively as a result of which the numbers for FY 2018-19 are reinstated and are comparable with FY 2019-20. The Company is of the view that, full retrospective method is more appropriate as it provides full disclosure along with comparable numbers ��

The Company calculates lease liability in respect of all the leases by arriving at present value using incremental borrowing rate for the tenure of the lease on future lease rentals payable by the Company. In cases, where such incremental borrowing rate is not available, interest rate is derived using risk free rate with applicable risk premium, for remaining term of the lease. The risk premium is the usual spread charged by banks for lending.

Any probable cost in future, if applicable, as well towards dismantling or removal of any asset is been considered ��

The Company considers leases with term up to 12 (Twelve) months as short term leases. Also leases where the present value of future lease payments is less than R�� short term and low value leases are excluded from the scope for the purpose of Ind As 116.

Right of Use Asset:

The Company derives right of use asset as per IND AS 116 from inception of the lease arrangement and is amortized on a straight line basis over the estimated useful lives of respective Right of use asset.

�� between right-of-use asset and a lease liability is adjusted against Retained earnings as on 1st April 2018.

As a lessor

Lease income from operating leases where the Company is a lessor is recognised in income on a straight-line basis over the lease term unless the receipts are structured to increase in line with expected �� assets are included in the balance sheet based on their nature.

��

�� following measurement categories:

�� those to be measured subsequently at fair value (either through other comprehensive income, or ��
�� those measured at amortised cost.

��

For assets measured at fair value, gains and losses �� comprehensive income. For investments in debt instruments, this will depend on the business model in which the investment is held. For investments in equity instruments, this will depend on whether the Company has made an irrevocable election at the time of initial recognition to account for the equity investment at fair value through other comprehensive income.

ii. Measurement:

�� that are directly attributable to the acquisition of the ��

Debt instruments

Subsequent measurement of debt instruments depends on the Company’s business model for �� the asset.

�� Amortised Cost: Assets that are held for �� principal and interest are measured at amortised cost. A gain or loss on a debt investment that is subsequently measured at amortised cost and is not part of a hedging relationship is recognised ��

294

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

�� Fair value through other comprehensive �� Assets that are held for �� represent solely payments of principal and interest, are measured at fair value through other comprehensive income (FVOCI). Movements in the carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest revenue and foreign exchange gains and losses which are recognised in the �� asset is derecognised, the cumulative gain or �� other gains/ (losses). Interest income from these ��
�� �� Assets that do not meet the criteria for amortised cost or �� or loss. A gain or loss on a debt investment that is �� or loss and is not part of a hedging relationship �� gains/(losses) in the period in which it arises. �� included in other income.

Equity instruments

The Company subsequently measures all equity investments at fair value. Where the Company’s management has elected to present fair value gains and losses on equity investments in other comprehensive �� other income when the Company’s right to receive the dividend is established.

��

�� increase in credit risk pertaining to the assets and accordingly creates necessary provisions, wherever required.

��

��

�� the Company has transferred the rights to receive ��
�� the Company retains the contractual rights to ��

assumes a contractual obligation to pay the cash ��

Where the entity has transferred an asset, the Company evaluates whether it has transferred substantially all �� the entity has not transferred substantially all risks and �� asset is not derecognised.

�� asset nor retained substantially all risks and rewards of �� derecognised if the Company has not retained control �� be recognised to the extent of continuing involvement ��

��

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured to their fair value at the end of each reporting period. The accounting for subsequent changes in fair value depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged.

The Company designates certain derivatives as either:

�� hedges of the fair value of recognised assets or liabilities or a firm commitment (fair value hedges)
�� hedges of a particular risk associated with the cash flows of recognised assets and liabilities and highly probable forecast transactions (cash flow hedges).

The Company documents at the inception of the hedging transaction the relationship between hedging instruments and hedged items, as well as its risk management objective and strategy for undertaking various hedge transactions. The Company also documents its assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions have been and will ��

�� used for hedging purposes are disclosed in Note 27. Movements in the hedging reserve in shareholders’ equity are shown in Note 12(c). The full fair value of a ��

Marico Limited Integrated Report 2019-20

295

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

or liability when the remaining maturity of the hedged �� asset or liability when the remaining maturity of the hedged item is less than 12 months. Trading derivatives ��

��

�� instruments is recognized in other comprehensive ��

��

Raw materials, packing materials, stores and spares are valued at lower of cost and net realizable value.

�� (traded goods) are valued at lower of cost and net realizable value.

�� goods are valued at estimated net realizable value.

Cost of raw materials and traded goods comprises cost �� goods comprises direct materials, direct labour and an �� expenditure, the latter being allocated on the basis of normal operating capacity. Cost of inventories also includes all other costs incurred in bringing the inventories to their present location and condition. Cost is assigned on the basis of weighted average method. Costs of purchased inventory are determined after deducting rebates and discounts. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

��

Trade receivables are recognised initially at fair value and subsequently measured at cost less provision made for doubtful receivables as per expected credit loss method over the life of the asset depending on the �� circumstances and the historical experience of the Company.

��

These amounts represent liabilities for goods and services provided to the Company prior to the end of �� are presented as current liabilities unless payment is not due within 12 months after the reporting period.

��

Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a prepayment for liquidity services and amortised over the period of the facility to which it relates.

Borrowings are removed from the balance sheet when �� extinguished or transferred to another party and the consideration paid, including any non-cash assets �� or loss.

��

�� attributable to the acquisition or construction of a qualifying asset are capitalised during the period of time that is required to complete and prepare the asset for its intended use or sale. Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale.

Investment income earned on the temporary �� expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation. Other borrowing costs are expensed in the period in which they are incurred.

��

i. Short term obligations:

Liabilities for wages and salaries, including non�� wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees’ services upto the end of the reporting and are measured at the amounts expected to be paid when the liabilities are settled. The �� obligations in the balance sheet.

296

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

Provident fund:

�� administered by the Company. The Company’s liability �� Credit method) at the end of the year and any shortfall in the fund balance maintained by the Trust set up by the Company is additionally provided for. Actuarial losses and gains are recognized in other comprehensive ��

excluding the impact of any service and nonmarket performance vesting conditions (e.g. �� period), and
including the impact of any non-vesting conditions (e.g. the requirement for employees to save or ��

The total expense is recognised over the vesting period, which is the period over which all of the ��

�� Employee Stock Appreciation Rights Scheme:

��

�� payable in future are determined by actuarial valuation at each Balance Sheet date using �� contributed to Employees Gratuity Fund. Actuarial gains and losses arising from changes in actuarial assumptions are recognized in other comprehensive income and shall not be �� a subsequent period.

��

The Company provides for the encashment of leave with pay subject to certain rules. The employees are entitled to accumulate leave subject to certain limits, for future encashment / availment. The liability is provided based on the number of days of unutilized leave at each Balance Sheet date on the basis of an independent �� short term. Actuarial gains and losses arising from changes in actuarial assumptions are recognised ��

iv. Share based payments:

�� Employee Stock Option Plan:

The fair value of options granted under the Company’s employee stock option scheme (excess of the fair value over the exercise price of the option at the date of grant) is recognised as an �� increase in equity. The total amount to be expensed is determined by reference to the fair value of the options granted.

including any market performance conditions (e.g. the entity’s share price).

Liability for the Company’s Employee Stock Appreciation Rights (STAR), granted pursuant to the Company’s Employee Stock Appreciation �� at the end of each reporting period until settled, at the fair value of the STARs, by applying an option pricing model, be and is recognized as employee �� obligation in the balance sheet.

Treasury Shares:

v.

The Company has created a “Welfare of Mariconians Trust”, (WEOMA) for providing share-based payment to its employees under the STAR scheme. In order to fund the STAR schemes, the Trust, upon intimation from the Company, carries out secondary market acquisition of the equity shares, of the Company. They are equivalent to STARs granted to its employees. The Company provides loan to the Trust for enabling such secondary acquisition. As and when the STARs vest in eligible employees, upon intimation of such details by the Company, the Trust sells the equivalent shares and hands over the net proceeds to the Company in accordance with the Trust Rules framed. The Company treats, WEOMA as its extension and shares held by WEOMA are treated as treasury shares.

Own equity instruments that are reacquired (treasury shares) are recognised at cost and deducted from �� on the purchase or sale of the Company’s own equity �� amount and the consideration is recognised in WEOMA reserve.

vi. Provisions and Contingent Liabilities:

Contingent Liabilities are disclosed in respect of possible obligations that arise from past events but ��

Marico Limited Integrated Report 2019-20

297

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

non-occurrence of one or more uncertain future events not wholly within the control of the Company or where any present obligation cannot be measured in terms of �� of the obligation cannot be made.

�� present legal or constructive obligation as a result of �� will be required to settle the obligation and the amount �� for future operating losses.

�� management’s best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that �� increase in the provision due to the passage of time is recognised as interest expense.

Where there are a number of similar obligations, the �� is determined by considering the class of obligations as a whole. A provision is recognized even if the likelihood �� the same class of obligations may be small.

�� recognise a contingent asset unless the recovery is virtually certain.

��

Commitments are future liabilities for contractual ��

(i) estimated amount of contracts remaining to be executed on capital account and not provided for;
(ii) uncalled liability on shares and other investments partly paid;
(iii) funding related commitment to subsidiary, associate and joint venture companies; and
(iv) other non-cancellable commitments, if any, to the extent they are considered material and relevant in the opinion of management.

Other commitments related to sales/procurements made in the normal course of business are not disclosed to avoid excessive details.

��

For the purpose of presentation in the statement of �� other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which �� net of outstanding bank overdraft.

��

�� not subject to amortisation and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which asset’s carrying amount exceeds its recoverable amount. The recoverable amount is higher of an asset’s fair value less cost of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately �� for possible reversal of the impairment at the end of each reporting period.

��

An item of income or expense which by its size, type or incidence requires disclosure in order to improve an understanding of the performance of the Company is treated as an exceptional item and disclosed as such in ��

��

Investments in subsidiaries and associates are carried at cost less accumulated impairment losses, if any. Where an indication of impairment exists, the carrying amount of the investment is assessed and written down immediately to its recoverable amount. On disposal of investments in subsidiaries and associates, �� carrying amounts are recognised in the Statement of ��

298

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

i. Basic earnings per share:
Basic earnings per share is calculated by dividing:
�� Company
�� adjusted for bonus elements in equity shares issued during the year and excluding treasury shares.
ii. Diluted earnings per share:
�� in the determination of basic earnings per share to take into account:
�� potential equity shares, and
�� equity shares that would have been outstanding assuming the conversion of all dilutive potential equity shares.

��

Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

��

Business combinations are accounted for using the acquisition accounting method as at the date of the acquisition, which is the date at which control is transferred to the Company. The consideration �� assets acquired and liabilities assumed are recognised at fair values on their acquisition date. Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the

amount recognised for non-controlling interests, and �� assets acquired and liabilities assumed. The Company recognises any non-controlling interest in the acquired entity on an acquisition-by-acquisition basis either at fair value or at the non-controlling interest’s proportionate share of the acquired entity’s net �� include amounts related to settlement of pre-existing relationships. Such amounts are recognised in the ��

Transaction costs are expensed as incurred, other than those incurred in relation to the issue of debt or equity securities. Any contingent consideration payable is measured at fair value at the acquisition date. Subsequent changes in the fair value of contingent �� and Loss.

��

�� declared, being appropriately authorised and no longer at the discretion of the entity, on or before the end of the reporting period but not distributed at the end of the reporting period.

��

�� unless otherwise stated.

Transactions and balances with values below the �� statements.

��

�� standard or amendments to the existing standards. �� applicable from April 1, 2020.

Marico Limited Integrated Report 2019-20

299

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

2 Critical Estimates and Judgements

�� will seldom equal the actual results. Management also needs to exercise judgement in applying the Company’s accounting policies. This note provides an overview of the areas that involved a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and �� originally assessed. Detailed information about each of these estimates and judgements is included in relevant notes together with information about the basis of �� statements.

�� the reported balances of assets and liabilities and disclosures relating to contingent assets and liabilities �� amounts of income and expenses during the period. These estimates and associated assumptions are based on historical experience and management’s best knowledge of current events and actions the Company may take in future.

Information about critical estimates and assumptions �� adjustment to the carrying amounts of assets and liabilities are included in the following notes:

�� in subsidiaries and joint venture (including trade receivable) (Note : 27)
��
(c) Estimation of current tax expenses and payable ��
(d) Estimated impairment of intangible assets with ��
(e) Estimation of provisions and contingencies (Note ��
(f) Recognition of deferred tax assets including MAT credit (Note 7)
(g) Lease Accounting (Note 3 b)
��

�� investment in subsidiaries and joint ventures (other than trade receivables) is done at least once annually and upon occurrence of an indication of impairment. �� is determined based on value-in-use calculations which requires use of assumptions.

Allowance for doubtful receivables represent the estimate of losses that could arise due to inability of the Customer to make payments when due. These estimates are based on the customer ageing, customer �� historical experience of the company as well as forward looking estimates at the end of each reporting period.

��

The liabilities of the company arising from employee �� cost, are determined on an actuarial basis using various �� used.

�� payable

The Company’s tax charge is the sum of total current and �� the outcome based on the facts known at the balance sheet date. These facts include but are not limited to interpretation of tax laws of various jurisdictions �� the income tax as well as the resulting assets and liabilities.

��

�� useful life is done at least once annually and upon occurrence of an indication of impairment. The recoverable amount of a cash generating unit (CGU) is determined based on value-in-use calculations which require the use of assumptions.

300

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

�� recognised where a legal or constructive obligation exists at the balance sheet date, as a result of a past event, where the amount of the obligation can be reliably �� probable. Contingent liabilities are possible obligations that may arise from past event whose existence will be �� of one or more uncertain future events which are not fully within the control of the company. The Company exercises judgement and estimates in recognizing the provisions and assessing the exposure to contingent liabilities relating to pending litigations. Judgement is necessary in assessing the likelihood of the success of the pending claim and to quantify the possible range of �� from originally estimated provision.

��

credit

The credit availed under MAT is recognised as an asset only when and to the extent there is convincing evidence that the company will pay normal income tax during the period for which the MAT credit can be carried forward

�� expected availment of the credit based on business ��

��

�� to be a lease as per the requirements of Ind AS 116. �� the lease term (including anticipated renewals) and the applicable discount rate.

