For the Financial Year Ended 31st March, 2011
The Directors submit their Report for the financial year ended 31st
March, 2011.
SOCIO-ECONOMIC ENVIRONMENT
World output staged a smart recovery in 2010 growing by 5% during the
year after a decline of 0.6% in 2009. While growth in the first half
of the year stood at 5.25%, there was a marked deceleration in the
second half which recorded a growth of 3.75%. Receding fears of a
global depression in 2009 initially led to a lower rate of destocking
by business and subsequently to a phase of rebuilding depleted
inventories. This fostered a sharp rebound in industrial production and
trade which lasted through the first half of 2010. Simultaneously,
accommodative policies adopted by most governments, improvement in
business confidence and financial conditions encouraged investments and
helped arrest rising unemployment levels and boost consumption.
Consequently, recovery has become more self-sustaining and the risk of
a double-dip recession in advanced economies has abated. The recovery,
however, is broadly moving at two speeds. While economic growth in the
advanced economies remained modest at around 3% in 2010 after a decline
of 3.4% in 2009, emerging and developing economies recorded robust
growth in excess of 7% during the year – led primarily by China and
India. According to the International Monetary Fund (IMF), world real
GDP growth for 2011 is forecast at 4.4%, representing a modest slowdown
from 2010 levels. Real GDP in the advanced economies is expected to
grow by 2.5% while that in the emerging and developing economies is
forecast to grow by 6.5%. However, downside risks to these estimates
continue to outweigh the upsides. In the case of advanced economies,
the key concerns revolve around weak sovereign balance sheets, the
possibility of financial troubles in peripheral Euro area spreading to
core Europe, high levels of unemployment, the continued weakness of the
US real estate market and the lack of progress in formulating
medium-term fiscal consolidation plans. In the emerging economies, key
risks relate to overheating, asset price bubbles, rapid rise in
inflationary pressures, spurt in commodity prices and the potential for
boom-bust cycles could eventually result in a hard landing in these
economies. With emerging markets accounting for 40% of global
consumption and two-thirds of global growth, a slowdown in these
economies could dent global recovery significantly.
Closer home, after growing at 8.0% in 2009/10, the Indian economy
picked up further steam in 2010/11 recording a real GDP growth of 8.6%
during the year. While the Agricultural sector posted an above-trend
growth of 5.4% aided in part by a low base effect, Industry and
Services grew by 8.1% and 9.6% respectively. After clocking an
impressive growth of 8.9% in the first half of the year, the economy
showed signs of moderation in the second half especially in capital
goods production and investment spending. A good performance on the
external front with exports growing by 37.5% even as imports grew by
21.6% during the year helped reduce the Current Account Deficit to
approximately 2.5% of GDP from 2.8% in the previous year. The Centres
Fiscal Deficit for the year stood at 5.1% of GDP – a significant
improvement from 6.4% recorded in 2009/10 – driven by buoyant tax
collections and proceeds of the 3G spectrum auction. However, amongst
these positives, the persistently high level of inflation in the
economy despite good monsoons was a key cause for concern. The
year-on-year headline WPI inflation started trending up from December
2009 through to April 2010 when it touched 11%. After remaining in
double digits from April 2010 to July 2010, headline inflation
moderated progressively to 7.5% in November 2010 before reversing the
trend from December 2010 mainly due to supply bottlenecks in food
items. Inflation levels remained elevated in the December 2010 to March
2011 period mainly on account of fuel, power and non-food manufacturing
products. Thus, the inflationary pressures,which emanated from food items
clearly spilled over and became generalised, as the year progressed. The
recent slowdown in Industrial growth, as reflected by the Index of
Industrial Production (IIP) and data pertaining to the six core
industries, is also a cause for concern.
