MIRA INFORM REPORT

Report Date :

08.02.2014

IDENTIFICATION DETAILS

Name :	MARICO LIMITED
Registered Office :	7^th Floor, Grande Palladium, 175, CST Road, Kalina, Santacruz (East), Mumbai – 400098, Maharashtra
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	13.10.1988
Com. Reg. No.:	11-049208
Capital Investment / Paid-up Capital :	Rs.644.800 Millions
CIN No.: [Company Identification No.]	L15140MH1988PLC049208
Legal Form :	A Public Limited Liability company. The company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Manufacturing and Sale of Consumer Products.
No. of Employees :	Information Decline by the management

RATING & COMMENTS

MIRA’s Rating :

A (68)

RATING		STATUS	PROPOSED CREDIT LINE
56-70	A	Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums	Fairly Large

Maximum Credit Limit :	USD 79000000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is one of leading manufacturer of coconut oil, hair oils, and premium refined edible oils in consumer packs. It is well-established and reputed company having fine track record. The ratings continue to reflect Marico’s strong market position, healthy operating efficiency and robust financial risk profile. Directors are reported to be experienced and respectable businessmen. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments. The company can be considered good for normal business dealings at usual trade terms and conditions.

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

INDIAN ECONOMIC OVERVIEW

The services sector, the largest contributor to India’s GDP, contracted for the sixth consecutive month in December, as orders dipped. However, hiring has risen.  Direct tax collections rose 12.3 % during the April – December period of the current financial year.  The government has decided to retain 100 per cent foreign direct investment in both greenfield (new) and brown field (existing) pharmaceutical companies, despite concerns over genetic drugs going out of production, if multi-national companies take over domestic ones. In M&A deals, a non compete clause would not be allowed, except in special circumstances. The Department of Industrial Policy and Promotion plans to release the next edition of its consolidated foreign direct investment policy document on March 31, incorporating changes made in the past year. DIPP compiles all policies related to India’s FDI regime into a single document to make it easy for investors to understand. 185 million estimated number of mobile internet users in India by June 2014, according to a report by the Internet & Mobile Association of India and IMRB International.  India had 110 million mobile internet users with 25 million in rural areas. $3.77 tn estimated global IT spending in 2014, according to research firm Gartner Inc. The growth forecast for this year is cut to 3.1 %from the earlier estimate of 3.5 %. The spending growth forecast for telecom services – a segment that accounts for more than 40 % at total IT spending – from 1.9 per cent to 1.2 per cent is the main reason for this overall IT cut. A Reserve Bank of India committee has recommended setting up a special category of lenders who would cater to small businesses and households, to expand the number of customers with access to banking services. These banks would focus onproviding payment services and deposit products.  Indian banks want the free use of automated teller machines to be capped at five transactions in a month including that of the bank in which the account is active. This follows state government order to banks to install security guards at ATM booths after a woman banker was assaulted in Bangalore. The government is likely to present a vote on Account in mid-February. The annual Economic Survey will be tabled later in Parliament along with the full Budget. A full Budget for 2014/15 is likely to be present in July by the new government formed after the General Election. The government will soon launch an internet spy system, called Netra, to detect malafide messages. Security agency will deploy the system to capture dubious voice traffic on applications such as Skype and Google Talk, as well as tweeters.

EXTERNAL AGENCY RATING

Rating Agency Name	CRISIL
Rating	Long term rating: “AA+”
Rating Explanation	High degree of safety and very low credit risk.
Date	14.01.2014

Rating Agency Name	CRISIL
Rating	Short term rating: “A1+”
Rating Explanation	Very strong degree of safety and lowest credit risk.
Date	14.01.2014

RBI DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

INFORMATION DECLINED

Management non-cooperative. (Tel. No.: 91-22-66480480)

LOCATIONS

Registered Office/ Corporate Office :	7^th Floor, Grande Palladium, 175, CST Road, Kalina, Santacruz (East), Mumbai – 400098, Maharashtra, India
Tel. No.:	91-22-66480480
Fax No.:	91-22-66490114
E-Mail :	investor@mailcoindia.net
Website :	http://maricoindia.net www.marico.com www.kayaclinic.com www.parachuteadvanced.com www.saffolalife.com www.haircodeworld.com www.maricobd.com www.maricoinnovationfoundation.org
Regional Offices :	Located At: South Ro: 510 and 511, B Block, 5th Floor, Swapnalok Complex, S. D Road, Secunderabad-500003 West RO : Plot No. 23/C, Mahal Industrial Estate, Mahakali Caves Road, Land Mark : Before Paper Box Factory, Opposite Andhra Bank and Travellers Inn hotel,  Andheri (E) Mumbai - 400 093 Tel: 91-22-26732439-40, 26732472 East Ro : Room No 416, 4th floor, Krishna Building, 224 AJC Bose Road, Kolkata -700017, India North RO : Unit No.: JA 1101, 11th Floor, DLF Tower – “A”, Jasola
Factories :	Located At : · Kanjikode · Pondicherry · Jalgaon · Paonta · Dehradun · Goa · Baddi · Paonta Sahib · Paldhi · Perundurai

DIRECTORS

As on: 31.03.2013

Name :	Mr. Harsh Mariwala
Designation :	Chairman and Managing Director
Name :	Mr. Nikhil Khattau
Designation :	Chairman of Audit Committee
Name :	Mr. Rajeev Bakshi
Designation :	Director
Name :	Mr. Atul Choksey
Designation :	Director
Name :	Mr. Anand Kripalu
Designation :	Director
Name :	Mr. Rajendra Mariwala
Designation :	Director
Name :	Ms. Hema Ravichandran
Designation :	Chairman of Corporate Governance Committee
Name :	Mr. B.S. Nagesh
Designation :	Director