The Company determines the lease term as the noncancellable period of a lease, together with both periods covered by an option to extend the lease if the Company is reasonably certain to exercise that option; and periods covered by an option to terminate the lease if the Company is reasonably certain not to exercise that option. In assessing whether the Company is reasonably certain to exercise an option to extend a lease, or not to exercise an option to terminate a lease, it considers all relevant facts and circumstances that create an economic incentive for the Company to exercise the option to extend the lease, or not to exercise the option to terminate the lease.

The discount rate is generally based on the incremental �� for a portfolio of leases with similar characteristics.

The company has considered leases with term up to 12 (Twelve) months as short term leases. Also leases where the current market value (for transition purpose determined basis the present value of future lease payments) is less than R�� as low value. Such short term and low value leases are accordingly excluded from the scope for the purpose of Ind As 116 reporting.

Marico Limited Integrated Report 2019-20

301

NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to	NOTES(Contd.) To Financial Statements for the year ended 31st March, 2020 (rin Crore) otal CWIP 651 25 119 (16) 754 177 79 (6) 250 8 0 (7) 1 503 42 �� �� �� (8) 889 �� 83 (7) 327 1 2 (1) 2 561 55 , the Company has option to
		25														42				��														55
	em	( en 651	C ts 119	o fo (16)	n r t 754	td he	. ye 177	ar 79	en (6)	de 250	d 3	1s 8	t 0	Ma (7)	rc 1	h, 503	202	0		��	��	(8)	889		��	83	(7)	327		1	2	(1)	2	561
NOTESTO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2020 �� Paritulars Freehold land Leasehold land Buildings Plant and equipments Furniture and �� Vehicles �� Equipment Leasehold im- provements T Year ended 31st March 2019		249 340 12 2 9 11	23 66 2 0 1 �	�� (9) (0) - (0) (1)	267 397 14 2 10 14		25 135 6 �� 7 2	13 61 2 0 2 1	(1) �� (0) - (0) (0)	37 191 8 0 9 3		1 7 0 - 0 -	(1) 1 0 - 0 -	(0) (7) (0) - (0) -																					�� �� �� �� �� Refer to Note 32 for disclosure of contractual commitments for acquisition of property, plant and equipment. �� �� Capital work-in-progress mainly comprises spends for setting up new manufacturing unit at Sanand , Ahmedabad India. �� �� Gross carrying amount of leasehold land represents amounts paid under lease agreements which are due for renewal in the years ranging from 2070 to 2117. In one case where the lease is expiring in 2070 purchase the property. �� �� Buildings include Nil (31st March, 2019: Nil) being the value of shares in co-operative housing societies.
															-	11				��	�	-	18		3	2	-	5		-	-	-	-	13
															0	1				10	2	(0)	11		9	1	(0)	10		0	(0)	-	0	1
															0 1 0 -	230 205 6 2				2	2	-	4		0	1	-	1		-	-	-	-	3
																				��	�	(0)	18		8	2	(0)	10		0	(0)	-	0	8
																				397	97	(7)	487		191	63	(6)	248		1	1	(1)	1	238
																				267	��	(1)	300		37	13	(0)	50		0	1	-	1	249
		26	23	(1)	48		2	0	(0)	2		-	-	-	-	46				��	-	-	48		2	1	-	2		-	-	-	-	45
		2	-	-	2		-	-	-	-		-	-	-	-	2				2	-	-	2		-	-	-	-		-	-	-	-	2
	Gross carrying amount	Opening gross carrying amount	Additions	��	Closing gross carrying amount	Accumulated depreciation	Opening accumulated depreciation	Depreciation charge during the year	��	Closing accumulated depreciation	Impairment loss	Opening accumulated impairment	Impairment charge/(reversal) during the year	��	Closing balance	Net carrying amount		Year ended 31st March 2020	Gross carrying amount	Opening gross carrying amount	Additions	��	Closing gross carrying amount	Accumulated depreciation	Opening accumulated depreciation	Depreciation charge during the year	��	Closing accumulated depreciation	Impairment loss	Opening accumulated impairment	Impairment charge/(reversal) during the year	��	Closing balance	Net carrying amount

302

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

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----- Start of picture text -----

( r in Crore)
�� Buildings �� Total
equipment
Year ended 31st March 2019
Gross carrying amount
Opening gross carrying amount 155 0 155
Additions 27 - 27
�� (11) - (11)
Closing gross carrying amount 171 0 171
Accumulated depreciation
Opening accumulated depreciation 53 0 53
Depreciation charge during the year 23 0 23
�� (12) - (12)
Closing accumulated depreciation 64 0 64
Impairment loss
Opening accumulated impairment - - -
Impairment charge/(reversal) during the year - - -
�� - - -
Closing balance - - -
Net carrying amount 107 0 107
Year ended 31st March 2020
Gross carrying amount
Opening gross carrying amount 171 0 171
Additions �� - ��
�� (21) (0) (21)
Closing gross carrying amount 184 0 184
Accumulated depreciation
Opening accumulated depreciation 64 0 64
Depreciation charge during the year 26 0 26
�� (0) ��
Adjustments
Closing accumulated depreciation 76 0 76
Impairment loss
Opening accumulated impairment - - -
Impairment charge/(reversal) during the year - - -
�� - - -
Closing balance - - -
Net carrying amount 108 - 108
----- End of picture text -----

Impact of COVID-19

�� operations rendering the physical infrastructure redundant. The leases that the Company has entered with lessors towards �� of those leases are expected due to the COVID-19.

Marico Limited Integrated Report 2019-20

303

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

4 Investment Properties

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Gross carrying amount
Opening gross carrying amount/Deemed cost 11 24
Additions - -
�� - (13)
Closing gross carrying amount 11 11
Accumulated Depreciation 0 1
Depreciation charge 0 0
�� - (1)
Closing accumulated depreciation 0 0
Net carrying amount 11 11
----- End of picture text -----

��

�� ��
Particulars Rental income	As at 31st March, 2020 1	(rin Crore) As at 31st March, 2019 1
Direct operating expenses	0	0
��	1	1
Depreciation	0	0
��	1	1

��

Investment properties are leased to tenants under long-term operating leases with rentals payable monthly. Minimum lease payments receivable under non-cancellable operating leases of investment properties are as follows:

		(rin Crore)
Particulars	As at 31st March, 2020	As at 31st March, 2019
Within one year	1	0
��	1	-
��	-	-
��

��
	(rin Crore)
Particulars As at 31st March, 2020	As at 31st March, 2019
Investment properties 16	17

304

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

Estimation of fair value

The Company obtains independent valuations for its investment properties at least annually. The best evidence of fair value is current prices in market for similar properties.

(iv) The fair values of investment properties have been determined by an independent valuer who holds recognised and �� The main inputs include details obtained from “The Ready Reckoner”, location ��
�� asset held for sale.

5 Intangible Assets

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----- Start of picture text -----

( r in Crore)
Particulars Trademarks and Computer software Total
copyrights
Year ended 31st March, 2019
Gross carrying amount
Opening gross carrying amount 19 10 29
Additions - ��
Closing gross carrying amount 19 14 33
Accumulated amortisation
Opening accumulated amortisation - 9 9
Amortisation charge for the year - 2 2
Closing accumulated amortisation - 11 11
Closing net carrying amount 19 4 22
Year ended 31st March, 2020
Gross carrying amount
Opening gross carrying amount 19 14 33
Additions - 1 1
Closing gross carrying amount 19 15 34
Accumulated amortisation
Opening accumulated amortisation - 11 11
Amortisation charge for the year - 2 2
Closing accumulated amortisation - 13 13
Closing net carrying amount 19 2 21
----- End of picture text -----

Marico Limited Integrated Report 2019-20

305

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

��

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----- Start of picture text -----

( r in Crore)
As at As at
Particulars
31st March, 2020 31st March, 2019
Non-current Investments
I. Investment in subsidiaries and joint ventures
Quoted
Equity instruments
Subsidiaries 1,001 1,000
Joint venture 29 26
1,030 1,026
II. Other Invesments
��
Debentures �� 9
Bonds ��
Mutual Funds - -
75 34
��
Equity instruments
Others 1 0
Government securities 0 0
1 0
�� 76 34
Current Investments
��
Debentures 68 ��
Bonds �� -
Mutual Funds - 13
115 97
��
Intercorporate deposits 21 66
Commercial papers 89 ��
�� 96 -
Mutual Funds 296 192
502 283
�� 617 380
Non-current Investments
Investment in equity instruments (fully paid-up)
Quoted at cost
In Subsidiary Company
Marico Bangladesh Limited 1 1
�� [st] ��
(Quoted on Dhaka Stock exchange and Chittagong Stock exchange).
----- End of picture text -----

306

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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----- Start of picture text -----

As at As at
Particulars
31st March, 2020 31st March, 2019
Unquoted at cost
In Subsidiary Companies
Marico Middle East FZE (wholly owned) 28 28
22 (31st March, 2019) equity share of UAE dirham 1,000,000 fully paid
��
��
Marico South East Asia Corporation (wholly owned) ��
��
�� 1 -
��
Marico Consumer Care Limited (wholly owned) ��
20,660,830 (31st March, 2019 : 20,660,830) equity shares of r 10 each fully paid
��
��
Total investment in subsidiaries 1,001 1,000
Unquoted at cost
In Joint Venture
�� 22
�� r 10 each fully paid
��
�� r 10 each fully paid
�� 0 -
�� r 10 each fully paid
Total investment in Joint Venture 29 26
Aggregate carrying amount of quoted investments 191 132
Market value/ Net asset value of quoted investments ��
Aggregate carrying amount of unquoted investments �� 1,308
Aggregate amount of impairment in the value of investments ��
----- End of picture text -----

Notes:

��
��
��
(iv) During the previous year ended 31st March, 2018, the Company has made an assessment of the fair value of investment made in its subsidiary Marico Consumer Care Limited (‘MCCL’), taking into account the past business performance, prevailing business conditions and revised expectations of the future performance. Based on above factors the Company has recognised an impairment loss in the value of investment made in MCCL of r�� determined at r��

Marico Limited Integrated Report 2019-20

307

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

��

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Trade receivables ��
Less: Allowance for doubtful debts ��
439 406
Receivables from related parties (refer note 30) 26 ��
Total receivables 465 430
��
�� - -
Break up of security details
Trade receivables considered good - Secured - -
Trade receivables considered good - Unsecured ��
��
Less: Allowance for doubtful debts ��
Trade receivables - Credit impaired 1 1
Less: Allowance for doubtful debts (1) (1)
Total 465 430
----- End of picture text -----

Note - For credit risk and provision for loss allowance refer note 27(A).

��

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Non current
Unsecured, considered good
Loans to employees 3 ��
Security deposits with public bodies and others
Considered good 13 11
Considered doubtful 1 1
14 12
�� (1) (1)
13 11
Total non current loans 16 15
Current
Unsecured, considered good
Loan to employees 3 3
Total current loans 3 3
----- End of picture text -----

�� credit risk of the counterparties.

308

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Bank balances in current accounts 16 10
Deposits with original maturity of less than three months 11 -
Cash on hand 0 0
Total cash and cash equivalents 27 10
----- End of picture text -----

��

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Fixed deposits with maturity more than 3 month but less than 12 months �� 328
Balances with banks for unclaimed dividend (Refer note below) 1 1
Total bank balance other than cash and cash equivalents 53 329
----- End of picture text -----

Note: These balances are available for use only towards settlement of corresponding unpaid dividend liabilities.

��

( r in Crore)

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----- Start of picture text -----

As at As at
Particulars
31st March, 2020 31st March, 2019
Unsecured considered good (unless otherwise stated)
Receivables from to subsidiaries (refer note 30)
Considered good 28 30
Considered doubtful - -
28 30
�� - -
28 30
Fixed deposits-maturing after 12 months (refer note below) 0 0
�� 28 30
----- End of picture text -----

Note : Fixed deposits with banks includes deposits with sales tax authorities, deposits held as lien by banks against guarantees and for other earmarked balances.

��

( r in Crore)

==> picture [477 x 134] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
��
Foreign exchange forward contracts, options and interest rate swaps 1 2
1 2
��
Receivables from subsidiaries (refer note 30) 26 9
Security deposits 0 1
Dividend from Subsidiary (refer note 30) - ��
26 52
�� 27 54
----- End of picture text -----

Marico Limited Integrated Report 2019-20

309

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

��

��

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Deferred tax Asset :
Liabilities / provisions that are deducted for tax purposes when paid 29 27
On Intangible assets adjusted against capital redemption reserve and securities premium account 2 3
under the capital restructuring scheme (refer note (1) below)
MAT credit entitlement �� 182
165 212
Other items:
�� 1 2
�� 17 11
18 13
Total deferred tax assets 183 225
Deferred tax liability :
Additional depreciation/amortisation on property plant and equipment, and investment property �� 38
for tax purposes due to higher tax depreciation rates.
�� 1 (1)
�� - 0
Total deferred tax liabilities ��
�� 148 188
Movement in deferred tax assets
( r in Crore)
Particulars �� Liabilities / On Intangible MAT Credit Other Total deferred
obligations provisions that assets entitlement items tax assets
are deducted (Note 1)
for tax purposes
when paid
As at 1st April, 2018 - 27 5 2 11 45
(Charged)/credited:
�� - - (2) (0) 2 0
to other comprehensive income - - - - - -
Tax adjustment for earlier years - - - 188 - 188
Deferred tax on balance sheet
- - - (8) (0) (8)
adjustment
As at 31st March 2019 - 27 3 182 13 225
(Charged)/credited :
�� - 2 (1) - �� 6
to other comprehensive income - 0 - - - 0
Tax adjustment for earlier years - - - - - -
Deferred tax on balance sheet
- - - �� - ��
adjustment
As at 31st March 2020 - 29 2 134 18 183
----- End of picture text -----

310

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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----- Start of picture text -----

Particulars Property plant and Change in fair Other items Total deferred tax
equipment and value of hedging liabilities
Investment property instruments
As at 1st April, 2018 41 14 0 55
Charged/(credited) :
�� (3) �� (0) (18)
to other comprehensive income - - - -
Deferred tax on basis adjustment - - - -
As at 31 st March 2019 38 �� 37
(Charged)/credited :
�� 2 0 (1)
to other comprehensive income - (1) - (1)
Deferred tax on basis adjustment - - - -
As at 31 st March 2020 34 1 - 35
----- End of picture text -----

Note 1: On intangible assets adjusted against capital redemption reserve and securities premium account under the capital restructuring scheme.