According to the monetary policy statement released on May 3, 2011,
RBIs baseline growth projection for the Indian economy is expected to
slow down to 8% with year-end WPI inflation estimated at 6% with an
upward bias. As the policy challenge shifts to taming inflation, the
economy will have to contend with high interest rates which in turn
could impact growth. Risks to global recovery as stated earlier, high
commodity prices especially of oil - with Brent crude crossing USD 120
per barrel in April 2011 triggered by events in the MENA (Middle East
and North Africa) region, elevated levels of inflation including in
food prices, high subsidy burden arising out of high oil prices and
commitments arising out of the proposed implementation of the National
Food Security Bill pose the key downside risks to economic growth in
the near term. In the medium to long term, Indias economic growth
engine is expected to be powered by multiple drivers such as the
increasing momentum in the savings and investment rates (which should
further improve with Indias demographic dividend playing out in the
ensuing years), a vibrant services sector, a large domestic demand base
and the emergence of internationally competitive firms. The challenge
of raising the growth bar to the desired double-digit levels, however,
remains daunting and would require, inter-alia, significant improvement
in agricultural productivity, step up in investments especially in
physical and social infrastructure, skill development, achieving energy
security, job creation and addressing the governance deficit. As
captured in the Union Finance Ministers 2011 Budget speech, ...in the
medium term perspective, our three priorities of sustaining a high
growth trajectory; making development more inclusive; and improving our
institutions, public delivery and governance practices, remain
relevant.
Indias rapid economic growth in recent years and the prospects of
building further on this momentum in the medium to long-term has led it
to command a new respect in the world order. According to recent
studies
India is expected to be the third largest economy by 2050. Indias
demographic trends indicate that the nation will add over 200 million
people to the working age population over the next 20 years, more than
any other country in the world. Several studies indicate a near
tripling of household disposable incomes and a burgeoning middle-class
which will comprise over 40% of Indias population and grow ten-fold to
touch 583 million people by 2025. These trends augur well for the
nation and could provide enormous opportunities for private enterprise
and sustaining the growth trajectory. Yet, with 17% of the worlds
population, 2.4% of global land mass, 4% of the worlds freshwater
resources and 1% of the worlds forest resources, the pressure of
economic growth on the countrys natural capital will be enormous.
Equally, the need to make economic growth more equitable and inclusive
is compelling.
A comprehensive growth strategy for rural India, including the
agricultural sector which continues to underperform, is necessary to
address the serious issues relating to sustainability and inclusive
growth. The governments focus on social sector programmes such as
Bharat Nirman, National Rural Employment Guarantee Scheme (NREGS),
Sarva Shiksha Abhiyan, food security legislation and strategies to
improve benefit delivery mechanisms have the potential to transform the
Indian rural landscape. It is here that unique business models like the
ones forged by your Company can supplement the efforts of the
government in creating societal value and enhancing societal capital.
It is an essential pre-requisite of rural development that markets are
co-created with local communities and in a constructive
public-private-people partnership.
Your Companys e-Choupal network is a close replica of this model. It
provides the farming community with value-added services such as crop
advisories, advance weather forecasts, output price discovery, direct
communication tools and distribution of unadulterated agri inputs. The
footprint of this network is well established to source most
requirements of your Companys Branded Packaged Foods business and is
poised to grow in line with entry into newer categories. Similarly,
your Companys unique and path-breaking ‘Choupal Pradarshan Khet (CPK)
initiative, a collaborative and paid extension service aimed towards
enhancing farm productivity with emphasis
on adoption of sustainable agricultural best practices, continues to
attract the interest of both farmers and partnering companies. The
demonstration plots under CPK have recorded significant productivity
gains as compared to control plots. An estimated 40,000 farmers
participated in this programme during the year.
In line with the national agenda of pursuing sustainable and inclusive
growth, your Company is proactively engaged in enlarging its
contribution across the three dimensions of the ‘Triple Bottom Line -
economic, environmental and social - through investments and operations
that foster the competitiveness of entire value chain that it is
engaged in. In line with this philosophy, it is your Companys
endeavour to embed larger societal goals in its various business
models. Major initiatives in this direction include the e-Choupal
network which is contributing to increasing rural incomes by providing
a wide range of support services to the farming community, the Social
and Farm Forestry programmes which create sustainable livelihoods among
marginal farmers and poor tribals, adoption of environment friendly
technologies including the increasing use of renewable sources of
energy, recycling processes and creation of rainwater harvesting
structures. Such initiatives have combined to make ITC the only Company
in the world, of comparable size, to be ‘carbon positive, ‘water
positive and ‘waste recycling positive.