KEY EXECUTIVES

Name :	Mrs. Hemangi Ghag
Designation :	Company Secretary
	Management Team :
Name :	Mr. Harsh Mariwal
Designation :	Chairman and Managing Director
Name :	Mr. Saugata Gupta
Designation :	Chief Executive Officer - FMCG
Name :	Mr. Milind Sarwate
Designation :	Group Chief Financial Officer
Name :	Mr. Vijay Subramanian
Designation :	Chief Executive Officer – Kaya
	Audit Committee :
Name :	Mr. Nikhil Khattu
Designation :	Chairman
Name :	Mr. Rajendra Mariwala
Designation :	Member
Name :	Ms. Hema Ravichandar
Designation :	Member
Name :	Mr. B.S. Nagesh
Designation :	Member
Name :	Mr. Harsh Mariwala
Designation :	Permanent Invitee
Name :	Mrs. Hemangi Ghag
Designation :	Secretary to the committee
	Corporate Governance Committee :
Name :	Ms. Hema Ravichandar
Designation :	Chairperson
Name :	Mr. Rajeev Bakshi
Designation :	Member
Name :	Mr. Anand Kripalu
Designation :	Member
Name :	Mr. Milind Sarwate
Designation :	Secretary to the Committee
Name :	Mr. B.S. Nagesh
Designation :	Member
Name :	Mr. Harsh Mariwala
Designation :	Permanent Invitee
	Shareholders Committee :
Name :	Mr. Nikhil Khattau
Designation :	Chairman
Name :	Mr. Rajen Mariwala
Designation :	Member
Name :	Mrs. Hemangi Ghag
Designation :	Secretary to the Committee

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on: 31.12.2013

Category of Shareholders	No. of Shares	Percentage of Holding
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	375201020	58.18
Bodies Corporate	8822000	1.37
Sub Total	384023020	59.55
(2) Foreign
Individuals (Non-Residents Individuals / Foreign Individuals)	900000	0.14
Sub Total	900000	0.14
Total shareholding of Promoter and Promoter Group (A)	384923020	59.69
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	8984616	1.39
Financial Institutions / Banks	12310	0.00
Insurance Companies	5849829	0.91
Foreign Institutional Investors	177846002	27.58
Foreign Venture Capital Investors	22058823	3.42
Sub Total	214751580	33.30
(2) Non-Institutions
Bodies Corporate	20068110	3.11
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 million	19904809	3.09
Individual shareholders holding nominal share capital in excess of Rs. 0.100 million	3225066	0.50
Any Others (Specify)	2000414	0.31
Clearing Members	208226	0.03
Non Resident Indians	1712178	0.27
Trusts	80010	0.01
Sub Total	45198399	7.01
Total Public shareholding (B)	259949979	40.31
Total (A)+(B)	644872999	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued	0	0.00
(1) Promoter and Promoter Group	0	0.00
(2) Public	0	0.00
Sub Total	0	0.00
Total (A)+(B)+(C)	644872999	0.00

Shareholding belonging to the category "Promoter and Promoter Group"

l.No.	Name of the Shareholder	Details of Shares held		Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital
		No. of Shares held	As a % of grand total (A)+(B)+(C)
1	Harsh C Mariwala With Kishore V Mariwala For Valentine Family Trust	7,33,76,000	11.38	11.38
2	Harsh C Mariwala With Kishore V Mariwala For Aquarius Family Trust	7,33,76,000	11.38	11.38
3	Harsh C Mariwala With Kishore V Mariwala For Taurus Family Trust	7,33,76,000	11.38	11.38
4	Harsh C Mariwala With Kishore V Mariwala For Gemini Family Trust	7,33,76,000	11.38	11.38
5	Rajvi H Mariwala	1,31,00,000	2.03	2.03
6	Rishabh H Mariwala	1,31,00,000	2.03	2.03
7	Archana H Mariwala	1,23,00,000	1.91	1.91
8	Harsh C Mariwala	1,14,54,600	1.78	1.78
9	Arctic Investment and Trading Company Private Limited	87,85,000	1.36	1.36
10	Ravindra Kishore Mariwala	65,93,200	1.02	1.02
11	Harshraj C Mariwala (HUF)	61,20,000	0.95	0.95
12	Paula R Mariwala	37,09,100	0.58	0.58
13	Anjali R Mariwala	37,09,100	0.58	0.58
14	Rajen K Mariwala	33,68,200	0.52	0.52
15	Hema K Mariwala	24,18,540	0.38	0.38
16	Kishore V Mariwala	14,83,660	0.23	0.23
17	Hema K Mariwala	14,97,600	0.23	0.23
18	Ravindra K Mariwala	9,44,620	0.15	0.15
19	Pallavi C Jaikishen	9,16,000	0.14	0.14
20	Malika Chirayu Amin	9,00,000	0.14	0.14
21	Preeti Gautam Shah	9,00,000	0.14	0.14
22	Rajen K Mariwala	75,000	0.01	0.01
23	The Bombay Oil Private Limited	37,000	0.01	0.01
24	Kishore V Mariwala	1,850	0.00	0.00
25	Kishore V Mariwala	1,850	0.00	0.00
26	Kishore V Mariwala	1,850	0.00	0.00
27	Kishore V Mariwala	1,850	0.00	0.00
	Total	38,49,23,020	59.69	59.69

Shareholding belonging to the category "Public" and holding more than 1% of the Total No. of Shares

