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Project Report ON MARICO Submitted in INDIRA SCHOOL OF BUSINESS STUDIES BY SHRUTI KUMARI Roll Number: F-46 PGDM

INDIRA SCHOOL OF BUSINESS STUDIES PUNEPage 1 of 46

(2011-2013)

EXECUTIVE SUMMARYIndias consumer market is riding the crest of the countrys economic boom. Indias fast moving consumer goods (FMCG) sector is the fourth largest sector in the economy of India with a total market size in excess of US$ 13.1 billion. If we go by statistics, roughly around 73% of the Indian population lives in the rural areas- thats a very large market. Many giant players both foreign as well as domestic, are competing in the market with a view to capture it. The growing consumerism in India shows the rapid increase in Indian consumer purchasing power, it shows strengths and opportunity that lies in rural Indian markets especially for FMCG products. As a result of it I have opted to undergo the training in Marico Company a leading Indian FMCG Company having excellent distribution channel and deep rural reach in India .As the major part of the market is yet to be taped one need to evolve a set of strategies and there by plans to tape the potential Indian consumer market. To capture such a great opportunity, only good product and brand awareness will not be sufficient but proper distribution channel must be there With the world moving toward's globalization and the phenomena of LPG is touching each and every country and industry its effects are also there on Indian FMCG sector. Thus Companies need to constantly revive their 4P's strategy to be successful in the growing competitive Market's. Considering purely the fundamentals laid down by Philip Kotler is suggest that you need to have Right Product Mix (Product),Proper Pricing Strategies(Pricing),Right Promotion Offers(Promotion) and E fficientDistribution Channel (Place) to be a Successful Company. So in order to have a clear picture of all 4P's of Marico and especially for having efficient distribution channel, Satisfaction Level of Retailers on Various Products as well as other micro Parameter's plays a vital role in identifying the flaws and merits of Marico.

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IntroductionMarico is a leading Indian Group in Consumer Products and Services in the Global Beauty and Wellness space. Maricos Products and Services in Hair care,Skin Care and Healthy Foods generated a Turnover of about Rs.13.6 billion (aboutUSD 380 Million) during 2006-07. Marico markets well-known brands such as Parachute, Saffola, Sweekar,Hair & Care, Nihar, Shanti, Mediker, Revive,Manjal, Kaya, Sundari, Aromatic, Camelia, Fiancee and HairCode. Maricos brands and their extensions occupy leadership positions with significant marketshares in most categories- Coconut Oil, Hair Oils, Post Wash Hair Care, Anti-lice Treatment, Premium Refined Edible Oils, niche Fabric Care etc. Marico is present in the Skin Care Solutions segment through Kaya Skin Clinics (31 in India and the Middle East), the Sundari range of Spa skin care products (in the USA & other countries) and its soap franchise (in India and Bangladesh).Marico's branded products are also present in Bangladesh, other SAARCco untries, the Middle East and Egypt. The Overseas Sales franchise of MaricosConsumer Products (whether as exports from India or as local operations in a foreign country) is one of the largest amongst Indian Companies and is entirely in branded products and services. Marico was selected as one of the eight. Indiancompanies in S & P's list of Challenger Companies from various nations,compiled globally by Standard & Poor's in June 2007.Marico has also won various other Awards such as the following: 3 top Awards instituted by CNBC-TV18, U21 Global and Watson Wyatt

Worldwide, in following categories: Indias Employer of Choice for 2007 ,Award for HR Excellence & Award for Best Employer i n t h e C o n s u m e r Products and Healthcare Sector. Gold Effie (2007) for its Corporate campaign and a Bronze EffiePage 3 of 46

(2007) for Saffola. Kaya - Best Retailer in the Beauty and Fitness category, India retail Forum(September 2007)9 NDTV Profit Business Leadership Award, FMCG Personal HygieneCategory(Jul y 2007). One of India's 10 best marketers (Business Today September 2006). Brand Leadership Award at the India Brand Summit 2006 (September 2006) Kaya - Retailer of The Year Award (for the 2nd consecutive Year) at IndiaRetail Summit 2006. The Gulf Marketing Review Award in the Middle East 2006.

Every month, over 70 Million consumer packs from Marico reachapproximately

130 Million consumers in about 23 Million households, through a widespread distribution network of more than 2.3 Million outlets inIndia and overseas. Maricos focus on sustainable profitable growth is manifest through itsconsistent financial performance a CAGR of 19% in Turnover and 19% inProfits over the past 3 years- while setting a record of several consecutivequarters of year on year growth- 32 for Profits and 28 for Sales. VALUES OF MARICO INDUSTRY: Opportunity seeking Bias for Action Consumer Centric Excellence Innovation openness & transparency Global outlook Boundary lessness Marico has a set of articulated values that were created at the inception of the organization, revisited and modified once in the year 1997 and lately in 2003, through the collective wisdom of Mariconians. The values since then have been an integral part of the working of all Mariconians. Their values are preferred practices that are employed in pursuit of their Business. Direction. They sum up the philosophy that will build the culture to drive business growthPage 4 of 46

Marico was famous for its 'Parachute' and 'Saffola' brands. In a survey carried out by 'Brand Equity' of The Economic Times in early 2003, for India's 100 most trusted brands, Saffola ranked 75th and Parachute ranked 29th. Marico's brands had shown resilience against competition and maintained their market shares over the years. Marico had maintained a steady sales and profit growth over the years with a consistent Return On Capital Employed (ROCE) of over 30%.

In a survey of 500 companies conducted by 'Businessworld' in 2003, Marico ranked 16th in terms of ROCE while it ranked fourth among FMCG companies. Marico's products reached around 100 million Indians every month through 17 lakh retail outlets, which were serviced by its nation-wide distribution network comprising six regional offices, 32 Carrying and Forwarding Agents (CFAs) and 3600 distributors and stockists2. Marico entered two new lines of business in the year 2002-03 - Skin Care services through its 'Kaya Skin Clinics', and Ayurvedic Skin Care Products business in the US by its acquisition of a controlling stake in 'Sundari LLC', which owned the Sundari line of skin care products.