The following sections outline your Companys progress in pursuit of
the ‘Triple Bottom Line objectives.
FINANCIAL PERFORMANCE
Your Company, in its Centenary Year, posted yet another year of stellar
performance with an impressive topline growth and high quality earnings
reflecting the robustness of its corporate strategy of creating
multiple drivers of growth. This performance is particularly noteworthy
when viewed against the backdrop of the extremely challenging business
context in which this was achieved, namely, the steep increase in
excise duties in the Union Budget 2010 coupled with the amplified
impact of arbitrary increases in VAT on cigarettes, brand building and
incubation costs of the new FMCG businesses, the impact of the
significant investments made in augmenting distribution infrastructure
and the gestation costs of the large investments in the Hotels
business.
Gross Turnover for the year grew by 16.5% to Rs. 30604.39 crores. Net
Turnover at Rs. 21167.58 crores grew by 16.6% primarily driven by a
23.1% growth in the non-cigarette FMCG businesses, 22.9% growth in Agri
business and 17.6% growth in the Hotels segment. Pre-tax profits
increased by 20.8% to Rs. 7268.16 crores while Post-tax profits at Rs.
4987.61 crores registered a growth of 22.8%. Earnings Per Share for
the year stands at Rs. 6.49 (previous year - adjusted for Bonus Issue -
Rs. 5.34). Cash flows from Operations stood at Rs. 7460 crores compared
to Rs. 6632 crores in the previous year.
Your Company completed 100 years in August 2010. It is a matter of
great pride to reflect on the enormous progress made by your Company
over the years. Your Company today is the leading FMCG marketer in
India, the second largest Hotel chain, the clear market leader in the
Indian Paperboard and Packaging industry and the countrys foremost
Agri business player. Additionally, your Companys wholly owned
subsidiary, ITC Infotech India Limited, is one of Indias fast growing
Information Technology companies in the mid-tier segment.
Over the last fifteen years, your Company has created multiple drivers
of growth by developing a portfolio of world class businesses. During
this period, your Companys Gross Turnover and Post-tax profits
recorded an impressive compounded growth of 12.7% and 21.7% per annum
respectively. Profitability, as measured by Return on Capital Employed
improved substantially from 28.4% to 43.4% during this period. Total
Shareholder Returns, measured in terms of increase in market
capitalisation and dividends, grew at a compounded rate of 25.6% during
this period, placing your Company amongst the foremost in the country
in terms of efficiency of servicing financial capital. It is indeed a
matter of pride that your Company was ranked, by The Boston Consulting
Group, an international management consultancy firm, amongst the top 10
global consumer goods companies in terms of sustained shareholder value
creation for the period 2005 - 2009. Your Company today is one of
Indias most admired and valuable corporations with a market
capitalisation in excess of Rs. 140000 crores and has consistently
been, over the last fifteen years, amongst the top 10 private sector
companies in terms of market capitalisation.
Last year, in celebration of your Company completing a 100 years, your
Directors had recommended and you had approved a Special Centenary
Dividend of Rs. 5.50 per share (adjusted for bonus issue - Rs. 2.75 per
share) in addition to a Dividend of Rs. 4.50 per share (adjusted for
bonus issue - Rs. 2.25 per share). Your Directors had also recommended
and you had approved a 1:1 Bonus issue in the Centenary year. This
year, on the occasion of your Company convening its milestone Hundredth
Annual General Meeting, your Directors are pleased to recommend a
Special Dividend of Rs. 1.65 per share (previous year – Nil) in
addition to a Dividend of Rs. 2.80 per share (previous year - adjusted
for bonus issue - Rs. 2.25) for the year ended 31st March, 2011.
Total cash outflow in this regard will be Rs. 4002.09 crores (previous
year Rs. 4452.33 crores) including Dividend Distribution Tax of Rs.
558.62 crores (previous year Rs. 634.15 crores). Your Board further
recommends a transfer to General Reserve of Rs. 498.76 crores (previous
year Rs. 406.10 crores). Consequently, your Board recommends leaving an
unappropriated balance in the Profit and Loss Account of Rs. 548.67
crores (previous year Rs. 61.31 crores).
FOREIGN EXCHANGE EARNINGS
Your Company continues to view foreign exchange earnings as a priority.