Sl. No.	Name of the Shareholder	No. of Shares held	Shares as % of Total No. of Shares	Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital
1	Arisaig Partners (Asia) Pte Limited A/C Arisaig India Fund Limited	35353269	5.48	5.48
2	Oppenheimer Developing Markets Fund	26690028	4.14	4.14
3	Indivest Pte Limited	22058823	3.42	3.42
4	National Westminister Bank Plc As Depostitary Of M And G Global Basics Fund A Sub Fund Of M And G Investment	16782000	2.60	2.60
5	Baring India Private Equity Fund III Listed Investments Limited	7352941	1.14	1.14
6	National West minister Bank Plc As Depostitary Of First State Indian Subcontinent Fund A Sub Fund Of First State Investments ICVC	6611308	1.03	1.03
7	Napean Trading And Investment Co Private Limited	6871819	1.07	1.07
8	National West minister Bank Plc As Depostitary Of First State Indian Subcontinent Fund A Sub fund of first state investments	7402142	1.15	1.15
	Total	129122330	20.02	20.02

Shareholding belonging to the category "Public" and holding more than 5% of the Total No. of Shares

Sl. No.	Name(s) of the shareholder(s) and the Persons Acting in Concert (PAC) with them	No. of Shares	Shares as % of Total No. of Shares	Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital
1	Arisaig Partners Asia Pte Limited A/c Arisaig India Fund Limited	35353269	5.48	5.48
2	First State Investment Management (UK) Limited Together with PACs	46521979	7.21	7.21
	Total	81875248	12.70	12.70

BUSINESS DETAILS

Line of Business :

Manufacturing and Sale of Consumer Products.

GENERAL INFORMATION

No. of Employees :

Information Decline by the management

Bankers :

· Axis Bank Limited

· Barclays Bank PLC

· Citibank N.A

· HDFC Bank Limited

· ICICI Bank Limited

· Kotak Mahindra Bank Limited

· Standard Chartered Bank

· State Bank of India

· HSBC Limited

· DBS Bank Limited

· JP Morgan Chase Bank N.A.

· Royal Bank of Scotland N.V.

· Corporation Limited

Facilities :

(Rs. In Millions)

Secured Loan	As on 31.03.2013	As on 31.03.2012
Long term borrowings
External commercial borrowing from HSBC bank	2768.300	2747.300
Short term borrowings
Cash credit	127.400	1.800
Pre-shipment credit in foreign currency (Secured by hypothecation of inventory and debtors)	0.000	356.200
Total	2895.700	3105.300
Note: (Loan carries interest @ LIBOR plus 2.1% (Previous year LIBOR plus 2.1%) and is secured by (i) Pledge of shares of International Consumer Products Corporation (a Subsidiary company) (ii) First ranking pari passu charge over all current and future plant and machinery and (iii) Mortgage on land and building situated at Andheri, Mumbai). The loan is repayable over a period of 6 years commencing from 28th February 2011 as under:- 1st installment - USD 3 million - payable at the end of 36 months 2nd installment - USD 3 million - payable at the end of 42 months 3rd installment - USD 6 million - payable at the end of 48 months 4th installment - USD 6 million - payable at the end of 54 months 5th installment - USD 9 million - payable at the end of 60 months 6th installment - USD 12 million - payable at the end of 66 months 7th installment - USD 15 million - payable at the end of 72 months Total Amount - USD 54 million

Banking Relations :	--
Auditors :
Name :	Price Waterhouse Chartered Accountants
Cost Auditors :
Name :	Ashwin Solanki and Associates Chartered Accountants
Internal Auditors :
Name :	Ernst and Young (w.e.f. April 1, 2012) Chartered Accountants
Subsidiary Firm :	· Wind Company. (Through MEL Consumer Care SAE)
Others - Entities in which KMP has significant influence :	· The Bombay Oil Private Limited
Subsidiary Companies :	· Kaya Limited · Marico Bangladesh Limited (MBL) · MBL Industries Limited (MBLIL) (Through Marico Middle East FZE) · Marico Middle East FZE (MME) · Kaya Middle East FZE (KME) (Through Marico Middle East FZE) · MEL Consumer Care SAE (MELCC) (Through Marico Middle East FZE) · Egyptian American Investment and Industrial Development Company (EAIIDC) (Through Marico Middle East FZE ) · Marico Egypt Industries Company (MEIC) (through MEL Consumer Care SAE) · Marico South Africa Consumer Care (Pty) Limited (MSACC) · Marico South Africa (Pty) Limited (MSA) (Through Marico South Africa Consumer Care (Pty) Limited) · CPF International (Pty) Limited (CPF) (Through Marico South Africa (Pty) Limited) (upto January 16, 2012) · Marico Malaysia Sdn. Bhd. (MMSD) (Through Marico Middle East FZE) · Derma – Rx International Aesthetics Pte. Limited. (DIAL) (w.e.f May 22, 2010) · The DRx Clinic Pte. Limited s(DCPL) (Through Derma – Rx International Aesthetics Pte. Limited ) (w.e.f May 25, 2010) · The DRx Medispa Pte. Limited (DMSPL) (Through Derma – Rx International Aesthetics Pte. Limited) (w.e.f May 25, 2010) · DRx Investments Pte. Limited. (DIPL) (Through Derma – Rx International Aesthetics Pte. Limited ) (w.e.f May 25, 2010) · DRX Meditech Pte Limited – (With effect from May 25, 2010 and upto February 28, 2011 – merged with Derma- Rx International Aesthetics Pte Limited with effect from March 1, 2011) · DRx Aesthetics Sdn. Bhd. (DASB) (Through Derma – Rx International Aesthetics Pte. Limited ) (w.e.f May 25, 2010) · International Consumer Products Corporation (ICP) (w.e.f February 18, 2011) · Beaute Cosmetique Societe Par Actions (BCS) (Through International Consumer Products Corporation) (w.e.f February 18, 2011) (99% (99%) equity held by ICP) · Thuan Phat Foodstuff Joint Stock company (TPF) (Through International Consumer Products Corporation) (w.e.f February 18, 2011) (98.6% (87%) equity held by ICP)

