Hul Annual Report 2017 18 - tcm1255 523195 - en

ANNUAL REPORT
2017-18
MAKING
SUSTAINABLE
LIVING
COMMONPLACE
THIS ANNUAL REPORT 2017-18 OF HINDUSTAN UNILEVER LIMITED (HUL) IS MADE UP OF THE STRATEGIC REPORT,
WHICH INCLUDES REPORT OF BOARD OF DIRECTORS, MANAGEMENT DISCUSSION AND ANALYSIS; AND THE
CORPORATE GOVERNANCE REPORT, THE FINANCIAL STATEMENTS; NOTES AND ADDITIONAL INFORMATION
AS REQUIRED UNDER THE COMPANIES ACT, 2013 (‘THE ACT’) AND THE SECURITIES AND EXCHANGE BOARD OF
INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 (‘LISTING REGULATIONS’).
The terms ‘HUL’, ‘the Company’, ‘we’, ‘our’ and ‘us’ refer to Our Corporate Governance Report, which forms part of Report of
Hindustan Unilever Limited. Our Strategic Report, pages 1 to Board of Directors, pages 46 to 65, contains an analysis of steps
65, contains information about us, how we create value for our taken in the area of Corporate Governance including information as
stakeholders and how we run our business. It includes our strategy, required under the Listing Regulations. Our Financial Statements
business model, market outlook and key performance indicators. and Notes are on pages 66 to 169. The Strategic Report and
The Report of Board of Directors and Management Discussion and Financial Statements have been approved by the Board of Directors
Analysis; includes details of our performance under each of the of the Company.
strategic pillar as well as our approach to sustainability and risk.
CAUTIONARY STATEMENT
Statements in this Annual Report, particularly those that relate to Management Discussion and Analysis, describing the Company’s
objectives, projections, estimates and expectations, may constitute ‘forward-looking statements’ within the meaning of applicable laws
and regulations. Although the expectations are based on reasonable assumptions, the actual results might differ.
ONLINE
You can find more information about Hindustan Unilever Limited online at www.hul.co.in
For further information on the Unilever Sustainable Living Plan (USLP) visit www.hul.co.in/sustainable-living
Annual Report 2017-18 along with other related documents can be downloaded at
https://www.hul.co.in/investor-relations/annual-reports/hul-annual-report-related-documents.html
CONTENTS
OVERVIEW FINANCIAL STATEMENTS
– About us ...................................................................................... 1 Standalone Financial Statements
– Chairman’s Statement ............................................................... 2 – Economic Value Added ..............................................................66
– Board of Directors....................................................................... 3 – Independent Auditors’ Report .................................................. 68
– Management Committee ........................................................... 4 – Balance Sheet ........................................................................... 74
– Our Performance ........................................................................ 5 – Statement of Profit and Loss ................................................... 76
Financial Performance ........................................................... 6 – Statement of Changes in Equity ............................................... 78
Unilever Sustainable Living Plan............................................ 7 – Statement of Cash Flows ......................................................... 79
– The Changing World ................................................................... 8 – Notes ......................................................................................... 81
– Our Value Creation Model .......................................................... 9
– Our Strategy .............................................................................. 10 Consolidated Financial Statements
REPORTS – Independent Auditors’ Report ................................................ 121
– Consolidated Balance Sheet .................................................. 124
– Report of Board of Directors and Management Discussion – Statement of Consolidated Profit and Loss .......................... 126
and Analysis ................................................................................... 11 – Consolidated Statement of Changes in Equity ...................... 128
Annual Report on Corporate Social Responsibility.............. 32 – Consolidated Statement of Cash Flows ................................ 130
Business Responsibility Report............................................ 37 – Notes ....................................................................................... 132
– Corporate Governance Report ................................................. 46 – Form AOC-1............................................................................. 169
– Secretarial Audit Report ........................................................... 64
Others
– Awards and Recognition ......................................................... 170
– Corporate Information ........................................................... 171
Notice of Annual General Meeting.................................... 172

Profile of Directors (seeking re-appointment).............. 177
Proxy Form
Overview Reports Financial Statements 1
ABOUT US
AT A GLANCE OUR PURPOSE
HINDUSTAN UNILEVER LIMITED (HUL) IS INDIA’S HINDUSTAN UNILEVER LIMITED HAS A CLEAR
LARGEST FAST-MOVING CONSUMER GOODS COMPANY PURPOSE – TO MAKE SUSTAINABLE LIVING
WITH A HERITAGE OF OVER 80 YEARS. NINE OUT OF COMMONPLACE. WE BELIEVE THIS IS THE BEST WAY
TEN INDIAN HOUSEHOLDS USE OUR PRODUCTS TO DELIVER LONG-TERM SUSTAINABLE GROWTH.
EVERYDAY TO FEEL GOOD, LOOK GOOD AND GET MORE
OUT OF LIFE; GIVING US A UNIQUE OPPORTUNITY TO As the pace of change accelerates, we are creating a stronger,
BUILD A BRIGHTER FUTURE. simpler and more agile business. However volatile and uncertain
the world becomes, we believe managing for the long-term is the
Each of our categories – Home Care, Personal Care, Foods best way for us to grow. We are well placed to deliver long-term
and Refreshments – includes a portfolio of brands that serves value through our strategy and the USLP. These are supported by a
consumers across the length and breadth of India. With over 40 transformational change agenda, which combines our own actions
brands spanning 20 distinct categories including soaps, detergents, with a stakeholder approach to external advocacy and public policy.
shampoos, skincare, toothpastes, deodorants, cosmetics, tea,
coffee, packaged foods, ice cream, frozen desserts, water and The USLP is a value driver in its own right. Our commitment
air purifiers, the Company is part of the daily life of millions of to the USLP’s three big global goals of improving health and
consumers. Our portfolio includes leading brands such as Lux, well-being of more than 1 billion people globally by 2020, halving
Lifebuoy, Surf excel, Rin, Wheel, Fair & Lovely, Pond’s, Vaseline, our environmental footprint by 2030, and enhancing livelihoods
Lakmé, Dove, Clinic Plus, Sunsilk, Pepsodent, Closeup, Axe, Brooke for millions across the globe by 2020 has delivered growth for the
Bond, BRU, Knorr, Kissan, Kwality Wall’s and Pureit. Our products business. The success of our sustainable living brands is driven
are available in over seven million outlets across India. by the growing consumer demand for brands that have purpose at
their core.
Nearly 900 suppliers work with our supply chain that spans
28 of our own factories and several others that manufacture on our The USLP also drives cost efficiency through reduced waste, energy
behalf. Our products are stocked in warehouses dotted across the and packaging. It lowers risks in our supply chain by securing a
country and delivered to 3,500 customers. sustainable flow of critical raw materials. It also increases trust in
our business particularly among consumers, employees, investors
HUL has around 18,000 employees working across 28 factories and regulators.
and 9 offices and creates employment opportunities for several
thousand more across its value chain – from smallholder farmers, In India, to address the challenge of depleting water resources,
who provide raw materials to the distribution partners who take the in 2010 we created a not-for-profit organisation, Hindustan
products to customers and consumers. Unilever Foundation, which along with its partners creates water
conservation potential and enhances water-dependent livelihoods.
Your Company has a clear and compelling strategy that focuses on
Winning with Brands and Innovation, Winning in the Marketplace, We work in partnership with the Government and other
Winning through Continuous Improvement and Winning with organisations to drive transformational change across society
People. This is underpinned by the Unilever Sustainable Living Plan with initiatives to help realise the USLP goals, thus creating more
(USLP) that sets our vision to increase the size of the business, opportunities for women and enhancing livelihoods, promoting
whilst decoupling it with our environmental footprint and increasing health and well-being, and championing sustainable agriculture.
our positive social impact. These are opportunities to grow our business by addressing unmet
challenges while alleviating major social and environmental issues.
Over the years, HUL has been driving the virtuous cycle of growth,
Find out more about our performance under the USLP on pages 7 and 32 to 36.
which has been resulting in consistent, competitive, profitable and
responsible growth for us. Our continuous effort to re-invent the
organisation and stay ahead of the curve by constantly innovating
helps us drive scale. Meeting consumer needs enables us to
increase our footprint and drive higher volume growth. With higher
volume growth, we are able to get benefits from scale, efficiencies
and we invest the savings behind our products and brands which
thereby results in the virtuous cycle.
To harness the opportunities of the changing world, your Company

had implemented a transformational programme, Connected
4 Growth (C4G), in the organisation. This has led to faster
decision-making, localised and swifter innovation and increased
speed to market, which is driving business performance.
Annual Report 2017-18 Hindustan Unilever Limited

2
CHAIRMAN'S STATEMENT
In Personal Care, both Personal Products and Personal Wash

delivered strong growth. We continued to strengthen our core
portfolio through innovations, lead market development in
segments of the future and stepped up our presence in the fast-
growing ‘naturals’ segment. Hair Care sustained its strong growth
momentum, several new innovations were launched in premium
Skin Care and Lakmé became the latest brand to cross the ` 1,000
crore mark. In Naturals, Indulekha Hair Oil delivered excellent
results and the brand was extended to shampoos, ‘LEVER ayush’
was launched and rapidly rolled out nationally, and several ‘natural’
variants were launched as an extension to our core brands.
1 Our Foods business performed well with continued focus on strong
brand and market building initiatives. Innovations such as the
Dear Shareholders, Knorr Italian ‘Margherita’ and ‘Cheese and Herbs’ variants were
introduced in select geographies and are ready for expansion.
Dear Shareholders,
In Refreshments, we reclaimed market leadership in tea by
It gives me great pleasure to share with you an update on the differentially leveraging our portfolio of brands across the country.
performance of your Company for the year 2017-18. It was a Coffee continued its premiumisation initiatives with BRU, while
transformative year with the introduction of the Goods and innovative launches and geographical expansion boosted our
Services Tax (GST), an important development that has created a fast-growing Ice Creams and Frozen Desserts business.
single national market and will benefit both consumers as well
as the industry including the Consumer Goods sector. While Our sales and distribution system, with an unrivalled national
trade conditions remained volatile during early implementation, presence across traditional and modern trade channels, remains
they have since stabilised and there is a gradual improvement in a key competitive advantage. We continued to expand our direct
overall demand. coverage and leverage technology and intelligent analytics
to significantly enhance our customer service and on-shelf
In this challenging business environment, your Company availability. The Company also continued to make significant
delivered a strong performance. Our ‘Winning in Many Indias’ investments in building capabilities to win in channels of the
(WiMi) and ‘Connected 4 Growth’ (C4G) initiatives have made us future and substantial progress is being made particularly in the
more agile, customer centric and responsive to the diverse and fast-growing e-commerce channel.
rapidly evolving marketplace. Our 4G model of growth - consistent,
competitive, profitable and responsible, continues to serve us Our world-class supply chain continued its relentless focus on
well and 2017-18 was the seventh consecutive year of both driving quality, customer service and cost effectiveness across
topline growth and margin improvement. the value chain. Customer service levels reached upwards of
95% while savings in costs and cash were at a record high, which
In the year under review, our Domestic Consumer business on helped the business to invest behind growth and still deliver a
comparable basis, grew by 12% driven by an underlying volume healthy margin improvement.
growth of 6%. EBITDA margin on a comparable basis, expanded
by 155 bps. Profit after tax before exceptional items grew by We remain committed to the Unilever Sustainable Living
21% to ` 5,135 crores and Net Profit at ` 5,237 crores was up Plan (USLP) to drive growth and at the same time, create a
17%. The strong track record of cash generation was sustained. positive social impact. We continued with our initiatives in the
The Board of Directors have proposed a final dividend of areas of hygiene, sanitation and safe drinking water and over
` 12 per share, subject to the approval of the shareholders at the 140 million people have benefitted from the Lifebuoy
Annual General Meeting. Together with an interim dividend of Handwashing Programme, Domex Toilet Academy and Pureit
` 8 per share, the total dividend for the financial year ended safe drinking water. Through our Swachh Aadat curriculum, we
31st March, 2018 amounts to ` 20 per share. reached out to students in over 1,200 primary schools to teach
them hygienic habits of washing hands with soap, adopting safe
Each of our businesses and functions played an important drinking water practices and using clean toilets.
role in delivering these strong results. In Home Care, we
accelerated our growth momentum and further strengthened In line with our USLP goals, we took significant steps to
our competitive position. Surf excel delivered another year further reduce waste, water consumption, energy usage and
of outstanding performance driven by volume growth and CO2 emissions in our factories and offices. We increased the
premiumisation. Rin detergent bar was upgraded using a patented renewable energy share in our manufacturing to 36% with a
‘smart-foam’ technology that saves up to two buckets of water in clear objective of improving it even further through increased
every washing cycle, and is being extended to key markets after utilisation of traditional biofuels like agricultural waste.
a successful test launch in Maharashtra. We also continued to To address the challenges of depleting water resources,
innovate and invest behind nascent categories like Household Hindustan Unilever Foundation, along with its partners, have
Care and Fabric Conditioners with excellent results. created a water conservation potential of over 450 billion litres.
Hindustan Unilever Limited Annual Report 2017-18

We are in a rapidly changing world where burgeoning digital I have had the good fortune and privilege to serve this great
connectivity and ubiquity of data is reshaping the value creation Company as a Chairman for the last thirteen years. As I bid
model across industries. We continue to lead the digital farewell, I would like to thank each and every employee and those
transformation with significant investments in advanced data working with us across the value chain for their commitment
analytics, automation, robotics and artificial intelligence across and service to the Company. I would also like to thank the Board
the whole value chain. We are collaborating with experts, of Directors for their unstinted support throughout my tenure.
cultivating an entrepreneurial mindset in our employees and Most importantly, I would like to thank you, our shareholders,
driving transformative experiments to unlock value in our journey for your overwhelming trust and confidence that helped to
from mass marketing to massive customisation. uncompromisingly pursue an agenda that was in the long-term
interest of the Company.
Overall, it was another year of sustained high performance
with considerable achievements across our business. None It’s my pleasure to pass on the baton to Sanjiv Mehta. I am
of this would have been possible without the dedication and confident that under his leadership and your support, the
determination of our people. Our employee engagement scores Company will reach even greater heights.
continued to be at a record high and we once again emerged
as the employer of choice amongst leading business school Best Regards,
students across the country.
Harish Manwani
Chairman
BOARD OF DIRECTORS
1. Mr. Harish Manwani
Chairman
2. Mr. Sanjiv Mehta

Managing Director and
Chief Executive Officer
3. Mr. Srinivas Phatak

Executive Director, Finance & IT
and Chief Financial Officer
2 3 4
4. Mr. Pradeep Banerjee
Executive Director, Supply Chain
5. Mr. Dev Bajpai

Executive Director,
Legal & Corporate Affairs and
Company Secretary
6. Mr. Aditya Narayan

Independent Director
7. Mr. S. Ramadorai
Independent Director 5 6 7
8. Mr. O. P. Bhatt
9. Dr. Sanjiv Misra

10. Ms. Kalpana Morparia

8 9 10

4
MANAGEMENT COMMITTEE
1. Mr. Sanjiv Mehta

Managing Director and Chief Executive Officer
2. Mr. Srinivas Phatak

Executive Director, Finance & IT and Chief Financial Officer
3. Mr. Pradeep Banerjee

Executive Director, Supply Chain
4. Mr. Dev Bajpai

Executive Director, Legal & Corporate Affairs and Company Secretary
5. Ms. Geetu Verma

Executive Director, Foods
6. Mr. B. P. Biddappa
Executive Director, Human Resources
7. Ms. Priya Nair

Executive Director, Home Care
8. Mr. Sandeep Kohli

Executive Director, Personal Care
4 6 2 3
9. Mr. Sudhir Sitapati 9 8 10
Executive Director, Refreshments
10. Mr. Srinandan Sundaram 7 1 5

Executive Director, Sales and Customer Development

OUR PERFORMANCE
THE BENEFITS THAT OUR STRATEGY DELIVERS, TRANSLATE INTO GROWTH-ORIENTED PERFORMANCE FOR
SHAREHOLDERS AND SOCIETY AT LARGE
SEGMENT PERFORMANCE
Personal Care 47 Personal Care 61
Home Care 33 Home Care 25

SEGMENTAL SEGMENTAL
Refreshments 15 Refreshments 13
REVENUE (%) PROFITS (%)
Foods 3 Foods 1
Others 2 Others 0
FINANCIAL
REVENUE FROM OPERATIONS EBITDA EPS (BASIC) CASH FROM OPERATIONS

2017-18 2017-18 2017-18 2017-18
K 35,218 crores
K 7,276 crores
K 24.20 K 8,000+ crores
Comparable Domestic Consumer Comparable Earning Before Last year’s basic EPS: Cash from operations was
business grew 12% with 6% Interest Tax Depreciation and ` 20.75 per share up ` 1,369 crores over the
underlying volume growth in a Amortisation (EBITDA) improved previous year
challenging environment by 155 bps
NON-FINANCIAL
MANUFACTURING
2017 2017 2017
54% 55% 54%

Reduction in CO2 Reduction in water Reduction in total waste
emissions (kg/tonne consumption (m3/tonne (kg/tonne of production)
of production) in our of production) in our generated from factories
manufacturing operations manufacturing operations compared to 2008
compared to 2008 compared to 2008 baseline
2016: 49% baseline 2016: 53% baseline 2016: 45%
BETTER LIVELIHOODS SUSTAINABLE SOURCING HEALTH AND WELL-BEING

2017 2017 2017
~80,000 52%
2016: 46%
>140
2016: >130 million
million
2016: 72,000 Tea sourced from sustainable sources for People reached through our Water, Sanitation and
Shakti Entrepreneurs empowered Unilever brands Hygiene (WASH) initiatives

6 Financial Performance
FINANCIAL PERFORMANCE
STANDALONE (` crores)
IND AS
Statement of Profit & Loss Account
2015-16 2016-17 2017-18
Sales (including excise duty) 32,929 33,895 34,619
Other Income 1,126 1,118 1,168
Interest (15) (22) (20)
Profit Before Taxation @ 5,977 6,155 7,347
Profit After Taxation @ 4,116 4,247 5,135
Earnings Per Share of ` 1 19.12 20.75 24.20
Dividend Per Share of ` 1 16.00 17.00 20.00
@
Before Exceptional / Extraordinary items
IND AS
Balance Sheet
2015-16 2016-17 2017-18
Property, Plant and Equipment and Intangible Assets 3,300 4,227 4,572
Investments 2,780 3,779 3,111
Cash and Other Bank Balances 2,759 1,671 3,373
Net Assets (Current and Non-current) (2,560) (3,187) (3,981)
6,279 6,490 7,075
Share Capital 216 216 216
Other Equity 6,063 6,274 6,859
6,279 6,490 7,075
IND AS
Key Ratios and EVA
2015-16 2016-17 2017-18
EBITDA (% of Gross Sales) 17.5 17.8 21.0
Fixed Asset Turnover (No. of Turnover) 10.0 8.0 7.6
PAT @ / Gross Sales (%) 12.5 12.5 14.8
Return On Capital Employed (%) 105.8 105.9 118.9
Return On Net Worth (%) 72.8 76.6 84.5
Economic Value Added (EVA) (` crores) 3,438 3,498 4,258
@
Before Exceptional / Extraordinary items
IND AS
Others
2015-16 2016-17 2017-18
HUL Share Price on BSE (` Per Share of ` 1)* 870 910 1,336
Market Capitalisation (` crores) 188,154 196,902 289,159
Contribution to Exchequer (` crores) 8,856 9,249 7,283
* Based on year-end closing prices quoted on BSE Limited.
For information on 10 Years record of Financial Performance is available at Company's website at https://www.hul.co.in/investor-relations/
annual-reports/hul-annual-report-related-documents.html.

UNILEVER SUSTAINABLE LIVING PLAN
IMPROVING HEALTH AND WELL-BEING ENHANCING LIVELIHOODS

By 2020, Unilever will help more than a billion By 2020, Unilever will enhance the livelihoods of millions of people as it grows
people take action to improve their health and its business.
well-being.
HEALTH AND NUTRITION FAIRNESS IN THE OPPORTUNITIES INCLUSIVE

HYGIENE WORKPLACE FOR WOMEN BUSINESS
TARGET TARGET TARGET TARGET TARGET
By 2020, Unilever By 2020, Unilever will By 2020, Unilever By 2020, Unilever By 2020, Unilever will
will help more than a double the proportion will advance human will empower five have a positive impact
billion people globally of its portfolio across rights across global million women across on the lives of 5.5
the globe, that meets
to improve their operations and the globe. million people across
the highest nutritional
health and hygiene. standards, based on extended supply chain. the world.
This will help reduce globally recognised PERFORMANCE
the incidence of life dietary guidelines. This PERFORMANCE HUL’s Shakti PERFORMANCE
threatening diseases will help hundreds of HUL continued to programme HUL has positively
like diarrhoea. millions of people to embed human rights empowered nearly impacted over
achieve a healthier with a focus on eight 80,000 Shakti 1.7 million people
PERFORMANCE diet.
salient human rights Entrepreneurs by through Project
In India, over 140 issues identified by December 2017. Prabhat initiatives
PERFORMANCE
million people were Unilever which are across 30 locations.
reached by December 47% of HUL’s Foods documented in the These initiatives
and Refreshments
2017 through portfolio met the 2015 Human Rights focus on enhancing
programmes on highest nutritional Report. livelihoods, water
handwashing, safe standards in 2017, conservation, health
drinking water and based on globally and hygiene.
sanitation. recognised dietary
guidelines.
REDUCING ENVIRONMENTAL IMPACT
By 2030, Unilever’s goal is to halve the environmental footprint of the making and use of its products as it grows its business.
GREENHOUSE GASES WATER WASTE SUSTAINABLE SOURCING

TARGET TARGET TARGET TARGET
Halve the greenhouse gas By 2020, water abstraction By 2020, total waste sent for By 2020, Unilever will source
impact of Unilever’s products by Unilever's global factory disposal globally, will be at or 100% of its agricultural
across the lifecycle by 2030. network will be at or below below 2008 baseline despite raw materials for global
2008 baseline despite significantly higher volumes. operations, sustainably.
PERFORMANCE significantly higher volumes.
CO2 emissions (kg / tonne PERFORMANCE PERFORMANCE
of production) in HUL’s PERFORMANCE Total waste generated In India, a total of 52% of tea
manufacturing operations Water consumption (in (kg / tonne of production) sourced for Unilever’s brands
reduced by 54% compared to m3 / tonne of production) from HUL’s factories reduced is from sustainable sources.
2008 baseline. in HUL’s manufacturing by 54% over 2008 baseline. 99% of paper and board used
operations reduced by 55% for packing HUL’s products is
compared to 2008 baseline. from sustainable sources.
Our USLP commitments and targets are subject to internal verification. For details of the definitions and reporting periods used in
the preparation of these commitments and targets, see our Sustainable Living Section at www.hul.co.in/sustainable-living.

8 The Changing World
THE CHANGING WORLD
THE BUSINESS ENVIRONMENT IS CHANGING AT A online channels where influencers are a growing force. Younger
PACE, FASTER THAN EVER. consumers are prioritising meaning over materialism, demanding
brands with a point of view and more authenticity, transparency and
In India, favourable demographics, rise in incomes, growing sustainability.
awareness due to technology, easier access to products and
services and changing lifestyles are contributing to major shifts Your Company understands the changing needs of the fast-moving
in consumer behaviour and offering immense potential for the world and believes that businesses that help the people and the planet
Fast-Moving Consumer Goods (FMCG) industry. This presents thrive, will succeed in the future. We are continuously developing
significant opportunities and headroom for growth for your our purpose-driven brands. Through technology, we are addressing
Company. the needs of the new-age consumer – be it in manufacturing,
route-to-market or marketing. We are building capabilities towards
Your Company has the benefit of a large portfolio that straddles the mass customisation and precision marketing to appeal to the
economic pyramid with brands that have a strong presence across consumers. As a business, we are constantly keeping an eye on the
the mass, popular and premium ranges in most categories. Our future, adapting and evolving to stay one step ahead.
brands are driven by a social purpose, making them more relevant
to the millennial consumers. To harness the opportunities in India,
ENVIRONMENTAL BACKDROP
your Company is making significant investments in the categories
of the future. The business case for sustainability is being increasingly accepted.
There is also growing evidence that consumers are favourably
Your Company is also developing and evolving newer and faster inclined towards brands and companies that have a compelling
methods such as the Connected 4 Growth (C4G) business model, agenda on sustainability. We are taking direct action to address the
which provides the resilience and agility that today’s trading environmental challenges within our value chain. One of our three
environment demands. This has helped your Company create big USLP goals aims to halve the environmental footprint in the
a business that is more consumer and customer-centric, faster, making and use of our products by 2030. Through the Hindustan
more efficient and empowered to enable faster decision-making. Unilever Foundation, we have created a water conservation
potential of 450 billion litres till date.
Given below are some of the key changes that are taking place in
the world around us and how your Company is preparing itself to For further details, refer to the USLP section on Page 32.
turn them into opportunities.
ECONOMIC ENVIRONMENT
TECHNOLOGICAL REVOLUTION The business environment for FMCG companies has been challenging
The adoption of digital technology continues to impact every walk over the last three years. Although India continues to be one of
of life. A decade ago, few had the privilege of owning a mobile the fastest growing large economies in the world, the year under
phone while today nearly half a billion Indians own smartphones. review was far from normal for the industry. Structural changes
Earlier, shopping was a 'real time' activity, while today with the like demonetisation and transformative changes like the Goods and
new age consumers who are seeking convenience, e-commerce Services Tax (GST) have had an impact on the FMCG sector.
is growing at a rapid speed. Digital shopping is being powered by
mobile devices. With the penetration of mobile internet increasing, The year witnessed the implementation of GST across the
digital platforms and social media websites are becoming the new country on 1st July, 2017, followed by the second round of tax slab
marketplace. reductions implemented by the Government in November. This was
a year of uncertainty in the market and hence, there was a cautious
Your Company believes it is well placed to capture the opportunities sentiment in trade. While your Company was swift and smooth in
of the technological revolution, and the unprecedented explosion transitioning to the new tax regime, given the backdrop of this large
in data, which are transforming our markets and the way we work. transition that the country underwent, the operating environment
We need to continue driving this critical agenda, which is why we for your Company during the year remained challenging.
are investing heavily in digital, experimenting with a range of new
business models and embarking on an organisation wide digital Your Company’s performance for the year 2017-18 has to be viewed
transformation programme. in the context of the aforesaid economic and market environment.
SOCIAL DEVELOPMENTS
With the advent of technology and rapid urbanisation, we see
changes in a number of areas, notably in consumer preferences,
route-to-market channels, media and brand communication and
the competitive landscape. Consumers are taking radically different
paths when purchasing brands, often combining both offline and

OUR VALUE CREATION MODEL
YOUR COMPANY HAS A PROVEN BUSINESS MODEL We are one of the biggest advertisers in India, based on media
THAT SUPPORTS LONG-TERM, COMPOUNDING spend. Alongside more conventional advertising, we create an
GROWTH AND SUSTAINABLE VALUE CREATION. increasing amount of tailored content to market our brands, using
digital channels that are better targeted and more personalised.
Our business activities span a complex value chain. Starting with
consumer insights, we track changing consumer sentiments Underlying our value chain is a set of defining strengths which
through active analysis of consumer and customer trends, set us apart from our competitors: our portfolio of brands, deep
leveraging our People Data Centre. With close collaboration distribution capability through ever more complex channels, and a
between marketing and Research and Development (R&D), we use talent pool of purpose-driven and values-led employees.
our insights to support innovations and product development.
Our strategy harnesses these strengths to deliver competitive top
We work closely with suppliers of goods, services and raw and bottom line growth. Sustainable value creation also means
materials to assist in product development, which helps us create investing for the long-term, which is why the USLP is at the heart
differentiated and value-added products. of our business model and our Vision is to grow our business,
whilst decoupling our environmental footprint from our growth and
Our products are then distributed via a large network of stores, increasing our positive social impact.
from large supermarkets, hypermarkets, wholesalers and
cash-and-carry to small convenience stores, as well as other Our strategy and business model enable us to deliver growth that is
fast-growing channels such as e-commerce and out-of-home. This consistent, competitive, profitable and responsible.
is done through thousands of customers who help distribute our
products across the channels.
WHAT WE DEPEND ON HOW WE CREATE VALUE VALUE WE CREATE
PURPOSEFUL PEOPLE OUR PURPOSE CONSUMER BENEFITS

18,000 talented people who contribute their To Make Sustainable Living Commonplace We sell products that help people to
skill and purpose to our business feel good, look good and get more out
Pages 15 and16 OUR VISION of life.
To grow our business, whilst decoupling our Pages 11 to 13
NATURAL RESOURCES environmental footprint from our growth and
Renewable and non-renewable materials increasing our positive social impact, delivered TOP & BOTTOM LINE
and ingredients for our products. through the Unilever Sustainable Living Plan: GROWTH
Pages 14 and 43 Improving health & well-being We deliver consistent, competitive,
Reducing environmental impact profitable and responsible growth
Enhancing livelihood
FINANCIAL RESOURCES Page 5
Equity and other equity. OUR STRATEGY
Pages 96 to 97
IMPROVED HEALTH &
To deliver long-term compounding growth and
WELL-BEING
sustainable value creation by:
INTANGIBLE ASSETS We are helping hundreds of millions
R & D capabilities and intellectual of people take action to improve their
Winning Winning Winning Winning
property such as brands / trademarks and health & well-being.
with in the through with People
know-how. Brands and Marketplace Continuous Pages 33 and 34
Page 88 Innovation Improvement
REDUCED
Page 10 Page 10 Page 10 Page 10
TANGIBLE ASSETS ENVIRONMENTAL IMPACT
Physical assets such as manufacturing, We are working to halve the
logistics, office facilities and stock. environmental footprint of the making
Supported by categories: and use of our products as we grow
Page 87
Personal Care: Pages 11 and 12 our business.
Page 34
Home Care: Page 12
STAKEHOLDERS & PARTNERS
Relationships with governments and other Foods: Page 12 ENHANCED LIVELIHOOD
organisations to drive change. Refreshments: Pages 12 and 13 We are enhancing the livelihood of
Page 42 millions of people as we grow our
business.
Pages 34 and 35

10 Our Strategy
OUR STRATEGY
GROWING THE CORE, EVOLVING THE PORTFOLIO AND DEVELOPING CHANNELS ARE AT THE HEART OF OUR
STRATEGY TO DELIVER LONG-TERM, COMPOUNDING GROWTH AND SUSTAINABLE VALUE CREATION.
Binding our strategy together are our Compass pillars which define Underpinning the Compass is the Unilever Sustainable Living Plan
how we win with consumers. They are: (USLP), which is our differentiator. While growing our business,
we deliver social and environmental benefits throughout our
• Winning with Brands and Innovation value chain, which in turn enables us to improve lives and provide
• Winning in the Marketplace opportunities to people, everywhere.
• Winning through Continuous Improvement
• Winning with People
WINNING WITH BRANDS AND INNOVATION WINNING IN THE MARKETPLACE

Consumer preferences are changing. They are taking newer paths To win in the marketplace, we have a robust Customer
for purchasing brands and increasingly seeking brands that are Development agenda. We work with customers to understand
purpose-driven and which they can trust. Our Sustainable Living consumer demand, focus on fulfilling the demand and tirelessly
brands are a key differentiator in this regard. We are continuously create new demand through market development. This is driven
building brands with purpose. by the ‘Winning In Many Indias’ (WiMi) strategy that allows us to
get closer to customers and consumers by providing tailor-made
We are constantly innovating across our portfolio to address the products across categories and geographies.
unmet needs of our consumers. We are focused on strengthening
the core, entering new segments and speeding up innovation As far as demand capture is concerned, our focus has been on
cycles. driving quality of coverage and increasing the assortment using
data-centric and analytical approach. With respect to demand
We are evolving the ways in which we reach our consumers. fulfilment, process and technology interventions have been used
With rapid digitisation and changing consumer preferences, we for improving service and efficiencies. For demand-generation,
are customising brand messages for different communication our strategy encompasses winning in traditional trade, winning
channels – traditional and digital. We are developing new markets in ‘route-to-market’ as well as winning in emerging channels like
for our brands through on-ground sampling as well as marketing modern trade and e-commerce.
our ‘trial packs’.
To capitalise on the growing trend of ‘naturals’, we have built a strong
portfolio of brands and products. We are constantly evaluating and
innovating our ‘naturals’ portfolio to win in the future.
Read more on Page 18 Read more on Page 19
WINNING THROUGH CONTINUOUS IMPROVEMENT WINNING WITH PEOPLE

We are constantly aligning our products, processes and strategies Our People are our biggest strength. They are driven by purpose
to the changing market conditions to stay ahead of competition. and are fully empowered to excel in our fast-changing market.
We focus on business competitiveness through consumer and We continuously strive to develop the right capabilities and skills
customer centricity, a robust savings programme and service needed for different ways of working and new entrepreneurial
excellence to ensure availability of our products. leadership qualities.
We continue to improve on-shelf consumer relevant quality To strengthen the People’s agenda through the C4G initiative, we
standards, thereby enhancing overall consumer experience. are creating a more flexible and agile mindset in the organisation.
‘Delighting consumers everyday’ is central to how we drive quality It involves more collaboration, experimentation through
in our products. test-and-learn, embracing failure to gain insight and an obsession
with customers and consumers. An ‘owner’s mindset’ empowers
Through sharper financial discipline governing overhead spending, our people to take responsibility for delivering business results.
and our zero-based budgeting approach, we are reducing cost They are empowered and provided with the resources to develop
as well as uncovering new and innovative ways of working. We innovations with speed.
have an enterprise-wide savings programme, driven through
cross-functional teams of brand building, R&D, supply chain Our success depends largely on our ability to attract and retain
and finance. the most talented individuals. We motivate and inspire them
with a mission and a purpose that resonates with the
Our customer service level has reached upwards of 95%. We are long-term aims and the values of the Company. HUL retained the
focusing on improving the capability of our distributors so that 'No. 1 Employer of Choice' amongst key business schools for the
service to the retail trade can be improved. seventh year in a row.
We have been driving employee well-being through several
initiatives focused on the four aspects of well-being – Physical,
Mental, Emotional and Purposeful. Our people agenda focuses on
creating a balanced and inclusive workforce. This focus not only
underpins the Company’s longstanding values, especially tolerance
and respect, but also guarantees the diversity of thought and ideas
on which our business depends.
Read more on Page 19 Read more on Page 16

REPORT OF BOARD OF DIRECTORS

and Management Discussion and Analysis
Against the backdrop of the external environment discussed earlier, our value creation model and our strategy, your Board of Directors is
pleased to share with you the Business Performance under each of its strategic pillars along with the Audited Financial Statements for
the financial year ended 31st March, 2018.
WINNING WITH BRANDS AND INNOVATION

Our consumers are at the heart of our value creation model and strategy. We meet the needs of our consumers through our four categories
spanning 40 brands, most of which are household names.
J2,000+ CRORE BRANDS J1,000+ CRORE BRANDS J500+ CRORE BRANDS
The key thrust areas for your Company under this strategic pillar Skin Cleansing had a good year, with Lifebuoy, Lux, Pears and
of Winning with Brands and Innovation are building brands with Dove growing strongly. Lifebuoy continued its mission of changing
purpose, innovating across the portfolio and market development. handwashing habits across the nation and Lux held its second
edition of the ‘Lux Golden Rose Awards’, the only award to celebrate
To make the business future ready, we have implemented the and recognise best women actors. Dove and Pears led the growth
Winning In Many Indias (WiMi) strategy that resulted in creating at the premium end of the market.
14 Consumer Clusters and the Country Category Business Teams
(CCBTs), which are multi-functional business units consisting of In Haircare, your Company launched various new products in the
marketing, R&D, customer development, finance and supply chain core portfolio of every brand to meet its growth ambition. Several
resources. Through WiMi and CCBTs, your Company is crafting innovations were delivered in the ‘naturals’ space. Two new variants
sharper strategies and rolling out innovations at a much faster of TRESemmé, namely, ‘TRESemmé Botanique Detox and Restore’
pace. and ‘TRESemmé Botanique Nourish and Replenish’ were also
launched. A new variant for Dove called ‘Environmental Defence’
Personal Care was launched to protect hair damage caused due to pollution.
Your Company is focusing on key strategic thrusts to further
strengthen its leadership in the Indian Personal Care market, by The re-shaping of the Oral Care market resulted in headwinds to
strengthening the core brands, accelerating premiumisation of the your Company’s Oral Care business. Closeup was re-launched
portfolio, market development and scaling up play in ‘naturals’. in 2017 with a refreshed proposition and communication as well
as high scale media deployment. Pepsodent had a refreshed
The penetration and consumption of most of the categories in communication to build relevance of the germ protection
which your Company operates have a healthy headroom to grow, proposition, with focus on ‘sweet loving’ eating habits. Your
indicating the potential in the Personal Care market in India. Company, through LEVER ayush, has forayed into the ‘naturals'
segment in Oral Care.
Skin Care saw healthy growth across segments including face
care, face cleansing, hand and body. Growth of core brands in Skin Lakmé had a milestone year and entered the list of your Company’s
Care was driven by a successful re-launch of Fair & Lovely. The ` 1,000 crores brands. Growth was broad-based, with all
talcum powder business grew ahead of the market with refreshed sub-ranges (Core, 9to5, Absolute) delivering strong growth. Lakmé
communication and focused relevance building. continued to lead trends in the market with new ranges like Lakmé
Absolute Argan Oil range. The brand also hosted the marquee
Lakmé Fashion Week.

12 Report of Board of Directors
In Deodorants, the Axe brand performed well, and a new mini format Foods
of Axe Ticket was launched. Rexona, our leading anti-perspirant Your Company’s Foods business presents sustainable opportunities
brand, has shown encouraging results during initial launch. for future growth given low household penetration. Consumers are
looking for taste, freshness and differentiated offerings that satiate
Your Company has a comprehensive ‘naturals’ strategy to ensure
their need for experimentation and time saving. The preference
it is able to leverage this growing trend. The Company is building
for international cuisines is rising and higher disposable incomes
a master brand LEVER ayush across multiple categories like oral
squarely translate to higher share of wallet for packaged foods,
care, haircare, skin care and more. The brand strives to make
leading to a virtuous cycle of growth.
ancient ayurvedic wisdom accessible to solve modern day beauty
problems. LEVER ayush consists of a wide range of products across The Foods business will continue to focus on volume growth in core
toothpaste, soaps, handwashes, shampoos and face wash, with categories, while successfully landing innovations which will be
each segment offering varied solutions. LEVER ayush works with critical to tap into a fast re-shaping landscape of packaged foods.
one of the premier Ayurvedic Institutes, Arya Vaidya Pharmacy, to
make products that use the right ingredients to make the product During the year, the Foods business embarked on several new
effective. initiatives and launches, notably the launch of new Knorr Italian
Margherita and Cheese & Herbs variant of noodles. This launch
Your Company is also building specialist 'naturals' brands in select geographies adds to the noodles portfolio and comes as
like Indulekha and Citra. Indulekha has delivered impressive an addition to Knorr’s flagship Soupy noodles which has a loyal
performance in the oil format and has now been extended into consumer base. Your Company also launched two new variants
shampoos, with a unique product formulation and distinctive of Premium International soups – Italian Mushroom and Mexican
packaging. Tomato Corn. Under the food solutions channel, the Company
introduced seven different Masala variants. Knorr noodles tied up
The third leg of the ‘naturals’ strategy involves launching various
with Carnival cinemas to provide a great snacking experience for
natural variants within its existing portfolio of products like
moviegoers.
TRESemmé Botanique, Clinic Plus Ayurveda, FAL Ayurvedic care,
Closeup Nature Boost and Nature Rush. Kissan re-launched its Sweet & Spicy range of ketchups to cater to
the evolving palate of new-age consumers. Kissan entered into a
Home Care partnership with INOX to provide consumers with the experience of
Your Company’s Home Care business sustained its competitive, a new Sweet & Spicy range at every INOX movie hall in the country,
profitable growth agenda during the year. Your Company’s a unique tie-up to distribute samples at the ‘moment of consumption’.
fabric wash business has delivered strong and comprehensive The year also saw the launch of one new variant of premium jam,
performance on the back of continuing the premiumisation Kissan Tropical blast and new packs of Kissan Mixed Fruit jams.
thrust with Surf excel and regaining growth in the mass segment Kissan Ketchup and sauces were re-launched during the year.
led by Wheel. In the emerging segments of machines and fabric
conditioning, Surf excel matic liquid and Comfort fabric conditioner Kissan also launched its first ever engagement platform in 2017.
built momentum and reached more consumer homes. Surf excel In an endeavour to help make the sometimes-daunting task of
hand wash and matic powders were re-engineered for optimised packing tiffin easier, Kissan, true to its ethos, is on a journey via
delivery of fabric whiteness. Sunlight powder was re-launched its ‘Kissan Tiffin Timetable’ channel to create 200 recipes for 200
with improved performance on cleaning. Wheel powder was schooldays. The recipes are co-created with India’s leading recipe
re-launched with malodour masking benefits on fabrics delivered platform, India Food Network, and presented by an assortment
through fragrance technology. Rin bar was re-launched with of renowned trained chefs, home chefs and food bloggers.
improved performance on cleaning and fragrance attributes. Rin The initiative was recognised by the Indian Food Forum with a
Matic liquid for Top Load washing machines was launched. ‘Golden Spoon Award’ as the best marketing activation for 2017.
In Household Care, Vim led the market development for dishwash Refreshments
through category adoption of Vim bar in rural India and by The Refreshments business of your Company, comprising iconic
upgrading existing bar consumers to the liquid format. During the brands like Taj Mahal, Red Label, Lipton, BRU and Kwality Wall's,
year, Vim bar also launched its value-added variant Vim Anti-Smell had a good year. It delivered strong and broad-based volume-led
(with Pudina) to start upgrading existing bar users to a higher value growth across Tea, Coffee and Ice Cream. The business continued
benefit of removal of strong leftover smells from clean vessels. Vim to drive the reach through increase in direct distribution. Tea
liquid was re-engineered to deliver better value to our consumers. continued to deliver robust, volume-led growth as all the key
Domex launched India’s first low-cost toilet cleaning powder. brands continued to grow and delight millions of consumers with
Domex toilet rim blocks too were re-launched via e-commerce. their superior taste. Your Company initiated the launch of 13 new
premium variants of Taj Mahal for gifting on the e-commerce
Pureit continued to strengthen its presence in the fast-growing
channel.
Reverse Osmosis (RO) business. Launch of the low-priced mineral
RO range complemented the existing range well and has further Brooke Bond Red Label and 3 Roses Natural Care Tea, with
opened the segment by providing consumers a quality range of RO its differentiated immunity benefit from goodness of ayurvedic
water purifiers at an affordable price. Your Company also launched ingredients, continued to delight consumers. In Taaza, small packs
the new Pureit air purifier range to provide effective solutions to the and low unit packs were re-launched.
growing concern around air pollution.

Brooke Bond Taj Mahal was re-launched with superior product and Staying steady on the progress as part of the ‘Reducing salt’
packaging. Your Company continues to promote healthy lifestyle commitment under the USLP, three key variants of Kissan ketchup
through green tea. now meet sodium benchmarks of 5g salt intake per day. The launch
of these variants with reduced sodium in a competitive market
During the year, your Company launched a new variant of serves as a testimony that we are progressing steadfastly towards
BRU Coffee in select geographies. It continues to leverage our USLP commitments by providing consumers a variety of options
state-of-the-art roasting and extraction technologies to deliver from our portfolio that not only appeal to their taste buds but also
superior instant coffee products. For the first time, your Company contribute positively towards their health and well-being.
launched beaten coffee and new masala tea premix in the Out of
Home vending channel. As per the latest statistics by World Food Programme (WFP),
815 million people, or one in nine of the global population still goes
The Ice Cream and Frozen Dessert business saw competitive to bed hungry. India is home to a quarter of undernourished people
growth during the year. New innovations in Cornetto and sticks worldwide, making the country a key focus for tackling hunger on
range have done well and received good consumer feedback. a global scale. In 2017, to mark the occasion of World Food Day,
Your Company launched the Cornetto Red Velvet variant, Oreo Knorr gave food lovers the opportunity to turn a virtual food post
variant, Kwality Wall's Sandwich and Cloud Bite. In Paddle Pop, into a real meal for someone in need. On 16th October, 2017,
your Company launched two new exciting variants, namely, dragon each time our #ShareTheMeal post was shared or re-tweeted on
popper and mango and strawberry zaps. To cater to the health Facebook and Twitter, Knorr Global donated the equivalent of one
conscious consumers, your Company introduced Cornetto Mini in meal via the WFP, up to a total of 1.5 million meals, and Knorr India
reduced portion size and in multipack. donated 50,000 meals via Akshaya Patra.
Brands with Purpose Your Company follows global principles of responsible food and
Our sustainable living brands are those that take action to make beverage marketing and is also a signatory of the India Policy
sustainable living commonplace in a way that is relevant to the on Marketing Communications to Children. In accordance, HUL
product, good for society and motivating to consumers. pledges to advertise products to children under the age of 12 that
meet common ‘Food & Beverage Alliance of India’ nutrition criteria.
We are constantly endeavouring to build brands with purpose. By
December 2017, Lifebuoy reached over 67 million people through Your Company continues to collaborate with Confederation of
Lifebuoy Handwashing Programme in India. Dove worked with Indian Industry (CII) and Food Safety Authority of India to run
partners such as Fountainhead and World Association of Girl ‘CII-HUL Initiative on Food Safety Sciences’, to propagate science
Guides and Girl Scouts to build the self-esteem of thousands of based culture in food safety. This initiative aims to accomplish a
young girls in India. food operations regime in India that embodies the principles of
food safety sciences and is positioned on risk based food safety
The Fair & Lovely Foundation, through relevant online courses, approaches.
continued its journey of empowering women to become
self-reliant. The programme has seen high degree of participation
WINNING IN THE MARKETPLACE
with nearly two lakhs women.
The Customer Development ecosystem of your Company
Rin introduced the new Rin detergent bar with patented encompasses capturing the demand, fulfilment of demand and
‘smart-foam’ technology that saves up to two buckets of water generation of demand. Your Company leads market development by
in every washing cycle. Surf excel launched its #HaarKoHarao growing new channels with a focus on execution through its Perfect
campaign to make children future-ready by helping them Stores programme. Your Company works with customers, such as
‘Learn from Failure’. large retail chains, to generate insights about those who visit their
stores through technology that creates detailed shopper profiles.
Domex launched India’s first toilet cleaning powder in a test market.
The innovation caters to the bottom of the pyramid consumers for Key thrust areas under this strategic pillar are WiMi, increasing your
whom the powder provides an effective and affordable solution Company’s effective coverage and becoming the partner of choice
for cleaning the toilet and removing malodour. Given the initial across channels. WiMi is an agenda that allows your Company to
success, the brand is extending this innovation to new markets get closer to customers and consumers by providing tailor-made
in 2018. Domex also continued with its purpose by adopting products across categories and geographies.
400 villages in Andhra Pradesh to make them Open Defecation Free
through behaviour change with on-ground interventions. It has been a year of strengthening the WiMi thinking across
markets, embedding it into your Company’s ways of working. This
Till 2017, Pureit provided over 83 billion litres of safe drinking water has helped the Company move the needle on quality of servicing
to consumers across India and continues to make progress towards and in-market execution by getting closer to the customers and
its ambition of providing safe drinking water to millions. The brand consumers. Our supply chain’s capability to offer cluster-specific
is leveraging its partnership with Micro-Finance Institutions to promotion and formulation is helping the Company get closer to a
reach the poorest of the poor. diverse set of consumers and address their needs and aspirations.
This approach has strengthened your Company’s connect with them
Sustainable sourcing protects the planet while increasing farmer across geographical clusters and will be a source of competitive
incomes. Each tomato that goes into the making of Kissan ketchup advantage for years to come.
is grown by a farmer in the most sustainable way.

As far as demand capturing is concerned, the focus of your with suppliers and driving the sustainability agenda in
Company has been on driving quality of coverage and increasing manufacturing.
the assortment using data-centric and analytical approach. With
respect to demand fulfilment, process and technology interventions Your Company continued to improve on-shelf consumer relevant
have been used for improving service and efficiencies. For demand quality standards, thereby enhancing overall consumer experience.
generation, the strategy of your Company encompasses winning ‘Delighting consumers everyday’ is core to how we drive quality in
in traditional trade in both open and closed formats, winning in our products. During the year, on-shelf quality was improved by
‘route-to-market’ as well as winning in emerging channels like 20% over the previous year.
modern trade and e-commerce.
With a robust funnel of savings programme, your Company
In a rapidly changing world, leveraging technology and data-led continued on its path of delivering consistent end-to-end cost
decision-making continue to be a big thrust for your Company. HUL savings. Cash delivery was achieved with the help of IT tools
has been a thought leader in the area of big data and analytics as resulting in optimising and maximising of cash flows. Your Company
a tool to drive sustainable growth. The Company uses intelligent has brought down inventory holding by two days. It continues to
analytics at the backend to deliver better on-shelf availability in progress on the world-class manufacturing journey and this covers
stores. Your Company continues to invest and experiment in this 25% of production cost perimeter. Factories started delivering >10%
dynamic space to ensure it retains the edge in the marketplace. cost savings on perimeter by eliminating non- value-added activities.
In traditional trade, the focus has been on optimal servicing with The service delivery standards improved steadily with Customer-Case
appropriate beat lengths and in improving in-store visibility. In Fill-On-Time (CCFOT) upwards of 95%. This was achieved by
‘route-to-market’, your Company has been driving the distribution of developing a segmented approach and having a clear roadmap
the market development portfolio through differentiated investment developed for category, geography and channels. IT has continued
patterns. The call centres set up for retailers have helped many to play a pivotal role in driving both growth and efficiency for the
of your Company’s traditional trade customers reach out directly business. IT solutions for transport management have helped
to us. The calls received from retail outlets provide useful insights optimise logistics costs and improved demand planning, while
and help the Company understand issues and opportunities in the forecasting solutions have enabled a leaner supply chain.
marketplace better and address them effectively.
Your Company has increased its renewable energy share to 36%, in
In Modern Trade, the foundation of your Company’s success is line with the USLP commitments. This was achieved by converting
based on collaborative planning with key customers. Your Company agricultural process waste from our operations into fuel, besides
has also significantly improved investments in ‘assisted selling’. increasing utilisation of traditional biofuels like agriwaste. Your
Building ‘brands in store’ remains a key thrust in this channel and Company expanded installation of specialised burners to utilise
has yielded good results. This has translated into healthy growth heavy vegetable oil residue from operations as fuel, substituting
during the year on the back of growing brand penetration. furnace oil. This increase in renewable energy usage and reduction
in specific energy consumption has also contributed to CO2 reduction
The e-commerce space is growing exponentially in India. Your in your Company’s manufacturing operations by 54% compared to
Company has made significant investments in capability building, 2008 baseline. All factories and warehouses continue to maintain
and is committed to being the best FMCG player in this channel. ‘zero non-hazardous waste to landfill sites’ status. Waste segregation
A specialised team is working closely with all key e-commerce and pre-processing facilities have been provided at all locations to
partners to create competitive advantage for the business and is improve recyclability and reduce total waste quantities. Increase
scaling up at a rapid pace. in harvested rainwater utilisation in processes, reuse of treated
effluent water, reduction of water losses from boilers and cooling
Your Company continues to focus on and drive ‘Project Shakti’, the tower blow-down, process water requirement optimisations, etc.
initiative aimed at empowering women, enhancing livelihoods and have all contributed to reduction of water usage in manufacturing by
building opportunities for small-scale entrepreneurs in rural India. 55% compared to 2008 baseline.
Your Company now has nearly 80,000 Shakti Entrepreneurs (Shakti
Ammas) across India who make a respectable living by distributing For further details on the steps taken by the Company on conservation
HUL products. of energy, water and reduction of waste, please refer to the Business
Responsibility Report which forms part of this Annual Report.
WINNING THROUGH CONTINUOUS IMPROVEMENT Technology Absorption
Your Company is constantly aligning its products, processes and
Your Company continues to derive sustainable benefit from the
strategies to the changing market conditions to stay ahead of
strong foundation and long tradition of R&D at Unilever, which
competition. The key thrust areas under the strategic pillar of
differentiates it from others. New products, processes and
continuous improvement are achieving profitable growth, improving
benefits flow from work done in various Unilever R&D centres
customer service and quality, and building back-end capabilities to
across the globe, including India. The Unilever R&D labs in
improve our processes.
Mumbai and Bengaluru work closely with the business to create
Your Company’s Supply Chain agenda focuses on building business exciting innovations that help us win with our consumers. With
competitiveness through consumer and customer-centricity, world-class facilities, and a superior science and technology
creating value through cost saving, customer service excellence culture, Unilever attracts the best talent to provide a significant
ensuring availability of product, ‘partner to win’ programme technology differentiation to its products and processes.

The R&D programmes, undertaken by Unilever globally, are focused began within a few minutes post-midnight across several
on the development of breakthrough and proprietary technologies locations and your Company was servicing distributors from
with innovative consumer propositions. The global R&D team Day One. This was made possible by meticulous planning and
comprises highly qualified scientists and technologists working in flawless execution by a cross-functional team. The impact of
the areas of Home Care, Personal Care, Foods, Refreshments and GST was outlined on various processes in the areas of customer
Water Purification and critical functional capability teams in the development, supply chain, procurement, payment processing
areas of Regulatory, Clinicals, Digital R&D, Product & Environment and accounting. Almost all the IT systems needed to be rewired
Safety and Open Innovation. and were tracked rigorously to ensure they landed on time
in full. Securing >95% registrations of our ecosystem and
Your Company has an existing Technical Collaboration Agreement conducting extensive training across multiple locations were key
(TCA) and a Trade Mark License Agreement (TMLA) with Unilever to a smooth transition.
which was entered into in 2012. The TCA provides for payment of
royalty on net sales of specific products manufactured by your Price change actions across categories were landed to ensure
Company, with technical know-how provided by Unilever. The TMLA the benefits were passed on to consumers from the first day, well
provides for the payment of trademark royalty as a percentage of ahead of competition.
net sales on specific brands where Unilever owns the trademark
in India. The pace of innovations and the scope of services have Effective 15th November, 2017, GST rates were reduced for some
expanded over the years. Unilever’s global resources are providing of our categories from 28% to 18%. While the implementation
greater expertise and superior innovations. Your Company is of this was done, due to paucity of time, it was not possible to
enjoying the benefits of an increasing stream of new products and immediately pass on the benefit of these rate reductions on some
innovations, backed by technology and know-how from Unilever. of the pipeline stocks to the end consumers. An estimated value
This has helped in bringing to the Indian consumers bigger, better of ` 124 crores has been proactively disclosed to the authorities
and faster innovations. on this count and we have offered to pay this amount suo motu to
the Government. This amount is not recognised as revenue and is
Your Company maintains strong and healthy interactions with accounted as a liability as on 31st March, 2018.
Unilever through a well-coordinated management exchange
programme, which includes setting out governing guidelines In addition to the above, we have also offered ` 36 crores towards
pertaining to identifying areas of research, agreeing timelines, additional realisation which would have been made by Company’s
resource requirements, scientific research based on hypothesis distributors on the closing stocks at point of transition. This is
testing and experimentation. This leads to new, improved only a pass through and has no impact on Company’s financials.
and alternative technologies, supporting the development of
launch-ready product formulations based on research, and The finance function of your Company continues to assist in driving
introducing them to markets. Your Company continuously imports superior performance of the business, pioneer thought leadership
technology from Unilever under the TCA, which is fully absorbed. and stewardship.
The benefits derived by your Company through technology
During the year, your Company’s finance team completed a
absorption and R&D have been detailed in the section Winning with
big transformational project that enabled centralisation and
Brands and Innovation earlier in this report.
simplification of the accounting and control processes. Future
Your Company also receives continuous support and guidance Finance is a transformative programme that has been initiated
from Unilever to drive functional excellence in marketing, supply this year that will change the way the finance team functions and
management, media buying and IT, among others, which help partners business in your Company. A core component of this
your Company build capabilities, remain competitive and further change is the Finance Excellence Team (FET) which has been
step-up its overall business performance. Unilever is committed organised around core performance management processes
to ensuring that the support in terms of new products, innovations, such as forecasting, budgeting and planning, as well as providing
technologies and services is commensurate with the needs of your decision support in key areas. FET will focus on specific core
Company and enables it to win in the marketplace. business processes and decision support topics, enabling
the team to develop deeper expertise and greater subject
The details of expenditure on R&D at the Company’s in-house matter knowledge.
facilities, eligible for a weighted deduction under Section 35(2AB)
of the Income Tax Act, 1961, for the year ended 31st March, 2018, During the year, your Company started monitoring and reporting
are as follows: controls through Livewire, a comprehensive analytics tool
that tracks compliance with internal controls framework
Capital Expenditure : ` 5 crores established by the management. The controls dashboard allows
the management to perform thematic analysis of its control
Revenue Expenditure : ` 23 crores health across different processes and activities, time periods
and responsibility centres. This will enable the management
Finance & IT to proactively protect value through implementation of a robust
The Goods and Services Tax (GST) was one of the biggest indirect tax control environment.
reforms in the history of independent India. Your Company, along
with 10,000+ vendors and 3,500+ distributors, transitioned swiftly
and smoothly to the GST regime on 1st July, 2017. The transition

WINNING WITH PEOPLE equal to or exceeding one per cent of the issued capital of the
Great Brands and Great People are our biggest assets. Sustainable, Company at the time of grant.
profitable growth can only be achieved in an organisation which
Pursuant to the approval of the Members at the Annual General
focuses on a performance culture and where employees are
Meeting held on 23rd July, 2012, the Company adopted the
engaged and empowered to be the best they can be.
‘2012 HUL Performance Share Scheme’. In accordance with the
To compete in a fast-changing world that is impacted by terms of the Performance Share Plan, employees are eligible
digitisation and increased competition, we have created for award of conditional rights to receive equity shares of the
an organisation that’s faster, simpler, more consumer and Company at the face value of ` 1/- each. These awards will vest
customer-centric and future-proofed through our business only on the achievement of certain performance criteria measured
transformation programme Connected 4 Growth (C4G). In order over a period of three years. The Company confirms that the 2012
to propel the C4G transformation, your Company identified new HUL Performance Share Scheme complies with the provisions of
behaviours as a key to winning in the market – Empowerment, SEBI (Share Based Employee Benefits) Regulations, 2014.
Collaboration & Experimentation. We are creating an organisation
Under this plan, eligible Managers were given Conditional
and culture where our employees are empowered to act like
Performance Grant of shares of Unilever and the Company in
entrepreneurs and business owners.
the ratio of 67:33, to mirror your Company’s shareholding, where
HUL retained the 'No. 1 Employer of Choice' amongst key business Unilever held 67% shareholding. During the year, 160 employees
schools for the seventh year in a row. HUL continues to be the were awarded conditional rights to receive 70,267 equity shares at
‘Dream Employer’ and is also the top company considered for the face value of ` 1/- each. It comprises conditional grants made to
application by B-School students. The Facebook ‘Unilever Diaries’ eligible managers covering performance period from 2017 to 2018
page has over 5 lakhs fans and helps us deepen our engagement and from 2018 to 2020.
with students, as well strengthens our brand image among them.
The employees of the Company are eligible for Unilever PLC
Driven by the ‘leaders build leaders’ philosophy, we have sustained (the ‘holding Company’) share awards namely, the Management
an environment where people get big responsibility early in their Co-Investment Plan (MCIP), the Global Performance Share Plan
career and are also able to constantly experiment. Our flagship (GPSP) and the SHARES Plan. The MCIP scheme has two sets of
management trainee programme, the Unilever Future Leaders eligibilities – for Managers, it allows eligible employees to invest
Programme (UFLP), has been the training ground for many up to 20% of their annual bonus and for eligible senior leaders to
inspiring leaders across HUL and Unilever, and provides extensive invest up to 100% of their annual bonus in the shares of the holding
cross-functional experience through live projects and assignments. Company and to receive a corresponding award of performance
related shares. Under GPSP, eligible employees receive annual
Our thrust is on building an agile and inclusive organisation that awards of the holding Company’s shares. The awards under
celebrates differences and leverages diversity. Apart from enabling GPSP and MCIP plans vest after 3-4 years up to 200% of grant level,
infrastructure and work practices such as maternity and paternity depending on the satisfaction of the performance metrics. Under
support programme, flexible work arrangements towards creating the SHARES Plan, eligible employees can invest in the shares of the
an inclusive culture, we are constantly evaluating various employee holding Company for specified amount and after three years, one
support requirements. share is granted to the employees for every three shares invested,
subject to the fulfilment of conditions of the scheme. The holding
Employee well-being is of utmost importance to us. We focus Company charges the Company for the grant of shares to the
on four aspects of well-being – Physical, Mental, Emotional Company’s employees based on the market value of the shares on
and Purposeful. An Employee Assistance Programme called the exercise date.
‘Reach Out’, a telephonic counselling programme which has
round-the-clock access, has provided timely help to some employees. Disclosures with respect to the remuneration of Directors
and employees as required under Section 197 of the Act and
At HUL, we believe that purpose is at the heart of what energises Rule 5 (1) of the Companies (Appointment and Remuneration
people. In line with this thinking, we kickstarted the Discover Your of Managerial Personnel) Rules, 2014 (Rules) have been
Purpose (DYP) journey with the intent to ignite passion and purpose appended as Annexure to this report. Details of employee
in our employees. remuneration as required under provisions of Section 197 of
the Companies Act, 2013 and Rule 5(2) and 5(3) of the Rules
Our mission is to protect and enhance the well-being of our are available at the Registered Office of the Company during
employees, visitors and partners. A safe work environment is non- working hours, 21 days before the Annual General Meeting
negotiable, for which we follow global safety standards in all our and shall be made available to any shareholder on request.
units. Our safety practices ensure all possible safety hazards are Such details are also available on your Company’s website
identified and eliminated, not only at the workplace but also during https://www.hul.co.in/investor-relations/annual-reports/hul-
employee travel. We promote ‘Beyond Work Safety’ as part of our annual-report-related-documents.html.
holistic safety culture to improve safety beyond work.
Employee Stock Option Plan (ESOP) PERFORMANCE OF SUBSIDIARIES AND JOINT VENTURE
Details of the shares issued under Employee Stock Option The summary of performance of the subsidiary and joint venture
Plan (ESOP), as also the disclosures in compliance with SEBI companies is provided below:
(Share Based Employee Benefits) Regulations, 2014, are uploaded
on the website of the Company https://www.hul.co.in/investor- Unilever India Exports Limited
relations/annual-reports/hul-annual-report-related-documents. Unilever India Exports Limited (UIEL) is a 100% subsidiary of your
html. No employee has been issued share options during the year, Company and is engaged in FMCG exports business. The focus

of the FMCG exports operation is two-fold: to develop overseas • Livelihoods: More than 50 lakhs person days of employment
markets by driving distribution of brands, such as Kissan, BRU, have been created though water conservation and increased
Brooke Bond, Lakmé, Pears and to effectively provide cross-border agriculture production.
sourcing of FMCG products to other Unilever companies across the
world. This year was a challenging one for the Company in view of The cumulative impact of HUF supported projects has been
disruption in its key export markets. However, key brands continued independently assured.
to perform well in focus markets.
Other Subsidiaries
Lakme Lever Private Limited Pond’s Exports Limited is a subsidiary of the Company which was
Lakme Lever Private Limited (LLPL), is a 100% subsidiary of the engaged in leather business and has since discontinued operations.
Company and has over 350 owned / managed and franchisee salons.
Bhavishya Alliance Child Nutrition Initiatives is a subsidiary of the
In a market witnessing lower discretionary spends, LLPL continued Company which is not-for-profit subsidiary of the Company and had
to expand its salons business in key markets. The 'Runway Rewards' launched a hand washing behaviour change programme in the state
programme continued its successful journey into the second year of Bihar that aims to reduce diarrhoea and pneumonia in children
and combined with attractive thematic promotion campaigns like under the age of five years. Similar handwashing programme is
Good Hair Day, Happy New You and Fall Collection helped drive now being driven by your Company directly.
footfall growth. Effective use of digital media and strong advocacy
amongst customers has helped increased customer loyalty. The Daverashola Estates Private Limited is a subsidiary of the
boost in confidence is clearly evidenced in the increasing average Company which has been exploring opportunities to enter into
bill value. Your Company will continue to support LLPL to drive appropriate business activities.
growth in this attractive market opportunity.
Jamnagar Properties Private Limited is a subsidiary of the
LLPL also operates a manufacturing unit at Gandhidham which Company. The litigation over the land of the Company is now
carries out job work operations for your Company manufacturing over and accordingly, the Company has initiated the process of
toilet soaps, bathing bars and detergent bars. surrendering the land.
Unilever Nepal Limited Levers Associated Trust Limited, Levindra Trust Limited and
Unilever Nepal Limited (UNL), a subsidiary of your Company, is Hindlever Trust Limited, subsidiaries of the Company, act as
engaged in manufacturing, marketing and sale of detergents, toilet trustees of the employee benefits trusts of the Company.
soaps, personal products and laundry soaps in Nepal. In 2017,
UNL completed 25 glorious years in the country. Joint Venture
Kimberly-Clark Lever Private Limited
During the year, UNL continued robust growth in sales which
Kimberly-Clark Lever Private Limited (KCLL) was a joint venture
was broad based across all categories. UNL has maintained its
between your Company and Kimberly-Clark Corporation (KCC),
bottom-line performance, driven by mix, judicious price management
USA, with infant care diapers as its primary product category sold
and by leveraging on the current manufacturing capability.
under the brand Huggies and feminine care products sold under
UNL brands continue to be market leaders in all the categories they
the brand Kotex.
operate in.
In line with your Company’s decision to focus on its core business,
Hindustan Unilever Foundation the Company has divested its stake in KCLL during the year and
Hindustan Unilever Foundation (HUF) is a not-for-profit Company accordingly the joint venture has ceased to exist.
that anchors water management related community development
and sustainability initiatives of HUL. Pursuant to the provisions of Section 129(3) of the Companies
Act, 2013, a statement containing salient features of financial
HUF operates the ‘Water for Public Good’ programme, with a statements of subsidiaries, associates and joint venture companies
specific focus on water conservation, building local community in Form AOC 1 is attached herewith. The separate audited financial
institutions to govern water resources and enhancing farm statements in respect of each of the subsidiary companies
based livelihoods through adoption of judicious water practices. shall be kept open for inspection at the Registered Office of the
The Foundation’s programmes reach out to 2,400 villages in Company during working hours for a period of 21 days before
57 districts across India in partnership with 20 NGOs and multiple the date of the Annual General Meeting. Your Company will also
co-funders. HUF also supports several knowledge initiatives in make available these documents upon request by any member
water conservation and governance. of the Company interested in obtaining the same. The separate
audited financial statements in respect of each of the subsidiary
By the end of year, the cumulative and collective achievements companies are also available on the website of your Company at
through partnered programme of HUF include: https://www.hul.co.in/investor-relations/annual-reports/hul-
annual-report-related-documents.html.
• Water Conservation: More than 450 billion litres of water
conservation potential created. Your Company has not made any downstream investments in
subsidiaries or joint venture during the year.
• Crop Yield: Additional agriculture production of over 6.5 lakhs
tonnes has been generated.