All businesses in the ITC portfolio are mandated to engage with
overseas markets with a view to testing and demonstrating international
competitiveness and seeking profitable opportunities for growth. The
ITC groups contribution to foreign exchange earnings over the last ten
years amounted to nearly USD 4.5 billion, of which agri exports
constituted 57%. Earnings from agri exports are an indicator of your
Companys contribution to the rural economy through effectively linking
small farmers with international markets.
During the financial year 2010/11, your Company and its subsidiaries
earned Rs. 3123 crores in foreign exchange. The direct foreign
exchange earned by your Company amounted to Rs. 2814 crores (Rs. 2354
crores in 2009-10), powered by exports of major agri-commodities. Your
Companys expenditure in foreign currency amounted to Rs. 1254 crores,
comprising purchase of raw materials, spares and other expenses of Rs.
1028 crores and import of capital goods at Rs. 226 crores. Details of
foreign exchange earnings and outgo are provided in Schedule 19 to the
Accounts.
PROFITS, DIVIDENDS AND RETENTION
(Rs. in Crores)
2011 2010
a) Profit before Tax 7268.16 6015.31
b) Income Tax 2280.55 1954.31
c) Profit after Tax 4987.61 4061.00
d) Add: Profit brought forward
from previous year 61.31 858.14
e) Surplus available for
Appropriation 5048.92 4919.14
f) Transfer to General Reserve 498.76 406.10
g) Proposed Dividend for the financial year
- Ordinary Dividend of Rs. 2.80 per
ordinary share of Rs. 1/- each (previous
year - adjusted for Bonus Issue -
Rs. 2.25 per share) 2166.68 1718.18
- Special Centenary Dividend of Nil per
ordinary share of Rs. 1/- each
(previous year - adjusted for Bonus
Issue - Rs. 2.75 per share) - 2100.00
- Special Dividend of Rs. 1.65 per ordinary
share of Rs. 1/- each
(previous year - adjusted for Bonus
Issue - Nil) 1276.79 -
h) Income Tax on proposed dividends 558.62 634.15
i) Earlier years provision no longer
required (0.60) (0.60)
j) Retained Profit carried forward to
the following year 548.67 61.31
5048.92 4919.14
TAXATION
As mentioned in the Report of the Directors of earlier years, your
Company had obtained Stay Orders from the Honble Calcutta High Court
in respect of the Income Tax notices for re-opening the past
assessments for the period 1st July, 1983 to 30th June, 1986. This
status remains unchanged.
As stated in the Report of the Directors of earlier years, in respect
of similar Income Tax notices for re-opening the past assessments for
the period 1st April, 1990 to 31st March, 1993, the Honble Calcutta
High Court had admitted the Writ Petitions and ordered that no final
assessment orders be passed without the leave of the Court. This status
also remains unchanged.
PUBLIC DEPOSITS
Your Companys Public Deposit Scheme closed in the year 2000. As at
31st March, 2011, there were no deposits due for repayment except in
respect of 2 deposit holders for Rs. 0.20 lakhs which have been
withheld on the directives received from government agencies.
There was no failure to make repayments of Fixed Deposits on maturity
and the interest due thereon in terms of the conditions of your
Companys erstwhile Schemes.
INVESTOR SERVICE CENTRE
During the year, the ISO 9001:2008 Quality Management System
Certification for investor servicing by Investor Service Centre (ISC)
was renewed by Messrs. Det Norske Veritas (DNV) for a further period of
three years. DNV also accorded Level 5 rating to ISC, the highest
possible rating level, for the second consecutive year, for its systems
and processes, which stands testimony to the exemplary standards of
investor servicing practices by the ISC.
ISC continues to operate with an experienced team of professionals
backed by state-of-the-art infrastructure and systems focused towards
meeting the increasing expectations of investors and regulatory
authorities.
DIRECTORS
Mr. Krishnamoorthy Vaidyanath, Wholetime Director, retired from your
Company after 35 years of service, with effect from close of business
on 2nd January, 2011 on completion of his term. Your Directors would
like to record their appreciation of the services rendered by Mr.