8 Other Non Current Assets

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Capital advances 6 18
�� 0 0
Deposits with statutory/government authorities 12 11
�� 2 1
Total other non-current assets 20 30
----- End of picture text -----

9 Inventories

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Raw materials
- In stock ��
�� 63 ��
Work-in-progress 320 282
Finished goods
- In stock 306 ��
- In transit 0 1
Stock in Trade ��
By-product �� 7
Stores and spares 12 9
Total inventories 1,165 1,234
----- End of picture text -----

Refer note 1(o) for basis of valuation.

During the year, an amount of R��R�� on account of damaged and slow moving inventory. The reversal on account of above during the year amounted to Nil (31st March, 2019: Nil).

Marico Limited Integrated Report 2019-20

311

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

10 Other Current Assets

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Advances to vendors ��
�� 11 12
Balances with government authorities 82 ��
Input tax credit receivable 137 120
Others �� 1
Total other current assets 287 262
----- End of picture text -----

��

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Land and Building �� 12
�� 5 12
----- End of picture text -----

Non-recurring fair value measurements

During the previous year ended 31 March, 2019 investment property at Andheri, Mumbai, having carrying value of r 12 �� r�� r 10 Crores as at 31st March, 2020. The fair values of these assets have been determined by an independent valuer who holds recognised and relevant ��

��

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----- Start of picture text -----

( r in Crore)
Particulars No. of shares Amount
(in Crore)
As at 31st March, 2019
Equity shares of Re. 1/- each ��
�� r 10/- each ��
Total 156.50 215
As at 31st March, 2020
Equity shares of Re. 1/- each ��
�� r 10/- each 6.50 65
Total 156.50 215
Issued, subscribed and paid-up as at 31st March, 2019
�� 129.09 129
Total 129.09 129
Issued, subscribed and paid-up as at 31st March, 2020
1,291,018,088 equity shares of Re. 1/- each fully paid-up 129.10 129
Total 129.10 129
----- End of picture text -----

312

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

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----- Start of picture text -----

Particulars No of shares Equity Share
(in Crore) capital (par value)
As at 1st April, 2018 129.09 129
�� - -
As at 31st March, 2019 129 .09 129
Increases during the year
�� 0.01 0
As at 31st March, 2020 129 .10 129
----- End of picture text -----

��

Equity Shares: The Company has one class of equity shares having a par value of Re.1 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

��

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----- Start of picture text -----

Name of Shareholder As at 31st March, 2020 As at 31st March, 2019
No. of Shares �� No. of Shares % of Holding
held held
Equity Shares of Re. 1/- each fully paid-up
Harsh C Mariwala with Kishore V Mariwala (For Valentine Family Trust) ��
Harsh C Mariwala with Kishore V Mariwala (For Aquarius Family Trust) ��
Harsh C Mariwala with Kishore V Mariwala (For Taurus Family Trust) ��
Harsh C Mariwala with Kishore V Mariwala (For Gemini Family Trust) ��
�� 69,377,833 �� 6.07
----- End of picture text -----

�� preceeding the reporting date:

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
No. of equity shares allotted as bonus ��
No. of equity shares alloted under employee stock option plans ��
----- End of picture text -----

Marico Limited Integrated Report 2019-20

313

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

��

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Securities premium ��
General reserve 298 298
Share based option outstanding account �� 19
Treasury shares (27) (27)
WEOMA reserve 73 70
Retained earnings 2,760 ��
Total Reserve and surplus 3,376 3,360
----- End of picture text -----

(i) Securities premium

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Opening balance ��
Add: Exercise of employee stock options �� -
Closing balance 247 243
----- End of picture text -----

(ii) General reserve

( r in Crore)

==> picture [478 x 50] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Opening balance 298 298
Closing balance 298 298
----- End of picture text -----

(iii) Share based option outstanding account (refer note 33)

( r in Crore)

==> picture [478 x 94] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Opening balance 19 11
Exercise of employee stock options �� -
Add : Share based payment expense 10 8
Closing balance 25 19
(iv) Treasury shares
----- End of picture text -----

( r in Crore)

==> picture [478 x 64] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Opening balance (27) ��
�� (0) ��
Closing balance ��
----- End of picture text -----

314

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

(v) WEOMA reserve

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Opening balance 70 ��
Add: Income of the trust for the year 3 ��
Closing balance 73 70
----- End of picture text -----

(vi) Retained earnings

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----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Opening balance �� 2,331
�� 1,006 1,129
Items of other comprehensive income recognised directly in retained earnings
�� (1) (1)
Less: Dividend (872) (613)
Less: Tax on dividend (net of tax on dividend received from subsidiaries of r�� (130) (89)
��r 37 Crore)
Closing balance 2,760 2,757
----- End of picture text -----

��

Hedge reserve

( r in Crore)

==> picture [478 x 92] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Opening balance 0 0
Changes in fair value (1) 0
�� (1) 0
Deferred tax on above 1 (0)
Closing balance �� 0
----- End of picture text -----

Marico Limited Integrated Report 2019-20

315

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

��

==> picture [479 x 381] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Terms of As at As at
Particulars Maturity Date Coupon /Interest rate
repayment 31st March, 2020 31st March, 2019
Loans repayable on
demand
Unsecured
From banks
- Cash credit �� - 3
(refer note (i) below) demand annum
- Working capital 31st March, 2020 : Repay- For a term of FY 20 Bank Base rate/ 80 86
demand loan able with interest on April six months relevant Benchmark
(refer note (i) below) 2020 - c 10 Crores, June to twelve Rate plus applicable
2020 - months spread per annum (FY
c�� 19 Bank Base rate/rel-
INR 6 Crores, February evant Benchmark Rate
2021 - c 30 Crores, March plus applicable spread
2021 - c 10 Crores, (FY 19 per annum)
Repaid
April to June 2019 -
c��
July 19 to March 20-
c��
- Export packing credit Repayable on May, 2020 c For a term of FY 20 Bank Base rate/ 30 ��
(refer note (i) below) 17 Crores, July, 2020 c 13 six months Relevant Benchmark
Crores rate plus applicable
(FY 19 - Repaid From spread less Interest
April 19 to June 19, c�� Subvention of 3.00%
Crores, August 19 to per annum; (FY 19
September 19 - Bank Base rate/
c 18 Crores) Relevant Benchmark
rate plus applicable
spread less Interest
Subvention of 3.00%
per annum)
Total current borrowings 110 131
Less: Interest accrued not due on borrowings (refer note 13(b)) 0 0
Current borrowings as per balance sheet 110 131
----- End of picture text -----

Note:-

i) Cash credit, working capital demand loan and export packing credit is unsecured. There is no charge against short term loan taken from banks.

316

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

( r in Crore)

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----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Non-current
Lease Liabilities 109 107
�� 109 107
Current
Interest accrued but not due on borrowings (refer note 13(a)) 0 0
Creditors for capital goods 8 3
�� 3 2
Derivatives designated as hedges 2 -
Trade Deposits from customers and other 1 2
Unclaimed Dividend (refer note below) 1 1
Lease Liabilities 26 28
Others 0 0
�� 42 37
----- End of picture text -----

��

==> picture [478 x 280] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Current
Trade payables:
Dues to Micro and small enterprises (refer note below) 10 13
Dues to related parties (refer note 30) 6 ��
Dues to others 693 698
Total trade payables 709 715
Note: The Company has certain dues to suppliers registered under Micro, Small and Medium Enterprises Development Act, 2006 (‘MSMED Act’). The disclosures
pursuant to the said MSMED Act are as follows:
Particulars As at As at
31st March, 2020 31st March, 2019
I. The principal amount remaining unpaid to any supplier as at the end of accounting year included in 10 13
trade payable
II. Interest due thereon 1 1
Trade Payables due to micro and small enterprises 11 14
The amount of interest paid by the buyer under MSMED Act, 2006 along with the amounts of the - -
payment made to the supplier beyond the appointed day during each accounting year
The amount of interest due and payable for the period (where the principal has been paid but inter- - -
est under the MSMED Act, 2006 not paid)
The amount of interest accrued and remaining unpaid at the end of accounting year 1 1
The amount of further interest due and payable even in the succeeding year, until such date when 1 0
the interest dues as above are actually paid to the small enterprise, for the purpose of disallowance
as a deductible expenditure under section 23
----- End of picture text -----

Note: The Company has certain dues to suppliers registered under Micro, Small and Medium Enterprises Development Act, 2006 (‘MSMED Act’). The disclosures pursuant to the said MSMED Act are as follows:

��

Marico Limited Integrated Report 2019-20

317

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

14 Provisions

==> picture [478 x 68] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Current
Disputed indirect taxes (refer note (a) and (b) below) ��
Total current provisions 58 57
----- End of picture text -----*

�� pending resolution.

�� Company has assesed that unfavourable outcome of the matter is more than probable and therefore have provided for necessary amounts.
��

==> picture [478 x 79] intentionally omitted <==

��

==> picture [477 x 68] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Leave encashment/ compensated absences (refer note (iii) below) 8 8
Share-appreciation rights (refer note (iv) below) 0 1
�� 8 9
----- End of picture text -----

��

==> picture [477 x 105] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Gratuity (refer note (i) below) ��
Leave encashment/ compensated absences (refer note (iii) below) 2 2
Share-appreciation rights (refer note (iv) below) 0 2
Incentives / Bonus ��
Others - 1
�� 32 51
----- End of picture text -----

Notes:-

�� 

�� years and more are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employee’s last drawn basic salary per month computed �� contributions to the trust.

318

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

�� end of the year and any shortfall in the fund balance maintained by the trust set up by the Company, is additionally provided for. There is no shortfall as at 31st March, 2020 and 31st March.

��

The Company provides for the encashment of leave with pay subject to certain rules. The employees are entitled to accumulate leave subject to certain limits, for future encashment / availment. The liability is provided based on the number of days of unutilized leave at each Balance Sheet date on the basis of an independent actuarial valuation. Current Leave obligations expected to be settled within the next 12 months.

��

In respect of Employee Stock Appreciation Rights (STAR) granted pursuant to the Company’s Employee Stock �� at the fair value of the share appreciation rights, by applying an option pricing model, (excess of fair value as at the period end over the Grant price) and is recognized as employee compensation cost over the vesting period (refer note 33).

��

==> picture [478 x 35] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Present value of Fair value of plan Net Amount
obligation assets
----- End of picture text -----

Balance as on 1st April 2018	28	24	4
Current service cost	�	-	�
Interest expense	2	-	2
Interest Income	-	2	(2)
��	6	2	4

Remeasurements
(Gain)/loss from change in demographic assumptions	(0)	-	(0)
��	1	-	1
Experience (gains)/ losses	0	0	(0)
Total amount recognised in other comprehensive income	1	0	1
Employer contributions	-	�	��
��	(3)	(3)	-
Balance as on 31st March 2019	32	27	5

Balance as on 31st March 2019	32	27	5

Current service cost	�	-	�
Interest expense	2	-	2
Interest Income	-	2	(2)
��	6	2	4

Remeasurements
(Gain)/loss from change in demographic assumptions	-	-	-
��	2	-	2
Experience (gains)/ losses	0	(1)	(1)
Total amount recognised in other comprehensive income	2	��	1
Employer contributions	-	�	��
��	(6)	(7)	0
Balance as on 31st March 2020	34	28	5

Marico Limited Integrated Report 2019-20

319

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

The Net liability disclosed above relates to funded and unfunded plans are as follows

			(rin Crore)
Particulars	As at 31st March, 2020	As at 31st March, 2019
��	34		32
Fair value ofplan assets	��		(27)
��	6		�
��
Particulars	As at 31st March, 2020		As at 31st March, 2019
Discount rate	��		7.09%
��	��		7.09%
Future salaryrise**	��		10.00%
Attrition rate	��		��
Mortality	Indian Assured Lives Mortality
	(2006-08) Ultimate

The expected rate of return on plan assets is based on expectation of the average long term rate of return expected on investment of the fund during the estimated term of the obligations. (The expected rate of return on plan assets is based on the current portfolio of assets, investment strategy and market scenario.)
�� and demand factors in the employment market.

Sensitivity analysis

��

==> picture [478 x 130] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
�� 34 32
�� (2) (1)
�� 2 2
�� 1 1
�� (1) (1)
�� (0) (0)
�� 0 0
----- End of picture text -----

The sensitivity analysis have been performed based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant. The sensitivity analysis �� the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

�� been calculated using the projected unit credit method at the end of the reporting period, which is the same method as ��

There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.

320

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

The major categories of plans assets are as follows :

( r in Crore)

==> picture [477 x 75] intentionally omitted <==

----- Start of picture text -----

Particulars 31st March, 2020 31st March, 2019
Amount �� Amount in %
Special deposit scheme - 0.00% - 0.00%
Insurer Managed funds 28 100.00% 26 100.00%
Other - 0.00% - 0.00%
Total 28 �� 26 ��
----- End of picture text -----

��

The weighted average duration of the gratuity is 6 years as at 31st March, 2020 and 31st March, 2019.

The expected employers contribution towards gratuity for the next year is r 9 Crores.

��

Amount recognised in the Balance sheet

( r in Crore)

==> picture [477 x 113] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Liability at the end of the year - 0
Fair value of plan assets at the end of the year 182 163
�� (173) ��
�� 9 6
Unrecognized past service Cost (9) (6)
�� 0 0
----- End of picture text -----

��

( r in Crore)

==> picture [478 x 139] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Liability at the beginning of the year �� 137
Opening balance adjustment 0 1
Interest cost 12 12
Current service cost 12 10
Employee contribution �� 13
Liability Transferred in 6 3
Liability Transferred out - (8)
�� (29) (11)
Liability at the end of the year 173 157
----- End of picture text -----

Marico Limited Integrated Report 2019-20

321

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

Changes in fair value of plan assets:

==> picture [478 x 147] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Fair value of plan assets at the beginning of the year 163 ��
Opening balance adjustment - 1
Expected return on plan assets 12 ��
Contributions 26 23
Transfer from other Company 6 3
Transfer to other Company - (8)
�� (28) (11)
Actuarial gain/(loss) on plan assets 3 0
Fair value of plan assets at the end of the year 182 163
----- End of picture text -----

��

==> picture [478 x 82] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Current service cost 12 10
Interest cost 12 12
Expected return on plan assets (12) ��
�� 12 8
----- End of picture text -----

The major categories of plan assets are as follows :

==> picture [478 x 132] intentionally omitted <==

----- Start of picture text -----

Particulars As at 31st March, 2020 As at 31st March, 2019
Amount �� Amount in %
Central Government securities 12 6.67% �� 8.67%
State loan/State government Guaranteed Securities 13 6.97% 13 ��
Government Securities debt instruments 111 �� 89 ��
�� 20 ��
�� 2.97% 6 3.81%
Equity / Insurance Managed Funds 10 �� 9 ��
Special Deposit 1 0.61% - 0.00%
Others 10 �� 8 ��
Total 182 �� 163 ��
----- End of picture text -----

��

==> picture [478 x 97] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Discount rate 6.37% 7.07%
Rate of return on plan assets ��
Future salary rise 10.00% 10.00%
Attrition rate ��
Mortality Indian Assured Lives Mortality
(2006-08) Ultimate
----- End of picture text -----*

The expected rate of return on plan assets is based on expectation of the average long term rate of return expected on investment of the fund during the estimated term of the obligations. (The expected rate of return on plan assets is based on the current portfolio of assets, investment strategy and market scenario).