OPPORTUNITIES & RISKS

Our success as an organisation depends on our ability to identify opportunities and leverage them while mitigating the risks that arise while
conducting our business.
Your Company has an elaborate risk management procedure, which is based on three pillars: Business Risk Assessment, Operational
Controls Assessment and Policy Compliance Processes. Major risks identified by the businesses and functions are systematically
addressed through mitigating actions on a continuing basis. The Company has set up a Risk Management Committee to monitor the risks
and their mitigating actions and the key risks are also discussed at the Audit Committee.
Some of the opportunities for the business of your Company and key identified risks along with the steps taken by your Company to mitigate
them are presented below.
Strategy Opportunity Details

Winning with Premiumisation and Market Development With changing population demographics, higher spending capacity
Brands and of consumers and wider reach of products, there is increasing scope
Innovation of premiumisation of our products. We constantly innovate to meet
needs of all our consumers. Most of the categories in which your
Company operates in are under-penetrated and therefore your
Company continuously invests in market development.
Winning in the Winning in Channels of future Winning in traditional trade and ‘route-to-market’ continues to be
Marketplace important for your Company. However, winning in emerging channels
like e-commerce and modern trade will be the differentiator for
your Company. Investments in strengthening our capabilities in
the channels of the future while digitalising our distribution in the
traditional trade would be the key thrusts.
Winning in the Leveraging Big Data Your Company has been a thought leader in using big data and
Marketplace and analytics as a tool to drive sustainable growth. The Company
Winning through uses intelligent analytics at the backend to deliver better on-shelf
Continuous availability in stores. Services like order management, shipment
Improvement planning, tendering, tracking and monitoring can be improved with
building backend capabilities.
Winning in the Sharper and Richer Execution Our continued and relentless focus on flawless execution across
Marketplace and the value chain is a key differentiator and a growth driver for the
Winning through Company. We will continue to leverage this opportunity by making
Continuous appropriate investments.
Improvement
Strategy Description of Risk Details

Brand Preference
Winning with Your Company’s success depends on the Your Company monitors external market trends and collates
Brands and value and relevance of its brands and consumer, customer and shopper insights to develop category and
Innovation products to consumers and on our ability to brand strategies.
innovate and remain competitive.
Our R&D function actively searches for ways to translate the
Consumer tastes, preferences and behaviours trends in consumer preference and taste into new technologies for
are changing more rapidly than ever. Your incorporation into future products. Our innovation management
Company’s ability to identify and respond to process converts category strategies into projects which deliver
these changes is vital to business success. new products to market. We develop product ideas both in-house
and with selected partners to enable us to respond to rapidly
We are dependent on creating innovative changing consumer trends with speed.
products that continue to meet the needs of
consumers and getting these new products to Your Company has access to Unilever’s global resources that
market with speed. If we are unable to innovate provide greater expertise and superior innovations, backed by
effectively, sales or margins could be materially technology and know-how from Unilever. This helps your Company
adversely affected. bring bigger, better and faster innovations to its consumers.

Strategy Description of Risk Details

Technological change is disrupting our Our brand communication strategies are designed to optimise
traditional brand communication models. digital communication opportunities. We develop and customise
Our ability to develop and deploy the right brand messaging content specifically for each of our chosen
communication, both in terms of messaging communication channels (both traditional and digital) to ensure
content and medium is critical to the continued that our brand messages reach our target consumers.
strength of our brands.
Legal and Regulatory
Winning in the Compliance with laws and regulations We are committed to complying with all applicable laws and
Marketplace is an essential part of your Company’s regulations. The relevant teams are responsible for setting detailed
business operations. We are subject to standards and ensuring that all employees are aware of and comply
laws and regulations in diverse areas as with regulations and laws specific and relevant to their roles.
product safety, product claims, trademarks,
copyright, patents, competition, employee Our legal and regulatory specialists are closely engaged in monitoring
health and safety, the environment, and reviewing our practices to provide reasonable assurance that
corporate governance, listing and we remain aware of and in line with all relevant laws and legal
disclosure, employment and taxes. obligations.
Frequent changes in legal and regulatory Your Company has institutionalised the mechanism to monitor
regime and introduction of newer changes in legislation, both existing and proposed. The Company
regulations with multiple authorities proactively engages with the Government and regulators to develop a
regulating same areas lead to complexity in regulatory framework which is in the best interest of the consumers
compliance. and other stakeholders including Industry.
Systems and Information
Winning through Your Company’s operations are increasingly To reduce the impact of external cyber-attacks impacting our
Continuous dependent on IT systems and the business, we have firewalls and threat monitoring systems in place,
Improvement management of information. complete with immediate response capabilities to mitigate identified
threats.
Increasing digital interactions with
customers, suppliers and consumers We also maintain a global system for the control and reporting of
place even greater emphasis on the need access to our critical IT systems. This is supported by an annual
for secure and reliable IT systems and programme of testing of access controls.
infrastructure, and careful management of
the information that is in our possession. We have policies covering the protection of both business and personal
information, as well as the use of IT systems and applications by
The cyber-attack threat of unauthorised our employees. Our employees are trained to understand these
access and misuse of sensitive information requirements. We also have a set of IT security standards and closely
or disruption to operations continues to monitor their operation to protect our systems and information.
increase.
We have standardised ways of hosting information on our public
websites and have systems to monitor compliance with appropriate
privacy laws and regulations, and with our own policies.
UNILEVER SUSTAINABLE LIVING PLAN (USLP) Your Company has made good progress on the three USLP big
Your Company’s vision is to accelerate growth in the business, goals to be achieved globally: to help more than a billion people
while reducing environmental footprint and increasing positive take action to improve their health and well-being, to halve the
social impact. This vision has been codified in the USLP launched in environmental footprint of the making and use of the products and
2010, which is your Company’s blueprint for achieving sustainable to enhance the livelihoods of millions of people, while growing the
growth. By spurring innovation, strengthening the supply chain, business. Detailed information on the progress of your Company’s
lowering costs, reducing risks and building trust, sustainability is USLP initiatives and CSR activities are available in the Annual Report
creating value for your Company as well as the society. on CSR and Business Responsibility Report which is appended as
an Annexure to this Annual Report.

FINANCIAL REVIEW (STANDALONE)

Results
(` crores)
For the Year ended For the Year ended
31st March, 2018 31st March, 2017
Sales (including excise duty) 34,619 33,895
EBITDA 7,276 6,047
Profit before exceptional items and tax 7,347 6,155
Profit for the year 5,237 4,490
a) According to the requirements of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, revenue for the year
ended 31st March, 2017 was reported inclusive of excise duty. Goods and Services Tax (“GST”) has been implemented with effect from
1st July, 2017 which replaces Excise Duty and other input taxes. As per Ind AS 18, the revenue for the year ended 31st March, 2018 is
reported net of GST.
b) In compliance with IND AS 20 on Government Grants, the amount of budgetary support under Goods and Services Tax, GST Refunds,
to be received from the Government of India in relation to the existing eligible units under the different Industrial Promotion Schemes
have been recognised as “Other Operating Income”. In past periods these credits were netted off from the excise cost reported in the
Statement of Profit and Loss.
c) Comparable sales growth and comparable EBITDA margin improvement for FY 2017-18 has been arrived at by adjusting:
i. Excise Duty, other net input taxes from reported sales of FY 2016-17, and
ii. GST Refunds to the reported sales of FY 2017-18.
d) In view of the accounting impact as shared in note (a) to (c) above, while the reported Net Sales grew by 2% during the year, comparable
Domestic Consumer Sales grew by 12% during the year. The reported EBITDA margin expansion was 320 bps for the year while
comparable EBITDA margin expansion was at 155 bps.
Category-Wise Turnover
(` crores)
Sales Others* Sales Others*
Home Care 11,464 165 11,123 223
Personal Care 16,132 332 16,078 226
Foods 1,147 18 1,102 22
Refreshments 5,181 44 4,795 53
Others (including Exports, Infant and Feminine Care) 695 26 797 22
TOTAL 34,619 585 33,895 546
*Others include service income from operations, relevant to the respective businesses.
Summarised Profit and Loss Account

(` crores)
Sale of products (including excise duty) 34,619 33,895
Other operating income 599 592
REVENUE FROM OPERATIONS 35,218 34,487
Operating Costs 27,942 28,440
Profit Before Depreciation, Interest, Tax (PBDIT) 7,276 6,047
Depreciation 478 396
Profit Before Interest & Tax (PBIT) 6,798 5,651
Other Income (net of finance costs) 549 504
Profit before exceptional items 7,347 6,155
Exceptional items (62) 241
Profit Before Tax (PBT) 7,285 6,396
Taxation 2,048 1,906
Basic EPS (`) 24.20 20.75

Return on Net Worth, Return on Capital Employed and Earnings Per Share (EPS) for the last four years and for the year ended
31st March, 2018, are given below:
Particulars 2013-14 2014-15 2015-16 2016-17 2017-18

Return on Net Worth (%) 104.10 99.50 72.80 76.70 84.50
Return on Capital Employed (%) 130.20 127.70 105.80 105.90 118.90
Basic EPS (after exceptional items) (`) 17.88 19.95 19.12 20.75 24.20
There were no material changes and commitments affecting the Scheme of Arrangement
financial position of the Company which occurred between the end Subsequent to the approval of the Members at the Court Convened
of the financial year to which this financial statement relate on the Meeting held on 30th June, 2016, to the Scheme of Arrangement for
date of this report. transfer of the balance of ` 2,187 crores standing to the credit of the
General Reserves to the Profit and Loss Account, your Company had
Capital Expenditure during the year was at ` 853 crores
filed the petition for sanction of the Scheme of Arrangement with
(` 1,372 crores in the previous year).
the Hon’ble High Court of Mumbai. Upon the Scheme becoming
During the year, your Company did not accept any public deposits effective, the amount so transferred is proposed to be distributed
under Chapter V of Companies Act, 2013. to the Members from time to time, by the Board of Directors, at its
sole discretion, in such manner, quantum and at such time, as the
Your Company manages cash and cash flow processes assiduously, Board of Directors may decide. The Scheme is currently pending
involving all parts of the business. There was a net cash surplus with National Company Law Tribunal (NCLT) for sanction.
of ` 3,373 crores (2016-17: ` 1,671 crores), as on 31st March, 2018.
The Company’s low debt equity ratio provides ample scope for Particulars of Loan, Guarantee or Investments
gearing the Balance Sheet, should the need arise. Foreign Exchange Details of loans, guarantee or investments made by your Company
transactions are fully covered with strict limits placed on the amount under Section 186 of the Companies Act, 2013, during the financial
of uncovered exposure, if any, at any point in time. There are no year 2017-18 are appended as an Annexure to this report.
materially significant uncovered exchange rate risks in the context
of Company’s imports and exports. The Company accounts for Risk and Internal Adequacy
mark-to-market gains or losses every quarter end, are in line with the The Company’s internal control systems are commensurate
requirements of Ind AS 21. The details of foreign exchange earnings and with the nature of its business and the size and complexity of its
outgo as required under Section 134 of the Companies Act. 2013 and operations. These are routinely tested and certified by Statutory
Rule 8(3) of Companies (Accounts) Rules, 2014 are mentioned below: as well as Internal Auditors and cover all offices, factories and
(` crores) key business areas. Significant audit observations and follow up
For the For the actions thereon are reported to the Audit Committee. The Audit
Year ended Year ended Committee reviews adequacy and effectiveness of the Company’s
31st March, 31st March, internal control environment and monitors the implementation of
2018 2017 audit recommendations, including those relating to strengthening
Foreign Exchange earnings 387 541 of the Company’s risk management policies and systems.
Foreign Exchange outgo 1,285 1,214
Dividend GOVERNANCE, COMPLIANCE AND BUSINESS INTEGRITY

Your Directors are pleased to recommend a Final Dividend of The Legal function of the Company continues to be a valued business
` 12/- per equity share of face value of ` 1/- each for the year ended partner that provides solutions to protect your Company and
31st March, 2018. The Interim Dividend of ` 8/- per equity share enable it to win in the volatile, uncertain, complex and ambiguous
was paid on 14th November, 2017. environment. Through its focus on creating ‘value with values’,
the function provides strategic business partnership in the areas
The Final Dividend, subject to the approval of Members at the Annual including product claims, legislative changes, combatting unfair
General Meeting on Friday, 29th June, 2018, will be paid on or after competition, business integrity and governance.
Wednesday, 4th July, 2018, to the Members whose names appear in the
Register of Members, as on the Book Closure dates, i.e. from Saturday, As the markets continue to be disrupted with newer technologies and
23rd June, 2018, to Friday, 29th June, 2018 (both days inclusive). ever-evolving consumer preferences, the need to have a framework
The total dividend for the financial year, including the proposed around data security and privacy is paramount. Your Company continues
Final Dividend, amounts to ` 20/- per equity share and will absorb to ensure it has an appropriate framework and safeguards for data
` 5,177 crores, including Dividend Distribution Tax of ` 848 crore. privacy of its stakeholders with enhanced legal and security standards.
Your Company is of the view that the menace of counterfeits can

Unpaid / Unclaimed Dividend
be effectively addressed if enforcement actions are supplemented
In terms of the provisions of Investor Education and Protection with building awareness amongst the consumers of tomorrow. One
Fund (Accounting, Audit, Transfer and Refund) Rules, 2016 / of the key activities undertaken by your Company in this direction
Investor Education and Protection Fund (Awareness and Protection is propagating intellectual property awareness, particularly
of Investors) Rules, 2001, ` 4.01 crores of unpaid / unclaimed among school students. Your Company believes it is important to
dividends were transferred during the year to the Investor Education educate students on intellectual property, and build awareness
and Protection Fund. and understanding of the subject so that students start respecting
intellectual property rights from a young age.

The Legal and Communications functions of your Company work with https://www.hul.co.in/investor-relations/corporate-governance/.
leading industry associations, national and regional regulators and The Policy intends to ensure that proper reporting, approval and
key opinion formers to develop a progressive regulatory environment disclosure processes are in place for all transactions between the
in the best interest of all stakeholders. Company and Related Parties.
Business Integrity All Related Party Transactions are placed before the Audit Committee
Under its pillar of Business Integrity, your Company communicates for review and approval. Prior omnibus approval is obtained for Related
its Code of Business Principles (Code) and Code Policies internally Party Transactions on a quarterly basis for transactions which are of
and externally. All Company employees are required to undertake repetitive nature and / or entered in the Ordinary Course of Business
mandatory annual training on our Code and Code Policies via online and are at Arm’s Length. All Related Party Transactions are subjected
training modules as well as take an annual business integrity pledge. to independent review by a reputed accounting firm to establish
Our Code and Code Policies extend through our entire value chain compliance with the requirements of Related Party Transactions under
including our employees, contractors and third parties. During the Companies Act, 2013, and Listing Regulations.
the year, we closed 101 incidents across all areas of our Code and
All Related Party Transactions entered during the year were in
Code Policies, with 70 confirmed breaches. During the year, we
Ordinary Course of the Business and at Arm’s Length basis. No
terminated the employment of 18 employees as a consequence of
Material Related Party Transactions, i.e. transactions exceeding
such breaches. The Company also requires its third-party business
10% of the annual consolidated turnover as per the last audited
partners to adhere to business principles consistent with its own.
financial statement, were entered during the year by your Company.
These expectations are set out in our Responsible Sourcing Policy
Accordingly, the disclosure of Related Party Transactions as required
(RSP) and Responsible Business Partner Policy (RBPP), which
under Section 134(3)(h) of the Companies Act, 2013, in Form AOC-2
underpin our third-party compliance programme.
is not applicable.
Corporate Governance
Maintaining high standards of Corporate Governance has been BOARD OF DIRECTORS AND KEY MANAGERIAL
fundamental to the business of your Company since its inception. A PERSONNEL
separate report on Corporate Governance is provided together with Mr. Harish Manwani, Non-Executive Chairman of the Company, has
a Certificate from the Statutory Auditors of the Company regarding decided to retire and will not seek re-appointment at the forthcoming
compliance of conditions of Corporate Governance as stipulated Annual General Meeting (AGM). The Board places on record its
under Listing Regulations. A Certificate of the CEO and CFO of the deep sense of gratitude and appreciation for the leadership and
Company in terms of Listing Regulations, inter alia, confirming the direction provided by Mr. Manwani, first as the Executive Director
correctness of the financial statements and cash flow statements, and thereafter, as the Non-Executive Chairman for the past
adequacy of the internal control measures and reporting of matters 13 years. The Board has decided to appoint Mr. Sanjiv Mehta,
to the Audit Committee, is also annexed. presently the Managing Director and CEO of the Company, as the
Chairman of the Board of Directors in succession to Mr. Manwani
The extract of annual return in Form MGT-9 as required under from the conclusion of the forthcoming AGM. The Board, while
Section 92(3) of the Companies Act and Rule 12 of the Companies taking the above decision, took note of SEBI’s amendments to the
(Management and Administration) Rules, 2014 is appended as an Listing Regulations, announced on 28th March, 2018, to accept the
Annexure to this Annual Report. recommendation of the Kotak Committee on Corporate Governance
to separate the positions of the Chairman and the Managing
Prevention of Sexual Harassment at Workplace Director, effective April 2020, for top 500 Companies by market
As per the requirement of the Sexual Harassment of Women capitalisation. Considering this, the Board decided that the current
at Workplace (Prevention, Prohibition & Redressal) Act, 2013 tenure of Mr. Mehta as the Chairman shall be till March 2020. The
(‘POSH Act’) and Rules made thereunder, your Company has Company shall ensure compliance with the new requirement of
constituted Internal Committees (IC). While maintaining the highest separation of the positions of Chairman and the Managing Director
governance norms, the Company has appointed external independent by April 2020.
persons who worked in this area and have the requisite experience in
handling such matters, as Chairpersons of each of the Committees. The present term of appointment of Mr. Mehta as the
During the year, four complaints with allegations of sexual harassment Managing Director and Chief Executive Officer is valid up to
were received by the Company and they were investigated and resolved 9th October, 2018. The Board has, subject to the approval of the
as per the provisions of the POSH Act. To build awareness in this area, Members in the forthcoming AGM, approved the re-appointment
the Company has been conducting induction / refresher programmes of Mr. Mehta as Managing Director and Chief Executive Officer for
in the organisation on a continuous basis. another period of five years, post completion of his present term.
During the year, Mr. P. B. Balaji resigned as Executive Director

Update on Kodaikanal Soil Remediation
(Finance & IT) and Chief Financial Officer with effect from
Your Company had informed the Members about the 13th November, 2017, for pursuing external opportunities. The Board
long-standing dispute with the former workers association of the places on record its deep appreciation for the outstanding contribution
former factory in Kodaikanal wherein a Memorandum of Settlement made by Mr. Balaji. Mr. Srinivas Phatak was appointed as an Additional
was signed with the association, bringing this long-standing matter Director on the Company’s Board and the Executive Director (Finance
to an end. On the other issue pertaining to soil remediation on the & IT) and Chief Financial Officer with effect from 1st December,
premises of the former factory of your Company, the soil remediation 2017, succeeding Mr. Balaji, after obtaining requisite approvals of the
trials have been concluded. The Company is committed to commence Members, through Postal Ballot and the Central Government.
full-scale soil remediation at the factory site at the earliest.
As per the provisions of the Companies Act, 2013, Independent
Related Party Transactions Directors have been appointed for a period of five years and shall
In line with the requirements of the Companies Act, 2013 and Listing not be liable to retire by rotation. The Independent Directors of
Regulations, your Company has formulated a Policy on Related Party your Company have given the certificate of independence to your
Transactions which is also available on the Company’s website at Company stating that they meet the criteria of independence as

mentioned under Section 149(6) of the Companies Act, 2013. Your Company, with its brands, talent and investment in
All other Directors, except the Managing Director, will retire at capabilities, is well placed to leverage the FMCG opportunity.
the ensuing Annual General Meeting and being eligible, offer Your Company’s strategy to lead market development while
themselves for re-election. keeping the sustainable living plan its core, will enable it to create
long-term value for all stakeholders.
The details of training and familiarisation programme and Annual
Board Evaluation process for Directors have been provided under the
Corporate Governance Report. The policy on Director’s appointment RESPONSIBILITY STATEMENT
and remuneration including criteria for determining qualifications, The Directors confirm that:
positive attributes, independence of Director, and also remuneration • In the preparation of the Annual Accounts, the applicable
for key managerial personnel and other employees, forms part of accounting standards have been followed and that no material
the Corporate Governance Report of this Annual Report. departures have been made from the same;
• They have selected such accounting policies and applied them
MANAGEMENT COMMITTEE consistently and made judgements and estimates that are
The day-to-day management of the Company is vested with reasonable and prudent, so as to give a true and fair view of the
the Management Committee, which is subjected to the overall state of affairs of the Company at the end of the financial year
superintendence and control of the Board. The Management and of the profits of the Company for that period;
Committee is headed by the Chief Executive Officer and has • They have taken proper and sufficient care for the maintenance
Functional / Business Heads as its members. During the year, of adequate accounting records in accordance with the
Mr. Srinivas Phatak was appointed as Executive Director, provisions of the Companies Act, 2013, for safeguarding the
(Finance & IT) and CFO and member of Management Committee of assets of the Company and for preventing and detecting fraud
the Company in succession to Mr. P. B. Balaji. and other irregularities;
• They have prepared the annual accounts on a going concern
AUDITORS basis;
M/s. BSR & Co. LLP, Chartered Accountants were appointed as • They have laid down internal financial controls for the Company
Statutory Auditors of your Company at the Annual General Meeting and such internal financial controls are adequate and operating
held on 30th June, 2014, for a term of five consecutive years. As effectively; and
per the provisions of Section 139 of the Companies Act, 2013, the • They have devised proper systems to ensure compliance with
appointment of Auditors is required to be ratified by Members at the provisions of all applicable laws and such systems are
every Annual General Meeting. adequate and operating effectively
In accordance with the Companies Amendment Act, 2017,

enforced on 7th May, 2018 by the Ministry of Corporate Affairs, the APPRECIATIONS AND ACKNOWLEDGMENTS
appointment of Statutory Auditors is not required to be ratified at Your Directors place on record their deep appreciation to employees
every Annual General Meeting. at all levels for their hard work, dedication and commitment. The
enthusiasm and unstinting efforts of the employees have enabled
The Report given by the Auditors on the financial statement of the the Company to remain an industry leader.
Company is part of this Report. There has been no qualification,
reservation, adverse remark or disclaimer given by the Auditors in Your Directors would also like to acknowledge the excellent contribution
their Report. by Unilever to your Company in providing the latest innovations,
technological improvements and marketing inputs across almost
M/s. RA & Co., Cost Accountants carried out the cost audit for all categories in which it operates. This has enabled the Company
applicable businesses during the year. The Board of Directors have to provide higher levels of consumer delight through continuous
appointed M/s. RA & Co., Cost Accountants as Cost Auditors for the improvement in existing products, and introduction of new products.
financial year 2018-19.
The Board places on record its appreciation for the support and
co-operation your Company has been receiving from its suppliers,
OUTLOOK distributors, retailers, business partners and others associated with
From a fundamental and medium-term perspective, FMCG markets it as its trading partners. Your Company looks upon them as partners
continue to offer sizeable headroom for growth by increasing in its progress and has shared with them the rewards of growth. It
penetration as well as consumption. Secular trends of young will be your Company’s endeavour to build and nurture strong
population, growing affluence, rising urbanisation and burgeoning links with the trade based on mutuality of benefits, respect for and
digital connectivity will increase awareness and drive premiumisation. co-operation with each other, consistent with consumer interests.
India continues to be one of the fastest growing economies Your Directors also take this opportunity to thank all Shareholders,
in the world and this is expected to continue in financial year Clients, Vendors, Banks, Government and Regulatory Authorities
2018-19, as per the latest economic survey. With GST having been and Stock Exchanges, for their continued support.
successfully implemented, trade conditions have stabilised and
we are witnessing a gradual improvement in demand. We expect On behalf of the Board
government spending plans such as increases to Minimum
Support Price (MSP), provision of health insurance, etc. to bolster
rural development and drive consumption. Normal monsoon, as Harish Manwani
forecasted, will help the overall economy. Chairman
Mumbai, 14th May, 2018 (DIN: 00045160)
Crude oil led inflation, emerging global events and disruptions, if
any, from state elections are potential headwinds which need to be
managed carefully.

Annexure to the Directors’ Report

Statement of Disclosure of Remuneration under Section 197 of Companies
Act, 2013 and Rule 5(1) of Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014
i. Ratio of the remuneration of each Executive Director to the median remuneration of the Employees of the Company for the financial
year 2017-18, the percentage increase in remuneration of Chief Executive Officer, Chief Financial Officer and other Executive Director
and Company Secretary during the financial year 2017-18.
Sr. Name of Director/KMP Designation Ratio of remuneration of Percentage
No. each Director to median increase in
remuneration of Employees Remuneration
1 Sanjiv Mehta Managing Director & CEO 170.01
2 P. B. Balaji# Executive Director, Finance & IT and CFO 47.70
3 Srinivas Phatak# Executive Director, Finance & IT and CFO 27.26 Refer Note iv.
4 Pradeep Banerjee Executive Director, Supply Chain 48.29
5 Dev Bajpai Executive Director, Legal and Corporate 52.86
Affairs and Company Secretary
#
Mr. P. B.Balaji ceased to be Executive Director, Finance & IT and CFO w.e.f. 13th November, 2017 and Mr. Srinivas Phatak appointed as an Executive Director,
Finance & IT and CFO w.e.f. 1st December, 2017
ii. The percentage increase in the median remuneration of Employees for the financial year was 4.7%.
iii. The Company has 5,725* permanent Employees on the rolls of Company as on 31st March, 2018.
iv. Average percentage increase made in the salaries of Employees other than the managerial personnel in the financial year was 9.4%.
In line with the changes made to the Reward Policy in 2017, approved by the Nomination & Remuneration Committee, increases in
managerial remuneration will be made later during the financial year 2018–19. The average increase every year is an outcome of
Company’s market competitiveness as against its peer group companies. In keeping with our reward philosophy and benchmarking
results, the increase this year reflect the market practice.
v. It is hereby affirmed that the remuneration paid during the year is as per the Remuneration Policy of the Company.
Note:
a) The Non-Executive Directors of the Company are entitled for sitting fees / commission as per the statutory provisions and within the
limits approved by the Members. The details of remuneration of Non-Executive Directors are provided in the Corporate Governance
Report and is governed by the Differential Remuneration Policy, as detailed in the said report. The ratio of remuneration and
percentage increase for Non-Executive Directors Remuneration is therefore not considered for the purpose above.
b) Percentage increase in remuneration indicates annual target total compensation increases, as approved by the Nomination and
Remuneration Committee of the Company during the financial year 2017-18.
c) Employees for the purpose above includes all employees excluding employees governed under collective bargaining.
* Includes employees working for Hindustan Unilever Limited.
Particulars of Loans, Guarantees or Investments

AMOUNT OUTSTANDING AS AT 31ST MARCH, 2018
(` crores)
Particulars Amount
Loans given 226
Guarantee given 8
Investments made 3,111
LOAN, GUARANTEE AND INVESTMENTS MADE DURING THE FINANCIAL YEAR 2017-18
Name of Entity Relation Amount Particulars of loan, Purpose for which the loans,
(In crores) guarantee and guarantee and investments
investments are proposed to be utilised
Lakme Lever Private Limited Subsidiary 43 Loan Business purpose
Unilever India Exports Limited Subsidiary 140 Loan Business purpose
Mutual Funds# - -230 Investments Cash Management
#
For details refer to Note 6 of Notes to the financial statement.
On behalf of the Board
Harish Manwani
Chairman
Mumbai, 14th May, 2018 (DIN: 00045160)


Extract of Annual Return
Form No. MGT-9

(As on the Financial Year ended on 31st March, 2018)
[Pursuant to Section 92(3) of the Companies Act, 2013 and
Rule 12(1) of the Companies (Management and Administration) Rules, 2014]
I. REGISTRATION AND OTHER DETAILS
i) CIN : L15140MH1933PLC002030
ii) Registration Date : 17th October, 1933
iii) Name of the Company : Hindustan Unilever Limited
iv) Category / Sub-Category of the Company : Public Company / Subsidiary of Foreign Company limited by shares
v) Address of the Registered Office and contact : Unilever House, B. D. Sawant Marg, Chakala, Andheri (East), Mumbai – 400 099.
details Tel : 022 39832285/39832452
E-mail : levercare.shareholder@unilever.com
Website : www. hul.co.in
vi) Whether listed company : Yes
vii) Name, Address and contact details of : M/s. Karvy Computershare Private Limited,
Registrar and Transfer Agent, if any Unit : Hindustan Unilever Limited, Karvy Selenium
Tower B, Plot 31-32, Gachibowli Financial District,
Nanakramguda, Hyderabad - 500 032
Phone : +91 - 40 - 67161500, 67162222
Fax : +91 - 40 - 23431551
Toll Free No.: 1800-345-4001
E-mail : einward.ris@karvy.com
Website : www.karvy.com
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY (Activities contributing 10% or more of the turnover)
Sr. % to total turnover
Name and Description of Products NIC Code of the Product
No. of the Company
1 Soaps 20231 30.00%
2 Detergents 20233 19.32%
3 Cosmetics & Toiletries 20237 16.21%

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

Sr.
Name and address of the Company CIN/GLN % of shares held
No.
Holding Company [Section 2(46)]
1 Unilever PLC N.A. 51.48

Port Sunlight, Wirral, Merseyside CH624ZD
2 Brooke Bond Group Limited # N.A. 4.93
3 Unilever Overseas Holdings AG N.A. 3.18

Hinterbergstrasse 28, Postfach 5364, 6330 Cham 2, Switzerland
4 Unilever UK & CN Holdings Limited # N.A. 2.78
5 Brooke Bond South India Estates Limited # N.A. 2.44
6 Brooke Bond Assam Estates Limited # N.A. 1.52
7 Unilever Overseas Holdings B V # N.A. 0.87
Subsidiary Companies [Section 2(87)(ii)]
1 Unilever India Exports Limited * U51900MH1963PLC012667 100
2 Pond’s Exports Limited * U24246MH1981PLC261125 90
3 Lakme Lever Private Limited U24247MH2008PTC188539 100

Shree Niwas House, 1st Floor, H. Somani Marg, Fort, Mumbai - 400 001
4 Unilever Nepal Limited N.A. 80

Basamadi V.D.C. – 5, P.O. Box-11, Hetauda, Dist. Makwanpur, Nepal
5 Daverashola Estates Private Limited * U15200MH2004PTC149035 100
6 Jamnagar Properties Private Limited * U70101MH2006PTC165144 100
7 Levers Associated Trust Limited * U74999MH1946PLC005403 100
8 Levindra Trust Limited * U67120MH1946PLC005402 100
9 Hindlever Trust Limited * U65990MH1958PLC011060 100
10 Hindustan Unilever Foundation * U93090MH2010NPL201468 76
11 Bhavishya Alliance Child Nutrition Initiatives* U93090MH2010NPL208544 100
Associate Company [Section 2(6)]

1 Kimberly-Clark Lever Private Limited$ U74999PN1994PTC081290 50
Gat No.934-937, Villagesanaswadi, Taluka - Shirur,
Pune – 412 208
#
Registered Office at Unilever House, 100 Victoria, Embankment, London EC4Y0DY.
* Registered Office at Unilever House, B. D. Sawant Marg, Chakala, Andheri (East), Mumbai - 400 099.
$ Joint Venture with Kimberly-Clark Lever Private Limited ceased w.e.f. 29th September, 2017.

IV. SHARE HOLDING PATTERN (EQUITY SHARE CAPITAL BREAKUP AS PERCENTAGE OF TOTAL EQUITY)
i) Category-wise Shareholding
Category of Shareholders No. of Shares held at the beginning of the year No. of Shares held at the end of the year % Change
Demat Physical Total % of Total Demat Physical Total % of Total during the
Shares Shares year
A. Promoters -
1. Indian - - - - - - - -
2. Foreign
- Bodies Corporates 1,45,44,12,858 - 1,45,44,12,858 67.20 1,45,44,12,858 - 1,45,44,12,858 67.19 -0.01
TOTAL PROMOTER SHAREHOLDING (A) 1,45,44,12,858 - 1,45,44,12,858 67.20 1,45,44,12,858 - 1,45,44,12,858 67.19 -0.01
B. Public Shareholding
1. Institutions
- Mutual Funds 3,83,86,030 49,284 3,84,35,314 1.78 3,54,84,654 39,244 3,55,23,898 1.64 -0.14
- Alternate Investment Funds - - - - 5,48,333 - 5,48,333 0.03 0.03
- Banks / Financial Institutions 69,90,335 1,28,710 71,19,045 0.33 1,59,47,050 1,28,190 1,60,75,240 0.74 0.41
- State Government - 20 20 - - 20 20 - -
- Insurance Companies 7,68,50,946 9,500 7,68,60,446 3.55 9,60,91,021 9,500 9,61,00,521 4.44 0.89
- Foreign Portfolio Investors 28,70,05,513 37,450 28,70,42,963 13.26 27,19,32,775 28,460 27,19,61,235 12.56 -0.70
Sub-total (B)(1) 40,92,32,824 2,24,964 40,94,57,788 18.92 42,00,03,833 2,05,414 42,02,09,247 19.41 0.49
2. Non-Institutions
- Bodies Corporates
i) Indian 2,73,12,657 4,36,164 2,77,48,821 1.28 2,52,30,800 3,42,730 2,55,73,530 1.18 -0.10
ii) Overseas 3,600 - 3,600 - 500 - 500 - -
- Individuals
i) Individual shareholders 20,72,49,418 4,57,70,440 25,30,19,858 11.69 20,16,67,651 3,96,20,319 24,12,87,970 11.15 -0.54
holding nominal share capital
up to ` 1 lakh
ii) Individual shareholders 40,29,793 7,10,350 47,40,143 0.22 39,95,743 7,10,350 47,06,093 0.22 -
holding nominal share capital
in excess of ` 1 lakh
- Others
i) Trust 47,41,677 - 47,41,677 0.22 51,98,117 - 51,98,117 0.24 0.02
ii) Non Resident Indians 79,47,612 4,14,170 83,61,782 0.38 84,74,763 3,84,640 88,59,403 0.41 0.03
iii) Foreign Nationals 23,689 3,120 26,809 - 35,669 120 35,789 - -
iv) Foreign Banks 7,720 - 7,720 - 6,220 - 6,220 - -
v) Directors & their Relatives 1,20,783 - 1,20,783 0.01 1,25,178 - 1,25,178 0.01 -
vi) Clearing Members 17,07,800 - 17,07,800 0.08 10,21,418 - 10,21,418 0.05 -0.03
vii) Qualified Foreign Investor - - - - 10,868 - 10,868 - -
viii) IEPF - - - - 30,81,586 - 30,81,586 0.14 0.14
Sub-total (B)(2):- 25,31,44,749 4,73,34,244 30,04,78,993 13.88 24,88,48,513 4,10,58,159 28,99,06,672 13.39 -0.48
TOTAL PUBLIC SHAREHOLDING 66,23,77,573 4,75,59,208 70,99,36,781 32.80 66,88,52,346 4,12,63,573 71,01,15,919 32.81 0.01
(B)=(B)(1) +(B)(2)
C. Shares held by Custodian for - - - - - - - - -
GDRs & ADRs
GRAND TOTAL (A+B+C) 211,67,90,431 4,75,59,208 216,43,49,639 100.00 212,32,65,204 4,12,63,573 216,45,28,777 100.00 -

ii) Shareholding of Promoters

Sr. Shareholder’s Name Shareholding at the beginning Shareholding at the end % change
No. of the year of the year in the
No. of Shares % of % of Shares No. of Shares % of % of Shares shareholding
Shares Pledged/ Shares Pledged/ during the
total Encumbered total Encumbered year
of the to total of the to total
Company shares Company shares
1 Unilever PLC 1,11,43,70,148 51.49 - 1,11,43,70,148 51.48 - -0.01
2 Brooke Bond Group 10,67,39,460 4.93 - 10,67,39,460 4.93 - -
Limited
3 Unilever Overseas 6,87,84,320 3.18 - 6,87,84,320 3.18 - -
Holdings AG
4 Unilever UK & CN 6,00,86,250 2.78 - 6,00,86,250 2.78 - -
Holdings Limited
5 Brooke Bond South 5,27,47,200 2.43 - 5,27,47,200 2.44* - -
India Estates Limited
6 Brooke Bond Assam 3,28,20,480 1.52 - 3,28,20,480 1.52 - -
Estates Limited
7 Unilever Overseas 1,88,65,000 0.87 - 1,88,65,000 0.87 - -
Holdings BV
TOTAL 1,45,44,12,858 67.20 - 1,45,44,12,858 67.19* - -0.01
* Percentage rounded off.
iii) Change in Promoters’ Shareholding

There are no changes in the Promoter’s shareholding during the Financial Year 2017-18. The percentage change in the Promoters’
holding is due to increase in the paid-up share capital of the Company.
iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs) as
on 31st March, 2018:
Sr. Name of Shareholders Shareholding Cumulative Shareholding
No. during the year
No. of Shares % of total shares No. of Shares % of total shares
of the Company of the Company
1 Life Insurance Corporation of India
At the beginning of the year 3,58,90,707 1.66 3,58,90,707 1.66
Bought during the year 3,08,59,365 1.42 6,67,50,072 3.08
Sold during the year - - 6,67,50,072 3.08
At the end of the year 6,67,50,072 3.08 6,67,50,072 3.08
2 Life Insurance Corporation of India P&GS FUND
At the beginning of the year 43,19,378 0.20 43,19,378 0.20
Bought during the year 98,32,755 0.45 1,41,52,133 0.65
Sold during the year - 1,41,52,133 0.65
3 Nomura India Investment Fund Mother Fund
Bought during the year 1,12,49,774 0.52 1,26,92,465 0.59
Sold during the year - - 1,26,92,465 0.59
4 Vanguard Emerging Markets Stock Index Fund A Series
Bought during the year 10,24,471 0.05 1,24,31,987 0.58
Sold during the year 6,35,784 0.03 1,17,96,203 0.55
5 The New India Assurance Company limited
Bought during the year - - 1,39,66,974 0.65
Sold during the year 22,72,456 0.11 1,16,94,518 0.54

Sr. Name of Shareholders Shareholding Cumulative Shareholding

No. during the year
No. of Shares % of total shares No. of Shares % of total shares
6 Vanguard Total International Stock Index Fund
Bought during the year 10,01,754 0.05 96,49,909 0.45
Sold during the year 1,42,184 0.01 95,07,725 0.44
At the end of the year 95,07,725 0.44 95,07,725 0.44
7 General Insurance Corporation of India
Bought during the year - - 1,01,85,940 0.47
8 Ishares India Index Mauritius Company
9 Franklin Templeton Investment Funds
Bought during the year 19,278 0.00 1,07,16,862 0.49
10 Stiching Depositary APG Emerging Markets Equity Pool
Notes:
• The above information is based on the weekly beneficiary position received from Depositories.
• The date-wise increase or decrease in shareholding of the top ten shareholders is available on the website of the Company https://www.hul.co.in/investor-relations/
annual-reports/hul-annual-report-related-documents.html.
v) Shareholding of Directors and Key Managerial Personnel:

Sr. Name of Directors / KMP Shareholding at the beginning Cumulative Shareholding
No. of the year during the year
No. of shares % of total shares No. of shares % of total shares
1 Mr. Harish Manwani
At the beginning of the year 22,130 - 22,130 -
Bought during the year - - 22,130 -
Sold during the year - - 22,130 -
At the end of the year 22,130 - 22,130 -
2 Mr. Sanjiv Mehta
At the beginning of the year - - - -
Bought during the year 10$ - 10 -
Sold during the year - - 10 -
At the end of the year 10 - 10 -
3 Mr. Srinivas Phatak
As on 1st December, 2017 10,208 - 10,208 -
Bought during the period - - 10,208 -
Sold during the period - - 10,208 -
4 Mr. Pradeep Banerjee
Bought during the year - - 52,886 -

Sr. Name of Directors / KMP Shareholding at the beginning Cumulative Shareholding

No. of the year during the year
No. of shares % of total shares No. of shares % of total shares
5 Mr. S. Ramadorai
At the beginning of the year 35 - 35 -
Bought during the year - - 35 -
Sold during the year - - 35 -
At the end of the year 35 - 35 -
6 Mr. Dev Bajpai
Bought during the year 6,583* - 39,909 -
Notes:
1. Mr. Aditya Narayan, Mr. O. P. Bhatt, Dr. Sanjiv Misra and Ms. Kalpana Morparia did not hold any Shares of the Company during the financial year 2017-18.
2. Mr. P. B. Balaji ceased to be the Executive Director, Finance and IT and Chief Financial Officer of the Company w.e.f. 13th November, 2017 and his shareholding as on
1st April, 2017 was 12,406 shares. As on 13th November, 2017 there was no change.
* Shares allotted under ESOP.
$
Transmission of Shares dated 30th June, 2017.
V. INDEBTEDNESS
The Company had no indebtedness with respect to Secured or Unsecured Loans or Deposits during the financial year 2017-18.
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-time Directors and Key Managerial Personnel:
(` lakhs)
Sr. Particulars of Remuneration Name of MD/ WTD/ KMP Total
No. Sanjiv Mehta P. B. Balaji# Srinivas Phatak# Pradeep Dev Bajpai Amount
Banerjee
Managing Director Executive Executive Director, Executive Executive Director,
& Chief Executive Director, Finance and IT and Director, Legal and
Officer Finance and IT and Chief Financial Supply Chain Corporate
Chief Financial Officer Affairs & Company
Officer Secretary
1. Gross salary
(a) Salary as per provisions 696 295 72 204 205 1,472
contained in Section 17(1)
of the Income-tax Act, 1961
(b) Value of perquisites u/s 102 - - 1 1 104
17(2) Income-tax Act, 1961
(c) Profits in lieu of salary 558 - 15 204 150 927
under Section 17(3)
Income-tax Act, 1961
2. Stock Option 543 - 3 98 208 852
3. Sweat Equity - - - - - -
4. Commission - - - - - -
5. Others (Contribution to PF & 38 21 12 41 37 149
Superannuation)
TOTAL (A) 1,937 316 102 548 601 3,504
Ceiling as per the Act ` 70,770 lakhs (being 10% of Net Profits of the Company calculated as per Section 198 of the
Companies Act, 2013)
#
Mr. P. B. Balaji, ceased to be the Executive Director, Finance and IT and Chief Financial Officer of the Company w.e.f. 13th November, 2017 and Mr. Srinivas Phatak
was appointed as an Executive Director, Finance and IT and Chief Financial Officer of the Company w.e.f. 1st December, 2017.

B. Remuneration to other Directors:

(` lakhs)
Particulars of Name of other Directors Total
Remuneration Amount
Chairman* Independent Directors
Harish Manwani Aditya Narayan S. Ramadorai O.P. Bhatt Sanjiv Misra Kalpana Morparia$
- Fee for attending Board / - 4.50 3.60 4.80 4.50 3.60 21.00
Committee meetings
- Commission# 62.00 24.00 23.00 25.71 23.00 22.00 179.71
TOTAL (B) 62.00 28.50 26.60 30.51 27.50 25.60 200.71
Ceiling as per the Act ` 7,077 lakhs (being 1% of Net Profits of the Company calculated as per Section 198 of the Companies Act, 2013)
TOTAL MANAGERIAL REMUNERATION = (A+B) 3,704.71
Overall Ceiling as per the Act ` 77,847 lakhs (being 11% of Net Profits of the Company calculated as per Section 198 of the Companies Act, 2013)
* Non-Executive Non-Independent Director
#
The Commission for the financial year ended 31st March, 2018 will be paid after adoption of financial statement by the Members at the AGM to be held on
29th June, 2018.
$
Ms. Kalpana Morparia, ceased to be the member of Audit Committee w.e.f. 25th October, 2017
VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

There were no penalties / punishment / compounding of offences for breach of any section of Companies Act, 2013 against the
Company or its Directors or other Officers in default, if any, during the year.
On behalf of the Board
Harish Manwani
Chairman
Mumbai, 14th May, 2018 (DIN: 00045160)


Annual Report on Corporate Social Responsibility
(Pursuant to Companies (Corporate Social Responsibility Policy) Rules, 2014)
1. BRIEF OUTLINE OF THE COMPANY’S CSR POLICY, 450 billion litres of water has been created, over 6.5 lakhs
INCLUDING OVERVIEW OF PROJECTS / PROGRAMMES tonnes of additional agriculture production has been
UNDERTAKEN: generated and over 50 lakhs person days of employment
has been generated. HUF has projects across nearly
Your Company has a simple but clear purpose – to make
2,400 villages in 57 districts with 20 partners in India.
sustainable living commonplace. This purpose inspires your
Company’s vision to accelerate growth in the business, while ii. Handwashing Behaviour Change Programme
reducing its environmental footprint and increasing its positive
social impact. Your Company’s commitment to sustainable Handwashing with soap has been cited as one of the most
living is not only helping drive strong business growth but also cost-effective solutions to improve health and hygiene. A
helping enhance equity and preference for its brands among review of several studies shows that the simple act of
consumers. handwashing with soap in institutions, such as primary
schools and day care centres, reduces the incidence of
Your Company believes that in the long-term, this is the best diarrhoeal diseases by an average of 30 per cent. Your
way for business to grow. That is why Unilever Sustainable Company’s Lifebuoy handwashing behaviour change
Living Plan (USLP) (http://www.hul.co.in/sustainable-living/) initiatives help in promoting the benefits of handwashing
is at the heart of your Company’s business model. The USLP with soap at key times during the day and encouraging
has three global goals, namely: (i) help more than a billion people to sustain good handwashing behaviour. Over
people take action to improve their health and well-being; 67 million people have been reached through Lifebuoy
(ii) halve the environmental footprint of the making and use handwashing behaviour change initiatives.
of products; and (iii) enhance the livelihoods of millions of
people while growing the business. These goals also contribute Lifebuoy has partnered with PSI, Plan International,
to and are covered by activities listed in the Schedule VII of World Association of Girl Guides & Girl Scouts
Section 135 of the Companies Act, 2013. USLP commits to a value (WAGGGS), Gavi, Project Hope and NGO Naman Seva
chain approach which is integrated across your Company’s brands Samiti for scaling up the handwashing behaviour
and operations. Your Company also helps in achieving United change programme. In partnership with WAGGGS,
Nation’s Sustainable Development Goals through its initiatives. Lifebuoy has launched an initiative to empower young
girls. Through this partnership, girl guides and scouts
The Corporate Social Responsibility (CSR) Policy of the become handwashing heroes and teach the potentially
Company, as approved by the Board of Directors, is available lifesaving habit of handwashing with soap within their
on the Company’s website https://www.hul.co.in/investor- local communities. Each handwashing hero is trained
relations/corporate-governance/hul-policies/. on the importance of using soap while washing hands
before eating and after using the toilet. They are also
A brief overview of your Company’s projects is given below. This equipped with the necessary skills to share these
Report is divided into two parts – Section A provides details learnings with other people they know. In this way, the
of the initiatives that are covered under activities listed in the practice of using soap at critical occasions is spread
Schedule VII of the Companies Act, 2013 and are considered across communities protecting people from infections.
for the purpose of computing prescribed CSR spends.
Section B of this Report deals with USLP and other initiatives iii. Domex Toilet Academy
that are not considered for the purpose of CSR Spends. Domex Toilet Academy (DTA) is a unique market-based
entrepreneurial model launched by the Company in
Section A 2014. DTA programme trains entrepreneurs and masons
i. Water Conservation Project to help build and maintain toilets; provides access
India is a water scarce region and water supply is expected to micro-financing and creates demand for toilets in
to be half of its demand over the next decade, therefore low-income households. Since its inception, the DTA has
Hindustan Unilever Limited (HUL) has identified water as trained more than 600 micro-entrepreneurs. To date,
a key area of intervention and set-up Hindustan Unilever over 2 lakhs toilets have been built, benefitting over
Foundation (HUF). 11 lakhs people.
Hindustan Unilever Foundation (HUF) is a not-for-profit iv. Swachh Aadat Swachh Bharat
Company that anchors water management related The ‘Swachh Aadat, Swachh Bharat’ (SASB) programme
community development and sustainability initiatives is in line with the Government of India’s Swachh Bharat
of HUL. HUF operates the ‘Water for Public Good’ Abhiyan (Clean India Mission) to promote good health and
programme, with specific focus on empowering local hygiene practices. In 2017, the programme continued to
community institutions to govern water resources and promote good health and hygiene practices by stressing
enhancing farm-based livelihoods through adoption of the need to adopt three clean habits (‘Swachh Aadat’)
judicious water practices. Through the Foundation’s of washing hands five times a day, using a toilet for
water conservation and farm-based livelihoods defecation and adopting safe drinking water practices. To
initiatives, cumulatively, a capacity to conserve more than spread awareness of the three clean habits, ‘A Playing

Billion’ campaign film was launched that highlighted reducing infant mortality and providing safe drinking
how kids miss out on the simple joys of childhood due water. Prabhat also encourages HUL employees to
to repeated illness and urged people to adopt the three become Swachhata Doots. Over 4,000 factory employees
simple hygiene habits. The campaign has received have become Swachhata Doots driving three clean habits.
89 million 'YouTube' views.
vi. Asha Daan
A part of SASB, Swachhta Doot is a volunteering Asha Daan is a home in Mumbai for abandoned and
programme that enables any person to become differently-abled children, HIV-positive and destitute people.
a change agent in his / her community. It is a Since the inception of Asha Daan in 1976, your Company has
mobile-led WASH communication model to help been looking after the maintenance of the premises. At any
create awareness on the three clean habits in time, there are about 350-400 inmates at Asha Daan.
communities. Till date, your Company has reached
7.5 million people through this programme. In 2017 vii. Sanjeevani
alone, 4.5 million people have been reached.
Your Company runs a free mobile medical service camp
Your Company also contributes to the Village Social ‘Sanjeevani’ for the local community near Doom Dooma
Transformation Mission (VSTM) through its Swachhata factory in Assam. There are two mobile vans dedicated to
Curriculum. This curriculum teaches students of the project. Each vehicle has one male and one female
class 1-5 about the three habits of washing hands with doctor, two nurses, a medical attendant and a driver. The
soap, adopting safe drinking water practices and using vans are equipped with basic kits such as diagnostic kit,
clean toilets. It provides a conceptual understanding of blood pressure measuring unit, medicines and a mobile
cleanliness, germs and the clean habits to be adopted in stretcher. More than 3.2 lakhs patients have been treated in
a fun and engaging manner across a 21 day period. these service camps since its inception in 2003. In 2017 alone,
nearly 17,800 patients were treated through this programme.
The Community Hygiene Centre – Suvidha Centre – is
another important project by your Company to contribute viii. Ankur
to SASB. 'Suvidha' is a first-of-its-kind urban water, Ankur was set up in 1993 as a centre for special education
hygiene and sanitation community centre in Azad Nagar, for differently-abled children at Doom Dooma in Assam.
Ghatkopar, one of the largest slums in Mumbai. The Ankur has provided educational and vocational training
community centre provides drinking water, sanitation, to 352 differently-abled children.
handwashing, shower facilities and laundry services at
an affordable cost. The centre uses circular economy ix. Project Shakti
principles to reduce water use. The centre was built Project Shakti is your Company’s initiative which aims to
in partnership with the Municipal Corporation of financially empower and provide livelihood opportunities
Greater Mumbai and Pratha Samajik Sanstha, a to women in rural India. The Shakti Entrepreneurs are
community-based organisation. given training for familiarisation with your Company’s
products and basic tenets of distribution management.
v. Project Prabhat
‘Prabhat’ is HUL’s USLP-linked programme which Your Company has a team of Rural Sales Promoters (RSPs)
contributes to the development of local communities who coach and help Shakti Entrepreneurs in managing
around key sites including manufacturing locations. In their business. This includes help in business basics and
2017, Prabhat surpassed the ambitious target of directly troubleshooting as well as coaching in softer skills of
impacting the lives of one million people. From its launch negotiation and communication, which enable them to
in December 2013 in eight locations, Project Prabhat run their business effectively. Project Shakti has nearly
is now live in over 30 locations across the country and 80,000 Shakti Entrepreneurs across 18 States. The
directly benefits over 1.7 million people. The key focus programme has helped Shakti Entrepreneurs gain
areas are enhancing livelihoods, water conservation and confidence, self-esteem, negotiating skills, communication
health and hygiene awareness. and engagement capabilities, with supporting the
development of an entrepreneurial mind-set.
Under Prabhat’s livelihood initiatives, in partnership
with LabourNet, TARA and Mann Deshi Foundation Section B
over 30,000 people have been successfully certified and Improving Health and Well-being:
over 21,000 have already been linked to employment
opportunities till December 2017. i. Safe Drinking Water
Your Company’s Pureit water purifier has been working
The water conservation initiative is spearheaded by towards making safe drinking water accessible and
Hindustan Unilever Foundation in partnership with affordable to millions of people. Pureit’s most affordable
reputed NGOs to create capacities in water conservation range of purifiers provide safe drinking water at a
with specific focus on farm-based livelihoods. Prabhat’s running cost of just 30 paise per litre without the hassles
water conservation programme is currently active across of boiling or need of electricity or a continuous tap water
seven manufacturing locations. supply. In India, Pureit has provided 83 billion litres of
safe drinking water till date.
The Swachh (Health & Hygiene) initiatives of Prabhat are
aligned to the health and well-being pillar of the USLP.
The key focus areas are – removing open defecation,

ii. Dove Self-Esteem programme vi. Sustainable Sourcing

Globally 8 out of 10 girls opt out of key life activities when Your Company has a clear roadmap to achieve the bold
they don’t feel good about the way they look. In India, commitment to source 100% of agricultural raw materials
6 in 10 girls say they do not have high body esteem1. sustainably by 2020. In 2017, 100% of tomatoes used in
Dove has a mission to ensure the next generation grows Kissan ketchup continued to be sourced sustainably. The
up enjoying a positive relationship with the way they look Public-Private Partnership (PPP) project, which began
helping young people raise their self-esteem and realise in 2012 between HUL and Maharashtra Government
their full potential. for sustainable sourcing of tomatoes, has become
self-sustaining. In 2017, your Company continued to
For more than 10 years, globally we have been helping provide these farmers a buy-back guarantee for their
young people with self-esteem education, reaching over produce. Your Company also offers farmers knowledge
20 crores lives. In India, in 2017 your Company worked and expertise in sustainable agricultural practices. This
with partners such as Fountainhead and WAGGGS to includes the latest agricultural techniques, irrigation
reach out to 4.5 lakhs girls. practices, recommendation of the right type of seeds, etc.
iii. Nutrition and Well-Being Initiatives A total of 423 tea estates in India are trustea2 verified and
Your Company continuously works to improve the taste a total of 285 tea estates in India are Rainforest Alliance3
and nutritional quality of the products using globally certified. In 2017, over 52% of tea was sourced from
recognised dietary standards. In 2017, in India 47% of sustainable sources in India. Over five lakhs (0.5 million)
your Company’s total food and refreshment portfolio met plantation workers (56% of them are women workers) and
the highest nutritional standards. 40,000 smallholders are verified under the trustea code.
Reducing Environmental Impact: Enhancing Livelihoods:

iv. Reducing GHG, Waste, Water in Manufacturing vii. Fair & Lovely Foundation
In 2017, CO2 emissions per tonne of production reduced
The Fair & Lovely Foundation (FAL) identifies
by 54%*. There was an increase in share of renewable academically exceptional girls from financially challenged
energy at your Company’s sites to 36%*. Water usage backgrounds and offers scholarships to deserving
(cubic meter per tonne of production) in manufacturing candidates to pursue further education. To maintain
operations reduced by 55%*. Total waste generated integrity and fairness, the selection is done by a panel
from the factories reduced by 54%*. Your Company of eminent personalities from diverse fields. Till date,
maintained the status of ‘zero non-hazardous waste over 1400 girl students have been awarded scholarships.
to landfill’ in all its factories and offices. 100% of the FAL Foundation has partnered with edX.org, a non-profit
non-hazardous waste generated at our factories was Massive Open Online Course Platform founded by
recycled in environment friendly ways. Harvard University and Massachusetts Institute of
Technology (MIT), NIIT and English Edge to launch a
v. Reusable, Recyclable or Compostable Plastic Packaging mobile education programme for women. Nearly 2 lakhs
The USLP commits to ensure 100% of the Company’s women have enrolled for this course till December 2017.
plastic packaging is reusable, recyclable or compostable
viii. Rin Career Ready Academy
by 2025. All Unilever factories and offices in over
190 countries are ‘zero non-hazardous waste to landfill’ Rin Career Ready Academy aims to inspire, educate and
sites. Factory generated non-hazardous waste is recycled equip the youth from modest backgrounds with English
in environment friendly ways. speaking skills, office dressing and interviewing. In 2016,
your Company re-launched the academy with two key
Globally, we have reduced one-third of our plastic new initiatives: Introduction of the ‘Tele-Conferencing’
packaging since 2010. In India, your Company is taking module where students can speak to a teacher instead
the below initiatives in this direction: of an automated voice and a web course available on
www.rin.in. So far, over 4.2 lakhs people have benefitted

Energy from Waste: In partnership with specialist from this programme.
agency, your Company has conducted a pilot on energy
recovery from waste. Your Company has recovered ix. Kwality Wall’s Vending Operations
energy from over 13,000 tonnes of waste till end of 2017.
Our Kwality Wall’s mobile vending initiative,
‘I am Wall’s’, has provided entrepreneurship opportunities

Waste collection and segregation at source: In
to 10,500 people across India. This programme has helped
partnership with NGOs, your Company has conducted
vendors become self-sufficient micro-entrepreneurs
pilot projects in the domain of waste collection and
selling Ice Creams on the move.
segregation. Till end of 2017, over 380 tonnes of plastic
waste has been collected, segregated and co-processed. Your Company’s work over the last several years has
paved the way for setting out clear targets. However, to
scale up your Company’s initiatives, partnerships are
1
The 2017 Dove Global Girls Beauty and Confidence Report
2
trustea is a multi-stakeholder programme, locally developed and owned India sustainability tea code.
3
The Rainforest Alliance is a growing network of farmers, foresters, communities, scientists, governments, environmentalists, and businesses dedicated to conserving
biodiversity and ensuring sustainable livelihoods.
* compared to 2008 baseline.

crucial to make a meaningful difference. Your Company 3. DETAILS OF CSR SPEND:

is working in partnership with Governments, NGOs,
(` lakhs)
suppliers and others to help forge alliances and address
big societal challenges. Average Net Profit of the Company for last 3 financial 5,61,009
years:
Your Company has shared progress on the sustainability Prescribed CSR Expenditure: 11,220
initiatives and partnerships in the Business Responsibility
Report in line with the key principles enunciated in the Details of CSR spent during the financial year 2017-18:
‘National Voluntary Guidelines on Social, Environmental a) Total amount to be spent for the financial year 11,220
and Economic Responsibilities of Business’ framed by the (2% of Average Net Profit for last 3 financial years)
Ministry of Corporate Affairs. The Business Responsibility
Report forms part of this Annual Report. b) Total amount spent during the financial year 11,609
c) Amount unspent, if any Nil
2. COMPOSITION OF THE CSR COMMITTEE:
Please refer to the Corporate Governance Report for the
composition of the CSR Committee.
d) Manner in which the amount was spent during the financial year is detailed below:
(` lakhs)
Sr. CSR project/ Relevant Section Projects/ Amount Amount spent on Cumulative Amount spent
No activity identified of Schedule VII Programmes outlay the project / programme expenditure Direct / through
in which the Coverage (budget) up to implementing
Direct Overheads
Project is covered 31st March, agency
expenditure
(Note 1) 2018
1 Project Shakti (ii) PAN India 4,177 4,177 0 4,177 Direct
2 Swachh Aadat Swachh Bharat (i) PAN India 3,048 3,048 0 3,048 Direct
3 Water Conservation Project (iv) PAN India 3,317 3,002 315 3,317 Implementing
Agencies
(Multiple NGOs)
(Note 2 [i])
4 Asha Daan (iii) Mumbai 170 170 0 170 Implementing
Agency
(Missionaries of
Charity)
5 Project Prabhat (x) PAN India 561 544 17 561 Implementing
Agencies
(Note 2 [ii])
6 Domex Toilet Academy (i) Andhra 233 233 0 233 Implementing
Pradesh Agencies
(Note 2 [iii])
7 Sanjeevani (i) Assam 75 75 0 75 Direct
8 Ankur (iii) Assam 28 28 0 28 Direct
TOTAL 11,609 11,277 332 11,609
Note 1: (iv)
ensuring environmental sustainability, ecological balance,
(i) eradicating hunger, poverty and malnutrition (promoting protection of flora and fauna, animal welfare, agroforestry,
healthcare including preventive healthcare) and sanitation conservation of natural resources and maintaining quality of
(including contribution to the ‘Swachh Bharat Kosh’ set up by soil, air and water (including contribution to the ‘Clean Ganga
the Central Government for the promotion of sanitation) and Fund’ set up by the Central Government for rejuvenation of
making available safe drinking water; river Ganga);
(ii) promoting education, including special education and (x) Rural development projects.
employment, enhancing vocational skills especially among
children, women, elderly and the differently-abled, and Note 2 [i]:
livelihood enhancement projects; Samuha, Watershed Organisation Trust, People’s Action for
(iii) promoting gender equality, empowering women, setting up National Integration, Sahjeevan, Samaj Pragati Sahayog,
homes and hostels for women and orphans; setting up old Dhan Foundation, Parmarth, Sanjeevani Institute for Empowerment
age homes, day care centers and such other facilities for & Development, BAIF Development Research Foundation and
senior citizens and measures for reducing inequalities faced Integrated Rural Development Trust.
by socially and economically backward groups;

Note 2 [ii]: 4. CSR COMMITTEE RESPONSIBILITY STATEMENT

Labour Net Services India Private Limited, Mann Deshi Foundation,
The CSR Committee confirms that the implementation
and Development Alternatives. and monitoring of the CSR activities of the Company are in
compliance with the CSR objectives and CSR Policy of the
Note 2 [iii]:
Company.
Population Services International.
Note 3:
During the year, the Company has spent an amount of On behalf of the CSR Committee
` 8.5 crores on Fair & Lovely Foundation and ` 2.14 crores on
Rin Career Ready Academy in accordance with the CSR Policy of Sanjiv Mehta O. P. Bhatt
the Company. However, these spends have not been considered for Managing Director and Chairman, CSR Committee
the purpose of computing prescribed CSR spend of two percent of Chief Executive Officer (DIN: 00548091)
the Average Profits. (DIN: 06699923)


Business Responsibility Report
SECTION A – GENERAL INFORMATION ABOUT THE COMPANY
1. Corporate Identity Number (CIN) of the Company L15140MH1933PLC002030
2. Name of the Company Hindustan Unilever Limited
3. Registered address Unilever House, B. D. Sawant Marg, Chakala, Andheri (East),
Mumbai - 400 099
4. Website www.hul.co.in
5. E-mail id levercare.shareholder@unilever.com
6. Financial Year reported 1st April, 2017 to 31st March, 2018
7. Sector(s) that the Company is engaged in (industrial • 20231 Soaps
activity code-wise) • 20233 Detergents
• 20236 Shampoos
• 20235 Toothpastes
• 20234 Deodorants
• 20237 Cosmetics
• 10791 Tea
• 10792 Coffee
• 10750 Packaged Foods (Including Frozen Desserts)
• 27501 Water Purifiers
• 28195 Air Purifier
8. List three key products /services that the Company • Home Care (Fabric Wash, Household Care and Water Business)
manufactures /provides (as in balance sheet) • Personal Care (Personal Wash, Skin Care, Hair Care, Oral Care,
Colour Cosmetics and Deodorants)
• Refreshments (Tea, Coffee, Ice Cream and Frozen Desserts)
9. Total number of locations where business activity is
undertaken by the Company
i. Number of International Locations None
ii. Number of National Locations • Registered Office:
Unilever House, B. D. Sawant Marg, Chakala, Andheri (East),
Mumbai - 400 099
• Research Centre:
64, Main Road, Whitefield P O, Banglore - 560 066
• 9th Floor, Prestige Shantiniketan, The Business Presinct, Tower – A,
Whitefield Main Road, Bangalore – 560 048.
• Regional Office (East):
Brooke House, 9 Shakespere Sarani, Kolkata - 700 071
• Regional Office (West):
Uttara, Plot No. 2, Sector No. 11, CBD Belapur, Navi Mumbai - 400 614
• Regional Office (North):
Block No. A, Plot No. B, South City I, Delhi - Jaipur Highway,
Gurgaon - 122 001
• Regional Office (South):
101, Santhome High Road, Chennai - 600 028
• Regional Office (Central):
Office Space Number 101, 102, 103, 108 and 109, Shalimar Titanium,
Vibhuti Khand, Gomti Nagar, Lucknow - 226 010 Uttar Pradesh
• Unit No. 511 To 514, 5th Floor, Princes' Business Skypark,
Block No. 22,23,24, Sch No. 54, Pu-3 Commercial, Opposite Orbit,
A.B Road, Indore - 452001, Madhya Pradesh
Details of manufacturing locations form part of this Annual Report.
10. Markets served by the Company India

SECTION B – FINANCIAL DETAILS OF THE COMPANY

(` lakhs)
1. Paid-up Capital 21,645
2. Total Turnover 34,61,872
3. Total profit after taxes 5,23,679
4. Total Spending on Corporate Social Responsibility (CSR) as percentage of average Net profit of the 2.07% (` 11,609 lakhs)
Company for last 3 financial years
5. List of activities in which expenditure in 4 above has been incurred: Please refer to the CSR Annual Report which forms part of this
Annual Report.
SECTION C – OTHER DETAILS

1.
Does the Company have any Subsidiary Company / As on 31st March, 2018, the Company has 11 Subsidiary Companies.
Companies? Hindustan Unilever Foundation and Bhavishya Alliance Child
Nutrition Initiatives – both are not-for-profit companies incorporated
2.
Do the Subsidiary Company / Companies participate in
to promote and implement the Corporate Social Responsibility
the Business Responsibility (BR) initiatives of the parent
agenda. Both companies work in the areas of social, economic
company? If yes, then indicate the number of such subsidiary
and environmental concerns and contribute to the sustainability
Company(ies)?
initiatives of the Company. In addition, Unilever India Exports Limited
also contributes to the sustainability initiatives of the Company.
3.
Do any other entity / entities (e.g. suppliers, distributors Your Company works with stakeholders in its extended value chain
etc.) that the Company does business with, participate in the through its business responsibility initiatives.
BR initiatives of the Company? If yes, then indicate the percentage Your Company also requires its third-party business partners to
of such entity / entities? [Less than 30%, 30-60%, More adhere to business principles set out in Responsible Sourcing Policy
than 60%] (RSP) and Responsible Business Partner Policy (RBPP), which
underpin the third-party compliance programme.
SECTION D: BUSINESS RESPONSIBILITY (BR) INFORMATION

Details of Director / Directors Responsible for BR
The details of members of Corporate Social Responsibility (CSR) Committee and their roles and responsibilities are elaborated in
CSR Annual Report and Corporate Governance Report forming part of this Annual Report.
The DIN details of the CSR Committee members are as follows:
Name Designation DIN

Mr. O. P. Bhatt* Independent Director 00548091
Mr. Aditya Narayan Independent Director 00012084
Dr. Sanjiv Misra Independent Director 03075797
Ms. Kalpana Morparia Independent Director 00046081
Mr. Sanjiv Mehta Managing Director and Chief Executive Officer 06699923
Mr. Srinivas Phatak Executive Director, Finance & IT and Chief Financial Officer 02743340
* Chairman
PRINCIPLE-WISE (AS PER NVGS) BR POLICY / POLICIES This purpose is supported by the Code of Business Principles (CoBP),
(REPLY IN Y / N) which describes the standards that everyone at HUL follow. Unilever
Sustainable Living Plan (USLP) is the Company’s blueprint for
Respect and Integrity for its people, environment and other
achieving sustainable growth.
businesses have always been at the heart of your Company’s
Corporate Responsibility. Your Company’s Corporate Purpose is to CoBP and the USLP framework supplement the requirements
make Sustainable Living Commonplace and it believes that this is under the National Voluntary Guidelines and cover principles
the best way to deliver long-term sustainable growth. beyond those enunciated under the National Voluntary Guidelines.