CAPITAL STRUCTURE

As on: 31.03.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
1150000000	Equity Shares	Rs.1/- each	Rs.1150.000 Millions
100000000	Preference Shares	Rs.10/- each	Rs.1000.000 Millions
	Total		Rs.2150.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
644771779	Equity Shares	Rs.1/- each	Rs.644.800 Millions

a) Reconciliation of number of shares

	As at March 31, 2013
Particulars	Number of shares	Rs. In Millions
Balance as at the beginning of the year	614934387	614.900
Shares Issued during the year	425648	0.500
Shares issued on Preferential allotment basis	29411764	29.400
Balance as at the end of the year	644771799	644.800

Rights, preferences and restrictions attached to shares:

Equity Shares: The Company has one class of equity shares having a par value of Re.1 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

Details of shares held by shareholders holding more than 5% of the aggregate shares in the Company

	As at March 31, 2013
Name of Shareholder	No. of Shares held	% of Holding
Equity Shares of Re. 1/- each fully paid-up
Harsh C Mariwala (As a representative of Valentine Family Trust)	73376000	11.38
Harsh C Mariwala (As a representative of Aquarius Family Trust)	73376000	11.38
Harsh C Mariwala (As a representative of Taurus Family Trust)	73376000	11.38
Harsh C Mariwala (As a representative of Gemini Family Trust)	73376000	11.38
Arisaig Partners (Asia) Pte Limited	35353269	5.48
Oppenheimer Developing Markets Fund (Royal Bank of Scotland)	30483651	4.73

Shares reserved for issue under options:

The Corporate Governance Committee of the Board of Directors of Marico Limited has granted Stock Options to certain eligible employees pursuant to the Marico ‘Employees Stock Options Scheme 2007’ (“Scheme”). Each option represents 1 equity share in the Company. The Vesting period and the Exercise Period, both range from 1 year to 5 years.

The Scheme administered by the Corporate Governance Committee comprising independent Directors. The

Scheme closed on February 1, 2013.

Particulars	As at March 31, 2013
Weighted average share price of options exercised	5785
Number of options granted, exercised, and forfeited
Balance as at beginning of the year	778313
Granted during the year	--
Less : Exercised during the year	425648
Forfeited / lapsed during the year	--
Balance as at end of the year	352665
Percentage to current paid–up equity share capital	0.05%

The Company has applied the intrinsic value based method of accounting for determining compensation cost for its stock based compensation plan and has accordingly reversed Rs. 0.200 million (Rs. 0.400 million) as compensation cost under the ‘intrinsic value’ method (Refer note 26). Had the Company considered ‘fair value’ method for accounting of compensation cost, the Company’s net income and Basic and Diluted earnings per share as reported would have reduced to the pro–forma amounts as indicated:

(Rs. In Millions)

Particulars	As at March 31, 2013
Net Profit after tax as reported (Rs. millions)	4290.900
Less : Stock–based employee compensation expense (Rs. millions)	3.100
Adjusted pro–forma (Rs. millions)	4287.800
Basic earnings per share as reported	66.900
Pro–forma basic earnings per share	66.900
Diluted earnings per share as reported	66.900
Pro–forma diluted earnings per share	66.900

The following assumptions were used for calculation of fair value of grants:

Particulars	As at March 31, 2013
Risk–free interest rate – Vest 1 (%)	6.61%
Risk–free interest rate – Vest 2 (%)	7.27%
Expected life of options (years)	5 Years
Expected volatility – Vest 1 (%)	35.32%
Expected volatility – Vest 2 (%)	36.92%
Dividend yield	1.20%

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2013	31.03.2012	31.03.2011
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	644.800	614.900	614.400
(b) Reserves & Surplus	19269.500	10626.300	8116.800
(c) Money received against share warrants	0.000	0.000	0.000
(2) Share Application money pending allotment	0.000	0.000	0.000
Total Shareholders’ Funds (1) + (2)	19914.300	11241.200	8731.200
(3) Non-Current Liabilities
(a) long-term borrowings	3768.300	3247.300	3074.800
(b) Deferred tax liabilities (Net)	30.400	0.000	0.000
(c) Other long term liabilities	9.700	0.000	0.000
(d) long-term provisions	0.000	53.200	0.200
Total Non-current Liabilities (3)	3808.400	3300.500	3075.000
(4) Current Liabilities
(a) Short term borrowings	2793.600	2284.200	1927.100
(b) Trade payables	3100.800	2444.700	1627.300
(c) Other current liabilities	1523.700	857.200	1089.700
(d) Short-term provisions	541.900	478.800	407.000
Total Current Liabilities (4)	7960.000	6064.900	5051.100
TOTAL	31682.700	20606.600	16857.300
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	3227.600	2380.800	2211.600
(ii) Intangible Assets	124.700	20.100	13.000
(iii) Capital work-in-progress	1453.400	362.200	247.100
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	10870.500	4059.100	3924.200
(c) Deferred tax assets (net)	0.000	190.800	265.400
(d) Long-term Loan and Advances	1392.800	2358.100	2056.000
(e) Other Non-current assets	1353.400	1231.400	982.100
Total Non-Current Assets	18422.400	10602.500	9699.400
(2) Current assets
(a) Current investments	2294.200	2662.600	779.400
(b) Inventories	7089.800	5300.400	4542.200
(c) Trade receivables	1238.500	1010.400	1189.800
(d) Cash and cash equivalents	220.300	322.600	159.400
(e) Short-term loans and advances	2334.100	544.600	449.400
(f) Other current assets	83.400	163.500	37.700
Total Current Assets	13260.300	10004.100	7157.900
TOTAL	31682.700	20606.600	16857.300