�� and demand factors in the employment market.

322

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

(c) Privileged leave (Compensated absences for employees):

Amount recognized in the Balance Sheet and movements in net liability:

==> picture [478 x 62] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Opening balance of compensated absences 9 10
�� 9 9
----- End of picture text -----

The privileged leave liability is not funded.

(d) Employee State Insurance Corporation

Marico India has recognised R 0 Crore ( R 0 Crore for the year ended 31st March, 2019) towards employee state insurance ��

(e) Risk exposure (For Gratuity and Provident Fund)

��

Asset volatility : The plan liabilities are calculated using a discount rate set with reference to bond yields; if plan assets �� considered to be secured.

�� increase in the value of the plans’ bond holdings.

The Trust ensures that the investment positions are managed within an asset-liability matching (ALM) framework that �� plans. Within this framework, the group’s ALM objective is to match assets to the obligations by investing in long-term ��

��

�� March 2019.

The expected maturity analysis of gratuity is as follows:

==> picture [478 x 98] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Within the next 12 months ��
�� 16 16
Between 6 and 10 years ��
Beyond 10 years - -
Total ��
----- End of picture text -----

16 Tax Assets and Liabilities

==> picture [478 x 58] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Non current tax assets (net) �� 36
Current tax liabilities (net) �� 16
----- End of picture text -----

Marico Limited Integrated Report 2019-20

323

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

17 Other Current Liabilities

==> picture [478 x 129] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
Statutory dues (including provident fund, tax deducted at source and others) �� 9
Deferred income on government grants (refer note below) �� 6
Book overdraft 23 11
Contractual and Constructive obligations 118 98
Advance from customer 18 22
Others 0 0
Total other current liabilities 179 146
----- End of picture text -----

The Company is eligible for government grants which are conditional upon construction of new factories in North East region. The Company has initiated the process for claim. The factories had been constructed and been in operation since May 2016 and March 2017. These grants, recognized as deferred income, are being amortized over the useful life of the plant and machinery, and accounted as “Incentives (includes government grant, budgetary support, export incentives and others)” under the head “Other operating revenue” (Refer note 18), in proportion to depreciation expense.

18 Revenue from Operations

The company derives the following types of revenue:

18 Revenue from Operations The company derives the following types of revenue:
		(rin Crore)
Particulars	Year ended 31st March, 2020	Year ended 31st March, 2019
Sale of products	5,793	5,912
Other operating revenue: Incentives (includes government grant, budegetary support, export incentives and others)	��	��
Sale of scrap	6	9
Total revenue	5,853	5,971
Details of sales
		(rin Crore)
Particulars	Year ended 31st March, 2020	Year ended 31st March, 2019
Edible oils	3,691	��
Hair oils	��	��
��	��	372
Others	331	326
Sale of products	5,793	5,912

Reconciliation of Revenue from sale of Products with contracted price

==> picture [478 x 79] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
�� 6,271 6,390
Less: Discount ��
Sale of Products 5,793 5,912
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324

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

19 Other Income

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----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
----- End of picture text -----

��
Lease rental income	1 1
Dividend income from subsidaries	193 206
��	�� 36
Royalty income	13 13
Others	13 �
Total	268 261
��
Net gain on disposal of property, plant and equipment	(0) 3
�� gain on sale of investments	33 32
Net foreign exchange gain/(loss)	8 �
Total	40 40
Total other income	308 301

��

==> picture [478 x 72] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Raw materials consumed �� 3,033
��
Total cost of materials consumed 2,930 3,463
----- End of picture text -----

��

( r in Crore)

==> picture [478 x 192] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Opening inventories
Finished goods ��
Work-in-progress 282 ��
By-products 7 ��
Stock-in-trade ��
809 707
Closing inventories
Finished goods 306 ��
Work-in-progress 320 282
By-products �� 7
Stock-in-trade ��
671 809
�� 138 ��
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Marico Limited Integrated Report 2019-20

325

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

��

==> picture [478 x 99] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
Salaries, wages and bonus 266 ��
�� 19 17
Share based payment expense (refer note 33) 8 13
�� 13
�� 308 307
----- End of picture text -----

22 Depreciation and Amortization Expense

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----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
Depreciation on property, plant and equipment (refer note 3 (a)) 83 79
�� 0 0
�� 2 2
Depreciation on Lease assets (refer note 3 (b)) 26 23
Impairment loss / (reversal of loss) of capitalised assets (refer note 3 (a)) 2 (0)
Total Depreciation and Amortization Expense 113 104
----- End of picture text -----

23 Other Expenses

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----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
Advertisement and sales promotion ��
Freight, forwarding and distribution expenses 223 ��
�� 209 208
Rent and storage charges �� 11
��
Outside Services �� 39
Repairs and Maintenance 37 ��
�� 33 33
Travelling, conveyance and vehicle expenses 29 30
Consumption of stores, spare and consumables 18 18
�� (3) 11
��
- Statutory audit fees (including Limited Review) 1 1
- for other services as statutory auditors 0 0
- for reimbursement of expenses 0 0
Miscellaneous expenses (refer note (a) below ) 71 ��
Total 1,224 1,183
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326

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

(a) Miscellaneous expense includes printing and stationery, communication, rates and taxes, insurance and other expenses.
(b) Corporate social responsibility expenditure

==> picture [477 x 76] intentionally omitted <==

----- Start of picture text -----

Particulars Year ended Year ended
31st March, 2020 31st March, 2019
�� 19 18
Amount spent during the year on
(i) Construction/acquisition of an asset - -
(ii) On purposes other than (i) above 19 18
----- End of picture text -----

(iii) Above includes -

�� with the main objectives of fuelling innovation in India. The focus of the foundation is to work with people who have scalable ideas and �� employability, livelihoods and healthcare.

�� 2013, with the main objectives of undertaking/channelizing the CSR activities of the Company towards community and ecological sustenance.

(iv) The Company does not carry any provisions for Corporate social responsibility expenses for current year and previous year.

(c) Research and Development expenses aggregating to r 8 Crore for food and edible items and r 23 Crore for others have �� aggregating r 31 Crore). Further Capital expenditure of r 1 Crore pertaining to food and edible items and r 0 Crore ��r 0 Crore).
(d) Contribution to political parties during the year is r��r Nil).

24 Finance Costs

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----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
�� 8 9
Other borrowing costs 0 0
�� 13 3
�� 12 12
�� 33 24
----- End of picture text -----

25 Income Tax Expense

==> picture [478 x 111] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
Income tax expense
�� 260
Deferred tax (7) (18)
Tax expense for the current year ��
Tax adjustment for the earlier years - ��
Total income tax expenses recongised during the year 252 54
----- End of picture text -----*

*During the previous year ended 31st March, 2019, the Company has written back tax provision pursuant to acceptance of its position in tax proceedings pertaining to earlier years.

Marico Limited Integrated Report 2019-20

327

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

��

==> picture [477 x 224] intentionally omitted <==

----- Start of picture text -----

Particulars Year ended Year ended
31st March, 2020 31st March, 2019
�� 1,183
Income tax rate as applicable (b) ��
�� 440 413
Particulars Year ended Year ended
31st March, 2020 31st March, 2019
��
��
�� (2) (6)
�� (33) ��
�� 16
�� (9) (6)
Income tax Incentives ��
Others (9) 2
Income tax expense for the current year 252 242
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328

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

==> picture [403 x 575] intentionally omitted <==

----- Start of picture text -----

in Crore) Cost - �� - 0 �� 66 - 7 - 12 10 1 328 81 1,078 131 - �� 3 136 5 990
( r Amortized
FVOCI - - - - - - - - 2 - - - - - 2 - - - - - - -
31st March, 2019
FVTPL 0 - �� - - - - - - - - - - - 205 - - - - - - -
Amortized Cost - 182 - 0 �� - 89 1 - 0 16 1 �� 873 110 - 709 8 136 6 969
FVOCI - - - - - - - - 1 - - - - - 1 - 2 - - - - 2
31st March, 2020
FVTPL 1 78 296 - - - - - - - - - - - 375 - - - - - - -
Note 6(a) 6(a) 6(a) 6(a) 6(b) 6(a) 6(a) 6(c) 6(g) 6(d) 6(e) 13(a) 13(b) 13(c) 13(b) ��
6(f),6(g) 6(f),6(g)
6(d),6(e)&6(f)
Financial Assets Investments Equity Instruments �� accrued) Mutual funds Government securities Trade receivables Inter corporate deposits (including interest accrued) �� Loans �� Security deposits Cash and cash equivalent Bank balances Fixed deposits Advances to subsidaries �� Financial Liabilities Borrowings (including interest accrued) �� Trade payables Capital creditors Lease Liabilities Others ��
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Marico Limited Integrated Report 2019-20

329

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

Impact of COVID-19

The fair value of Financial assets is marked to an active market which factors the uncertainties arising out of COVID-19. �� any material volatility is not expected.

Financial assets carried at amortised cost is in the form of cash and cash equivalents, bank deposits and earmarked �� credit loss method. In addition to the historical pattern of credit loss, we have considered the likelihood of increased credit risk and consequential default considering emerging situations due to COVID-19. This assessment is not based �� customers in respect of whom amounts are receivable.

��

�� are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed �� explanation of each level follows underneath the table.

==> picture [478 x 359] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Financial assets and liabilities measured at fair value - recurring fair value Notes Level 1 Level 2 Level 3 Total
measurements as at 31st March, 2020
Financial assets
Equity Instruments 6(a) - - 1 1
Mutual funds 6(a) - 296 - 296
Debentures (Quoted) 6(a) 78 - - 78
Derivative designated as hedges
Foreign exchange forward contracts, options and interest rate swaps 6(f) - 1 - 1
�� 78 297 1 376
Financial liabilities
Derivatives designated as hedges
Foreign exchange forward contracts 13(b) - 2 - 2
�� - 2 - 2
( r in Crore)
Financial assets and liabilities measured at amortized cost for which fair value Notes Level 1 Level 2 Level 3 Total
are disclosed as 31st March, 2020
Financial Assets
Investments
�� 6(a) �� 88 - 182
Government securities 6(a) - - - -
�� - 6(a) - 96 21 117
est accrued)
�� 94 185 21 299
Financial liabilities
Borrowings (including interest accrued) 13(a) - - 110 110
�� - - 110 110
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330

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

	(rin Crore)
Financial assets and liabilities measured at fair value - recurring fair value measurements as 31st March, 2019 Notes Level 1 Level 2 Level 3	Total
Financial assets
Equity Instruments 6(a) - - 0	0
Mutual funds 6(a) 13 192 -	��
Derivative designated as hedges
Foreign exchange forward contracts, options and interest rate swaps 6(f) - 2 -	2
�� 13 194 0	207

Financial liabilities
Derivatives designated as hedges
Foreign exchange forward contracts 13(b) - - -	-
�� - - -	-
	(rin Crore)
Financial assets and liabilities measured at amortized cost for which fair value are disclosed as 31st March, 2019 Notes Level 1 Level 2 Level 3	Total
Financial Assets
Investments
Bonds and debentures (including interest accrued) 6(a) 118 �� -	��
Government securities 6(a) - - 0	0
Inter - corporate deposits (includinginterest accrued) 6(a) - - 66	66
�� 118 25 66	209

Financial liabilities
Borrowings (includinginterest accrued) 13(a) - - 131	131
�� - - 131	131

�� the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active market for identical assets or liabilities (level 1 measurement) and lowest priority to unobservable inputs (level 3 measurements). The categories used are as follows:

Level 1: Financial instruments measured using quoted prices. This includes listed equity instruments, traded bonds, mutual funds, bonds and debentures, that have quoted price and NAV published by the mutual funds. The fair value of all equity instruments (including bonds) which are traded in the stock exchanges is valued using the closing price as at the reporting period. The mutual funds are valued using the closing NAV.

�� derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little �� instrument is considered here . For example, the fair value of forward exchange contracts, currency swaps and interest �� are valued using the closing NAV pubhlished by mutual fund.

�� that are not based on observable market data (unobservable inputs). When the fair value of unquoted instruments cannot ��

The Company policy is to recognize transfers into and transfer out of fair value hierarchy levels as at the end of the reporting period.

Marico Limited Integrated Report 2019-20

331

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

��

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----- Start of picture text -----

( r in Crore)
Note 31st March 2020 31st March 2019
Carrying Value Fair Value Carrying Value Fair Value
Financial Assets
Investments
�� 6(a) 182 ��
Government securities 6(a) 0 0 0 0
Inter - corporate deposits 6(a) - - 66 66
�� 6(a) 89 89 - -
�� 271 294 209 211
Financial liabilities
Borrowings 13(a) 110 110 131 131
�� 110 110 131 131
----- End of picture text -----

�� same as their fair values, due to their short-term nature.

27 Financial Risk Management

Financial Risks

�� (including foreign currency risk and interest rate risk, commodity price risk and equity price risk). This note presents the ��

Board of Directors of the Company has approved Risk Management Framework through policies regarding Investment, Borrowing and Foregin Exchange Management policy. Management ensures the implementation of strategies and achievement of objectives as laid down by the Board through central Treasury function.

�� execution and monitoring procedures.

In accordance with the aforementioned policies, the company only enters into plain vanilla derivative transactions relating to assets, liabilities or anticipated future transactions.

��

�� management policies. Credit limits are set based on a counterparty value. The methodology used to set the list of counterparty limits includes, counterparty Credit Ratings (CR) and sector exposure. Evolution of counterparties is monitored regularly, taking into consideration CR and sector exposure evolution. As a result of this review, changes on credit limits and risk allocation are carried out. The company avoids the concentration of credit risk on its liquid assets by spreading them over several asset management companies and monitoring of underlying sector exposure.