The National Voluntary Guidelines provide the following nine principles.

Principle 1: Ethics, Transparency and Accountability [P1] Principle 6: Environment [P6]
Principle 2: Products Lifecycle Sustainability [P2] Principle 7: Policy Advocacy [P7]
Principle 3: Employees’ Well-being [P3] Principle 8: Inclusive Growth [P8]
Principle 4: Stakeholder Engagement [P4] Principle 9: Customer Value [P9]
Principle 5: Human Rights [P5]
(a) Details of compliance (Reply in Y / N)
Sr.
Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
No.
1 Do you have policy / policies for… Y Y Y Y Y Y Y Y Y
2 Has the policy been formulated in consultation with Y Y Y Y Y Y Y Y Y
the relevant stakeholders?
3 Does the policy conform to any national / international Y Y Y Y Y Y Y Y Y
standards? If yes, specify?
The CoBP of the Company conforms to the United Nations Global Compact
(UNGC) guidelines and International Labour Organisation (ILO) principles.
The USLP Progress Report conforms to Global Reporting Initiative (GRI)
indicators.
4 Has the policy been approved by the Board? If yes, Y Y Y Y Y Y Y Y Y
has it been signed by MD/ owner/ CEO/ appropriate
The CoBP and the USLP are frameworks adopted by Unilever globally and
Board Director?
have been followed by the Company.
5 Does the Company have a specified Committee Y Y Y Y Y Y Y Y Y
of the Board/ Director/ Official to oversee the
The CoBP is administered under the overall supervision of the Management
implementation of the policy?
Committee of the Company, headed by the Chief Executive Officer and
Managing Director. The Audit Committee reviews the implementation of
CoBP. The CSR Committee reviews the implementation of the USLP besides
the scope that has been laid out for this Committee under the Companies
Act, 2013.
6 Indicate the link for the policy to be viewed online USLP: https://www.hul.co.in/sustainable-living/
CoBP: https://www.hul.co.in/Images/4297-cobp-summary-doc_tcm1255-
409220_en.pdf
RSP: https://www.hul.co.in/Images/responsible-sourcing-policy-interactive-
final_tcm1255-504736_en.pdf
RBPP: https://www.hul.co.in/Images/responsible-business-partner-policy-
may-2017_tcm1255-504807_en.pdf
7 Has the policy been formally communicated to all Y Y Y Y Y Y Y Y Y
relevant internal and external stakeholders’?
8 Does the Company have in-house structure to Y Y Y Y Y Y Y Y Y
implement the policy / policies?
9 Does the Company have a grievance redressal Y - Y Y Y Y - - Y
mechanism related to the policy / policies to address
stakeholders’ grievances related to the policy /
policies?
10 Has the Company carried out independent audit / Y Y Y Y Y Y Y Y Y
evaluation of the working of this policy by an internal
or external agency?
(b) If answer to the question at serial number 1 against any principle, is ‘No’, please explain why: Not Applicable
GOVERNANCE RELATED TO BR comprising a majority of Independent Directors is responsible for
The Management Committee of the Company reviews complaints, formulating, implementing and monitoring the CSR Policy of the
issues and concerns received under the CoBP framework as Company. The Committee meets at least twice a year to review
well as the implementation of the CoBP on a monthly basis. progress on various sustainability initiatives, including progress
The Audit Committee of the Company reviews the implementation of under the USLP.
the CoBP on a quarterly basis. The CSR Committee of the Company

Reporting progress to stakeholders on USLP targets forms an Your Company has taken an audacious target of eliminating
important part of the governance procedures of your Company. coal from its energy mix by 2020. This will result in substantial
Your Company publishes an update on progress in India under reduction in our carbon footprint. Further, your Company shall
USLP every year. The USLP India Progress Report can be accessed source 100% of its energy across its operations from renewable
at https://www.hul.co.in/sustainable-living/india-sustainability- sources by 2030.
initiatives/. In line with the requirements of the Companies Act,
2013, your Company has also published the CSR Annual Report Product safety
which forms part of this Annual Report. The CSR Annual Report Being responsible also means ensuring that your Company’s
and this Business Responsibility Report can be accessed at products are of high quality and completely safe for use by its
https://www.hul.co.in/investor-relations/annual-reports/. consumers. Unilever has a Safety & Environmental Assurance
Centre (SEAC) which assures the safety and environmental
PRINCIPLE 1: ETHICS, TRANSPARENCY AND sustainability of the products as well as the processes used to
ACCOUNTABILITY manufacture them. Your Company works closely on all safety and
BUSINESSES SHOULD CONDUCT AND GOVERN THEMSELVES environmental assurance issues with SEAC.
WITH ETHICS, TRANSPARENCY AND ACCOUNTABILITY
In case consumers face any issues with the products, they can reach
The standards on ethics, transparency and accountability are stated the Company through Levercare – an initiative of the Company that
under the CoBP and Code policies of your Company. CoBP is the allows consumers to register complaints and obtain information
statement of values and represents the standard of conduct which regarding the Company’s products.
everyone associated with your Company is expected to observe
in all business endeavours. Your Company also has a Whistle PRINCIPLE 3: EMPLOYEES’ WELL-BEING
Blower Policy which allows employees to bring to the attention of
the Management, promptly and directly, any unethical behaviour, BUSINESSES SHOULD PROMOTE THE WELL-BEING OF ALL
suspected fraud or irregularity in the Company practices which is EMPLOYEES
not in line with the CoBP. The CoBP and Whistle Blower Policy and
Your Company’s well-being strategy aims to create a working
their implementation are explained in detail under the Report of
environment that is supportive of employees’ personal lives, while
Board of Directors and the Corporate Governance Report.
meeting your Company’s business needs.
PRINCIPLE 2: PRODUCTS LIFECYCLE SUSTAINABILITY
Vision – An injury-free organisation
BUSINESSES SHOULD PROVIDE GOODS AND SERVICES THAT
Your Company’s vision to become an injury-free organisation. We
ARE SAFE AND CONTRIBUTE TO SUSTAINABILITY THROUGHOUT
achieved a further 6% reduction in Total Recordable Frequency
THEIR LIFECYCLE
Rate (TRFR) in 2017 as compared to 2016. Overall, we have achieved
Consumers increasingly prefer responsible brands and responsible a robust 80% reduction in the TRFR for accidents in the factories
businesses. Your Company’s brands have integrated responsibility and offices in 2017 as compared to 2008 baseline. Your Company
and sustainability into both their purpose and products. For has a Central Safety, Health and Environment Sub-Committee,
example, your Company’s brands such as Pureit (Water), Domex which is led by the Chief Executive Officer.
(Sanitation) and Lifebuoy (Hygiene) have supported the water,
sanitation and hygiene (WASH) agenda in India. Your Company has
Holistic well-being
reached over 140 million people by end of 2017 through its initiatives Your Company's well-being agenda encompasses four pillars
in the area of health and well-being and has also contributed to of well-being – physical, mental, emotional and purposeful.
an important national agenda through its Swachh Aadat, Swachh Lamplighter is your Company’s framework for addressing
Bharat programme. For further details on our brands with purpose employee health and well-being. In 2017, your Company rolled
refer to the Report of Board of Directors. out well-being workshops and healthy-eating awareness sessions
for employees, that were attended by nearly 4,000 employees. It
It is crucial for your Company to manage the environmental impact also conducted purpose workshops for over 1,000 employees.
at each stage of its products’ lifecycle to achieve USLP goals. Your Company is successfully running the toll-free helpline in
Life Cycle Assessment (LCA) is one of several techniques that nine languages for its employees to reach out and speak to a
your Company uses to understand the impacts of its products on counsellor and seek advice on physical and mental health. Your
the environment. Your Company uses LCA in three ways: in new Company has also collaborated with well-being experts to share
product design; for assessment of existing products; and in science their insights on holistic well-being.
and methodological development.
Additionally, well-being ‘Thrive’ workshops were conducted
Sustainable purpose, sustainable products across 32 locations in the country and saw participation from over
These purpose-driven brands are not limited to being socially 12,000 employees. Your Company also conducted regular
relevant, but are also environmentally sustainable. Many of your workshops on improving nutrition where we invited experts to
Company’s food products are made from sustainably sourced demonstrate ways of healthy cooking. Along with partners and
agricultural raw materials. For example 100% of tomatoes used experts, the Company implemented habit changing interventions
in your Company’s Kissan ketchup are from sustainable sources. that focused on healthy nutrition choices, de-addiction and
Your Company is also working through its supplier partners with adopting clean habits.
10,000 smallholder farmers in southern India for sustainable
farming of gherkins. This is a part of the innovative Responsible
Farming Programme that aims to increase productivity, develop
best practices and improve livelihoods.

Capability building • Employees across locations were taken through a refresher

Apart from physical and mental health, your Company focuses on programme on Prevention of Sexual Harassment at Workplace.
continuous learning and building organisational capabilities of its •
Inside offices, women employees are discouraged from
people: working beyond 8.30 p.m. Any instances of late working
• Sparkle: It is a technology tool designed for capability are detected by the attendance card reader and sent to the
management of shop-floor Blue collar employees. employee's Line Manager automatically. In circumstances
where late working becomes unavoidable, women employees
• Unilever Future Leaders Programme (UFLP): Your Company are required to (i) Take a drop home from a Company approved
identifies talent early and invests to build capability through car vendor only; (ii) Be escorted by a male colleague back
this flagship programme. home; (iii) Inform their Line Managers upon reaching home
that they have reached safely.
• 70:20:10 Capability Building: Your Company follows the
70:20:10 capability building approach with 70% capability built
Fair labour practices
on the job through live assignments, 20% through coaching,
short-term projects and exposures and 10% through Your Company drives fairness in the workplace by advancing
classroom, virtual and e-learning. human rights across its operations and extended supply chain.
Your Company has an excellent record on industrial relations. Since
• People Planning Processes: Leaders at each level review 2015, it has maintained a record of near-zero loss of man-days due
and assess talent on both, the “What” and the “How’” of to industrial unrest. Your Company currently has 5,725 employees
performance through an objective process. Capability building (excluding workmen), over 4,000 employees are employed on
and career plans for talent form an integral part of this contractual / temporary basis as on 31st March, 2018.
process.
Freedom of association, participation and collective
• Growth through Diversity of Experience: Job rotation and
diversity of experiences are integrated at all stages of the bargaining
individual’s career. All workers are free to exercise their right to form and / or join trade
unions or to refrain from doing so and to bargain collectively.
Diversity and inclusion
There are 105 employee associations across your Company.
During the year ‘Inclusive Leaders’ were recognised by employees
More than 10,000 permanent employees are members of these
for contribution and role modelling of inclusive leadership.
associations. There are over 104 female shop-floor Blue collar
In the area of diversity, your Company ensures a gender-balanced employees and over 18 permanent shop-floor Blue collar
workforce. More than one-third of your Company’s managers are employees with disabilities in your Company’s factories.
women. In 2017, over 60% of the hires were Mid-Career Recruits
During the last year, your Company entered into long-term
(MCRs) and 45.5% of Unilever Future Leaders Programme (UFLP)
settlements with around 3,747 employees covering 10 factories
hires were women.
across India.
Your Company has been consistently recognised at various awards
and forums such as ‘Best Companies for Women in India’ for its Managing grievances
culture of diversity and inclusiveness. Your Company's onsite Your Company’s grievance redressal mechanisms ensure that all
Daycare Centre in Mumbai has been ranked as the ‘No.1 Preschool employees can raise issues and concerns. The CoBP and Whistle
Programme’ in Mumbai by Education Today consistently for the Blower Policy provide for reporting in confidence of issues like
past two years. child labour, sexual harassment etc. The Company has established
a vigil mechanism for Directors and employees to report their
Affirmative action and prevention from sexual genuine concerns, details of which have been given in the
harassment Corporate Governance Report. During the year, there have been no
Your Company believes in providing Equal Opportunity / Affirmative complaints alleging child labour, forced labour, involuntary labour
Action. It has a Policy on Affirmative Action and a Policy on and discriminatory employment.
Prevention of Sexual Harassment to ensure a harassment-free
workspace for the employees. Sexual harassment cases are dealt PRINCIPLE 4: STAKEHOLDER ENGAGEMENT
with as per the Company Policy on Prevention of Sexual Harassment BUSINESSES SHOULD RESPECT THE INTERESTS OF, AND BE
and the CoBP and applicable laws. Communication is sent to all RESPONSIVE TOWARDS ALL STAKEHOLDERS’, ESPECIALLY
employees on a regular basis on various aspects of prevention of THOSE WHO ARE DISADVANTAGED, VULNERABLE AND
sexual harassment at work through e-articles and other means MARGINALISED.
of communication. During the year 2017-18, four complaints with
allegation of sexual harassment were filed with the Company and Your Company actively engages with stakeholders in its own
the same has been handled under the provisions of the Prevention operations and beyond to bring transformational change.
of Sexual Harassment Act.
Internal and external stakeholder engagement
Around 1500 people were trained on preventing sexual harassment
Stakeholder engagement and partnership is essential to grow your
and related topics. Training included:
Company’s business and to reach the ambitious targets set out in
•
New Joiners / Trainees / Interns / Third-party business the USLP. The CoBP and Code Policies guide how your Company
partners were inducted on the subject of Prevention of Sexual interacts with the partners – among other suppliers, customers,
Harassment of Women at Workplace. governments, Non-Governmental Organisations (NGOs) and trade

associations. Only authorised and appropriately trained employees Shareholders and investors
or representatives can engage with these groups. All engagement Your Company regularly interacts with its shareholders and
must be conducted in a transparent manner with honesty, integrity investors through results announcements, annual report, media
and openness; in compliance with local and international laws and releases, Company’s website and subject-specific communications.
in accordance with Unilever’s values. The Annual General Meeting gives the shareholders an opportunity
to engage directly with the Board of Directors and the Management.
The Company engages in multiple ways with specific important
During this meeting, the Board engages with shareholders and
stakeholders:
answers their queries on varied subjects.
Suppliers Your Company has a designated e-mail address for shareholders.
Every day, we work with thousands of suppliers who are helping The Investor Services Department regularly engages with the
us achieve success in the market. Our suppliers help us innovate, shareholders to resolve queries, grievances, if any, and provides
create value, build capacity and capability, deliver quality and guidance to shareholders for any Company-related matter. The
service and drive market transformation. We invest in long-term Investor Relations team also interacts regularly with investors and
mutually beneficial relationships with our key suppliers through analysts, through quarterly results calls, one-on-one and group
our Partner to Win programme, so we can share capabilities and meetings, participation at investor conferences and the annual
co-innovate for shared growth. investors meet.
Consumers and customers Government

Your Company constantly seeks to understand the needs of the Your Company co-operates and engages with governments,
consumers and brings in technology to ensure that the consumers regulators and legislators, both directly and through trade
are kept informed and engaged on your Company’s products and associations, in the development of proposed legislation and
services. regulation which may affect your business interests.
• Winning In Many Indias: Your Company consolidated the
NGOs
ambitious transformation agenda of ‘Winning In Many Indias’
(WiMi) in 2016. It has been a journey strengthening the WiMi Your Company is building transformational partnerships in
thinking across markets, end-to-end planning and ways of collaboration with NGOs and other stakeholders who share the
working. This has helped the Company to move the needle on Company’s vision for a more sustainable future. These partnerships
quality of servicing and in-market execution by getting closer are instrumental in improving the quality of people’s lives, achieving
to the customers, shoppers and consumers. This approach the Company’s USLP targets and driving the business growth.
has strengthened your Company’s connect with them across Your Company’s wholly-owned subsidiary, Hindustan Unilever
geographical clusters, and will be a source of competitive Foundation, partners with several NGOs for undertaking water
advantage for years to come. conservation programme. This year, your Company has partnered
with NGOs for implementing the Swachh Aadat curriculum and
• Dial Up The Big Q: Your Company has been a pioneer in the conducted pilot projects for waste collection and segregation.
area of big data and analytics as a tool to drive sustainable
growth. Using more than millions of transactions captured Media
every month, your Company uses intelligent analytics at the
Your Company engages with media to update about the
back-end, to deliver better on-shelf availability in stores. Your
developments in the Company. Regular interactions with print,
Company will continue to invest in the power of knowledge and
television and online media take place through press releases,
big data to enhance the impact and effectiveness of execution.
media events and quarterly results announcements. Your Company
• uilding Brands In Store: Investments made by your
B also ensures timely and appropriate responses to media for any
Company in building brands in stores in the Modern Trade information requests within the stipulated disclosure norms.
channel has delivered good results. Your Company saw strong
growth across all key modern trade retail partners, driven by Employee engagement
strong joint business plans. Your Company’s position in FMCG Your Company has several communication processes instituted
as market leader coupled with the early investments in the to ensure a two-way communication channel with its employees.
e-commerce channel has helped your Company take the lead These include:
in developing this channel with key online and offline retailers.
• CEO Report Back: Quarterly performance update from the
• Levercare: Your Company has Levercare, a toll-free number, CEO to all employees.
e-mail and a postal address where consumers can reach the
Company directly. Levercare gives consumers the promise • Annual Review: All managers are invited to the Annual Review
of better service and helps the Company to connect with which is conducted in four major metros.
consumers and understand their needs, expectations and • Others: The Company has other in-house communication
aspirations. It helps consumers voice their queries, grievances channels, which help employees to connect, bond, inspire,
and offer suggestions / ideas. Levercare has leveraged express and celebrate their achievements.
technology to deliver personalised service that helps build
one-on-one relationships with consumers and customers to Other key opinion formers
delight them. Detailed description of more such initiatives is Every year, the Company organises an event and provides an update
given in Principle 9 (Customer Value). on the progress of the USLP to key opinion formers representing
various stakeholder groups such as NGOs, IGOs, Government
bodies, companies, industry bodies and consumer organisations.

PRINCIPLE 5: HUMAN RIGHTS • Various solar initiatives were implemented across factories in
2017 like Solar Tree, Effluent Treatment Plant (ETP) powered
BUSINESSES SHOULD RESPECT AND PROMOTE HUMAN RIGHTS
by Solar Photovoltaic (PV), Solar Power Purchase Agreements
Your Company seeks to uphold and promote human rights in its (PPAs), Roof top Solar PV.
operations, in relationships with business and partners; and by • During the year, your Company upgraded effluent treatment
working through external initiatives such as the United Nations facilities at several sites by providing technologies like PVA
Global Compact. (Polyvinyl Alcohol) gel based biocarriers, MBBR (Moving
Bed Biofilm Reactor), Volute for mechanical dewatering ETP
Unilever has identified eight human rights issues as priority and is sludge via reducing screw pitch mechanism, Drum drier for
committed to addressing them across its operations globally. The treatment of RO rejects. The facilities were installed to ensure
eight priority issues are: discrimination, fair wages, forced labour, that these sites remain zero liquid effluent discharge.
freedom of association, harassment, health and safety, land rights
and working hours. Unilever’s approach to managing these critical • Your Company is maximising use of biodegradable material like
human rights issues globally is elaborated on the Unilever website. food waste, leaves, etc. for energy generation through Biogas
plants which are now operational in eight sites. The biogas
The report on human rights released by Unilever in 2015 outlines generated from these plants is used in canteen for cooking.
Unilever’s goals not only to respect human rights but to actively
advance them across all areas of the business. •
Over 8.5 million units (KWH) were reduced from your
Company’s energy footprint during 2017 in comparison to
In India, your Company fully adheres to Unilever’s approach to last year due to execution of various capital projects ranging
human rights. In addition to this, your Company’s CoBP upholds from LED lights replacement across various factories,
the principles of human rights and fair treatment. The Code also compressed air heat recovery system, replacement of AHU
conforms to the International Labour Organisation (ILO) principles. (Air Handling Unit) with HVLS (High-Volume Low-Speed) fans,
Variable Freequecy Drives (VFDs) for pumps in manufacturing,
The principles of human rights are followed in the same spirit optimisation of compressed air usage through control system,
within as well as outside the organisation when engaging with steam usage optimisation, condensate recoveries and energy
business partners. Your Company’s Responsible Sourcing Policy’ efficient motors for pumps and agitators. Your Company has
for suppliers reinforces the principles of human rights and labour made investments totaling ` 7 crores in such projects in the
rights for all suppliers of your Company and is available on above period.
Unilever’s website.
• The contribution of renewable energy in total energy went up
No complaints were received regarding human rights violation to 36%, an increase of more than 7% in comparison to last
during the year. year.
•
Your Company has significantly increased direct use
PRINCIPLE 6: ENVIRONMENT of rainwater in operations during monsoons to reduce
groundwater withdrawal. There was a 44% increase in captive
BUSINESSES SHOULD RESPECT, PROTECT AND MAKE EFFORTS
rainwater reuse in 2017 in comparison to last year. The
TO RESTORE THE ENVIRONMENT
areas of use include utilities like cooling towers, soft water
In line with USLP, your Company’s vision is to grow the business generation and processes.
whilst decoupling the environmental footprint from growth and • Total waste reduction achieved by identifying new opportunities
increase the social impact. To achieve this goal, your Company has for reusing and recycling wastes, recovering energy from
taken up ambitious targets of specific reductions in the areas of organic process wastes, all within the purview of statutory
waste (kg/tonne of production), water (m3/tonne of production) and guidelines of waste disposals. Your Company maintained the
greenhouse gas emission (kg/tonne of production). The reductions status of ‘zero non-hazardous waste to landfill’ for all factories
for 2017 based on 2008 baseline are: and offices.
• CO2 emissions (kg/tonne of production) reduced by 54%.
Monitoring procedures
• Water consumption (m3/tonne of production) reduced by 55%. The progress on sustainability is monitored at different levels as
•
Total waste (kg/tonne of production) generated from the mentioned below:
factories reduced by 54%. •
Sustainability Governing Council: The top leadership from
respective business verticals and functions constitute
Your Company also recycles and disposes the waste generated
the Sustainability Governing Council. The Company has a
during the manufacturing operations in an environmentally
governance mechanism and scorecard to monitor the progress
friendly manner. All our manufacturing sites have sustained zero
on USLP commitments. The Council reports the progress to
non-hazardous waste to landfills status since 2014. The Company
the CEO and Management Committee on a quarterly basis.
has also embraced Unilever’s global target of ensuring that all of
its plastic packaging is fully reusable, recyclable or compostable • Environment Sub-Committee: The sub-committee is
by 2025. headed by the Executive Director, Supply Chain, and has
cross-functional representation from departments such as
Your Company has undertaken multiple sustainability initiatives, Safety, Health and Environment, Engineering, R&D, Finance
which are elaborated as under: and Legal. The subcommittee meets regularly to review
• Your Company is now using 100% of its waste residue generated environmental performances and strategise on the areas of
from oil processing as fuel in its various factories. This is improvement.
bio-genic (renewable) fuel and has zero carbon footprint.

Risk Assessment Improving livelihoods of smallholder farmers

All the emissions / waste generated by your Company are generally Your Company has been associated with a number of smallholder
within the permissible limits given by respective state Pollution farmers through its supplier partners, training them on good
Control Boards (PCBs). agricultural practices like drip irrigation, nutrient management,
pest and disease management to improve their livelihood. Over
During the year, your Company continued to make significant 10,000 smallholder gherkin farmers in southern India have
progress on the matter of its former factory in Kodaikanal. An benefitted from Unilever’s innovative Responsible Farming
update on this issue forms part of the Report of Board of Directors. Programme. The aim of this programme is to increase productivity,
develop best practices and improve livelihoods of farmers.
PRINCIPLE 7: POLICY ADVOCACY
Your Company has worked with its suppliers to partner with
BUSINESSES, WHEN ENGAGED IN INFLUENCING PUBLIC AND smallholder farmers for cultivation of tomatoes. These farmers
REGULATORY POLICY, SHOULD DO SO IN A RESPONSIBLE have also benefitted from similar training initiatives. Till date, your
MANNER Company has reached out to over 8,000 smallholder farmers who
cultivated tomatoes on more than 11,000 acres of land.
Your Company’s approach to advocacy is guided by the CoBP. The
CoBP and Code Policies provide that any contact by the Company Empowering women micro-entrepreneurs
or its business associates with government, legislators, regulators
or NGOs must be done with honesty, integrity, openness and in Project Shakti is your Company’s initiative to provide livelihood
compliance with applicable laws. Only authorised and trained enhancing opportunities to women micro-entrepreneurs in rural
officials can interact with these organisations. India. The Shakti Ammas are given training for familiarisation
with your Company’s products and basic tenets of distribution
The Company is represented in key industry and business management. Currently, there are nearly 80,000 micro-entrepreneurs
associations which include Confederation of Indian Industry as part of Project Shakti.
(CII), Federation of Indian Chamber of Commerce and Industry
(FICCI), Associated Chamber of Commerce and Industry of India Empowering communities through Prabhat
(ASSOCHAM), Bombay Chamber of Commerce and Industry (BCCI) Project ‘Prabhat’ (meaning ‘dawn’ in Hindi) is your Company’s
and Advertising Standards Council of India (ASCI). programme to contribute to and engage with communities around
its manufacturing sites. Prabhat focuses on three priority areas
Many of the Board and senior leadership team members are - improving health and hygiene, conserving water potential and
associated with several global bodies like the World Economic enhancing livelihoods. Project Prabhat has directly impacted over
Forum (WEF), United Nations Global Compact (UNGC), apart from 17 lakhs people as of by the end of 2017.
the leading business Chambers in India.
Rin Career Ready Academy
Your Company participates in multi-stakeholder engagements and
Rin Career Ready Academy aims to inspire, educate and equip the
when relevant, responds to public consultations. Some of the key
youth from modest backgrounds with skills in English speaking,
issues on which your Company engaged with the government in
office dressing and interview preparation. So far, over 4.2 lakhs
2017-18 include:
people have benefitted from this programme.
• Effective plastic waste management
•
Engagement with government on fiscal issues including PRINCIPLE 9: CUSTOMER VALUE
Goods and Services Tax (GST) BUSINESSES SHOULD ENGAGE WITH AND PROVIDE VALUE
TO THEIR CUSTOMERS AND CONSUMERS IN A RESPONSIBLE
•
IPR: Right Holders recommending changes in policy
MANNER
framework and adoption of practices to mitigate the menace
of counterfeits; seeking action against parallel imports of Your Company’s strong distribution network comprises millions
goods in the country. of outlets serviced by 3,500 distributors and associates who help
•
Consumer Protection Bill – seeking support for deliver Company’s products. Your Company has undertaken some
implementing ‘workable’ provisions, especially on misleading important initiatives to become more customer-centric and win in
advertisements. the marketplace. These initiatives include:
•
Seeking redressal to address the overlaps in the existing • Call centres: The call centres setup for retailers have helped
packaging, labelling laws. many of your Company’s traditional trade customers reach out
directly to the Company. The calls received from retail outlets
provide useful insights and help the Company understand
PRINCIPLE 8: INCLUSIVE GROWTH issues and opportunities in the marketplace better and
BUSINESSES SHOULD SUPPORT INCLUSIVE GROWTH AND address them effectively.
EQUITABLE DEVELOPMENT
•
Partner of choice: Your Company registered strong growth
Your Company’s inclusive growth approach focuses on improving across all key modern trade partners, driven by strong joint
the livelihoods of smallholder farmers, supporting small-scale business plans. Your Company made significant investment in
retailers and helping young entrepreneurs. Some of the important capability building in e-commerce. An efficient team with diverse
initiatives are mentioned below. talent combined with the best global practices is a competitive
advantage for your Company in area of e-commerce.

Responsible marketing and communication for Labels and Pack Information. The food and beverage products
also carry a nutritional information table on the back of pack in
•
Your Company is committed to building trust through
compliance with local legislation. As part of Guideline Daily Amounts
responsible practices and through transparent communication
(GDA) labelling, 100% of the Company's food and beverage product
– both directly to consumers and indirectly through other key
includes energy per portion information on the front of the pack
stakeholders.
and percentage GDA for five nutrients on the back of the pack*.
• It is your Company’s responsibility to ensure that its products
are safe and that the Company provides clear information on In addition to national laws and self-regulatory codes in India,
their use and any risks that are associated with their use. your Company also applies Unilever’s principles to the marketing
and advertising of all its food and beverage products directed at
• Your Company fully supports a consumer's right to know what children (below 12 years). These principles require that marketing
is in the products and is transparent in terms of ingredients, practices:
nutritional values and the health and beauty properties of its
products. • Do not convey misleading messages
• Your Company uses a combination of channels, which include • Do not undermine parental influence. Advertisements always
product labels, websites, careline phone numbers and leaflets show parents as gatekeepers to the product being consumed
to communicate openly with its consumers. • Do not encourage ‘pester power’
• Your Company also supports industry self-regulation and the • Do not suggest time / sense of urgency or price minimisation
development of self-regulatory codes for all its marketing pressure
and advertising activities and applies these codes across its
businesses. Your Company is one of the founder members • Do not encourage unhealthy dietary habits
of Advertising Standards Council of India (ASCI), a self-
• Do not use broadcast or print media personalities in a way
regulatory body which has developed principles and codes
that obscures the distinction between programme or editorial
in the area of advertising and marketing. During the year, 55
content or commercial promotion
complaints were filed with ASCI against advertisements made
by your Company, out of which all but two were closed at the Your Company is also a signatory of the India Policy on Marketing
end of the year. Communications to Children. In accordance, HUL pledges to
• Your Company has certain legal cases, including those relating advertise products to children under the age of 12 that meet
to consumer / customer disputes. At the end of the year, there common 'Food & Beverage Alliance of India' nutrition criteria.
were 57 consumer cases pending.
Labels and Pack Information On behalf of the Board

All Company products comply with the applicable regulations such Harish Manwani
as the Drugs and Cosmetics Act, Legal Metrology Act, Bureau of Chairman
Indian Standards Specifications, Trademark Act and Copyright Act, Mumbai, 14th May, 2018 (DIN: 00045160)
Food Safety and Standards Act, Tea Act, Tea Board Regulations
* Where applicable and legally permissible in accordance with local or regional industry agreements.

46 Corporate Governance
CORPORATE GOVERNANCE
“I believe that nothing can be greater than a business, however small it may
be, that is governed by conscience; and that nothing can be meaner or more
petty than a business, however large, governed without honesty and without
brotherhood.”
– William Hesketh Lever
CORPORATE GOVERNANCE PHILOSOPHY (Listing Obligations and Disclosure Requirements) Regulations,
The principles of Corporate Governance are based on transparency, 2015 (Listing Regulations). Your Company welcomes this
accountability and focus on the sustainable success of the Company progressive step of SEBI and has already been in compliance with
over the long-term. At Hindustan Unilever Limited, we feel proud to many of the recommendations made by the Kotak Committee
belong to a Company whose visionary founders laid the foundation as part of its Corporate Governance framework. The Company
stone for good governance long back and made it an integral shall ensure that its governance framework incorporates the
principle of the business, as demonstrated in the words above. amendments introduced in the Listing Regulations and the same
are complied with on or before the effective date.
Responsible corporate conduct is integral to the way we do our
business. Our actions are governed by our values and principles, THE BOARD OF DIRECTORS
which are reinforced at all levels within the Company. At The Board of Directors (‘the Board’) have ultimate responsibility
Hindustan Unilever, we are committed to doing things the right way for the management, general affairs, direction, performance and
which means taking business decisions and acting in a way that is long-term success of business as a whole. The Board has delegated
ethical and is in compliance with applicable legislation. Our Code the operational conduct of the business to the Managing Director
of Business Principles (‘CoBP’) is an extension of our values and and Chief Executive Officer (CEO) of the Company. The Management
reflects our continued commitment to ethical business practices Committee of the Company is headed by the Managing Director and
across our operations. We acknowledge our individual and collective CEO and has business / functional heads as its Members, which look
responsibilities to manage our business activities with integrity. after the management of the day-to-day affairs of the Company.
To succeed, we believe, requires highest standards of corporate Composition
behaviour towards everyone we work with, the communities we
The Board of your Company has a good mix of Executive and
touch and the environment on which we have an impact. This is our
Non-Executive Directors with half of the Board of the Company
road to consistent, competitive, profitable and responsible growth
comprising Independent Directors. As on date of this Report, the
and creating long-term value for our Members, our people and our
Board consists of ten Directors comprising one Non-Executive
business partners. The above principles have been the guiding force
Chairman, five Independent Directors and four Executive Directors.
for whatever we do and shall continue to be so in the years to come.
The composition of the Board represents an optimal mix of
The Board of Directors are responsible for and committed to sound professionalism, knowledge, experience and enables the Board
principles of Corporate Governance in the Company. The Board of to discharge its responsibilities and provide effective leadership
Directors plays a crucial role in overseeing how the Management to the business. The Board, as part of its succession planning
serves the short and long-term interests of Members and other exercise, periodically reviews its composition to ensure that the
stakeholders. This belief is reflected in our governance practices, same is closely aligned with the strategy and long-term needs of
under which we strive to maintain an effective, informed and the Company.
independent Board. We keep our governance practices under
Mr. Harish Manwani has decided to retire as the Non-Executive
continuous review and benchmark ourselves to best practices
Chairman of the Company and will not seek re-appointment
across the globe.
at the forthcoming Annual General Meeting (AGM). The Board
In recognition of its governance practices, your Company was places on record its deep sense of gratitude and appreciation
conferred upon a Certificate of Recognition at the 17th ICSI National for the leadership and direction provided by Mr. Manwani, first
Awards for Excellence in Corporate Governance for the year 2017 as the Executive Director and thereafter, as the Non-Executive
by the Institute of Company Secretaries of India. Chairman for the past 13 years. The Board has decided to appoint
Mr. Sanjiv Mehta, presently, the Managing Director and CEO
Kotak Committee on Corporate Governance of the Company, as the Chairman of the Board in succession to
The Securities and Exchange Board of India (‘SEBI’) accepted Mr. Manwani from the conclusion of the forthcoming AGM. The
some of the recommendations with or without modifications on Board, while taking the above decision, took note of SEBI’s
28th March, 2018 of the Kotak Committee on Corporate announcement on 28th March, 2018, to accept the recommendation
Governance and consequently, on 9th May, 2018 the SEBI amended of the Kotak Committee on Corporate Governance to separate the

positions of the Chairman and the Managing Director, effective Mr. Srinivas Phatak was appointed as Executive Director, Finance
April 2020, for top 500 Companies by market capitalisation. & IT and Chief Financial Officer succeeding Mr. P. B. Balaji with
Considering this, the Board has decided that, the current tenure of effect from 1st December, 2017. The Board places on record its
Mr. Sanjiv Mehta as the Chairman shall be till March 2020. The deep sense of appreciation for the outstanding contribution made
Company shall ensure compliance with the new requirement of by Mr. P. B. Balaji as the Executive Director, Finance & IT and
separation of the positions of the Chairman and the Managing Chief Financial Officer of the Company.
Director on or before April 2020.
On an annual basis, the Company obtains from each Director
The present term of appointment of Mr. Sanjiv Mehta as the details of the Board and Board Committee positions she / he
Managing Director and CEO is valid up to 9th October, 2018. occupies in other Companies and changes, if any, regarding their
The Board has, subject to the approval of the Members in the Directorships. In addition, the Independent Directors provide an
forthcoming AGM, approved the re-appointment of Mr. Sanjiv Mehta annual confirmation that they meet the criteria of independence as
as Managing Director and CEO for a further period of five years, defined under Section 149(6) on an annual basis of the Companies
post completion of his present term. The period of re-appointment Act, 2013.
will be from 10th October, 2018 to 9th October, 2023.
The details of each member of the Board along with the number
During the year, Mr. P. B. Balaji, resigned as Executive Director, of Directorship(s) / Committee Membership(s) / Chairmanship(s),
Finance & IT and Chief Financial Officer with effect from date of joining the Board and their shareholding in the Company are
13th November, 2017 to pursue an external opportunity. provided herein below:-
Composition and Directorship(s) / Committee Membership(s) / Chairmanship(s) as on 31st March, 2018

Date of Number of Directorship(s) Membership(s) Chairmanship(s)
Name joining shares held in in other of Committees in of Committees in
the Board the Company Companies# other Companies## other Companies##
Non-Executive Chairman
Harish Manwani 29.04.2005 22,130 - - -
Managing Director and CEO
Sanjiv Mehta 01.10.2013 10 - - -
Executive Director (Finance & IT) and CFO
Srinivas Phatak 01.12.2017 10,208 - - -
Executive Directors
Pradeep Banerjee 01.03.2010 52,886 2 - -
Dev Bajpai 23.01.2017 39,909 - - -
Independent Directors
Aditya Narayan 29.06.2001 - 3 2 1
S. Ramadorai 20.05.2002 35 8 - -
O. P. Bhatt 20.12.2011 - 3 3 1
Sanjiv Misra 08.04.2013 - 2 - 1
Kalpana Morparia 09.10.2014 - 1 - 1
Excluding Private Limited Companies, Foreign Companies, Section 8 Companies and Alternate Directorships.
#
Includes only Audit Committee and Stakeholders’ Relationship Committee.

##
The number of Directorship(s), Committee Membership(s) / As regards the appointment and tenure of the Independent Directors,
Chairmanship(s) of all Directors is within respective limits prescribed following is the policy adopted by the Board:
under the Companies Act, 2013 and Listing Regulations. • The Company has adopted the provisions with respect to appointment
and tenure of Independent Directors which are consistent with the
None of the Directors of your Company are inter-se related to each Companies Act, 2013 and the Listing Regulations.
other.
• The Independent Directors will serve a maximum of two terms of
Appointment and Tenure five years each, after the introduction of the Companies Act, 2013.
• The Company would not have any upper age limit of retirement of
The Directors of the Company are appointed / re-appointed by the Board
Independent Directors from the Board and their appointment and
on the recommendations of the Nomination and Remuneration
tenure will be governed by provisions of the Companies Act, 2013
Committee and approval of the Members at the General
and the Listing Regulations.
Meetings. In accordance with the Articles of Association of
the Company, all Directors, except the Managing Director and • In accordance, with the recently notified changes in the
Independent Directors of the Company, are liable to retire by Listing Regulations, the Company shall ensure that the appointment
rotation at the AGM each year and, if eligible, offer themselves for of any Non-Executive Director who has attained the age of 75 years
re-election. The Executive Directors on the Board have been appointed is approved by the Members by way of a Special Resolution.
as per the provisions of the Companies Act, 1956 / Companies Act,
2013 and serve in accordance with the terms of their contract of service
with the Company.

Any person who becomes Director or Officer, including an employee Prior approval from the Board is obtained for circulating the Agenda
who is acting in managerial or supervisory capacity, shall be covered items with shorter notice for matters that form part of the Board
under Directors’ and Officers’ Liability Insurance policy. The policy and Committee Agenda and are considered to be in the nature of
shall also cover those who serve as a Director, Officer or equivalent Unpublished Price Sensitive Information.
of an outside entity at Company’s request. The Company has provided
insurance cover in respect of legal action against its Directors under During the financial year ended 31st March, 2018, five Board meetings
the Directors’ and Officers’ Liability Insurance. were held on 17th May, 2017, 18th July, 2017, 25th October, 2017,
11th December, 2017 and 17th January, 2018. The maximum interval
Board Independence between any two meetings was well within the maximum allowed gap
Our definition of ‘Independence’ of Directors is derived from of 120 days.
Section 149(6) of the Companies Act, 2013 and Regulation 16 of the
Board Support
Listing Regulations. Based on the confirmation / disclosures received
from the Directors and on evaluation of the relationships disclosed, all The Company Secretary is responsible for collation, review and
Non-Executive Directors other than the Chairman are Independent. distribution of all papers submitted to the Board and Committees
Mr. Harish Manwani, who was formerly Chief Operating Officer of the thereof for consideration. The Company Secretary is also responsible
parent Company, is not considered as an Independent Director. for preparation of the Agenda and convening of the Board and
Committee meetings. The Company Secretary attends all the
Board Meetings meetings of the Board and its Committees, either in the capacity
The Board meets at regular intervals to discuss and decide on of Secretary of the Committees or Member of the Committee. The
Company / Business policy and strategy apart from other Board Company Secretary advises / assures the Board and its Committees
business. The Board / Committee Meetings are pre-scheduled and on Compliance and Governance principles and ensures appropriate
a tentative annual calendar of the Board and Committee Meetings recording of minutes of the meetings.
is circulated to the Directors well in advance to facilitate them
With a view to leverage technology and reducing paper consumption,
to plan their schedule and to ensure meaningful participation in
the Company has adopted a web-based application for transmitting
the meetings. However, in case of a special and urgent business
Board / Committee Agenda and Pre-reads. The Directors of the
need, the Board’s approval is taken by passing resolutions by
Company receive the Agenda and Pre-reads in electronic form through
circulation, as permitted by law, which are noted and confirmed in
this application, which can be accessed through Browsers or iPads.
the subsequent Board Meeting.
The application meets high standards of security and integrity that is
The Board business generally includes consideration of important required for storage and transmission of Board / Committee Agenda
corporate actions and events including:- and Pre-reads in electronic form.
• quarterly and annual result announcements; Separate Independent Directors’ Meetings
• oversight of the performance of the business; The Independent Directors meet at least once in a quarter, without
• declaration of dividends; the presence of Executive Directors or Management representatives.
• development and approval of overall business strategy;
The Independent Directors met five times during the financial year
• Board succession planning; ended 31st March, 2018 on 17th May, 2017, 18th July, 2017, 25th October,
• review of the functioning of the Committees and 2017,11th December, 2017 and 17th January, 2018. The Independent
• other strategic, transactional and governance matters as required Directors inter alia discuss the issues arising out of Committee
under the Companies Act, 2013, Listing Regulations and other Meetings and Board discussion including the quality, quantity and timely
applicable legislations. flow of information between the Company Management and the Board
that is necessary for the Board to effectively and reasonably perform
The notice of Board / Committee meeting is given well in advance their duties.
to all the Directors. Usually, meetings of the Board are held in
Mumbai. The Agenda of the Board / Committee Meetings is set by In addition to these formal meetings, interactions outside the
the Company Secretary in consultation with the Chairman and Board Meetings also take place between the Chairman and
the Managing Director and CEO of the Company. The Agenda is Independent Directors.
circulated a week prior to the date of the meeting. The Board
Directors’ Induction and Familiarisation
Agenda includes an Action Taken Report comprising the actions
emanating from the Board Meetings and status update thereof. The Board familiarisation programme comprises the following:-
The Agenda for the Board and Committee Meetings covers • Induction programme for new Independent Directors;
items set out as per the guidelines in Listing Regulations to the • Immersion sessions on business and functional issues;
extent it is relevant and applicable. The Agenda for the Board
• Strategy session.
and Committee Meetings include detailed notes on the items to
be discussed at the meeting to enable the Directors to take an All new Independent Directors are taken through a detailed induction
informed decision. and familiarisation programme when they join the Board of your
Company. The induction programme is an exhaustive one that
covers the history and culture of Hindustan Unilever, background of

the Company and its growth over the last several decades, various Company. The evaluation process focused on various aspects of the
milestones in the Company’s existence since its incorporation, the functioning of the Board and Committees such as composition of the
present structure and an overview of the businesses and functions. Board and Committees, experience and competencies, performance
The programme also covers the Unilever Sustainable Living Plan. of specific duties and obligations, governance issues, etc. The guidance
note issue by SEBI on Board Evaluation was duly considered while
As part of the induction sessions, the Managing Director and CEO conducting the evaluation exercise. Separate exercise was carried out
provides an overview of the organisation its history, culture, values and to evaluate the performance of individual Directors on parameters
purpose. The Business and Functional Heads take the Independent such as attendance, contribution and independent judgement.
Directors through their respective businesses and functions. As a
part of the induction programme, Independent Directors also visit the As an outcome of the above exercise, it was noted that the Board as
Company’s manufacturing locations and undertake market visits to a whole is functioning as a cohesive body which is well engaged with
understand the operations of the Company. The Independent Directors different perspectives. The Board Members from different backgrounds
are exposed to the constitution, Board procedures, matters reserved bring about different complementarities that help Board discussions
for the Board and major risks facing the business and mitigation to be rich and value adding. It was also noted that the Committees
programmes. The Independent Directors are made aware of their are functioning well and besides the Committee’s terms of reference
roles and responsibilities at the time of their appointment and a as mandated by law, important issues are brought up and discussed
detailed Letter of Appointment is issued to them. in the Committee Meetings. The evaluation exercise also suggested
that the Board succession planning exercise has been embedded
In the Board Meetings, immersion sessions deal with different parts well in the Board processes. The exercise highlighted that the Board’s
of the business and bring out all facets of the business besides the support and guidance on key issues such as demonetisation and
shape of the business. These immersion sessions provide a good implementation of GST helped the management in validating its
understanding of the business to the Independent Directors. Similar approach and decision taken in this regard.
immersion sessions are also convened for various functions of the
Company. These sessions are also an opportunity for the Board to The Board also noted that given the changing external environment,
interact with the next level of management. To make these sessions there is need for better allocation of time for business reviews, periodic
meaningful and insightful, pre-reads are circulated in advance. refreshers for the Board on key strategic thrusts. The Board observed
Deep dive sessions are also organised on specific subjects for better that there is a significant value in conducting Board offsite meetings as
appreciation by the Board of its impact on the business. There it brings the Board close to its customers and consumers. The need to
are opportunities for Independent Directors to interact amongst continue to conduct these meetings was reiterated. These areas have
themselves every quarter. Many themes for such immersion sessions been identified for the Board to engage itself with and the same will
come through on account of these structured interactions and be acted upon.
meetings of Independent Directors. The process of Board Evaluation
also throws up areas where the Board desires deep dive sessions. COMMITTEES OF THE BOARD
Every year, a two day Strategy Board Meeting is organised generally The Board Committees play a crucial role in the governance structure
at a location where the Company has an office or an establishment. It of the Company and have been constituted to deal with specific areas /
provides to the Board an opportunity to understand Company’s footprint activities as mandated by applicable regulation; which concern the
in that market and also interact with the Company’s leadership and Company and need a closer review. The Board Committees are
business teams in that market. The strategy session focuses on the set up under the formal approval of the Board to carry out clearly
strategy for the future and covers all parts of the business and functions, defined roles which are considered to be performed by Members of
the course corrections, if any, required to be undertaken and gives a the Board, as a part of good governance practice. The Chairman of
good perspective of the future opportunities and challenges. Apart from the respective Committees informs the Board about the summary
the above, the Directors are also given an update on the environmental of the discussions held in the Committee Meetings. The minutes
and social impact of the business, corporate governance, regulatory of the meetings of all Committees are placed before the Board for
developments and investor relations matters. review. The Board Committees can request special invitees to join
the meeting, as appropriate.
The details of training programme attended by Independent Directors
are available on the website at https://www.hul.co.in/investor- The Board has established the following statutory and non-statutory
relations/corporate-governance/. Committees:-
Board Evaluation Audit Committee

In terms of the requirement of the Companies Act, 2013 and the The Company’s Audit Committee comprises Mr. Aditya Narayan as
Listing Regulations, an annual performance evaluation of the Board is the Chairman and Mr. S. Ramadorai, Mr. O. P. Bhatt, Dr. Sanjiv Misra,
undertaken where the Board formally assesses its own performance Independent Directors of the Company as Members of the Committee.
with an aim to improve the effectiveness of the Board and the Ms. Kalpana Morparia stepped down as the member of the Committee
Committees. During the year, Board Evaluation cycle was completed w.e.f. 25th October, 2017. All the Members of the Committee have
by the Company internally which included the evaluation of the Board relevant experience in financial matters.
as a whole, Board Committees and Peer evaluation of the Directors.
The Audit Committee of the Company is entrusted with the responsibility
The exercise was led by the Non-Executive Chairman along with the
to supervise the Company’s internal controls and financial reporting
Chairman of the Nomination and Remuneration Committee of the
process and inter alia, performs the following functions:-

• overseeing the Company’s financial reporting process and disclosure Internal Controls and Risk Management
of financial information to ensure that the financial statement are The Company has robust systems for Internal Audit and Corporate
correct, sufficient and credible; risk assessment and mitigation. The Company has an independent
• reviewing and examining with management the quarterly and Control Assurance Department (CAD) assisted by dedicated
annual financial results and the auditors’ report thereon before outsourced audit teams.
submission to the Board for approval;
The Internal Audit covers all the factories, sales offices, warehouses and
• reviewing management discussion and analysis of financial
centrally controlled businesses and functions, as per the annual plan
condition and results of operations;
agreed with the Audit Committee. The audit coverage plan of CAD is
• reviewing, approving or subsequently modifying any Related Party approved by the Audit Committee at the beginning of every year. Every
Transactions in accordance with the Related Party Transaction quarter, the Audit Committee is presented with key control issues and
Policy of the Company; actions taken on the issues highlighted in previous report.
• recommending the appointment, remuneration and terms of
appointment of Statutory Auditors of the Company and approval for Business Risk Assessment procedures have been set in place for
payment of any other services; self-assessment of business risks, operating controls and compliance
with Corporate Policies. There is an ongoing process to track the
• reviewing and monitoring the auditor’s independence and
evolution of risks and delivery of mitigating action plans.
performance and effectiveness of audit process; reviewing
management letters / letters of internal control weaknesses issued Ms. Subhra Gourisaria acts as an Internal Auditor of the Company.
by the Statutory Auditors;
• reviewing with management, Statutory Auditors and Internal The Company’s internal financial control framework, established in
Auditor, the adequacy of internal control systems; accordance with the Committee of Sponsoring Organisation (COSO)
framework, is commensurate with the size and operations of the
• reviewing the adequacy of internal audit function and discussing
business and is in line with requirements of the Companies Act,
with Internal Auditor any significant finding and reviewing the
2013. The Company’s internal financial controls framework is based
progress of corrective actions on such issues;
on the ‘three lines of defense model’. The Company has laid down
• evaluating internal financial controls and risk management Standard Operating Procedures and policies to guide the operations
systems; of the business. Unit heads are responsible to ensure compliance
• reviewing the functioning of the CoBP of the Company and with the policies and procedures laid down by the management.
Whistle Blowing mechanism. Robust and continuous internal monitoring mechanisms ensure
timely identification of risks and issues. The Management, Statutory
The Committee is governed by the terms of reference which are in and Internal Auditors undertake rigorous testing of the control
line with the regulatory requirements mandated by the Companies environment of the Company.
Act, 2013 and the Listing Regulations. The detailed terms of reference
of the Audit Committee is contained in the ‘Corporate Governance Nomination and Remuneration Committee
Code’ which is available on the website of the Company at https:// The Nomination and Remuneration Committee comprises
www.hul.co.in/investor-relations/corporate-governance/. The Audit Mr. S. Ramadorai as the Chairman and Mr. Aditya Narayan,
Committee ensures that it has reviewed each area that it is required Mr. O. P. Bhatt, Dr. Sanjiv Misra and Mr. Harish Manwani as Members
to review under its terms of reference and under applicable legislation of the Committee.
or by way of good practice. This periodic review ensures that all areas
within the scope of the Committee are reviewed. The Nomination and Remuneration Committee is responsible for
evaluating the balance of skills, experience, independence, diversity
In addition to quarterly meetings for consideration of financial results, and knowledge on the Board and for drawing up selection criteria,
special meetings of the Audit Committee are convened. In these ongoing succession planning and appointment procedures for both
meetings, the Audit Committee reviews various businesses / functions, internal and external appointments. The role of Nomination and
business risk assessment, controls and critical IT applications with Remuneration Committee, inter alia, includes:-
implications of security and internal audit and control assurance
• Determine / recommend the criteria for appointment of
reports of all the major divisions of the Company.
Executive, Non-Executive and Independent Directors to the Board;
The meetings of Audit Committee are also attended by the Chief • Determine / recommend the criteria for qualifications, positive
Executive Officer, Chief Financial Officer, Statutory Auditors and attributes and independence of Director;
Internal Auditor as special invitees. The Company Secretary acts as • Review and determine all elements of remuneration package of all
the Secretary to the Committee. The minutes of each Audit Committee the Executive Directors, i.e. salary, benefits, bonuses, stock options,
meeting are placed in the next meeting of the Board. The Audit pension etc.;
Committee also meets the internal and external auditors separately,
• Formulate criteria and carry out evaluation of each Director’s
without the presence the Management representatives.
performance and performance of the Board as a whole.
The Audit Committee met six times during the financial year ended
The detailed terms of reference of the Nomination and Remuneration
31st March, 2018 on 17th May, 2017, 29th June, 2017, 18th July, 2017,
Committee is contained in the ‘Corporate Governance Code’ which
25th October, 2017, 11th December, 2017 and 17th January, 2018.

is available on the website of the Company at https://www.hul.co.in/ 3.

Innovation: continuously improve Company’s reward through
investor-relations/corporate-governance/. The Committee also plays innovations based on insight, analytics and Unilever’s expertise;
the role of Compensation Committee and is responsible for 4.
Simplicity, Speed and Accuracy: simplify reward plans and
administering the Stock Option Plan and Performance Share Plan of processes and deliver the information employees need quickly,
the Company and determining eligibility of employees for stock options. clearly and efficiently;
The Nomination and Remuneration Committee met once during the 5. Business Results: Company’s business results are the ultimate
financial year ended 31st March, 2018 on 23rd February, 2018. During test of whether reward solutions are effective and sustainable.
the year, the Committee also transacted some of the business under
In line with the review done of the Reward Framework during the
its terms of reference by passing resolution by circulation.
year 2017, the salary structure of senior managers of the Company is
Board Membership Criteria undergoing a change. It has been simplified to ensure fewer elements
and a clear linkage to employee performance.
The Board of Directors are collectively responsible for selection of a
member on the Board. The appointment of Executive Directors, Key Managerial Personnel,
Management Committee Members and other employees is by virtue
The Nomination and Remuneration Committee of the Company
of their employment with the Company as management employees
follows a defined criteria for identifying, screening, recruiting and
and therefore, their terms of employment vis-à-vis salary, variable pay,
recommending candidates for election as a Director on the Board. The
service contract, notice period and severance fee, if any, are governed
criteria for appointment to the Board include:-
by the applicable policies at the relevant point in time. The total reward
• composition of the Board, which is commensurate with the size of for Executive Directors, Key Managerial Personnel and Management
the Company, its portfolio, geographical spread and its status as a Committee Members is reviewed and approved by the Nomination
listed Company; and Remuneration Committee annually, taking into account external
• desired age and diversity on the Board; benchmarks within the context of group and individual performance.
• size of the Board with optimal balance of skills and experience and
A fair portion of Executive Directors total reward is linked to Company’s
balance of Executive and Non-Executive Directors consistent with
performance. This creates alignment with the strategy and business
the requirements of law;
priorities to enhance shareholder value. Long-term incentives, in the
• professional qualifications, expertise and experience in specific area form of Management Co-Investment Plan, seek to reward Executive
of relevance to the Company; Directors, Management Committee Members and other eligible
• balance of skills and expertise in view of the objectives and activities employees by aligning their deliverables to business results. This
of the Company; programme has been further strengthened as part of the review
• avoidance of any present or potential conflict of interest; exercise for Executive Directors, Key Managerial Personnel and
Senior Management employees of the Company.
• availability of time and other commitments for proper performance
of duties; In line with the Evaluation Policy of the Company, the Nomination
• personal characteristics being in line with the Company’s values, and Remuneration Committee considers the outcome of the annual
such as integrity, honesty, transparency, pioneering mindset. evaluation before recommending the changes in the remuneration of
the Executive Directors and appointment / re-appointment of Directors.
Reward Policy
The Reward philosophy of the Company is to provide market competitive Non-Executive Independent Directors are eligible for sitting fees
total reward opportunity that has a strong linkage to and reinforces the and commission not exceeding the limits prescribed under the
performance culture of the Company. This philosophy is set forth into Companies Act, 2013. The remuneration payable to Non-Executive
practice by various policies governing the different elements of total Directors is decided by the Board of Directors subject to the
reward. The intent of all these policies is to ensure that the principles approval of Members of the Company. Independent Directors are
of Reward philosophy are followed in entirety, thereby facilitating the currently paid sitting fees of ` 30,000/- for attending every meeting
Company to recruit and retain the best talent. The ultimate objective of the Board or Committee thereof. In line with the globally accepted
is to gain competitive advantage by creating a reward proposition that governance practices, the Board of Directors adopted a ‘Differential
inspires employees to deliver Company’s promise to consumers and Remuneration Policy’ for Non-Executive Directors remuneration
achieve superior operational results. which is also available at Company’s website at https://www.hul.co.in/
investor-relations/corporate-governance/. As per the Differential
The guiding principles for Company’s reward policies / practices are Remuneration Policy, Non-Executive Independent Directors are
as follows:- entitled to fixed commission on profits at the rate of ` 15 lakhs for
1. Open, Fair and Consistent: increase transparency and ensure each financial year. In addition, Non-Executive Independent Directors
fairness and consistency in reward framework; are entitled to a remuneration linked to their attendance at the
meetings of the Board or Committees thereof and also on the basis
2.
Insight and Engagement: make reward truly relevant to the
of their position in various Committees of the Board, whether that of a
employees by using leading edge tools that help the Company
Chairman or a member of the Committee(s).
‘hear’ how employees feel about their reward;

The remuneration payable to the Independent Directors under the Differential Remuneration Policy is within the overall limit of ` 300 lakh, as
approved by the Members at the AGM held on 29th June, 2015. The criteria adopted by the Company for Differential Remuneration Policy is as
under:-
(` Lakhs)
Particulars Commission (p.a.)
Fixed Commission: 15.00
Base Fixed Commission for Independent Directors
Additional Variable Commission:
Corresponding to the percentage of attendance at all the Board and Committee Meeting(s) 5.00
In the capacity of Chairperson of the Committee(s)* 2.00
In the capacity of Member of the Committee(s)* 1.00
*Committee includes Audit Committee, Nomination and Remuneration Committee, Stakeholders’ Relationship Committee and Corporate Social Responsibility Committee.
The Non-Executive Directors, who continuously serve minimum two terms of five years each, are also entitled to one time commission of
` 10 lakhs at the time of stepping down from the Board.
During the year, there were no pecuniary relationships or transactions between the Company and any of its Non-Executive Directors apart from
sitting fees and commission. The Company has not granted any stock options to any of its Non-Executive Independent Directors.
The details of remuneration paid, stock options and conditional grants made to Executive Directors and remuneration paid to Non-Executive
Directors for the financial year ended 31st March, 2018 are provided hereinafter:
Details of Remuneration to the Executives Directors

(` Lakhs)
Salary and Contribution
Name Bonus Perquisites Pension Total
Allowances to PF
Sanjiv Mehta 696 558 645 38 - 1,937
P. B. Balaji$ 295 - - 12 9 316
Srinivas Phatak$ 72 15 3 8 4 102
Pradeep Banerjee 204 204 99 24 17 548
Dev Bajpai 205 150 209 21 16 601
Mr. P. B. Balaji ceased to be the Executive Director, Finance & IT and Chief Financial Officer of the Company w.e.f. 13th November, 2017 and Mr. Srinivas Phatak
$
was appointed as the Executive Director, Finance & IT and Chief Financial Officer of the Company w.e.f. 1st December, 2017.
Details of Conditional Grants of Performance Shares made to the Executive Directors

Name Performance Shares Performance Shares Grant under Performance
outstanding as at exercised during Performance Shares
31st March, 2017 the year Share Scheme balance as at
during the year 31st March, 2018
Pradeep Banerjee 5,845 - - 5,845
Dev Bajpai 16,329 6,583 - 9,746
Details of Remuneration of Non-Executive Directors

(` Lakhs)
Name Sitting Fees* Commission# Total
Harish Manwani## - 62.00 62.00
Aditya Narayan 4.50 24.00 28.50
S. Ramadorai 3.60 23.00 26.60
O. P. Bhatt 4.80 25.71 30.51
Sanjiv Misra 4.50 23.00 27.50
Kalpana Morparia 3.60 22.00 25.60
* Includes sitting fees paid for Board and Committee Meetings.
#
The Commission for the financial year ended 31st March, 2018 as per the Differential Remuneration Policy will be paid to Independent Directors, subject to
deduction of tax, after adoption of financial statement by the Members at the AGM to be held on 29th June, 2018.
##
In addition to Commission, the Non-Executive Chairman is entitled to reimbursement of expenses towards accommodation, travel, transport and business centre
/ club usage in accordance with the approval of the Board within the overall limits approved by the Members of the Company.