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012	31.03.2011
	SALES
		Revenue from operations	34071.000	29653.500	23504.100
		Other Income	502.000	516.500	216.300
		TOTAL (A)	34573.000	30170.000	23720.400
Less	EXPENSES
		Cost of materials consumed	17600.900	16719.200	13090.100
		Purchases of stock-in-trade	2026.100	1063.300	1068.500
		Changes in inventories of finished goods, work-in-progress and stock-in-trade - (Increase) / decrease	(1327.000)	(400.200)	(741.000)
		Employee benefits expenses	1556.900	1262.100	1078.200
		Other expenses	8993.100	6934.500	5541.600
		Exceptional items	465.000)	0.000	(654.700)
		TOTAL (B)	28385.000	25578.900	19382.700
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		6188.000	4591.100	4337.700
Less	FINANCIAL EXPENSES (D)		436.800	283.400	316.000
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		5751.200	4307.700	4021.700
Less/ Add	DEPRECIATION/ AMORTISATION (F)		331.300	314.900	276.300
	PROFIT BEFORE TAX (E-F) (G)		5419.900	3992.800	3745.400
Less	TAX (H)		1129.000	626.900	592.200
	PROFIT AFTER TAX (G-H) (I)		4290.900	3365.900	3153.200
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		8354.100	6025.200	3826.000
Less	APPROPRIATIONS
		Transfer to General Reserve	429.000	337.000	315.000
		Debenture Redemption Reserve	213.000	200.000	167.000
		Dividend	322.000	430.000	405.000
		Tax on Dividend	52.000	70.000	67.000
	BALANCE CARRIED TO THE B/S		11629.000	8354.100	6025.200
	EARNINGS IN FOREIGN CURRENCY
		FOB value of exports	1385.900	1923.500	1391.500
		Royalty	60.800	76.200	68.400
		Dividend	187.100	198.900	44.800
		Interest	41.000	40.900	40.300
		Corporate guarantee income	7.000	7.700	0.000
	TOTAL EARNINGS		1681.800	2247.200	1545.000
	IMPORTS
		Raw materials	1492.200	1318.900	328.000
		Packing materials	11.800	22.000	27.000
		Capital goods	3.600	11.700	1.600
		Stock - in - trade (Traded goods)	1.500	10.900	18.800
	TOTAL IMPORTS		1509.100	1363.500	375.400
	Earnings Per Share (Rs.)		6.69	5.48	5.15

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012	31.03.2011
PAT / Total Income	(%)	12.41	11.16	13.29
Net Profit Margin (PBT/Sales)	(%)	15.91	13.47	15.93
Return on Total Assets (PBT/Total Assets}	(%)	27.99	24.96	30.16
Return on Investment (ROI) (PBT/Networth)		0.27	0.36	0.42
Debt Equity Ratio (Total Debt/Networth)		0.32	0.49	0.57
Current Ratio (Current Asset/Current Liability)		1.67	1.65	1.41

LOCAL AGENCY FURTHER INFORMATION

CURRENT MATURITIES OF LONG–TERM DEBT DETAILS

Particulars	31.03.2013	31.03.2012	31.03.2011
Current maturities of long–term debt	662.800	190.800	222.900

Sr. No.	Check List by Info Agents	Available in Report (Yes / No)
1]	Year of Establishment	Yes
2]	Locality of the firm	Yes
3]	Constitutions of the firm	Yes
4]	Premises details	No
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	Yes
8]	No. of employees	Yes
9]	Name of person contacted	No
10]	Designation of contact person	No
11]	Turnover of firm for last three years	Yes
12]	Profitability for last three years	Yes
13]	Reasons for variation <> 20%	--
14]	Estimation for coming financial year	No
15]	Capital in the business	Yes
16]	Details of sister concerns	Yes
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	No
20]	Export / Import details (if applicable)	No
21]	Market information	--
22]	Litigations that the firm / promoter involved in	--
23]	Banking Details	Yes
24]	Banking facility details	Yes
25]	Conduct of the banking account	--
26]	Buyer visit details	--
27]	Financials, if provided	Yes
28]	Incorporation details, if applicable	Yes
29]	Last accounts filed at ROC	Yes
30]	Major Shareholders, if available	Yes
31]	Date of Birth of Proprietor/Partner/Director, if available	No
32]	PAN of Proprietor/Partner/Director, if available	No
33]	Voter ID No of Proprietor/Partner/Director, if available	No
34]	External Agency Rating, if available	Yes

UNSECURED LOAN

(Rs. In Millions)

Particulars	As on 31.03.2013	As on 31.03.2012
Long term borrowings
Debentures 500, 10.05%, Rated Taxable Unsecured Redeemable Non-convertible debentures of face value of Rs. 1.000 Million each	0.000	500.000
1,000, Rated, Listed Unsecured, Zero Coupon Redeemable Non–convertible debentures of face value of Rs. 10,00,000/– each	1000.000	0.000
Short term borrowings
Buyers’ credit	178.200	1112.200
Pre-shipment credit in foreign currency	597.100	305.200
Other term loans in foreign currency	542.800	508.800
Cash Credit	923.100	0.000
From others
Commercial papers	450.000	0.000
Less: Deferred interest	(25.000)	0.000
Total	3666.200	2426.200