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Company History1988 - The Company was incorporated on 13th October, under the name of Marico Foods Ltd. It obtained the Certificate of commencement of business on 22nd November. - The Company is engaged in the business of manufacture and marketing of branded personal care products, edible oils, fabric care products and processed foods. The Company's products are sold under the brand names Parachute, Saffola, Sweekar, Marico's Hair & Care, Revive and Sil.

1989 - The name of the Company was changed to Marico Industries Limited w.e.f. 31st October. - In December, the Company entered into an agreement with M/s.Rasoi Industries Limited for purchase of its unit located at M.I.D.C.Industrial Estate, Jalgaon. 1990 - The Company entered into a Registered Users Agreement dated 26 th September, with BOIL for the use of the brands Parachute and Saffola for an initial period of 3 years commencing from 1st April. 1993

Page 6 of 46

- The Company established a new plant at Kanjikode, Palghat District, Kerala to manufacture Parachute Coconut Oil. This plant with capacity of 24000 tons of coconut oil per annum began commercial operation in May. - The products Parachute Coconut Oil, Saffola and Sweekar are manufactured at the Company's factories. The products Marico's Hair &Care, Revive Instant Starch, Parachute Amla and Parachute Herbal are manufactured on job work basis as per the Company's quality specifications and under the brand names of the Company.

-The Company has two SSI Units namely M/s. Amardeo Plastic Industries having its factory at Mumbai. - The SIL range of jams and food products are manufactured by Kanmoor Foods Limited (KFL) and marketed by the Company. - Saffola won the Most Outstanding `Brand of the Year' Award instituted by the Advertising Club of Mumbai. 1994 - Agreements dated 21nd February 1994 and 16th November 1995 between the Company and The Bombay Oil Industries Ltd. for using the Trademark Parachute and Saffola. 1995 - The Company has acquired the Brand `SIL' from KFL in March for an aggregate consideration of Rupees Three crores. 1996 - Memorandum of Understanding dated 2nd January, between the Company and Karvy Consultants Ltd. agreeing to act as Registrars to the Issue. - In March, the Company made a fresh issue of 10,00,000 equity shares of Rs.10/- each, at a premium of Rs.165/- per share, simultaneously with an offer for sale by thePage 7 of 46

promoters of 26,25,000 equity shares of Rs.10/- each, at a premium of Rs.165/- per share. - The Company decided to leverage on the strong equity of the Parachute brand through appropriate extensions. Accordingly, `Parachute Herbal' was launched. - The Total Quality Movement within the Company has gathered speed and now embraces virtually all locations. - The Company has made major investments in information technology, a process which began four years ago. Presently, all the establishments are covered by information technology and networked with the Corporate Office.

- The Company has acquired a formidable reputation for its HR practices and has been recognised by the National HRD Network in the recent past. 1997 - Marico Industries has extended the Sweekar oil brand to introduce two new refined oils-Sweekar cotton seed oil and Sweekar mustard oil. - The company has set up a factory near Jalgaon to process the cotton seeds and another factory near Jaipur for the mustard oil. - The company has launched branded refined mustard oil and cotton seed oil refined under its brand name Sweekar Orange. - Marico Industries has been one of the few success stories in the fast-moving consumer goods segment. - The company has announced the extension of the Parachute brand name to other products in the hair care segment, thus making it an umbrella brand. - Marico Industries has launched three new variants of coconut oil light oil, nutra sheen liquid and nutra sheen creme-under the brand name Parachute. - Marico Industries Limited, the Rs. 400 crore consumer goods company has been selected as a Top Performing Global Growth Company from India by the World Economic Forum, New Delhi.Page 8 of 46

1998 - The company was originally a join venture between a Lever group company and Nissin of Japan, and its products were distributed through HLL's channels. - Marico Industries Ltd has taken the lead in launching a refined oil in the soya segment with a new variant called Sweekar Refined Soya Oil. - The company has recently launched a new variant in Postman called Sona, which is a sunflower oil.

- MIL launched an innovative fabric care product named Revive ColourFix which helps to fix the colour on cotton fabrics. - The company has recently extended the brand equity of Parachute to coconut-based hair grooming products like Parachute Lite and Parachute Nutra-Sheen. The company is also considering testing Parachute branded products in international markets like Europe and America. 1999 - Marico Industries Ltd is focussing on relaunching its SIL brands in its `healthcare' business, after a successful repositioning of its Saffola and Sweekar brand. - The company is planning to introduce a range of vegetable soups. - The company is planning to set up a wholly-owned subsidiary in Bangladesh shortly. - Marico Industries (Marico) and The Bombay Oil Industries (BOIL) have reached an understanding in terms of which the brands, Parachute and Saffola are being assigned to Marico. - ICRA has retained the `A1+' rating for the Rs. 7.5-crore commercial paper programme of the company. - The company is planning to set up a local manufacturing unit is several other SAARC countries. 2000Page 9 of 46

- The Company launched Parachute Dandruff Solution Coconut Hair Oil in Calcutta, the first oil to combine coconut oil with anti dandruff properties in a single hair oil. - The Company has launched the branded coconut oil in a tamper proof seal pack with a flip top cap. - Marico Industries Ltd. has a tied up with the International Association of Trichologists (IAT), a non-profit organisation based in Australia.