Corporate Social Responsibility Committee Complaints Complaints

Particulars
The Corporate Social Responsibility (CSR) Committee comprises Received Redressed
Mr. O. P. Bhatt as the Chairman and Mr. Aditya Narayan, Non-Receipt of Dividend 34 34
Dr. Sanjiv Misra, Ms. Kalpana Morparia, Mr. Sanjiv Mehta and Non-Receipt of Shares lodged for 46 46
Mr. Srinivas Phatak as the Members of the Committee. During the Transfer
year, Mr. P. B. Balaji ceased to be the Member of the Committee and
Others (e.g. non-receipt of Annual 28 28
was succeeded by Mr. Srinivas Phatak.
Report)
The role of CSR Committee includes formulating and recommending Total 108 108
to the Board the CSR Policy and activities to be undertaken by the
Company, recommending the amount of expenditure to be incurred Trend of Complaints Received During Last 5 Years:
on CSR activities of the Company, reviewing the performance of
Company in the area of CSR. Non-receipt of Dividend
Non-receipt of shares lodged for transfer
The detailed terms of reference of the Corporate Social Responsibility
Others
Committee is contained in the ‘Corporate Governance Code’ which
is available on the website of the Company at https://www.hul.co.in/
investor-relations/corporate-governance/.
34
During the financial year ended 31st March, 2018, the Committee 35
met thrice on 17th May, 2017, 11th December, 2017 and 19 17
17th January, 2018. 15
46
Stakeholders’ Relationship Committee 45 47 42
27
The Stakeholders’ Relationship Committee comprises Mr. O. P. Bhatt,
Independent Director as the Chairman and Mr. Sanjiv Mehta and 21 24 28
17 17
Mr. Srinivas Phatak, as Members of the Committee. During the year,
Mr. P. B. Balaji ceased to be the member of the Committee and was 2013-14 2014-15 2015-16 2016-17 2017-18
succeeded by Mr. Srinivas Phatak.
Risk Management Committee
The role of Stakeholders’ Relationship Committee includes resolving
the grievances of Members, ensuring expeditious share transfer The Risk Management Committee of the Company comprises
process in line with the proceedings of the Share Transfer Committee, Mr. Sanjiv Mehta as the Chairman and Mr. Srinivas Phatak,
evaluating performance and service standards of the Registrar and Mr. Pradeep Banerjee, Mr. Dev Bajpai and Mr. Aasif Malbari,
Share Transfer Agent of the Company. Group Controller as Members of the Committee.
The detailed terms of reference of the Stakeholders’ Relationship Mr. Aasif Malbari ceased to be the Member of the Committee with
Committee is contained in the ‘Corporate Governance Code’ which effect from 1st April, 2018 and was succeeded by Ms. Suman Hegde as
is available on the website of the Company at https://www.hul.co.in/ the Group Controller.
The role of Risk Management Committee includes the implementation
The Committee has periodic interaction with the representatives of the of Risk Management Systems and Framework, review of the
Registrar and Transfer Agent of the Company. Company’s financial and risk management policies, assessment of
risk and procedures to minimise the same.
During the financial year ended 31st March, 2018, the Committee met
twice on 18th July, 2017 and 28th February, 2018. The detailed terms of reference of the Risk Management Committee
is contained in the ‘Corporate Governance Code’ which is available
Details of Shareholders’ / Investors’ Complaints on the website of the Company at https://www.hul.co.in/investor-
Mr. Dev Bajpai, Executive Director (Legal & Corporate Affairs) and relations/corporate-governance/.
Company Secretary, is the Compliance Officer for resolution of
During the financial year ended 31st March, 2018, the
Shareholders’ / Investors’ complaints. During the financial year ended
Committee met twice on 18th September, 2017 and 15th March, 2018
31st March, 2018, 108 complaints were received from the Members.
for reviewing the Company level risks, mitigation plans and actions.
All complaints have been redressed to the satisfaction of the Members
and none of them were pending as on 31st March, 2018. Share Transfer / Transmission Committee
The Share Transfer / Transmission Committee has been formed to look
into share transfer and related applications received from Shareholders,
with a view to accelerate the transfer procedures. The Committee
comprises three Executive Directors of the Board. The Committee
inter alia considers applications for transfer, transmission, split,

consolidation of share certificates and cancellation of any share Administrative Matters Committee
certificate in compliance with the provisions in this regard. The The Routine Business Matter Committee renamed as Administrative
Committee is authorised to sign, seal or issue any new share Matters Committee w.e.f. 18th July, 2017 has been set up to oversee
certificate as a result of transfer, consolidation, splitting or in lieu of routine operations that arise in the normal course of the business,
share certificates lost, defaced or destroyed. The Committee meets such as decision on banking relations, delegation of operational
generally on a weekly basis to ensure that share transfers, and powers, appointment of nominees under statutes, etc. The Committee
other related requests are registered and returned within a period comprises three Executive Directors of the Board. The Committee
of 15 days from the date of receipt, provided the documents are reports to the Board and the minutes of these meetings are placed
complete in all respects. before the Board for information.
Committee for Allotment of Shares under ESOPs Committee for approving Disposal of Surplus Assets
The Committee for Allotment of Shares under ESOPs has been The Committee for approving Disposal of Surplus Assets has been
constituted for approval, issue and allotment of shares under ESOP set up and entrusted with the responsibility of identifying the surplus
Schemes. The Committee comprises three Executive Directors of assets of the Company and to authorise sale and disposal of such
the Board and is constituted to expedite the process of allotment surplus property. The Committee is fully authorised to take necessary
and issue of eligible shares to the employees under the Stock steps to give effect to sale and transfer of ownership rights, interest
Option Plan of the Company. and title in the said property, for and on behalf of the Company. The
Committee comprises three Executive Directors of the Board. The
Other Functional Committees Committee reports to the Board and minutes of these meetings are
Apart from the above statutory Committees, the Board of Directors placed before the Board for information.
has constituted the following Functional Committees to raise the level
of governance as also to meet the specific business needs.
Attendance of Directors / Members at Board and Committee Meeting(s)

The following table shows attendance of Directors at the Board and Members of the statutory Committee Meeting(s) for the year ended
31st March, 2018. Attendance is presented as number of meeting(s) attended, (including meetings attended through electronic mode) out of the
number of meeting(s) required to be attended.
Name Board Meeting Audit Nomination and Stakeholders’ Corporate Risk

Committee Remuneration Relationship Social Management
Meeting Committee Committee Responsibility Committee
Meeting Meeting Committee Meeting
Meeting
Harish Manwani 5 of 5# - 0 of 1 - - -
Sanjiv Mehta 5 of 5 - - 2 of 2 3 of 3 2 of 2#
P. B. Balaji$ 3 of 3 - - 1 of 1 1 of 1 0 of 1
Srinivas Phatak$ 2 of 2 - - 1of 1 2 of 2 0 of 1
Pradeep Banerjee 5 of 5 - - - - 0 of 2
Dev Bajpai 5 of 5 - - - - 2 of 2
Aditya Narayan 5 of 5 6 of 6# 1 of 1 - 3 of 3 -
S. Ramadorai 5 of 5 6 of 6 1 of 1# - - -
O. P. Bhatt 5 of 5 6 of 6 0 of 1 2 of 2# 3 of 3# -
Sanjiv Misra 5 of 5 6 of 6 1 of 1 - 3 of 3 -
Kalpana Morparia* 5 of 5 4 of 4 - - 3 of 3 -
Aasif Malbari - - - - - 2 of 2
#
Chairman
$
Mr. P. B. Balaji ceased to be the Executive Director, Finance & IT and Chief Financial Officer of the Company w.e.f. 13th November, 2017 and Mr. Srinivas Phatak
was appointed as the Executive Director, Finance & IT and Chief Financial Officer of the Company w.e.f. 1st December, 2017
* Ms. Kalpana Morparia ceased to be the Member of Audit Committee w.e.f. 25th October, 2017
The last AGM of the Company held on 30th June, 2017 was attended by all Members of the Board of Directors.
GOVERNANCE OF SUBSIDIARY COMPANIES report, having a net worth exceeding 20% of the consolidated net
The minutes of the Board Meetings of the subsidiary companies worth or income of 20% of the consolidated income of your Company.
along with the details of significant transactions and arrangements
The information in respect of the loans and advances in the nature
entered into by the subsidiary companies are shared with the Board
of loans to subsidiaries pursuant to Regulation 34 of the Listing
of Directors on a quarterly basis. The financial statements of the
Regulations is provided in Notes to the standalone financial
subsidiary companies are presented to the Audit Committee. The
statements.
Company does not have a material subsidiary as on the date of this

COMPANY POLICIES are placed before the Board for approval. Details of all Related
Code of Business Principles / Whistle Blower Policy Party Transactions are placed before the Audit Committee on
quarterly basis.
The Code of Business Principles (CoBP) is the Company’s statement
of values and represents the standard of conduct which all employees Policy on dealing with Related Party Transactions
are expected to observe in their business endeavours. The Code
The Company has not entered into any material Related Party
reflects the Company’s commitment to principles of integrity,
Transaction during the year. In line with requirement of the Companies
transparency and fairness. It forms the benchmark against which
Act, 2013 and Listing Regulations, your Company has formulated
the world at large is invited to judge the Company’s activities.
a Policy on Related Party Transactions which is also available at
The copy of the CoBP is available on the website of the Company
Company’s website under the weblink: https://www.hul.co.in/
https://www.hul.co.in/about/who-we-are/purpose-and-principles/.
The Company has adopted a Whistle Blower Policy, as part of vigil
The Policy intends to ensure that proper reporting, approval and
mechanism to provide appropriate avenues to the Directors and
disclosure processes are in place for all transactions between the
employees to bring to the attention of the management any issue
Company and Related Parties.
which is perceived to be in violation of or in conflict with the Code of
Business Principles of the Company. This policy specifically deals with the review and approval of Material
Related Party Transactions keeping in mind the potential or actual
The Company has provided dedicated e-mail addresses
conflicts of interest that may arise because of entering into these
whistleblowing.hul@unilever.com and cobp.hul@unilever.com for
transactions. All Related Party Transactions are placed before the
reporting such concerns. Alternatively, employees can also send
Audit Committee for review and approval. Prior omnibus approval
written communications to the Company. The employees are
is obtained for Related Party Transactions on a quarterly basis for
encouraged to voice their concerns by way of whistle blowing and all
transactions which are of repetitive nature and / or entered in the
the employees have been given access to the Audit Committee. No
ordinary course of business and are at Arm’s Length. All Related
personnel have been denied access to the Audit Committee pertaining
Party Transactions entered during the year were in Ordinary Course
to the Whistle Blower Policy. The Company Secretary is the designated
of the business and on Arm’s Length basis. No Material Related Party
officer for effective implementation of the policy and dealing with the
Transactions, i.e. transactions exceeding ten percent of the annual
complaints registered under the policy. All cases registered under
consolidated turnover as per the last audited financial statements,
the Code of Business Principles and the Whistle Blower Policy of
were entered during the year by your Company.
the Company, are reported to the Management Committee and are
subject to the review of the Audit Committee. The Whistle Blower Policy on Material Subsidiary
Policy is available on the website of the Company https://www.hul.
The Company has adopted a Policy on Material Subsidiary in line
co.in/investor-relations/corporate-governance/.
with the requirements of the Listing Regulations. The objective of
Preventing Conflict of Interest this policy is to lay down criteria for identification and dealing with
material subsidiaries and to formulate a governance framework
The Board of Directors is responsible for ensuring that rules are
for subsidiaries of the Company. The policy on Material Subsidiary
in place to avoid conflict of interest by the Board Members and the
is available on the website of the Company under the weblink:
Management Committee. The Board has adopted the Code of Conduct
https://www.hul.co.in/investor-relations/corporate-governance/.
for the Members of the Board and Senior Management Team. The
Code provides that the Directors are required to avoid any interest Policy on Dividend Distribution
in contracts entered into by the Company. If such an interest exists,
The Company has adopted Dividend Distribution Policy in terms of
they are required to make adequate disclosure to the Board and to
the requirement, of Listing Regulations. The Policy is available on the
abstain from discussion, voting or otherwise influencing the decision
website of the Company under the weblink https://www.hul.co.in/
on any matter in which the concerned Director has or may have such
investor-relations/corporate-governance/. The Dividend Distribution
interest. The Code also restricts Directors from accepting any gifts
Policy forms a part of this Report.
or incentives in their capacity as a Director of the Company, except
what is duly authorised under the Company’s Gift Policy. The Members Share Dealing Code
of the Board and the Management Committee annually confirm the
The Company has instituted a mechanism to avoid Insider Trading and
compliance of the Code of Conduct to the Board. The Code of Conduct
abusive self-dealing in the securities of the Company. In accordance
is in addition to the Code of Business Principles of the Company. A copy
with the SEBI Regulations as amended, the Company has established
of the said Code of Conduct is available on the website of the Company
systems and procedures to prohibit insider trading activity and has
https://www.hul.co.in/investor-relations/corporate-governance/. In
framed a Share Dealing Code. The Share Dealing Code of the Company
addition, Members of the Board and Management Committee also
prohibits the Directors of the Company and other specified employees
submit, on an annual basis, the details of individuals to whom they
from dealing in the securities of the Company on the basis of any
are related and entities in which they hold interest and such
unpublished price sensitive information, available to them by virtue of
disclosures are placed before the Board. The Members of the
their position in the Company. The objective of this Code is to prevent
Board inform the Company of any change in their Directorship(s),
misuse of any unpublished price sensitive information and prohibit any
Chairmanship(s) / Membership(s) of the Committees, in accordance
insider trading activity, in order to protect the interest of the Members
with the requirements of the Companies Act, 2013 and Listing
at large. The Board of the Company has adopted a Share Dealing
Regulations. Transactions with any of the entities referred above
Code and formulated the Code of Practices and Procedures for Fair

Disclosure in terms of the requirements of SEBI (Prohibition of Insider The Company has been impleaded in certain legal cases related to
Trading) Regulations, 2015. The details of dealing in Company’s shares disputes over title to shares arising in the ordinary course of share
by Specified Employees (which include Members of the Management transfer operations. However, none of these cases are material
Committee and Directors) are placed before the Board for information in nature, which may lead to material loss or expenditure to the
on quarterly basis. The Code also prescribes sanction framework Company.
and any instance of breach of Code is dealt with in accordance with
the same. A copy of the Share Dealing Code of the Company is made Commodity Price Risk / Foreign Exchange Risk and
available to all employees of the Company and compliance of the same Hedging Activities
is ensured. The Share Dealing Code is available on the website of the Commodities form a major part of the raw materials required for
Company at https://www.hul.co.in/investor-relations/corporate- Company’s products portfolio and hence commodity price risk is one
governance/. of the important market risks for the Company. The commodities
are priced using pricing benchmarks and commodity derivatives are
AFFIRMATION AND DISCLOSURE priced using exchange-traded pricing benchmarks. Your Company has
a robust framework and governance mechanism in place to ensure
All the Members of the Board and the Management Committee have
that the organisation is adequately protected from the market volatility
affirmed their compliance with the Code of Conduct as on 31st March,
in terms of price and availability.
2018 and a declaration to that effect, signed by the Managing Director and
CEO, is attached and forms part of this Report. The Commodity Risk Management (CRM) team of Unilever, based
on intelligence and monitoring, forecasts commodity prices and
The Members of the Management Committee have made disclosure
movements and advises the Procurement team on cover strategy.
to the Board of Directors relating to transactions with potential conflict
A robust planning and strategy ensure that Company’s interests are
of interest with the Company. There were no material, financial or
protected despite volatility in commodity prices.
commercial transactions, between the Company and Members of the
Management Committee that may have a potential conflict with the Your Company has managed the foreign exchange risk with
interest of the Company at large. appropriate hedging activities in accordance with policies of the
Company. The aim of the Company’s approach to manage currency
All details relating to financial and commercial transactions where
risk is to leave the Company with no material residual risk. The
Directors may have a pecuniary interest are provided to the Board and
Company uses forward exchange contracts to hedge against its
the interested Directors neither participate in the discussion nor vote
foreign currency exposures relating to firm commitment. Foreign
on such matters.
exchange transactions are fully covered with strict limits placed on
The Company has complied with the requirements specified in the amount of uncovered exposure, if any, at any point in time. There
Regulations 17 to 27 and clauses (b) to (i) of the Regulation 46(2) of the are no materially uncovered exchange rate risks in the context of the
Listing Regulations. Company’s imports and exports. The Company does not enter into
any derivative instruments for trading or speculative purposes. The
Disclosure on Website details of foreign exchange exposures as on 31st March, 2018 are
Following information has been disseminated on the website of the disclosed in Notes to the standalone financial statements.
Company at www.hul.co.in;
Compliance with the Discretionary Requirements under
1. Details of business of the Company the Listing Regulations
2. Terms and conditions of appointment of Independent Directors The Board of Directors periodically reviewes the compliance of all
3. Composition of various Committees of Board of Directors applicable laws and steps taken by the Company to rectify instances of
4. Code of Conduct for Board of Directors and Senior Management non-compliance, if any. The Company is in compliance with all mandatory
Personnel requirements of Listing Regulations. In addition, the Company has also
adopted the following non-mandatory requirements under the Listing
5. Details of establishment of vigil mechanism/Whistle Blower policy
Regulations as on 31st March, 2018 to the extent mentioned below:
6. Criteria of making payments to Non-Executive Directors
7. Policy on dealing with Related Party Transactions • The Board & separate posts of Chairman and CEO: As on date,
the positions of the Chairman and the CEO are separate.
8. Policy for determining material subsidiaries
Mr. Harish Manwani, Non-Executive Chairman of the Company
9. Details of familiarisation programmes imparted to Independent maintains office at the Company’s expense and is allowed
Directors reimbursement of expenses incurred in performance of his duties.
10. Policy for determination of materiality of events The Board has decided to appoint Mr. Sanjiv Mehta, presently,
11. Policy for Dividend Distribution the Managing Director & CEO of the Company, as the Chairman
of the Board of Directors in succession to Mr. Manwani from the
Disclosure of Pending Cases / Instances of Non-Compliance conclusion of the forthcoming AGM.
There were no non-compliances by the Company and no instances • Shareholders’ rights: The quarterly results along with the press
of penalties and strictures imposed on the Company by the Stock release are uploaded on the website of the Company https://www.
Exchanges or SEBI or any other statutory authority on any matter hul.co.in/investor-relations/quarterly-results/. The soft copy of the
related to the capital market during the last three years. quarterly results is also sent to the Members who have registered
their e-mail addresses.

• Audit qualifications: Company’s financial statement are unqualified. Corporate Governance Code Audit
• Reporting of Internal Auditor: The Internal Auditor of the Company The Board of Directors has adopted ‘Corporate Governance
directly reports to the Audit Committee on functional matters. Code’, as amended from time-to-time for the Company which
The Company has submitted quarterly compliance report on is a statement of practices and procedures to be followed by the
Corporate Governance with the Stock Exchanges, in accordance with Company. The Code is being updated from time to time as per
the requirements of Regulation 27(2)(a) of the Listing Regulations. the Governance requirements. The updated copy of the Code is
available on Company’s website https://www.hul.co.in/investor-
Secretarial Audit Report relations/corporate-governance/.
The Company has undertaken Secretarial Audit for the financial
The Company had appointed M/s. S. N. Ananthasubramanian and
year 2017-18 which, inter alia, includes audit of compliance with
Co., a firm of Company Secretaries as the Auditor for the audit of
the Companies Act, 2013, and the Rules made under the Act,
the practices and procedures followed by the Company under the
Listing Regulations and applicable Regulations prescribed by SEBI
Code. The Company has received the Corporate Governance Audit
and Foreign Exchange Management Act, 1999 and Secretarial
Report for the financial year 2017-18.
Standards issued by the Institute of the Company Secretaries of
India. The Secretarial Audit Report forms part of this Annual Report.
SHAREHOLDER INFORMATION
General Body Meetings
Details of last three Annual General Meetings and the summary of Special Resolutions passed therein are as under:-
Financial year ended Date and Time Venue Special Resolutions passed
31st March, 2015 29th June, 2015 Unilever House, • Increase in overall limit of Remuneration payable to
2.00 p.m. B. D. Sawant Marg, Chakala, Non-Executive Directors
Andheri (East), Mumbai – 400 099 • Adoption of new of Articles of Association of the Company
31st March, 2016 30th June, 2016 Same as above • No special resolutions were passed at this meeting
3.30 p.m.
31st March, 2017 30th June, 2017 Same as above • Increase in overall limits of Remuneration for
3.30 p.m. Managing / Whole-time Director(s)
No Special Resolution was passed by the Company last year through Postal Ballot. No Special Resolution is proposed to be passed through
Postal Ballot as on the date of this report. During the year, the Members by Ordinary Resolution had approved for appointment of Mr. Srinivas
Phatak as the Whole-time Director of the Company through Postal Ballot. The Board had appointed Mr. S. N. Anathasubramanian, Practicing
Company Secretary as the Scrutinizer to conduct the Postal Ballot process. The Results of Postal Ballot were declared on 11th December, 2017
and the Members passed the Ordinary Resolution with requisite majority.
Annual General Meeting for the financial year 2017-18

Date Friday, 29th June, 2018
Venue Unilever House, B. D. Sawant Marg, Chakala, Andheri (East), Mumbai - 400 099
Time 2.30 p.m.
Book Closure Dates for Final Dividend Saturday, 23rd June, 2018 to Friday, 29th June, 2018 (both days inclusive)
Last Date of receipt of Proxy Forms Wednesday, 27th June, 2018 before 2.30 p.m. at Registered Office of the Company
Calendar of financial year ended 31st March, 2018 Tentative Calendar for financial year ending
The Company follows April-March as the financial year. The 31st March, 2019
meetings of Board of Directors for approval of quarterly financial The tentative dates of meetings of the Board of Directors for
results during the financial year ended 31st March, 2018 were held consideration of the quarterly financial results for the financial year
on the following dates: ending 31st March, 2019 are as follows:
First Quarter Results 18th July, 2017 First Quarter Results 16th July, 2018
Second Quarter and Half yearly Results 25th October, 2017 Second Quarter and Half yearly Results 15th October, 2018
Third Quarter Results 17th January, 2018 Third Quarter Results 22nd January, 2019
Fourth Quarter and Annual Results 14th May, 2018 Fourth Quarter and Annual Results 14th May, 2019

Dividend In accordance with the said IEPF Rules and its amendments, the
The Board of Directors at their meeting held on 14th May, 2018, Company had sent notices to all the Shareholders whose shares
recommended a Final Dividend of ` 12/- per equity share of face were due to be transferred to the IEPF Authority and simultaneously
value of ` 1/- each, for the financial year ended 31st March, 2018. published newspaper advertisement.
Together with the Interim Dividend of ` 8/- per equity share paid on
In terms of the provisions of Investor Education and Protection
14th November, 2017, the total dividend for the year works out to
Fund (Accounting, Audit, Transfer and Refund) Rules, 2016
` 20/- per equity share of face value of ` 1/- each. Final Dividend,
/ Investor Education and Protection Fund (Awareness and
if approved by Members, will be paid on or after Wednesday,
Protection of Investors) Rules, 2001, ` 4.01 crores of unpaid /
4th July, 2018.
unclaimed dividends and 30,81,586 shares were transferred
Unpaid / Unclaimed Dividends during the financial year 2017-18 to the Investor Education and
Protection Fund.
In accordance with the provisions of Sections 124 and 125 of Companies
Act, 2013 and Investor Education and Protection Fund (Accounting, The Company has appointed a Nodal Officer under the
Audit, Transfer and Refund) Rules, 2016 (IEPF Rules) dividends not provisions of IEPF, the details of which are available on the
encashed / claimed within seven years from the date of declaration website of the Company https://www.hul.co.in/investor-relations/
are to be transferred to the Investor Education and Protection Fund unclaimed-and-unpaid-dividends/.
(IEPF) Authority.
The Company has uploaded the details of unpaid and unclaimed
The IEPF Rules mandate companies to transfer shares of Members amounts lying with the Company as on 30th June, 2017
whose dividends remain unpaid / unclaimed for a continuous period (date of last AGM) on the Company’s website https://www.hul.
of seven years to the demat account of IEPF Authority. The Members co.in/investor-relations/unclaimed-and-unpaid-dividends/
whose dividend / shares are transferred to the IEPF Authority can and on the website of the Ministry of Corporate Affairs at
claim their shares / dividend from the Authority. www.iepf.gov.in/.
Distribution of Shareholding as on 31st March, 2018
Holding Shareholders Shares

Number % Number %
1 – 5000 2,98,278 96.20 12,86,55,411 5.94
5001 – 10000 6,662 2.15 4,68,25,709 2.16
10001 – 20000 3,069 0.99 4,25,02,240 1.96
20001 – 30000 754 0.24 1,82,89,669 0.85
30001 – 40000 314 0.10 1,07,88,957 0.50
40001 – 50000 176 0.06 77,93,348 0.36
50001 – 100000 341 0.11 2,40,47,715 1.11
100001 and above 469 0.15 188,56,25,728 87.12
TOTAL 3,10,063 100.00 216,45,28,777 100.00
Categories of Shareholders as on 31st March, 2018
No. of
Category Shares %
Folios
11.80%
Unilever PLC and its Affiliates 7 145,44,12,858 67.19 0.01%
Mutual Funds & Unit Trust 256 3,60,72,231 1.67 0.41%
of India 1.18%
Financial Institutions / Banks 132 1,60,75,240 0.74 67.19%
Insurance Companies 18 9,61,00,521 4.44 12.56%
F oreign Portfolio Investors 918 27,19,61,235 12.56
B odies Corporate 2,067 2,55,73,530 1.18
N RIs / Foreign Bodies 6,511 89,01,912 0.41
Corporate / Foreign Nationals 4.44%
D irectors and their Relatives 8 1,25,178 0.01 0.74%
R esident Individuals & Others 3,00,146 25,53,06,072 11.80
TOTAL 3,10,063 216,45,28,777 100.00 1.67%

Bifurcation of shares held in physical and demat form as on 31st March, 2018
Particulars No. of Shares %

Physical Segment 4,12,63,573 1.90
Demat Segment
NSDL (A) 209,12,94,859 96.62
CDSL (B) 3,19,70,345 1.48
Total (A+B) 212,32,65,204 * 98.10
TOTAL 216,45,28,777 100.00
* includes shares held by Unilever PLC and its Affiliates representing 67.19% of the total shareholding. There are no outstanding GDRs / ADRs / Warrants / Convertible
Instruments of the Company.
Listing Details
Name and Address of Stock Exchange Stock Code

BSE Limited (BSE) 500696
Floor 25, PhirozeJeejeebhoy Towers, Dalal Street, Mumbai - 400 001.
National Stock Exchange of India Limited (NSE) HINDUNILVR
Exchange Plaza, Bandra-Kurla Complex, Bandra (East), Mumbai - 400 051.
ISIN INE030A01027
The listing fee for the financial year 2017-18 has been paid to the above Stock Exchanges.
Share Price Data

The monthly high and low prices and volumes of shares of the Company at BSE Limited (BSE) and the National Stock Exchange of India Limited
(NSE) for the year ended 31st March, 2018 are as under:
Month BSE NSE

High Low Volume High Low Volume
Apr-17 950.00 899.10 13,62,772 951.00 898.55 2,27,09,237
May-17 1,080.00 923.50 40,69,169 1.077.00 922.60 3,54,69,354
Jun-17 1,128.00 1,052.40 35,40,911 1.129.00 1.046.10 2,79,85,760
Jul-17 1,195.10 1,082.00 23,30,354 1.195.05 1,081.10 2,99,20,274
Aug-17 1,221.00 1,144.05 9,40,018 1.222.80 1143.55 1,97,34,055
Sep-17 1,286.00 1,169.00 22,76,969 1.287.60 1,169.00 2,46,54,473
Oct-17 1,288.00 1,173.00 15,42,582 1.288.65 1,171.00 2,25,35,108
Nov-17 1,314.50 1,227.00 16,35,283 1.315.00 1,226.35 2,30,65,722
Dec-17 1,384.10 1,241.30 13,56,665 1.382.80 1,241.20 2,03,57,621
Jan-18 1,410.65 1,331.05 17,84,654 1.410.00 1,328.55 2,54,76,315
Feb-18 1,415.15 1,305.00 22,22,723 1.384.80 1,299.00 2,38,15,135
Mar-18 1,344.05 1,281.60 28,09,940 1.340.00 1,281.10 2,17,94,188
BSE Sensex Vs HUL Share Price (Indexed) NSE Nifty Vs HUL Share Price (Indexed)
150 150
140 140
130
130
120
120
110
100 110
90 100
90 90
80 80
Apr-17
May-17
Jun-17
Jul-17
Aug-17
Sep-17
Oct-17
Nov-17
Dec-17
Jan-18
Feb-18
Mar-18
Apr-17
May-17
Jun-17
Jul-17
Aug-17
Sep-17
Oct-17
Nov-17
Dec-17
Jan-18
Feb-18
Mar-18
HUL BSE Sensex Index HUL NSE Nifty

10-year Performance of Hindustan Unilever Share vis-à-vis Sensex and Nifty
HUL Share HUL Share BSE Sensex HUL Share HUL Share NSE Nifty
Date of Purchase
Price on BSE Performance Sensex Performance Price on NSE Performance Nifty Performance
01/01/2009 250.75 437% 9,903.46 241% 250.75 436% 3,033.45 244%
01/04/2010 264.70 409% 17,558.73 93% 264.70 408% 5,232.20 99%
01/03/2011 313.15 330% 20,561.05 64% 313.15 329% 6,157.60 69%
01/03/2012 407.95 230% 15,939.36 112% 407.70 230% 4,765.30 119%
01/01/2013 530.60 154% 19,580.81 73% 530.60 153% 5,950.85 75%
01/01/2014 570.00 136% 21,222.19 59% 570.65 136% 6,301.65 66%
01/01/2015 758.25 78% 27,507.54 23% 758.45 77% 8,284.00 26%
01/01/2016 856.55 57% 26,160.90 29% 856.55 57% 7,963.20 31%
02/01/2017 824.55 63% 26,595.45 27% 825.35 63% 8,179.50 28%
01/01/2018 1,347.25 - 33,812.75 - 1,344.50 - 10,435.55 -
Source: BSE and NSE Website
All comparisons are with respect to 1st January, 2018 (the reference date).
Market Capitalisation to the Company and its performance, official press releases and
The Market Capitalisation of the Company based on year-end closing presentation to analysts. The Company also sends quarterly, half
prices quoted in the BSE Limited is given below: yearly and annual results as well as the notice of the Board Meeting to
Members through e-mail.
(` crore)
The Investor Relations page of the Company’s website provides more
than 50 Frequently Asked Questions on various topics related to
350,000
transfers and transmission of shares, dematerialisation, nomination,
300,000 change of address, loss of share certificates, dividend and sub-division
250,000 of share certificates. In addition, various downloadable forms required
200,000 to be executed by the Members have also been provided on the website
150,000 of the Company.
100,000
50,000 All price sensitive information and matters that are material to Members
0
are disclosed to the respective Stock Exchanges where the securities
of the Company are listed. The Quarterly Results, Shareholding Pattern
2008-09
2009-10
2010-11
2011-12
2012-13
2013-14
2014-15
2015-16
2016-17
2016-17
and all other corporate communication to the Stock Exchanges are

filed through NSE Electronic Application Processing System (NEAPS)
and BSE Listing Centre, for dissemination on their respective websites.
Mergers and Demergers The stock exchange filings are also made available on the website of
The details of Mergers and Demergers with Companies and respective the Company https://www.hul.co.in/investor-relations/shareholder-
share exchange ratios are available on ‘Investor Relations’ page on the and-agm-information/.
website of the Company www.hul.co.in.
Investor Services
Plant Locations Web-based Query Redressal System
The details of Plant Locations form part of this Annual Report. Members may utilise the facility extended by the Registrar and Transfer
Agent for redressal of queries, by visiting https://karisma.karvy.com/
COMMUNICATION TO SHAREHOLDERS and clicking on ‘INVESTORS SERVICES’ option for query registration
through free identity registration process.
Effective communication of information is an essential component of
Corporate Governance. It is a process of sharing information, ideas, Investors can submit their query in the ‘QUERIES’ option provided on
thoughts, opinions and plans to all stakeholders which promotes the above website, which would generate the grievance a registration
management-shareholder relations. The Company regularly interacts number. For accessing the status / response to the query submitted,
with Members through multiple channels of communication such as the grievance registration number can be used at the option
results announcement, annual report, media releases, Company’s ‘VIEW REPLY’ after 24 hours. Investors can continue to put an additional
website and subject specific communications. query, if any, relating to the grievance till they get a satisfactory reply.
The quarterly, half yearly and annual results of the Company’s Investors can provide their feedback on the services provided by
performance are published in leading newspapers such as Times of the Company and its Registrar and Transfer Agent by filling the
India and Maharashtra Times. These results are also made available on Shareholder Satisfaction Survey form available in Investor Relations
the website of the Company https://www.hul.co.in/investor-relations/ page on website of the Company at https://www.hul.co.in/investor-
quarterly-results/. The website also displays vital information relating relations/.

Alternative Dispute Redressal A number of Shareholders have availed the benefit of this process
and the Company through its various initiatives keeps exploring
Long pending litigations involve significant investment as monetary
the possibilities of settling such issues. The process helps the
value of the disputed shares and accrued dividends / other benefits
investors in releasing the locked up investment and save their
are locked up unutilised till the dispute is settled. Keeping this in
time consumed in contesting legal proceedings. The objective of
mind, the Company in 2004, pioneered the mechanism of providing
this process is to facilitate quick resolution of the dispute between
an alternate dispute redressal for Shareholders to resolve the
the parties.
shares related disputes pending before the courts / authorities by
amicable settlement. The Shareholders who are willing to avail the benefits of Alternative
Dispute Redressal mechanism may approach the Investor Service
The Company had started this unique initiative of organising Alternative
Department of the Company at the Registered Office of the Company.
Dispute Redressal meetings wherein aggrieved investors come face to
face and get a chance to settle their disputes, some of which were
pending for years.
Address for Correspondence

• All Members’ correspondence should be forwarded to Karvy Computershare Private Limited, the Registrar and Transfer Agent of the Company
or to the Investor Service Department at the Registered Office of the Company at the addresses mentioned below.
• The Company’s dedicated e-mail address for Investors’ Complaints and other communications is levercare.shareholder@unilever.com
• SEBI vide its circular dated 26th March, 2018 issued new policy measures w.r.t. SEBI Complaints Redress System (SCORES). As per the new
process, SEBI has requested the Members to approach the Company directly at the first instance for their grievances.
Karvy Computershare Private Limited Investor Service Department Compliance Officer
Unit : Hindustan Unilever Limited Hindustan Unilever Limited Mr. Dev Bajpai
Karvy Selenium Tower B, Unilever House, Executive Director (Legal & Corporate Affairs) and
Plot 31-32, Gachibowli Financial District, B. D. Sawant Marg, Chakala, Andheri (East), Company Secretary
Nanakramguda Hyderabad - 500 032 Mumbai - 400 099 E-mail: levercare.shareholder@unilever.com
Phone: +91 - 040 - 67161500, 67162222 Phone: +91 - 22 - 39832285 / 32452 Phone: +91 - 22 - 39832557 / 34485 / 32532 / 32312
Fax: +91 - 040 - 23431551 Fax: +91 - 22 - 28249457
Toll Free No.: 1800-345-4001 E-mail: levercare.shareholder@unilever.com
E-mail: einward.ris@karvy.com Website: www.hul.co.in
Website: www.karvy.com
ANNEXURE TO THE CORPORATE GOVERNANCE REPORT

Dividend Distribution Policy
The Company’s Dividend Distribution Policy shall ensure that it stream of dividends to the shareholders that is in their best
returns cash from operations that is in excess of its immediate long-term interest.
and foreseeable needs back to the shareholders over the
long-term. Interim dividend is considered for declaration by the The declaration and distribution of dividends, whether interim or
Board based on the performance of the Company during the year final, will, at all times, be in accordance with the Companies Act,
and final dividend is based on the performance for the full year. 2013 and the SEBI (Listing Obligations & Disclosure Requirements)
The actual quantum of dividend pay-out on a yearly basis will Regulations, 2015, such other applicable provisions of law and the
be dependent on the existing and expected underlying financial Articles of Association of the Company as amended.
performance, market conditions, cash flow position, interim
This Policy is issued with the consent of the Board of Directors of
dividend, if any, already declared during the year and future
the Company and can be amended only with the authority of the
requirements of funds. As such, any amount retained will be utilised
Board of Directors.
for securing the long-term growth objectives of the business.
With this in mind, the Company shall strive to declare a steady

CHIEF EXECUTIVE OFFICER (CEO) & CHIEF FINANCIAL

OFFICER (CFO) CERTIFICATION
To
The Board of Directors
Hindustan Unilever Limited
We, the undersigned, in our respective capacities as Chief Executive Officer and Chief Financial Officer of Hindustan Unilever Limited
(“the Company”), to the best of our knowledge and belief certify that:
(a) We have reviewed the financial statements and the cash flow statement for the financial year ended 31st March, 2018 and to the best of our
knowledge and belief, we state that:
(i) these statements do not contain any materially untrue statement or omit any material fact or contain any statements that might be
misleading;
(ii) these statements together present a true and fair view of the Company’s affairs and are in compliance with the existing accounting
standards, applicable laws and regulations.
(b) We further state that to the best of our knowledge and belief, there are no transactions entered into by the Company during the year, which
are fraudulent, illegal or violative of the Company’s code of conduct.
(c) We hereby declare that all the members of the Board of Directors and Management Committee have confirmed compliance with the
Code of Conduct as adopted by the Company.
(d) We are responsible for establishing and maintaining internal controls and for evaluating the effectiveness of the same over the financial
reporting of the Company and have disclosed to the Auditors and the Audit Committee, deficiencies in the design or operation of internal
controls, if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.
(e) We have indicated, based on our most recent evaluation, wherever applicable, to the Auditors and Audit Committee:
(i) significant changes, if any, in the internal control over financial reporting during the year;
(ii) significant changes, if any, in the accounting policies made during the year and that the same has been disclosed in the notes to the
financial statements; and
(iii) instances of significant fraud of which we have become aware and the involvement therein, if any, of the management or an employee
having significant role in the Company’s internal control system over financial reporting.
Sanjiv Mehta Srinivas Phatak

Managing Director and Executive Director - Finance & IT
Chief Executive Officer and Chief Financial Officer
Mumbai, 14th May, 2018 DIN: 06699923 DIN: 02743340

CERTIFICATE OF COMPLIANCE WITH THE CORPORATE

GOVERNANCE
Independent Auditor’s Certificate on Compliance with the Corporate
Governance requirements under SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015
To the Members of
1. This certificate is issued in accordance with the terms of our engagement letter dated 10 July, 2017.
2. This report contains details of compliance of conditions of corporate governance by Hindustan Unilever Limited (‘the Company’) for the
year ended 31 March, 2018 as stipulated in regulations 17-27, clause (b) to (i) of regulation 46 (2) and paragraphs C, D and E of Schedule V
of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’)
pursuant to the Listing Agreement of the Company with Stock Exchanges.
Management’s Responsibility for compliance with the conditions of Listing Regulations

3. The compliance with the terms and conditions contained in the corporate governance is the responsibility of the Management of the
Company including the preparation and maintenance of all relevant supporting records and documents.
Auditor’s Responsibility
4. Our examination was limited to procedures and implementation thereof adopted by the Company for ensuring the compliance of the
conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
5. Pursuant to the requirements of the Listing Regulations, it is our responsibility to provide a reasonable assurance whether the Company has
complied with the conditions of Corporate Governance as stipulated in Listing Regulations for the year ended 31 March, 2018.
6. We conducted our examination in accordance with the Guidance Note on Reports or Certificates for Special Purposes issued by the Institute
of Chartered Accountants of India (ICAI). The Guidance Note requires that we comply with the ethical requirements of the Code of Ethics
issued by ICAI.
7. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms that
Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements.
Opinion
8. In our opinion, and to the best of our information and according to explanations given to us, we certify that the Company has complied with
the conditions of Corporate Governance as stipulated in the above-mentioned Listing Regulations.
9. We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which
the management has conducted the affairs of the Company.
Restriction on use
10. The certificate is addressed and provided to the members of the Company solely for the purpose to enable the Company to comply with the
requirement of the Listing Regulations and it should not be used by any other person or for any other purpose. Accordingly, we do not accept
or assume any liability or any duty of care for any other purpose or to any other person to whom this certificate is shown or into whose hands
it may come without our prior consent in writing.
For B S R & Co. LLP

Chartered Accountants
Firm’s Registration No: 101248W/W-100022
Akeel Master
Partner
Mumbai, 14th May, 2018 Membership No: 046768

FORM NO. MR-3 SECRETARIAL AUDIT REPORT

For the financial year ended 31st March, 2018
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014]
To, e. The Securities and Exchange Board of India (Issue

The Members, and Listing of Debt Securities) Regulations, 2008
Hindustan Unilever Limited [Not Applicable as the Company has not issued and
CIN: L15140MH1933PLC002030 listed any debt securities during the financial year under
Unilever House, B. D. Sawant Marg, review];
Chakala, Andheri East, Mumbai - 400 099. f. The Securities and Exchange Board of India (Registrars
to an Issue and Share Transfer Agents) Regulations, 1993
We have conducted the Secretarial Audit of the compliance of regarding the Companies Act and dealing with client [Not
applicable statutory provisions and the adherence to good corporate Applicable as the Company is not registered as Registrar
practices by Hindustan Unilever Limited (hereinafter called to Issue and Share Transfer Agent during the financial
“the Company”). Secretarial Audit was conducted in a manner that year under review];
provided us a reasonable basis for evaluating the corporate conducts / g. The Securities and Exchange Board of India (Delisting of
statutory compliances and expressing our opinion thereon. Equity Shares) Regulations, 2009 [Not Applicable as there
Based on our verification of the Company’s books, papers, minute was no reportable event during the period under review];
books, forms and returns filed and other records maintained by the h. The Securities and Exchange Board of India (Buyback of
Company and also the information provided by the Company, its Securities) Regulations, 1998 [Not Applicable as there was
officers, agents and authorized representatives during the conduct of no reportable event during the period under review];
secretarial audit, we hereby report that in our opinion, the Company vi. The Management has identified and confirmed the following laws
has, during the audit period covering the Financial Year ended as specifically applicable to the Company:
31st March, 2018, complied with the statutory provisions listed i. The Hazardous Wastes Management Rules, 2016;
hereunder and also that the Company has proper Board-processes ii. The Insecticide Act, 1968;
and compliance-mechanism in place to the extent, in the manner and iii. The Drugs and Cosmetics Act, 1940;
subject to the reporting made hereinafter: iv. The Prevention of Food Adulteration Act, 1954;
v. The Legal Metrology Act, 2009;
We have examined the books, papers, minute books, forms and returns vi. The Legal Metrology (Packaged Commodities) Rules 2011;
filed and other records maintained by the Company for the financial vii. Food Safety and Standards Act, 2006 and Rules 2011 with
year ended on 31st March, 2018, according to the provisions of: allied rules and regulations;
i. The Companies Act, 2013 (the Act) and the rules made thereunder; viii. Applicable BIS Standards for various categories and
ii. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the production process.
rules made thereunder; We have also examined compliance with the applicable clauses of the
iii. The Depositories Act, 1996 and the Regulations and Bye-laws following:
framed thereunder;
iv. Foreign Exchange Management Act, 1999 and the rules (i) Secretarial Standards with regard to Meeting of Board of
and regulations made thereunder to the extent of Foreign Directors (SS-1) and General Meetings (SS-2) issued by The
Direct Investment, Overseas Direct Investment and External Institute of Company Secretaries of India;
Commercial Borrowings [Applicable only to the extent of (ii) SEBI (Listing Obligations and Disclosure Requirements) Regulations,
Foreign Direct Investment and Overseas Direct Investment] 2015 and the Listing Agreements entered into by the Company with
BSE Limited and National Stock Exchange of India Limited;
v. The following Regulations and Guidelines prescribed under the
Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):- During the period under review the Company has complied with the
a. The Securities and Exchange Board of India (Substantial provisions of the Act, Rules, Regulations, Guidelines, Standards, etc.;
Acquisition of Shares and Takeovers) Regulations, 2011;
We further report that:-
b. The Securities and Exchange Board of India (Prohibition of
Insider Trading) Regulations, 2015; The Board of Directors of the Company is duly constituted with
•
c. The Securities and Exchange Board of India (Issue of Capital proper balance of Executive Directors, Non-Executive Directors,
and Disclosure Requirements) Regulations, 2009 [Not Independent Directors and a Woman Director. The changes in
Applicable as the Company has not issued any further the composition of the Board of Directors that took place during
share capital during the period under review]; the period under review were carried out in compliance with the
d. The Securities and Exchange Board of India (Share Based provisions of the Act.
Employee Benefits) Regulations, 2014; Adequate notice is given to all Directors to schedule the Board
•
Meetings, agenda and detailed notes on agenda were sent seven
days in advance and a system exists for seeking and obtaining

further information and clarifications on the agenda items before to monitor and ensure compliance with applicable laws, rules,
the meeting and for meaningful participation at the meeting. regulations and guidelines:-
All the decisions of the Board and Committees thereof were
•
carried out with requisite majority. As informed, the Company has responded appropriately to
•
notices received from various statutory /regulatory authorities
We further report that based on review of compliance mechanism including initiating actions for corrective measures, wherever
established by the Company and on the basis of the Compliance found necessary.
Certificate(s) issued by the Company Secretary and taken on record by
the Board of Directors at their meeting(s), we are of the opinion that We further report that during the audit period there were no following
there are adequate systems and processes in place in the Company specific events/actions having a major bearing on Company’s affairs in
which is commensurate with the size and operations of the Company pursuance of the above-referred laws, rules, regulations, guidelines,
standards, etc.
For S. N. ANANTHASUBRAMANIAN & CO.

Company Secretaries
FIRM REGISTRATION NO.: P1991MH040400
S. N. ANANTHASUBRAMANIAN
PARTNER
Thane, 9th May, 2018 FCS No.: 4206, C.P. No.: 1774
Note: This report is to be read with letter of even date by the Secretarial Auditors, which is annexed and forms an integral part of this report.
ANNEXURE TO SECRETARIAL AUDITORS’ REPORT

To,
The Members,
CIN L15140MH1933PLC002030
Unilever House, B. D. Sawant Marg,
Chakala, Andheri East, Mumbai- 400 099.
Our Secretarial Audit Report of even date, for the financial year 2017-18 is to be read along with this letter.
Management’s Responsibility
1. It is the responsibility of the management of the Company to maintain secretarial records, devise proper systems to ensure compliance with
the provisions of all applicable laws and regulations and to ensure that the systems are adequate and operate effectively.
Auditor’s Responsibility
2. Our responsibility is to express an opinion on these secretarial records, standards and procedures followed by the Company with respect to
secretarial compliances.
3. We believe that audit evidence and information obtained from the Company’s management is adequate and appropriate for us to provide a
basis for our opinion.
4. Wherever required, we have obtained the management’s representation about the compliance of laws, rules and regulations and happening
of events etc.
Disclaimer
5. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which
the management has conducted the affairs of the Company.
6. We have not verified the correctness and appropriateness of financial records and books of account of the Company.
For S. N. ANANTHASUBRAMANIAN & CO.

Company Secretaries
FIRM REGISTRATION NO.: P1991MH040400
S. N. ANANTHASUBRAMANIAN
PARTNER
Thane, 9th May, 2018 FCS No.: 4206, C.P. No.: 1774

66 Standalone
ECONOMIC VALUE ADDED

ADDITIONAL INFORMATION: ECONOMIC VALUE ADDED What does EVA show?
(EVA) EVA is residual income after charging the Company for the cost of
What is EVA? capital provided by lenders and shareholders. It represents the value
Traditional approaches to measuring Shareholder’s Value Creation’ added to the shareholders by generating operating profits in excess of
have used parameters such as earnings capitalisation, market the cost of capital employed in the business.
capitalisation and present value of estimated future cash flows.
Extensive equity research has established that it is not earnings per
When will EVA increase?
se, but VALUE that is important. A measure called ‘Economic Value EVA will increase if:
Added’ (EVA) is increasingly being applied to understand and evaluate
financial performance. a. Operating profits can be made to grow without employing more
capital, i.e. greater efficiency.
*EVA = Net Operating Profit after Taxes (NOPAT) - Cost of
Capital Employed (COCE), where, b. Additional capital’s invested in projects that return more than the
cost of obtaining new capital, i.e. profitable growth.
NOPAT = Profits after depreciation and taxes but before interest
costs. NOPAT thus represents the total pool of profits available on an c. Capital is curtailed in activities that do not cover the cost of
ungeared basis to provide a return to lenders and shareholders, and capital, i.e liquidate unproductive capital.
COCE = Weighted Average Cost of Capital (WACC) x Average Capital
Employed EVA in practice at Hindustan Unilever Limited.
In Hindustan Unilever Limited, the goal of sustainable long-term value
*Cost of debt is taken at the effective rate of interest applicable to an
creation for our shareholders is well understood by all the business
“AAA” rated Company like HUL for a short-term debt, net of taxes.
groups. Measures to evaluate business performance and to set targets
We have considered a pre-tax rate of 7.97% for 2017-18 (7.42% for
take into account this concept of value creation.
2016-17)
*Cost of Equity is the return expected by the investors to compensate

them for the variability in returns caused by fluctuating earnings and
share prices.
Cost of Equity = Risk free return equivalent to yield on long-term

Government Bonds (taken at 7.40% for 2017-18)
+
Market risk premium (taken at 9.80%) (x) Beta variant for the Company,
(taken at 0.693) where Beta is a relative measure of risk associated
with the Company’s shares as against the market as a whole.
Thus, HUL’s cost of equity = 7.40% + 9.8% (x) 0.693 = 14.19%

EVA TRENDS: 2008-18 (UNAUDITED)

Particulars I-GAAP IND AS
2008-09 2009-10 2010-11 2011-12 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18
Cost of Capital Employed (COCE)
1. Average Debt 342 119 2 0 0 0 0 0 0 0
2. Average Equity 1,928 2,497 3,118 3,462 4,018 3,715 4,338 5,664 5,831 6,181
3. Average Capital Employed : 2,270 2,616 3,120 3,462 4,018 3,715 4,338 5,664 5,831 6,181
(1) + (2)
4. Cost of Debt, post-tax % 3.91 3.95 5.36 6.20 6.02 6.36 5.56 5.43 4.90 5.21
5. Cost of Equity % 14.47 12.51 12.93 10.10 10.07 11.62 10.91 11.98 12.85 14.19
6. Weighted Average Cost of 12.88 12.12 12.92 10.10 10.07 11.62 10.91 11.98 12.85 14.19
Capital % (WACC)
7. COCE : (3) x (6) 365 317 403 350 405 432 474 679 749 877
Economic Value Added (EVA)
8. Profit after tax, before 2,501 2,103 2,153 2,599 3,314 3,555 3,843 4,116 4,247 5,135
exceptional items
9. Add : Interest, after taxes 17 5 0 1 17 24 11 0 0 0
10. Net Operating Profits After 2,518 2,108 2,153 2,600 3,331 3,579 3,854 4,117 4,247 5,135
Taxes (NOPAT)
11. COCE, as per (7) above 365 317 403 350 405 432 474 679 749 877
12. EVA : (10) - (11) 2,154 1,791 1,750 2,250 2,926 3,147 3,380 3,438 3,498 4,258
Economic Value Added (EVA) (` crores)
4,500 -
4,000 -
3,500 -
3,000 -
2,500 -
2,000 -
1,500 -
1,000 -
500 -
0-
2008-09 2009-10 2010-11 2011-12 2012-13 2013-14 2014-15 2015-16* 2016-17* 2017-18*
* Figures as per IND AS

68 Standalone
INDEPENDENT AUDITOR’S REPORT

to the Members of Hindustan Unilever Limited
REPORT ON THE AUDIT OF THE STANDALONE IND AS We conducted our audit of the standalone Ind AS financial
FINANCIAL STATEMENTS statements in accordance with the Standards on Auditing specified
under Section 143 (10) of the Act. Those Standards require that we
We have audited the accompanying standalone Ind AS financial
comply with ethical requirements and plan and perform the audit to
statements of Hindustan Unilever Limited (“the Company”), which
obtain reasonable assurance about whether the standalone Ind AS
comprise the Balance Sheet as at 31 March 2018, the Statement
financial statements are free from material misstatement.
of Profit and Loss (including other comprehensive income), the
Statement of Changes in Equity and the Statement of Cash Flows An audit involves performing procedures to obtain audit evidence
for the year then ended, and summary of the significant accounting about the amounts and the disclosures in the standalone Ind
policies and other explanatory information (herein after referred to AS financial statements. The procedures selected depend on
as “standalone Ind AS financial statements”). the auditor’s judgment, including the assessment of the risks
of material misstatement of the standalone Ind AS financial
MANAGEMENT’S RESPONSIBILITY FOR THE statements, whether due to fraud or error. In making those risk
STANDALONE IND AS FINANCIAL STATEMENTS assessments, the auditor considers internal financial controls
relevant to the Company’s preparation of the standalone Ind AS
The Company’s Board of Directors is responsible for the matters
financial statements that give a true and fair view in order to design
stated in Section 134 (5) of the Companies Act, 2013 (“the Act”)
audit procedures that are appropriate in the circumstances. An audit
with respect to the preparation of these standalone Ind AS financial
also includes evaluating the appropriateness of the accounting
statements that give a true and fair view of the state of affairs, profit/
policies used and the reasonableness of the accounting estimates
loss and other comprehensive income, changes in equity and cash
made by the Company’s Directors, as well as evaluating the overall
flows of the Company in accordance with the accounting principles
presentation of the standalone Ind AS financial statements.
generally accepted in India, including the Indian Accounting
Standards (“Ind AS”) prescribed under Section 133 of the Act. We are also responsible to conclude on the appropriateness of
management’s use of the going concern basis of accounting
This responsibility also includes maintenance of adequate
and, based on the audit evidence obtained, whether a material
accounting records in accordance with the provisions of the Act
uncertainty exists related to events or conditions that may cast
for safeguarding the assets of the Company and for preventing
significant doubt on the entity’s ability to continue as a going
and detecting frauds and other irregularities; selection and
concern. If we conclude that a material uncertainty exists, we are
application of appropriate accounting policies; making judgments
required to draw attention in the auditor’s report to the related
and estimates that are reasonable and prudent; and design,
disclosures in the financial statements or, if such disclosures are
implementation and maintenance of adequate internal financial
inadequate, to modify the opinion. Our conclusions are based on
controls that were operating effectively for ensuring the accuracy
the audit evidence obtained up to the date of the auditor’s report.
and completeness of the accounting records, relevant to the
However, future events or conditions may cause an entity to cease
preparation and presentation of the standalone Ind AS financial
to continue as a going concern.
statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error. We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our audit opinion on the
In preparing the financial statements, management is responsible
standalone Ind AS financial statements.
for assessing the Company’s ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless management OPINION
either intends to liquidate the Company or to cease operations, or In our opinion and to the best of our information and according
has no realistic alternative but to do so. to the explanations given to us, the aforesaid standalone Ind AS
financial statements give the information required by the Act in the
AUDITOR’S RESPONSIBILITY manner so required and give a true and fair view in conformity with
the accounting principles generally accepted in India of the state
Our responsibility is to express an opinion on these standalone Ind
of affairs of the Company as at 31 March 2018, its profit and other
AS financial statements based on our audit.
comprehensive income, changes in equity and its cash flows for the
We have taken into account the provisions of the Act, the accounting year ended on that date.
and auditing standards and matters which are required to be
included in the audit report under the provisions of the Act and the
Rules made thereunder.

INDEPENDENT AUDITOR’S REPORT (Contd.)

REPORT ON OTHER LEGAL AND REGULATORY (g) With respect to the other matters to be included in the Auditor’s
REQUIREMENTS Report in accordance with Rule 11 of the Companies (Audit
and Auditors) Rules, 2014, in our opinion and to the best of our
1. As required by the Companies (Auditor’s Report) Order, 2016
information and according to the explanations given to us:
(“the Order”), issued by the Central Government in terms of
Section 143 (11) of the Act, we give in “Annexure A” a statement 1.
The Company has disclosed the impact of pending
on the matters specified in paragraphs 3 and 4 of the Order. litigations on its financial position in its standalone Ind AS
financial statements – Refer Note 24 to the standalone
2. As required by Section 143 (3) of the Act, we report that:
Ind AS financial statements.
(a)
We have sought and obtained all the information and
2.
The Company has made provision, as required under
explanations which to the best of our knowledge and belief
the applicable law or accounting standards, for material
were necessary for the purposes of our audit.
foreseeable losses, if any, on long-term contracts
(b) In our opinion, proper books of account as required by law including derivative contracts - Refer Note 45 to the
have been kept by the Company so far as it appears from our standalone Ind AS financial statements.
examination of those books.
3.
There has been no delay in transferring amounts,
(c) The Balance Sheet, the Statement of Profit and Loss (including required to be transferred, to the Investor Education and
other comprehensive income), the Statement of Changes in Protection Fund by the Company.
Equity and the Statement of Cash Flows dealt with by this
4.
The disclosures regarding details of specified bank
Report are in agreement with the books of account.
notes held and transacted during 8 November 2016 to 30
(d)
In our opinion, the aforesaid standalone Ind AS financial December 2016 has not been made since the requirement
statements comply with the Indian Accounting Standards does not pertain to financial year ended 31 March 2018.
prescribed under Section 133 of the Act.
(e)
On the basis of the written representations received from
the directors as on 31 March 2018 taken on record by the For B S R & Co. LLP
Board of Directors, none of the directors is disqualified as on Chartered Accountants
31 March 2018 from being appointed as a director in terms of Firm’s Registration
Section 164 (2) of the Act. No: 101248W/W-100022
(f) With respect to the adequacy of the internal financial controls
with reference to financial statements of the Company and the Akeel Master
operating effectiveness of such controls, refer to our separate Mumbai Partner
report in “Annexure B”. 14th May, 2018 Membership No: 046768

70 Standalone
ANNEXURE A
to the Independent Auditor’s Report - 31 March 2018 on the Standalone
Ind as financial statements
(Referred to in our report of even date)
(i) (a) The Company has maintained proper records showing full (v) According to information and explanations given to us, the
particulars, including quantitative details and situation of Company has not accepted any deposits from the public within
fixed assets. the meaning of the directives issued by the Reserve Bank
of India, provisions of Section 73 to 76 of the Act, any other
(b)
The Company has a regular programme of physical relevant provisions of the Act and the relevant rules framed
verification of its fixed assets by which all fixed assets are thereunder.
verified in a phased manner over a period of two years.
In accordance with this programme, a portion of the fixed (vi)
We have broadly reviewed the records maintained by the
assets has been physically verified by the management Company pursuant to the rules prescribed by Central
during the year and no material discrepancies have been Government for maintenance of cost records under
noticed on such verification. In our opinion, this periodicity Section 148 (1) of the Act and are of the opinion that prima
of physical verification is reasonable having regard to the facie, the prescribed accounts and records have been made
size of the Company and the nature of its assets. and maintained. However, we have not made a detailed
examination of the records.
(c) According to the information and explanations given to
us, the title deeds of immovable properties, as disclosed (vii) (a) According to the information and explanations given to
in Note 3A to the standalone Ind AS financial statements, us and the records of the Company examined by us, in
are held in the name of the Company, except for our opinion, the Company is regular in depositing the
the following: undisputed statutory dues including provident fund,
employees state insurance, income tax, sales tax, service
Leasehold Freehold tax, goods and service tax, duty of customs, duty of excise,
Particulars Buildings
Land Land value added tax, cess, professional tax and other material
Gross block as at 31 0.76 0.19 78.48 statutory dues, as applicable, with the appropriate
March 2018 authorities.
Net block as at 31 0.62 0.19 46.76
March 2018 According to the information and explanations given to us,
no undisputed amounts payable in respect of provident
(ii) The inventory, except goods-in-transit, has been physically fund, employees state insurance, income tax, sales tax,
verified by the management at reasonable intervals during service tax, goods and service tax, duty of customs,
the year. In our opinion, the frequency of such verification is duty of excise, value added tax, cess, professional tax
reasonable. In respect of inventory lying with third parties, and other material statutory dues were in arrears as at
these have substantially been confirmed by them. The 31 March 2018 for a period of more than six months from
discrepancies noticed on verification between the physical the date they became payable.
stocks and the book records were not material.
(b) According to the information and explanations given to
(iii) In our opinion and according to information and explanations us, there are no dues of income tax, sales tax, value added
given to us, the Company has not granted any loans, secured or tax, service tax, goods and service tax, duty of customs,
unsecured, to companies, firms, Limited Liability Partnerships duty of excise which have not been deposited with the
or other parties covered in the register maintained under appropriate authorities on account of any dispute other
Section 189 of the Act. Accordingly, paragraph 3 (iii) of the than those mentioned in Appendix I to this report.
Order is not applicable to the Company.
(viii) The Company has not taken any loans or borrowings from any
(iv)
The Company has not granted any loans or provided financial institution, bank or Government nor has it issued any
any guarantees or security to the parties covered under debentures. Accordingly, paragraph 3 (viii) of the Order is not
Section 185 of the Act. The Company has complied with the applicable to the Company.
provisions of Section 186 of the Act in respect of investments
made or loans or guarantee or security provided to the parties (ix) The Company has not raised any moneys by way of initial
covered under Section 186. public offer, further public offer (including debt instruments)
or term loans during the year. Accordingly, paragraph 3 (ix) of
the Order is not applicable to the Company.