Trade receivables are subject to credit limits, controls and approval processes. Due to large geographical base and number of customers, the Company is not exposed to material concentration of credit risk. Basis the historical ��

332

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

The gross carrying amount of trade receivables is R��R�� 2019).

==> picture [478 x 64] intentionally omitted <==

----- Start of picture text -----

Reconciliation of loss allowance provision- trade receivables ( r in Crore)
Particular 31st March 2020 31st March 2019
Loss allowance at the beginning of the year ��
Add : Changes in loss allowances (0) 1
Loss allowance at the end of the year ��
----- End of picture text -----

�� a case to case basis depending on circumstances with respect to non recoverability of the amount. The gross carrying amount of Security deposit is R��R 12 Crores as at 31st March, 2019).

��

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----- Start of picture text -----

�� ( r in Crore)
Particular 31st March 2020 31st March 2019
Loss allowance at the beginning of the year 11 1
�� (3) 10
Loss allowance at the end of the year 8 11
----- End of picture text -----

��

�� of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out �� funding by maintaining availability of committed credit lines.

��

==> picture [478 x 179] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars Note Less than 1 year to 2 years to 3 years Total
1 year 2 years 3 years and above
Non-derivatives
Borrowings (including interest accrued) 13(a) 110 - - - 110
�� 13(c) 709 - - - 709
Lease Liabilities 13(b) 26 �� 136
Other Financial Liabilities 13(b) 13 - - - 13
Total Non- derivative liabilities 859 25 25 59 969
Derivative
Foreign exchange forward contracts 13(b) 2 - - - 2
�� - - - - -
Total derivative liabilities 2 - - - 2
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Marico Limited Integrated Report 2019-20

333

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

��

==> picture [478 x 25] intentionally omitted <==

----- Start of picture text -----

Particulars Note Less than 1 year to 2 years to 3 years Total
1 year 2 years 3 years and above
----- End of picture text -----

Non-derivatives
Borrowings (including interest accrued)	13(a)	131	-	-	-	131
Trade payables	13(c)	��	-	-	-	��
Lease Liabilities	13(b)	28	13	21	��	136
��	13(b)	7	-	-	-	7
Total Non- derivative liabilities		881	13	21	74	989
Derivative
Foreign exchange forward contracts	13(b)	-	-	-	-	-
��		-	-	-	-	-
Total derivative liabilities		-	-	-	-	-

Apart from the above, the company also has an exposure of corporate guarantees given to banks on behalf of subsidiaries for credit and other facilities granted by banks (refer note 31). It is not practicable for the Company to estimate the ��

��

The Company is exposed to risk from movements in foreign currency exchange rates, interest rates and market ��

(i) Foreign currency risk

The Company is exposed to foreign currency risk from transactions and translation.

Transactional exposures arise from transactions in foreign currency. They are managed within a prudent and �� forwards and options.

The company’s exposure to foreign currency risk at the end of the reporting period INR as on 31[st] March, 2020

==> picture [478 x 205] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
AED AUD BDT CAD EGP GBP USD VND LKR THB MYR SGD ZAR EUR
Financial assets
Foreign currency debtors for export 0 - - 0 - - �� - - - - - - -
of goods
Foregin currency Creditors for - - - - - 0 0 - - - - - - -
Capital goods
Foreign currency Advances for 0 0 0 - - - 13 - - 0 0 0 0 0
Imports and Others
Bank balances - - - - - - 0 0 - - - - - -
Other receivable / (payable) - - - - - - - - - - - - - (0)
including advance for Export
Receivables from subsidiaries 3 - 16 - 0 - 32 2 0 - - - - -
Derivative asset
Foreign exchange forward - - - - - - (92) - - - - - - -
contracts sell foreign currency
Foreign exchange option contracts - - - - - - �� - - - - - - -
sell option
Net Exposure to foreign currency 4 0 16 0 0 0 (52) 2 0 0 0 0 0 0
��
----- End of picture text -----

334

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

==> picture [478 x 127] intentionally omitted <==

----- Start of picture text -----

AED BDT EUR GBP VND MYR SGD USD
Financial liabilities
Foregin currency Creditors for Import of goods - - 0 0 - - 1 -
and services
Foreign Currency Loan - - - - - - - -
Derivative liabilities
Foreign exchange forward contracts buy foreign - - (7) - - - - ��
currency
Foreign exchange Option contracts buy option - - (1) - - - - (17)
�� - - (8) 0 - - 1 (62)
----- End of picture text -----

The company’s exposure to foreign currency risk at the end of the reporting period expressed in INR as on 31st March 2019

		(rin Crore)
AED AUD BDT CAD EGP GBP USD VND	TH	B EUR
Financial assets
Foreign currency debtors for export of goods 0 - - 0 - - �� -		- -
Bank balances - - - - - - 0 0		- -
Other receivable / (payable) including advance for imports - 0 - - - 0 19 -		0 1
Receivables from subsidiaries � - �� - 0 - 26 1		- -

Derivative asset

Foreign exchange forward contracts sell foreign currency - - - (0) - - �� -		- -
Foreign exchange option contracts sell option - - - - - - �� -		- -
�� 4 0 49 0 0 0 �� 1		0 1

AED BDT EUR GBP VND MYR	SGD	USD
Financial liabilities
Foregin currency Creditors for Import of goods and services 0 0 - 1 0 0	0	0
Foreign Currency Loan - - - - - -	-	-
Derivative liabilities
Foreign exchange forward contracts buy foreign currency - - (10) - - -	-	(37)
Foreign exchange Option contracts buy option - - - - - -	-	(10)
�� 0 0 (10) 1 0 0	0	(47)

Marico Limited Integrated Report 2019-20

335

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

==> picture [478 x 173] intentionally omitted <==

----- Start of picture text -----

Particular �� Impact on other component of equity
31st March, 2020 31st March, 2019 31st March, 2020 31st March, 2019
USD Sensitivity
INR/USD Increase by 6% �� 3 (3) 3
INR/USD Decrease by 6% �� (3) 3 (3)
AUD Sensitivity
INR/AUD Increase by 6% 0 0 - 0
INR/AUD Decrease by 6% (0) (0) - (0)
BDT Sensitivity
INR/BDT Increase by 6% 1 2 - -
INR/BDT Decrease by 6% (1) (2) - -
----- End of picture text -----

��

The Company basis their assessment believes that the probability of the occurrence of their forecasted transactions ��

ii) Interest rate risk

��

�� reference to the agreed notional principal amounts.

�� because of a change in market interest rates.

The exposure of the company’s borrowing to interest rate changes at the end of the reporting period are as follows:

( r in Crore)

==> picture [478 x 65] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Variable rate borrowings 110 131
Fixed rate borrowings - -
�� 110 131
----- End of picture text -----

As at the end of the reporting period, the compamy had the following variable rate borrowings and interest rate swap contracts outstanding;

==> picture [477 x 83] intentionally omitted <==

----- Start of picture text -----

31st March 2020 31st March 2019
Particulars Weighted Balance �� Weighted Balance % of Total
Average Loans Average Loans
Interest Rate Interest Rate
Bank Overdrafts, Bank Loans �� 110 100% �� 131 100.00%
Interest rate Swaps (Notional principal amount) - - - - - -
Net Exposure to Cash Flow Interest rate Risk - 110 - - 131 -
----- End of picture text -----

336

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

Sensitivity

The sensitivity analysis below have been determined based on the exposure to interest rates for both derivatives �� assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year.

( r in Crore)

==> picture [478 x 53] intentionally omitted <==

----- Start of picture text -----

�� Impact on other component of equity
31st March, 2020 31st March, 2019 31st March, 2020 31st March, 2019
�� 0 0 - -
�� (0) (0) - -
----- End of picture text -----

iii) Price risk

Mutual fund Net Asset Values (NAVs) are impacted by a number of factors like interest rate risk, credit risk, liquidity risk, market risk in addition to other factors. A movement of 1% in NAV on either side can lead to a gain/loss of r 3 Crores and r 2 Crores, on the overall portfolio as at March, 2020 and as at 31st March, 2019 respectively.

Impact of hedging activities

Derivate Asset and Liabilites through Hedge Accounting

��

The Company’s derivatives mainly consist of currency forwards and options; interest rate swaps. Derivatives are mainly used to manage exposures to foreign exchange, interest rate and commodity price risk as described in section Market risk.

Derivatives are initially recognised at fair value. They are subsequently remeasured at fair value on a regular basis and �� Loss statement unless they are in a qualifying hedging relationship.

Hedge Accounting

�� instruments against changes in fair values of recognised assets and liabilities (fair value hedges) and highly probable �� regular intervals.

Fair value hedges

The Company uses fair value hedges to mitigate foreign currency and interest rate risks of its recognised assets and liabilities.

Changes in fair values of hedging instruments designated as fair value hedges and the adjustments for the risks being ��

��

�� probable forecast transactions, such as anticipated future export sales, purchases of equipment and raw materials.

��

Marico Limited Integrated Report 2019-20

337

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

31st March 2020									(rin Crore)
Type of hedge and risks	Nominal value Carrying amount of Hedging Instrument Maturity date Hedge ratio Assets Liabilities Assets Liabilities						Weighted average strike price/rate	Changes in fair value of hedging instrument Change in the value of hedged item used as the basis for recognising hedge ��
��
Foreign Exchange Risk
Foreign Exchange For- ward Contracts	92	��	(3)	2 April 2020 - March 2021		1:1 1 USD-r 73.90, 1 EUR-r81.62		(2)	2
Foreign Exchange Op- tions Contracts	��	18	0	1 April 2020 - March 2021		1:1 1 USD-r�� 1 EUR-r77.80		(0)	0
Net Investment Hedge
31st March 2019 Type of hedge and risks	Nominal value Assets Liabilities		Carrying amount of Hedging Instrument Assets Liabilities		Maturity date	Hedge ratio	Weighted average strike price/rate Changes in fair value of hedging instrument		(rin Crore) Change in the value of hedged item used as the basis for recognising hedge ��
��
Foreign Exchange Risk
Foreign Exchange Forward	��	��	2	(1)	April 2019 -	1:1	1 USD-R71.09,	(0)	0
Contracts					March 2020		1 CAD-R��
							1 EUR -R��
Foreign Exchange Options	��	10	1	0	April 2019 -	1:1	1 USD-R��	0	(0)
Contracts					March 2020
Net Investment Hedge

��

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----- Start of picture text -----

Change in the value of ��
the hedging instrument ��
recognised in other �� Loss because of the
Type of hedge comprehensive income ��
As at 31st As at 31st As at 31st As at 31st As at 31st As at 31st
March, 2020 March, 2019 March, 2020 March, 2019 March, 2020 March, 2019
Cash Flow
Foreign Exchange Risk (2) 1 - - (1) (0) Other expenses
Interest Rate Risk - - - - - - Finance cost
Fair Value Hedge
Foreign Exchange Risk - - - - - - Finance cost
----- End of picture text -----

338

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

28 Capital Management

��

Capital management is driven by Company’s policy to maintain a sound capital base to support the continued �� cash equivalents and short-term investments.

The debt equity ratio highlights the ability of a business to repay its debts. Refer below for net debt to euqity ratio.

The Company complies with all statutory requirement as per the extant regulations.

( r in Crore)

==> picture [478 x 64] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Net debt 110 131
Total equity ��
Net debt to equity ratio 0.03 0.04
----- End of picture text -----

��

�� ��
		(rin Crore)
Particulars	As at 31st March, 2020	As at 31st March, 2019
Interim dividend for the year(Excluding dividend distribution tax)	872	613

29 Segment Information

(i) Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (“CODM”) of the company. The CODM, who is responsible for allocating resources and �� Company. The Company operates only in one business segment i.e. manufacturing and sale of consumer products within India, hence does not have any reportable segment as per Indian Accounting Standard 108 “operating �� segment information as required under Indian Accounting Standard 108 “operating segments”.
(ii) The amount of the company’s revenue from external customers broken down by each product and service is shown in the table below.

==> picture [478 x 89] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Edible 3,691 ��
Hair Oils ��
�� 372
Others 331 326
Total 5,793 5,912
----- End of picture text -----

(iii) Revenue from external customer outside India and assets located outside India are not material. Further, the Company does not have revenue more than 10% of total revenue from single customer.

Marico Limited Integrated Report 2019-20

339

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

30 Related Party Transactions

I Name of related parties and nature of relationship:

�� 

==> picture [479 x 265] intentionally omitted <==

----- Start of picture text -----

Ownership interest held by the group Ownership interest held by the non
controlling interest
Name of Entity 31st March, 2020 31st March, 2019 31st March, 2020 31st March, 2019
� � � �
Subsidiary Companies:
Marico Bangladesh Limited (MBL) 90 90 10 10
Marico Bangladesh Industries Limited (MBLIL) 100 100 0 0
Marico Middle East FZE (MME) 100 100 0 0
Marico Malaysia Sdn. Bhd. (MMSB) 100 100 0 0
Egyptian American Investment and Industrial Development 100 100 0 0
Company S.A.E (EAIIDC)
MEL Consumer Care SAE (MELCC) 100 100 0 0
Marico Egypt Industries Company (MEIC) 100 100 0 0
�� 100 100 0 0
�� 100 100 0 0
�� 100 100 0 0
Marico South East Asia Corporation (MSEA) 100 100 0 0
Marico Consumer Care Limited (MCCL) 100 100 0 0
�� 100 100 0 0
Voluntary Liquidation)
Marico Innovation Foundation (MIF) NA NA 0 0
�� NA NA 0 0
�� 100 100 0 0
----- End of picture text -----

��

�� a private company limited by guarantee not having share capital) primarily with an objective of fuelling and promoting ��

�� a private company limited by guarantee not having share capital) primarily with an objective of undertaking/channelizing the CSR activities of the Company towards community and ecological sustenance, is a subsidiary of the Company with ��

��

�� Limited, a joint venture. During the previous year ended 31st March, 2019, the Company had acquired additional 2.28% stake in the joint venture. During the previous year ended 31st March 2018 the Company had acquired ��

During the year ended 31st March, 2020, the Company had acquired additional 6.97% stake in Revolutionary Fitness ��

�� Limited, a company incorporated on November 11, 2019 and a Joint venture of Marico Limited.