2001 - Marico Industries has launched the Revive Anti-Bacteria starch. 2002 -Marico Industries Ltd has informed BSE that the Board approved the Issue of bonus redeemable preference shares of aggregate face value of Rs 290 million. Ratio -- 1:1 on equity enhanced after bonus issue of equity shares made by the Board on April 18, 2002 and approved by shareholders on July 18, 2002. The rate of dividend is 8% p.a.Increase in authorised share capital of the Company from Rs 300 million to Rs 600 million. 2003 -Marico Industries Ltd have appointed Erehwon consultancy firm for initiatives of innovation in marketing and management. -Marico Industries have acquired a controlling equity interest in Sundari LLC. 2004 -Marico Industries' popular edible oil brand 'Saffola' launches a fresh advertising campaign. The campaign by Grey Worldwide has a new tagline, Aaj se jeene ka andaaz sudhariye (Improve your lifestyle today), urges every Indian to take up healthy lifestyle. Earlier Saffola campaign used the tag line - Saffola Swasth ParivaarKe Dil Ki Dhadkan -High Court of Judicature at Bombay approves the Scheme of Amalgamation of Anandita Arnav Trading & Investment Private Ltd, Madhav Nandini Trading & Investment Private Ltd, Rajvi Rishabh Trading & Investment Private Ltd and RishabhPage 10 of 46

Harsh Trading & Investment Private Ltd with Marico Industries Ltd on February 12,2004 -Announces 1:1 bonus issue - Marico Industries launches 'Saffola Gold, a blend of Ricebran and Kardi oils in a 70:30 ratio, which has dual benefits of lowering cholesterol and enabling food cooked in it to absorb lesser oil

-Marico industries has announced its foray into the beauty products segment with the launch of Silk-n-Shine, a post-wash haircare product

2005 -Marico - MBL acquires soap brand Aromatic -Marico introduces new Mediker Plus in southern market -Marico arm buys toilet soap brand in Bangladesh 2006 -Marico Ltd has informed that the Company has reached an agreement to acquire the brand 'Nihar' from Hindustan Lever Ltd (HLL). Nihar gas a current annualized turnover of about Rs 1200 million spread over two segments - coconut oil and perfumed hair oils. -Marico Ltd has informed that the Company has acquired the Herbal Bath Soap brand Manjal from Oriental Extractions Pvt Ltd (Oriental) for an undisclosed consideration. -Marico enters Egypt, acquires haircare brand Fiancee 2007 -Marico Ltd has appointed Mr. Anand Kripalu as an Additional Non-Executive Director on the Board of Directors of the Company. - The Company has splits its face value from Rs.10/- to Rs.1/-.Page 11 of 46

-Marico Uncommon Sense Campaign won Gold EFFIE in Corporate Advertising Category Nihar Naturals and Saffola won Bronze each under Consumer Products Category

2008 -Marico Limited has appointed Ms. Rachana Lodaya- Legal Manager,as Company Secretary and Compliance officer of the Company, with effect from August 01, 2008. -Marico Jalgaon was awarded the CII National Water Management Award -Marico was ranked 2nd in Sourcing Platform Benchmarking Program 2009

-Asia Pacific Quality Organization (APQO) - Marico won the 'Best in Class' Award (Second highest) for the Large Manufacturing category -Marico won the Greentech Environment Excellence Award 2009 in the Silver Category in FMC 2010 -Harsh Mariwala was awarded the Ernst & Young Entrepreneur of the Year Award 2009 in the Manufacturing category.

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VISIONMarico visions for:

Consumers: For they are the reason we exist Membership: For a sense of ownership empowers us. Excellence: For it unleashes our potentialPage 13 of 46

Wealth: For on it hinges our growth Innovation: For it gives wings to ideas MISSION 2020

The Marico Innovation Foundations mission is to provide the nation with first: a belief that Innovation is possible and is the way to leapfrog India into the center stage of global business leadership, and second: a framework to leverage innovation for quantum growth.

Organization structureA Flat Structure:

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At Marico, which is flat with only five levels Of reporting between the Managing Director and an operator on the shop floor. They believe that a flat structure helps us in being more responsive to the environment while providing enriched roles for our members. Their structure defines clear roles and supporting relationships but is by no means rigid. Keeping in mind the fast and ever changing business environs, Marico's structure is dynamic and constantly evolving.

Financial performance1. Leverage=long-term debt / total equity Long term financial strength or soundness of a firm is measured in terms of its ability to pay interest regularly or repay principal on due dates or at the time of maturity. Such long term solvency of a firm can be judged by using leverage or capital structure ratios. (Debt-Equity ratio reflects relative contributions of creditors and owners to finance the business. Debt-Equity ratio =Total Equity/Total Debt The desirable/ideal proportion of the two components (high or low ratio) Mar11 .63 Mar10 0.66 Mar09 0.84 Mar0 8 1.09 Mar07 0.91

varies from industry to industry.Page 15 of 46

Debt equity ratio in 2008 was 1.09 which implies that the debt were 1.09 times more than the total equity which was a very risky period for the company as they were running under lot of debt and had taken lot of loans. as next year the ratio went below 1 that means the assets increased to such an extent that it surpassed the debt amount and the company attained a safe position. It went down furthermore to 0.66 such a low ratio indicates the funds were not spent as they should have been. Currently the ratio stands at 0.63 which can be said is satisfactory. Current Ratio = current assets/current liabilities The current ratio measures the ability of the firm to meet its current liabilities from the current assets. Higher the current ratio, greater the short-term solvency (i.e. larger is the Mar11 Current Ratio 0.99 Mar10 1.35 Mar09 1.28 Mar08 1.33 Mar07 0.90

amount of rupees available per rupee of liability)

Current ratio of the company has been gradually fluctuating since 2007 on an annual basis the company has been not performing consistently with a good amount of cash in hand. In the present scenario the ratio stands at 0.99 which is a bit low compare to the previous year i.e in 2010.Page 16 of 46

3.Quick ratio = (cur. Assets inventory)/cur. Liabilities Mar11 Quick Ratio 1.70 Mar10 1.23 Mar09 1.25 Mar08 1.07 Mar07 0.55

4. Working capital = Cur. Assets Cur. Liabilities Mar11 Working Capital(Cr.) 687.27 Mar10 499.54 Mar09 402.11 Mar08 333.21 Mar07 165.80

4. Gross Profit (on sales) = Net Sales Cost of goods sold. Mar11 G.P(Cr.) 343.27 Mar10 333.02 Mar09 269.40 Mar08 209.06 Mar07 189.16