(x) According to the information and explanations given to us, (xiv) According to the information and explanations given to us and
no material fraud by the Company or on the Company by its based on our examination of the records, the Company has
officers or employees has been noticed or reported during the not made any preferential allotment or private placement of
year. shares or fully or partly convertible debentures during the year.
Accordingly, paragraph 3 (xiv) of the Order is not applicable to
(xi) According to the information and explanations given to us and the Company.
based on our examination of the records, the Company has
paid or provided for managerial remuneration in accordance (xv) According to the information and explanations given to us and
with the requisite approvals mandated by the provisions of based on our examination of the records, the Company has not
Section 197 read with Schedule V to the Act. entered into non-cash transactions with directors or persons
connected with him. Accordingly, paragraph 3 (xv) of the Order
(xii)
In our opinion and according to the information and is not applicable to the Company.
explanations given to us, the Company is not a Nidhi company.
Accordingly, paragraph 3 (xii) of the Order is not applicable to (xvi)
The Company is not required to be registered under
the Company. Section 45-IA of the Reserve Bank of India Act, 1934.
Accordingly, paragraph 3 (xvi) of the Order is not applicable to
(xiii) According to the information and explanations given to us the Company.
and based on our examinations of the records of the Company,
transactions with the related parties are in compliance with
Sections 177 and 188 of the Act, where applicable. The details
of such related party transactions have been disclosed in the For B S R & Co. LLP
standalone Ind AS financial statements as required by applicable Chartered Accountants
Indian Accounting Standards. Firm’s Registration
No: 101248W/W-100022
Akeel Master
Mumbai Partner
14th May, 2018 Membership No: 046768

72 Standalone
APPENDIX I
Name of the Statute Nature of dues Amount Amount Period to which Forum where dispute is
Demanded Paid ` in the amount pending
` in crores crores relates
Central Excise Act, 1944 Excise duty (including Interest 69.48 3.85 1982-2017 Appellate Authority up to
and penalty, if applicable) Commissioner’s level
Central Excise Act, 1944 Excise duty (including Interest 278.22 7.42 1994-2016 Customs, Excise and Service
and penalty, if applicable) Tax Appellate Tribunals of
various states
Central Excise Act, 1944 Excise duty (including Interest 3.59 - 2003-2010 High Courts of various states
and penalty, if applicable)
Customs Act, 1962 Custom Duty, (including Interest 2.29 0.12 2011-2014 Appellate Authority up to
and penalty, if applicable) Commissioner’s level
Customs Act, 1962 Custom Duty, (including Interest 8.42 0.36 2012-2017 Customs, Excise and Service
and penalty, if applicable) Tax Appellate Tribunals of
various states
Central Sales Tax Act, 1956 Sales tax (including interest and 270.71 49.64 1985-2017 Appellate Authority up to
and Local Sales Tax Act penalty, if applicable) Commissioner’s level
Central Sales Tax Act, 1956 Sales tax (including interest and 30.81 2.23 1984-2014 Sales Tax Appellate Tribunals
and Local Sales Tax Act penalty, if applicable) of various states
Central Sales Tax Act, 1956 Sales tax (including interest and 151.11 102.38 1977-2017 High Courts of various states
and Local Sales Tax Act penalty, if applicable)
Central Sales Tax Act, 1956 Sales tax (including interest and 24.44 9.40 1985-2017 Supreme Court
and Local Sales Tax Act penalty, if applicable)
Service tax (Finance Act, Service tax (including interest and 163.70 2.79 2005-2017 Appellate Authority up to
1994) penalty, if applicable) Commissioner’s level
Service tax (Finance Act, Service tax (including interest and 47.55 3.58 2003-2015 Customs, Excise and Service
1994) penalty, if applicable) Tax Appellate Tribunals of
various states
Income Tax Act, 1961 Income Tax (including interest 151.11 - 1979-80, 1991, Appellate Authority - up to
and penalty, if applicable) 2006-07, 2007- Commissioner’s Level
08, 2009-10,
2011-12
Income Tax Act, 1961 Income Tax (including interest 0.20 - 1982-83 Income Tax Appellate Tribunal,
and penalty, if applicable) Mumbai
Income Tax Act, 1961 Income Tax (including interest 0.06 - 1963-1964, Bombay High Court
and penalty, if applicable) 1982- 1983

ANNEXURE B
to the Independent Auditor’s Report - 31 March 2018 on the Standalone Ind as
financial statements
REPORT ON THE INTERNAL FINANCIAL CONTROLS Company’s internal financial control system with reference to
UNDER SECTION 143 (3) (i) OF THE COMPANIES ACT, financial statements.
2013 (“THE ACT”)
MEANING OF INTERNAL FINANCIAL CONTROLS WITH
We have audited the internal financial controls with reference to
REFERENCE TO FINANCIAL STATEMENTS
financial statements of Hindustan Unilever Limited (“the Company”)
as of 31 March 2018 in conjunction with our audit of the standalone A company's internal financial controls with reference to financial
Ind AS financial statements of the Company for the year ended on statements is a process designed to provide reasonable assurance
that date. regarding the reliability of financial reporting and the preparation
of financial statements for external purposes in accordance with
MANAGEMENT’S RESPONSIBILITY FOR INTERNAL generally accepted accounting principles. A company's internal
FINANCIAL CONTROLS financial controls with reference to financial statements includes
those policies and procedures that (1) pertain to the maintenance
The Company’s management is responsible for establishing and
of records that, in reasonable detail, accurately and fairly reflect
maintaining internal financial controls based on the internal
the transactions and dispositions of the assets of the company;
controls with reference to financial statements criteria established
(2) provide reasonable assurance that transactions are recorded
by the Company considering the essential components of
as necessary to permit preparation of financial statements in
internal controls stated in the Guidance Note on Audit of Internal
accordance with generally accepted accounting principles, and
Financial Controls over Financial Reporting (the “Guidance note”)
that receipts and expenditures of the company are being made only
issued by the Institute of Chartered Accountants of India (“ICAI”).
in accordance with authorisations of management and directors
These responsibilities include the design, implementation and
of the company; and (3) provide reasonable assurance regarding
maintenance of adequate internal financial controls that were
prevention or timely detection of unauthorised acquisition, use,
operating effectively for ensuring the orderly and efficient conduct
or disposition of the company's assets that could have a material
of its business, including adherence to Company’s policies, the
effect on the financial statements.
safeguarding of its assets, the prevention and detection of frauds
and errors, the accuracy and completeness of the accounting INHERENT LIMITATIONS OF INTERNAL FINANCIAL
records, and the timely preparation of reliable financial information,
CONTROLS WITH REFERENCE TO FINANCIAL STATEMENTS
as required under the Act.
Because of the inherent limitations of internal financial controls
AUDITOR’S RESPONSIBILITY with reference to financial statements, including the possibility of
collusion or improper management override of controls, material
Our responsibility is to express an opinion on the Company's
misstatements due to error or fraud may occur and not be detected.
internal financial controls with reference to financial statements
Also, projections of any evaluation of the internal financial controls
based on our audit. We conducted our audit in accordance with
with reference to financial statements to future periods are subject
the Guidance Note and the Standards on Auditing, issued by ICAI
to the risk that the internal financial controls with reference to
and deemed to be prescribed under Section 143 (10) of the Act,
financial statements may become inadequate because of changes
to the extent applicable to an audit of internal financial controls,
in conditions, or that the degree of compliance with the policies or
both applicable to an audit of Internal Financial Controls and, both
procedures may deteriorate.
issued by the ICAI. Those Standards and the Guidance Note require
that we comply with ethical requirements and plan and perform
OPINION
the audit to obtain reasonable assurance about whether adequate
internal financial controls with reference to financial statements In our opinion, the Company has, in all material respects, an
was established and maintained and if such controls operated adequate internal financial control system with reference to
effectively in all material respects. financial statements and such internal financial controls with
reference to financial statements were operating effectively as
Our audit involves performing procedures to obtain audit evidence at 31 March 2018, based on the internal controls with reference
about the adequacy of the internal financial controls system with to financial statements criteria established by the Company
reference to financial statements and their operating effectiveness. considering the essential components of internal controls stated in
Our audit of internal financial controls with reference to financial the Guidance Note issued by ICAI.
statements included obtaining an understanding of internal
financial controls with reference to financial statements, assessing
the risk that a material weakness exists, and testing and evaluating For B S R & Co. LLP
the design and operating effectiveness of internal controls based on Chartered Accountants
the assessed risk. The procedures selected depend on the auditor’s Firm’s Registration
judgment, including the assessment of the risks of material No: 101248W/W-100022
misstatement of the standalone Ind AS financial statements,
whether due to fraud or error. Akeel Master
Mumbai Partner
We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our audit opinion on the

74 Standalone
BALANCE SHEET
as at 31st March, 2018
(All amounts in ` crores, unless otherwise stated)
As at As at
Particulars Note
ASSETS
Non-current assets
Property, plant and equipment 3A 3,776 3,654
Capital work-in-progress 3B 430 203
Goodwill 4 0 0
Other intangible assets 4 366 370
Investments in subsidiaries, associates and joint venture 5 254 254
Financial assets
Investments 6 2 6
Loans 7 404 352
Other financial assets 8 6 6
Non-current tax assets (net) 9D 439 311
Deferred tax assets (net) 9C 255 160
Other non-current assets 10 78 70
Current assets
Inventories 11 2,359 2,362
Financial assets
Investments 6 2,855 3,519
Trade receivables 12 1,147 928
Cash and cash equivalents 13 573 572
Bank balances other than cash and cash equivalents mentioned above 14 2,800 1,099
Other current assets 15 560 507
Assets held for sale 16 16 72
TOTAL ASSETS 17,149 14,751

BALANCE SHEET (Contd.)

as at 31st March, 2018
As at As at
Particulars Note
EQUITY AND LIABILITIES
Equity
Equity share capital 17 216 216
Other equity 18A 6,859 6,274
Liabilities
Non-current liabilities
Financial liabilities
Other financial liabilities 19 115 71
Provisions 20 772 485
Non-current tax liabilities (net) 9D 384 296
Other non-current liabilities 21 167 207
Current liabilities
Trade payables
Dues to micro and small enterprises 22 - 0
Dues to Others 22 7,013 6,006
Other current liabilities 23 769 628
TOTAL EQUITY AND LIABILITIES 17,149 14,751
Basis of preparation, measurement and significant accounting policies 2
Contingent liabilities and commitments 24
The accompanying notes are an integral part of these financial statements
As per our report of even date For and on behalf of Board of Directors
For B S R & Co. LLP Sanjiv Mehta Srinivas Phatak

Firm Registration No. 101248W/W - 100022 Managing Director and CEO Executive Director
Chartered Accountants [DIN: 06699923] (Finance & IT) and CFO
[DIN: 02743340]
Akeel Master Aditya Narayan Dev Bajpai

Partner Chairman - Audit Committee Executive Director
Membership No. 046768 [DIN: 00012084] Legal & Corporate Affairs and
Company Secretary
Membership No. FCS 3354
Suman Hegde
Group Controller
Mumbai, 14th May, 2018 Mumbai, 14th May, 2018

76 Standalone
STATEMENT OF PROFIT AND LOSS

for the year ended 31st March, 2018
Year ended Year ended
Particulars Note
INCOME
Revenue from operations 25 35,218 34,487
Other income 26 569 526
TOTAL INCOME 35,787 35,013
EXPENSES
Cost of materials consumed 27 12,491 11,363
Purchases of stock-in-trade 28 3,812 4,166
Changes in inventories of finished goods (including stock-in-trade) and 29 (71) 156

work-in-progress
Excise duty 30 693 2,597
Employee benefits expenses 31 1,745 1,620
Finance costs 32 20 22
Depreciation and amortisation expenses 33 478 396
Other expenses 34 9,272 8,538
TOTAL EXPENSES 28,440 28,858
Exceptional items 35 (62) 241
Profit before tax 7,285 6,396
Tax expenses
Current tax 9A (2,148) (1,865)
Deferred tax credit/(charge) 9A 100 (41)
PROFIT FOR THE YEAR (A) 5,237 4,490


Particulars Note
OTHER COMPREHENSIVE INCOME
Items that will not be reclassified subsequently to profit or loss
Remeasurements of the net defined benefit plans 18C (16) (32)
Income tax relating to items that will not be reclassified subsequently

to profit or loss
Remeasurements of the net defined benefit plans 9A 5 11
Items that will be reclassified subsequently to profit or loss
Fair value of debt instruments through other comprehensive income 18C (2) 1
Income tax relating to items that will be reclassified subsequently to

profit or loss
Fair value of debt instruments through other comprehensive income 9A 1 (0)
OTHER COMPREHENSIVE INCOME FOR THE YEAR (B) (12) (20)
TOTAL COMPREHENSIVE INCOME FOR THE YEAR (A+B) 5,225 4,470
Earnings per equity share
Basic (Face value of ` 1 each) 36 ` 24.20 ` 20.75
Diluted (Face value of ` 1 each) 36 ` 24.19 ` 20.74


[DIN: 02743340]

Company Secretary
Suman Hegde
Group Controller

78 Standalone
STATEMENT OF CHANGES IN EQUITY

A. EQUITY SHARE CAPITAL
Note Balance
As at 31st March, 2016 17 216
Changes in equity share capital during the year 0
As at 31st March, 2017 17 216
As at 31st March, 2018 17 216
B. OTHER EQUITY
Reserves and Surplus Items of Other Comprehensive Income (OCI)
Capital Capital Securities Employee General Retained Other Remeasurements Debt Total
Reserve Redemption Premium Stock Options Reserve Earnings Reserves of net defined instruments
Reserve Reserve Outstanding benefit plans through OCI
Account
As at 31st March, 2016 4 6 98 43 2,187 3,727 9 (11) 0 6,063
Profit for the year - - - - - 4,490 - - - 4,490
Other comprehensive income for the year - - - - - - - (21) 1 (20)
Total comprehensive income for the year - - - - - 4,490 - (21) 1 4,470
Dividend on equity shares for the year - - - - - (3,571) - - - (3,571)
(Note: 37)
Dividend distribution tax (Note: 37) - - - - - (693) - - - (693)
Issue of equity shares on exercise of - - 18 (18) - - - - - -
employee stock options
Equity settled share based payment credit - - - 5 - - - - - 5
As at 31st March, 2017 4 6 116 30 2,187 3,953 9 (32) 1 6,274
Profit for the year - - - - - 5,237 - - - 5,237
Other comprehensive income for the year - - - - - - - (11) (1) (12)
Total comprehensive income for the year - - - - - 5,237 - (11) (1) 5,225
Dividend on equity shares for the year - - - - - (3,896) - - - (3,896)
(Note: 37)
Dividend distribution tax(Note: 37) - - - - - (755) - - - (755)
Issue of equity shares on exercise of - - 11 (11) - - - - - -
employee stock options
Equity settled share based payment credit - - - 11 - - - - - 11
As at 31st March, 2018 4 6 127 30 2,187 4,539 9 (43) (0) 6,859
a) Refer note 18B for nature and purpose of reserves.

b) The Scheme of Arrangement (Scheme) between the Company and its Members, envisages the transfer of balance of ` 2,187 crores
standing to the credit of General Reserves to the Profit and Loss account (currently retained earnings). The Scheme, under relevant
sections of the Companies Act, 1956 and 2013, was approved in annual general meeting held on 30th June, 2016 and is now pending
for approval with National Company Law Tribunal (NCLT).

[DIN: 02743340]
Company Secretary
Suman Hegde
Group Controller
Mumbai: 14th May, 2018 Mumbai: 14th May, 2018

STATEMENT OF CASH FLOWS

A CASH FLOW FROM OPERATING ACTIVITIES:
Adjustments for:
Depreciation and amortisation expenses 478 396
(Profit) / loss on sale of property, plant and equipment 26 13
Government grant accrued (172) -
Interest income (266) (262)
Dividend income (190) (178)
Fair value (gain)/loss on investments (113) (86)
Net (gain)/loss on sale of investments - (0)
Interest expense 20 22
Provision for expenses on employee stock options 11 4
Impairment of non-current investments - 8
Provision/(write back) for Inventory (net) 41 27
Inventory written off 124 101
Provision/(write back) for doubtful debts and advances (net) 2 4
Bad debts/assets written off 3 2
Mark-to-market (gain)/loss on derivative financial instruments (4) 13
Cash Generated from operations before working capital changes 7,307 6,219
Adjustments for:
(Increase)/decrease in Non current loans (Security deposits and Others) (24) (46)
(Increase)/decrease in other non-current financial assets (0) 20
(Increase)/decrease in other current financial assets (285) (58)
(Increase)/decrease in other non-current assets (20) (10)
(Increase)/decrease in other current assets (53) (42)
(Increase)/decrease in trade receivables (224) 131
(Increase)/decrease in inventories (162) 38
Increase/(decrease) in trade payables 1,007 508
Increase/(decrease) in other non-current financial liabilities (4) 52
Increase/(decrease) in other current financial liabilities 2 (71)
Increase/(decrease) in non-current provisions 271 (37)
Increase/(decrease) in current provisions 219 61
Increase/(decrease) in other non-current liabilities (49) (9)
Increase/(decrease) in other current liabilities 141 1
Cash generated from operations 8,126 6,757
Taxes paid (net of refunds) (2,194) (1,783)
Cash flow before exceptional items 5,932 4,974
Exceptional items:
Amounts paid for other restructuring activities (25) (21)
Taxes paid for exceptional items 9
Net cash (used in) / generated from operating activities - [A] 5,916 4,953

80 Standalone
STATEMENT OF CASH FLOWS (Contd.)

B CASH FLOW FROM INVESTING ACTIVITIES:
Purchase of property, plant and equipment (847) (1,024)
Sale proceeds of property, plant and equipment 16 5
Purchase of Intangibles (6) (348)
Sale proceeds of non-current investments 4 0
Purchase of current investments (47,755) (26,230)
Sale of current investments 48,530 25,260
Loans given to subsidiaries (183) (84)
Loans repaid by subsidiaries 154 48
Redemption/maturity of bank deposits (having original maturity of more than 3 1,135 2,590
months)
Investment in bank deposits (having original maturity of more than 3 months) (2,811) (1,555)
Investment in non-current deposits with banks (0) (1)
Interest received 229 266
Dividend received from subsidiaries 188 167
Dividend received from others 2 11
Cash flow before exceptional items (1,344) (895)
Exceptional items:
Consideration received on disposal of surplus properties 10 167
Consideration received on disposal of joint venture 73 20
Taxes paid for exceptional items (3) (44)
Net cash (used in) / generated from investing activities - [B] (1,264) (752)
C CASH FLOW FROM FINANCING ACTIVITIES:
Dividends paid (3,872) (3,561)
Dividend distribution tax paid (755) (693)
Amounts deposited in bank accounts towards unpaid dividends (24) (10)
Interest paid (0) (0)
Proceeds from share allotment under employee stock options/ performance share 0 0
schemes
Net cash (used in) / generated financing activities - [C] (4,651) (4,264)
Net increase/(decrease) in cash and cash equivalents - [A+B+C] 1 (63)
Add: Cash and cash equivalents at the beginning of the year (refer note 13) 572 635
Cash and cash equivalents at the end of the year (refer note 13) 573 572
Note: The above Statement of Cash Flows has been prepared under the ‘Indirect Method’ as set out in Ind AS 7, ‘Statement of Cash Flows’.

[DIN: 02743340]

Company Secretary
Suman Hegde
Group Controller


NOTES
to the financial statements for the year ended 31st March, 2018
NOTE 1 : COMPANY INFORMATION liabilities, income and expenses. Actual results may differ from
Hindustan Unilever Limited (the ‘Company’) is a public limited these estimates. Continuous evaluation is done on the estimation
company domiciled in India with its registered office located at and judgments based on historical experience and other factors,
Unilever House, B.D. Sawant Marg, Chakala, Andheri (East), Mumbai including expectations of future events that are believed to be
400 099. The Company is listed on the Bombay Stock Exchange (BSE) reasonable. Revisions to accounting estimates are recognised
and the National Stock Exchange (NSE). The Company is a market prospectively.
leader in the FMCG business comprising primarily of Home Care,
Information about critical judgments in applying accounting
Personal Care, Foods and Refreshments segments. The Company
policies, as well as estimates and assumptions that have the most
has manufacturing facilities across the country and sells primarily in
significant effect to the carrying amounts of assets and liabilities
India through independent distributors and modern trade.
within the next financial year, are included in the following notes:
(a) Measurement of defined benefit obligations - Note 40
NOTE 2 : BASIS OF PREPARATION, MEASUREMENT AND
(b) Measurement and likelihood of occurrence of provisions and
SIGNIFICANT ACCOUNTING POLICIES
contingencies - Note 20 and 24
2.1 Basis of Preparation and Measurement (c) Recognition of deferred tax assets - Note 9
(a) Basis of preparation (d) Key assumptions used in discounted cash flow projections -
These financial statements have been prepared in accordance with Note 42
the Indian Accounting Standards (hereinafter referred to as the (e) Impairment of Intangibles - Note 4
‘Ind AS’) as notified by Ministry of Corporate Affairs pursuant
to Section 133 of the Companies Act, 2013 read with Rule 3 of 2.3 Recent Accounting Developments
the Companies (Indian Accounting Standards) Rules, 2015 and
Companies (Indian Accounting Standards) Amendment Rules, 2016. (a) Standards issued but not yet effective:
IND AS 115: Revenue from Contracts with Customers
The financial statements have been prepared on accrual and going In March 2018, the Ministry of Corporate Affairs issued the
concern basis. The accounting policies are applied consistently to Companies (Indian Accounting Standards) (Amendments)
all the periods presented in the financial statements. All assets and Rules, 2017, notifying Ind AS 115, ‘Revenue from Contracts with
liabilities have been classified as current or non current as per the Customers’. The Standard is applicable to the Company with effect
Company’s normal operating cycle and other criteria as set out in from 1st April, 2018.
the Division II of Schedule III to the Companies Act, 2013. Based on
the nature of products and the time between acquisition of assets Revenue from Contracts with Customers Ind AS 115 establishes
for processing and their realisation in cash and cash equivalents, a single comprehensive model for entities to use in accounting
the Company has ascertained its operating cycle as 12 months for revenue arising from contracts with customers. Ind AS 115
for the purpose of current or non-current classification of assets will supersede the current revenue recognition standard Ind AS
and liabilities. 18 Revenue, Ind AS 11 Construction Contracts when it becomes
effective. The core principle of Ind AS 115 is that an entity should
The financial statements are presented in INR, the functional recognise revenue to depict the transfer of promised goods or
currency of the Company. Items included in the financial services to customers in an amount that reflects the consideration
statements of the Company are recorded using the currency of the to which the entity expects to be entitled in exchange for those
primary economic environment in which the Company operates goods or services. Specifically, the standard introduces a 5-step
(the ‘functional currency’). approach to revenue recognition:
Transactions and balances with values below the rounding off norm • Step 1: Identify the contract(s) with a customer
adopted by the Company have been reflected as “0” in the relevant
notes in these financial statements. • Step 2: Identify the performance obligation in contract
• Step 3: Determine the transaction price
The financial statements of the Company for the year ended
• Step 4: Allocate the transaction price to the performance
31st March, 2018 were approved for issue in accordance with the
obligations in the contract
resolution of the Board of Directors on 14th May, 2018.
• Step 5: Recognise revenue when (or as) the entity satisfies a
(b) Basis of measurement performance obligation
These financial statements are prepared under the historical cost Under Ind AS 115, an entity recognises revenue when (or as) a
convention unless otherwise indicated. performance obligation is satisfied, i.e. when ‘control’ of the goods
or services underlying the particular performance obligation is
2.2 Key Accounting Estimates and Judgements
transferred to the customer. The Company has completed its
The preparation of financial statements requires management to evaluation of the possible impact of Ind AS 115 and will adopt the
make judgments, estimates and assumptions in the application standard from 1st April, 2018.
of accounting policies that affect the reported amounts of assets,

82 Standalone
NOTES
to the financial statements for the year ended 31st March, 2018 (Contd.)
2.4 Significant Accounting Policies Goodwill is initially recognised based on the accounting policy for
business combinations [refer note 2.4.(r)]. These assets are not
(a) Property, Plant and Equipment:
amortised but are tested for impairment annually.
Property, plant and equipment is stated at acquisition cost net of
accumulated depreciation and accumulated impairment losses, if any. (c) Investments in Subsidiaries, Associates and Joint Ventures:
Property, plant and equipment acquired in a business combination
Investments in subsidiaries, associates and joint ventures are
are recognised at fair value at the acquisition date. Subsequent
carried at cost less accumulated impairment losses, if any.
costs are included in the asset’s carrying amount or recognised as
Where an indication of impairment exists, the carrying amount of
a separate asset, as appropriate, only when it is probable that future
the investment is assessed and written down immediately to its
economic benefits associated with the item will flow to the Company
recoverable amount. On disposal of investments in subsidiaries,
and the cost of the item can be measured reliably. All other repairs
associates and joint venture, the difference between net disposal
and maintenance cost are charged to the Statement of Profit and
proceeds and the carrying amounts are recognized in the Statement
Loss during the period in which they are incurred.
of Profit and Loss.
Gains or losses arising on retirement or disposal of property, plant
(d) Inventories:
and equipment are recognised in the Statement of Profit and Loss.
Inventories are valued at the lower of cost and net realisable value.
Property, plant and equipment which are not ready for intended Cost is computed on a weighted average basis. Cost of finished
use as on the date of Balance Sheet are disclosed as “Capital work- goods and work-in-progress include all costs of purchases,
in-progress”. conversion costs and other costs incurred in bringing the inventories
to their present location and condition. The net realisable value is
Depreciation is provided on a pro-rata basis on the straight line the estimated selling price in the ordinary course of business less
method based on estimated useful life prescribed under Schedule the estimated costs of completion and estimated costs necessary
II to the Companies Act, 2013 with the exception of the following: to make the sale.
- plant and equipment is depreciated over 3 to 21 years based on (e) Cash and Cash Equivalents:
the technical evaluation of useful life done by the management.
Cash and cash equivalents are short-term (three months or
- assets costing ` 5,000 or less are fully depreciated in the year of less from the date of acquisition), highly liquid investments that
purchase. are readily convertible into cash and which are subject to an
insignificant risk of changes in value.
Freehold land is not depreciated.
(f) Assets Held for Sale:
The residual values, useful lives and method of depreciation of Non-current assets or disposal groups comprising of assets and
property, plant and equipment is reviewed at each financial year liabilities are classified as ‘held for sale’ when all of the following
end and adjusted prospectively, if appropriate. criterias are met: (i) decision has been made to sell. (ii) the assets are
available for immediate sale in its present condition. (iii) the assets are
(b) Intangible Assets: being actively marketed and (iv) sale has been agreed or is expected to
Separately purchased intangible assets are initially measured at be concluded within 12 months of the Balance Sheet date.
cost. Intangible assets acquired in a business combination are
recognised at fair value at the acquisition date. Subsequently, Subsequently, such non-current assets and disposal groups
intangible assets are carried at cost less any accumulated classified as ‘held for sale’ are measured at the lower of its carrying
amortisation and accumulated impairment losses, if any. value and fair value less costs to sell. Non-current assets held for
sale are not depreciated or amortised.
The useful lives of intangible assets are assessed as either finite or
indefinite. Finite-life intangible assets are amortised on a straight-line (g) Financial Instruments:
basis over the period of their expected useful lives. Estimated useful Financial Assets:
lives by major class of finite-life intangible assets are as follows:
Financial assets are recognised when the Company becomes a
Design - 10 years party to the contractual provisions of the instrument.
Know-how - 10 years On initial recognition, a financial asset is recognised at fair value. In
Computer software - 5 years case of Financial assets which are recognised at fair value through
profit and loss (FVTPL), its transaction cost are recognised in the
The amortisation period and the amortisation method for finite- statement of profit and loss. In other cases, the transaction cost are
life intangible assets is reviewed at each financial year end and attributed to the acquisition value of the financial asset.
adjusted prospectively, if appropriate.
Financial assets are subsequently classified and measured at
For indefinite life intangible assets, the assessment of indefinite life
- amortised cost
is reviewed annually to determine whether it continues, if not, it is
impaired or changed prospectively basis revised estimates. - fair value through profit and loss (FVTPL)
- fair value through other comprehensive income (FVOCI).

NOTES
Financial assets are not reclassified subsequent to their Company has elected to measure such instrument at FVOCI.
recognition, except if and in the period the Company changes its Fair value changes excluding dividends, on an equity instrument
business model for managing financial assets. measured at FVOCI are recognised in OCI. Amounts recognised in
OCI are not subsequently reclassified to the Statement of Profit and
Trade Receivables and Loans: Loss. Dividend income on the investments in equity instruments are
Trade receivables are initially recognised at fair value. Subsequently, recognised as ‘other income’ in the Statement of Profit and Loss.
these assets are held at amortised cost, using the effective interest
rate (EIR) method net of any expected credit losses. The EIR is Derivative Financial Instruments:
the rate that discounts estimated future cash income through the The Company uses derivative financial instruments, such as
expected life of financial instrument. forward currency contracts to hedge its foreign currency risk. Such
derivative financial instruments are initially recognised at fair value
Debt Instruments: on the date on which a derivative contract is entered into and are
Debt instruments are initially measured at amortised cost, fair subsequently re-measured at fair value. Any changes therein are
value through other comprehensive income (‘FVOCI’) or fair value recognised in the statement of profit and loss account. Derivatives
through profit or loss (‘FVTPL’) till derecognition on the basis of are carried as financial assets when the fair value is positive and as
(i) the Company’s business model for managing the financial assets financial liabilities when the fair value is negative.
and (ii) the contractual cash flow characteristics of the financial
asset. Derecognition
The Company derecognises a financial asset when the contractual
(i) Measured at amortised cost: rights to the cash flows from the financial asset expire, or it transfers
Financial assets that are held within a business model the contractual rights to receive the cash flows from the asset.
whose objective is to hold financial assets in order to collect
contractual cash flows that are solely payments of principal Impairment of Financial Asset
and interest, are subsequently measured at amortised The Company applies expected credit losses (ECL) model for
cost using the effective interest rate (‘EIR’) method less measurement and recognition of loss allowance on the following:
impairment, if any. The amortisation of EIR and loss arising i. Trade receivables
from impairment, if any is recognised in the Statement of
ii. Financial assets measured at amortized cost (other than trade
Profit and Loss.
receivables)
(ii) Measured at fair value through other comprehensive income: iii.
Financial assets measured at fair value through other
Financial assets that are held within a business model whose comprehensive income (FVTOCI)
objective is achieved by both, selling financial assets and
In case of trade receivables, the Company follows a simplified
collecting contractual cash flows that are solely payments
approach wherein an amount equal to lifetime ECL is measured
of principal and interest, are subsequently measured at
and recognized as loss allowance.
fair value through other comprehensive income. Fair value
movements are recognized in the other comprehensive In case of other assets (listed as ii and iii above), the Company
income (OCI). Interest income measured using the EIR method determines if there has been a significant increase in credit risk
and impairment losses, if any are recognised in the Statement of the financial asset since initial recognition. If the credit risk of
of Profit and Loss. On derecognition, cumulative gain or loss such assets has not increased significantly, an amount equal to
previously recognised in OCI is reclassified from the equity to 12-month ECL is measured and recognized as loss allowance.
‘other income’ in the Statement of Profit and Loss. However, if credit risk has increased significantly, an amount equal
to lifetime ECL is measured and recognized as loss allowance.
(iii) Measured at fair value through profit or loss:
A financial asset not classified as either amortised cost Subsequently, if the credit quality of the financial asset improves
or FVOCI, is classified as FVTPL. Such financial assets are such that there is no longer a significant increase in credit risk since
measured at fair value with all changes in fair value, including initial recognition, the Company reverts to recognizing impairment
interest income and dividend income if any, recognised as loss allowance based on 12-month ECL.
‘other income’ in the Statement of Profit and Loss.
ECL is the difference between all contractual cash flows that
Equity Instruments: are due to the Company in accordance with the contract and all
All investments in equity instruments classified under financial the cash flows that the Company expects to receive (i.e., all cash
assets are initially measured at fair value , the Company may, on shortfalls), discounted at the original effective interest rate.
initial recognition, irrevocably elect to measure the same either at
Lifetime ECL are the expected credit losses resulting from all
FVOCI or FVTPL.
possible default events over the expected life of a financial asset.
The Company makes such election on an instrument-by-instrument 12-month ECL are a portion of the lifetime ECL which result
basis. Fair value changes on an equity instrument is recognised from default events that are possible within 12 months from the
as ‘other income’ in the Statement of Profit and Loss unless the reporting date.

84 Standalone
NOTES
ECL are measured in a manner that they reflect unbiased and where it is either not probable that an outflow of resources will
probability weighted amounts determined by a range of outcomes, be required to settle the obligation or a reliable estimate of the
taking into account the time value of money and other reasonable amount cannot be made.
information available as a result of past events, current conditions
and forecasts of future economic conditions. (i) Revenue Recognition:
Revenue from sale of goods is recognised when all the significant
As a practical expedient, the Company uses a provision matrix risks and rewards of ownership in the goods are transferred to
to measure lifetime ECL on its portfolio of trade receivables. The the buyer as per the terms of the contract, there is no continuing
provision matrix is prepared based on historically observed default managerial involvement with the goods and the amount of revenue
rates over the expected life of trade receivables and is adjusted for can be measured reliably. The Company retains no effective
forward-looking estimates. At each reporting date, the historically control of the goods transferred to a degree usually associated
observed default rates and changes in the forward-looking with ownership and no significant uncertainty exists regarding
estimates are updated. the amount of the consideration that will be derived from the sale
of goods. Revenue is measured at fair value of the consideration
ECL impairment loss allowance (or reversal) recognized during the
received or receivable, after deduction of any trade discounts,
period is recognised as income/ expense in the Statement of Profit
volume rebates and any taxes or duties collected on behalf of the
and Loss under the head ‘Other expenses’.
government which are levied on sales such as sales tax, value
Financial Liabilities: added tax, goods and services tax, etc.
Initial recognition and measurement Income from export incentives such as duty drawback and premium
Financial liabilities are recognised when the Company becomes on sale of import licenses and lease license fee are recognised on
a party to the contractual provisions of the instrument. Financial accrual basis.
liabilities are initially measured at the amortised cost unless at
initial recognition, they are classified as fair value through profit Income from services rendered is recognised based on agreements/
and loss. In case of trade payables, they are initially recognised at arrangements with the customers as the service is performed
fair value and subsequently, these liabilities are held at amortised in proportion to the stage of completion of the transaction at the
cost, using the effective interest rate method. reporting date and the amount of revenue can be measured reliably.
Interest income is recognized using the effective interest rate (EIR)

Subsequent measurement
method.
Financial liabilities are subsequently measured at amortised cost
using the EIR method. Financial liabilities carried at fair value Dividend income on investments is recognised when the right to
through profit or loss are measured at fair value with all changes in receive dividend is established.
fair value recognised in the Statement of Profit and Loss.
(j) Government Grant:
Derecognition The Company is entitled to ‘Scheme of budgetary support’ under
A financial liability is derecognised when the obligation specified in Goods and Service Tax Regime in respect of eligible manufacturing
the contract is discharged, cancelled or expires. units located in specified regions. Such grants are measured at
amount receivable from the government and are recognised as
(h) Provisions and Contingent Liabilities: other operating revenue when there is a reasonable assurance that
Provisions are recognised when the Company has a present the Company will comply with all necessary conditions attached
obligation (legal or constructive) as a result of a past event, it to that.
is probable that an outflow of resources embodying economic
benefits will be required to settle the obligation and a reliable Income from such grants is recognised on a systematic basis over
estimate can be made of the amount of the obligation. Provisions the periods to which they relate.
are measured at the best estimate of the expenditure required to
settle the present obligation at the Balance Sheet date. (k) Expenditure:
Expenses are accounted on accrual basis.
If the effect of the time value of money is material, provisions are
discounted to reflect its present value using a current pre-tax rate (l) Employee Benefits:
that reflects the current market assessments of the time value of Defined contribution plans
money and the risks specific to the obligation. When discounting
is used, the increase in the provision due to the passage of time is Contributions to defined contribution schemes such as employees’
recognised as a finance cost. state insurance, labour welfare fund, superannuation scheme,
employee pension scheme etc. are charged as an expense based
Contingent liabilities are disclosed when there is a possible on the amount of contribution required to be made as and when
obligation arising from past events, the existence of which will services are rendered by the employees. Company’s provident
be confirmed only by the occurrence or non-occurrence of one fund contribution, in respect of certain employees, is made to a
or more uncertain future events not wholly within the control of government administered fund and charged as an expense to the
the Company or a present obligation that arises from past events Statement of Profit and Loss. The above benefits are classified as

NOTES
Defined Contribution Schemes as the Company has no further Share-Based Payments
defined obligations beyond the monthly contributions. Employees of the Company receive remuneration in the form of
share-based payments in consideration of the services rendered.
Defined benefit plans Under the equity settled share based payment, the fair value on
In respect of certain employees, provident fund contributions are the grant date of the awards given to employees is recognised as
made to a trust administered by the Company. The interest rate ‘employee benefit expenses’ with a corresponding increase in equity
payable to the members of the trust shall not be lower than the over the vesting period. The fair value of the options at the grant
statutory rate of interest declared by the Central Government under date is calculated by an independent valuer basis Black Scholes
the Employees Provident Funds and Miscellaneous Provisions Act, model. At the end of each reporting period, apart from the non
1952 and shortfall, if any, shall be made good by the Company. The market vesting condition, the expense is reviewed and adjusted to
liability in respect of the shortfall of interest earnings of the Fund reflect changes to the level of options expected to vest. When the
is determined on the basis of an actuarial valuation. The Company options are exercised, the Company issues fresh equity shares.
also provides for retirement/post-retirement benefits in the form of
gratuity, pensions (in respect of certain employees), compensated For cash-settled share based payments, the fair value of the
absences (in respect of certain employees) and medical benefits (in amount payable to employees is recognised as ‘employee benefit
respect of certain employees) including to the employees of Indian expenses’ with a corresponding increase in liabilities, over the
subsidiaries and a subsidiary of parent company. period of non market vesting conditions getting fulfilled. The liability
is remeasured at each reporting period up to, and including the
For defined benefit plans, the amount recognised as ‘Employee settlement date, with changes in fair value recognised in employee
benefit expenses’ in the Statement of Profit and Loss is the cost of benefits expenses. Refer Note 41 for details.
accruing employee benefits promised to employees over the year
and the costs of individual events such as past/future service benefit (m) Impairment of Non-Financial Assets:
changes and settlements (such events are recognised immediately Assessment for impairment is done at each Balance Sheet
in the Statement of Profit and Loss). The amount of net interest date as to whether there is any indication that a non-financial
expense calculated by applying the liability discount rate to the net asset may be impaired. Indefinite life intangibles are subject to
defined benefit liability or asset is charged or credited to ‘Finance a review for impairment annually or more frequently if events or
costs’ in the Statement of Profit and Loss. Any differences between circumstances indicate that it is necessary. For the purpose of
the interest income on plan assets and the return actually achieved, assessing impairment, the smallest identifiable group of assets
and any changes in the liabilities over the year due to changes in that generates cash inflows from continuing use that are largely
actuarial assumptions or experience adjustments within the plans, independent of the cash inflows from other assets or groups of
are recognised immediately in ‘Other comprehensive income’ and assets is considered as a cash generating unit. Goodwill acquired
subsequently not reclassified to the Statement of Profit and Loss. in a business combination is, from the acquisition date, allocated
to each of the Company’s cash-generating units that are expected
The defined benefit plan surplus or deficit on the Balance Sheet date
to benefit from the synergies of the combination, irrespective of
comprises fair value of plan assets less the present value of the
whether other assets or liabilities of the acquiree are assigned to
defined benefit liabilities (using a discount rate by reference to market
those units.
yields on government bonds at the end of the reporting period).
If any indication of impairment exists, an estimate of the
All defined benefit plans obligations are determined based on
recoverable amount of the individual asset/cash generating unit is
valuations, as at the Balance Sheet date, made by independent
made. Asset/cash generating unit whose carrying value exceeds
actuary using the projected unit credit method. The classification
their recoverable amount are written down to the recoverable
of the Company’s net obligation into current and non-current is as
amount by recognising the impairment loss as an expense in the
per the actuarial valuation report.
Statement of Profit and Loss. The impairment loss is allocated first
to reduce the carrying amount of any goodwill (if any) allocated to
Termination benefits
the cash generating unit and then to the other assets of the unit,
Termination benefits, in the nature of voluntary retirement benefits pro rata based on the carrying amount of each asset in the unit.
or termination benefits arising from restructuring, are recognised Recoverable amount is higher of an asset’s or cash generating
in the Statement of Profit and Loss. The Company recognises unit’s fair value less cost of disposal and its value in use. Value in
termination benefits at the earlier of the following dates: use is the present value of estimated future cash flows expected to
arise from the continuing use of an asset or cash generating unit
(a) when the Company can no longer withdraw the offer of those
and from its disposal at the end of its useful life. Assessment is
benefits; or
also done at each Balance Sheet date as to whether there is any
(b) when the Company recognises costs for a restructuring that indication that an impairment loss recognised for an asset in prior
is within the scope of Ind AS 37 and involves the payment of accounting periods may no longer exist or may have decreased,
termination benefits. basis the assessment a reversal of an impairment loss for an asset
other than goodwill is recognised in the Statement of Profit and
Benefits falling due more than 12 months after the end of the Loss account.
reporting period are discounted to their present value.

86 Standalone
NOTES
(n) Income Taxes: (p) Foreign Currencies:
Income tax expense for the year comprises of current tax and Foreign currency transactions are translated into the functional
deferred tax. It is recognised in the Statement of Profit and Loss currency using exchange rates at the date of the transaction.
except to the extent it relates to a business combination or to an Foreign exchange gains and losses from settlement of these
item which is recognised directly in equity or in other comprehensive transactions, and from translation of monetary assets and
income. liabilities at the reporting date exchange rates are recognised in
the Statement of Profit and Loss.
Current tax is the expected tax payable/receivable on the taxable
income/loss for the year using applicable tax rates at the Balance (q) Earnings Per Share:
Sheet date, and any adjustment to taxes in respect of previous Basic earnings per share is computed by dividing the net profit for
years. Interest expenses and penalties, if any, related to income the period attributable to the equity shareholders of the Company
tax are included in finance cost and other expenses respectively. by the weighted average number of equity shares outstanding
Interest Income, if any, related to Income tax is included in current during the period. The weighted average number of equity shares
tax expense. outstanding during the period and for all periods presented is
adjusted for events, such as bonus shares, other than the conversion
Deferred tax is recognised in respect of temporary differences
of potential equity shares that have changed the number of equity
between the carrying amount of assets and liabilities for financial
shares outstanding, without a corresponding change in resources.
reporting purposes and the corresponding amounts used for
taxation purposes. For the purpose of calculating diluted earnings per share, the net
profit for the period attributable to equity shareholders and the
A deferred tax liability is recognised based on the expected manner
weighted average number of shares outstanding during the period
of realisation or settlement of the carrying amount of assets and
is adjusted for the effects of all dilutive potential equity shares.
liabilities, using tax rates enacted, or substantively enacted, by the
end of the reporting period. Deferred tax assets are recognised
(r) Business Combination:
only to the extent that it is probable that future taxable profits will
be available against which the asset can be utilised. Deferred tax Business combinations are accounted for using the acquisition
assets are reviewed at each reporting date and reduced to the accounting method as at the date of the acquisition, which is the date
extent that it is no longer probable that the related tax benefit will at which control is transferred to the Company. The consideration
be realised. transferred in the acquisition and the identifiable assets acquired
and liabilities assumed are recognised at fair values on their
Current tax assets and current tax liabilities are offset when there acquisition date. Goodwill is initially measured at cost, being the
is a legally enforceable right to set off the recognised amounts and excess of the aggregate of the consideration transferred and the
there is an intention to settle the asset and the liability on a net amount recognised for non-controlling interests, and any previous
basis. Deferred tax assets and deferred tax liabilities are offset interest held, over the net identifiable assets acquired and liabilities
when there is a legally enforceable right to set off current tax assumed. The Company recognises any non-controlling interest in
assets against current tax liabilities; and the deferred tax assets the acquired entity on an acquisition-by-acquisition basis either at
and the deferred tax liabilities relate to income taxes levied by the fair value or at the non-controlling interest’s proportionate share
same taxation authority. of the acquired entity’s net identifiable assets. Consideration
transferred does not include amounts related to settlement of
(o) Leases: pre-existing relationships. Such amounts are recognised in the
Leases in which a substantial portion of the risks and rewards of Statement of Profit and Loss.
ownership are retained by the lessor are classified as operating
Transaction costs are expensed as incurred, other than those
leases. Payments and receipts under such leases are recognised
incurred in relation to the issue of debt or equity securities. Any
to the Statement of Profit and Loss on a straight-line basis over
contingent consideration payable is measured at fair value at the
the term of the lease unless the lease payments to the lessor are
acquisition date. Subsequent changes in the fair value of contingent
structured to increase in line with expected general inflation to
consideration are recognised in the Statement of Profit and Loss.
compensate for the lessor’s expected inflationary cost increases,
in which case the same are recognised as an expense in line with
the contractual term.
Leases are classified as finance leases whenever the terms of the

lease transfer substantially all the risks and rewards incidental to
ownership to the lessee.

NOTES
NOTE 3 : PROPERTY, PLANT AND EQUIPMENT
Refer Note 2.4 (a) for accounting policy on Property, Plant and Equipment
A Property, Plant and Equipment
Land Furniture
Plant and Office
Buildings and Total
- Freehold - Leasehold equipment equipment
fixtures
Gross Block
Balance as at 31st March, 2016 58 27 872 2,157 43 38 3,195
Additions - - 279 848 7 22 1,156
Disposals (0) (0) (6) (24) (1) (1) (32)
Balance as at 31st March, 2017 58 27 1,145 2,981 49 59 4,319
Additions - - 133 471 9 19 632
Disposals - - (5) (70) - (8) (83)
Accumulated Depreciation
Balance as at March 31, 2016 - 0 33 243 8 9 293
Additions - 0 38 325 9 12 384
Disposals - (0) (1) (10) (1) (0) (12)
Balance as at March 31, 2017 - 0 70 558 16 21 665
Additions - 0 48 397 8 15 468
Disposals - - (1) (33) - (7) (41)
Balance as at March 31, 2018 - 0 117 922 24 29 1,092
Net Block
NOTES:
(a) Buildings include ` 0 crores (31st March, 2017: ` 0 crores) being the value of shares in co-operative housing societies.
(b) The title deeds of Freehold Land aggregating ` 0 crores (31st March, 2017: `0 crores), Leasehold Land, net block aggregating
` 1 crores, (31st March, 2017: ` 1 crores) are in the process of perfection of title.
(c) Additions in capital expenditure of ` 5 crores (2016-17: ` 1 crores) and ` 0 crores (2016-17: ` 1 crores) incurred at Company’s
inhouse R&D facilities at Mumbai and Bengaluru respectively are eligible for weighted deduction under Section 35(2AB) of the
Income Tax Act, 1961.
(d) The Property, Plant and Equipment in 3A includes assets given on lease given in the below table:
Plant and Furniture Office
Building Total
equipment and fixtures equipment
Gross Block as at 31st March, 2016 0 60 0 0 60
Accumulated Depreciation as at 31st March, 2016 (0) (1) - (0) (1)
Net Block as at 31st March, 2016 0 59 0 0 59
Accumulated Depreciation as at 31st March, 2017 (0) (3) (0) (0) (3)
B Capital work-in-progress
Capital work in progress as at 31st March, 2018 is ` 430 crores (31st March, 2017: ` 203 crores)
For contractual commitment with respect to property, plant and equipment refer Note 24.B(ii).

88 Standalone
NOTES
NOTE 4 : INTANGIBLE ASSETS
Refer Note 2.4 (b) for accounting policy on Intangible Assets
Other intangible assets
Goodwill Brands/ Knowhow and Computer
Total
Trademarks Design Software
Gross Block
Balance as at 31st March, 2016 - 4 - 19 23
Additions - - - 0 0
Disposals - - - (0) (0)
Acquisitions through business combination 0 311 59 - 370
(Refer note 42)
Balance as at 31st March, 2017 0 315 59 19 393
Additions - - - 6 6
Disposals - - - (0) (0)
Accumulated Amortisation and Impairment
Additions - - 6 6 12
Disposals - - - - -
Balance as at 31st March, 2017 - 4 6 13 23
Disposals - - - - -
Net Block
IMPAIRMENT CHARGES
The goodwill and indefinite life intangible assets are tested for impairment and accordingly no impairment charges were identified for FY
2017-18 (Nil for FY 2016-17).
SIGNIFICANT CASH GENERATING UNITS (CGUs)

The Company has identified its reportable segments, i.e. Home Care, Personal Care, Foods, Refreshments and Others as the CGUs.
The goodwill and brand (with indefinite life) acquired through business combination has been entirely allocated to CGU ‘Personal Care’
segment of the Company. The carrying amount of goodwill and brand as at March 31, 2018 is ` 0 crores and ` 311 crores respectively.
Following key assumptions were considered while performing Impairment testing:

Long term sustainable growth rates 7%
Weighted Average Cost of Capital % (WACC) before tax (Discount rate) 14%
Average segmental margins 25%
The projections cover a period of five years, as the Company believes this to be the most appropriate timescale over which to review
and consider annual performances before applying a fixed terminal value multiple to the final year cash flows. The growth rates used
to estimate future performance are based on the conservative estimates from past performance. Segmental margins are based on
FY 2017-18 performance.
Weighted Average Cost of Capital % (WACC) = Risk free return + ( Market risk premium x Beta variant for the Company).
The Company has performed sensitivity analysis around the base assumptions and have concluded that no reasonable changes in key
assumptions would cause the recoverable amount of the CGU to be less than the carrying value.

NOTES
NOTE 5 : INVESTMENT IN SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE
Refer Note 2.4 (c) for accounting policy on Investment in Subsidiaries, Associates and Joint Ventures
As at As at
Investment In Subsidiaries
Unquoted
7,36,560 equity shares [31st March, 2017: 7,36,560] of Nepalese ` 100 each held in 5 5
Unilever Nepal Limited
29,75,000 equity shares [31st March, 2017: 29,75,000] of ` 10 each held in Unilever 73 73
India Exports Limited
3,59,07,547 equity shares [31st March, 2017: 3,59,07,547] of ` 10 each held in Lakme 172 172
Lever Private Limited
1,79,10,132 equity shares [31st March, 2017: 1,79,10,132] of ` 1 each held in Pond's - -
Export Limited [net of impairment in value of ` 3 crores (31st March, 2017: 3 crores)]
50,00,000 equity shares [31st March, 2017: 50,00,000] of ` 10 each held in Jamnagar - -
Properties Private Limited[net of impairment in value of ` 5 crores (31st March, 2017:
5 crores)]
2,21,700 equity shares [31st March, 2017: 2,21,700] of ` 10 each held in Daverashola 4 4
Estates Private Limited
50,000 equity shares [31st March, 2017: 50,000] of ` 10 each held in Levindra Trust 0 0
Limited
50,000 equity shares [31st March, 2017: 50,000] of ` 10 each held in Hindlever Trust Limited 0 0
50,000 equity shares [31st March, 2017: 50,000] of ` 10 each held in Levers 0 0
Associated Trust Limited
7,600 equity shares [31st March, 2017: 7,600] of ` 10 each held in Hindustan Unilever 0 0
Foundation
10,000 equity shares [31st March, 2017: 10,000] of ` 10 each held in Bhavishya 0 0
Alliance Child Nutrition Initiatives
TOTAL 254 254
Aggregate amount of quoted investments - -
Aggregate Market value of quoted investments - -
Aggregate amount of unquoted investments 254 254
Aggregate amount of impairment in value of investments 8 8
Investment in Associate
The Company holds 24% of equity holdings in Comfund Consulting Limited and 26% equity and preference capital holding in Aquagel
Chemicals (Bhavnagar) Private Limited. The Company does not exercise significant influence or control on decisions of the investee.
Hence, they are not being construed as associate companies.
Information About Subsidiaries and Joint Venture

Proportion (%) of
Country of equity interest
Name of the company incorporation Principal activities As at As at
31st March, 31st March,
2018 2017
Subsidiaries
Unilever India Exports Limited India FMCG export business 100 100
Lakme Lever Private Limited India (i) Beauty salons 100 100
(ii) Job work business
Unilever Nepal Limited Nepal FMCG business 80 80
Pond's Export Limited India Leather products business 90 90
(primarily exports)
Jamnagar Properties Private Limited India Real estate Company 100 100
Daverashola Estates Private Limited India Real estate Company 100 100

90 Standalone
NOTES
Proportion (%) of
Country of equity interest
Name of the company incorporation Principal activities As at As at
31st March, 31st March,
2018 2017
Levindra Trust Limited India Discharge trust business as a trustee 100 100
Hindlever Trust Limited India Discharge trust business as a trustee 100 100
Levers Associated Trust Limited India Discharge trust business as a trustee 100 100
Hindustan Unilever Foundation India Not-for-profit company in the field of 76 76
community development initiatives.
Bhavishya Alliance Child Nutrition India Not-for-profit company that works in the 100 100
Initiatives area of social development issues
Joint venture
Kimberly Clark Lever Private Limited* India FMCG business (infant care and feminine - 50
care products)
* The Company has divested its stake in Kimberly-Clark Lever Private Limited (KCLL) to its Joint Venture partner, Kimberly-Clark Corporation (KCC) on 29th September, 2017

NOTE 6 : INVESTMENTS
Refer Note 2.4 (g) for accounting policy on Investments.
As at As at
Non-Current Investments
A. Equity instruments
Fair value through profit and loss
Quoted 0 0
Unquoted 1 1
TOTAL (A) 1 1
B. Other instruments
Amortised cost
Unquoted
Investment in debentures and bonds 0 0
Investment in National Savings Certificates 0 0
Unquoted
Investment in preference shares 1 5
TOTAL (B) 1 5
TOTAL (A+B) 2 6
Current Investments
C. Other instruments
Fair value through other comprehensive income
Quoted
Investments in treasury bills 1,025 1,459
Quoted
Investments in mutual funds 1,830 2,060
TOTAL (C) 2,855 3,519
TOTAL (A+B+C) 2,857 3,525
Aggregate amount of quoted investments 2,855 3,519
Aggregate Market value of quoted investments 2,855 3,519
Aggregate amount of impairment in value of investments - -
Refer Note 38 for information about fair value measurement and Note 39 for credit risk and market risk of investments.

NOTES
NOTE 7 : LOANS
(Unsecured, considered good unless otherwise stated)
Refer Note 2.4 (g) for accounting policy on Loans.
As at As at
Non-Current
Loans to related parties (Refer Note 43) 226 198
Security deposits 112 108
Others (including employee loans) 66 46
TOTAL 404 352
Refer Note 39 for information about credit risk and market risk for loans.
NOTE 8 : OTHER FINANCIAL ASSETS

Refer Note 2.4 (g) for accounting policy on Financial Instruments.
As at As at
Non-Current
Investments in term deposits (with remaining maturity of more than twelve months) 1 1
Other assets (includes other receivables etc.) 5 5
TOTAL (A) 6 6
Current
Current account balances with group companies and joint venture 83 70
Derivatives - foreign exchange forward contracts 5 0
Other assets (includes government grants, other receivables, etc.) 741 236
TOTAL (B) 829 306
TOTAL (A+B) 835 312
Refer Note 39 for information about credit risk and market risk for other financial assets.
NOTE 9 : INCOME TAXES

Refer Note 2.4 (n) for accounting policy on Income Taxes.
A. Components of Income tax Expense
I. Tax expense recognised in the Statement of Profit and Loss
Current tax
Current year 2,290 1,930
Adjustments/(credits) related to previous years - (net) (142) (65)
TOTAL (A) 2,148 1,865
Deferred tax charge/(credit)
Origination and reversal of temporary differences (100) 41
TOTAL (B) (100) 41
TOTAL (A+B) 2,048 1,906
II. Tax on Other Comprehensive Income
Current tax
(Gain)/loss on remeasurement of net defined benefit plans (11) -
(Gain)/loss on debt instruments through other comprehensive income - -
Deferred tax
(Gain)/loss on remeasurement of net defined benefit plans 6 (11)
(Gain)/loss on debt instruments through other comprehensive income (1) 0
(6) (11)

92 Standalone
NOTES
B. Reconciliation of Effective Tax Rate
The reconciliation between the statutory income tax rate applicable to the Company and the effective income tax rate of the Company is
as follows :
Statutory income tax rate 34.6% 34.6%
Differences due to:
Expenses not deductible for tax purposes 1.6% 2.0%
Income exempt from income tax -0.7% -0.9%
Income tax incentives -4.5% -4.6%
Others* -2.9% -1.3%
Effective tax rate 28.1% 29.8%
* Others include prior period adjustment tax refunds and tax on exceptional items
C. Movement in Deferred tax Assets and Liabilities

Movement during the year ended As at Credit/(charge) in Credit/(charge) On account As at
31st March, 2017 31st March, 2016 the Statement of in Other of Business 31st March, 2017
Profit and Loss Comprehensive Combination
Income
Deferred tax assets/(liabilities)
Provision for post retirement 158 (33) 11 - 136
benefits and other employee
benefits
Provision for doubtful debts and 21 (1) - - 20
advances
Expenses allowable for tax 136 (13) - - 123
purposes when paid
Depreciation (280) (71) - 22 (329)
Fair value gain/(loss) on (62) (21) - - (83)
investments
Other temporary differences 195 98 (0) - 293
168 (41) 11 22 160
Movements during the year ended As at Credit/(charge) in Credit/(charge) On account As at

31st March, 2018 31st March, 2017 the Statement of in Other of Business 31st March, 2018
Profit and Loss Comprehensive Combination
Income
Provision for post retirement benefits 136 (7) (2) - 127
and other employee benefits
Provision for doubtful debts and 20 2 - - 22
advances
Expenses allowable for tax 123 35 (1) - 157
purposes when paid
Depreciation (329) (17) - - (346)
Fair value gain/(loss) on (83) 29 2 - (52)
investments
160 100 (5) - 255

NOTES
D. Tax Assets and Liabilities
As at As at
Non current tax assets (net) 439 311
Non current tax liabilities (net) 384 296
NOTE 10 : OTHER NON-CURRENT ASSETS

As at As at
Security Deposits with customs, port trust, excise and other government authorities 57 37
Capital advances 21 33
Other advances (includes advances for materials) 29 30
Less: Allowance for bad and doubtful advances (29) (30)
TOTAL 78 70
The movement in allowance for bad and doubtful advances is as follows:
Balance as at beginning of the year 30 35
Change in allowance for bad and doubtful assets during the year (1) 4
Written off during the year (0) (9)
Balance as at the end of the year 29 30
NOTE 11 : INVENTORIES
Refer Note 2.4 (d) for accounting policy on inventories.
As at As at
Raw materials [includes in transit: ` 49 crores (31st March, 2017: ` 79 crores)] 763 789
Packing materials 65 90
Work-in-progress 249 205
Finished goods [includes in transit: ` 21 crores (31st March, 2017: ` 18 crores)] (Refer 1,221 1,214
note (a) below)
Stores and spares 61 64
2,359 2,362
(a) Finished goods includes good purchased for re-sale, as both are stocked together.
(b) During FY 2017-18 an amount of ` 165 crores (31st March, 2017: ` 128 crores) was charged to the Statement of Profit and Loss on account
of damage and slow moving inventory. The reversal on account of above during the year amounted to Nil (31st March, 2017: Nil).
NOTE 12 : TRADE RECEIVABLES

(Unsecured unless otherwise stated)
Refer Note 2.4 (g) for accounting policy on Trade Receivables.
As at As at
Considered good 1,147 928
Considered doubtful 34 31
Less: Allowance for bad and doubtful debts (34) (31)
1,147 928
The movement in allowance for bad and doubtful debts is as follows:
Change in allowance for bad and doubtful debts during the year 6 11
Trade receivables written off during the year (3) (3)
Refer note 39 for information about credit risk and market risk of trade receivables.

94 Standalone
NOTES
NOTE 13 : CASH AND CASH EQUIVALENTS
Refer Note 2.4 (e) for accounting policy on Cash and Cash Equivalents.
As at As at
Cash on hand 0 0
Balances with Banks
In current accounts 44 65
Term deposits with original maturity of less than three months 529 507
573 572
NOTE 14 : BANK BALANCES OTHER THAN CASH AND CASH EQUIVALENTS

As at As at
Earmarked balances with banks
Unpaid dividend 138 114
Investments in term deposits (with original maturity of more than three months but less 2,662 985
than twelve months)
2,800 1,099
NOTE 15 : OTHER CURRENT ASSETS

As at As at
Export benefits receivable 27 3
VAT credit receivable - 55
GST and CENVAT receivable 335 243
Other advances (includes prepaid expenses etc.) 198 206
560 507
NOTE 16 : ASSETS HELD FOR SALE

Refer Note 2.4 (f) for accounting policy on Assets Held for Sale.
As at As at
Groups of assets held for sale
Freehold Land 2 2
Buildings 6 7
Plant and equipment 8 12
Furniture and fixtures 0 0
Vehicles 0 0
Office equipment 0 0
Investment in Joint Venture - 51
16 72

NOTES
NOTE 17 : EQUITY SHARE CAPITAL
As at As at
Authorised
2,25,00,00,000 (31st March, 2017: 2,25,00,00,000 ) equity shares of ` 1 each 225 225
Issued, subscribed and fully paid up 216 216
2,16,45,28,777 (31st March, 2017: 2,16,43,49,639) equity shares of ` 1 each
216 216
a) Reconciliation of the number of shares

As at 31st March , 2018 As at 31st March, 2017
Equity Shares:
Number of shares Amount Number of shares Amount
Balance as at the beginning of the year 2,16,43,49,639 216 2,16,39,36,971 216
Add: ESOP shares issued during the year (Refer note 41) 1,79,138 0 4,12,668 0
Balance as at the end of the year 2,16,45,28,777 216 2,16,43,49,639 216
b) Rights, preferences and restrictions attached to shares

quity shares: The Company has one class of equity shares having a par value of ` 1 per share. Each shareholder is eligible for one
E
vote per share held. 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. 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.
c) Shares held by holding company and subsidiaries of holding company in aggregate

As at As at
Equity Shares of ` 1 each
1,11,43,70,148 shares (31st March, 2017: 1,11,43,70,148) held by Unilever PLC, UK, the 111 111
holding company
34,00,42,710 shares (31st March, 2017: 34,00,42,710) held by subsidiaries of the holding 34 34
company
d) Details of equity shares held by shareholders holding more than 5% of the aggregate shares in the Company
As at As at
Number of shares 1,11,43,70,148 11,143,70,148
Unilever PLC, UK, the holding company 51.48% 51.49%
e) Shares reserved for issue under options

Under 2001 HLL Stock Option Plan: equity shares of ` 1 - - - -
each, at an exercise price of ` 132.05 per share
Under 2006 HUL Performance Share Scheme: equity - - - -
shares of ` 1 each, at an exercise price of ` 1 per share
Under 2012 HUL Performance Share Scheme: equity 4,53,191 0 5,52,414 0
(refer note 41)
4,53,191 0 5,52,414 0
For terms and other details Refer note 41.

96 Standalone
NOTES
NOTE 18 : OTHER EQUITY
Refer Statement of Changes in Equity for detailed movement in Equity balance.
A. Summary of Other Equity balance.
As at As at
Capital Reserve 4 4
Capital Redemption Reserve 6 6
Securities Premium Reserve 127 116
Employee Stock Options Outstanding Account 30 30
General Reserve 2,187 2,187
Retained Earnings 4,539 3,953
Other Reserves 9 9
Items of Other Comprehensive Income
- Remeasurements of defined benefit plans (43) (32)
- Fair value of Debt instruments through OCI (0) 1
Total Other Equity 6,859 6,274
B. Nature and purpose of reserves

(a) Capital Reserve: During amalgamation, the excess of net assets taken, over the cost of consideration paid is treated as
capital reserve.
(b) Capital Redemption Reserve: The Company has recognised Capital Redemption Reserve on buyback of equity shares from its
retained earnings. The amount in Capital Redemption Reserve is equal to nominal amount of the equity shares bought back.
(c) Securities Premium Reserve: The amount received in excess of face value of the equity shares is recognised in Securities Premium
Reserve. In case of equity-settled share based payment transactions, the difference between fair value on grant date and nominal
value of share is accounted as securities premium reserve
(d) Employee Stock Options Outstanding Account: The fair value of the equity-settled share based payment transactions with employees
is recognised in Statement of Profit and Loss with corresponding credit to Employee Stock Options Outstanding Account.
(e) General Reserve: The Company has transferred a portion of the net profit of the Company before declaring dividend to general
reserve pursuant to the earlier provisions of Companies Act, 1956. Mandatory transfer to general reserve is not required under the
Companies Act, 2013.
(f) Retained Earnings: Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve,
dividends or other distributions paid to shareholders.
(g) Other Reserves: The Company has recognised Other Reserves on amalgamation of Brooke Bond Lipton India Limited as per statutory
requirements. This reserve is not available for capitalisation/declaration of dividend/ share buy-back. Further it also includes capital
subsidy and revaluation reserve.
(h) Remeasurements of Net Defined Benefit Plans: Differences between the interest income on plan assets and the return actually
achieved, and any changes in the liabilities over the year due to changes in actuarial assumptions or experience adjustments within the
plans, are recognised in ‘Other comprehensive income’ and subsequently not reclassified to the Statement of Profit and Loss.
(i) Debt Instruments through Other Comprehensive Income: The fair value change of the debt instruments measured at fair value
through other comprehensive income is recognised in Debt instruments through Other Comprehensive Income. Upon derecognition,
the cumulative fair value changes on the said instruments are reclassified to the Statement of Profit and Loss.

NOTES
C. Other Comprehensive Income accumulated in Other Equity, net of tax
The disaggregation of changes in other comprehensive income by each type of reserve in equity is shown below:
Debt instruments
Remeasurements
through Other
of defined benefit Total
Comprehensive
plans
Income
As at 1st April, 2016 (11) 0 (11)
Remeasurement gain/(loss) on net defined benefit plans (32) - (32)
Gain/(loss) on debt instruments recognised in other - 1 1
comprehensive income
Reclassified to Statement of Profit and Loss - - -
Income tax effect 11 (0) 11
As at 31st March, 2017 (32) 1 (31)
Remeasurement gain/(loss) on net defined benefit plans (16) - (16)
Gain/(loss) on debt instruments recognised in other - (2) (2)
Income tax effect 5 1 6
As at 31st March, 2018 (43) (0) (43)
D. Capital Management
Equity share capital and other equity are considered for the purpose of Company’s capital management.
The Company manages its capital so as to safeguard its ability to continue as a going concern and to optimise returns to shareholders. The
capital structure of the Company is based on management’s judgement of its strategic and day-to-day needs with a focus on total equity
so as to maintain investor, creditors and market confidence.
The management and the board of directors monitors the return on capital as well as the level of dividends to shareholders. The Company
may take appropriate steps in order to maintain, or if necessary adjust, its capital structure.
NOTE 19 : OTHER FINANCIAL LIABILITIES

As at As at
Non-Current
Contingent consideration 91 49
TOTAL (A) 115 71
Current
Unpaid dividends [Refer (a) below] 138 114
Derivative financial liabilities - forward contracts 1 13
Contingent consideration payable 13 -
Other payables (payable for purchase of property, plant and equipment, etc.) 51 54
TOTAL (B) 203 181
TOTAL (A+B) 318 252
a) There are no amounts due for payment to the Investor Education and Protection Fund under Section 125 of the Companies Act, 2013
as 31st March,2018 (31st March, 2017: Nil).