340

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

Mr. Harsh Mariwala, Chairman and Non Executive Director

Mr. Saugata Gupta, Managing Director and CEO

Mr. Ananth Sankaranarayanan, Independent Director

Mr. B.S. Nagesh, Independent Director

Ms. Hema Ravichandar, Independent Director

Mr. Nikhil Khattau, Independent Director

Mr. Rajen Mariwala, Non executive Director

Mr. Rajeev Bakshi, Independent Director

��

Mr. Rishabh Mariwala, Non executive Director

��

Mr. Harsh Mariwala, Chairman and Non Executive Director

Mr. Rajen Mariwala, Non executive Director

Mr. Rishabh Mariwala, son of Mr. Harsh Mariwala and Non executive Director
��

��

Marico Limited Employees Gratuity Fund

��

��

Ascent India Foundation

Kaya Limited

Mariwala Health Foundation

��

Soap Opera
��

��

Marico Limited Integrated Report 2019-20

341

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

II Transactions with related parties

The following transactions occurred with related parties:

Key management personnel compensation.

( r in Crore)

==> picture [478 x 116] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
Employee share-based payment 3 3
�� 13 9
�� 0 0
Total compensation 16 12
Professional charges paid to Chairman and Non Executive Director 4 4
Remuneration / sitting fees to Non-Executive and Independent Directors
3 2
��
----- End of picture text -----

�� Company basis are not included in remuneration to key management personnel.

��

( r in Crore)

==> picture [478 x 64] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 2020 31st March, 2019
�� 26 23
Marico Limited Employees Gratuity Fund ��
31 27
----- End of picture text -----

==> picture [478 x 212] intentionally omitted <==

342

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

==> picture [478 x 562] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Subsidiaries and Joint Venture Others
Particular (Referred in I (a) and (b) above) (Referred in I (d) and (f) above)
For the year ended For the year ended
31st March, 2020 31st March, 2019 31st March, 2020 31st March, 2019
Other transactions
Royalty income 13 13 - -
Marico Bangladesh Limited 8 7 - -
Marico Middle East FZE 3 4 - -
Marico South East Asia Corporation 2 1 - -
Others 0 0 - -
Dividend income 193 206 - -
Marico Bangladesh Limited 189 166 - -
Marico South East Asia Corporation - 25 - -
Others 4 15 - -
Marketing Fee 4 - - -
Marico Middle East FZE 4 - - -
Expenses paid on behalf of related parties 8 6 1 1
Marico Bangladesh Limited 2 2 - -
Marico Middle East FZE 1 1 - -
Kaya Limited - - 1 1
Marico South East Asia Corporation 2 2 - -
�� - 0 - -
�� - 1 - -
�� 1 - - -
Others 1 - 0 0
Expenses paid by related parties on behalf of Marico 9 4 - -
Limited
Marico South East Asia Corporation 0 0 - -
Marico Middle East FZE 9 4 - -
Others 0 - - -
Lease rental income - - 1 1
Kaya Limited - - 1 1
Others - - 0 0
Lease rental expense - - - 0
The Bombay Oil private limited - - - 0
Royalty expense 5 6 0 0
Marico Consumer Care Limited 5 6 - -
Others - - 0 0
----- End of picture text -----

Marico Limited Integrated Report 2019-20

343

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

==> picture [478 x 346] intentionally omitted <==

III Outstanding balances

( r in Crore)

==> picture [478 x 122] intentionally omitted <==

----- Start of picture text -----

Subsidiaries and Joint Venture Others
Particulars (Referred in I (a) and (b) above) (Referred in I (d) and (f) above)
For the year ended For the year ended
31st March, 2020 31st March, 2019 31st March, 2020 31st March, 2019
The following balances are outstanding at the end of the re-
porting period in relation to transactions with related parties
Investments 1,030 1,026 - -
Marico South East Asia Corporation 255 255 - -
Marico Consumer Care Limited (net of provision for impairment 642 642 - -
- refer note 6a(v))
Others 134 129 - -
----- End of picture text -----

344

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

==> picture [478 x 543] intentionally omitted <==

----- Start of picture text -----

Particulars Subsidiaries and Joint Venture Others
(Referred in I (a), (b) and (c) above) (Referred in I (f) above)
For the year ended For the year ended
As at As at As at As at
31st March, 2020 31st March, 2019 31st March, 2020 31st March, 2019
�� 5 1 - -
Marico South East Asia Corporation 0 1 - -
Marico Middle East FZE �� - - -
Others 0 0 - -
�� 26 24 0 0
Marico Middle East FZE 21 18 - -
Marico Bangladesh Limited 0 0 - -
Marico South East Asia Corporation �� 6 - -
Others 1 0 0 0
Other Receviable 0 - - -
Marico Consumer Care Limited 0 - - -
Security deposit payable - - - -
Kaya Limited - - - -
Royalty payable 1 3 0 0
Marico Consumer Care Limited 1 3 - -
Others - - 0 0
Rent Payable - 0 - -
The Bombay Oil private limited - 0 - -
Advance towards purchase - 0 - -
Marico Bangladesh Limited - 0 - -
Advances to related parties 53 39 0 1
Marico Bangladesh Limited �� 31 - -
Marico Middle East FZE �� - -
Marico South East Asia Corporation 2 2 - -
Others 2 2 0 1
Dividend Receivable - 42 - -
Marico Bangladesh Limited - �� - -
Marico South East Asia Corporation - - - -
Corporate guarantee 244 220 - -
Marico Middle East FZE �� 198 - -
�� 19 22 - -
----- End of picture text -----

Marico Limited Integrated Report 2019-20

345

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

Terms and conditions of transaction with related parties

The Company’s international transactions with related parties are at arm’s length as per the independent accountants report for the year ended 31st March 2019. Management believes that the Company’s international transactions with related parties post 31st March 2019 continue to be at arm’s length and that the transfer pricing legislation will not have ��

For the year ended 31st March, 2020, the Company has not recorded any impairment of receivables relating to amounts �� position of the related party and the market in which the related party operates.

��

Loans and advances in the nature of loans to subsidiaries/joint venture :

==> picture [478 x 68] intentionally omitted <==

----- Start of picture text -----

�� 31st March 2020 31st March 2019
Loans to subsidiaries/joint venture
Balance as at the year end - -
Maximum amount outstanding at any time during the year - -
The subsidiaries / joint venture do not hold any shares in the Company.
----- End of picture text -----

31 Contingent liabilities and contingent assets

The company had contingent liabilities in respect of :

==> picture [478 x 192] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
Disputed tax demands / claims :
Sales tax 90 86
Income tax 181 117
Employees state insurance corporation 0 0
Excise duty 33 33
Service Tax 0 0
Claims against the Company not acknowledged as debts - 0
��
Corporate guarantees given to banks on behalf of Broadcast Audience Research Council 1 1
(BARC)
Corporate guarantees given to subsidiaries against which credit and other facilities are 226 ��
availed at the year end
----- End of picture text -----

Note:

The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent ��
The Company have ongoing disputes with income tax authorities. The disputes relate to tax treatment of certain expenses claimed as deductions, computation or eligibility of tax incentives and allowances. The Company have contingent liability of r 181 Crore and r 117 Crore as at March 31, 2020 and March 31, 2019 respectively, in respect of tax demands which are being contested by the Company based on the management evaluation and advice of tax consultants.

The Company periodically receives notices and inquiries from income tax authorities. The Company has evaluated these notices and inquiries and has concluded that any consequent income tax claims or demands by the income tax authorities will not succeed on ultimate resolution.

346

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

32 Commitments

==> picture [478 x 77] intentionally omitted <==

----- Start of picture text -----

Particulars As at As at
31st March, 31st March,
2020 2019
(a) Estimated amount of contracts remaining to be executed on capital account and not provided
25 ��
for (net of advances)
(b) Corporate guarantees given to banks against which no credit facilities are availed at the year
14 14
end
----- End of picture text -----

33 Share-Based Payments

��

Marico ESOP 2016

�� not exceeding in the aggregate 0.6% of the issued share equity share capital of the Company as on the commencement ��

==> picture [478 x 286] intentionally omitted <==

----- Start of picture text -----

��
Scheme Part Options Exercise Vesting Weighted Balance Granted Less : Less: Balance as Weighted average
outstanding price date average as at during Exercised Forfeited at end of remaining
as at 31st share price beginning the year during the / lapsed the year contractual
March, 2020 of options of the year year during the life of options
exercised year outstanding at end
��
Scheme I - 1.00 31-Mar-19 - 80,000 - 80,000 - - -
Scheme II 939,700 280.22 31-Mar-19 - 939,700 - - - 939,700 1.00
Scheme III �� 1.00 30-Nov-19 - �� - 20,960 - �� 1.67
�� 1.00 30-Nov-19 - 7,800 - 3,330 - �� 1.67
�� 1,910 1.00 30-Nov-19 - �� - �� 990 1,910 1.67
Scheme IV �� 323,110 �� 30-Nov-19 - 397,930 - �� 323,110 1.67
�� 30-Nov-19 - 62,330 - - �� 1.67
�� 27,180 307.77 30-Nov-19 - �� - - �� 27,180 1.67
Scheme V 67,120 1.00 31-Mar-20 - 67,120 - - - 67,120 2.00
Scheme VI �� 1.00 30-Nov-20 - 68,220 - - �� 1.67
�� 3,320 1.00 30-Nov-20 - 3,320 - - - 3,320 1.67
�� 1.00 30-Nov-20 - �� - - - �� 1.67
Scheme VII �� 307.77 30-Nov-20 - �� - - �� 1.67
�� 30-Nov-20 - �� - - 11,930 �� 1.67
�� 39,220 �� 30-Nov-20 - 39,220 - - - 39,220 1.67
Scheme VIII �� 1.00 31-Mar-20 - �� - - - �� 1.00
Scheme IX �� 1.00 30-Nov-21 - 81,800 - - �� 3.67
----- End of picture text -----

Marico Limited Integrated Report 2019-20

347

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

==> picture [478 x 202] intentionally omitted <==

The following assumptions were used for calculation of fair value of grants using Black-Scholes:

==> picture [478 x 27] intentionally omitted <==

----- Start of picture text -----

Scheme Part Risk-free interest Expected life of options Expected volatility �� Fair value of
�� the option
----- End of picture text -----

Scheme	Part	Risk-free interest ��	Expected life of options ��	Expected volatility ��	��	Fair value of the option

Scheme I		��	3 years 2 months	��	0.96%	��
Scheme II		��	3 years 2 months	��	0.96%	��
Scheme III	��	��	3 years 6 months	26.10%	0.96%	��
	��	��	3 years 1 months	26.70%	1.07%	308.10
	��	��	2 years 6 months	23.10%	1.07%	��
Scheme IV	��	��	3 years 6 months	26.10%	0.96%	68.80
	��	��	3 years 1 months	26.70%	1.07%	86.70
	��	��	2 years 6 months	23.10%	1.07%	��
Scheme V		��	��	26.30%	0.96%	299.70
Scheme VI	��	��	3 years 6 months	��	1.07%	298.18
	��	7.00%	3 years	��	1.29%	308.80
	��	7.30%	2 years 6 months	��	1.29%	��
Scheme VII	��	��	3 years 6 months	��	1.07%	83.77
	��	7.00%	3 years	��	1.29%	��
	��	7.30%	2 years 6 months	��	1.29%	79.70
Scheme VIII		7.29%	1 year 10 months	21.70%	1.29%	��
Scheme IX	��	7.39%	3 years 6 months	��	1.29%	��
	��	7.39%	3 years 6 months	��	1.29%	��
Scheme X	��	7.39%	3 years 6 months	��	1.29%	98.20
	��	7.39%	3 years 6 months	��	1.29%	69.20
	��	��	3 years 6 months	��	1.29%	��
Scheme XI		7.39%	3 years 6 months	��	1.29%	��
Scheme XII		7.39%	3 years 6 months	��	1.29%	��
Scheme XIII		��	��	��	1.29%	��

348

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

33 Share-Based Payments

��

The Nomination and Remuneration Committee has granted Stock Appreciation Rights (“STAR”) to certain eligible �� are entitled to receive a Star Value which is the excess of the maturity price over the grant price subject to certain ��

==> picture [478 x 251] intentionally omitted <==

----- Start of picture text -----

As at March 31 2020 As at March 31 2019
Scheme Grant Date Grant Vesting Number of grants outstanding (Nos) Carrying amount of Number of grants outstanding (Nos) Carrying amount of
�� Date liability - included in liability - included in
(Rs.) ��
obligation obligation
(Rs in Crore) (Rs in Crore)
at the Add : Less : Less : at the �� at the be- Add : Less : Less : at the ��
beginning of Granted Forfeited Exercised end of the long-term as short- ginning of Granted Forfeited Exercised end of the as long- as short-
the year during the during the during the year term the year during the during the during the year term term
year year year year year year
STAR VI �� 203.63 30-Nov-18 - - - - - - - �� - 118,200 839,200 - - -
�� 280.22 30-Nov-18 - - - - - - - 86,300 - 800 �� - - -
02-Dec-16 �� 30-Nov-18 - - - - - - - 86,300 - 800 �� - - -
STAR VII 01-Dec-16 �� 30-Nov-19 206,200 - �� 1,89,700 - - - �� - 79,000 - 206,200 - 2
02-May-17 �� 30-Nov-19 �� - �� - - - �� - 26,030 - �� - 0
01-Dec-17 307.77 30-Nov-19 �� - 3,610 9,230 - - - �� - �� - �� - 0
STAR VIII 01-Dec-17 307.77 30-Nov-20 �� - �� - �� - 0 298,790 - 89,230 - �� 1 -
31-May-18 �� 30-Nov-20 �� - �� - 26,370 - 0 - �� - �� 0 -
02-Aug-18 �� 30-Nov-20 32,000 - 8,000 - �� - 0 - �� 8,000 - 32,000 0 -
�� 30-Nov-20 �� - - - �� - 0 - �� - - �� 0 -
STAR IX �� 30-Nov-21 �� - 62,990 - �� 0 - - �� - �� 0 -
06-May-19 �� 30-Nov-21 - 26,170 �� - 20,320 0 - - - - - - - -
20-Dec-19 �� 30-Nov-21 - 33,820 - 33,820 0 - - - - - - - -
STAR X 20-Dec-19 �� 30-Nov-22 - 360,130 13,780 - �� 0 - - - - - - - -
----- End of picture text -----

�� R 21 Crore as at 31st March, 2020 ( R 23 Crore as at �� the Trust shall sell the Company’s shares and hand over the proceeds to the Company. The Company, after adjusting the loan advanced and interest thereon (on loan advanced after1 April, 2013), shall utilize the proceeds towards meeting its STAR Value obligation.