REVIEW OF OPERATIONS

During FY13 Marico registered revenue from operations of Rs. 45960.000 Millions, a growth of 15% over the previous year. This was contributed by 12% expansion in volumes (includes 4% inorganic growth) accompanied by 3% through price increases and sales mix. The top line increase was accompanied by a bottom-line growth of 25%. Profit after Tax (PAT) including exceptional items during the year was at Rs. 3960.000 Millions as against Rs.3170.000 Millions in FY12. The financial statements of FY13 and FY12 include certain exceptional items. The growth in PAT after excluding the impact of such items is healthy 18%. The detail about the exceptional items is provided under section “Results of Operations”.

The Company has demonstrated steady growth on both the top line and the bottom line. Over the last 5 years, they have grown at a Compounded Annual Growth Rate of 19% each.

CONSUMER PRODUCTS BUSINESS: INDIA

The Consumer Products Business in India (CPB) achieved a turnover of Rs. 32530.000 Millions during FY13, a growth of about 18% over FY12. The organic domestic volume growth was about 11% in an environment of subdued demand. The healthy volume growth reflects strong equity of the Company’s brands in consumers’ minds.

Marico participates in the Rs. 28000.000 millions (USD 518 million) branded coconut oil market through Parachute, Nihar and Oil of Malabar. Parachute coconut oil in rigid packs, the focus part of its portfolio, grew by 10% in volume as compared to FY12. During the 12 month period ended March 2013 Parachute along with Nihar improved its market share by about 240 basis points (bps) over the same period last year to 57.6%

Marico’s hair oil brands (Parachute Advansed, Nihar and Hair and Care) have performed well over the past few years. These brands continued to record very healthy growths and market share gains during FY13. The volume growth rate was 24% for FY13. Marico’s basket of hair oil brands achieved market leadership position in the Value Added Hair Oils space and now have about 27% share (for 12 months ended March 31, 2013) in the Rs. 45000.000 millions (USD 834 million) market. This compares to a share of about 17%-18% about 5-6 years ago.

The Saffola refined edible oils franchise grew by about 7% in volume terms during FY13 compared to FY12. The deceleration in the growth can be attributed to two reasons: a softer demand environment in premium packaged foods that are discretionary in nature and inflation in the safflower oil and rice bran oil being at significantly higher levels compared to inflation in sunflower oil. This had led to expansion in premium of Saffola vis-à-vis the other refined edible oils. Though the Company doesn’t believe that Saffola’s existing consumers are down trading there is a deceleration in the rate at which new consumers are upgrading into the Saffola brand, leading to a lower growth rate. The Company has initiated some price reduction in select packs in order to bring the premium back to sustainable levels.

Saffola oats, including its savory variants, are now available on a national basis. Saffola has an exit market share of about 13% by volume in the Oats category and has emerged as the number two player in the category showing a fast paced growth of 30% per annum. Besides offering oats Saffola strengthened its position in the breakfast category by introducing Muesli on a national basis. The market size of Muesli is estimated to be around Rs. 800.000 millions to INR 100 crore (USD 14.800 million to USD 18.500 million) growing rapidly at rates in excess of 40%. Saffola Muesli has already become a number 3 player with an exit market share of about 9%.

Parachute Advansed Body Lotion has achieved a market share of over 7% (moving 12 months basis) within a short period of time and has become the number 3 participant in the market. The brand gained about 320 bps in market share during the current season as compared to the last season.

The acquired portfolio of the youth brands has completed its first financial year in Marico’s hands (even though this year was of 9 months as the transaction was completed in end of May 2012). The overall performance thus far is tracking better than the company’s acquisition assumptions. The turnover achieved from the youth brands during the year was INR 139 crore (USD 25.7 million), a growth of 18% over the corresponding period in FY12.

INTERNATIONAL FMCG BUSINESS

The year FY13 has been a mixed year for the international FMCG business. The overall business environment in international business remained challenging throughout the year. There were some pockets of the business that performed well whereas at the same time some faced challenges. The overall performance was subdued during the year mainly on account of de-growth in Middle East region.

During FY13, the Company’s international business recorded a turnover growth of 8% over FY12. Without considering the impact of adverse performance in GCC region, the international business grew by 17%.

KAYA

Kaya offers skin care solutions - its technology led cosmetic dermatological services and products through 105 clinics: 83 in India across 26 cities and 18 in the Middle East in addition to the 4 DRx clinics and medispas in Singapore and Malaysia.

During the year FY13, Kaya achieved a turnover of INR 336 crore (USD 62.2 million) registering a growth of about 21% over FY12. The Kaya business in India and in the Middle East achieved same store sales growth of about 12% during FY13 as compared to FY12. Amidst an environment where the discretionary spends are witnessing a deceleration in growth rates Kaya business has continued to report growth.

During FY13, Kaya recorded a loss of about Rs. 1850.000 millions (USD 3.4 million) at the PBIT level. This compares with a loss of Rs. 3080.000 millions (USD 5.7 million) at PBIT level for FY12 (this includes a financial hit of Rs. 130.000 millions of one-time adjustment in Kaya Middle East). The losses for the year FY13 also include a financial hit amounting to Rs.150.000 millions (USD 2.800 million) on account of impairment of certain clinics in India and Middle East which are not performing as per expectation.