98 Standalone
NOTES
NOTE 20 : PROVISIONS
Refer Note 2.4 (h) for accounting policy on Provisions.
As at As at
Non-Current
Provision for employee benefits (pension, medical, compensated absences and others) 100 105
[Refer Note 40]
Other provisions (including for statutory levies etc.) - net [Refer (a) below] 672 380
TOTAL (A) 772 485
Current
Provision for employee benefits (gratuity, pension, medical, compensated absences and 92 41
others)[Refer Note 40]
Other provisions (including restructuring etc.) [Refer (a) below] 559 346
TOTAL (B) 651 387
Total (A+B) 1,423 872
a) Movement in Other provisions (Non-current and Current)

Indirect Legal and
Total
Tax related Other Matters
Balance as at 31st March, 2016 240 413 653
Add: Provision/reclassified during the year * 132 69 201
Less: Amount utilised/reversed during the year (92) (36) (128)
Balance as at 31st March, 2018 336 895 1,231
* includes unwinding of discount and effect of change in discount rate.
The provisions for indirect taxes and legal matters comprises of numerous separate cases that arise in the ordinary course of business.
These provisions have not been discounted as it is not practicable for the Company to estimate the timing of the provision utilisation and
cash outflows, if any, pending resolution.
NOTE 21 : OTHER NON-CURRENT LIABILITIES

As at As at
Employee and ex-employee related liabilities 167 207
167 207

NOTES
NOTE 22 : TRADE PAYABLES
Refer Note 2.4 (g) for accounting policy on Trade Payables.
As at As at
DUES TO MICRO AND SMALL ENTERPRISES (as per the intimation received from vendors)
a. Principal and interest amount remaining unpaid - 0
b. Interest due thereon remaining unpaid - -
c. Interest paid by the Company in terms of Section 16 of the Micro, Small and - -
Medium Enterprises Development Act, 2006, along with the amount of the payment
made to the supplier beyond the appointed day
d. Interest due and payable for the period of delay in making payment (which have - -
been paid but beyond the appointed day during the period) but without adding
interest specified under the Micro, Small and Medium Enterprises Act, 2006
e. Interest accrued and remaining unpaid - -
f. Interest remaining due and payable even in the succeeding years, until such date - -
when the interest dues as above are actually paid to the small enterprises
Dues to Others
Acceptances 141 242
Trade payables 6,872 5,764
7,013 6,006
Refer note 39 for information about liquidity risk and market risk related to trade payables.
NOTE 23 : OTHER CURRENT LIABILITIES

As at As at
Salaries, wages, bonus and other employee payable 215 192
Statutory dues (including provident fund, tax deducted at source and others) 338 366
Advance from customers 55 70
Other payables 161 -
769 628
NOTE 24 : CONTINGENT LIABILITIES AND COMMITMENTS

Refer Note 2.4 (h) for accounting policy on Contingent Liabilities.
As at As at
A. Contingent Liabilities
Claims against the Company not acknowledged as debts
Income tax matters 685 581
Sales tax matters 246 122
Excise duty, service tax and customs duty matters 481 193
Other matters including claims related to employees/ex-employees, property 119 83
related demands, etc.
(i) It is not practicable for the Company to estimate the timings of cash outflows,
if any, in respect of the above pending resolution of the respective proceedings
as it is determinable only on receipt of judgements/decisions pending with
various forums/authorities.

100 Standalone
NOTES
As at As at
(ii) The Company does not expect any reimbursements in respect of the above
contingent liabilities.
(iii) The Company’s pending litigations comprise of claims against the Company
by employees and pertaining to proceedings pending with Income Tax, Excise,
Custom, Sales/VAT tax and other authorities. The Company has reviewed
all its pending litigations and proceedings and has adequately provided for
where provisions are required and disclosed as contingent liabilities where
applicable, in its financial statements. The Company does not expect the
outcome of these proceedings to have a materially adverse effect on its
financial results.
(iv) The Company has given Bank Guarantees in respect of certain contingent
liabilities included above.
Corporate Guarantee given 8 8
B. Commitments
i) Operating lease commitments
he Company’s significant leasing arrangements are in respect of operating leases for premises (residential, office, stores, godown etc.)
T
and computers. These leasing arrangements which are cancellable (other than those specified below), range between 11 months and 10
years generally, or longer, and are usually renewable by mutual consent on mutually agreeable terms. The aggregate lease rentals payable
are charged as rent in the Statement of Profit and Loss.
The Company has entered into agreement to take certain land and building on operating lease for warehousing activities from a third party.
The lease arrangement is for 10 years, including a non-cancellable term of 9 years. The lease rent of ` 13 crores (2016-17: ` 14 crores) on
such lease is included in Rent.
The future aggregate minimum lease payments under non-cancellable operating leases are as follows:
As at As at
Not later than one year 13 12
Later than one year and not later than five years 58 56
Later than five years 8 24
ii) Capital commitments

As at As at
Estimated value of contracts in capital account remaining to be executed and not 160 254
provided for (net of capital advances)
160 254
NOTE 25 : REVENUE FROM OPERATIONS

Refer Note 2.4 (i) for accounting policy on Revenue Recognition.
Sale of products (including excise duty*) 34,619 33,895
Other operating revenue
Income from services rendered 360 513
Others (including government grant, scrap sales, commission, etc.) 239 79
35,218 34,487
Total government grant recognized ` 172 crores (31st March, 2017: ` Nil) (Refer note 2.4 (j) for accounting policy on government grant)
* Up to 30th June, 2017

NOTES
NOTE 26 : OTHER INCOME
Refer Note 2.4 (i) for accounting policy on Revenue Recognition.

Interest income on
Bank deposits 130 173
Current investments 122 74
Others 14 15
Dividend income from
Subsidiaries 188 167
Current investments - 11
Non-current investments 2 -
Fair value gain/(loss)
Investments measured at fair value through profit or loss 113 86
Investments measured at fair value through other comprehensive income - 0
Net gain on sale of investments - 0
569 526
NOTE 27 : COST OF MATERIALS CONSUMED

Raw materials consumed 10,047 8,999
Packing materials consumed 2,444 2,364
12,491 11,363
NOTE 28 : PURCHASES OF STOCK-IN-TRADE

Purchases of stock-in-trade 3,812 4,166
3,812 4,166
NOTE 29 : CHANGES IN INVENTORIES OF FINISHED GOODS (INCLUDING STOCK-IN-TRADE) AND WORK-IN-PROGRESS

Opening inventories
Finished goods 1,214 1,206
Closing inventories
Finished goods (1,221) (1,214)
Work-in-progress (249) (205)
Excise duty on increase/(decrease) of finished goods (20) 14
(71) 156
NOTE 30 : EXCISE DUTY

Excise duty 693 2,597
693 2,597
Up to 30th June, 2017

102 Standalone
NOTES
NOTE 31 : EMPLOYEE BENEFITS EXPENSES
Refer Note 2.4 (l) for accounting policy on Employee Benefits.
Salaries and wages, bonus etc. 1,425 1,330
Contribution to provident funds and other funds 88 81
Defined benefit plan expense (Refer Note 40) 65 18
Share based payments to employees (Refer note 41) 79 94
Workmen and staff welfare expenses 88 97
1,745 1,620
NOTE 32 : FINANCE COSTS

Interest expense on bank overdraft and others 0 0
Net interest on the net defined benefit liability (Refer Note 40) 8 6
Unwinding of discount on provisions and liabilities 8 9
Unwinding of discount on employee and ex-employee related liabilities 4 7
20 22
NOTE 33 : DEPRECIATION AND AMORTISATION EXPENSES

Refer Note 2.4 (a) and (b) for accounting policy on Property, Plant and Equipment and Intangible assets.
Depreciation on property, plant and equipment 468 384
Amortisation on intangible assets 10 12
478 396
NOTE 34 : OTHER EXPENSES

Advertising and promotion 4,105 3,470
Carriage and freight 1,492 1,457
Royalty
- Technology 487 511
- Brand 158 645 169 680
Fees for central services from Parent Company 348 364
Processing charges 405 290
Power, fuel, light and water 259 257
Rent 260 241
Travelling and motor car expenses 157 176
Repairs 109 117
Rates & taxes (excluding income tax) 94 116
Corporate social responsibility expense [Refer note (c) below] 116 104
Miscellaneous expenses [Refer note (a) below] 1,282 1,266
9,272 8,538

NOTES
(a) Miscellaneous expenses include:
Auditor's remuneration and expenses
Statutory audit fees 1 2
Tax audit fees 1 1
Others
Fees for other audit related services 1 1
Fees for certification 1 0
Reimbursement of out-of-pocket expenses 0 0
Total 4 4
Previous year’s remuneration is inclusive of taxes
(b)
Total revenue expenditure (net of recoveries) on Research and Development (R&D) eligible for weighted deduction under
Section 35(2AB) of the Income Tax Act, 1961 aggregates to ` 23 crores (2016-17: ` 28 crores). The details are as below:
Location of the R&D facility Bengaluru Mumbai Bengaluru Mumbai
Revenue expenditure eligible u/s 35(2AB)
Salaries & wages 11 6 9 11
Materials, consumables and spares 1 2 1 2
Utilities - 0 - 0
Other expenditure directly related to R&D 1 2 2 3
Total 13 10 12 16
(c) The Company has spent ` 116 crores (2016-17: ` 104 crores) towards various schemes of Corporate Social Responsibility as prescribed
under Section 135 of the Companies Act, 2013. The details are:
I. Gross amount required to be spent by the Company during the year: ` 112 crores (2016-17: ` 102 crores)
II. Amount spent during the year on:

In cash / Yet to be In cash / Yet to be paid
payable paid in Cash payable in Cash
i) Construction/acquisition of any asset - - - -
ii) For purposes other than (i) above 116 - 104 -
Total 116 - 104 -
III. Above includes a contribution of ` 32 crores (2016-17: ` 18 crores) to subsidiary Hindustan Unilever Foundation which is a Section 8
registered company under Companies Act, 2013, with the main objectives of working in the areas of social, economic and environmental
issues such as water harvesting, health and hygiene awareness, women empowerment and enable the less privileged segments of
the society to improve their livelihood by enhancing their means and capabilities to meet the emerging opportunities.
IV. The Company does not carry any provisions for Corporate social responsibility expenses for current year and previous year.

104 Standalone
NOTES
NOTE 35 : EXCEPTIONAL ITEMS
i) Profit on disposal of surplus properties 10 164
ii) Profit on disposal of business/subsidiary - 19
ii) Profit on disposal of joint venture 46 -
iii) Decrease in liability on account of plans amendments basis actuarial valuation - 115
(refer note 40)
Total exceptional income (A) 56 298
i) Fair valuation of contingent consideration payable (refer note 42) (48) -
ii) Restructuring costs
a) Other costs (70) (57)
Total exceptional expenditure (B) (118) (57)
Exceptional items (net) (A+B) (62) 241
NOTE 36 : EARNING PER EQUITY SHARE

Refer Note 2.4 (q) for accounting policy on Earnings Per Share
Earnings Per Share has been computed as under:
Weighted average number of equity shares outstanding 2,16,44,57,493 2,16,42,12,891
Earnings Per Share (`) - Basic (Face value of ` 1 per share) ` 24.20 ` 20.75
Add: Weighted average number of potential equity shares on account of employee stock 4,66,552 4,25,681
options/performance share schemes
Weighted average number of Equity shares (including dilutive shares) outstanding 2,16,49,24,045 2,16,46,38,572
Earnings Per Share (`) - Diluted (Face value of ` 1 per share) ` 24.19 ` 20.74
NOTE 37 : DIVIDEND ON EQUITY SHARE

Dividend on equity shares declared and paid during the year
Final dividend of ` 10.00 per share for FY 2016-17 (2015-16: ` 9.50 per share) 2,164 2,056
Dividend distribution tax on final dividend* 441 419
Interim dividend of ` 8.00 per share for FY 2017-18 (2016-17: ` 7.00 per share) 1,732 1,515
Dividend distribution tax on interim dividend* 314 274
4,651 4,264
Proposed dividend on equity shares not recognised as liability
Final dividend of ` 12.00 per share for FY 2017-18 (2016-17: `10.00 per share) 2,597 2,164
Dividend distribution tax on final dividend 534 441
3,131 2,605
Payout ratio for FY 2017-18 99%
Proposed dividend on equity shares is subject to the approval of the shareholders of the Company at the Annual General Meeting and not
recognised as liability as at the Balance Sheet date.
*Dividend Distribution Tax (DDT)-net, pertaining to the current year comprises the DDT on final dividend of FY 2016-17 and interim dividend of FY 2017-18 and the
credit in respect of tax paid under Section 115 O of the Income-tax Act, 1961 by the Company on dividend received from its domestic and foreign subsidiaries during
the year.

NOTES
NOTE 38 : FINANCIAL INSTRUMENTS
A. Accounting Classifications and Fair Values

The carrying amounts and fair values of financial instruments by class are as follows:
Carrying value /Fair value

Note As at As at
Financial Assets
Financial assets measured at fair value
Investments measured at
i. Fair value through other comprehensive income 6 1,025 1,459
ii. Fair value through profit and loss 6 1,832 2,066
Derivatives - foreign exchange forward contracts 8 5 0
Financial assets measured at amortised cost
Investments 6 0 0
Loans 7 404 352
Investments in term deposits 8,14 2,663 986
Other assets 8 746 241
6,675 5,104
Financial Liabilities
Financial liabilities measured at fair value
Contingent consideration 19 104 49
Financial liabilities measured at amortised cost
Security deposits 19 24 22
Other payables 19 51 54
180 138
The Company has disclosed financial instruments such as cash and cash equivalents, other bank balances, trade receivables, current
account balances with group companies and joint venture, trade payables and unpaid dividends at carrying value because their carrying
amounts are a reasonable approximation of the fair values due to their short term nature.
B. Income, Expenses, Gains or Losses on Financial Instruments

Interest income and expenses, gains or losses recognised on financial assets and liabilities in the Statement of Profit and Loss are as follows:

Interest income 144 188
Allowance for doubtful debts 5 4
Financial assets measured at fair value through other comprehensive income
Investment in debt instruments
Fair value gain/(loss) recognised in other comprehensive income (2) 2
Reclassified from other comprehensive income to Statement of Profit and Loss - 0
Financial assets measured at fair value through profit or loss
Fair value gain/(loss) on investment in debt instruments 113 86
Dividend income on non current investment - 11
Dividend income on current investment 2 -
Derivatives - foreign exchange forward contracts
Fair value gain/(loss) (14) (6)

106 Standalone
NOTES
C. Fair Value Hierarchy
The fair value of financial instruments as referred to in note (A) above have been classified into a three categories depending on the inputs
used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities
(Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).
The categories used are as follows:

• Level 1: Quoted prices for identical instruments in an active market;
• Level 2: Directly or indirectly observable market inputs, other than Level 1 inputs; and
• Level 3: Inputs which are not based on observable market data.
For assets and liabilities which are measured at fair value as at Balance Sheet date, the classification of fair value calculations by category
is summarized below:
Level 1 Level 2 Level 3 Total

As at 31st March, 2018
Assets at fair value
Investments measured at:
i. Fair Value through OCI 1,025 - - 1,025
ii. Fair Value through Profit or Loss 1,830 - 2 1,832
Derivatives - foreign exchange forward contracts - 5 - 5
Liabilities at fair value
Contingent consideration - - 104 104
The fair value classification of investment in mutual funds (fair value through profit and loss) has been reviewed and re-classified from
Level 2 to Level 1 during FY 2017-18
Calculation of Fair Values

The fair values of the financial assets and liabilities are defined as the price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the
fair values are consistent with those used for the year ended 31st March, 2017.
Financial assets and liabilities measured at fair value as at Balance Sheet date:
1. The fair values of investment in treasury bills and quoted investment in equity shares is based on the current bid price of respective
investment as at the Balance Sheet date.
2. The fair values of investments in mutual fund units is based on the net asset value (‘NAV’) as stated by the issuers of these mutual
fund units in the published statements as at Balance Sheet date. NAV represents the price at which the issuer will issue further units
of mutual fund and the price at which issuers will redeem such units from the investors.
3. The fair values of the derivative financial instruments has been determined using valuation techniques with market observable inputs.
The models incorporate various inputs including the credit quality of counter-parties and foreign exchange forward rates.

NOTES
Other financial assets and liabilities
- Cash and cash equivalents, trade receivables, investments in term deposits, other financial assets (except derivative financial instruments),
trade payables, and other financial liabilities (except derivative financial instruments) have fair values that approximate to their carrying
amounts due to their short-term nature.
- Loans have fair values that approximate to their carrying amounts as it is based on the net present value of the anticipated future cash
flows using rates currently available for debt on similar terms, credit risk and remaining maturities.
SIGNIFICANT UNOBSERVABLE INPUTS USED IN LEVEL 3 FAIR VALUES
Significant unobservable inputs Sensitivity of input to fair value measurement

Contingent consideration Forecast revenue: 10% increase in forecasted revenue will have additional liability
of ` 10 crores and 10% decrease will have opposite impact of
` 8 crores.
Discount rate: 14% 1% increase in Discount rate will have P&L gain of ` 2 crores
1% decrease will have an equal but opposite effect.
Contingent consideration Forecast revenue: 10% increase in forecasted revenue will have additional liability
of ` 5 crores and 10% decrease will have an equal but opposite
effect.
NOTE 39 : FINANCIAL RISK MANAGEMENT

The Company’s business activities are exposed to a variety of financial risks, namely liquidity risk, market risks and credit risk. The
Company’s senior management has the overall responsibility for establishing and governing the Company’s risk management framework.
The Company has constituted a Risk Management Committee, which is responsible for developing and monitoring the Company’s risk
management policies. The Company’s risk management policies are established to identify and analyse the risks faced by the Company,
to set and monitor appropriate risk limits and controls, periodically review the changes in market conditions and reflect the changes in the
policy accordingly. The key risks and mitigating actions are also placed before the Audit Committee of the Company.
A. Management of Liquidity Risk

Liquidity risk is the risk that the Company will face in meeting its obligations associated with its financial liabilities. The Company’s
approach in managing liquidity is to ensure that it will have sufficient funds to meet its liabilities when due without incurring unacceptable
losses. In doing this, management considers both normal and stressed conditions.
The Company maintained a cautious liquidity strategy, with a positive cash balance throughout the year ended 31st March, 2018 and 31st
March, 2017. Cash flow from operating activities provides the funds to service the financial liabilities on a day-to-day basis.
The Company regularly monitors the rolling forecasts to ensure it has sufficient cash on an on-going basis to meet operational needs.
Any short term surplus cash generated , over and above the amount required for working capital management and other operational
requirements, is retained as cash and cash equivalents (to the extent required) and any excess is invested in interest bearing term deposits
and other highly marketable debt investments with appropriate maturities to optimise the cash returns on investments while ensuring
sufficient liquidity to meet its liabilities.
The following table shows the maturity analysis of the Company’s financial liabilities based on contractually agreed undiscounted cash
flows along with its carrying value as at the Balance Sheet date.

108 Standalone
NOTES
Undiscounted Amount
Carrying amount
Payable within 1 year More than 1 years Total
Non-derivative liabilities
Trade payables (including acceptances) 7,013 7,013 - 7,013
Security deposits 24 - 24 24
Unpaid dividend 138 138 - 138
Other Payables 51 51 - 51
Contingent consideration 104 13 127 140
Derivative liabilities
Forward exchange contracts 1 1 - 1
Contingent consideration 49 - 73 73
Foreign exchange forward contracts 13 13 - 13
B. Management of Market Risk
The Company’s size and operations result in it being exposed to the following market risks that arise from its use of financial instruments:
• currency risk;
• price risk; and
• interest rate risk
The above risks may affect the Company’s income and expenses, or the value of its financial instruments. The Company’s exposure
to and management of these risks are explained below.
Potential Impact Of Risk Management Policy Sensitivity To Risk

1. Currency Risk
The Company is subject to the risk that The Company is exposed to foreign A 5% strengthening of the INR against
changes in foreign currency values impact exchange risk arising from various currency key currencies to which the Company is
the Company’s exports revenue and imports exposures, primarily with respect to US exposed (net of hedge) would have led to
of raw material and property, plant and Dollar and Euro. approximately an additional ` 0 crores gain
equipment. in the Statement of Profit and Loss
The Company manages currency exposures
(2016-17: ` 0 crores gain). A 5% weakening
As at 31st March, 2018, the net unhedged within prescribed limits, through use
of the INR against these currencies would
exposure to the Company on holding of forward exchange contracts. Foreign
have led to an equal but opposite effect.
financial assets (trade receivables and capital exchange transactions are covered with strict
advances) and liabilities (trade payables and limits placed on the amount of uncovered
capital creditors) other than in their functional exposure, if any, at any point in time.
currency amounted to ` 1 crores payable
The aim of the Company’s approach to
(31st March, 2017: ` 2 crores).
management of currency risk is to leave the
Company with no material residual risk.

NOTES
Potential Impact Of Risk Management Policy Sensitivity To Risk
2. Price Risk
The Company is mainly exposed to the The Company has laid policies and A 1% increase in prices would have led to
price risk due to its investment in debt guidelines which it adheres to in order approximately an additional ` 18 crores
mutual funds. The price risk arises due to minimise price risk arising from gain in the Statement of Profit and Loss
to uncertainties about the future market investments in debt mutual funds. (2016-17: ` 21 crores gain). A 1% decrease
values of these investments. in prices would have led to an equal but
opposite effect.
At 31st March 2018, the investments in debt
mutual funds amounts to ` 1,830 crores
(31st March, 2017: ` 2,060 crores).
These are exposed to price risk
3. Interest Rate Risk
The Company is mainly exposed to the The Company has laid policies and A 0.25% decrease in interest rates would
interest rate risk due to its investment in guidelines including tenure of investment have led to approximately an additional
treasury bills. The interest rate risk arises made to minimise impact of interest rate ` 0 crore gain in the Statement of Profit
due to uncertainties about the future risk and Loss (2016-17: ` 1 crore gain). A 0.25%
market interest rate on these investments. increase in interest rates would have led to
an equal but opposite effect.
In addition to treasury bills, the Company
invests in term deposits for a period of less
than one year. Considering the short-term
nature, there is no significant interest rate
risk pertaining to these deposits.
As at 31st March 2018, the investments in
treasury bil amounts to ` 1,025 crores
(31st March, 2017: ` 1,459 crores). These
are exposed to interest rate risk.
C. Management of Credit Risk

Credit risk is the risk of financial loss to the Company if a customer or counter-party fails to meet its contractual obligations.
Trade receivables
oncentration of credit risk with respect to trade receivables are limited, due to the Company’s customer base being large and diverse. All
C
trade receivables are reviewed and assessed for default on a quarterly basis.
Our historical experience of collecting receivables is that credit risk is low. Hence, trade receivables are considered to be a single class of
financial assets.
Refer note 2.4(g) for accounting policy on Financial Instruments.
Other financial assets

The Company maintains exposure in cash and cash equivalents, term deposits with banks, investments in treasury bills, government
securities, money market liquid mutual funds and derivative instrument with financial institutions. The Company has set counter-party
limits based on multiple factors including financial position, credit rating, etc. The Company has given inter-corporate deposits (ICD) only
to its subsidiaries amounting ` 226 crores (31st March, 2017: ` 198 crores).
The Company’s maximum exposure to credit risk as at 31st March, 2018 and 31st March, 2017 is the carrying value of each class of
financial assets.

110 Standalone
NOTES
NOTE 40 : DEFINED BENEFIT PLANS
Refer note 2.4(l) for accounting policy on Employee Benefits.
Description of Plans
Retirement Benefit Plans of the Company include Gratuity, Management Pension, Officer’s Pension and Provident Fund. Other post-
employment benefit plans includes post retirement medical benefits.
Gratuity is funded through investments mostly with an insurance service provider and partly through direct investment under Hind Lever
Gratuity Fund. Pension (Management Pension and Officer’s Pension) for most employees is managed through a trust, investments with
an insurance service provider and for some employees investments are managed through Company managed trust. Provident Fund for
most of the employees are managed through trust investments and for some employees through government administered fund.
Post-retirement medical benefits are managed through investment made under Company managed trust.
Governance
The trustees of the trust fund are responsible for the overall governance of the plan and to act in accordance with the provisions of the trust
deed and rules in the best interests of the plan participants. They are tasked with periodic reviews of the solvency of the fund and play a role
in the long-term investment, risk management and funding strategy.
Investment Strategy
The Company’s investment strategy in respect of its funded plans is implemented within the framework of the applicable statutory
requirements. The plans expose the Company to a number of actuarial risks such as investment risk, interest rate risk, longevity risk and
inflation risk. The Company has developed policy guidelines for the allocation of assets to different classes with the objective of controlling
risk and maintaining the right balance between risk and long-term returns in order to limit the cost to the Company of the benefits
provided. To achieve this, investments are well diversified, such that the failure of any single investment would not have a material impact
on the overall level of assets.
A. Balance Sheet
The assets, liabilities and surplus/(deficit) position of the defined benefit plans at the Balance Sheet date were:
Retirement Benefit Plans Other Post-Employment Benefit Plans
As at As at As at As at
31st March, 2018 31st March, 2017 31st March, 2018 31st March, 2017
Present value of obligation 2,582 2,424 158 162
Fair value of plan assets (2,483) (2,377) (88) (93)
(Asset)/Liability recognised in the 99 47 70 69
Balance Sheet
Of which in respect of:
Funded plans in surplus:
Present value of obligation 14 12 - -
Fair value of plan assets (39) (42) - -
(Asset)/Liability recognised in the -* -* - -
Balance Sheet*
*The excess of assets over liabilities in
respect of Officer's Pension have not been
recognised as they are lying in an Income
Tax approved irrevocable trust fund.
Funded plans in deficit:
(Asset)/Liability recognised in the 99 47 70 69
Balance Sheet

NOTES
B. Movements in Present Value of Obligation and Fair Value of Plan Assets
Plan Plan
Plan Assets Total Plan Assets Total
Obligation Obligation
As at 31st March, 2016 2,208 2,318 111 92 146 54
Current service cost - 73 73 - 0 0
Past service cost - (115) (115) - - -
Interest cost - 170 170 - 11 11
Interest income 171 - (171) 7 - (7)
Actuarial (gain)/loss arising from changes - - - - - -
in demographic assumptions
Actuarial (gain)/loss arising from changes 27 30 3 3 14 11
in financial assumptions
Actuarial (gain)/loss arising from - 22 22 - (1) (1)
experience adjustments
Employer contributions 76 - (76) - - -
Employee contributions 129 129 - - - -
Assets acquired/ (settled) (42) (42) 0 - - -
Benefit payments (162) (162) - (9) (9) -
As at 31st March, 2017 2,407 2,424 17 93 162 69
Past service cost - 45 45 - - -
Employee contributions - 145 145 - - -
Interest cost - 163 163 - 11 11
Actuarial (gain)/loss arising from changes - 30 30 - - -
Actuarial (gain)/loss arising from changes 39 3 (36) (1) (18) (17)
Actuarial (gain)/loss arising from - 39 39 - 13 13
Employee contributions 145 - (145) - - -
Assets acquired/ (settled) (20) (20) - - - -
As at 31st March, 2018 2,508 2,582 74 88 158 70
C. Statement of Profit and Loss

The charge to the Statement of Profit and Loss comprises:

Year ended Year ended Year ended Year ended
Employee Benefit Expenses *:
Current service cost 20 18 0 0
Past service cost 45 (115) - -
Finance costs * :
Interest cost 42 44 11 11
Interest income (39) (42) (6) (7)
Net impact on profit (before tax) 68 (95) 5 4

112 Standalone
NOTES
Remeasurement of the net defined
benefit plans:
Actuarial gains/(losses) arising from 28 - - -
changes in demographic assumptions
Actuarial gains/(losses) arising from 1 20 (17) 11
changes in financial assumptions
Actuarial gains/(losses) arising from 1 - 13 (1)
Net impact on other comprehensive 30 20 (4) 10
income (before tax)
*: Service cost and Finance cost has not been recognised in the statement of profit and loss for Officer’s Pension and Provident Fund
D.
Assets
The fair value of plan assets at the Balance Sheet date for the defined benefit plans for each category are as follows:
Quoted
Government debt instruments 907 809 - -
Other debt instruments 967 1,000 88 93
Total (A) 1,874 1,809 88 93
Unquoted
Other debt instruments 201 201 - -
Others 433 397 - -
Total (B) 634 598 - -
Total (A+B) 2,508 2,407 88 93
Note: Assets to the extent of ` 39 crores is not recognised in Balance Sheet of Officer’s Pension Fund as they are lying in an Income Tax
approved irrevocable trust.
None of the plans invest directly in any property occupied by the Company or any financial securities issued by the Company.
E. Assumptions
With the objective of presenting the plan assets and plan obligations of the defined benefits plans at their fair value on the Balance
Sheet, assumptions under Ind AS 19 are set by reference to market conditions at the valuation date.

Financial Assumptions As at As at As at As at
Discount rate (per annum) 8.0% 7.0% 8.0% 7.0%
Salary escalation rate (per annum)
Management employees 8.0% 7.0%
- for first 5years
- after 5 years
Non-management employees 8.0% 8.0%
Pension increase rate (per annum)* 2.5% 2.5%
Annual increase in healthcare costs 9.0% 9.0%
(per annum)
*For management pension only
The estimates of future salary increases, considered in actuarial valuation, takes into account of inflation, seniority, promotion and other
relevant factors, such as supply and demand in the employment market.

NOTES
Demographic Assumptions
Mortality in Service: Indian Assured Lives Mortality (2006-08) Ultimate table
Mortality in Retirement : LIC Buy-out Annuity Rates & UK Published PA (90) Annuity Rates suitably adjusted for Indian Lives.
F. Sensitivity Analysis
The sensitivity of the overall plan obligations to changes in the weighted key assumptions are:
Other Post-Employment
Retirement Benefit Plans
Benefit Plans
Change in Change in plan Change in Change in plan
assumption (%) obligation (%) assumption (%) obligation (%)
Discount rate (per annum) Increase 0.5% -1.9% 0.5% -5.1%
Decrease 0.5% 2.0% 0.5% 5.6%
Salary escalation rate (per annum) Increase 0.3% 1.4% - -
Decrease 0.3% -1.3% - -
Pension rate Increase 0.3% 2.7% - -
Decrease 0.3% -2.6% - -
Life expectancy Increase 1 year 2.0% 1 year 3.8%
Decrease 1 year -2.1% 1 year -3.8%
Annual increase in healthcare costs Increase - - 1.00% 11.5%
(per annum)
Decrease - - 1.00% -9.7%
The sensitivity analyses above have been determined based on reasonably possible changes of the respective assumptions occurring at
the end of the year and may not be representative of the actual change. It is based on a change in the key assumption while holding all
other assumptions constant. When calculating the sensitivity to the assumption, the same method used to calculate the liability recognised
in the Balance Sheet has been applied. The methods and types of assumptions used in preparing the sensitivity analysis did not change
compared with the previous year.
G. Weighted average duration and expected employers contribution for FY 2017-18 for each of the defined benefit plan
Weighted average duration (yrs.) Expected Employers
Year ended Year ended contribution for the
31st March, 2018 31st March, 2017 next year
Gratuity 6.8 10.9 92.3
Management Pension 6.5 6.9 2.2
Officer's Pension 3.7 3.9 -
Provident Fund 7.7 15.2 67.6
Post-retirement medical benefits 10.7 11.9 -
NOTE 41 : SHARE BASED PAYMENTS

Refer note 2.4(l) for accounting policy on Share Based Payments.
Equity Settled Share Based Payments

The members of the Company had approved ‘2001 HLL Stock Option Plan’ at the Annual General Meeting held on 22nd June, 2001. The
plan envisaged grant of share options to eligible employees at market price as defined in Securities and Exchange Board of India (Share
Based Employee Benefits) Regulations, 2014.
This plan was amended and revised vide ‘2006 HLL Performance Share Scheme’ at the Annual General Meeting held on 29th May, 2006.
This scheme provided for conditional grant of Performance Shares at nominal value to eligible management employees as determined
by the Compensation Committee of the Board of Directors from time to time, at the end of 3-year performance period. The performance
measures under this scheme include group underlying sales growth and free cash flow. The scheme also provided for ‘Par’ Awards for the
managers at different work levels.
The 2006 scheme was further amended and revised vide ‘2012 HUL Performance Share Scheme’ at the Annual General Meeting held on
23rd July, 2012. This scheme provided for conditional grant of Performance Shares at nominal value to eligible management employees as
determined by the Nomination and Remuneration Committee of the Board of Directors from time to time, at the end of 3-year performance
period. The performance measures under this scheme include group underlying sales growth, core operating margin improvement and
operating cash flow.

114 Standalone
NOTES
The number of shares allocated for allotment under the 2006 and 2012 Performance Share Schemes is 2,00,00,000 (two crores) equity
shares of ` 1/- each. The schemes are monitored and supervised by the Nomination and Remuneration Committee of the Board of
Directors in compliance with the provisions of Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014
and amendments thereof from time to time.
The Employee Stock Option Plan includes employees of Hindustan Unilever Limited, its subsidiaries and a subsidiary of parent company.
Weighted Average
Numbers of Exercise Price
Scheme Year Date of Grant Vesting Conditions Exercise Period Exercise Price (`)
options granted (`) per share
per share
2001 HLL Stock 2005 27-May-05 15,47,700 Vested after three years 7 years from date of 132.05 132.05
Option Plan from date of grant vesting
2006 HLL 2012 17-Feb-12 4,20,080 Vested after three years 3 months from date 1.00 1.00
Performance Share from date of grant of vesting
Scheme Interim 2012 30-Jul-12 51,385 1.00 1.00
2013 18-Mar-13 3,68,023 1.00 1.00
Interim 2013 29-Jul-13 25,418 1.00 1.00
2014 14-Feb-14 2,62,155 1.00 1.00
Interim 2014 28-Jul-14 16,805 1.00 1.00

2012 HUL
2015 13-Feb-15 1,42,038 Vested after three years 3 months from date 1.00 1.00
Performance
Interim 2015 27-Jul-15 12,322 from date of grant of vesting 1.00 1.00
Share Scheme
2016 11-Feb-16 1,57,193 1.00 1.00
Interim 2016 25-Jul-16 11,834 1.00 1.00
2017 13-Feb-17 1,23,887 1.00 1.00
Interim 2017 21-Jul-17 6,846 1.00 1.00
2018 16-Feb-18 63,421 1.00 1.00
Number of Share Options

Outstanding at Granted Forfeited/ Exercised Exercisable at Outstanding at
Scheme Year the beginning during the Expired during during the end of the the end of the
of the year year* the year the year year year
2013 - - - - - -
(3,08,705) - - (3,08,705) - -
Interim 2013 - - - - - -
(23,044) (5,964) - (29,008) -
2014 1,14,890 - - 1,14,890 -
(2,31,763) - (41,918) (74,955) (1,14,890) (1,14,890)
Interim 2014 15,103 - 1,061 14,042 - -
(16,805) - (1,702) - - (15,103)
2015 1,27,151 28,084 - 50,206 1,05,029 1,05,029
(1,36,054) - (8,903) - - (1,27,151)
2012 HUL
Interim 2015 11,690 - 632 - - 11,058
Performance
(12,322) - (632) - - (11,690)
Share Scheme
2016 1,47,859 - 10,826 - - 1,37,033
(1,56,351) - (8,492) - - (1,47,859)
Interim 2016 11,834 - 835 - - 10,999
- (11,834) - - - (11,834)
2017 1,23,887 - 4,667 - - 1,19,220
- (1,23,887) - - - (1,23,887)
Interim 2017 - 6,846 415 - - 6,431
- - - - - -
2018 - 63,421 - - - 63,421
- - - - - -
* Granted during the year includes additional shares granted upon meeting the vesting conditions
(figures in bracket pertain to 2016-17)
Weighted average equity share price at the date of exercise of options during the year was ` 1154 (2016-17: ` 864)
Weighted average remaining contractual life of options as at 31st March, 2018 was 1.23 years (31st March, 2017: 1.68 years)

NOTES
The value of the underlying shares has been determined by an independent valuer. The following assumptions were used for
calculation of fair value of grants in accordance with Black Scholes model:
Risk-free interest rate (%) 7.0% 6.6%
Expected life of options (years) [(year to vesting) + (contractual option term)/2] 3.125 3.125
Expected volatility (%) 21.4% 22.3%
Dividend yield 1.3% 1.9%
The risk free interest rates are determined based on the zero-coupon sovereign bond yields with maturity equal to the expected term of
the option. Volatility calculation is based on historical stock prices using standard deviation of daily change in stock price. The historical
period is taken into account to match the expected life of the option. Dividend yield has been calculated taking into account expected rate
of dividend on equity share price as on grant date.
Cash Settled Share Based Payments

The employees of the Company are eligible for Unilever PLC (the ‘Holding Company’) share awards namely, the Management Co-Investment
Plan (MCIP), the Global Performance Share Plan (GPSP) and the SHARES Plan. The MCIP allows eligible employees to invest up to 100%
of their annual bonus in the shares of the Holding Company and to receive a corresponding award of performance-related shares. Under
GPSP, eligible employees receive annual awards of the holding company’s shares. The awards under MCIP and GPSP plans will vest after
3-4 years between 0% and 200% of grant level, depending on the satisfaction of the performance metrics. The performance metrics of
GPSP are underlying sales growth, operating cash flow and core operating margin improvement. The performance metrics of MCIP are
underlying sales growth, underlying EPS growth and sustainability progress index. Under the SHARES Plan, eligible employees can invest
up to EUR 200 per month in the shares of the Holding Company and after three years one share is granted free of cost to the employees
for every three shares invested, provided they hold the shares bought for three years. The Holding Company charges the Company for the
grant of shares to the Company’s employees at the end of the 3 years based on the market value of the shares on the exercise date. The
Company recognises the fair value of the liability and expense for these plans over the vesting period based on the management’s estimate
of the vesting and forfeiture conditions.
The Company grants share appreciation rights (SARs) to eligible employees for all cash settled share based plans mentioned above that
entitles them to a cash/shares after three years of service. The amount of payment is also determined basis increase in the share price of
the Holding Company between grant date and the time of exercise.
Details of the liabilities arising from the Company’s cash settled share based payment transactions:
As at As at
Other non-current liabilities 94 130
Other current liabilities 94 86
Total carrying amount of liabilities 188 216
Effect of share based payment transactions on the Statement of Profit and Loss:
As at As at
Equity settled share based payments 11 5
Cash settled share based payments 68 89
Total expense on share based payments 79 94

116 Standalone
NOTES
NOTE 42 : BUSINESS COMBINATION
Refer note 2.4(r) for accounting policy on Business Combination.
Acquisition of Indulekha Brand

On April 07, 2016, the Company completed the acquisition of the flagship brand ‘Indulekha’ from Mosons Extractions Private Limited
(‘MEPL’) and Mosons Enterprises (collectively referred to as ‘Mosons’ and acquisition of the specified intangible assets referred to as the
‘Business acquisition’). The deal envisaged the acquisition of the trademarks ‘Indulekha’ and ‘Vayodha’, intellectual property, design and
knowhow for a total cash consideration of ` 330 crores (excluding taxes) and a deferred consideration of 10% of the domestic turnover of
the brands each year, payable annually for a 5 year period commencing financial year 2018-19.
Basis the projection of the domestic turnover of the brand, the contingent consideration is subject to revision on a yearly basis. As at
31st March 2017, the fair value of the contingent consideration was ` 49 crores which was classified as other financial liability.
Deferred contingent consideration

Based on actual performance in financial year 2017-18 and current view of future projections for the brand, the Company has reviewed
and fair valued the deferred contingent consideration so payable. As at 31st March 2018, the fair value of the contingent consideration is
` 104 crores which is classified as other financial liability.
The determination of the fair value as at Balance Sheet date is based on discounted cash flow method. The key model inputs used in
determining the fair value of deferred contingent consideration were domestic turnover projections of the brand and weighted average
cost of capital.
NOTE 43 : DISCLOSURES PURSUANT TO SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND
DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 AND SECTION 186 OF THE COMPANIES ACT, 2013

(a) Loans to subsidiaries
(i) Loan to subsidiary: Pond's Exports Limited, India
Balance as at the year end - 4
Maximum amount outstanding at any time during the year 4 8
[Pond's Export Limited has utilised the loan for meeting working capital
requirements with an average rate of interest at 7.04% (2016-17: 7.58%)]
(ii) Loan to subsidiary: Lakme Lever Private Limited, India
Balance as at the year end 146 194
Maximum amount outstanding at any time during the year 194 200
[Lakme Lever Private Limited has utilised the loan for working capital
requirements of salon business. It is repayable over a period of 7 years and carries
an average rate of interest at 7.09% (2016-17: 7.60%)]
(iii) Loan to subsidiary: Unilever India Export Limited, India
Balance as at the year end 80 -
Maximum amount outstanding at any time during the year 80 -
(Unilever India Export Limited has utilised the loan for meeting working capital
requirements of export business. It is repayable over a period of 7 years and carries
an average rate of interest at 7.23%)
(b) Investment by the loanees in the shares of the Company
The loanees have not made any investments in the shares of the Company

NOTES
NOTE 44 : RELATED PARTY DISCLOSURES
A. Enterprises exercising control
(i) Holding Company : Unilever Plc
B. Enterprises where control exists

(i) Subsidiaries : Daverashola Estates Private Limited (100%)
(Extent of holding) Hindlever Trust Limited (100%)
Jamnagar Properties Private Limited (100%)
Lakme Lever Private Limited (100%)
Levers Associated Trust Limited (100%)
Levindra Trust Limited (100%)
Pond's Exports Limited (90%)
Unilever India Exports Limited (100%)
Unilever Nepal Limited (80%)
Bhavishya Alliance Child Nutrition Initiatives (100%)
(with effect from March 12, 2015) (Section 8 company)
Hindustan Unilever Foundation (76%) (Section 8 company)
(ii) Trust : Hindustan Unilever Limited Securitisation of Retirement Benefit Trust (100% control)
(iii) Joint Ventures : Kimberly Clark Lever Private Limited (50% control, ceases to be Joint venture after
29th September, 2017)
(iv) Key Management Personnel

(a) Executive directors : Sanjiv Mehta
PB Balaji (up to 13th November, 2017)
Srinivas Phatak (with effect from 1st December, 2017)
Pradeep Banerjee
Dev Bajpai
Geetu Verma
BP Biddappa
Priya Nair
Sandeep Kohli
Sudhir Sitapati
Srinandan Sundaram
(b) Non-executive directors Harish Manwani

Aditya Narayan
S. Ramadorai
O. P. Bhatt
Sanjiv Misra
Kalpana Morparia
(v) Employees' Benefit Plans where : Hind Lever Gratuity Fund

there is significant influence The Hind Lever Pension Fund
The Union Provident Fund

118 Standalone
NOTES
Disclosure of transactions between the Company and Related Parties and the status of outstanding balances as on
31st March, 2018
Holding Company : Dividend paid 2,006 1,839
Royalty expense 628 663
Fees for central services 348 364
Expenses for other services received 237 96
Outstanding as at the year end :
- Trade payables 372 338
Subsidiaries/ Trust : Sale of finished goods / raw materials etc 355 393
Purchase of fixed assets - 0
Purchase of finished goods / raw materials etc 21 12
Royalty income 8 8
Rent income 1 1
Commission paid 1 1
Expenses shared by subsidiary companies 14 19
Dividend income 188 167
Reimbursement received/ receivable towards pension 34 19
and medical benefits
Purchase of export licences 30 36
Rent expense 0 0
Contribution to foundation 32 18
Reimbursements paid 27 36
Reimbursements received 26 14
Inter corporate loans given during the year 183 84
Inter corporate loans repaid during the year 154 48
Deposit Received - 0
Deposit Paid - 0
Outstanding as at the year end:
- Current account balances receivable with 44 19
subsidiaries and trust
- Trade receivables 35 34
- Loans & advances to subsidiaries 226 198
Fellow Subsidiaries : Purchased of fixed assets 68 37

Rent income 2 2
Sale of fixed assets 27 -
Management fees paid 45 29
Purchase of finished goods / raw materials etc. 799 581
Dividend paid 612 561
Expenses shared by fellow subsidiary companies 8 6
Maintenance and support costs for licences and 7 6
software

NOTES
Outstanding as at the year end with fellow
subsidiaries
- Current account balances receivable with 39 28
fellow subsidiaries
Joint Venture : Purchase of finished goods / raw materials etc. 122 303
Outstanding as at the year end with joint venture
- Current account balances receivable with - 24
joint venture
- Trade payables - 1
Key Management Personnel : Remuneration :

(Executive directors) - Short-term employee benefits 50 47
- Post-employment benefits* 2 4
- Other long-term benefits* 0 -
- Share-based payments 17 16
Dividend paid 0 0
Consideration received on exercise of options 0 0
Key Management Personnel : Dividend paid 0 0

(Non-executive directors) Commission paid 2 2
Employees' Benefit
Plans where
there is significant : Contributions during the year (Employer's 100 61
influence contribution only)
- Advances recoverable in cash or kind or for value to 18 -
be received
- Payables - 12
*Note: As the liabilities for defined benefit plans are provided on actuarial basis for the Company as a whole, the amounts pertaining to Key Management Personnel
are not included.
Terms and conditions of transactions with related parties
All Related Party Transactions entered during the year were in ordinary course of the business and are on arm’s length basis.
For the year ended 31st March, 2018, the Company has not recorded any impairment of receivables relating to amounts owed by related
parties (2016-17: Nil). This assessment is undertaken each financial year through examining the financial position of the related party and
the market in which the related party operates.

120 Standalone
NOTES
NOTE 45
The Company has a process whereby periodically all long term contracts (including derivative contracts) are assessed for material foreseeable
losses. At the year end, the Company has reviewed and ensured that adequate provision as required under any law/accounting standards for
material foreseeable losses on such long term contracts (including derivative contracts) has been made in the books of accounts.
NOTE 46
The Company has presented segment information in the consolidated financial statements which are presented in the same financial
report. Accordingly, in terms of Paragraph 3 of Ind AS 108 ‘Operating Segments’, no disclosures related to segments are presented in this
standalone financial statements.

[DIN: 02743340]

Company Secretary
Suman Hegde
Group Controller


INDEPENDENT AUDITOR’S REPORT

REPORT ON THE AUDIT OF CONSOLIDATED IND AS We conducted our audit in accordance with the Standards on
FINANCIAL STATEMENTS Auditing specified under Section 143 (10) of the Act. Those
Standards require that we comply with ethical requirements and
We have audited the accompanying consolidated Ind AS financial
plan and perform the audit to obtain reasonable assurance about
statements of Hindustan Unilever Limited (hereinafter referred
whether the consolidated Ind AS financial statements are free from
to as “the Holding Company”) and its subsidiaries (the Holding
material misstatement.
Company and its subsidiaries together referred to as “the Group”),
which comprise the Consolidated Balance Sheet as at 31 March An audit involves performing procedures to obtain audit evidence
2018, the Consolidated Statement of Profit and Loss (including about the amounts and the disclosures in the consolidated Ind
other comprehensive income), Consolidated Statement of Changes AS financial statements. The procedures selected depend on
in Equity and the Consolidated Statement of Cash Flows, for the the auditor’s judgment, including the assessment of the risks
year then ended, including a summary of significant accounting of material misstatement of the consolidated Ind AS financial
policies and other explanatory information (hereinafter referred to statements, whether due to fraud or error. In making those risk
as “the consolidated Ind AS financial statements”). assessments, the auditor considers internal financial control
relevant to the Holding Company’s preparation of the consolidated
MANAGEMENT’S RESPONSIBILITY FOR THE Ind AS financial statements that give a true and fair view in order to
CONSOLIDATED IND AS FINANCIAL STATEMENTS design audit procedures that are appropriate in the circumstances.
An audit also includes evaluating the appropriateness of the
The Holding Company’s Board of Directors is responsible for the
accounting policies used and the reasonableness of the accounting
preparation of these consolidated Ind AS financial statements in
estimates made, as well as evaluating the overall presentation of
terms of the requirements of the Companies Act, 2013 (hereinafter
the consolidated Ind AS financial statements.
referred to as “the Act”) that give a true and fair view of the
consolidated state of affairs, consolidated profit/loss and other We are also responsible to conclude on the appropriateness of
comprehensive income, consolidated statement of changes in management’s use of the going concern basis of accounting
equity and consolidated cash flows of the Group in accordance and, based on the audit evidence obtained, whether a material
with the accounting principles generally accepted in India, uncertainty exists related to events or conditions that may cast
including the Indian Accounting Standards (Ind AS) specified under significant doubt on the ability of Group to continue as a going
Section 133 of the Act. The respective Board of Directors of the concern. If we conclude that a material uncertainty exists, we are
companies included in the Group are responsible for maintenance required to draw attention in the auditor’s report to the related
of adequate accounting records in accordance with the provisions of disclosures in the consolidated Ind AS financial statements or,
the Act for safeguarding the assets of the Group and for preventing if such disclosures are inadequate, to modify our opinion. Our
and detecting frauds and other irregularities; the selection and conclusions are based on the audit evidence obtained up to the date
application of appropriate accounting policies; making judgments of our auditor’s report. However, future events or conditions may
and estimates that are reasonable and prudent; and the design, cause Group to cease to continue as a going concern.
implementation and maintenance of adequate internal financial
controls that were operating effectively for ensuring the accuracy We believe that the audit evidence obtained by us and the audit
and completeness of the accounting records, relevant to the evidence obtained by the other auditor in terms of their report
preparation and presentation of the consolidated Ind AS financial referred to in Other Matters paragraph below, is sufficient
statements that give a true and fair view and are free from material and appropriate to provide a basis for our audit opinion on the
misstatement, whether due to fraud or error, which have been used consolidated Ind AS financial statements.
for the purpose of preparation of the consolidated Ind AS financial
statements by the Directors of the Holding Company, as aforesaid.
OPINION
In preparing the consolidated Ind AS financial statements, the In our opinion and to the best of our information and according to the
respective Board of Directors of the companies included in the Group explanations given to us and based on the consideration of report
are responsible for assessing the ability of the Group to continue as of other auditor on separate financial statements and on the other
a going concern, disclosing, as applicable, matters related to going financial information of a subsidiary, the aforesaid consolidated Ind
concern and using the going concern basis of accounting unless AS financial statements give the information required by the Act in
management either intends to liquidate the Group or to cease the manner so required and give a true and fair view in conformity
operations, or has no realistic alternative but to do so. with the accounting principles generally accepted in India, of the
consolidated state of affairs of the Group and their consolidated
AUDITOR’S RESPONSIBILITY profit and other comprehensive income, consolidated statement of
changes in equity and consolidated cash flows for the year ended
Our responsibility is to express an opinion on these consolidated on that date.
Ind AS financial statements based on our audit. While conducting
the audit, we have taken into account the provisions of the Act, the
accounting and auditing standards and matters which are required OTHER MATTERS
to be included in the audit report under the provisions of the Act We did not audit the financial statements of one subsidiary, whose
and the Rules made thereunder. financial statements reflect total assets of ` 325 crores and
net assets of ` 99 crores as at 31 March 2018, total revenues of

122 Consolidated
` 332 crores and net cash inflows amounting to ` 5 crores for the 31 March 2018 from being appointed as a director in
year ended on that date, as considered in the consolidated Ind AS terms of Section 164 (2) of the Act.
financial statements. These financial statements have been audited f)
With respect to the adequacy of the internal financial
by other auditor whose report has been furnished to us by the controls with reference to financial statements of the Holding
Management and our opinion on the consolidated Ind AS financial Company and its subsidiary companies incorporated in
statements, in so far as it relates to the amounts and disclosures India and the operating effectiveness of such controls, refer
included in respect of this subsidiary and our report in terms of to our separate Report in “Annexure A”.
Section 143 (3) of the Act, in so far as it relates to the aforesaid
g)
With respect to the other matters to be included in
subsidiary is based solely on the report of the other auditor.
the Auditor’s Report in accordance with Rule 11 of
Our opinion above on the consolidated Ind AS financial statements, the Companies (Audit and Auditor’s) Rules, 2014, in
and our report on Other Legal and Regulatory Requirements below, our opinion and to the best of our information and
is not modified in respect of the above matters with respect to our according to the explanations given to us and based on
reliance on the work done and the report of the other auditor. the consideration of the report of the other auditor on
separate financial statements as also the other financial
information of a subsidiary, as noted in the ‘Other matter’
REPORT ON OTHER LEGAL AND REGULATORY paragraph:
REQUIREMENTS i.
The consolidated Ind AS financial statements
1. As required by Section 143 (3) of the Act, based on our audit and disclose the impact of pending litigations on the
on the consideration of report of the other auditor on separate consolidated financial position of the Group -
financial statements and the other financial information of a Refer Note 25 to the consolidated Ind AS financial
subsidiary as noted in the ‘other matter’ paragraph, we report, statements.
to the extent applicable, that:
ii. Provision has been made in the consolidated Ind
a) We have sought and obtained all the information and AS financial statements, as required under the
explanations which to the best of our knowledge and applicable law or Ind AS, for material foreseeable
belief were necessary for the purposes of our audit of the losses, on long-term contracts including derivative
aforesaid consolidated Ind AS financial statements. contracts - Refer Note 47 to the consolidated Ind AS
b) In our opinion, proper books of account as required by financial statements in respect of such items as it
law relating to preparation of the aforesaid consolidated relates to the Group.
Ind AS financial statements have been kept so far as it iii. There has been no delay in transferring amounts
appears from our examination of those books and the to the Investor Education and Protection Fund by
report of the other auditor. the Holding Company and its subsidiary companies
c)
The Consolidated Balance Sheet, the Consolidated incorporated in India during the year ended 31
Statement of Profit and Loss (including other March 2018;
comprehensive income), the Consolidated Statement of iv. The disclosures regarding details of specified bank
Changes in Equity and the Consolidated Statement of notes held and transacted during 8 November 2016
Cash Flows dealt with by this Report are in agreement to 30 December 2016 has not been made since
with the relevant books of account maintained for the the requirement does not pertain to financial year
purpose of preparation of the consolidated Ind AS ended 31 March 2018.
financial statements.
d) In our opinion, the aforesaid consolidated Ind AS financial For B S R & Co. LLP
statements comply with the Indian Accounting Standards Chartered Accountants
specified under section 133 of the Act. Firm’s Registration
e) On the basis of the written representations received from No: 101248W/W-100022
the directors of the Holding Company as on 31 March 2018
taken on record by the Board of Directors of the Holding Akeel Master
Company and the reports of the statutory auditors of its Mumbai Partner
subsidiary companies incorporated in India, none of the 14th May, 2018 Membership No: 046768
directors of the Group companies is disqualified as on

ANNEXURE A
to the Independent Auditor’s Report - 31st March, 2018 on the Consolidated
Ind as financial statements
REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER We believe that the audit evidence we have obtained is sufficient and
SECTION 143 (3) (I) OF THE COMPANIES ACT, 2013 (“THE appropriate to provide a basis for our audit opinion on the Holding
ACT”) Company’s and its subsidiary companies incorporated in India, internal
financial control system with reference to financial statements.
In conjunction with our audit of the consolidated Ind AS financial
statements of Hindustan Unilever Limited (“the Holding Company”) MEANING OF INTERNAL FINANCIAL CONTROLS WITH
as of and for the year ended 31 March 2018, we have audited the REFERENCE TO FINANCIAL STATEMENTS
internal financial controls with reference to financial statements of A company’s internal financial controls with reference to financial
the Holding Company and its subsidiary companies incorporated in statements is a process designed to provide reasonable assurance
India as of that date. regarding the reliability of financial reporting and the preparation
of financial statements for external purposes in accordance with
MANAGEMENT’S RESPONSIBILITY FOR INTERNAL
generally accepted accounting principles. A company’s internal
FINANCIAL CONTROLS
financial controls with reference to financial statements includes
The respective Board of Directors of the Holding Company and its
those policies and procedures that (1) pertain to the maintenance
subsidiary companies incorporated in India, are responsible for
of records that, in reasonable detail, accurately and fairly reflect
establishing and maintaining internal financial controls based on
the transactions and dispositions of the assets of the company;
the internal controls with reference to financial statements criteria
(2) provide reasonable assurance that transactions are recorded
established by the Holding Company and its subsidiary companies
as necessary to permit preparation of financial statements in
incorporated in India considering the essential components of
accordance with generally accepted accounting principles, and
internal controls stated in the Guidance Note on Audit of Internal
that receipts and expenditures of the company are being made only
Financial Controls Over Financial Reporting (“the Guidance Note”)
in accordance with authorisations of management and directors
issued by the Institute of Chartered Accountants of India (“ICAI”).
of the company; and (3) provide reasonable assurance regarding
These responsibilities include the design, implementation and
prevention or timely detection of unauthorised acquisition, use,
maintenance of adequate internal financial controls that were
or disposition of the company’s assets that could have a material
operating effectively for ensuring the orderly and efficient conduct
effect on the financial statements.
of its business, including adherence to the respective company’s
policies, the safeguarding of its assets, the prevention and INHERENT LIMITATIONS OF INTERNAL FINANCIAL
detection of frauds and errors, the accuracy and completeness CONTROLS WITH REFERENCE TO FINANCIAL
of the accounting records, and the timely preparation of reliable STATEMENTS
financial information, as required under the Act. Because of the inherent limitations of internal financial controls
AUDITOR’S RESPONSIBILITY with reference to financial statements, including the possibility of
Our responsibility is to express an opinion on the Holding collusion or improper management override of controls, material
Company’s, and its subsidiary companies incorporated in India, misstatements due to error or fraud may occur and not be detected.
internal financial controls with reference to financial statements Also, projections of any evaluation of the internal financial controls
based on our audit. We conducted our audit in accordance with the with reference to financial statements to future periods are subject
Guidance Note issued by the ICAI and the Standards on Auditing, to the risk that the internal financial control with reference to
issued by ICAI and deemed to be prescribed under section 143(10) financial statements may become inadequate because of changes
of the Act, to the extent applicable to an audit of internal financial in conditions, or that the degree of compliance with the policies or
controls, both issued by the ICAI. Those Standards and the procedures may deteriorate.
Guidance Note require that we comply with ethical requirements OPINION
and plan and perform the audit to obtain reasonable assurance In our opinion, the Holding Company and its subsidiary companies
about whether adequate internal financial controls with reference incorporated in India, have in all material respects, an adequate
to financial statements was established and maintained and if such internal financial control system with reference to financial
controls operated effectively in all material respects. statements and such internal financial controls with reference
Our audit involves performing procedures to obtain audit evidence to financial statements were operating effectively as at 31 March
about the adequacy of the internal financial control system with 2018, based on the internal controls with reference to financial
reference to financial statements and their operating effectiveness. statements criteria established by the Holding Company and its
Our audit of internal financial controls with reference to financial subsidiary companies, considering the essential components of
statements included obtaining an understanding of internal internal controls stated in the Guidance Note issued by the ICAI.
financial controls with reference to financial statements, assessing
the risk that a material weakness exists, and testing and evaluating For B S R & Co. LLP
the design and operating effectiveness of internal control based on Chartered Accountants
the assessed risk. The procedures selected depend on the auditor’s Firm’s Registration
judgement, including the assessment of the risks of material No: 101248W/W-100022
misstatement of the consolidated Ind AS financial statements,
Akeel Master
whether due to fraud or error.
Mumbai Partner

124 Consolidated
CONSOLIDATED BALANCE SHEET

As at As at
Particulars Note
ASSETS
Non-current assets
Property, plant and equipment 3A 4,080 3,968
Capital work-in-progress 3B 461 229
Goodwill 4A 0 0
Other intangible assets 4A 367 370
Goodwill on consolidation 4B 81 81
Financial assets
Investments 5 2 6
Loans 6 184 168
Non-current tax assets (net) 8E 635 461
Deferred tax assets (net) 8C 302 170
Other non-current assets 9 84 75
Current assets
Inventories 10 2,513 2,541
Financial assets
Investments 5 2,871 3,788
Loans 6 4 -
Trade receivables 11 1,310 1,085
Cash and cash equivalents 12 649 628
Bank balances other than cash and cash equivalents mentioned above 13 2,836 1,200
Other current assets 14 656 552
Assets held for sale 15 16 47
TOTAL ASSETS 17,862 15,706

CONSOLIDATED BALANCE SHEET (Contd.)

As at As at
Particulars Note
EQUITY AND LIABILITIES
Equity
Equity share capital 16 216 216
Other equity 17A 7,065 6,528
Non-controlling interests 18 20 22
Liabilities
Non-current liabilities
Non-current tax liabilities (net) 8E 558 432
Other non-current liabilities 21 197 207
Current liabilities
Borrowings 22 - 277
Trade payables
Dues to micro and small enterprises 23 - 0
Dues to others 23 7,170 6,186
Other current liabilities 24 815 664
TOTAL EQUITY AND LIABILITIES 17,862 15,706
Contingent liabilities, capital and other commitments 25

[DIN: 02743340]

Company Secretary
Suman Hegde
Group Controller

126 Consolidated
CONSOLIDATED STATEMENT OF PROFIT AND LOSS

For the year ended 31st March, 2018
Particulars Note
INCOME
Revenue from operations 26 36,238 35,759
Other income 27 384 369
TOTAL INCOME 36,622 36,128
EXPENSES
Cost of materials consumed 28 12,927 11,946
Purchases of stock-in-trade 29 3,875 4,223
Changes in inventories of finished goods (including stock-in-trade) and 30 (72) 144
work-in-progress
Excise duty 31 693 2,597
Employee benefits expenses 32 1,860 1,743
Finance costs 33 26 35
Depreciation and amortisation expense 34 520 432
Other expenses 35 9,456 8,766
TOTAL EXPENSES 29,285 29,886
Exceptional items 36 (33) 237
Profit before tax from Continuing Operation 7,304 6,479
Tax expenses
Current tax 8A (2,216) (1,947)
Deferred tax credit/(charge) 8A 137 (30)
PROFIT AFTER TAX FROM CONTINUING OPERATIONS (A) 5,225 4,502
Profit/(Loss) from discontinued operations before tax 37A 2 (13)
Tax expenses of discontinued operations 37A - 1
PROFIT/(LOSS) FROM DISCONTINUED OPERATIONS AFTER TAX (B) 2 (12)
PROFIT FOR THE YEAR (A+B) 5,227 4,490
OTHER COMPREHENSIVE INCOME
Items that will not be reclassified subsequently to profit or loss
Remeasurements of the net defined benefit plans 17C (15) (33)
Income tax relating to items that will not be reclassified subsequently
to profit or loss
Remeasurements of the net defined benefit plans 8A 5 11
Items that will be reclassified subsequently to profit or loss
Fair value of debt instruments through other comprehensive income 17C (2) 2

CONSOLIDATED STATEMENT OF PROFIT AND LOSS (Contd.)