Vaidyanath. The Board of Directors (the ‘Board) at its meeting held on
22nd December, 2010, appointed Mr. Vaidyanath as Non-Executive Director
of your Company with effect from 3rd January, 2011 to draw upon his
knowledge and vast experience.
Mr. Anup Singh ceased to be Additional Wholetime Director on 23rd July,
2010, the date of the last Annual General Meeting (AGM) of your
Company.
Mr. Nakul Anand and Mr. Pradeep Vasant Dhobale were appointed by the
Board at its meeting held on 22nd December, 2010, as Additional
Wholetime Directors of your Company with effect from 3rd January, 2011.
By virtue of the provisions of Article 96 of the Articles of
Association of your Company and Section 260 of the Companies Act, 1956,
Messrs. Vaidyanath, Anand and Dhobale will vacate office at the ensuing
AGM of your Company.
Your Board at its meeting held on 20th May, 2011, recommended for the
approval of the Members the appointment of Messrs. Anand and Dhobale as
Directors, liable to retire by rotation, and also as Wholetime
Directors of your Company for a period of three years from 3rd January,
2011. Your Board at the said meeting also recommended for the approval
of the Members the appointment of Mr. Vaidyanath as Non-Executive
Director of your Company, liable to retire by rotation, with effect
from the date of the ensuing AGM of your Company.
Your Board at its meeting held on 20th May, 2011 recommended for the
approval of the Members the re-appointment of Mr. Yogesh Chander
Deveshwar as a Director, not liable to retire by rotation, and also as
Wholetime Director and Chairman of your Company, for a period of five
years from 5th February, 2012.
Notices have been received from Members of your Company under Section
257 of the Companies Act, 1956 for the appointments / re-appointment of
Messrs. Anand, Dhobale, Vaidyanath and Deveshwar, who have filed their
consents to act as Directors of your Company, if appointed.
Appropriate resolutions seeking your approval to their appointments /
re-appointment are appearing in the Notice convening the 100th AGM of
your Company.
In accordance with the provisions of Article 91 of the Articles of
Association of your Company, Mr. Hugo Geoffrey Powell, Dr. Basudeb Sen,
Mr. Balakrishnan Vijayaraghavan and Mr. Serajul Haq Khan will retire by
rotation at the ensuing AGM of your Company and, being eligible, offer
themselves for re-election. The Board has recommended their
re-election.
CHANGES IN SHARE CAPITAL
During the year, the following changes were effected in the Share
Capital of your Company:-
(i) Increase in Authorised Share Capital
The Authorised Share Capital of your Company was increased from Rs. 500
crores to Rs. 1000 crores divided into 1000,00,00,000 Ordinary Shares
of Rs. 1/- each, with effect from 23rd July, 2010.
(ii) Issue of Bonus Shares 382,67,01,530 Ordinary Shares of Rs. 1/-
each, fully paid-up, were issued as Bonus Shares, in the ratio of 1
(One) Bonus Share for every existing 1 (One) Ordinary Share of Rs. 1/-
each held on 4th August, 2010, being the Record Date fixed for the
purpose. The Bonus Shares were allotted on 6th August, 2010.
(iii) Issue of Shares under the ITC Employee Stock Option Schemes
9,32,65,960 Ordinary Shares of Rs. 1/- each, fully paid-up, were issued
and allotted during the year upon exercise of 93,26,596 Options under
your Companys Employee Stock Option Schemes.
Consequently, the Issued and Subscribed Share Capital of your Company,
as on 31st March, 2011, stands increased to Rs. 773,81,44,280/- divided
into 773,81,44,280 Ordinary Shares of Rs. 1/- each.
The new Ordinary Shares issued during the year rank pari passu with the
existing Ordinary Shares of your Company.
AUDITORS
Your Companys Auditors, Messrs. Deloitte Haskins & Sells, retire at
the ensuing AGM and, being eligible, offer themselves for
re-appointment. Since not less than 25% of the Subscribed Share Capital
of your Company is held collectively by Public Financial Institutions,
the re-appointment of Auditors is being proposed as a Special
Resolution in accordance with Section 224A of the Companies Act, 1956.