6. Interest coverage ratio = P.B.I&T / Interest Mar11 Interest Coverage RatioPage 17 of 46

Mar10 21.49

Mar09 10.08

Mar08 12.08

Mar07 10.21

18.77

7.Gross Margin = (Net Sales C.O.G.S) / Net Sales Mar11 Gross margin 13.44 Mar10 15.37 Mar09 13.13 Mar08 12.06 Mar07 11.21

8. R.O.N.A [Return on net asset] = = Net Income/Shareholder's Equity

Mar11 R.O.N.A 13.44

Mar10 15.37

Mar09 13.13

Mar08 12.06

Mar07 11.21

OWNERSHIP STRUCTURE:

CATEGORY OF SHAREHOL DER

NO. OF SHAREHOLDERS

TOT AL NO. OF SHA RES

TOTAL NO. OF SHARES HELD IN DEMATERIAL IZED FORM

TOTAL SHAREHOLD ING AS A % OF TOTAL NO. OF SHARES

SHARES PLEDGED OR OTHERWI SE ENCUMBE

Page 18 of 46

AS A % OF (A+B) AS A % OF (A+B+C)

RED NUMBER OF SHARES AS A % OF TOTAL NO. OF SHARES

(A) Shareholding of Promoter and Promoter Group (1) Indian Individuals Hindu Undivided Family Bodies Corporate Any Others (Specify) Trusts / 22 83,782,520 82,882,5 20 13.63 13.6 3 400,000 0.48

2 4

8,822,000 293,504,000 293,504,000 386,108,520

8,822,00 0 293,504, 000 293,504, 000 385,208, 520

1.43 47.74 47.74 62.80

1.43 47.7 4 47.7 4 62.8 0

400,000

0.10

4 28

Sub Total (2) Foreign Total shareholding of Promoter and Promoter Group (A)

28

386,108,520

385,208, 520

62.80

62.8 0

400,000

0.10

(B) Public Shareholding

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(1) Institutions Mutual Funds / UTI Financial Institutions Banks Insurance Companies Foreign Institutional Investors Any Others (Specify) Foreign Bank / 8 101 7,044,780 156,208,572 7,044,78 0 156,203, 572 3,000 3,000 187,499, 464 1.15 25.41 1.15 25.4 1 30.5 0 45 3 24,181,936 66,176 24,181,9 36 66,176 3.93 0.01 3.93 0.01 -

1

3,000 3,000 187,504,464

30.50

-

-

1 158

Sub Total (2) NonInstitutions Bodies Corporate Individuals Individual shareholders holding nominal share capital up to Rs. 1 lakh

699

14,773,041 20,415,226

14,731,0 41 19,474,0 36

2.40 3.32

2.40 3.32

-

-

32,7 29

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Individual shareholders holding nominal share capital in excess of Rs. 1 lakh Any Others (Specify) Clearing Members Non Resident Indians Trusts ESOP/ESOS/ ESPS Sub Total Total Public shareholding (B) Total (A)+(B) (C) Shares held by Custodians and against which Depository Receipts have been issued-m (1)Page 21 of 46

3,242,829 11

3,242,82 9

0.53

0.53

-

-

920

2,786,757 147,896 1,969,630 81,514 587,717 41,217,853 228,722,317

2,786,75 7 147,896 1,969,63 0 81,514 587,717 40,234,6 63 227,734, 127 612,942, 647 -

0.45 0.02 0.32 0.01 0.10 6.70 37.20

0.45 0.02 0.32 0.01 0.10 6.70 37.2 0 100. 00 -

-

-

210 674 3 33 34,3 59 34,5 17 34,5 45 -

614,830,837 -

100.00 -

400,000 -

0.07 -

-

-

-

-

-

-

(2) Sub Total Total (A)+(B)+ (C) 34,5 45

614,830,837

612,942, 647

-

100. 00

400,000

0.07

BUISNESS OPERATION&PLANT LOCATION ALL OVER THE WORLD:Page 22 of 46

Maharashtra India Pondicherry India Daman & Diu India Kanjikode - Kerala India Goa India Jalgaon - Maharashtra India Dehradun - Uttaranchal India Mumbai - Maharashtra India America: USA Canada Asia-pacific: Afganistan Australia Bangladesh Bhutan Malaysia Nepal Pakistan Singapore Sri Lanka Middle East: UAE Iran Israel

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Kuwait Lebanon Oman Qatar Saudi Arabia Sudan Yemen

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EXECUTIVE PROFILE:

Name

EXPRIENCE

QUALIFICATION

Founded Marico in 1990 and transformed a traditional Harsh Mariwala commodity driven business Chairman and into a leading Consumer Products & Services Managing Company, in the Beauty and Director Wellness space In March 2011, Harsh Mariwala was elected as the President of Federation of Indian Chambers of Commerce and Industry (FICCI). He is also on the Board of Cadbury India Limited. In the past, he has held several positions as the FMCG Committee Chairman of FICCI and CII. Harsh Mariwala is also a part of the Young President Organization (YPO) and World Presidents Organization (WPO) and has held the position of YPO Education. Mr. Gupta CEO, Products BusinessPage 25 of 46

Saugata 20 years of experience mostly in FMCG as well as in Financial Service Consumer

He has an engineering degree from IIT Kharagpur and a management degree from IIM Bangalore.