Particulars Note
Income tax relating to items that will be reclassified subsequently to
profit or loss
Fair value of Debt instruments through other comprehensive income 8A 1 (0)
OTHER COMPREHENSIVE INCOME FOR THE YEAR (C) (11) (20)
TOTAL COMPREHENSIVE INCOME FOR THE YEAR (A+B+C) 5,216 4,470
Profit attributable to:
Owners of the Company 5,214 4,476
Non-controlling interests 13 14
Other Comprehensive income attributable to:
Owners of the company (11) (20)
Non-controlling interests - (0)
Total Comprehensive income attributable to:
Owners of the company 5,203 4,456
Non-controlling interests 18 13 14
Earnings per equity share from Continuing Operations
Basic (Face value of ` 1 each) 38A ` 24.08 ` 20.74
Diluted (Face value of ` 1 each) 38A ` 24.07 ` 20.73
Earnings per equity share from Discontinued Operations
Basic (Face value of ` 1 each) 38B ` 0.01 `(0.06)
Diluted (Face value of ` 1 each) 38B ` 0.01 `(0.06)
Earnings per equity share from continuing and discontinued operations
Basic (Face value of ` 1 each) ` 24.09 ` 20.68
Diluted (Face value of ` 1 each) ` 24.08 ` 20.67


[DIN: 02743340]

Company Secretary
Suman Hegde
Group Controller

128
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year ended 31st March, 2018 (All amounts in ` crores, unless otherwise stated)
A. EQUITY SHARE CAPITAL
Note Balance
As at 31st March, 2016 216
Consolidated

As at 31st March, 2017 216
As at 31st March, 2018 16 216
B. OTHER EQUITY
Items of Other Comprehensive
Reserves and Surplus Grand Total
Income (OCI)
Capital Capital Securities Employee General Retained Other Employees’ Export Remeasurements Debt Total Attributable Total
Reserve Redemption Premium Stock Options Reserve Earnings Reserves Housing profit of net defined instruments Attributable to to Non-
Reserve Reserve Outstanding Reserve reserves benefit plans through Other owners of the controlling

Account Comprehensive company Interest
Income
As at 31st March, 2016 4 6 98 43 2,301 3,864 9 43 0 (11) 0 6,357 20 6,377
Profit for the year - - - - - 4,476 - - - - - 4,476 14 4,490
Transfer to Employees' Housing - - - - - (5) - 5 - - - - - -
Reserve
Other comprehensive income for the year - - - - - - - - - (22) 2 (20) (0) (20)
Total comprehensive income for the year - - - - - 4,47 1 - 5 0 (22) 2 4,456 14 4,470
Dividend on equity shares for the year - - - - - (3,571) - - - - - (3,571) (12) (3,583)
Dividend distribution tax - - - - - (718) - - - - - (718) - (718)
Exercise of employee stock options - - 18 (18) - - - - - - - 0 - 0
Share based payment credit - - - 4 - - - - - - - 4 - 4
As at 31st March, 2017 4 6 116 29 2,301 4,046 9 48 0 (33) 2 6,528 22 6,550
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (Contd.)
For the year ended 31st March, 2018 (All amounts in ` crores, unless otherwise stated)
Items of Other Comprehensive
Reserves and Surplus Grand Total
Income (OCI)
Capital Capital Securities Employee General Retained Other Employees’ Export Remeasurements Debt Total Attributable Total
Reserve Redemption Premium Stock Options Reserve Earnings Reserves Housing profit of net defined instruments Attributable to to Non-
Reserve Reserve Outstanding Reserve reserves benefit plans through Other owners of the controlling
Account Comprehensive company Interest
Income
Profit for the year - - - - - 5,214 - - - - - 5,214 13 5,227
Transfer to Employees' Housing - - - - - (2) - 2 - - - - - -
Reserve
Other comprehensive income for the - - - - - - - - - (10) (1) (11) - (11)
Overview
year
Total comprehensive income for the year - - - - - 5,212 - 2 - (10) (1) 5,203 13 5,216
Dividend on equity shares for the year - - - - - (3,896) - - - - - (3,896) (15) (3,911)
Dividend distribution tax - - - - - (781) - - - - - (781) - (781)
Exercise of employee stock options - - 11 (11) - - - - - - - - - -
Share based payment credit - - - 11 - - - - - - - 11 - 11
As at 31st March, 2018 4 6 127 29 2,301 4,581 9 50 0 (43) 1 7,065 20 7,085
a) Refer note 17B for nature and purpose of reserves.
b) The Scheme of Arrangement (Scheme) between the Company and its Members, envisages the transfer of balance of ` 2,187 crores standing to the credit
Reports
of General Reserves to the Profit and Loss account (currently retained earnings). The Scheme, under relevant sections of the Companies Act, 1956 and the
Companies Act,2013, was approved in annual general meeting held on 30th June, 2016 and is now pending for approval with National Company Law Tribunal
(NCLT).
[DIN: 02743340]
Company Secretary
Financial Statements
Suman Hegde
Group Controller

129

130 Consolidated
STATEMENT OF CASH FLOWS

A CASH FLOW FROM OPERATING ACTIVITIES:
Adjustments for:
Depreciation and amortisation expenses 520 432
(Profit) / loss on sale of property, plant and equipment 30 14
Government grant accrued (172) -
Interest income (260) (260)
Dividend income - (14)
Fair value (gain)/loss on investments (122) (95)
Provision for expenses on employee stock options 11 4
Impairment of non-current investments - 0
Provision/(write back) for inventory (net) 49 48
Inventory written off 124 101
Provision/(write back) for doubtful debts and advances (net) 9 4
Bad debts/assets written off 4 2
Mark-to-market (gain)/loss on derivative financial instruments (1) (1)
Cash Generated from operations before working capital changes 7,555 6,512
Adjustments for:
(Increase)/decrease in Non current loans (Security deposits and Others) (16) (46)
(Increase)/decrease in other non-current financial assets (0) 19
(Increase)/decrease in other current financial assets (315) (82)
(Increase)/decrease in other non-current assets (23) (7)
(Increase)/decrease in other current assets (104) (28)
(Increase)/decrease in trade receivables (238) 173
(Increase)/decrease in inventories (146) 37
Increase/(decrease) in trade payables 984 501
Increase/(decrease) in other non-current financial liabilities (2) 31
Increase/(decrease) in other current financial liabilities (4) (78)
Increase/(decrease) in non-current provisions 271 (39)
Increase/(decrease) in current provisions 253 63
Increase/(decrease) in other non-current liabilities (20) 12
Increase/(decrease) in other current liabilities 151 10
Cash generated from operations 8,346 7,078
Taxes paid (net of refunds) (2,268) (1,859)
Cash flow before exceptional items 6,078 5,219
Exceptional items:
Profit from discontinued operations 2 (13)
Amounts paid for other restructuring activities (25) (21)
Taxes paid for exceptional items 9 -
Net cash (used in) / generated from operating activities - [A] 6,064 5,185

STATEMENT OF CASH FLOWS (Contd.)

B CASH FLOW FROM INVESTING ACTIVITIES:
Purchase of property, plant and equipment (888) (1,113)
Sale proceeds of property, plant and equipment 17 9
Purchase of Intangibles (7) (348)
Investment in equity shares of a joint venture - (0)
Purchase of non-current investments - 0
Sale proceeds of non-current investments 4 9
Purchase of current investments (51,855) (31,214)
Sale of current investments 52,893 30,074
Redemption/maturity of bank deposits (having original maturity of more than 3 1,200 2,652
months)
Investment in bank deposits (having original maturity of more than 3 months) (2,812) (1,662)
Investment in non-current deposits with banks (0) (1)
Interest received 297 264
Dividend received from others - 14
Cash flow before exceptional items (1,151) (1,316)
Exceptional items:
Consideration received on disposal of surplus properties 15 167
Consideration received on disposal of joint venture 73 20
Taxes paid for exceptional items (5) (44)
Net cash (used in) / generated from investing activities - [B] (1,068) (1,173)
C CASH FLOW FROM FINANCING ACTIVITIES:
Dividends paid (3,887) (3,572)
Dividend distribution tax paid (781) (717)
Amounts deposited in bank accounts towards unpaid dividends (24) (11)
Amount borrowed for short term purpose - 460
Amount repaid taken for short term purpose (277) (360)
Interest paid (6) (14)
Proceeds from share allotment under employee stock options/ performance share 0 0
schemes
Net cash (used in) / generated financing activities - [C] (4,975) (4,214)
Net increase/(decrease) in cash and cash equivalents - [A+B+C] 21 (202)
Add: Cash and cash equivalents at the beginning of the year (refer Note 12) 628 830
Cash and cash equivalents at the end of the year (refer Note 12) 649 628
Note: The above Statement of Cash Flows has been prepared under the ‘Indirect Method’ as set out in Ind AS 7, ‘Statement of Cash Flows’.

[DIN: 02743340]

Company Secretary
Suman Hegde
Group Controller


132 Consolidated
NOTES
to the financial statements for the year ended 31st March, 2018
NOTE 1 : GROUP INFORMATION
Hindustan Unilever Limited (the ‘Company’) is a public limited company domiciled in India with its registered office located at Unilever House,
B.D. Sawant Marg, Chakala, Andheri (East), Mumbai 400 099. The Company is listed on the Bombay Stock Exchange (BSE) and the National
Stock Exchange (NSE). The Company is a market leader in the FMCG business comprising primarily of Home Care, Personal Care, Foods and
Refreshments. The Company has manufacturing facilities across the country and sells primarily in India through independent distributors and
modern trade.
The Company, its subsidiaries and its joint venture (jointly referred to as the ‘Group’ herein under) considered in these consolidated financial
statements are:
a) Subsidiaries
Proportion (%) of equity interest
Country of
Name of the company Principal activities As at As at
incorporation
Unilever India Exports Limited India FMCG export business 100 100
Lakme Lever Private Limited India (i) Beauty salons 100 100
(ii) Job work business
Unilever Nepal Limited Nepal FMCG business 80 80
Pond’s Export Limited India Leather products business (primarily 100 100
exports)
Jamnagar Properties Private Limited India Real estate Company 100 100
Daverashola Estates Private Limited India Real estate Company 100 100
Levindra Trust Limited India Discharge trust business as a trustee 100 100
Hindlever Trust Limited India Discharge trust business as a trustee 100 100
Levers Associated Trust Limited India Discharge trust business as a trustee 100 100
Hindustan Unilever Foundation* India Not-for-profit company in the field of 100 100
community development initiatives.
Bhavishya Alliance Child Nutrition India Not-for-profit company that works in 100 100
Initiatives* the area of social development issues
*These companies are private companies limited by shares formed under Section 25 of the Companies Act, 1956, now Section 8 of the Companies Act, 2013. No dividend can be
proposed and paid to the shareholders by these companies. In the event of winding up or dissolution of these companies, after the satisfaction of all its debts and liabilities, any
property whatsoever shall be given or transferred to some other institution(s) having object similar to the objects of these companies, to be determined by the members of the
these companies at or before the time of dissolution or in default thereof by the High Court. The carrying amount of the assets and liabilities included within the consolidated
financial statements to which these restrictions apply is ` 20 Crores (31st March, 2017: ` 3 Crore) and ` 0 Crore (31st March, 2017: ` 1 Crores) respectively.
b) Joint venture
Proportion (%) of equity interest
Country of
Name of the company Principal activities As at As at
incorporation
Kimberly Clark Lever Private Limited # India FMCG business (infant care - 50
and feminine care products)
# The Company has divested its stake in Kimberly-Clark Lever Private Limited (KCLL) to its Holding Company, Kimberly-Clark Corporation (KCC) on 29th September, 2017
c) Associates
Section 129(3) of the Companies Act, 2013, requires preparation of consolidated financial statement of the company and of all the subsidiaries
including associate company and joint venture businesses in the same form and manner as that of its own. Indian Accounting Standard (Ind
AS) 28 on Investments in Associates and Joint Ventures defines Associate Group as an entity over which the investor has significant influence.
It mentions that if an entity holds, directly or indirectly through intermediaries, 20 per cent or more of the voting power of the enterprise, it is
presumed that the entity has significant influence, unless it can be clearly demonstrated that this is not the case.
The Group holds investments in the below entities which by share ownership are deemed to be an associate company:
i) Comfund Consulting Limited where the Group has 24% equity holding. This is a Non Banking Finance Company (NBFC) set up
between HUL and a partner company, currently dormant.
ii) Aquagel Chemicals (Bhavnagar) Private Limited where the Group has 26% equity and 26% preference capital holding. This is a
company engaged in Silica business.

However, the Group does not exercise significant influence in any of the above entities, as demonstrated below :
i) The Group does not have any representation on the board of directors or corresponding governing body of the investee.
ii) The Group does not participate in policy making process.
iii) The Group does not have any material transactions with the investee.
iv) The Group does not interchange any managerial personnel.
NOTES
v) The Group does not provide any essential technical information to the investee.
vi) As these are not investments strategic to the core business of HUL, these are intended to be divested/liquidated in the near future.
Since the Group does not exercise significant influence or control on decisions of the investees, these are not being construed as associate companies and therefore
these have not been consolidated in the financial statement of the Group.
d) Share of Entities in Group

As at 31st March, 2018 For the year ended 31st March, 2018
Net Assets (Total Assets Share in Sales of Share in Other Share in Total
Overview
Share in Profit and Loss

- Total Liabilities) Products and Services Comprehensive Income Comprehensive Income
As % of As % of
Name of the Entity As % of
As % of As % of consolidated Consolidated
Consolidated
consolidated Amount consolidated Amount Amount other Amount total Amount
profit and
net assets net Sales comprehensive comprehensive
loss
income income
Parent
Hindustan Unilever Limited 96.9% 7,075 97.3% 34,619 100.1% 5,237 109.1% (12) 100.2% 5,225
Subsidiaries
Indian
Unilever India Exports Limited 2.9% 214 2.5% 881 0.9% 49 -9.1% 1 1.0% 50
Lakme Lever Private Limited 2.7% 200 0.7% 246 0.4% 23 0.0% - 0.4% 23
Reports
Pond’s Exports Limited 0.0% (3) 0.0% - 0.0% 2 0.0% - 0.0% 2

Daverashola Estates Private Limited 0.1% 4 0.0% - 0.0% - 0.0% - 0.0% -
Levers Associated Trust Limited 0.0% 0 0.0% - 0.0% (0) 0.0% - 0.0% (0)
Levindra Trust Limited 0.0% 0 0.0% - 0.0% (0) 0.0% - 0.0% (0)
Hindlever Trust Limited 0.0% 0 0.0% - 0.0% (0) 0.0% - 0.0% (0)
Jamnagar Properties Private Limited 0.0% - 0.0% - 0.0% - 0.0% - 0.0% -
Hindustan Unilever Foundation 0.3% 20 0.0% - 0.3% 17 0.0% - 0.3% 17
Bhavishya Alliance Child Nutrition Initiatives 0.0% 0 0.0% - 0.0% - 0.0% - 0.0% -
Foreign
Unilever Nepal Limited 1.1% 79 0.8% 301 0.9% 49 0.0% - 0.9% 49
Non-controlling interests 0.3% 20 0.0% - 0.2% 13 0.0% - 0.2% 13

Inter-company eliminations -4.3% (308) -1.3% (476) -2.8% (163) 0.0% - -3.0% (163)
TOTAL 100% 7,301 100% 35,571 100% 5,227 100% (11) 100% 5,216
Financial Statements

133

134 Consolidated
NOTES
NOTE 2 : BASIS OF PREPARATION, MEASUREMENT the consolidated Balance Sheet separately within equity.
AND SIGNIFICANT ACCOUNTING POLICIES Non-controlling interests in the net assets of consolidated
subsidiaries consists of:
2.1 Basis of Preparation and Measurement
(a) The amount of equity attributable to non-controlling interests
(a) Basis of preparation and consolidation at the date on which investment in a subsidiary is made; and
These Consolidated Financial statements have been prepared in (b) The non-controlling interests share of movements in equity since
accordance with the Indian Accounting Standards (hereinafter the date parent subsidiary relationship came into existence.
referred to as the ‘Ind AS’) as notified by Ministry of Corporate The profit and other comprehensive income attributable to
Affairs pursuant to Section 133 of the Companies Act, 2013 read non-controlling interests of subsidiaries are shown separately
with Rule 3 of the Companies (Indian Accounting Standards) in the Statement of Profit and Loss and Statement of Changes
Rules, 2015 and Companies (Indian Accounting Standards) in Equity.
Amendment Rules, 2016.
Transactions and balances with values below the rounding off norm
The Consolidated financial statements have been prepared adopted by the Group have been reflected as “0” in the relevant
on accrual and going concern basis. The accounting policies notes in these Consolidated Financial statements.
are applied consistently to all the periods presented in the
Consolidated financial statements. All assets and liabilities The Consolidated Financial statements of the Company for the year
have been classified as current or non current as per the Group ended 31st March, 2018 were approved for issue in accordance with
normal operating cycle and other criteria as set out in the the resolution of the Board of Directors on 14th May, 2018.
Division II of Schedule III to the Companies Act, 2013. Based on
the nature of products and the time between acquisition of assets (b) Basis of measurement
for processing and their realisation in cash and cash equivalents,
These Consolidated Financial statements are prepared under the
the Group has ascertained its operating cycle as 12 months for
historical cost convention unless otherwise indicated.
the purpose of current or non-current classification of assets and
liabilities. 2.2 Key Accounting Estimates and Judgements
Subsidiaries are entities where the group exercise or controls The preparation of Consolidated Financial statements requires
more than one-half of its total share capital. The net assets and management to make judgements, estimates and assumptions
results of acquired businesses are included in the consolidated in the application of accounting policies that affect the reported
financial statements from their respective dates of acquisition, amounts of assets, liabilities, income and expenses. Actual results
being the date on which the Group obtains control. The results may differ from these estimates. Continuous evaluation is done
of disposed businesses are included in the consolidated financial on the estimation and judgments based on historical experience
statements up to their date of disposal, being the date control and other factors, including expectations of future events that are
ceases. believed to be reasonable. Revisions to accounting estimates are
recognised prospectively.
The consolidated financial statements have been prepared using
uniform accounting policies for like transactions and other events Information about critical judgments in applying accounting
in similar circumstances. The accounting policies adopted in the policies, as well as estimates and assumptions that have the most
preparation of consolidated financial statements are consistent significant effect to the carrying amounts of assets and liabilities
with those of previous year. The financial statements of the within the next financial year, are included in the following notes:
Company and its subsidiaries have been combined on a line- (a) Measurement of defined benefit obligations - Note 42
by-line basis by adding together the book values of like items of (b) Measurement and likelihood of occurrence of provisions and
assets, liabilities, income and expenses, after eliminating intra- contingencies - Note 20 and 25
group balances, intra-group transactions and the unrealised
profits/losses, unless cost/revenue cannot be recovered. (c) Recognition of deferred tax assets - Note 8
(d) Key assumptions used in discounted cash flow projections -
The excess of cost to the Group of its investment in subsidiaries, Note 44
on the acquisition dates over and above the Group’s share of equity (e) Impairment of Intangible - Note 4
in the subsidiaries, is recognised as ‘Goodwill on Consolidation’
being an asset in the consolidated financial statements. The said 2.3 Recent Accounting Developments
Goodwill is not amortised, however, it is tested for impairment
at each Balance Sheet date and the impairment loss, if any, is (a) Standards issued but not yet effective:
provided for. On the other hand, where the share of equity in IND AS 115: Revenue from Contracts with Customers
subsidiaries as on the date of investment is in excess of cost of
investments of the Group, it is recognised as ‘Capital Reserve’ In March 2018, the Ministry of Corporate Affairs issued the
and shown under the head ‘Other Equity’ in the consolidated Companies (Indian Accounting Standards) (Amendments)
financial statements. Rules, 2017, notifying Ind AS 115, ‘Revenue from Contracts with
Customers’. The Standard is applicable to the Group with effect
Non-controlling interests in the net assets of from 1st April, 2018.
consolidated subsidiaries is identified and presented in

NOTES
Revenue from Contracts with Customers Ind AS 115 establishes 2.4 Significant Accounting Policies
a single comprehensive model for entities to use in accounting
(a) These are set out under “Significant Accounting Policies”
for revenue arising from contracts with customers. Ind AS 115
as given in the Company’s standalone financial statements.
will supersede the current revenue recognition standard Ind AS
18 Revenue, Ind AS 11 Construction Contracts when it becomes
(b) Other Accounting Policies applicable to Group
effective. The core principle of Ind AS 115 is that an entity should
recognise revenue to depict the transfer of promised goods or i) Staff Bonus and Staff quarters [Unilever Nepal Limited):
services to customers in an amount that reflects the consideration Staff bonus and staff quarters are accounted in accordance
to which the entity expects to be entitled in exchange for those with the provisions of the Bonus Act, 2030 and Labor
goods or services. Specifically, the standard introduces a 5-step Act, 2048 respectively. In accordance with the decision of
approach to revenue recognition: Honorable Supreme Court of Nepal, the Group has set aside
• Step 1: Identify the contract(s) with a customer “Employees’ Housing Reserve” for the purpose of construction
of staff quarters in line with the requirement of Section 41(2)
• Step 2: Identify the performance obligation in contract
of the Labor Act, 2048. This allocation has been done for all
• Step 3: Determine the transaction price years including previous years since financial year 2005-06.
• Step 4: Allocate the transaction price to the performance There is no requirement of allocating fund for staff quarters as
obligations in the contract per the provision of new Labor Act enacted and effective from
• Step 5: Recognise revenue when (or as) the entity satisfies a 4th September, 2017. Hence, the allocation of staff quarter from
performance obligation the retained earning is done only for the applicable fiscal year.
Under Ind AS 115, an entity recognises revenue when (or as) a ii) Operating segments:
performance obligation is satisfied, i.e. when ‘control’ of the goods The managing committee is considered to be the ‘Chief
or services underlying the particular performance obligation Operating Decision Maker’ (CODM) as defined in IND AS 108.
is transferred to the customer. The Group has completed its The Operating Segment is the level at which discrete financial
evaluation of the possible impact of Ind AS 115 and will adopt the information is available. The CODM allocates resources and
standard from 1st April, 2018 assess performance at this level. The group has identified the
below operating segments:
1. Home Care - Fabric Wash, Household care and Water
2. Personal Care - Personal Wash, Skin Care, Hair Care,
Oral Care, Deodorants and colours
3. Foods - Packaged foods and popular foods
4. Refreshments - Tea, Coffee, Ice Creams and Frozen
Deserts.

136 Consolidated
NOTES
NOTE 3 : PROPERTY, PLANT AND EQUIPMENT
A Property, Plant and Equipment
Land Plant and Furniture Office
Buildings Total
- Freehold - Leasehold equipment and fixtures equipment
Gross Block
Balance as at 31st March, 2016 60 28 931 2,370 61 41 3,491
Additions - 1 284 934 7 22 1,248
Disposals - - (5) (34) (2) (1) (42)
Additions - 1 139 500 10 20 670
Disposals - (3) (6) (79) - (8) (96)
Accumulated Depreciation
Balance as at 31st March, 2016 - 2 36 272 8 8 326
Additions - 2 40 356 9 13 420
Disposals - - (1) (14) (1) (1) (17)
Impairment Loss - - - 0 0 0 0
Balance as at 31st March, 2017 - 4 75 614 16 20 729
Additions - 2 51 433 8 16 510
Disposals - (1) (1) (39) - (7) (48)
Balance as at 31st March, 2018 - 5 125 1,008 24 29 1,191
Net Block
Notes:
(a) Buildings include ` 0 crores (31st March, 2017: ` 0 crores) being the value of shares in co-operative housing societies.
(b) The title deeds of Freehold Land aggregating ` 0 crores (31st March, 2017: ` 2 crores), Leasehold Land, net block aggregating
` 1 crores, (31st March, 2017: ` 5 crores) are in the process of perfection of title.
(c) The Property, Plant and Equipment in 3A includes assets given on lease mentioned in the below table:

Plant and Furniture Office

Building Total
equipment and fixtures equipment
B Capital work-in-progress
Capital work in progress as at 31st March, 2018 is ` 461 crores (31st March, 2017: ` 229 crores)
For contractual commitment with respect to property, plant and equipment refer Note 25.B(ii).

NOTES
NOTE 4 : INTANGIBLE ASSETS
A Intangible Assets
Other intangible assets
Goodwill Knowhow and Computer
Brands Total
Design Software
Gross Block
Additions - - - 1 1
Disposals - - - (1) (1)
Acquisitions through business combination 0 311 59 - 370
(Refer note 44)
Additions - - - 7 7
Disposals - - - - -
Accumulated Amortisation and Impairment
Disposals - - - (0) (0)
Disposals - - - - -
Net Block
IMPAIRMENT CHARGES
The goodwill and indefinite life intangible assets are tested for impairment and accordingly no impairment charges were identified for FY
2017-18 (Nil for FY 2016-17)
SIGNIFICANT CASH GENERATING UNITS (CGUS)

The Group has identified its reportable segments Home care, Personal Care, Foods, Refreshments and Others as the CGUs. The goodwill
and brand (with indefinite life) acquired through business combination has been entirely allocated to CGU ‘Personal Care’ segment of the
Group. The carrying amount of goodwill and brand as at 31st March, 2018 is ` 0 crores and ` 311 crores respectively.
Following key assumptions were considered while performing Impairment testing

Long term sustainable growth rates 7%
Weighted Average Cost of Capital % (WACC) before tax 14%
Average segmental margins 25%
The projections cover a period of five years, as the Group believes this to be the most appropriate timescale over which to review and consider
annual performances before applying a fixed terminal value multiple to the final year cash flows. The growth rates used to estimate future
performance are based on the conservative estimates from past performance. Segmental margins are based on FY 2017-18 performance.
Weighted Average Cost of Capital % (WACC) = Risk free return + ( Market risk premium x Beta variant for the Company).
The Group has performed sensitivity analysis around the base assumptions and have concluded that no reasonable changes in key
assumptions would cause the recoverable amount of the CGU to be less than the carrying value.
B Goodwill on consolidation
Pursuant to the merger of Aquagel Chemicals Private Limited (ACPL) with Lakme Lever Private Limited in the FY 2014-15, the excess
of cost to the Group of its investment in ACPL over the Group’s portion of equity in ACPL, amounting to ` 81 crores has been treated
as ‘Goodwill on consolidation’. The goodwill on consolidation is tested for impairment and accordingly no impairments charges were
identified for FY 2017-18 (Nil for FY 2016-17)

138 Consolidated
NOTES
NOTE 5 : INVESTMENTS
As at As at
Non-Current Investments
A. Equity instruments
Fair value through profit or loss
Quoted 0 0
Unquoted 1 1
TOTAL (A) 1 1
B. Other instruments
Amortised cost
Unquoted
Investments in debentures and bonds 0 0
Investments in National Savings Certificates 0 0
Unquoted
Investments in preference shares 1 5
TOTAL (B) 1 5
TOTAL (A+B) 2 6
Current Investments
C. Other instruments
Fair value through other comprehensive income
Quoted
Investments in treasury bills 1,025 1,459
Quoted
Investments in mutual funds 1,846 2,329
TOTAL (C) 2,871 3,788
TOTAL (A+B+C) 2,873 3,794
Aggregate amount of quoted investments 2,871 3,788
Aggregate Market value of quoted investments 2,871 3,788
Aggregate amount of impairment in value of investments - -
Refer Note 40 for information about fair value measurement and Note 41 for credit risk and market risk of investments.
NOTE 6 : LOANS
As at As at
Non-Current
Others (including employee loans) 66 46
TOTAL (A) 184 168
Current
Security deposits 4 -
TOTAL (B) 4 -
Total (A+B) 188 168
Refer Note 41 for information about credit risk and market risk for loans.

NOTES
NOTE 7 : OTHER FINANCIAL ASSETS
As at As at
Non-Current
Investments in term deposits (with remaining maturity of more than twelve months) 1 1
Other assets (includes other receivables etc.) 5 5
TOTAL (A) 6 6
Current
Current account balances with group companies and joint venture 40 71
Duty drawback receivable 6 -
Other assets (includes government grants, other receivables etc.) 754 246
TOTAL (B) 805 331
Total (A+B) 811 337
Refer Note 41 for information about credit risk and market risk for other financial assets.
NOTE 8 : INCOME TAXES

A. Components of Income tax Expense
From Continuing Operation From Discontinued Operations
I. Tax expense recognised in the Statement of Profit
and Loss
Current tax
Current year 2,360 2,011 - -
Adjustments/(credits) related to previous years (144) (64) - (1)
- (net)
TOTAL (A) 2,216 1,947 - (1)
Origination and reversal of temporary differences (137) 30 - -
TOTAL (B) (137) 30 - -
TOTAL (A+B) 2,079 1,977 - (1)
II. Tax on Other Comprehensive Income
Current tax
(Gain)/loss on remeasurement of net defined (11) - - -
benefit plans
(Gain)/loss on debt instruments through other - - - -
(Gain)/loss on remeasurement of net defined 6 (11) - -
benefit plans
(Gain)/loss on debt instruments through other (1) 0 - -
(6) (11) - -

140 Consolidated
NOTES
B. Reconciliation of Effective Tax Rate
The reconciliation between the statutory income tax rate applicable to the Company and the effective income tax rate of the Company is
as follows :
As at As at
Statutory income tax rate 34.6% 34.4%
Differences due to:
Expenses not deductible for tax purposes 1.7% 2.0%
Income exempt from income tax -0.7% -0.9%
Income tax incentives -4.4% -4.5%
Others* -2.7% -0.4%
Effective tax rate 28.5% 30.6%
* Others include prior period adjustment tax refunds and tax on exceptional items
C. Deferred Tax Assets and Liabilities

As at As at
Deferred tax assets 302 170
Net Deferred tax assets/(liabilities) 302 170
D. Movement In Deferred Tax Assets and Liabilities

31st March, 2017 31st March, 2016 the Statement of in Other of Business 31st March,
Profit and Loss Comprehensive Combination 2017
Income
Provision for post retirement 159 (33) 11 - 137
benefits
Provision for doubtful debts and 22 (0) - - 22
advances
Expenses allowable for tax 141 (12) - - 129
purposes when paid
Accelerated Tax Depreciation (285) (71) - 22 (334)
Fair value (gains)/losses (67) (17) - - (84)
Other temporary differences 197 103 0 - 300
167 (30) 11 22 170

31st March, 2018 31st March, 2017 the Statement of in Other of Business 31st March,
Profit and Loss Comprehensive Combination 2018
Income
Provision for post retirement 137 9 (3) - 143
benefits
Provision for doubtful debts and 22 7 - - 29
advances
Expenses allowable for tax 129 37 (1) - 165
purposes when paid
Depreciation (334) (26) - - (360)
Fair value gain/(loss) on (84) 29 2 - (53)
investments
170 137 (5) - 302

NOTES
E. Tax Assets and Liabilities
As at As at
Non Current tax assets (net) 635 461
Non Current tax liabilities (net) 558 432
F. Unrecognised Deferred Tax Assets

As at 31st March, 2018 As at 31st March, 2017
Unrecognised Unrecognised
Gross Amount Gross Amount
Tax effect Tax effect
Deductible temporary difference 14 5 (59) (20)
Tax losses 5 2 165 57
TOTAL 19 7 106 37
G. Tax Losses Carried Forward

Expiry date Expiry date
Brought forward losses (allowed to be carried forward - - 63 2018-22
for specified period)
Brought forward losses (allowed to be carried forward 5 2023-25 5 2023-25
for specified period)
Brought forward losses (allowed to be carried forward 0 - 97 -
for infinite period)
Note: The above is arrived basis the balances as on date. Part of the tax losses expires in 2023-2025. The deductible temporary difference
do not expire under the current tax legislation.
NOTE 9 : OTHER NON-CURRENT ASSETS

As at As at
Deferred lease rent 1 1
Security Deposits with customs, port trust, excise and other government authorities 62 39
Capital advances 21 35
Other advances (includes advances for materials) 29 30
Less: Allowance for bad and doubtful advances (29) (30)
TOTAL 84 75
The movement in allowance for bad and doubtful advances is as follows:
Change in allowance for bad and doubtful assets during the year (1) 3
Written off during the year (0) (8)
NOTE 10 : INVENTORIES
As at As at
Raw materials [includes in transit: ` 52 crores (31st March, 2017: ` 86 crores)] 813 863
Packing materials 83 107
Finished goods [includes in transit: ` 34 crores (31st March, 2017: ` 34 crores)] (Refer 1,285 1,268
note (a) below)
Stores and spares 69 74
2,513 2,541
(a) Finished goods includes good purchased for re-sale, as both are stocked together.
(b) During FY 2017-18 an amount of ` 174 crores (31st March, 2017: ` 151 crores) was charged to the Statement of Profit and Loss on
account of damage and slow moving inventory. The reversal on account of above during the year amounted to ` 1 crore (31st March,
2017: ` 2 crores).

142 Consolidated
NOTES
NOTE 11 : TRADE RECEIVABLES
(Unsecured unless otherwise stated)
As at As at
Considered good 1,310 1,085
Considered doubtful 49 39
Less: Allowance for bad and doubtful debts (49) (39)
1,310 1,085
The movement in allowance for bad and doubtful debts is as follows:
Change in allowance for bad and doubtful debts during the year 14 12
Trade receivables written off during the year (4) (3)
Refer Note 41 for information about credit risk and market risk of trade receivables.
NOTE 12 : CASH AND CASH EQUIVALENTS

As at As at
Cash on hand 0 0
Balances with banks
In current accounts 109 110
Term deposits with original maturity of less than three months 540 518
649 628
NOTE 13 : BANK BALANCES OTHER THAN CASH AND CASH EQUIVALENTS

As at As at
Earmarked balances with banks
Unpaid dividend account 140 116
Investments in term deposits (with original maturity of more than three months but less 2,696 1,084
than twelve months)
2,836 1,200
NOTE 14 : OTHER CURRENT ASSETS

As at As at
Export benefits receivable 49 33
VAT credit receivable - 55
GST and CENVAT receivable 400 246
Balances with government authorities 1 4
Other advances (includes prepaid expenses etc.) 206 214
656 552

NOTES
NOTE 15 : ASSETS HELD FOR SALE
As at As at
Group of assets held for sale
Freehold Land 2 2
Buildings 6 7
Plant and equipment 8 12
Furniture and fixtures 0 0
Vehicles 0 0
Office equipment 0 0
Investment in Joint Venture - 26
16 47
NOTE 16 : EQUITY SHARE CAPITAL

As at As at
Authorised
2,25,00,00,000 (31st March, 2017: 2,25,00,00,000 ) equity shares of ` 1 each 225 225
Issued, subscribed and fully paid up
2,16,45,28,777 (31st March, 2017: 2,16,43,49,639) equity shares of ` 1 each 216 216
216 216
a) Reconciliation of the number of shares

Equity Shares:
Balance as at the beginning of the year 2,16,43,49,639 216 2,16,39,36,971 216
Add: ESOP shares issued during the year (Refer note 43) 1,79,138 0 4,12,668 0
Balance as at the end of the year 2,16,45,28,777 216 2,16,43,49,639 216
b) Rights, preferences and restrictions attached to shares

Equity shares: The Company has one class of equity shares having a par value of ` 1 per share. Each shareholder is eligible for one vote per
share held. 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. 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.
c) Shares held by holding company and subsidiaries of holding company in aggregate

As at As at
Equity Shares of ` 1 each
1,11,43,70,148 shares (31st March, 2017: 1,11,43,70,148) held by Unilever PLC, UK, the 111 111
holding company
34,00,42,710 shares (31st March, 2017: 34,00,42,710) held by subsidiaries of the holding 34 34
company
d) Details of equity shares held by shareholders holding more than 5% of the aggregate shares in the Company
As at As at
Number of shares 1,11,43,70,148 1,11,43,70,148
Unilever PLC, UK, the holding company 51.48% 51.49%

144 Consolidated
NOTES
e) Shares reserved for issue under options

Under 2001 HLL Stock Option Plan: equity shares of ` 1 - - - -
each, at an exercise price of ` 132.05 per share
Under 2006 HUL Performance Share Scheme: equity - - - -
Under 2012 HUL Performance Share Scheme: equity 4,53,191 0 5,52,414 0
(refer note 43)
4,53,191 0 5,52,414 0
For terms and other details Refer Note 43.
NOTE 17 : OTHER EQUITY

Refer Statement of Changes in Equity for detailed movement in Equity balance.
A. Summary of Other Equity balance.
As at As at
Capital Reserve 4 4
Capital Redemption Reserve 6 6
Securities Premium Reserve 127 116
Employee Stock Options Outstanding Account 29 29
General Reserve 2,301 2,301
Retained Earnings 4,581 4,046
Other Reserves 9 9
Employee's Housing Reserve 50 48
Export profit reserves 0 0
Items of Other Comprehensive Income
- Remeasurements of net defined benefit plans (43) (33)
- Fair value of Debt instruments through OCI 1 2
TOTAL ATTRIBUTABLE TO OWNERS OF THE COMPANY 7,065 6,528
Attributable to Non-controlling Interest (Refer Note 18) 20 22
TOTAL OTHER EQUITY 7,085 6,550
B. Nature and purpose of reserves

(a) Capital Reserve: During amalgamation, the excess of net assets taken, over the cost of consideration paid is treated as capital reserve.
(b) Capital Redemption Reserve: The Company has recognised Capital Redemption Reserve on the buyback of equity shares from its
retained earnings. The amount in the Capital Redemption Reserve is equal to the nominal amount of the equity shares bought back.
(c) Securities Premium Reserve: The amount received in excess of face value of the equity shares is recognised in Securities Premium
Reserve. In case of equity-settled share based payment transactions, the difference between fair value on grant date and nominal
value of share is accounted as securities premium reserve.
(d) Employee Stock Options Outstanding Account: The fair value of the equity-settled share based payment transactions with employees
is recognised in Statement of Profit and Loss with corresponding credit to Employee Stock Options Outstanding Account.
(e) General Reserve: The Company has transferred a portion of the net profit of the Company before declaring dividend to general reserve
pursuant to the earlier provision of companies Act, 1956. Mandatory transfer to general reserve is not required under the Companies Act, 2013.
(f) Retained Earnings: Retained earnings are the profits that the company has earned till date, less any transfers to general reserve,
dividends or other distributions paid to investors.
(g) Other Reserves: The Company has recognised Other Reserves on amalgamation of Brooke Bond Lipton India Limited as per statutory
requirements. This reserve is not available for capitalisation/declaration of dividend/ share buy-back. Further it also includes capital
subsidy and revaluation reserve.

NOTES
(h) Employee’s Housing Reserve : As required by the local labour act of Nepal, on a yearly basis a portion of gross profit earned by the
company is transferred to housing fund reserve which will be used to provide housing facilities to the employees. Mandatory transfer
to employee’s housing reserve is not required with the new labour law enacted on 4th september, 2017.
(i) Export profit reserves : Export Profit Reserve has been created to protect, from any losses due to volatility in business.
(j) Remeasurements of Net Defined Benefit Plans: Differences between the interest income on plan assets and the return actually
achieved, and any changes in the liabilities over the year due to changes in actuarial assumptions or experience adjustments within
the plans, are recognised in ‘Other comprehensive income’ and subsequently not reclassified to the Statement of Profit and Loss.
(k) Debt Instruments through Other Comprehensive Income: The fair value change of the debt instruments measured at fair value
through other comprehensive income is recognised in Debt instruments through Other Comprehensive Income. Upon derecognition,
the cumulative fair value changes on the said instruments are reclassified to the Statement of Profit and Loss.
C. Other Comprehensive Income accumulated in Other Equity, net of tax

The disaggregation of changes in other comprehensive income by each type of reserve in equity is shown below:
Debt instruments
Remeasurements
through Other
of defined benefit Total
Comprehensive
plans
Income
As at 31st March, 2016 (11) 0 (11)
Re-measurement gain/(loss) on net defined benefit plans (33) - (33)
Gain/(loss) on debt instruments recognised in other - 2 2
Income tax effect 11 (0) 11
As at 31st March, 2017 (33) 2 (31)
Re-measurement gain/(loss) on net defined benefit plans (15) - (15)
Gain/(loss) on debt instruments recognised in other - (2) (2)
Income tax effect 5 1 6
As at 31st March, 2018 (43) 1 (42)
D. Capital Management
Equity share capital and other equity are considered for the purpose of Group’s capital management.
The Group manages its capital so as to safeguard its ability to continue as a going concern and to optimise returns to shareholders. The
capital structure of the Group is based on management’s judgement of its strategic and day-to-day needs with a focus on total equity so as
to maintain investor, creditors and market confidence.
The management and the board of directors monitors the return on capital as well as the level of dividends to shareholders. The Group may
take appropriate steps in order to maintain, or if necessary adjust, its capital structure.
NOTE 18 : NON-CONTROLLING INTERESTS

The following table summarises the financial information relating to Unilever Nepal Limited that has non-controlling interests (20%).
As at As at
Non-current assets 184 156
Current assets 141 153
Non-current liabilities (144) (122)
Current liabilities (82) (78)
Net assets 99 109
Carrying amount of non-controlling interests 20 22


146 Consolidated
NOTES
Revenue from operations 327 312
Profit for the year 62 69
Other comprehensive income for the year - (0)
Total comprehensive income for the year 62 69
Attributable to non-controlling interests (20%):
Profit for the year 13 14
Other comprehensive income for the year - (0)
Cash flows from:
Operating activities 70 57
Investing activities 8 (2)
Financing activities (73) (58)
Net increase/(decrease) in cash and cash equivalents 5 (3)
Dividend paid to non-controlling interests 15 12
NOTE 19 : OTHER FINANCIAL LIABILITIES

As at As at
Non-Current
Contingent consideration 91 49
TOTAL (A) 119 73
CURRENT
Unpaid dividends [Refer (a) below] 140 116
Contingent consideration payable 13 -
Other payables (payable for purchase of property, plant and equipment etc.) 57 62
Deferred borrowings - 3
Book Overdraft - 1
TOTAL (B) 214 195
TOTAL (A+B) 333 268
a) There are no amounts due for payment to the Investor Education and Protection Fund under Section 125 of the Companies Act,
2013 as 31st March, 2018 (31st March, 2017: Nil)
NOTE 20 : PROVISIONS
As at As at
Non-Current
Provision for employee benefits (pension, medical, compensated absences[Refer Note 101 106
42] and others)
Other provisions (including for statutory levies etc.) - net [Refer (a) below] 699 408
TOTAL (A) 800 514
Current
Provision for employee benefits (gratuity, pension, medical, compensated 93 41
absences[Refer Note 42] and others)
Other provisions (including restructuring etc.) [Refer (a) below] 595 351
TOTAL (B) 688 392
TOTAL (A+B) 1,488 906

NOTES
a) Movement in Other provisions (Non-current and Current)
Legal and Other
Indirect Tax related Total
Matters
Balance as at 31st March, 2018 350 944 1,294
* includes unwinding of discount and change in discount rate.
The provisions for indirect taxes and legal matters comprises of numerous separate cases that arise in the ordinary course of business.
These provisions have not been discounted as it is not practicable for the Group to estimate the timing of the provision utilisation and cash
outflows, if any, pending resolution.
NOTE 21 : OTHER NON-CURRENT LIABILITIES

As at As at
Employee and ex-employee related liabilities 197 207
197 207
NOTE 22 : CURRENT BORROWINGS

As at As at
Unsecured loan from banks - 277
- 277
Refer note 41 for information about liquidity risk and market risk of short term borrowings.
Unsecured loan taken from banks for export packing credit requirement amounting to ` Nil (31st March, 2017: ` 280 crores)
NOTE 23 : TRADE PAYABLES

As at As at
Dues to Micro and Small Enterprises (as per the Intimation Received from Vendors)
a. Principal and interest amount remaining unpaid - 0
b. Interest due thereon remaining unpaid - -
c. Interest paid by the Company in terms of Section 16 of the Micro, Small and - -
Medium Enterprises Development Act, 2006, along with the amount of the payment
made to the supplier beyond the appointed day
d. Interest due and payable for the period of delay in making payment (which have - -
been paid but beyond the appointed day during the period) but without adding
interest specified under the Micro, Small and Medium Enterprises Act, 2006
e. Interest accrued and remaining unpaid - -
f. Interest remaining due and payable even in the succeeding years, until such date - -
when the interest dues as above are actually paid to the small enterprises
Dues to Others
Acceptances 141 243
Trade payables 7,029 5,943
7,170 6,186
Refer Note 41 for information about liquidity risk and market risk of trade payables.

148 Consolidated
NOTES
NOTE 24 : OTHER CURRENT LIABILITIES
As at As at
Salaries, wages and bonus payable 239 211
Statutory dues (including provident fund, tax deducted at source and others) 353 375
Advance from customers 62 78
Other payables 161 -
815 664
NOTE 25 : CONTINGENT LIABILITIES AND COMMITMENTS

As at As at
A Contingent Liabilities
Claims against the Group not acknowledged as debts
Income tax matters 895 646
Sales tax matters 255 125
Excise duty, service tax and customs duty matters 482 194
Other matters including claims related to employees/ex-employees, property 121 85
related demands, etc.
(i) It is not practicable for the Group to estimate the timings of cash
outflows, if any, in respect of the above pending resolution of the
respective proceedings as it is determinable only on receipt of
judgments/decisions pending with various forums/authorities.
(ii) The Group does not expect any reimbursements in respect of the above
contingent liabilities.
(iii) The Group’s pending litigations comprise of proceedings pending with
Income Tax, Excise, Custom, Sales tax/VAT, other authorities and claims
against the Group by employees. The Group has reviewed all its pending
litigations and proceedings and has adequately provided for where
provisions are required and disclosed as contingent liabilities where
applicable, in its financial statements. The Group does not expect the
outcome of these proceedings to have a materially adverse effect on its
financial results.
(iv) The Group has given Bank Guarantees in respect of certain matters of
above contingent liabilities.
Corporate Guarantee given 8 8
B Commitments
i) Operating lease commitments
The Group’s significant leasing arrangements are in respect of operating leases for premises (residential, office, stores, godown etc.) and
computers. These leasing arrangements which are cancellable (other than those specified below), range between 11 months and 10 years
generally, or longer, and are usually renewable by mutual consent on mutually agreeable terms. The aggregate lease rentals payable are
charged as rent in the Statement of Profit and Loss.
The Group has entered into agreement to take certain land and building on operating lease for warehousing activities from a third party.
The lease arrangement is for 10 years, including a non-cancellable term of 9 years. The lease rent of ` 13 crores (2016-17: ` 14 crores) on
such lease is included in Rent.
The future aggregate minimum lease payments under non-cancellable operating leases are as follows:
As at As at
Not later than one year 14 14
Later than one year and not later than five years 61 58
Later than five years 10 24

NOTES
As at As at
ii) Capital commitments
Estimated value of contracts in capital account remaining to be executed and not 164 257
provided for (net of capital advances)
iii) Other commitments
Unexpired Letter of credit and acceptances 11 8
175 265
NOTE 26 : REVENUE FROM OPERATIONS

Sale of products (including excise duty*) 35,474 34,964
Sale of services 97 97
Other operating revenue
Others (including government grant, scrap sales, export incentives, commission, 307 185
lease license fee etc.)
36,238 35,759
Total government grant recognized ` 172 crores (FY 2016-17 Nil )
* Up to 30th June, 2017
NOTE 27 : OTHER INCOME

Interest income on
Bank deposits 136 184
Current investments 122 74
Others 2 2
Dividend income from
Non-current investments 2 -
Current investments - 14
Fair value gain/(loss)
Investments measured at fair value through profit or loss 113 86
Investments measured at fair value through other comprehensive income - 0
Net gain on sale of investments 9 9
384 369
NOTE 28 : COST OF MATERIALS CONSUMED

Raw materials consumed 10,358 9,383
Packing materials consumed 2,569 2,563
12,927 11,946
NOTE 29 : PURCHASES OF STOCK-IN-TRADE

Purchases of stock-in-trade 3,875 4,223
3,875 4,223

150 Consolidated
NOTES
NOTE 30 : CHANGES IN INVENTORIES OF FINISHED GOODS (INCLUDING STOCK-IN-TRADE) AND WORK-IN-PROGRESS
Opening inventories
Finished goods 1,268 1,251
Finished goods
Finished goods (1,285) (1,268)
Work-in-progress (263) (229)
Excise duty on increase/(decrease) of finished goods (21) 15
(72) 144
NOTE 31 : EXCISE DUTY

Excise duty 693 2,597
693 2,597
Up to 30th June, 2017
NOTE 32 : EMPLOYEE BENEFITS EXPENSES

Salaries and wages, bonus etc. 1,526 1,439
Contribution to provident funds and other funds 94 86
Defined benefit plan expense (Refer Note 42) 65 18
Share based payments to employees (Refer Note 43) 79 94
Workmen and staff welfare expenses 96 106
1,860 1,743
NOTE 33 : FINANCE COSTS

Interest expense on book overdraft and others 5 14
Net interest on the net defined benefit liability (Refer Note 42) 8 6
Unwinding of discount on provisions and liabilities 9 8
Unwinding of discount on employee and ex-employee related liabilities 4 7
26 35
NOTE 34 : DEPRECIATION AND AMORTISATION EXPENSES

Depreciation on property, plant & equipment 510 420
Amortisation on intangible assets 10 12
520 432

NOTES
NOTE 35 : OTHER EXPENSES
Advertising and promotion 4,153 3,542
Carriage and freight 1,547 1,516
Royalty
- Technology 493 521
- Brand 158 651 170 691
Fees for central services from Parent Company 358 378
Power, fuel, light and water 295 295
Rent 285 267
Travelling and motor car expenses 162 179
Repairs 120 131
Rates & taxes (excluding income tax) 96 116
Corporate social responsibility expense [Refer note (a) below] 119 107
Miscellaneous expenses 1,361 1,351
9,456 8,766
(a) The Group has spent ` 119 crores (2016-17: ` 107 crores) towards various schemes of Corporate Social Responsibility as prescribed
under Section 135 of the Companies Act, 2013. The details are:
I. Gross amount required to be spent by the Group during the year: ` 115 crores (2016-17: ` 105 crores)
II. Amount spent during the year on:

In cash Yet to be In cash Yet to be paid
/payable paid in Cash /payable in Cash
i) Construction/Acquisition of any asset - - - -
ii) For purposes other than (i) above 119 - 107 -
119 - 107 -
III. The Group does not carry any provisions for Corporate social responsibility expenses for the current year and previous year.
NOTE 36 : EXCEPTIONAL ITEMS

i) Profit on disposal of surplus properties 13 164
ii) Profit on disposal of business/subsidiary - 19
iiI) Profit on disposal of joint venture 72 -
iv) Decrease in liability on account of plans amendments basis actuarial valuation - 115
(refer Note 42)
Total exceptional income (A) 85 298
i) Fair valuation of contingent consideration payable (refer Note 44) (48) -
ii) Restructuring costs (70) (61)
Total exceptional expenditure (B) (118) (61)
Exceptional items (net) (A+B) (33) 237


152 Consolidated
NOTES
NOTE 37 : DISCONTINUED OPERATIONS
In previous year Ponds Exports Limited (PEL) has closed down its existing operation. This is in line with our group strategy of exiting non
core business.
A Results of discontinued operation

Revenue 5 90
Expenses (3) (103)
Results from discontinued operations before tax 2 (13)
Less: Inter-company Elimination 0 0
Tax Expense
Current tax - 1
Deferred tax credit/(charge) - -
Results from discontinued operations after tax 2 (12)
The profit from discontinued operations of ` 2 crores (2016-17 loss ` 12 crores) is attributable entirely to the owners of the Company.
B Net Cash (used in)/generated from discontinued operations

Net cash generated from operating activities 4 (0)
Net cash (used in)/generated from investing activities (0) 1
Net cash used in financing activities (4) 0
Net cash flows for the year (0) 1
NOTE 38 : EARNINGS PER EQUITY SHARE

A. From Continuing operations
Profit for the year attributable to the owners of the Company 5,212 4,488
Earnings Per Share (`) - Basic (Face value of ` 1 per share) ` 24.08 ` 20.74
Earnings Per Share (`) - Diluted (Face value of ` 1 per share) ` 24.07 ` 20.73
B. From Discountinued operations

Profit/(Loss) for the year attributable to the owners of the Company 2 (12)
Earnings Per Share (`) - Basic (Face value of ` 1 per share) ` 0.01 ` (0.06)
Earnings Per Share (`) - Diluted (Face value of ` 1 per share) ` 0.01 ` (0.06)

NOTES
NOTE 39 : DIVIDEND ON EQUITY SHARE
Dividend on equity shares declared and paid during the year
Final dividend of ` 10.00 per share for FY 2016-17 (2015-16: ` 9.50 per share) 2,164 2,056
Dividend distribution tax on final dividend* 441 419
Interim dividend of ` 8.00 per share for FY 2017-18 (2016-17: ` 7.00 per share) 1,732 1,515
Dividend distribution tax on interim dividend* 314 274
4,651 4,264
Proposed dividend on equity shares not recognised as liability
Final dividend of ` 12.00 per share for FY 2017-18 (2016-17: `10.00 per share) 2,597 2,164
Dividend distribution tax on final dividend 534 441
3,131 2,605
Payout ratio for FY 2017-18 99%
Proposed dividend on equity shares is subject to the approval of the shareholders of the Company at the Annual General Meeting and not
recognised as liability as at the Balance Sheet date.
*Dividend Distribution Tax (DDT)-net, pertaining to the current year comprises the DDT on final dividend of FY 2016-17 and interim dividend of FY 2017-18 and the credit
in respect of tax paid under Section 115 O of the Income-tax Act, 1961 by the Company on dividend received from its domestic and foreign subsidiaries during the year.
NOTE 40 : FINANCIAL INSTRUMENTS

A Accounting Classifications and Fair Values
The carrying amounts and fair values of financial instruments by class are as follows:
Carrying value /Fair value
Note As at As at
31st March , 2018 31st March, 2017
Financial Assets
Financial assets measured at fair value
Investments measured at
i. Fair value through other comprehensive income 5 1,025 1,459
ii. Fair value through profit or loss 5 1,848 2,335
Investments 5 0 0
Loans 6 188 168
Investments in term deposits 7,13 2,697 1,085
Other assets 7 759 251
6,522 5,312
Financial Liabilities
Financial liabilities measured at fair value
Contingent consideration 19 104 49
Borrowings 22 - 277
Security deposits 19 28 24
Other payables 19 57 62
193 425
The Group has disclosed financial instruments such as cash and cash equivalents, other bank balances, trade receivables, current
account balances with group companies, trade payables, unpaid dividends, deferred borrowings, interest accrued but not due and book
overdraft at carrying value because their carrying amounts are a reasonable approximation of the fair values due to their short term nature.

154 Consolidated
NOTES
B Income, Expenses, Gains or Losses on Financial Instruments
Interest income and expenses, gains or losses recognised on financial assets and liabilities in the Statement of Profit and Loss are as
follows:
Allowance for doubtful debts 13 6
Financial assets measured at fair value through other comprehensive income
Investment in debt instruments
Fair value gain/(loss) recognised in other comprehensive income (2) 2
Reclassified from other comprehensive income to Statement of Profit and Loss 0 0
Financial assets measured at fair value through profit or loss
Fair value gain/(loss) on investment in debt instruments 113 86
Dividend income on non current investments 2 -
Dividend income on current investments - 14
Net gain on sale of investments 9 9
Derivatives - foreign exchange forward contracts
Fair value gain/(loss) (2) 22
C Fair Value Hierarchy

The fair value of financial instruments as referred to in note (A) above have been classified into a three categories depending on the inputs
used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities
(Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).
The categories used are as follows:

• Level 1: Quoted prices for identical instruments in an active market;
• Level 2: Directly or indirectly observable market inputs, other than Level 1 inputs; and
• Level 3: Inputs which are not based on observable market data.
For assets and liabilities which are measured at fair value as at Balance Sheet date, the classification of fair value calculations by category
is summarized below:
Level 1 Level 2 Level 3 Total

Borrowings - 277 - 277

NOTES
The fair value classification of investment in mutual funds (fair value through profit and loss) has been reviewed and re-classified from
Level 2 to Level 1 during FY 2017-18.
Calculation of Fair Values

The fair values of the financial assets and liabilities are defined as the price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the
fair values are consistent with those used for the year ended 31st March, 2017.
Financial assets and liabilities measured at fair value as at Balance Sheet date:
1. The fair values of investment in treasury bills and quoted investment in equity shares is based on the current bid price of respective
investment as at the Balance Sheet date.
2. The fair values of investments in mutual fund units is based on the net asset value (‘NAV’) as stated by the issuers of these mutual
fund units in the published statements as at Balance Sheet date. NAV represents the price at which the issuer will issue further units
of mutual fund and the price at which issuers will redeem such units from the investors.
3. The fair values of the derivative financial instruments has been determined using valuation techniques with market observable inputs.
The models incorporate various inputs including the credit quality of counter-parties and foreign exchange forward rates.
Other financial assets and liabilities

- Cash and cash equivalents, trade receivables, investments in term deposits, other financial assets (except derivative financial instruments),
trade payables, and other financial liabilities (except derivative financial instruments) have fair values that approximate to their carrying
amounts due to their short-term nature.
- Loans have fair values that approximate to their carrying amounts as it is based on the net present value of the anticipated future cash
flows using rates currently available for debt on similar terms, credit risk and remaining maturities.
Significant unobservable inputs used in level 3 Fair Values

As at 31st March, 2018 Significant unobservable inputs Sensitivity of input to fair value measurement
Contingent consideration Forecast revenue: 10% increase in forecasted revenue will have additional Liability
of ` 10 crores and 10% decrease will have opposite impact of
` 8 crores.
Contingent consideration Forecast revenue 10% increase in forecasted revenue will have additional Liability
of ` 5 crores and 10% decrease will have an equal but opposite
effect.
NOTE 41 : FINANCIAL RISK MANAGEMENT

The Group business activities are exposed to a variety of financial risks, namely liquidity risk, market risks and credit risk. The Group
senior management has the overall responsibility for establishing and governing the Group risk management framework. The Group has
constituted a Risk Management Committee, which is responsible for developing and monitoring the Group risk management policies. The
Group risk management policies are established to identify and analyse the risks faced by the Group, to set and monitor appropriate risk
limits and controls, periodically review the changes in market conditions and reflect the changes in the policy accordingly. The key risks
and mitigating actions are also placed before the Audit Committee of the company.
A Management of Liquidity Risk

Liquidity risk is the risk that the Group will face in meeting its obligations associated with its financial liabilities. The Group approach to
managing liquidity is to ensure that it will have sufficient funds to meet its liabilities when due without incurring unacceptable losses. In
doing this, management considers both normal and stressed conditions.
The Group maintained a cautious liquidity strategy, with a positive cash balance throughout the year ended 31st March, 2018 and
31st March, 2017. Cash flow from operating activities provides the funds to service and finance the financial liabilities on a day-to-day basis.

156 Consolidated
NOTES
The Group regularly monitors the rolling forecasts to ensure it has sufficient cash on an on-going basis to meet operational needs.
Any short term surplus cash generated , over and above the amount required for working capital management and other operational
requirements, is retained as cash and cash equivalents (to the extent required) and any excess is invested in interest bearing term deposits
and other highly marketable debt investments with appropriate maturities to optimise the cash returns on investments while ensuring
sufficient liquidity to meet its liabilities.
The following table shows the maturity analysis of the Group’s financial liabilities based on contractually agreed undiscounted cash flows
along with its carrying value as at the Balance Sheet date.
Undiscounted Amount
Carrying amount
Payable within 1 year More than 1 years Total
Contingent consideration 104 13 127 140
Forward exchange contracts 4 4 - 4
Borrowings 277 277 - 277
Contingent consideration 49 - 73 73
Foreign exchange forward contracts 13 13 - 13
B Management of Market Risk

The Group size and operations result in it being exposed to the following market risks that arise from its use of financial instruments:
• currency risk;
• price risk; and
• interest rate risk
The above risks may affect the Group income and expenses, or the value of its financial instruments. The Group exposure to and management
of these risks are explained below.
Potential Impact of Risk Management Policy Sensitivity To Risk

1. Currency Risk
The Group is subject to the risk that changes in The Group is exposed to foreign exchange risk arising A 5% strengthening of the
foreign currency values impact the Group exports from various currency exposures, primarily with INR against key currencies to
revenue and imports of raw material and property, respect to US Dollar and Euro. which the Group is exposed
plant and equipment. (net of hedge) would have
The Group manages currency exposures within
led to approximately an
As at 31st March, 2018, the net unhedged exposure prescribed limits, through use of forward exchange
additional ` 0 crores gain in
to the Group on holding financial assets (trade contracts. Foreign exchange transactions are covered
the Statement of Profit and
receivables and Capital advances) and liabilities with strict limits placed on the amount of uncovered
Loss (2016-17: ` 0 crores
(trade payables and capital creditors) other than in exposure, if any, at any point in time.
gain). A 5% weakening of the
their functional currency amounted to ` 4 crores
The aim of the Group’s approach to management of INR against these currencies
payable (31st March, 2017: ` 5 crores).
currency risk is to leave the Group with no material would have led to an equal but
residual risk. opposite effect.

NOTES
Potential Impact of Risk Management Policy Sensitivity To Risk
2. Price Risk
“The Group is mainly exposed to the price risk The Group has laid policies and guidelines which it A 1% increase in prices would
due to its investment in debt mutual funds. The adheres to in order to minimise pricing risk arising have led to approximately an
price risk arises due to uncertainties about the from investments in debt mutual funds. additional ` 18 crores gain in
future market values of these investments. the Statement of Profit and
Loss (2016-17: ` 23 crores
At 31st March 2018, the investments in debt
gain). A 1% decrease in prices
mutual funds amounts to ` 1,846 crores
would have led to an equal but
(31st March, 2017: ` 2,329 crores). These are
opposite effect.
exposed to price risk
3. Interest Rate Risk

The Group is mainly exposed to the interest The Group has laid policies and guidelines including A 0.25% decrease in interest
rate risk due to its investment in treasury tenure of investment made to minimise impact of rates would have led to
bills. The interest rate risk arises due to interest rate risk. approximately an additional
uncertainties about the future market interest ` 0 crores gain in the
rate of these investments. Statement of Profit and Loss
(2016-17: ` 1 crores gain).
The Group majorly invests in term deposits
A 0.25% decrease in interest
for a period of less than one year. Considering
rates would have led to an
the short-term nature, there is no significant
equal but opposite effect.
interest rate risk pertaining to these deposits.
As at 31st March 2018, the investments in
treasury bill and borrowings amounts to
` 1,025 crores (31st March, 2017: ` 1,182
crores). These are exposed to interest rate risk.
C Management of Credit Risk.

Credit risk is the risk of financial loss to the Group if a customer or counter-party fails to meet its contractual obligations.
Trade receivables
Concentrations of credit risk with respect to trade receivables are limited, due to the Group’s customer base being large and diverse. All
trade receivables are reviewed and assessed for default on a quarterly basis.
Our historical experience of collecting receivables is that credit risk is low. Hence, trade receivables are considered to be a single class of
financial assets.
Other financial assets

The Group maintains exposure in cash and cash equivalents, term deposits with banks, investments in treasury bills, money market liquid
mutual funds with financial institutions and derivative financial instruments.
The Group’s maximum exposure to credit risk as at 31st March, 2018 and 31st March, 2017 is the carrying value of each class of financial
assets.
NOTE 42 : DEFINED BENEFIT PLANS

Description of Plans
Retirement Benefit Plans of the Company include Gratuity, Management Pension, Officer’s Pension and Provident Fund. Other post-
employment benefit plans includes post retirement medical benefits.
Gratuity is funded through investments mostly with an insurance service provider and partly through direct investment under Hind Lever
Gratuity Fund. Pension (Management Pension and Officer’s Pension) for most employees is managed through a trust, investments with
an insurance service provider and for some employees investments are managed through Company managed trust. Provident Fund
for most of the employees are managed through trust investments and for some employees through government administered fund.
Post-retirement medical benefits are managed through investment made under Company managed trust.

158 Consolidated
NOTES
Governance
The trustees of the trust fund are responsible for the overall governance of the plan and to act in accordance with the provisions of the trust
deed and rules in the best interests of the plan participants. They are tasked with periodic reviews of the solvency of the fund and play a
role in the long-term investment, risk management and funding strategy.
Investment Strategy
The Company’s investment strategy in respect of its funded plans is implemented within the framework of the applicable statutory
requirements. The plans expose the Company to a number of actuarial risks such as investment risk, interest rate risk, longevity risk and
inflation risk. The Company has developed policy guidelines for the allocation of assets to different classes with the objective of controlling
risk and maintaining the right balance between risk and long-term returns in order to limit the cost to the Company of the benefits
provided. To achieve this, investments are well diversified, such that the failure of any single investment would not have a material impact
on the overall level of assets.
A. Balance Sheet
The assets, liabilities and surplus/(deficit) position of the defined benefit plans at the Balance Sheet date were:
As at As at As at As at
(Asset)/Liability recognised in the
99 47 70 69
Balance Sheet
Of which in respect of:
Funded plans in surplus:
Present value of obligation 14 12 - -
Fair value of plan assets (39) (42) - -
-* -* - -
Balance Sheet*
*The excess of assets over liabilities in
respect of Officer’s Pension have not been
recognised as they are lying in an Income
Tax approved irrevocable trust fund.
Funded plans in deficit:
99 47 70 69
Balance Sheet
B. Movements in Present Value of Obligation and Fair Value of Plan Assets

Plan Plan
As at 31st March, 2016 2,208 2,318 111 92 146 54
Past service cost - (115) (115) - - -
Interest cost - 170 170 - 11 11
Actuarial (gain)/loss arising from changes - - - - - -
Actuarial (gain)/loss arising from changes 27 30 3 3 14 11
Actuarial (gain)/loss arising from - 22 22 - (1) (1)
Employee contributions 129 129 - - - -
Assets acquired/ (settled) (42) (42) 0 - - -
As at 31st March, 2017 2,407 2,424 17 93 162 69

NOTES
Plan Plan
As at 31st March, 2017 2,407 2,424 17 93 162 69
Past service cost - 45 45 - - -
Employee contributions - 145 145 - - -
Interest cost - 163 163 - 11 11
Actuarial (gain)/loss arising from changes - 30 30 - - -
Actuarial (gain)/loss arising from changes 39 3 (36) (1) (18) (17)
Actuarial (gain)/loss arising from - 39 39 - 13 13
Employee contributions 145 - (145) - - -
Assets acquired/ (settled) (20) (20) - - - -
As at 31st March, 2018 2,508 2,582 74 88 158 70
C. Statement of Profit and Loss

The charge to the Statement of Profit and Loss comprises:
Employee Benefit Expenses *:
Current service cost 20 18 0 0
Past service cost 45 (115) - -
Finance costs * :
Interest cost 42 44 11 11
Interest income (39) (42) (6) (7)
Net impact on profit (before tax) 68 (95) 5 4
Remeasurement of the net defined
benefit plans:
Actuarial gains/(losses) arising from 28 - - -
changes in demographic assumptions
Actuarial gains/(losses) arising from 1 20 (17) 11
changes in financial assumptions
Actuarial gains/(losses) arising from 1 - 13 (1)
Net impact on other comprehensive
30 20 (4) 10
income (before tax)
*: Service cost and Finance cost has not been recognised in the statement of profit and loss for Officer’s Pension and Provident Fund

160 Consolidated
NOTES
D.
Assets
The fair value of plan assets at the Balance Sheet date for the defined benefit plans for each category are as follows:
Quoted
Government debt instruments 907 809 - -
Other debt instruments 967 1,000 88 93
TOTAL (A) 1,874 1,809 88 93
Unquoted
Other debt instruments 201 201 - -
Others 433 397 - -
Total (B) 634 598 - -
Total (A+B) 2,508 2,407 88 93
Note: Assets to the extent of ` 39 crores is not recognised in Balance Sheet of Officer’s Pension Fund as they are lying in an Income Tax
approved irrevocable trust fund.
None of the plans invest directly in any property occupied by the Company or any financial securities issued by the Company.
E. Assumptions
With the objective of presenting the plan assets and plan obligations of the defined benefits plans at their fair value on the Balance
Sheet, assumptions under Ind AS 19 are set by reference to market conditions at the valuation date.