The fair value of the STAR’s was determined using the Black-Scholes model using the following inputs at the grant date and as at each reporting date:

==> picture [478 x 68] intentionally omitted <==

----- Start of picture text -----

Particulars 31st March, 2020 31st March, 2019
Share price at measurement date (INR per share) ��
Expected volatility (%) ��
Dividend yield (%) 1.30% 1.29%
Risk-free interest rate (%) ��
----- End of picture text -----

Marico Limited Integrated Report 2019-20

349

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

��

==> picture [478 x 54] intentionally omitted <==

----- Start of picture text -----

Particulars 31st March, 2020 31st March, 2019
Employee stock option plan 9 8
Stock appreciation rights (1) �
Total employee share based payment expense 8 13
----- End of picture text -----

34 Earnings Per Share

�� by the weighted average number of Equity shares outstanding during the year.

�� weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.

==> picture [478 x 229] intentionally omitted <==

----- Start of picture text -----

( r in Crore)
Particulars As at As at
31st March, 2020 31st March, 2019
��
Basic earnings per share attributable to the equity holders of the company (in R ) 7.80 8.76
��
Diluted earnings per share attributable to the equity holders of the company (in R ) 7.79 8.76
�� R �� 1,006 1,129
��
Weighted average number of equity shares outstanding ��
Shares held in controlled trust ��
Weighted average number of equity shares in calculating basic earnings per share ��
Options �� 712,182
Weighted average number of equity shares and potential equity shares in calculating diluted
1,291,227,081 1,289,968,415
earnings per share
----- End of picture text -----

��

(i) Options

�� of diluted earnings per share to the extent to which they are dilutive. The options have not been included in the determination of basic earnings per share. Details relating to the options are set out in note 33.

(ii) Treasury shares

Treasury shares are excluded for the purpose of calculating basic and diluted earnings per share.

35 The Company has a process whereby periodically all long term contracts (including derivative contracts if any) are assessed for material foreseeable losses. At the year end, basis the review performed, no provision was required for material foreseeable losses on long term contracts (including derivative contracts).

350

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

36 ��

37 Exceptional Items

Particulars	Year ended 31st March, 2020	Year ended 31st March, 2019
��	19	-
Kanjikode factory of the company

38 Restatement impact of Ind AS 116

Upon adoption of Ind AS 116, the Company has recognised leases on the balance sheet with a right-of-use asset and related lease liability. Refer to accounting policies for a summary of accounting for leases under the new standard. The Company has restated all prior periods for the impact of Ind AS 116 in line with the ‘full retrospective approach’. The Company has chosen not to recognise short-term leases, which are those less than 12 months, and leases of low-value assets on the balance sheet.

Financial statement impact

��

��

The Company recognised leased assets on the balance sheet representing the right to use of the underlying assets from the lease contracts. Current and non-current lease liabilities were also recognised for the present value of the �� arising from the recognition of leased assets and lease liabilities. Shareholders’ equity has been restated.

Reconciliation between previous GAAP and Ind AS

��

==> picture [476 x 18] intentionally omitted <==

----- Start of picture text -----

�� Adjustments Ind AS
----- End of picture text -----

ASSETS
Non-current assets
��	��	-	��
Capital work-in-progress	��	-	��
Right of use assets	-	102	102
Investment properties	23	-	23
Intangible assets	20	-	20
Investment in subsidiaries and joint venture	1,020	-	1,020
Financial assets
(i) Investments	37	-	37
(ii) Loans	�	12	16
��	33	(11)	22
Deferred tax assets (net)	-	-	-
Non current tax assets (net)	30	-	30
Other non-current assets	27	-	27
Total non-current assets	1,685	103	1,788

Current assets

Marico Limited Integrated Report 2019-20

351

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

==> picture [476 x 18] intentionally omitted <==

----- Start of picture text -----

�� Adjustments Ind AS
----- End of picture text -----

Inventories	1,313	-	1,313
Financial assets		-
(i) Investments	��	-	��
(ii) Trade receivables	288	-	288
(iii) Cash and cash equivalents	7	-	7
(iv) Bank balances other than (iii) above	��	-	��
(v) Loans	3	-	3
��	��	-	��
Current tax assets (net)	-	-	-
Other current assets	��	-	��
��	-	-	-
Total current assets	2,335	-	2,335
Total assets	4,020	103	4,123
EQUITY AND LIABILITIES
Equity
Equity Share capital	129	-	129
Other Equity
Reserves and Surplus	2,912	(16)	2,896
Other reserves	0	-	0
Total equity	��	(16)	��
LIABILITIES
Non-current liabilities
Financial liabilities
(i) Borrowings	-	-	-
��	-	103	103
��	10	-	10
Deferred tax liabilities (net)	18	(8)	10
Total non-current liabilities	28	95	123
Current liabilities
Financial liabilities
(i) Borrowings	122	-	122
(ii) Trade payables
Due to micro and small enterprises	�	-	�
Due to others	��	-	��
��	8	��	32
Other current liabilities	121	-	121
��	��	-	��

352

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

==> picture [476 x 18] intentionally omitted <==

----- Start of picture text -----

�� Adjustments Ind AS
----- End of picture text -----

��	39	-	39
Current tax liabilities (net)	17	-	17
Total current liabilities	951	24	975
Total liabilities	979	119	1,098
Total equity and liabilities	4,020	103	4,123

��

==> picture [477 x 15] intentionally omitted <==

----- Start of picture text -----

Particular �� Adjustments Ind AS
----- End of picture text -----

ASSETS
Non-current assets
��	��	-	��
Capital work-in-progress	��	-	��
Right of use assets	-	107	107
Investment properties	11	-	11
Other intangible assets	22	-	22
Investment in subsidiaries and joint venture	1,026	-	1,026
Financial assets
(i) Investments	��	-	��
(ii) Loans	�	11	��
��	��	(11)	30
Deferred tax assets	178	10	188
Non current tax assets (net)	36	-	36
Other non-current assets	30	-	30
Total non-current assets	1,927	117	2,044
Current assets
Inventories	��	-	��
Financial assets
(i) Investments	380	-	380
(ii) Trade receivables	��	-	��
(iii) Cash and cash equivalents	10	-	10
(iv) Bank balances other than (iii) above	329	-	329
(v) Loans	3	-	3
��	��	-	��
Current tax assets (net)	-	-	-
Other current assets	262	-	262
	2,702	-	2,702
��	12	-	12
Total current assets	2,714	-	2,714
Total assets	4,641	117	4,758
EQUITY AND LIABILITIES
Equity
Equity Share capital	129	-	129

Marico Limited Integrated Report 2019-20

353

NOTES (Contd.)

To Financial Statements for the year ended 31st March, 2020

==> picture [477 x 468] intentionally omitted <==

----- Start of picture text -----

Particular �� Adjustments Ind AS
Other Equity
Reserves and Surplus 3,379 (19) 3,360
Other reserves 0 - 0
Total equity 3,508 �� 3,489
LIABILITIES
Non-current liabilities
Financial liabilities
(i) Borrowings 0 - 0
�� - - 107
�� - - -
�� 9 - 9
Deferred tax liabilities (net) - - -
Total non-current liabilities 9 107 116
Current liabilities
Financial liabilities
(i) Borrowings 131 - 131
(ii) Trade payables
Due to micro and small enterprises 13 - 13
Due to others 702 - 702
�� 8 29 37
Other current liabilities �� - ��
�� - ��
�� - ��
Current tax liabilities (net) 16 - 16
Total current liabilities 1,124 29 1,152
Total liabilities 1,133 136 1,269
Total equity and liabilities 4,641 118 4,758
��
Reconciliation of total equity as at 31st March, 2019 and 1st April, 2018
Particular 31st March, 2019 1st April, 2018
��
Add/Less :
Less : Increase in Lease Liability (136) (126)
Add : Increase in Right of Use of Asset 107 102
Tax impact of above Ind AS adjustments 10 8
Shareholder’s equity under Ind AS ��
----- End of picture text -----

354

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

==> picture [477 x 27] intentionally omitted <==

----- Start of picture text -----

��
Particular Previous GAAP Adjustments Ind AS
----- End of picture text -----

��	��	30	��
��	(79)	-	(79)
��	��	(30)	��
��	2	-	2
Cash and cash equivalents as at 1st April, 2018	8	-	8
��	-	-	-
Cash and cash equivalents as at 31st March, 2019	10	��	10

39. �� the outbreak of COVID 19. As a result, the operations were temporarily disrupted at manufacturing, warehouse and distribution locations of Marico. During this period, the Company could register sales largely in the Edible Oils and Foods portfolio, which fall under essential goods category.

�� assumptions relating to the possible future uncertainties the Company has used internal and external information such as current ��

As per our report of even date

For B S R and Co. LLP

For and on behalf of the Board of Directors

Chartered Accountants

�� SADASHIV SHETTY

��

��
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��

HARSH MARIWALA

��

VIVEK KARVE

��

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SAUGATA GUPTA

��
��

HEMANGI GHAG

�� Company Secretary

Marico Limited Integrated Report 2019-20

355

Performance Trends

Consolidated Quarterly Financials

			(Amount in`Crore)
2109-20 Particulars	Three Mo	nths Ended	Annual
	30-Jun-19 30-Sep-19	31-Dec-19 31-Mar-20	FY20
Revenue from Operations	2,166 1,829	1,824 1,496	7,315
Total Expenditure	1,705 1,476	1,451 1,214	5,846
�� Depreciation and Amortisation	461 353	373 282	1,469
Other Income	28 35	29 32	124
Finance Cost	12 13	12 13	50
Depreciation and Amortisation	35 35	32 38	140
�� �� ��	442 340	358 263	1,403
��	- 1	(0) (1) -
��	442 341	358 262	1,403
Tax Expense	115 88	82 53	338
��	327 253	276 209	1,065
MinorityInterest	7 6	4 5	22
�� ��	320 247	272 204	1,043
EquityShare Capital	129 129	129 129	129
��`�	2.5 1.9	2.1 1.6	8.1

��

			(Amount in`Crore)
2018-19 Particulars	Three Mo	nths Ended	Annual
	30-Jun-18 30-Sep-18	31-Dec-18 31-Mar-19	FY19
Revenue from Operations	2,027 1,837	1,861 1,609	7,334
Total Expenditure	1,661 1,532	1,502 1,315	6,008
�� Depreciation and Amortisation	366 305	359 294	1,326
Other Income	24 29	22 28	103
Finance Cost	9 10	9 12	40
Depreciation and Amortisation	31 31	31 39	131
�� �� ��	350 293	341 271	1,258
��	- 1	- (1) (1)
��	350 294	341 270	1,257
Tax Expense	91 78	90 55	314
��	259 216	251 215	943
MinorityInterest	4 4	5 4	17
�� ��	255 212	246 211	926
EquityShare Capital	129 129	129 129	129
��`�	2.0 1.6	1.9 1.6	7.2

��

356

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

��

��
	(Amount in`Crore)
FY14 FY15 FY16 FY17 FY18	FY19 FY20
Average Capital Employed 2,395 2,180 2,330 2,493 2,736	3,111 3,363
�� 31 25 16 11 10	11 10
�� extraordinary items) 515 583 778 856 833	926 1,056
Add: Interest Post Tax 25 16 15 12 12	18 18
�� 540 600 793 868 845	944 1,074
�� 208 181 235 259 294	355 370
�� 332 419 558 610 551	589 704

��

Investment	Through	Shares	Value ( in`)	Indexed Value
April 1996 - Original Purchase	IPO	100	17,500	100
August 2002	Bonus (Equity 1:1)	200	-	-
September 2002	Bonus (Preference 1:1)	200	-	-
May 2004	Bonus (Equity 1:1)	400	-	-
February 2007	Share Split (10:1)	4000	-	-
December 2015	Bonus (Equity1:1)	8000	-	-
��		8,000	17,500	100
Return	Through	Shares	Value ( in`)	Indexed Value
March 31, 2020	Market value	8000	2,198,800	12,565
March 2004	Redemption proceeds of Bonus	200	2,000	11
	Preference shares
April 1996 - March 2020	Dividend Received*#		237,899	1,359
Gross Returns			2,438,699	13,935

��			23%	23%

Dividends are inclusive of those received on Bonus Preference Shares

��

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�� Disclosure	Reference
��
��
102-1 ��	��
102-2 Activities, brands, products, and services	��
102-3 ��	Back Cover Page
102-4 Number of countries operating	��
102-5 ��	��
102-6 Markets served	�� ��
102-7 Scale of the reporting organization	��
102-8 ��	�� ��
102-9 Supply chain	��
102-10 �� and its supply chain	��
102-11 Precautionary Principle or approach	�� ��
102-12 External initiatives	��
102-13 Memberships of associations	��
��
102-14 Statement from senior decision-maker	�� ��
102-15 Key impacts, risks, and opportunities	��
��
102-16 ��	�� Our Business Model, p 20 to 21
��
102-18 Governance structure	��
��
102-40 ��	��
102-41 Collective bargaining agreements	��
102-42 Identifying and selecting stakeholders	��
102-43 Approach to stakeholder engagement	��
102-44 Key topics and concerns raised	��
��
102-45 Entities included in the consolidated ��	About this report (inside front cover page)
102-46 ��	About this report (inside front coverpage)
102-47 ��	Materiality,p24
102-48 Restatements of information	About this report (inside front coverpage)
102-49 Changes in reporting	About this report (inside front coverpage)
102-50 Reporting Period	About this report (inside front coverpage)
102-51 Date of most recent report	FY2018-19
102-52 Reporting cycle	About this report (inside front coverpage)
102-53 Contact point for questions regarding the report	About this report (inside front coverpage)
102-54 �� the GRI Standards	About this report (inside front cover page)
102-55 GRI content index	��
102-56 External assurance	��

360

STRATEGIC REPORT STATUTORY REPORTS FINANCIAL STATEMENTS

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�� Disclosure Reference
��
��
201 Economic performance Shareholders, p 38 to 39
201-1 Direct economic value generated or distributed ��
201-3 ��
plan obligations
201-4 Financial assistance received from government ��
��
204 Procurement practices ��
204-1 Proportion of spending on local suppliers ��
��
301 Materials Environment, p 80
301-1 �� Environment, p 80
301-2 Recycled input material used Environment, p 80
��
302 Energy Environment, p 76 to 78
302-1 �� Environment, p 76
302-3 Energy intensity Environment, p 76
302-4 Reduction of energy consumption ��
��
303 Water ��
303-3 ��
��
305 Emissions Environment, p 77 to 78
305-1 Direct (Scope 1) GHG emissions Environment, p 77 to 78
305-2 Energy indirect (Scope 2) GHG emissions Environment, p 77 to 78
305-3 Other indirect (Scope 3) GHG emissions Environment, p 77 to 78
305-4 GHG emissions intensity Environment, p 77 to 78
305-5 Reduction of GHG emissions Environment, p 77 to 78
��
308 Supplier environmental assessment ��
308-1 ��
environmental criteria
��
��
413 ��
413-1 ��
impact assessments and development programs
��
414 Supplier social assessment ��
414-1 ��
social criteria
��
416 Customer health and safety Consumers, p 40 to 51
416-1 Assessment of health and safety impacts of product Consumers, p 50 to 51
and service categories
��
417 Marketing and labelling Consumers, p 40 to 51
417-1 Requirements of product and service Consumers, p 51
information and labelling
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INDEPENDENT ENERGY AND GREEN HOUSE GAS EMISSION VERIFICATION STATEMENT

Introduction

DNV GL Business Assurance India Private Limited (‘DNV GL’) has been commissioned by the management of Marico Limited (‘Marico’ or ‘the Company’, Corporate Identity Number L85195TG1984PLC004507) to carry out a limited level of verification of its data related to its energy and greenhouse gas (GHG) disclosures that shall form part of its non-financial disclosures under natural capital section of its Integrated Report 2019-20.