Mr. Vijay Vijay began his career with Subramaniam United Breweries as the All India Marketing Manager in CEO, 1991. International Business Group

Vijay Subramanian holds a MMS degree from Jamnalal Bajaj Institute of Management Studies and a Bachelors degree in Engineering from Mumbai University. An MBA from IMD Lausanne (Switzerland), Ajay also holds a Bachelors degree in Commerce from Delhi University. His hospitality training includes a Diploma in Hotel Management from Institute of Hotel Management (Delhi) followed by Oberoi School of Management (Delhi). He also completed a Certification Course in Chain Store Management from the Cornell University (USA) Milind completed his professional education (Chartered Accountancy, Cost Accountancy and Company Secretary ship) during 198384, with high All India Ranks in CA and CWA, following a B. Com. (Honours) from the University of Bombay in 1979. During 1996, he was one of the two Indian managers selected for the CIIFulbright Fellowship for Leadership in Management at the Carnegie Mellon University, Pittsburgh,

Mr. Ajay Pahwa CEO, Kaya Ltd

Ajay has 20 years of international experience in building global retail brands and leading diverse teams

Milind He has 27 years of experience spread across diverse domains such as Group Chief Consumer Products, Finance, Finance Officer & Chief Corporate Development & Human Resource Officer Strategy, Product Supply, Marico Limite and Human Resources. Prior to Marico, he was associated with Hoechst (Aventis) and the Godrej Group.

Mr. Sarwate

Page 26 of 46

Pennsylvania, U S A. joined Marico in 1999 and since then, held several Executive Vice positions including HeadPresident and Corporate HR, HeadHead Human Resources at Organizational Development Marico Limited. and Head - HR& OD B Sridhar Ashutosh Telang Bachelors degree in Statistics and a Masters in Labour Studies from Mumbai Universit

Sridhar has over 16 years of BTech in Electronics from IT experience in Sales, Trade BHU and MBA from XLRI B Sridhar is the Marketing, Business Finance Jamshedpur. Executive Vice and General Management. President and Head Sales & Business Finance Consumer Products Business at Marico Limited.

Chaitanya Deshpande the Executive Vice President and Head Investor Relations and M&A at Marico Limited

began his professional career, in 1986, as an Accounts Executive with Bharat Gears

an alumnus of Jamnalal Bajaj Institute of Management Studies having done his Masters in Management Studies in 1990. He is a graduate in Commerce from Ness Wadia Institute (Pune

He joined Marico in 1999 and since then, has held the Executive significant positions like Vice President and Head Finance & Company Regional Head MENA at Affairs Bangladesh, Marico Limited. Regional Head- South-East Asia and Executive Director & Country Head, where he has demonstrated strategic vision and bottom line focus. Prior to Marico, Debashish was associated with PerfettiPage 27 of 46

Debashish Neogi

An ACA from the Institute of Chartered Accountants of India, and a degree from the Institute of Costs and Works Accountants of India.

Limited, for nearly three years, as the Branch Accounts Manager

Sameer Satpathy the Executive Vice President and Head Marketing (Consumer Product Business) at Marico Limited.

Sameer joined Marico in 2002 and has since held several leadership positions; namely as Head of Marketing for the Wellness & New Products and the Category Head - Youth Products. Prior to Marico, Sameer had a 7-year long stint at Berger Paints

He holds an MBA in Marketing from Xavier Institute of Management, Bhubaneswar and a Bachelor of Commerce from Hansraj College University of Delhi. He has also studied Consumer Marketing Strategy at Harvard Business School and the Global Program for Management Development at the University of Michigan.

Page 28 of 46

Joint venture

Marico Buys JV Partners Stakes(23 per cent stake) ;2003 Adani (50:50 joint venture) It acquires Oriental Extractions-Manjal from Oriental Extractions Pvt Ltd; Jan 03, 2006 It acquires Hindustan Lever Ltd-Nihar from Unilever ;Jan 27, 2006 It acquires Sundari a manufacturer of skin care products (7.5 per cent stake in Sundari) It acquires Oil of Malabar from West Coast India; Nov 01, 1999 Acquired the aesthetics business, of the Singapore based Derma Rx Asia Pacific Pte. Ltd. (Derma Rx), under the Kaya portfolio.

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Business status

Marico is a leading Indian Group in Consumer Products & Services in the Global Beauty and Wellness space. Marico's Products and Services in Hair care, Skin Care and Healthy Foods generated a Turnover of about Rs. 26.6 billion (about USD 600 Million) during 2009-10. Marico's brands and their extensions occupy leadership positions with significant market shares in most categories- Coconut Oil, Hair Oils, Post wash hair care, Anti-lice Treatment, Premium Refined Edible Oils, niche Fabric Care etc. Marico business broadly classified into three Consumer Products Business FMCG business in India International Business Group International FMCG business Kaya Limited - A chain of skin care clinics Consumer Products Business FMCG business in India Marico has strong presence in Indian market & selling skin care, hair care, edible oil products like parachute, medicare, manjal, saffola & oil of malabar. International Business Group International FMCG business: Marico's branded products are present in Bangladesh, other SAARC countries, the Middle East, Egypt, Malaysia and South Africa. The Overseas Sales franchise of Marico's Consumer Products is one of the largest amongst Indian Companies and is entirely in branded products and services. Kaya Limited - A chain of skin care clinics Marico is also present in the Skin Care Solutions segment through Kaya 100 Skin Clinics. These clinics are spread in India, Middle East and Bangladesh. In addition, Marico also acquired the aesthetics business, of the Singapore based Derma Rx Asia Pacific Pte. Ltd.Page 30 of 46

(Derma Rx), under the Kaya portfolio. Category Brand Indicative market share (Apx) 46% 74% Bangla Saffola desh Premium refined oil Anti lice treatment Hair oils 53% 96% 22% Parachute jasmine, shanti alma, hair care, nihar Parachute hair cream Kaya clinic skin Dermatology led skin solution Instant fabric starch

Parachute

Coconut India

oil

Mediker

Hair cream 27%

Less than 60%

80%

Revive

Besides that in Egypt, Maricos brands have a total market share of over 55% in the hair styling category.