Taking the objective of increasing the product sales further, Kaya has introduced a new concept in the month of December 2012 called “Kaya Skin Bar”. The Company now has three such stores opened in Delhi and Bangalore. The Company plans to prototype this concept with 4 or 5 stores and depending upon the response it will decide the future course of action.

CONTINGENT LIABILITIES:

(Rs. In Millions)

Particular	31.03.2012
Disputed tax demands / claims :
Sales tax	249.900
Income tax	7.700
Customs duty	4.000
Agricultural produce marketing cess	95.800
Employees state insurance corporation	1.800
Excise duty on subcontractors	4.100
Service Tax	1.700
Excise duty on CNO dispatches (Refer note (a) below)	3460.900
Claims against the Company not acknowledged as debts.	4.200
Total	4010.100

The contingent liability pertains to a possible excise duty obligation in respect of pure coconut oil packs up to 200 ml. This claim has been contested and a legal opinion in the matter has been obtained. Based on the legal opinion and in its assessment, the management believes that the probability of success in the matter is more likely than not and accordingly, the possible excise obligation has been treated as a contingent liability in accordance with requirements of Accounting Standard (AS) 29 “Provisions, Contingent Liability and Contingent Asset”. The possible excise duty obligation of Rs. 2423.200 Millions (Rs. 1571.500 Millions) for the clearances made after June 3, 2009 (i.e. the date of issue of Board circular) till March 31, 2013 and Rs. 1217.700 Millions (Rs. 1217.700 Millions) for clearances made prior to June 3, 2009 has been disclosed as contingent liability to the extent of the time horizon covered by show cause notices issued by the excise department within the normal period of one year (from the date of clearance) as per the excise laws.

The Company will continue to review this matter during the coming accounting periods based on the developments on the outcome in the pending cases and the legal advice that it may receive from time to time.

STATEMENT OF STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND NINE MONTHS ENDED DECEMBER 31, 2013.

Sr. No.		Particulars	31.12.2013	30.06.2013	31.12.2013
			(Unaudited)	(Unaudited)	(Unaudited)
1		Income from operations
	a	Net Sales / Income from Operations (Net of excise duty)	9282.323	8408.974	28245.150
	b	Other operating income	19.659	22.074	58.044
	c	Total income from operations (net)	9301.982	8431.048	28303.194
2		Expenses
	a	Cost of materials consumed	4661.055	4326.365	13402.231
	b	Purchases of stock-in-trade	299.008	250.551	1072.348
	c	Changes in inventories of finished goods, work-in-progress and stock-in-trade	117.877	(25.269)	832.480
	d	Employee benefits expense	426.106	497.975	1367.692
	e	Depreciation and amortisation expense	136.239	97.688	335.490
	f	Advertisement & Sales Promotion	1039.561	904.787	3149.996
	g	Other expenses	1342.082	1308.718	4035.259
		Total expenses	8021.928	7360.815	24195.496
3		Profit/ (Loss) from Operations before other income, finance costs and exceptional items (1-2)	1280.054	1070.233	4107.698
4		Other income	559.795	516.871	1170.167
5		Profit/ (Loss) from ordinary activities before finance costs and exceptional items (3+4)	1839.849	1587.104	5277.865
6		Finance costs	63.039	93.356	248.104
7		Profit/ (Loss) from ordinary activities after finance costs but before exceptional items (5-6)	1776.810	1493.748	5029.761
8		Exceptional items	--	--	--
9		Profit/ (Loss) from ordinary activities before tax (7+8)	1776.810	1493.748	5029.761
10		Tax expense	358.874	291.548	1028.943
11		Net Profit/ (Loss) from ordinary activities after tax (9-10)	1417.936	1202.200	4000.818
12		Extraordinary items (net of tax expense)	--	--	--
13		Net Profit/ (Loss) for the period (11-12)	1417.936	1202.200	4000.818
14		Paid-up Equity Share Capital (Face value Re.1 per share) (Note 6)	644.873	644.855	644.873
15		Reserves excluding Revaluation Reserve as per balance sheet of previous accounting year
16		Earnings per share (before extraordinary items) (of Rs. 5/- each) (not annualised):
	i	EPS before Extraordinary items for the period / year
	A	Basic ( Rs.)	2.20	1.86	6.20
	B	Diluted (Rs.)	2.20	1.86	6.20
	ii.	EPS before Extraordinary items for the period / year
	a	Basic ( Rs.)	2.20	1.86	6.20
	b	Diluted (Rs.)	2.20	1.86	6.20
A		PARTICULARS OF SHAREHOLDING
1		Public shareholding
		- Number of shares	259949979	259949979	259949979
		- Percentage of Shareholding	40.31	40.31	40.31
2		Promoters and Promoter Group Shareholding
	a	Pledged / Encumbered
		- Number of shares	--	--	--
		- Percentage of shares (as a % of the total shareholding of promoter and promoter group)	--	--	--
		- Percentage of shares (as a % of the total share capital of the company)	--	--	--
	b	Non - encumbered
		- Number of shares	384923020	384923020	384923020
		- Percentage of shares (as a % of the total shareholding of Promoter and Promoter group)	100.00	100.00	100.00
		- Percentage of shares (as a % of the total share capital of the company)	59.69	59.69	59.69

B	INVESTOR COMPLAINTS [In Numbers]	31.12.2013
	Pending at the beginning of the quarter	Nil
	Received during the quarter	6
	Disposed of during the quarter	6
	Remaining unresolved at the end of the quarter	NIl

Notes to the Marico Limited Standalone financial results:

The Standalone un-audited financial results for the quarter and nine months ended December 31, 2013 were reviewed by the audit committee and approved by the Board of Directors of Marico Limited ("the Company") at its meeting held on January 31, 2014. These financial results have been subjected to limited review by the statutory auditors of the Company and are available on the Company’s website - http://www.marico.com.