This customised verification engagement has been carried out in accordance with DNV GL’s verification methodology VeriSustain[TM][1] , which is based on our professional experience, international assurance best practice including International Standard on Assurance Engagements 3000 (ISAE 3000) Revised* and the Global Reporting Initiative (GRI) Sustainability Reporting Guidelines. This verification provides a limited level of verification and applies a ±5% materiality threshold for errors and omissions.

Marico is responsible for the collection, analysis, aggregation and presentation of data and information related to energy and GHG assertions with a consolidated approach of operational control which has been prepared by the Company based on World Resources Institute’s GHG Protocol, Intergovernmental Panel on Climate Change’s Emission Factors, GRI standards (GRI 302: Energy 2016[#] , GRI 305: Emissions 2016[#] )and ISO14064-1.

Our responsibility of performing this work is to the management of Marico only and in accordance with scope of work agreed with the Company. The verification engagement is based on the assumption that the data and information provided to us is complete, sufficient and true. We disclaim any liability or co-responsibility for any decision a person or entity would make based on this verification statement. The verification was carried out during February 2020 - June 2020 by a team of qualified sustainability and GHG assessors.

Scope, Boundary and Limitations of Verification

The scope of work agreed upon with Marico includes the following:

The verification of energy consumption, energy intensity and reduction in energy consumption, GHG (Scope 1, Scope 2 and Scope 3) emissions, GHG intensity and reduction in GHG emissions covering the period 1[st] April 2019 to 31[st] March 2020 ie. the energy and GHG assertions.
Verification of emissions from Marico’s manufacturing locations in India, ie Perundurai in Tamil Nadu, Puducherry, Baddi in Himachal Pradesh, Jalgaon in Maharashtra, Guwahati NER 1 and NER 2 (North East Region) in Assam and Paonta Sahib in Himachal Pradesh comprising of:
Scope 1 emissions due to a) Fuels used in manufacturing processes; b) Fuels used in diesel generators and boilers; c) Fuel used in mobile sources like company owned vehicles and d) Refrigerants release in air conditioners and refrigerators, e) CO2 release due to use of fire extinguishers;
Scope 2 emissions due to use of purchased electricity from the grid;

1The VeriSustain protocol is available on request from www.dnvgl.com

* Assurance Engagements other than Audits or Reviews of Historical Financial Information. # GRI 302:1,3; GRI 305:1,2,3,4

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Scope 3 emissions currently monitored and declared by Marico, comprising emissions due to a) Purchased goods and services; b) Fuel and energy related activities; c) Upstream transportation of products; d) Waste generated in operations; e) Business travel; f) Employee commute; g) Upstream leased assets; h) Downstream transportation & distribution; i) End of life treatment
Sample site visits to manufacturing locations in India ie. Perundurai (coconut oil refining) and Guwahati NER 1 (VAHO), to verify the Company's internal protocols, processes, and controls related to the collection and collation of its energy and GHG emissions assertions.
� Remote verification was conducted for the manufacturing location at Jalgoan (edible oil refining) to review the systems for energy and GHG data management.

During the assurance process, we did not come across limitations to the scope of the agreed assurance engagement. Our verification was limited to the reported data on energy and GHG emissions presented in the Natural capital section of the Integrated report 2019-20.

Verification Methodology

We planned and performed our work to obtain the evidence we considered necessary to provide a basis for our limited verification opinion. As part of the verification process, we

Obtained an understanding of the systems used to generate, aggregate and report energy and GHG data at the sites visited by us;
Reviewed systems for energy and GHG management at sample manufacturing locations through site visits and remote verification;
Obtained an understanding of energy and GHG data management systems and the Completeness, Accuracy and Reliability of the data;
Examined and reviewed the following information on a sample basis:
Data related to sources of Scope 1 emissions in the process at various sites.
Data related to purchased electricity consumption at various sites.
Data related to estimation of reported Scope 3 emissions.
Data related to energy and emission reductions
Procedures and practices for GHG, energy and fuel consumption, measurement, monitoring and review.
Evaluated the GHG emissions data using the reliability principle together with Marico’s methodology on data analysis, aggregation, and measurement and reporting.

Conclusions

On the basis of the work undertaken, nothing has come to our attention to suggest that the GHG and energy performance indicator of Marico for the year 2019-20 brought out below are not materially correct. Some data inaccuracies identified during the verification process were found to be attributable to transcription, interpretation and aggregation errors and the errors have been corrected.

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Emissions:
Performance Indicator	Factors		Value for FY 2019-20
Scope 1 Emissions	a) Fuel used in manufacturing processes, b) diesel generators, c) furnace oil used in boilers d) company owned vehicles, e) CO2release due to use of fire extinguishers and f) Refrigerants release in air conditioners and refrigerators.		1,379.6 tCO2e
Scope 2 Emissions*	Purchased electricity from the grid		12,140.4 tCO2e
	Total Scope 1 & Scope 2 Emissions		13,520 tCO2e
Scope 3 Emissions**	a) Purchased goods and services; b) Fuel and energy related activities; c) Upstream transportation of products; d) Waste generated in operations; e) Business travel#; f) Employee commute; g) Upstream leased assets; h) Downstream transportation & distribution;i)End of life treatment		4,99,568 tCO2e
	Total Scope 1, Scope 2 & Scope 3 Emissions		5,13,088 tCO2e
Scope 1 Emissions	Biogenic emissions@released from use of Biomass (Rice Husk & Briquette) in boilers		31,493 tCO2e
GHG Emission Intensity	GHG Emission Intensity(Total Scope 1 & 2 emissions/ Total revenue for the year (INR 5655 crore)		2.39
Energy:
Performance Indicator		Factors	Value for FY 2019-20
Energy Consumption within Marico		_Non-renewable sources:_fuel used in manufacturing processes, diesel generators, furnace oil used in boilers, purchased electricity from the grid	70,053 GJ
		_Renewable sources:_Biomass used in boilers, electricity from solar and wind energy	2,70,099 GJ
Energy Intensity		Energy Intensity ratio(Total Energy consumption in GJ/ Total revenue for the year (INR 5655 Crore)	60.2

*Scope 2 emissions of Purchased grid electricity are based on the weighted average margin emission factor of 0.82 tCO2/MWh as per Central Electricity Authority’s (CEA) CO2 User Guide Version 14.0, December 2018. GJ conversion factors are based on KWH to GJ which is 0.0036

**Scope 3 Emissions are sourced from GaBi database 2020 LCI documentation

# In the absence of formal monitoring and recording systems for estimating Scope 3 emissions related to Business travel, DNV GL verified and observed that the assumptions are conservative @Biogenic Emission factors considered for Rice husk is 1.7 (kg CO2/kg of biomass) and Briquette 1.16 (kg CO2/kg of biomass)

Note:

1. Emission Factors used are sourced from IPCC 2006 National Greenhouse Gas.

2. Global Warming Potential (GWP) used in the emissions calculation are sourced from IPCC Assessment Report 5.

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DNV GL’s Independence

DNV GL states its independence and impartiality with regard to this verification engagement. We were not involved in the preparation of any data related to energy and GHG assertions made by Marico except the Verification Statements issued to the Company for the period 2019-20. While we did conduct other certification and assessment work with Marico in 2019-20, in our judgment this does not compromise the independence or impartiality of our engagement or associated findings, conclusions and recommendations.

For DNV GL Business Assurance India Private Limited,

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Bhargav Lankalapalli Vadakepatth Nandkumar Lead Verifier Technical Reviewer DNV GL Business Assurance India Private Head – Regional Sustainability Services Limited, India DNV GL Business Assurance India Private Limited, India.

Mumbai, India, 15[th] June 2020.

DNV GL Business Assurance India Private Limited is part of DNV GL – Business Assurance, a global provider of certification, verification, assessment and training services, helping customers to build sustainable business performance. www.dnvgl.com

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Notes

10 Years’ Financial Highlights

( ` Crore)

Year ended March 31, 2011 2012	2013 2014	2015 2016 2017 2018 2019	2020
�� 3,135 3,980	4,596 4,687	5,733 6,024 5,936 6,333 7,334	7,315
�� 418 484	626 748	870 1,051 1,159 1,138 1,326	1,469
�� 369 444	577 729	845 1,050 1,166 1,133 1,298	1,453
�� 376 400	552 695	822 1,029 1,149 1,117 1,257	1,374
�� Company 286 317	396 485	573 711 799 814 926	1,043
�� �� 405 397	491 592	668 873 947 922 1,057	1,167
Economic Value Added 180 204	227 332	419 558 610 550 589	704

Goodwill on consolidation 398 395	396 254	489 497 479 486 503	538
Net Fixed Assets 458 502	1,422 638	590 620 616 801 842	916
Investments 89 296	152 311	284 513 608 543 450	733
Net Current Assets 607 532	674 671	749 655 846 1,105 1,420	1,094
Net Non Current Assets 130 205	251 213	163 35 41 (82) (68)	(63)
Deferred Tax Asset (Net) 30 22	- -	- 65 10 20 202	159
Total Capital Employed 1,712 1,953	2,894 2,086	2,274 2,386 2,600 2,873 3,349	3,377

EquityShare Capital 61 61	64 64	65 129 129 129 129	129
�� 854 1,082	1,917 1,296	1,760 1,888 2,197 2,394 2,846	2,894
Net Worth 915 1,143	1,982 1,361	1,825 2,017 2,326 2,523 2,975	3,023
Minorityinterest 22 25	35 36	14 14 13 12 12	13
�� 774 785	872 680	428 331 239 309 349	335
�� - -	6 10	8 23 22 29 13	6
Total Funds Employed 1,712 1,953	2,894 2,086	2,274 2,386 2,600 2,873 3,349	3,377

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��$)
Return on Capital Employed 26.1 24.3	23.8 30.4	38.7 45.1 46.8 41.3 42.0	42.4
��@)
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(`�� �� ��	�� ��	�� �� �� �� ��	��
Earning per Share ( EPS ) (`) 4.7 5.2	6.1 7.5	8.9 5.5 6.2 6.3 7.2	8.1
(PAT / No. of Equity Shares)
Economic Value Addedper share (`) �� ��	�� ��	�� �� �� �� ��	��
Dividendper share (`) �� ��	�� ��	�� �� �� �� ��	��
Debt / Equity 0.8 0.7	0.4 0.5	0.2 0.2 0.1 0.1 0.1	0.1
Book Valueper share (`) 14.9 18.6	30.7 21.1	28.3 15.6 18.0 19.5 23.0	23.4
(Net Worth / No. of Equity Shares)
Sales to Average Capital Employed@ �� ��	�� ��	�� �� �� �� ��	��
Sales to Average Net WorkingCapital# �� ��	�� ��	�� �� �� �� ��	��

@ ��

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�� Note 2: FY16 onwards, per share numbers are calculated on the post bonus number of shares

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Purpose Statement To transform in a sustainable manner, the lives of those we touch, by nurturing and empowering them to maximise their true potential.

www.facebook.com/MaricoCampusConnections www.facebook.com/MaricoLimited/ ww.youtube.com/user/MaricoLimited www.linkedin.com/company/maricolimited @maricocareers

Marico Limited 7[th]

AI assistant

Marico Limited — AGM Information 2020

60544_rns_2020-08-05_bc69c51f-887d-43bd-a4e0-06fcb60184cc.pdf

Notice

MARico LiMiteD

CIN: L15140MH1988PLC049208

oRDiNARY BUSiNeSS

SPeciAL BUSiNeSS

Hemangi Ghag Company Secretary & Compliance Officer FcS No. 9329

Registered Office:

NoteS:

instructions for Members for Remote e-voting:

the details of the process and manner for remote e-voting are explained herein below:

OR

For Members holding shares in Demat Form and Physical Form

(xvi) Note for Non – individual Members and custodians:

23. instructions for Members for participating in the AGM through Vc/oAVM:

24. the instructions for Members for e-voting on the day of

the AGM are as under:

25. Procedure to raise questions / seek clarifcations with respect to Annual Report:

26. General Guidelines for Members:

28. Voting Results:

Registered Office:

exPLANAtoRY StAteMeNt PURSUANt to SectioN 102(1) oF tHe coMPANieS Act, 2013 AND SecRetARiAL StANDARD - 2 oN GeNeRAL MeetiNG iSSUeD BY tHe iNStitUte oF coMPANY SecRetARieS oF iNDiA

item No. 3:

item 4 & 5:

item No. 6:

Registered Office:

About this Report

This is Marico’s second Annual Integrated Report.

Reporting framework

Reporting boundary

Reporting period

Management responsibility statement

Assurance of report content

Restatement

Inside this Report

04-13

14-17

38-39

Shareholders

52-57

18-30

40-51

118 Million

58-61

Value-chain Partners

62-73 Community

74-81

68 %

88-189

About Marico

����������

1 out of 3

Our Values

Transparency and Openness

Consumer Centric

Opportunity Seeking

Bias for Action

Excellence

Boundarylessness

Global Outlook

Innovation

Key Products

����������������������� ��������������

INDIA

Coconut Oil

Value-Added Hair Oils

Parachute Advansed

Nihar Naturals

Healthy Foods

Male Grooming & Styling

Set Wet

Beardo

Skin Care

Hygiene

BANGLADESH

Coconut Oil, Hair Care, Skincare, Babycare, Male Grooming & Styling, Edible Oils and Hygiene

Value Added Hair Oils

Skincare

Marico Limited AGM Information 2020

��

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�� Edible Oils & Foods