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New initiatives & developments:

The company has entered into the south East Asian region through the acquisition of Code 10 from Colgate Palmolive in Malaysia. A new plant has been setup for manufacturing Parachute range of products for supplying to the Middle East & North America. New product launches during 2010 are Parachute Advanced hot oil, Parachute Gold hair oil. Marico plans to launch various innovative products under its two flagship brands Parachute and Saffola. Marico plans to introduce cooling hair oil under its Nihar and Parachute brands. It would extend the edible oil brand - Saffola into the functional foods category, making it a lifestyle brand. Marico Highlights

1 out of every 4 Indians is a Marico consumer. Marico distribution network covers over 33 lacks retail outlets Most Marico brands enjoy a leadership position in their respective categories Parachute is the worlds largest coconut oil brand Marico is well connected with 40000 farmers who are cultivating in 1-lac acres of agricultural produce. THE MARICO GROWTH STORY: Marico achieved a turnover of INR 3128 crore during FY11, a growth of 18% over FY10.The volume growth underlying this revenue growth was healthy at 12%. Profit after Tax(PAT) for FY11 was INR 286 crore, a growth of 24% over FY10. Over the past 5 years, thetop line and bottom line have grown at a compounded average growth rate (CAGR) of 22% and27% respectively.

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Brief Industry overview and analysis :

SECTOR IDENTIFICATION

If we go by statistics, roughly around 73% of the Indian population lives in therural areas. Thats almost 12% of the world population. There are 600,000 villages in India. 23% of all villages account for 63% of thetotal rural population. So you can contact 63% of 680 million or 700 million population by simply contacting 130000 villages - thats a very large market Since this theoretically constitutes a huge market potential, marketers will tendto throw in their hooks to catch the fish. Now with the urban demand hittingthe plateau, rural markets are gaining more importance and we cannot ignoreit. Hindustan Levers sales turnover in rural market alone is over five thousandCrores thats a whopping fifty percent of the total sales turnover. So we canimagine how much potential the rural market has? To get the maximum out of this opportunity, all organization needs to planstrategically. What has happened from 1990 onwards is that advertisers spent a lot of on and b y default they covered some rural markets as well. As a bonus, theseadvertisers started getting certain returns from the rural market - bonus of investment, which they had actually made for the urban market What marketers and advertisers are today worried about is how to develop ascalable model of influencing the rural consumers mind over a large period of t i m e and keep it going, given limited or reasonable budgets to make t h i s happen. Many companies are entering to the rural market and the potential o f t h e market encourage me to do project work in the rural market

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ABOUT FMCG SECTOR INDIA Markets all over the world have been on a roll in 2003 and the Indian bourses are no exception having gained almost 60% in 2003. During this period, while there are sectors that have outperformed this benchmark index, there are also sectors that have under performed. FMCG registered gains of just 33% on the BSE FMCG Index last year. At the macro level, Indian economy is poised to remained buoyant and grow at more than 10%. The economic growth would impact large proportions of the population thus leading to more money in the hands of the consumer. Changes in demographic composition of the population and thus the market would also continue to impact the FMCG industry. According to a survey by 2013, Indians under 20 are estimated to make up 33% of the population - and wield proportionately higher spending power. Means, companies that are able to influence and excite such consumers would be those that win in the market place The Indian FMCG market has been divided for a long time between the organized sector and the unorganized sector. While the latter has been crowded by a large number of local players, competing on margins, the former has varied between a two-player-scenario to a multi-player one. Unlike the U.S. market for fast moving consumer goods (FMCG), which is dominated by a handful of global players, India's Rs.460 billion FMCG market remains highly fragmented with roughly half the market going to unbranded, unpackaged home made products. This presents a tremendous opportunity for makers of branded products who can convert consumers to branded products. However, successfully launching and growing market share around a branded product in India presents tremendous challenges. Take distribution as an example. India is home to six million retail outlet sand super markets virtually do not exist. This makes logistics particularly for new players extremely difficult. Other challenges of similar magnitude exist across the FMCG supply chain. The fact is that FMCG is a structurally unattractive industry in which to participate.

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STRUCTURAL ANALYSIS OF FMCG INDUSTRY 1.The products often cater to 3 very distinct but usually wanted for aspects -necessity, comfort, luxury. They meet the demands of the entire cross sectionof population. Price and income elasticity of demand varies across productsand consumers. 2.Individual items are of small value (small SKU's) although all FMCG products put together account for a significant part of the consumer's budget. 3.The consumer spends little time on the purchase decision. He seldom ever looks at the technical specifications. Brand loyalties or recommendations of reliable retailer/ dealer drive purchase decisions. 4.Limited inventory of these products (many of which are perishable) are kept by consumer and prefers to purchase them frequently, as and when required. 5.Brand switching is often induced by heavy advertisement, recommendation of the retailer or word of mouth

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SWOT analysisStrength

Centralized payment Decentralized collection Low invest Source of funds Management of funds widespread distribution network of more than 2.5 Million outlets in India and overseas. innovative approach :focused on meeting the emerging needs of the modern day consumers Wide variety of product Understanding of Indian consumer behavior in the hair oil segment Large distribution network all over India.Rural market reach one of the largest amongst Indian FMCG company. Marico reach approximately 130 Million consumers in about 23 Million households No. 2 player in the growing VACNO (Value Added Coconut Oil) Strong brand equity Wide global presence High bargaining power Diversification of business by expansion a flat organizational structure empowered : everyone is a member and not an employee Maricos structure is dynamic & constantly Good personnel system Good industrial relation with other company Personnel system Organisational and employee characteristics Industrial relations Quality and motivation of personnel rated as one of the most innovative companies by Business Today -Monitor Group

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Weakness Fixed price Sales of Rural Area was Slowly Decreasing. Not strong within the shampoo segment, having hardly any share Not having any antidandruff hair oil whose market potential is worth 25% of the total oil market in India. Low company image Low promotion Low export level High dependence on Parachute High leverage compared to peers Indian labour laws are relatively unfavorable to the trades and there is an urgent need for labour reforms in India Opportunity India's Rs.460 billion FMCG market Increase Income Level With Result in Faster Revenue Growth.