EMPLOYEE STOCK OPTION SCHEME
Details of the Options granted up to 31st March, 2011, and other
disclosures as required under Clause 12 of the Securities and Exchange
Board of India (Employee Stock Option Scheme and Employee Stock
Purchase Scheme) Guidelines, 1999 (the ‘SEBI Guidelines) are set out
in the Annexure to this Report.
Your Companys Auditors, Messrs. Deloitte Haskins & Sells, have
certified that your Companys Employee Stock Option Schemes have been
implemented in accordance with the SEBI Guidelines and the resolutions
passed by the Members in this regard.
DIRECTORS RESPONSIBILITY STATEMENT
As required under Section 217 (2AA) of the Companies Act, 1956, your
Directors confirm having:
a) followed in the preparation of the Annual Accounts, the applicable
accounting standards with proper explanation relating to material
departures if any;
b) 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 affairs of your Company at
the end of the financial year and of the profit of your Company for
that period;
c) taken proper and sufficient care for the maintenance of adequate
accounting records in
accordance with the provisions of the Companies Act, 1956 for
safeguarding the assets of your Company and for preventing and
detecting fraud and other irregularities; and
(d) prepared the Annual Accounts on a going concern basis.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with Accounting Standard 21 - Consolidated Financial
Statements, ITC Group Accounts form part of this Report & Accounts.
These Group Accounts also incorporate the Accounting Standard 23 -
Accounting for Investments in Associates in Consolidated Financial
Statements and Accounting Standard 27 - Financial Reporting of
Interests in Joint Ventures as notified under the Companies (Accounting
Standards) Rules, 2006. These Group Accounts have been prepared on the
basis of audited financial statements received from Subsidiary,
Associate and Joint Venture Companies, as approved by their respective
Boards.
OTHER INFORMATION
The total number of employees as on 31st March, 2011 stood at 24,027.
The certificate of the Auditors, Messrs. Deloitte Haskins & Sells
confirming compliance of conditions of Corporate Governance as
stipulated under Clause 49 of the Listing Agreement with the Stock
Exchanges in India, is annexed.
There were no changes to your Companys significant Accounting
Policies.
Particulars as required under Section 217(1)(e) of the Companies Act,
1956 relating to Conservation of Energy and Technology Absorption are
also provided in the Annexure to this Report.
There were 31 employees, who were employed throughout the year and were
in receipt of remuneration aggregating Rs. 60 lakhs or more or were
employed for part of the year and were in receipt of remuneration
aggregating Rs. 5 lakhs per month or more during the financial year
ended 31st March, 2011. The information required under Section 217(2A)
of the Companies Act, 1956 and the Rules thereunder, in respect of the
aforesaid employees, is provided in the Annexure forming part of this
Report.
FORWARD-LOOKING STATEMENTS
This Report contains forward-looking statements that involve risks and
uncertainties. When used in this Report, the words anticipate,
believe, estimate, expect, intend, will and other similar
expressions as they relate to the Company and/or its businesses are
intended to identify such forward-looking statements. The Company
undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events, or otherwise. Actual results, performances or
achievements could differ materially from those expressed or implied in
such forward-looking statements. Readers are cautioned not to place
undue reliance on these forward-looking statements that speak only as
of their dates. This Report should be read in conjunction with the
financial statements included herein and the notes thereto.
CONCLUSION
Your Companys Board and employees are inspired by the Vision of
sustaining your Companys position as one of Indias most admired and
valuable companies through world class performance, creating enduring
value for all stakeholders, including the shareholders and the Indian
society. Each business within the portfolio is continuously engaged in
upgrading strategic capability to effectively address the challenge of
growth in an increasingly competitive market scenario. Effective
management of diversity enhances your Companys adaptive capability and
provides the intrinsic ability to effectively manage business risk. The
vision of enlarging your Companys contribution to the Indian economy
is manifest in the creation of unique business models that foster
international competitiveness of not only its businesses but also of
the entire value chain of which it is a part.
Inspired by this Vision, driven by Values and powered by internal
Vitality, your Directors and employees look forward to the future with
confidence and stand committed to creating an even brighter future for
all stakeholders.
On behalf of the Board
Y. C. DEVESHWAR Chairman
P. V. DHOBALE Director
20th May, 2011
Virginia House
37 J L Nehru Road
Kolkata 700071
India
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