Discount rate (per annum) 8.0% 7.0% 8.0% 7.0%
Salary escalation rate (per annum)
- for first 5 years
- after 5 years
Non-management employees 8.0% 8.0%
Pension increase rate (per annum)* 2.5% 2.5%
Annual increase in healthcare costs (per 9.0% 9.0%
annum)
*For management pension only
The estimates of future salary increases, considered in actuarial valuation, takes into account of inflation, seniority, promotion and other
relevant factors, such as supply and demand in the employment market.
Demographic Assumptions
Mortality in Service: Indian Assured Lives Mortality (2006-08) Ultimate table
Mortality in Retirement : LIC Buy-out Annuity Rates & UK Published PA (90) Annuity Rates suitably adjusted for Indian Lives.

NOTES
F. Sensitivity Analysis
The sensitivity of the overall plan obligations to changes in the weighted key assumptions are:
Other Post-Employment
Retirement Benefit Plans
Benefit Plans
Change in Change in plan Change in Change in plan
assumption (%) obligation (%) assumption (%) obligation (%)
Discount rate (per annum) Increase 0.5% -1.9% 0.5% -5.1%
Decrease 0.5% 2.0% 0.5% 5.6%
Salary escalation rate (per annum) Increase 0.3% 1.4% - -
Decrease 0.3% -1.3% - -
Pension rate Increase 0.3% 2.7% - -
Decrease 0.3% -2.6% - -
Life expectancy Increase 1 year 2.0% 1 year 3.8%
Decrease 1 year -2.1% 1 year -3.8%
Annual increase in healthcare costs Increase - - 1.00% 11.5%
(per annum)
Decrease - - 1.00% -9.7%
The sensitivity analyses above have been determined based on reasonably possible changes of the respective assumptions occurring
at the end of the year and may not be representative of the actual change. It is based on a change in the key assumption while holding
all other assumptions constant. When calculating the sensitivity to the assumption, the same method used to calculate the liability
recognised in the Balance Sheet has been applied. The methods and types of assumptions used in preparing the sensitivity analysis did
not change compared with the previous year.
G. Weighted average duration and expected employers contribution for FY 2017-18 for each of the defined benefit plan
Weighted average duration (yrs.) Expected Employers
Year ended Year ended contribution for the
31st March, 2018 31st March, 2017 next year
Gratuity 6.8 10.9 92.3
Management Pension 6.5 6.9 2.2
Officer's Pension 3.7 3.9 -
Provident Fund 7.7 15.2 67.6
Post-retirement medical benefits 10.7 11.9 -
NOTE 43 : SHARE BASED PAYMENTS

Equity Settled Share Based Payments
The members of the Company had approved ‘2001 HLL Stock Option Plan’ at the Annual General Meeting held on 22nd June, 2001. The plan
envisaged grant of share options to eligible employees at market price as defined in Securities and Exchange Board of India (Share Based
Employee Benefits) Regulations, 2014.
This plan was amended and revised vide ‘2006 HLL Performance Share Scheme’ at the Annual General Meeting held on 29th May, 2006.
This scheme provided for conditional grant of Performance Shares at nominal value to eligible management employees as determined
by the Compensation Committee of the Board of Directors from time to time, at the end of 3-year performance period. The performance
measures under this scheme include group underlying sales growth and free cash flow. The scheme also provided for ‘Par’ Awards for the
managers at different work levels.
The 2006 scheme was further amended and revised vide ‘2012 HUL Performance Share Scheme’ at the Annual General Meeting held on
23rd July, 2012. This scheme provided for conditional grant of Performance Shares at nominal value to eligible management employees as
determined by the Nomination and Remuneration Committee of the Board of Directors from time to time, at the end of 3-year performance
period. The performance measures under this scheme include group underlying sales growth, core operating margin improvement and
operating cash flow.
The number of shares allocated for allotment under the 2006 and 2012 Performance Share Schemes is 2,00,00,000 (two crores) equity
shares of ` 1/- each. The schemes are monitored and supervised by the Nomination and Remuneration Committee of the Board of Directors
in compliance with the provisions of Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 and
amendments thereof from time to time.

162 Consolidated
NOTES
The Employee Stock Option Plan includes employees of Hindustan Unilever Limited, its subsidiaries and a subsidiary of parent company.
Weighted Average
Numbers of Exercise Price
Scheme Year Date of Grant Vesting Conditions Exercise Period Exercise Price (Rs)
options granted (Rs) per share
per share
2001 HLL Stock 2005 27-May-05 15,47,700 Vested after three years 7 years from date of 132.05 132.05
Option Plan from date of grant vesting
2006 HLL 2012 17-Feb-12 4,20,080 Vested after three years 3 months from date 1.00 1.00
Performance Share from date of grant of vesting
Scheme Interim 2012 30-Jul-12 51,385 1.00 1.00
2013 18-Mar-13 3,68,023 1.00 1.00
Interim 2013 29-Jul-13 25,418 1.00 1.00

2014 14-Feb-14 2,62,155 1.00 1.00
Interim 2014 28-Jul-14 16,805 1.00 1.00
2012 HUL
2015 13-Feb-15 1,42,038 Vested after three years 3 months from date 1.00 1.00
Performance
Interim 2015 27-Jul-15 12,322 from date of grant of vesting 1.00 1.00
Share Scheme
2016 11-Feb-16 1,57,193 1.00 1.00
Interim 2016 25-Jul-16 11,834 1.00 1.00
2017 13-Feb-17 1,23,887 1.00 1.00
Interim 2017 21-Jul-17 6,846 1.00 1.00
2018 16-Feb-18 63,421 1.00 1.00
Number of Share Options

Outstanding at Granted Forfeited/ Exercised Exercisable at Outstanding at
Scheme Year the beginning during the Expired during during the end of the the end of the
of the year year* the year the year year year
2013 - - - - - -
(3,08,705) - - (3,08,705) - -
Interim 2013 - - - - - -
(23,044) (5,964) - (29,008) - -
2014 1,14,890 - - 1,14,890 -
(2,31,763) - (41,918) (74,955) (1,14,890) (1,14,890)
Interim 2014 15,103 - 1,061 14,042 - -
(16,805) - (1,702) - - (15,103)
2015 1,27,151 28,084 - 50,206 1,05,029 1,05,029
(1,36,054) - (8,903) - - (1,27,151)
2012 HUL
Interim 2015 11,690 - 632 - - 11,058
Performance
(12,322) - (632) - - (11,690)
Share Scheme
2016 1,47,859 - 10,826 - - 1,37,033
(1,56,351) - (8,492) - - (1,47,859)
Interim 2016 11,834 - 835 - - 10,999
- (11,834) - - - (11,834)
2017 1,23,887 - 4,667 - - 1,19,220
- (1,23,887) - - - (1,23,887)
Interim 2017 - 6,846 415 - - 6,431
- - - - - -
2018 - 63,421 - - - 63,421
- - - - - -
* Granted during the year includes additional shares granted upon meeting the vesting conditions
(figures in bracket pertain to 2016-17)
Weighted average equity share price at the date of exercise of options during the year was ` 1,154 (2016-17: ` 864)
Weighted average remaining contractual life of options as at 31st March, 2018 was 1.23 years (31st March, 2017: 1.68 years)

NOTES
The value of the underlying shares has been determined by an independent valuer. The following assumptions were used for
calculation of fair value of grants in accordance with Black Scholes model:
Risk-free interest rate (%) 7.0% 6.6%
Expected life of options (years) [(year to vesting) + (contractual option term)/2] 3.125 3.125
Expected volatility (%) 21.4% 22.3%
Dividend yield 1.3% 1.9%
The risk free interest rates are determined based on the zero-coupon sovereign bond yields with maturity equal to the expected term of
the option. Volatility calculation is based on historical stock prices using standard deviation of daily change in stock price. The historical
period is taken into account to match the expected life of the option. Dividend yield has been calculated taking into account expected rate
of dividend on equity share price as on grant date.
Cash Settled Share Based Payments
The employees of the Company are eligible for Unilever PLC (the ‘Holding Company’) share awards namely, the Management Co-Investment
Plan (MCIP), the Global Performance Share Plan (GPSP) and the SHARES Plan. The MCIP allows eligible employees to invest up to 100% of their
annual bonus in the shares of the Holding Company and to receive a corresponding award of performance-related shares. Under GPSP, eligible
employees receive annual awards of the holding company’s shares. The awards under MCIP and GPSP plans will vest after 3-4 years between
0% and 200% of grant level, depending on the satisfaction of the performance metrics. The performance metrics of GPSP are underlying
sales growth, operating cash flow and core operating margin improvement. The performance metrics of MCIP are underlying sales growth,
underlying EPS growth and sustainability progress index. Under the SHARES Plan, eligible employees can invest up to EUR 200 per month in
the shares of the Holding Company and after three years one share is granted free of cost to the employees for every three shares invested,
provided they hold the shares bought for three years. The Holding Company charges the Company for the grant of shares to the Company’s
employees at the end of the 3 years based on the market value of the shares on the exercise date. The Company recognises the fair value of
the liability and expense for these plans over the vesting period based on the management’s estimate of the vesting and forfeiture conditions.
The Company grants share appreciation rights (SARs) to eligible employees for all cash settled share based plans mentioned above that
entitles them to a cash/shares after three years of service. The amount of payment is also determined basis increase in the share price of
the Holding Company between grant date and the time of exercise.
Details of the liabilities arising from the Company’s cash settled share based payment transactions:
As at As at
Other non-current liabilities 94 130
Other current liabilities 94 86
Total carrying amount of liabilities 188 216
Effect of share based payment transactions on the Statement of Profit and Loss:
As at As at
Equity settled share based payments 11 4
Cash settled share based payments 68 90
Total expense on share based payments 79 94
NOTE 44 : BUSINESS COMBINATION

Acquisition of Indulekha Brand
On April 07, 2016, the Company completed the acquisition of the flagship brand ‘Indulekha’ from Mosons Extractions Private Limited
(‘MEPL’) and Mosons Enterprises (collectively referred to as ‘Mosons’ and acquisition of the specified intangible assets referred to as the
‘Business acquisition’). The deal envisaged the acquisition of the trademarks ‘Indulekha’ and ‘Vayodha’, intellectual property, design and
knowhow for a total cash consideration of ` 330 crores (excluding taxes) and a deferred consideration of 10% of the domestic turnover of
the brands each year, payable annually for a 5 year period commencing financial year 2018-19.
Basis the projection of the domestic turnover of the brand, the contingent consideration is subject to revision on a yearly basis. As at 31st
March 2017, the fair value of the contingent consideration was ` 49 crores which was classified as other financial liability.

164 Consolidated
NOTES
Deferred contingent consideration
Based on actual performance in financial year 2017-18 and current view of future projections for the brand, the Company has reviewed
and fair valued the deferred contingent consideration so payable. As at 31st March 2018, the fair value of the contingent consideration is
` 104 crores which is classified as other financial liability.
The determination of the fair value as at Balance Sheet date is based on discounted cash flow method. The key model inputs used in determining
the fair value of deferred contingent consideration were domestic turnover projections of the brand and weighted average cost of capital.
NOTE 45 : RELATED PARTY DISCLOSURES

A. Enterprises exercising control
(i) Holding Company : Unilever Plc
B. Other Related Parties with whom the Company had transactions during the year
(i) Joint Ventures : Kimberly Clark Lever Private Limited (50% control, ceases to be Joint venture after
29th September, 2017)
(ii) Key Management Personnel
(a) Executive directors : Sanjiv Mehta
PB Balaji (up to 13th November, 2017)
Srinivas Phatak (with effect from 1st December, 2017)
Pradeep Banerjee
Dev Bajpai
Geetu Verma
BP Biddappa
Priya Nair
Sandeep Kohli
Sudhir Sitapati
Srinandan Sundaram
(b) Non-executive directors Harish Manwani

Aditya Narayan
S. Ramadorai
O. P. Bhatt
Sanjiv Misra
Kalpana Morparia
(iii) Employees’ Benefit Plans where : Hind Lever Gratuity Fund

there is significant influence The Hind Lever Pension Fund
The Union Provident Fund
Disclosure of transactions between the Group and Related Parties and the status of outstanding balances as on 31st
March, 2018
Holding Company : Dividend paid 2,006 1,839
Fees for central services 358 378
Expenses for other services received 237 96

NOTES
Fellow Subsidiaries : Sale of finished goods / raw materials etc 673 879
Purchased of fixed assets 69 40
Purchase of finished goods / raw materials etc 807 614
Rent income 2 2
Sale of fixed assets 27 -
Management fees paid 45 29
Dividend paid 612 561
Expenses shared by fellow subsidiaries 8 6
Maintenance and support costs for licences and 7 6
software
Contribution to foundation 2 -
Outstanding as at the year end:
- Current account balances receivable with fellow 40 28
subsidiaries
- Trade receivables 109 133
Joint Venture : Purchase of finished goods / raw materials etc. 61 152

(to the extent not Reimbursements received 14 48
consolidated) Investment in equity shares - -
- Current account balances receivable with joint - 12
ventures
- Trade payables - 0
Key Management Personnel : Remuneration :

- Short-term employee benefits 50 47
- Post-employment benefits* 2 4
- Other long-term benefits* 0 -
- Share-based payments 17 16
Dividend paid 0 0
Consideration received on exercise of options 0 0
Other : Dividend paid 0 0

(Non Executive Chairman) Commission paid 2 2
Employees’ Benefit Plans

where
there is significant : Contributions during the year (Employer's 101 62
influence contribution only)
- Advances recoverable in cash or kind or for value to 18 -
be received
- Payables - 12
*Note: As the liabilities for defined benefit plans and compensated absences are provided on actuarial basis for the Company as a whole, the amounts pertaining to Key
Management Personnel are not included.

166 Consolidated
NOTES
Terms and conditions of transactions with related parties
All Related Party Transactions entered during the year were in ordinary course of the business and on arm’s length basis. Outstanding
balances at the year-end are unsecured and settlement occurs in cash.
There have been no guarantees provided or received for any related party receivables or payables. For the year ended 31st March, 2018, the
Company has not recorded any impairment of receivables relating to amounts owed by related parties (2016-17: ` Nil). This assessment
is undertaken each financial year through examining the financial position of the related party and the market in which the related party
operates.
NOTE 46 : SEGMENT INFORMATION

Business Segments
The Group has determined following reporting segments based on the information reviewed by the Group’s Chief Operating Decision Maker
(‘CODM’).
a) Home Care include detergent bars, detergent powders, detergent liquids, scourers, water business etc.
b) Personal Care include products in the categories of oral care, skin care (including soaps), hair care, deodorants, talcum powder,
colour cosmetics, salon services etc.
c) Foods include branded staples (atta, salt, bread, etc.) and culinary products (tomato based products, fruit based products, soups, etc.)
d) Refreshment include tea and coffee and frozen desserts.
e) Others include exports, infant care products etc.
The above business segments have been identified considering :

a) the nature of products and services
b) the differing risks and returns
c) the internal organisation and management structure, and
d) the internal financial reporting systems.
The CODM, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the
Management Committee as explained in the Director’s Report section.
Segment Revenue relating to each of the above domestic business segments includes Income from Services provided to group companies,
where applicable.
External Intersegment Total External Intersegment Total
Revenue
Home care 11,626 - 11,626 11,346 - 11,346
Personal care 16,588 - 16,588 16,432 - 16,432
Foods 1,165 - 1,165 1,124 - 1,124
Refreshment 5,214 - 5,214 4,848 - 4,848
Others 1,630 - 1,630 1,960 - 1,960
TOTAL REVENUE 36,223 - 36,223 35,710 - 35,710
RESULT
Home care 1,702 1,275
Personal care 4,205 3,889
Foods 99 86
Refreshment 897 759
Others 145 200
TOTAL SEGMENT 7,048 6,209
Un-allocated corporate expenses net of (69) (301)
un-allocated income
Operating profit 6,979 5,908
Finance costs (26) (35)
Other Income 384 369

NOTES
Total Total
Exceptional items - income/(expenditure)
- Segment
Home care (8) (15)
Personal care (107) (37)
Foods 1 (1)
Refreshment (3) (4)
Others (1) (118) (0) (57)
Exceptional items - income/(expenditure) 85 294
- unallocated/corporate
Profit before tax 7,304 6,479
Tax expense
Current tax (2,216) (1,947)
Deferred tax charge/(credit) 137 (30)
Profit for the year from Continuing
5,225 4,502
Operations (A)
Profit for the year from Discontinued 2 (12)
Operations (B)
Profit For the Year (A+B) 5,227 4,490
Less: Non Controlling Interest (13) (14)
Profit for the Year 5,214 4,476
Other Information
Segment Assets Segment Liabilities
Home care 2,100 1,892 (2,865) (2,337)
Personal care 5,185 4,456 (4,925) (3,851)
Foods 312 300 (329) (255)
Refreshment 1,608 1,542 (989) (807)
Others 662 633 (342) (300)
TOTAL 9,867 8,823 (9,450) (7,550)
Unallocated Corporate Assets / 7,995 6,883 (1,111) (1,390)
(Liabilities)
Total Assets / (Liabilities) 17,862 15,706 (10,561) (8,940)

Non-cash Non-cash
Capital Depreciation/ expenses Capital Depreciation/ expenses
expenditure Amortisation other than expenditure Amortisation other than
depreciation depreciation
Home care 242 95 60 367 78 7
Personal care 482 298 88 922 232 11
Foods 18 29 6 23 21 1
Refreshment 81 42 27 96 45 3
Others 31 23 38 32 21 3
Unallocated/Corporate 41 33 - 23 35 4

168 Consolidated
NOTES
Additional Information by Geographies
Although the Group’s operations are managed by product area, we provide additional information based on geographies.
Revenue by Geographical Market
India 34,641 33,742
Outside India 1,582 1,968
36,223 35,710
Carrying Amount of Segment Assets
India 9,579 8,522
Outside India 288 301
9,867 8,823
Revenue from major customers

The Group is not reliant on revenues from transactions with any single external customer and does not receive 10% or more of its revenues
from transactions with any single external customer.
Notes
(a) Revenue comprises :
Sale of products (including excise duty) 35,474 34,964
Sale of services 97 97
Government grants, export incentives, scrap sales included in other operating income 292 136
TOTAL 36,223 35,710
NOTE 47
The Group has a process whereby periodically all long term contracts (including derivative contracts) are assessed for material foreseeable
losses. At the year end, the Group has reviewed and ensured that adequate provision as required under any law/accounting standards for
material foreseeable losses on such long term contracts (including derivative contracts) has been made in the books of accounts.

[DIN: 02743340]

Company Secretary
Suman Hegde
Group Controller


FORM AOC-1
to the financial statement for the year ended 31st March, 2018
Statement containing salient features of the consolidated financial statement of subsidiaries /joint venture
• Part “A”: Subsidiaries
Name of the subsidiary Unilever Pond's Unilever Unilever Lakme Jamnagar Daverashola Hindustan Bhavishya Hindlever Levindra Levers
India Exports Nepal Nepal Lever Properties Estates Unilever Alliance Trust Trust Associated
Exports Limited Limited - Limited - Private Private Private Foundation Child Limited Limited Trust
Limited Indian ` NPR Limited Limited Limited Nutrition Limited
Initiatives
(note i, ii and iii)
1 The date since 26/06/1963 15/10/1998 22/06/1992 19/12/2008 16/10/2006 16/03/2005 19/12/2012 12/03/2015 01/04/1958 11/12/1946 11/12/1946
when subsidiary
was acquired
2 Reporting period 31/03/2018 31/03/2018 16/07/2017 31/03/2018 31/03/2018 31/03/2018 31/03/2018 31/03/2018 31/03/2018 31/03/2018 31/03/2018
(Ashaad, 31, 2074)
3 Share capital 3 2 6 9 36 5 0 0 0 0 0 0
4 Reserves & 211 (5) 93 149 164 (5) 4 20 0 (0) (0) (0)
surplus
5 Total assets 543 6 325 520 437 - 4 20 0 0 0 0
6 Total Liabilities 329 9 226 362 237 - 0 0 - - - -
7 Investments 16 - - - - - - - - - - -
8 Turnover 915 1 327 524 249 - - 37 - - - -
9 Profit / (loss) 74 1 80 128 10 - - 18 (0) (0) (0) (0)
before taxation
10 Provision for (25) - (18) (28) 13 - - - - - - -
taxation
11 Profit /(loss) after 49 1 62 100 23 - - 18 (0) (0) (0) (0)
taxation
12 Proposed - - - - - - - - - - - -
Dividend
13 % of 100% 90% 80% 100% 100% 100% 76% 100% 100% 100% 100%
shareholding
Notes: i) Converted into indian Rupees at the Exchange rate ` 1 = 1.6 Nepalese Rupees.
ii) The financial statement have been audited by a firm of Chartered Accountants other than M/s. B S R & Co. LLP.
iii) The financial statement are as on 31st March, 2018.
• Part “B”: Joint Venture – Nil

Note: Joint venture with Kimberly - Clark Lever Private Limited ceased w.e.f. 29th September, 2017.
For and on behalf of Board of Directors
Sanjiv Mehta Srinivas Phatak

Managing Director and CEO Executive Director
[DIN: 06699923] (Finance & IT) and CFO
[DIN: 02743340]
Aditya Narayan Dev Bajpai

Chairman - Audit Committee Executive Director
[DIN: 00012084] Legal & Corporate Affairs and
Company Secretary
Suman Hegde
Group Controller
Mumbai, 14th May, 2018

170 Awards and Recognition
AWARDS AND RECOGNITION

WINNING WITH BRANDS Golden Rose Awards’ • HUL’s five factories won an • HUL honoured with the
AND INNOVATION bagged a Silver under award in the area of Safety National Award for
the ‘Best integrated TV and Environment from ‘Excellence in Employee
• HUL’s purpose-driven brand
campaign’ and ‘Best use National Safety Council Relations’ at the EFI Summit
Surf excel bagged a Gold at
of entertainment Channel’ organised by the Employers’
the ‘WARC Prize for Asian • HUL won an award for
categories Federation of India (EFI)
Strategy 2017’ for the excellence in Energy
Ramadan campaign ‘Madad WINNING IN THE Conservation and UNILEVER SUSTAINABLE
Ek Ibadat’ MARKETPLACE Management from LIVING PLAN
Maharashtra Energy
• HUL’s brand, Surf excel’s • HUL adjudged the Most • HUL Mumbai Office
Development Agency
Ramadan 2017 campaign, Innovative Company in felicitated with the
(MEDA), Confederation of
‘Neki Ek Ibadat’ won a Gold India, in Forbes’ list of The ‘Platinum’ rating, and
Indian Industry, Green Tech
at the Indian Effies 2018, World’s Most Innovative the IGBC Green Existing
in the ‘Consumer Product’ Companies, 2017 WINNING WITH PEOPLE Building - PLATINUM
category award by The Indian Green
• HUL bagged ‘Exemplary • HUL retained the
Building Council (IGBC)
• HUL’s local jewel, Leadership Award in Cold ‘No.1 Employer of Choice’
Hamam bagged a Silver Chain Industry’ at the title amongst key business • HUL received a Certificate
at Effies 2018 for the 3rd edition of the Cold Chain schools for the seventh year of Appreciation for project
#GoSafeOutside campaign Industry Awards in a row Prabhat, for ‘HUL’s
responsible contribution to
• HUL’s Brooke Bond • HUL recognised as the • HUL emerged as the
the society in 2016-17’, at
Red Label bagged a winner in the FMCG sector Aon Best Employer of 2018
ASSOCHAM’s 9th Global CSR
Silver at Effies 2018 for at the Dun & Bradstreet
• HUL emerged winner Summit
the brand’s journey of Corporate Awards 2017.
at the Business Today’s
#SwadApnepanka We won this award for the • HUL’s Project Prabhat
Best Companies to
fourth consecutive year declared the winner under
• HUL’s Brooke Bond Red Work for awards in the
‘Community Development’
Label recognised at the WINNING THROUGH Manufacturing sector
category at the
Abby Awards for the CONTINUOUS • HUL CEO Sanjiv Mehta ‘Social Change Awards’
purpose-driven web-series IMPROVEMENT declared the winner in
‘Breaking Barriers’ • HUL adjudged the winner of
• HUL’s beverage factory the ‘CA Business Leader’
The Confederation of Indian
• HUL’s purpose-driven in Kolkata received the category at the 11th ICAI
Industry(CII) – National
brands Lux, Lifebuoy, Rin, prestigious CII National (The Institute of Chartered
Award for Excellence in
Clinic Plus, Food Safety Award 2017 for Accountants of India)
Water Management 2017
Fair & Lovely, Dove, outstanding achievements Awards 2017
under the ‘Beyond the
Closeup, Pepsodent, Vim, in food safety
• The Institute of Company Fence’ category
Surf excel, Pond’s, Sunsilk,
• HUL’s Puducherry Home & Secretaries of India (ICSI)
Vaseline, Wheel and Taj • HUL won the ‘Green
Personal Care (HPC) factory conferred the Certificate
Mahal tea featured in the Marketer’ Award at the
secured the second place of Recognition to HUL for
Economic Times Brand ‘Marquee Awards. Vim
at the Southern Region Excellence in Corporate
Equity’s list of India’s Most and Lifebuoy adjudged
Environment, Health & Safety Governance at its
Trusted brands 2017 winners in Home Care and
(EHS) Excellence Awards 17th National Awards
Personal Care categories,
• HUL won two Gold and two 2017 in the ‘Manufacturing
• HUL’s Puducherry HPC respectively
Silver medals and bagged - Others’ category organised
factory conferred with
the title of ‘Advertiser of by Confederation of India • HUL’s factory units – Kolkata
the FAME Excellence
the Year’ at the Prime Industry (CII) Beverages Factory and
Award 2017 for excellence
Time Awards 2017. In this Etah Factory recognised
• HUL’s Amli Factory was in promoting safety,
year’s edition, our ‘RIN for their sustainability
felicitated with the Platinum health & environment
KBC’ campaign won Gold achievements by New
Award in the large-scale practices and initiatives
under two categories i.e. Frontiers in Engineering,
manufacturing category, towards employees and
‘Best use of entertainment Science, and Technology
at the 6th FICCI Quality stakeholders
Channel’ and ‘Best branded (NFEST) at its first
Systems Excellence Awards
content on TV’. The ‘LUX International Conference
for Industry

CORPORATE INFORMATION
REGISTERED OFFICE AUDITORS
Unilever House, B. D. Sawant Marg, BSR & Co. LLP, Mumbai
Chakala, Andheri (East), Firm’s Registration No.: 101248W/W-100022
Mumbai – 400 099.
BANKERS
Bank of America Hongkong & Shanghai Banking Corporation Standard Chartered Bank
Bank of Baroda ICICI Bank Union Bank of India
Bank of India HDFC Bank State Bank of India
Citibank N.A. Punjab National Bank Deutsché Bank
PLANT LOCATIONS
NORTHERN REGION WESTERN REGION
BAROTIWALA CHHINDWARA
• Khasra No. 94-96, 355-409, Village Balyana, Barotiwala 1A, • V 5/6 KM Stone, Narsinghpur Road, Lehgadua, Post Khajari,
Tehsil Kasauli District Solan - 174 103, Himachal Pradesh Chhindwara – 480 002, Madhya Pradesh
BADDI CHIPLUN
• Khasra No. 1350 – 1318, Bhatoli Kalan, Baddi, District • B-7/17, Lote Parshuram MIDC, Khed Taluka, District Ratnagiri,
Solan - 173 205,Himachal Pradesh Chiplun – 415 722, Maharashtra
ETAH GOA
• Village Asrauli, G.T.Road, Etah-207 001, Uttar Pradesh • Plot Nos. 128 - 139 & 324 - 326, Kundaim Industrial Estate,
HARIDWAR Kundaim – 403 115, Goa
• Plot No. 1, Sector 1A, Integrated Industrial Estate, Ranipur, KHAMGAON
Haridwar - 249 403, Uttarakhand • C-9, MIDC, Khamgaon, District Buldhana – 444 303,
NALAGARH Maharashtra
• Hudbust No. 143, Khasra No. 182 / 183 / 187/1, Village MUMBAI
Kirpalpur, Near Nalagarh Fire Station, Tehsil - Nalagarh, • Aarey Milk Colony, Goregaon, Mumbai – 400 065, Maharashtra
District Solan - 174 101, Himachal Pradesh NASIK
ORAI • Plot No. A-8/9, MIDC, Malegaon, Sinnar - 422 103, Nasik,
• A-1,UPSIDC Industrial Area, Orai, District Jalaun - 285 001 Maharashtra
Uttar Pradesh SILVASSA
RAJPURA • Survey No.151/1/1, Village Dapada, Khanvel Road,
• A-5, Phase 2-B, Focal Point, Rajpura - 140 401, Punjab Silvassa - 396 230, Dadra and Nagar Haveli
SUMERPUR • Survey No. 907, Kilwali Road, Amli Village, Near Gandhigram
• A-1,UPSIDC Industrial Area, Bharua, Sumerpur, Bus Stop, Silvassa - 396 230, Dadra and Nagar Haveli
Hamirpur - 210 502, Uttar Pradesh
SOUTHERN REGION EASTERN REGION
COCHIN HALDIA
• Ernakulam North PO, Tatapuram, Cochin - 682 018, Kerala • PO Durgachak, Haldia, District Purba Medinipur - 721 602,
HOSUR West Bengal
• Plot No. 50 & 51, SIPCOT Industrial Complex, Hosur - 635 126, KOLKATA
Tamil Nadu • 1, Transport Depot Road, Kidderpore, Kolkata - 700 088, West
MANGALORE Bengal
• Sultan Battery Road, Boloor, Mangalore – 575 003, Karnataka • 63, Garden Reach, Kolkata - 700 024, West Bengal
MYSORE • P10 Taratola Road, Kolkata - 700 088, West Bengal
• Plot No. 424, Hebbal Industrial Area, Mysore – 570 016, Karnataka TINSUKIA
PONDICHERRY • Dag No. 21 of 122 FS Grants, Mouza - Tingrai, Off NH No. 37,
Doom Dooma Industrial Estate, District Tinsukia - 786 151,
• Off NH 45A, Vadamangalam, Pondicherry - 605 102 Assam
• No. 9 (3), Cuddalore Road, Kirumambakkam, Pondicherry – 605 702.
• 45/A National Highway Vadamangalam, Pondicherry - 605 102.

172 Notice
Registered Office: Unilever House, B. D. Sawant Marg, Chakala, Andheri (East), Mumbai - 400 099
CIN: L15140MH1933PLC002030, Web: www.hul.co.in, Email: levercare.shareholder@unilever.com, Tel: +91 22 39832285 / 39832452
NOTICE
of Annual General Meeting
Notice is hereby given that the 85th Annual General Meeting RESOLVED FURTHER THAT the Board of Directors or a duly
of Hindustan Unilever Limited will be held on Friday, 29th June, constituted Committee thereof be and is hereby authorised to
2018 at 2.30 p.m. at the Registered Office of the Company at take all such steps as may be necessary, proper or expedient
Unilever House, B. D. Sawant Marg, Chakala, Andheri (East), to give effect to this resolution.”
Mumbai - 400099, to transact the following business:
7. To consider and, if thought fit, to pass the following resolution
ORDINARY BUSINESS as an Ordinary Resolution:
1. To receive, consider and adopt the audited financial statements
“RESOLVED THAT pursuant to the provisions of
(including audited consolidated financial statements) for the Section 148(3) and other applicable provisions, if any, of the
financial year ended 31st March, 2018 and the Report of the Companies Act, 2013 and the Rules made thereunder (including
Board of Directors and Auditors thereon. any statutory modification(s) or re-enactment thereof for the
2. To confirm the payment of Interim Dividend and to declare time being in force), the remuneration payable to M/s. RA & Co.,
Final Dividend on equity shares for the financial year ended Cost Accountants (Firm Registration No. 000242), appointed
31st March, 2018. by the Board of Directors as Cost Auditors to conduct the
audit of the cost records of the Company for the financial
3.
To appoint a Director in place of Mr. Pradeep Banerjee year ending 31st March, 2019, amounting to ` 11 lakhs
(DIN 02985965), who retires by rotation and being eligible, (Rupees Eleven Lakhs only) as also the payment of applicable
offers himself for re-appointment. tax and reimbursement of out of pocket expenses incurred in
connection with the aforesaid audit, be and is hereby approved.”
4. To appoint a Director in place of Mr. Dev Bajpai (DIN 00050516),
who retires by rotation and being eligible, offers himself for NOTES :
re-appointment.
1.
An Explanatory Statement pursuant to Section 102 of the
5.
To appoint a Director in place of Mr. Srinivas Phatak Companies Act, 2013 relating to the Special Business to be
(DIN 02743340), who retires by rotation and being eligible, transacted at the Annual General Meeting (AGM) is annexed
offers himself for re-appointment. hereto.
SPECIAL BUSINESS 2. A MEMBER ENTITLED TO ATTEND AND VOTE IS ENTITLED

TO APPOINT A PROXY TO ATTEND AND VOTE ON POLL ON
6. To consider and, if thought fit, to pass the following resolution
HIS / HER BEHALF AND THE PROXY NEED NOT BE A MEMBER
as an Ordinary Resolution:
OF THE COMPANY. Pursuant to Section 105 of the Companies

“RESOLVED THAT in accordance with the provisions of Act, 2013, a person can act as a Proxy on behalf of not more
Sections 196, 197 and 203 read with Schedule V and all than fifty Members holding in aggregate not more than ten
other applicable provisions, if any, of the Companies Act, percent of the total share capital of the Company carrying
2013 and the Companies (Appointment and Remuneration of voting rights. Members holding more than ten percent of the
Managerial Personnel) Rules, 2014 (including any statutory total share capital of the Company carrying voting rights may
modification(s) or re-enactment thereof, for the time being in appoint a single person as Proxy, who shall not act as a Proxy
force) and pursuant to the Articles 172 and 173 of the Articles for any other Member. If a Proxy is appointed for more than
of Association of the Company and subject to such consents fifty Members, the Proxy shall choose any fifty Members and
and permissions, as may be required, approval of the Members confirm the same to the Company not later than 48 hours
of the Company be and is here accorded for re-appointment of before the commencement of the meeting. In case, the
Mr. Sanjiv Mehta (DIN : 06699923), as the Managing Director Proxy fails to do so, only the first fifty proxies received by the
and Chief Executive Officer of the Company, for a period of Company shall be considered as valid. The instrument of Proxy,
5 (five) years with effect from 10th October, 2018, on such in order to be effective, should be deposited, either in person
terms and conditions as set out in this resolution and the or through post, at the Registered Office of the Company, duly
explanatory statement annexed hereto and payment of such completed and signed, not later than 48 hours before the
remuneration, as may be determined by the Board or a duly commencement of the meeting. A Proxy Form is annexed to
constituted Committee thereof, from time to time, within this Report. Proxies submitted on behalf of limited companies,
the maximum limits of remuneration for Managing Director societies, etc., must be supported by an appropriate
approved by the Members of the Company . resolution / letter of authority, as applicable.

3.
Corporate Members intending to send their authorised Service Department of the Company. Members holding shares
representatives to attend the AGM, pursuant to in demat form are requested to register their e-mail address
Section 113 of the Companies Act, 2013, are requested with their Depository Participant(s) only. Members of the
to send to the Company, a certified copy of relevant Company who have registered their e-mail address are also
Board Resolution together with the respective specimen entitled to receive such communication in physical form,
signatures of those representative(s) authorised under upon request.
the said resolution to attend and vote on their behalf at
11. The Notice of AGM, Annual Report and Attendance Slip are
the meeting.
being sent in electronic mode to Members whose e-mail
4. The Register of Members and Share Transfer Books of the address is registered with the Company or the Depository
Company will remain closed from Saturday, 23rd June, 2018 Participant(s), unless the Members have registered their
to Friday, 29th June, 2018 (both days inclusive). request for the hard copy of the same. Physical copy of the
Notice of AGM, Annual Report and Attendance Slip are being
5. The Final Dividend for the financial year ended 31st March,
sent to those Members who have not registered their e-mail
2018, as recommended by the Board, if approved at the AGM,
address with the Company or Depository Participant(s).
will be paid on or after Wednesday, 4th July, 2018 to those
Members who have received the Notice of AGM, Annual Report
Members whose name appears in the Register of Members of
and Attendance Slip in electronic mode are requested to print
the Company as on the book closure date.
the Attendance Slip and submit a duly filled in Attendance Slip
6. Members holding shares in demat form are hereby informed at the Registration Counter at the AGM.
that bank particulars registered with their respective
12. Pursuant to Section 108 of the Companies Act, 2013, Rule 20
Depository Participants, with whom they maintain their demat
of the Companies (Management and Administration) Rules,
accounts, will be used by the Company for the payment of
2014, as amended and Regulation 44 of Listing Regulations,
dividend. The Company or its Registrar cannot act on any
the Company is pleased to provide the facility to Members to
request received directly from the Members holding shares in
exercise their right to vote on the resolutions proposed to be
demat form for any change of bank particulars. Such changes
passed at AGM by electronic means. The Members, whose
are to be intimated only to the Depository Participants of
names appear in the Register of Members / list of Beneficial
the Members. Members holding shares in demat form are
Owners as on Friday, 22nd June, 2018, i.e. the date prior to
requested to intimate any change in their address and / or
the commencement of book closure, being the cut-off date,
bank mandate immediately to their Depository Participants.
are entitled to vote on the Resolutions set forth in this Notice.
7.
Members holding shares in physical form are requested Members may cast their votes on electronic voting system
to intimate any change of address and / or bank mandate from any place other than the venue of the meeting (remote
to Karvy Computershare Private Limited (Karvy) / Investor e-voting). The remote e-voting period will commence at
Service Department of the Company immediately. 9.00 a.m. on Monday, 25th June, 2018 and will end at
5.00 p.m. on Thursday, 28th June, 2018. In addition, the facility
8. Details as required in Regulation 36(3) of the SEBI (Listing for voting through electronic voting system shall also be made
Obligations and Disclosure Requirement) Regulations, 2015 available at the AGM and the Members attending the AGM
(‘Listing Regulations’) in respect of the Directors seeking who have not cast their vote by remote e-voting shall be
re-appointment at the AGM are provided at page nos. 177 and eligible to vote at the AGM. The Company has appointed
178 of this Report. Requisite declarations have been received Mr. S. N. Ananthasubramanian, Practising Company
from the Directors seeking re-appointment. The Independent Secretary, to act as the Scrutinizer, to scrutinize the
Directors of the Company have been appointed for a term entire e-voting process in a fair and transparent manner.
of 5 years in accordance with the relevant provisions of the The Members desiring to vote through remote e-voting
Companies Act, 2013 and are not eligible to retire by rotation. are requested to refer to the detailed procedure given
9.
Members of the Company had approved the appointment hereinafter.
of M/s. BSR & Co. LLP, Chartered Accountants, as the PROCEDURE FOR REMOTE E-VOTING
Statutory Auditors at the Eighty First AGM of the Company
which is valid till Eighty Sixth AGM of the Company. In I. The Company has entered into an arrangement with Karvy
accordance with the Companies Amendment Act, 2017, for facilitating remote e-voting for AGM. The instructions for
enforced on 7th May, 2018 by Ministry of Corporate Affairs, the remote e-voting are as under:
appointment of Statutory Auditors is not required to be ratified In case of Member(s) receiving an e-mail from
(a)
at every AGM. Karvy:
10. Pursuant to Section 101 and Section 136 of the Companies (i)
Launch an internet browser and open
Act, 2013 read with the relevant Rules made thereunder, https://evoting.karvy.com/
companies can serve Annual Reports and other
communications through electronic mode to those Members (ii) Enter the login credentials i.e. User ID and Password,
who have registered their e-mail address either with the provided in the e-mail received from Karvy. However,
Company or with the Depository Participant(s). Members if Member(s) are already registered with Karvy for
who have not registered their e-mail address with the e-voting, Member(s) can use existing User ID and
Company can now register the same by submitting a duly Password for casting the vote.
filled-in ‘E-communication Registration Form’ available on the
(iii) After entering the above details, click on - ‘Login’.
website of the Company www.hul.co.in, to Karvy or Investor

174 Notice
(iv)
Password change menu will appear. Change the III. The voting rights shall be as per the number of equity shares
Password with a new Password of the Member(s) held by the Member(s) as on Friday, 22nd June, 2018, being the
choice. The new Password shall comprise minimum cut-off date. Members are eligible to cast vote electronically
8 characters with at least one upper case (A-Z), one only if they are holding shares as on that date.
lower case (a-z), one numeric (0-9) and a special
IV.
Members who have acquired shares after the dispatch of
character (@,#,$,etc.). The system will also prompt
the Annual Report and before the book closure may obtain
Member(s) to update their contact details like mobile
the User ID and Password by sending a request at
number, e-mail ID, etc. on first login. Member(s)
evoting@karvy.com or levercare.shareholder@unilever.com.
may also enter a secret question and answer of
his / her choice to retrieve the Password in case However, if Member(s) are already registered with Karvy
it is forgetten. It is strongly recommended that for remote e-voting, then Member(s) can use their existing
Member(s) do not share his / her Password with any User ID and Password for casting the vote.
other person and that the Member(s) take utmost
care to keep his / her Password confidential. After If Member(s) have forgotten their Password, it can be reset
changing the Password, Member(s) need to login by using ‘Forgot Password’ option available on https://evoting.
again with the new credentials. karvy.com or contact Karvy at toll free no. 1-800-3454-001 or
e-mail at evoting@karvy.com.
(v)
On successful login, the system will prompt
Member(s) to select the e-Voting Event. In case of any other queries / grievances connected with
voting by electronic means, Member(s) may also contact
(vi) Select ‘EVENT’ of Hindustan Unilever Limited - AGM Mr. V. Rajendra Prasad of Karvy, at telephone no. 040-67161510.
and click on - ‘Submit’.
The results of the electronic voting shall be declared to the
(vii) Now Member(s) are ready for e-voting as ‘Ballot Stock Exchanges after the AGM. The results along with the
Form’ page opens. Scrutinizer’s Report, shall also be placed on the website of
the Company.
(viii) Cast the vote by selecting appropriate option and
click on ‘Submit’. Click on ‘OK’ when prompted. 13. In case of joint holders attending the meeting, only such joint
holder who is higher in the order of names, will be entitled to
(ix)
Upon confirmation, the message ‘Vote cast
vote at the Meeting.
successfully’ will be displayed.
14.
The Register of Directors and Key Managerial Personnel
(x) Once Member(s) have confirmed his / her vote on
and their Shareholding maintained under Section 170 of
the resolution, Member(s) cannot modify their vote.
the Companies Act, 2013, the Register of Contracts or
(xi) Institutional shareholders (i.e. other than individuals, arrangements in which Directors are interested under
HUF, NRI, etc.) are required to send scanned copy Section 189 of Companies Act, 2013 and the Certificate from
(PDF / JPG Format) of the relevant Board Resolution Auditors of the Company certifying that the ESOP Schemes
/ Authority Letter, along with attested specimen of the Company are being implemented in accordance with
signature of the duly authorised signatory(ies) who the Securities and Exchange Board of India (Share Based
are authorised to vote, to the Scrutinizer by an e-mail Employee Benefits) Regulations, 2014, will be available for
at scrutinizer@snaco.net. They may also upload inspection at the AGM.
the same in the e-voting module in their login.
15. Members can also provide their feedback on the shareholder
The scanned image of the above mentioned
services of the Company using the ‘Shareholders Satisfaction
documents should be in the naming format
Survey’ form available on the ‘Investor Relations’ page of
“Corporate Name EVENT NO.”
the website of the Company https://www.hul.co.in/investor-
(b)
In case of Member(s) receiving physical copy of the relations/. This feedback will help the Company in improving
Notice of AGM and Attendance Slip Shareholder Service Standards.
(i)
Initial User ID and Password is provided at the bottom 16.
The Ministry of Corporate Affairs had notified provisions
of the Attendance Slip in the following format: relating to unpaid / unclaimed dividend under Sections 124
and 125 of Companies Act, 2013 and Investor Education and
USER ID PASSWORD Protection Fund (Accounting, Audit, Transfer and Refund)
– – Rules, 2016 (IEPF Rules). As per these Rules, dividends
(ii)
Please follow all steps from Sr. No. (a)(i) to which are not encashed / claimed by the shareholder for
Sr. No. (a)(xi) mentioned above, to cast vote. a period of seven consecutive years shall be transferred to
the Investor Education and Protection Fund (IEPF) Authority.
II. In case of any queries, Member(s) may refer to the ‘Frequently The IEPF Rules mandate the companies to transfer such
Asked Questions’ (FAQs) and ‘e-voting user manual’ available shares of Members of whom dividends remain unpaid /
in the downloads section of the e-voting website of Karvy unclaimed for a period of seven consecutive years to the demat
https://evoting.karvy.com/. account of IEPF Authority. Hence, the Company urges all the

Members to encash / claim their respective dividend during EXPLANATORY STATEMENT

the prescribed period. The details of the unpaid / unclaimed
Item No. 6
amounts lying with the Company as on 30th June, 2017 (date
of last AGM) are available on the website of the Company Mr. Sanjiv Mehta was appointed as the Managing Director and
https://www.hul.co.in/investor-relations/ and on Ministry of Chief Executive Officer of the Company for a period of five years
Corporate Affairs’ website. The Members whose dividend / with effect from 10th October, 2013, post approval of the Members.
shares as transferred to the IEPF Authority can now claim The present term of Mr. Sanjiv Mehta comes to an end on
their shares from the Authority by following the Refund 9th October, 2018.
Procedure as detailed on the website of IEPF Authority The Board has, based on the recommendation of the Nomination
http://iepf.gov.in/IEPFA/refund.html. and Remuneration Committee and subject to the approval of the
17. Members are requested to contact Karvy / Investor Service Members, approved the re-appointment of Mr. Sanjiv Mehta as
Department of the Company for encashing the unclaimed Managing Director and Chief Executive Officer for a further period
dividends standing to the credit of their account. The detailed of five years, post completion of his present term in October 2018.
dividend history and due dates for transfer to IEPF are Consequent to the decision of Mr. Harish Manwani,
available on ‘Investor Relations’ page on the website of the Chairman of the Company, to retire as the Non-Executive
Company https://www.hul.co.in/investor-relations/. Chairman and Board of Director’s decision to appoint
18. The Securities and Exchange Board of India (SEBI) vide its Mr. Sanjiv Mehta as the Chairman of the Board of Directors in
circular dated 20th April, 2018 has mandated registration of succession to Mr. Harish Manwani, Mr. Sanjiv Mehta will be
Permanent Account Number (PAN) and Bank Account Details re-designated as Chairman and Managing Director after conclusion
for all securities holders. Members holding shares in physical of the forthcoming AGM.
form are therefore, requested to submit their PAN and Bank Mr. Sanjiv Mehta is not disqualified from being re-appointed as
Account Details to Karvy / Investor Services Department a Director in terms of Section 164 of the Act and has given his
of the Company by sending a duly signed letter along with consent to act as Managing Director and Chief Executive Officer
self-attested copy of PAN Card and original cancelled cheque. of the Company. Mr. Sanjiv Mehta satisfies all the conditions as set
The original cancelled cheque should bear the name of the out in Section 196(3) of the Act and Part-I of Schedule V to the Act,
Member. In the alternative Members are requested to submit for being eligible for his appointment.
a copy of bank passbook / statement attested by the bank.
Members holding shares in demat form are requested to A brief profile of Mr. Sanjiv Mehta, including nature of his expertise,
submit the aforesaid information to their respective Depository is provided on page no. 177 of this Report.
Participant. In so far as the remuneration of Mr. Sanjiv Mehta as
19. All documents referred to in the accompanying Notice and Managing Director and Chief Executive Officer is concerned,
the Explanatory Statement shall be open for inspection the Members have by a Special Resolution at the AGM held on
without any fee at the Registered Office of the Company during 30th June, 2017, approved the following maximum limits within
working hours on all working days except Saturdays, up to and which the authority has been delegated to the Board or Committee
including the date of the AGM of the Company. thereof to fix the remuneration of the Managing Director(s).
Basic Salary: ` 4,00,00,000/-
Registered Office: By Order of the Board
OTHER TERMS AND CONDITIONS:
Unilever House, Dev Bajpai
B. D. Sawant Marg, Executive Director a) Performance linked bonus / commission on profits
Chakala, Andheri (East), Legal & Corporate Affairs The Managing Director shall be paid Performance Linked
Mumbai – 400 099 and Company Secretary Bonus as may be decided by the Board of Directors or a
FCS No: 3354 / DIN: 00050516 Committee thereof from year to year, based on achievement
of such performance parameters as may be determined by
Board of Directors or a Committee thereof from time to time
Mumbai, 14th May, 2018
provided that the total remuneration including salary and
perquisites paid to the Managing Director shall not exceed the
limits laid down under Section 197 read with Schedule V of the
Companies Act, 2013.
b) Perquisites / Benefits
The Managing Director shall be entitled to perquisites like
the benefit of rent free accommodation for self, spouse and
family or house rent allowance in lieu thereof, Company car
with chauffeur, telephone at residence / cellular phones,
statutory contribution to retirement funds, club membership
fees, medical coverage, overseas medical expenses, leave
encashment and long service award and other benefits /
allowances in accordance with the scheme(s) and rule(s) of the
Company from time to time, for the aforesaid benefits. The total

176 Notice
remuneration and perquisites / benefits contemplated above, None of the Directors or Key Managerial Personnel or the relatives
including contribution towards PF / superannuation fund, except Mr. Sanjiv Mehta are concerned or interested, financially or
annuity fund, gratuity fund, etc. payable to all the Managing / otherwise, in this resolution.
Whole-time Director(s) of the Company shall not exceed 5%,
The Board commends the Ordinary Resolution set out at Item No. 6
where there is only one Managing / Whole-time Director(s),
for the approval of Members.
and 10% where there are more than one Managing / Whole-
time Director(s), of the profits of the Company calculated in Item No. 7
accordance with Section 198 of the Companies Act, 2013.
The Board of Directors of the Company, on the recommendation of
c) In the absence or inadequacy of the profits in any financial the Audit Committee, approved the appointment and remuneration
year, the remuneration including the perquisities will be of M/s. RA & Co., Cost Accountants (Firm Registration No. 000242),
paid to the managerial personnel including Managing / to conduct the audit of the cost records of the Company for the
Whole-time Director(s) in accordance with the applicable financial year ending 31st March, 2019. In terms of the provisions of
provisions of Schedule V of the Act, and subject to approval Section 148(3) of the Companies Act, 2013 read with Rule 14(a)(ii) of
of Central Government. However, in case of payment of the Companies (Audit and Auditors) Rules, 2014, the remuneration
remuneration to Professional Directors as provided under payable to the Cost Auditor is required to be approved by the
Section II of Part II of Schedule V of the Act, no approval of Members of the Company. Accordingly, consent of the Members is
the Central Government shall be required subject to the sought for the remuneration payable to the Cost Auditors.
compliances mentioned under the Act.
None of the Directors or Key Managerial Personnel or their
The remuneration payable to Mr. Sanjiv Mehta will be accordingly relatives, are concerned or interested, financially or otherwise, in
decided by Nomination and Remuneration Committee of the this Resolution.
Company within the overall limits approved by the Members and
The Board commends the Ordinary Resolution set out at Item No. 7
shall be in compliance with the overall limits provided under the Act.
for the approval of Members.
Mr. Sanjiv Mehta holds 10 equity shares of the face value of ` 1/-
each in the Company and is not related to other Directors or Key Registered Office: By Order of the Board
Managerial Personnel of the Company.
Unilever House, Dev Bajpai
It is proposed to seek the Members’ approval for the B. D. Sawant Marg, Executive Director
re-appointment of and remuneration payable to Mr. Sanjiv Mehta as a
Chakala, Andheri (East), Legal & Corporate Affairs
Managing Director, in terms of the applicable provisions of the Act
Mumbai – 400 099 and Company Secretary
and the relevant Rules made thereunder.
FCS No: 3354 / DIN: 00050516
This Explanatory Statement may also be considered as the requisite Mumbai, 14th May, 2018
abstract under Section 190 of the Companies Act, 2013 setting out
the terms and conditions of appointment of Mr. Sanjiv Mehta as the
Managing Director of the Company.
ATTENTION MEMBERS
Online Query Module Web check-in Webcast
The Company is pleased to provide the To facilitate smooth registration / entry at Your Company is pleased to provide the
new Online Query Module to enable the AGM, the Company has also provided a facility of live webcast of proceedings of
the Members to seek informations / web check-in facility, which would help the AGM. Members who are entitled to
clarifications pertaining to this report in Members enter the AGM hall expeditiously. participate in the AGM can view the
advance. proceeding of AGM by logging on
The Procedure for web check-in for the AGM
the e-voting website of Karvy at
Members can post their queries related to is as follows:
https://evoting.karvy.com/ using their
this Annual Report by using their secure • Log in to https://karisma.karvy.com and secure login credentials.
login credentials on the e-voting website of click on the AGM Web Check-in link.
Karvy at https://evoting.karvy.com/. Members are encouraged to use this
•
Select the Company name, ‘Hindustan
facility of webcast.
Unilever Limited’.
• Enter the security credentials as directed
and click on ‘Submit’.
• After validating the credentials, click on
‘Generate my Attendance Slip’.
•
The Attendance Slip in PDF format
shall appear on the screen. Select the
print option for printing or download the
Attendance Slip for future reference.

PROFILE OF DIRECTORS
(Seeking Re-appointment)
SANJIV MEHTA (DIN : 06699923) He is a member of Stakeholders’ Relationship Committee,

Mr. Sanjiv Mehta (57) joined the Board of the Company in October Corporate Social Responsibility Committee and Risk Management
2013 as the Chief Executive Officer and Managing Director. He is Committee of the Company.
also the Executive Vice President for Unilever in South Asia.
Directorship in other Companies
Mr. Mehta joined Unilever in October 1992. He has led several Hindustan Unilever Foundation
Unilever businesses across South Asia, South East Asia and Bhavishya Alliance Child Nutrition Initiatives
Middle East. He was appointed Chairman and Managing Director
of Unilever Bangladesh in 2002. In 2007, he was appointed as Mr. Phatak does not hold any Membership / Chairmanship of the
Chairman and CEO of Unilever Philippines. In 2008, he took up Board Committees in other Companies.
the responsibilities as the Chairman of Unilever North Africa and
Middle East (NAME), leading a multi-country organization spanning
PRADEEP BANERJEE (DIN : 02985965)
20 countries in the region. Mr. Pradeep Banerjee (59) joined the Company as a
Management Trainee in 1980. He has held a series of assignments
During his tenure as the head of various Unilever Companies, the in Supply Chain, Research & Development and Categories.
business achieved significant success accelerating both growth
and profitability. Importantly, he has been instrumental in building Mr. Banerjee became the Vice President - Technical
leadership talent and substantially strengthening organizational (Home and Personal Care) in 2003 and later moved to UK in 2005 as
capabilities. Vice President - Global Supply Chain for Personal Care Category. He
served as the Vice President for Global Procurement in Singapore.
Before joining Unilever, Mr. Mehta worked for Union Carbide India.
He is a Commerce graduate and a Chartered Accountant. He Mr. Banerjee was appointed as Executive Director - Supply Chain
has also completed an Advanced Management Programme from of the Company in March, 2010. He holds a Bachelor’s Degree in
Harvard Business School. Engineering (Chemical) from IIT Delhi.
He is a member of the Stakeholders’ Relationship Committee, He is a member of Risk Management Committee of the Company.
Corporate Social Responsibility Committee and Chairman of
Risk Management Committee of the Company. Directorship in other Companies
In terms of external committees, Mr. Mehta is the Chairman of Unilever India Exports Limited
Federation of Indian Chambers of Commerce and Industry (FICCI)
Gabriel India Limited
FMCG sub-committee and Chairman of Confederation of Indian
Industry’s (CII) MNC sub-committee.
Membership / Chairmanship of Board Committees in other
Directorship in other Companies Companies
Hindustan Unilever Foundation Unilever India Exports Limited
Bhavishya Alliance and Child Nutrition Initiatives Nomination and Remuneration Committee – Member
Breach Candy Hospital Trust Corporate Social Responsibility Committee - Member
Bombay Chamber of Commerce & Industry
Indian School of Business DEV BAJPAI (DIN: 00050516)
Mr. Mehta does not hold any Membership / Chairmanship of the Mr. Dev Bajpai (52) was appointed as the Executive Director –
Board Committees in other Companies. Legal and Company Secretary and a member of the Management
Committee of the Company in 2010. Mr. Bajpai took additional
SRINIVAS PHATAK (DIN : 02743340) responsibility of Corporate Affairs function in the year 2012.
Mr. Srinivas Phatak (46), a qualified Chartered Accountant and Mr. Bajpai was appointed as an Executive Director on the Board of
Cost and Works Accountant, joined the Company in 1999 after a the Company in January, 2017.
brief 3 year stint with an external organisation. He has worked He has 30 years of experience in the areas of Legal, Compliance,
in various roles in the Company including factory commercial Tax and Corporate Affairs across diverse industries including
manager, Head of Treasury, followed by leadership roles such as Automobiles, FMCG, Hospitality and Private Equity. Prior to
General Manager, Finance for Foods & Refreshments and Head, joining the Company, Mr. Bajpai has worked in Maruti Udyog
Investor Relations of the Company. He was then seconded to Limited, Marico Limited, The Indian Hotels Company Limited and
Unilever as the Global Finance VP for Deodorants, followed by ICICI Venture Funds Management Company Limited.
VP Finance, Supply Chain Americas and most recently as
VP, Business Finance Services. Mr. Bajpai has been a part of committees of apex industry
organisations like CII and FICCI.
Mr. Phatak was appointed as Executive Director – Finance & IT and
Chief Financial Officer of the Company in December, 2017.

178 Profile of Directors
Mr. Bajpai is a Fellow Member of the Institute of Company DIRECTORS’ INTEREST

Secretaries of India and holds a law degree from University of Delhi. None of the Directors of the Company are inter-se related to
He has also completed an Executive Programme for Corporate each other. The Directors seeking approval for appointment /
Counsels conducted by Harvard Law School. re-appointment may be deemed to be concerned or interested to
He is a member of the Risk Management Committee of the the extent of shares held by them in the Company as given in the
Company. table below:
Directorship in other Companies Name of the Director No. of Shares % Holding

Unilever Nepal Limited Sanjiv Mehta 10 0.0000
Hindustan Unilever Foundation Pradeep Banerjee 52,886 0.0024
Bhavishya Alliance Child Nutrition Initiatives Srinivas Phatak 10,208 0.0005
Dev Bajpai 39,909 0.0018
Indian Beauty and Hygiene Association
Membership / Chairmanship of Board Committees in other

Companies
Audit Committee - Member

Registered Office: Unilever House, B. D. Sawant Marg, Chakala, Andheri (East), Mumbai - 400 099
CIN: L15140MH1933PLC002030, Web: www.hul.co.in, Email: levercare.shareholder@unilever.com, Tel: +91 22 39832285 / 39832452
Form No. MGT-11

PROXY FORM
[Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies (Management and Administration) Rules, 2014]
Name of the Member(s):

Registered address:
E-mail Id: Folio No. / DP ID and Client ID:
I/We, being the Member(s) of shares of the above named Company, hereby appoint
1. Name: E-mail ID:
Address:
Signature: , or failing him/her
2. Name: E-mail ID:
Address:
Signature: , or failing him/her
3. Name: E-mail ID:
Address:
Signature:
as my/our Proxy to attend and vote, in case of a poll, for me/us and on my/our behalf at the 85th Annual General Meeting of the Company, to
be held on Friday, 29th day of June, 2018 at 2.30 p.m. at the Registered Office of the Company and at any adjournment thereof in respect of
such resolutions and in such manner as are indicated below:
Reso. No. Description For* Against*

Adoption of Financial Statements together with the Reports of Board of Directors’ and Auditors’
1.
thereon for the financial year ended 31st March, 2018
2. Confirmation of interim dividend and declaration of final dividend
3. Re-appointment of Mr. Pradeep Banerjee as Director
4. Re-appointment of Mr. Dev Bajpai as Director
5. Re-appointment of Mr. Srinivas Phatak as Director
6. Re-appointment of Mr. Sanjiv Mehta as Managing Director & CEO for a further period of five years
7. Ratification of the remuneration of M/s. RA & Co, Cost Accountants for the financial year ending
31st March, 2019
Signed this day of 2018.
Affix
Revenue
Signature of Member (s) Stamp
Notes:
* 1. Please put a ‘X’ in the Box in the appropriate column against the respective resolutions. If you leave the ‘For’ or ‘Against’
column blank against any or all the resolutions, your Proxy will be entitled to vote in the manner as he/she thinks appropriate.
2. A Proxy need not be a Member of the Company. Pursuant to the provisions of Section 105 of the Companies Act, 2013, a person
can act as Proxy on behalf of not more than fifty Members and holding in aggregate not more than ten percent of the total
Share Capital of the Company carrying voting rights. Members holding more than ten percent of the total Share Capital of the
Company carrying voting rights may appoint a single person as Proxy, who shall not act as Proxy for any other Member.
3. This form of Proxy, to be effective, should be deposited at the Registered Office of the Company at Unilever House,
B. D. Sawant Marg, Chakala, Andheri (East), Mumbai - 400 099 not later than FORTY-EIGHT HOURS before the commencement
of the aforesaid meeting.
ONE-THIRD OF INDIA’S CHILDREN LOSE THEIR
CHILDHOOD TO REPEATED ILLNESS CAUSED
BY THE LACK OF BASIC HYGIENE HABITS LIKE
WASHING HANDS WITH SOAP, DRINKING CLEAN
WATER AND USING A CLEAN TOILET.
SWACHH AADAT SWACHH BHARAT IS HUL’S

INITIATIVE TO TEACH MILLIONS OF CHILDREN
THESE 3 LIFE-SAVING HABITS.
FOR FURTHER INFORMATION ON OUR ECONOMIC,
ENVIRONMENTAL AND SOCIAL PERFORMANCE,
PLEASE VISIT OUR WEBSITE:
WWW.HUL.CO.IN
aicl.in | Printed at Print Plus Pvt. Ltd.

designed and produced at
HINDUSTAN UNILEVER LIMITED

Registered Office:
Unilever House,
B. D. Sawant Marg, Chakala,
Andheri (East),
Mumbai - 400 099
CIN : L15140MH1933PLC002030

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ANNUAL REPORT

Notice of Annual General Meeting.................................... 172

AT A GLANCE OUR PURPOSE

To harness the opportunities of the changing world, your Company

Annual Report 2017-18 Hindustan Unilever Limited

In Personal Care, both Personal Products and Personal Wash

Hindustan Unilever Limited Annual Report 2017-18

2. Mr. Sanjiv Mehta

3. Mr. Srinivas Phatak

5. Mr. Dev Bajpai

6. Mr. Aditya Narayan

9. Dr. Sanjiv Misra

10. Ms. Kalpana Morparia

Annual Report 2017-18 Hindustan Unilever Limited

1. Mr. Sanjiv Mehta

2. Mr. Srinivas Phatak

3. Mr. Pradeep Banerjee

4. Mr. Dev Bajpai

5. Ms. Geetu Verma

7. Ms. Priya Nair

8. Mr. Sandeep Kohli

10. Mr. Srinandan Sundaram 7 1 5

Hindustan Unilever Limited Annual Report 2017-18

Personal Care 47 Personal Care 61

Home Care 33 Home Care 25

REVENUE FROM OPERATIONS EBITDA EPS (BASIC) CASH FROM OPERATIONS

2017 2017 2017

54% 55% 54%

BETTER LIVELIHOODS SUSTAINABLE SOURCING HEALTH AND WELL-BEING

Annual Report 2017-18 Hindustan Unilever Limited

Hindustan Unilever Limited Annual Report 2017-18

UNILEVER SUSTAINABLE LIVING PLAN

IMPROVING HEALTH AND WELL-BEING ENHANCING LIVELIHOODS

HEALTH AND NUTRITION FAIRNESS IN THE OPPORTUNITIES INCLUSIVE

REDUCING ENVIRONMENTAL IMPACT

GREENHOUSE GASES WATER WASTE SUSTAINABLE SOURCING

Annual Report 2017-18 Hindustan Unilever Limited

THE CHANGING WORLD

Hindustan Unilever Limited Annual Report 2017-18

OUR VALUE CREATION MODEL

WHAT WE DEPEND ON HOW WE CREATE VALUE VALUE WE CREATE

PURPOSEFUL PEOPLE OUR PURPOSE CONSUMER BENEFITS

Annual Report 2017-18 Hindustan Unilever Limited

WINNING WITH BRANDS AND INNOVATION WINNING IN THE MARKETPLACE

Read more on Page 18 Read more on Page 19

WINNING THROUGH CONTINUOUS IMPROVEMENT WINNING WITH PEOPLE

Hindustan Unilever Limited Annual Report 2017-18

REPORT OF BOARD OF DIRECTORS

WINNING WITH BRANDS AND INNOVATION

J2,000+ CRORE BRANDS J1,000+ CRORE BRANDS J500+ CRORE BRANDS

Annual Report 2017-18 Hindustan Unilever Limited

Hindustan Unilever Limited Annual Report 2017-18

Annual Report 2017-18 Hindustan Unilever Limited

Hindustan Unilever Limited Annual Report 2017-18

Annual Report 2017-18 Hindustan Unilever Limited

Hindustan Unilever Limited Annual Report 2017-18

Annual Report 2017-18 Hindustan Unilever Limited

OPPORTUNITIES & RISKS

Strategy Opportunity Details

ii. Dove Self-Esteem programme vi. Sustainable Sourcing