Need to concentrate within the various others market potential zones like hair shampoo, hair colorants etc. Large Domestic Market Growth Marico, is betting big on its international business and is open to acquisitions provided they fit in with its overall growth strategy . Growth in international markets Successful entry into beauty and healthcare market Untapped rural market In rural markets, brands are non-existent India is rich in highly trained manpower Industry has large and diversified segments that provide wide variety of products Population

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Threats Tax and Regulatory structure Economic slowdown resulting in lower consumer spending. Marico's key raw materials include copra, kardi oil, sunflower oil, corn oil and rice bran oil, which are commodity crops whose availability isseasonal. Competition from the diverse players present in the market can cause loss of market share. Intense competition from global brands in international market More job opportunities for the Human Resources around the world International labor Laws Despite technological advances, beverage sector remain labour-intensive Labor problems Any change in Government policy

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CORPORATE SOCIAL RESPONSIBILITY

Marico believes in aligning the interest of all stakeholders in the environment inwhich it operates its shareholders, consumers, members, associates, government andsociety. Promoting conscious capitalism is an important step towards fulfilling theCompany's purpose. Marico has chosen the following areas of focus to make itscontributions towards society and to function responsibly is respect of the impact itsoperations have on the environment. 1. Marico Innovation Foundation Marico instituted the Marico Innovation Foundation (www.maricoinnovationfoundation.org)in 2003, to provide a framework to the Industry and Social Sector to leverage innovationfor quantum growth. The overall approach of the Foundation is to be a catalyst thatconcentrates on creation of knowledge through research, knowledge dissemination &recognition through its Innovation for India Awards. The Foundation has drawn insights from Indian organizations that have challenged convention and achieved quantum growth through innovation organizations that have considered ideas and not resources as their key competitive advantage. Its social innovation research seeks to highlight inspiring work that brings insight into what differentiates social innovation which if scaled up, has the power to address some of the fundamental problems in the country. One of Foundation's popular researches resulted in a best seller publication Making Breakthrough Innovation Happen: How 11 Indians pulled off the impossible. This publication is a culmination of a six year joint discovery effort to identify genuine breakthrough innovations from within India and then uncover cutting edge insights into; 'what these innovators did differently to make the impossible happen'. The other knowledge building initiatives of the foundation include alliances between top Indian Business Schools and Indian organizations for a 2-month elective 'live' course on Applied Innovation. To extend the Marico Innovation Foundation's catalytic approach towards Innovation, it organises Innovation Workshop for Social Enterprises'. The purpose of these workshops is to enable social organizations to apply innovation as a key tool to significantly increase their social impact and scale programs. The 3-day workshop focuses on innovation tools,Page 39 of 46

knowledge sharing from successful case studies, addressing primary challenges in applying innovation and helping social enterprises identify and put together an innovative roadmap to scale up and create greater impact. After the workshop, organizations are selected for a 12-18 month innovation incubation program. Through the knowledge dissemination mechanism the Foundation is able to propagate the findings of the researches through large-scale mass platforms across India. It has shared its learning at business schools, industry fora and management associations to help take other organizations to take quantum leaps instead of going through the process of rediscovery. In addition its Innovation Exchange is a portal that brings the entire Innovation Ecosystem including researchers, innovators, entrepreneurs and academia across industry along with investors and mentors together onto one single platform. This is an initiative in association with the Indian Institute of Management, Ahmedabad (IIM A) and the Department of Science and Technology, Government of India. To recognize and applaud outstanding leadership with a focus on innovation, the Marico Innovation Foundation institutionalized Innovation for India Awards in 2006. These Awards acknowledge & foster leadership with innovative focus in various Business & Social sectors. From 2010 a new category - Public Governance, has been introduced to recognize innovations where the Central or State government or any wing of the government including public-private partnership has innovated. The intent of the Awards is to reward projects and businesses that make a real difference to India and the community at large. Based on the criteria of uniqueness, impact and scalability, 'India's Best Innovations' are declared biennially. Since 2006, 32 innovators have been recognized. Bharti Airtel and Tata Nano were recognized as Global Game Changers for their spirit of innovation. An eminent Governing Council chaired by Dr. R A Mashelkar FRS, CSIR Bhatnagar Fellow steers the work of the Foundation. 2. Sustainability Initiatives Marico's sustainability efforts are aimed towards conserving the ecology, whilst institutionalizing a 'green mindset' amongst Mariconians. Marico has successfully implemented over 50 ideas in the areas of energy, water and paper usage reduction in the last 2 years. The ideas varied from process changes in manufacturing to investing in equipment that would reduce energy consumption to reduced usage of plastic.

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We have gained considerable momentum in our efforts to reduce our carbon foot print,most of our strategies and processes today undergo a Green filter, as we intrinsically evaluate the environmental implications of all initiatives.

Highlighted below are some key initiatives that had a significant positive impact onthe environment. Energy Leveraged the latest technology to reduce power consumption in our datacenter Improved truck loading efficiency at our factories leading to reduced fuel consumption Designed the new plant at Baddi in an energy-efficient manner. Learning from here is being replicated across all manufacturing locations Installed variable frequency drives to reduce energy consumption at our Pondicherry factory Use of bio mass fuel for boilers Water Reduction of water consumption at Jalgaon plant by about 36% Rainwater harvesting across manufacturing sites Drip irrigation system installed at the Jalgaon factory Paper Use of recycled paper at Kaya Skin Clinic Plastic Reduction in PVC Consumption by 90% in plastic bottles The Think Fresh, Be Green initiative aims to build a Green culture at Marico. Tree plantations on birthdays, using video conferencing to reduce travel,celebrating festivals inPage 41 of 46

an eco-friendly way are part of the culture. We have also institutionalized a Green Score Card which measures progress on our Green journey through member feedback. Teams that have made significant contributions to our sustainability journey are recognized We conducted sessions for our C&FA agents (depots) on the need and benefits of going Green, which has led to considerable savings for the organisation. More importantly however, it has increased the saliency of the need to adopt sustainable work practices amongst our associates. Our achievements in this space have been recognized through numerous awards, Marico (Kanjikode) was conferred with the Kerala State Energy Conservation Commendation Award 2010, in the large-scale energy consumers category. Marico won 'Silver' at the Greentech Environment Excellence Award 2010, in the FMCG sector. Marico bagged the Runners-up trophy at the G-CUBE Marico (Jalgaon) won the Good Green Governance Award.

3 . Safety Marico places prime importance on the safety & health of all its members. In pursuit of a hazard and incident-free work environment, we have defined an Environmental & Occupational Health & Safety (EOHS) policy, which guides systematic efforts to continually upgrade our systems, impart relevant training andimprove communication system to handle emergency situations. Some of the initiatives we have taken are: Marico Factories are certified for OHSAS 18001:2007 by certifying body DNV. They have recently undergone an ISO: 14001 and OHSAS: 18001 (EOHS) audit by an external agency. Safety Councils at our plants, periodically review accidents, safety records andissues related to safety, health and work environment. In factories, every major project is routed through the Safety department. We have installed diesel engines for the operation of the fire hydrant systems,in case of power failures. All plants hold annual safety weeks that aim to increase awareness of potentialhazards and serve as a refresher for key safety procedures.

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Emergency preparedness and response procedures are tested regularly by conducting mock drills. Members undergo Safety Training as part of their induction. Health and safety seminars are conducted for contract workers. Reinforcement training like Fire fighting is compulsory at least once a year;other training is imparted as per a training calendar. In recognition of our achievement Marico plants at Jalgoan, Goa, Poanta Sahib and Kanjikode have won the Greetech Award for Safety.

4 . Other Initiatives Most of these initiatives have been primarily in the areas of Education and Training and support for local communities. Education & Training: Marico's factories and depots are present in rural areas, where there is an opportunity for the Company to give back to the society by empowering the younger generation. Keepingthis in mind, Marico has donated books, stationery, study material, clothes and emergency lamps and aided renovation at various local government schools. In order to give students an industry perspective, Marico collaborated with the local institutes to offer training programs to students. These include training sessions on Supply Chain & TPM. Several plant visits were organized for government primary schools. Marico also conducted a training programme on FSSC for Food Safety Officers, all across India. It covered about 650 Food Safety Officers. Marico Bangladesh has organized communities under the Community based organization. It educates and guides the community in solving problems faced by them in areas of coconut production and development and conversion of the coconuts to copra. It has also worked towards establishment of other businesses that complement copra supply to augment income of the participating groups. Awareness sessions for the local communities were organized; Aids Awareness programme for truck drivers by Pondicherry AIDS Control Committee at the PondicherryPage 43 of 46

factory. In addition, parenting sessions were held for workers' family members at some of the factories. Support for Local Communities: As part of our contributions to the local communities in which we are present Maricohas contributed towards participation in blood donation camps at factory locations inIndia and overseas, conducted skin care camps for Helpage India by dermatologists fromKaya, provided financial support for weather risk insurance to farmers and helped in therenovation exercise of the local police station in Egypt. This year, Marico members also participated in the week-long Joy of Giving Initiative,to promote 'Giving'. Joy of Giving: Joy of Giving Week is a not-for-profit organization, run and managed by a group of volunteers, that promotes 'Giving' in any form- Money, Resources, Skills, Time. Marico organized a series of activities at its various locations, during the week of September 26October 2, 2010. These included: Vastra Samman & Toy Bank: A week long collection drive that encouraged members to donate old clothes, toys, books and stationery. The donated items were in turn distributed to rural areas and villages, through the NGO Goonj and Toy Bank. Members donate denthusiastically for this cause. Make A Wish Foundation: The foundation collects monetary donations, in order to fulfill wishes of children facing life threatening diseases. Members contributed generously to this cause. A variety of wishes were fulfilled; holiday with family, owning a doll set, a computer and many more. Crafts Bazaar: Marico organized a day-long Crafts Bazaar at several of its locations .It invited NGOs that support Women Empowerment, Children and Education to set up stalls at its office premises. This gave the NGOs a platform to not only display but also sell their products; the key objective being to raise funds that would in turn be ploughed back into the NGO, to further support their individual causes

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Mergers & AcquisitionsAcquisition of Derma Rx In May 2010, Kaya Limited, Marico's wholly owned subsidiary delivering skin care solutions in India, acquired the skincare aesthetics business of the Singapore-based DermaRx Asia Pacific Pte Ltd. (Drx AP). Derma Rx offers solutions to its customers through four clinics and medispas located in Singapore and Kuala Lumpur (Malaysia). This acquisition gives Kaya access to a range of highly efficacious skin care products, some of which havebeen introduced in India and are in the process of being introduced in the Middle East. Acquisition of the brand Ingwe Marico, through its wholly owned subsidiary Marico South Africa (Pty) Ltd (MSA),acquired the brand 'Ingwe' from the South Africa-based Guideline Trading Company in August2010. The product range comprises immuno boosters focused on the ethnic consumer in South Africa. The acquisition of Ingwe brings in a range of products that complements that of MSA's brand, Hercules. Marico's entry into Vietnam Marico strengthened its foot hold in South-East Asia by taking up 85% equity in International Consumer Products Corporation (ICP), one of the most successful Vietnamese FMCG companies, in February 2011. ICP was founded in 2001 by Dr. Phan Quoc Cong and his partner. Its brands (X-Men, L'Ovite, Thuan Phat and others) have a significant presenc eacross the personal care, beauty cosmetics and sauces/condiments categories. X-Men is a leading player in the male grooming segment in Vietnam and has been rated the 2nd Most Trusted Personal Care brand in the country. With over 35% market share, it leads the men's shampoo category. L'Ovite, the company's premium cosmetics brand, ranks amongst the top 5premium cosmetics brands in Vietnam.

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Divestment of brand Sweekar Marico divested its refined sunflower oil brand 'Sweekar' to Cargill India Private Limited (Cargill) in March 2011. This is in line with the Company's focus on the wellness platform through its healthy refined edible oils and functional foods brand Saffola

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