The Company has only one reportable segment - “Consumer Products” - in terms of Accounting Standard 17 "Segment Reporting" mandated by Rule 3 of the Companies (“Accounting Standards”) Rules, 2006.

The Kaya Business, earlier a part of Marico Limited, has been demerged effective October 17, 2013, with April 1, 2013 as the Appointed Date. Pursuant to the De-merger Scheme, the transfer of Kaya Business to Marico Kaya Enterprises Limited (“MaKE”) has been accounted by the Company by recording the transfer of the relevant assets and liabilities of the Kaya Business at their book values as of the appointed date. The excess of book value of assets over liabilities has been adjusted against Securities Premium Account.

In accordance with the scheme, as on the Record Date i.e. November 5, 2013, every shareholder holding 50 fully paid equity shares with a face value of Re. 1 each in Marico Limited has been allotted 1 fully paid equity share with a face value of Rs. 10 each of MaKE.

The Company had, opted for early adoption of Accounting Standard 30 “Financial Instruments:

Recognition and Measurement” to the extent it does not conflict with existing mandatory accounting standards and other authoritative pronouncements. Accordingly, the net unrealised loss of Rs. 9,14.403 Millions as at December 31, 2013 (Rs. 9,81.598 Millions as at September 30, 2013, Rs. 5,83.037 Millions as at December 31, 2012 and Rs. 5,24.945 Millions as at March 31, 2013) in respect of outstanding derivative instruments and foreign currency loans at the period end which qualify for hedge accounting, stands in the ‘Hedge Reserve’, which would be recognised in the Statement of Profit and Loss on occurrence of the underlying transactions or forecast revenue.

“Exceptional Items” for the year ended March 31, 2013 comprised the following:

(Rs. In Millions)

		31.03.2013
a.	Surplus on change in method of depreciation (Refer note (a) below)	374.505
b.	Reversal of impairment loss on “Fiancée” trademark (Refer note (b) below)	90.525
	Total	496.2613

During the year ended March 31, 2013, the Company had retrospectively changed its method of depreciation. Accordingly, the Company had recognised the surplus of Rs. 3,74.505 Millions arising from this retrospective change during year ended March 31, 2013.

Had the previous method of depreciation been followed, depreciation charge for the quarter ended December 31, 2013 and September 30, 2013 and nine months ended December 31, 2013 would have been higher by Rs. 28.154 Millions, Rs. 29.444 Millions and Rs. 82.096 Millions respectively, and the profit before tax would have been lower by of an equivalent amount.

During the year ended March 31, 2011, the Company had recognised an impairment loss of Rs. 1,38.805 Millions towards brand “Fiancee”. During the year ended March 31, 2013, the Company had reassessed the value in use and accordingly reversed an impairment loss of Rs. 1,38.805 Millions and accounted for depreciation till date of Rs. 48.280 Millions.

Pursuant to the Marico Employees’ Stock Options Scheme 2007, 11,376,300 options were granted to certain eligible employees, up to December 31, 2013 of which 4,702,465 options have been forfeited and 6,461,235 options have been exercised.

During the quarter ended December 31, 2013, on exercise of the stock options, the Company has allotted 18,000 equity shares of Re. 1 each, to employees resulting in increase in paid-up share capital by Rs. 0.018 Million and Securities Premium Account by Rs. 0.979 Millions. As on December 31, 2013, 212,600 options were outstanding.

At its meeting held on January 31, 2014, the Board of Directors of Marico Limited declared an interim dividend of 100% (Re. 1 per share of Re. 1 each) on paid-up equity capital of Rs. 6,44.873 Millions. The dividend shall be paid to those shareholders whose names appear in the Register of Members as on February 7, 2014.

During the quarter and nine months ended December 31, 2013, the Company has received dividend of Rs. 4,49.631 Millions and Rs. 8,99.487 Millions respectively (Rs. 1,87.106 Millions for the quarter and nine months ended December 31, 2012 and Rs. 4,49.856 Millions for the quarter ended September 30, 2013) from its subsidiary Marico Bangladesh Limited.

Previous periods/ year figures have been regrouped / reclassified wherever necessary.

FIXED ASSETS:

Tangible Assets

· Freehold Land

· Leasehold Land

· Buildings

· Plant and Equipments

· Furniture and Fixtures

· Vehicles

· Office Equipments

Intangible Assets

· Trademarks and Copyrights

· Computer Software

INDEX OF CHARGES

S.No.	Charge ID	Date of Charge Creation/Modification	Charge amount secured	Charge Holder	Address	Service Request Number (SRN)
1	10294992	07/05/2012 *	2,466,990,000.00	HSBC BANK (MAURITIUS) LIMITED	HSBC CENTRE, 18, CYBERCITY, EBENE, - 000000, MAURITIUS	B40158875
2	10020050	02/11/2010 *	2,930,000,000.00	STATE BANK OF INDIA	CORPORATE ACCOUNTS GROUP BRANCH, NEVILLE HOUSE, J. N. HEREDIA MARG, BALLARD ESTATE, MUMBAI, MAHARASHTRA - 400001, INDIA	A99405300

* Date of charge modification

PRESS RELEASE

MARICO Q2FY14 RESULTS MARKET SHARE IMPROVEMENT ACROSS THE PORTFOLIO, MARGIN EXPANSION REVENUE UP 5%, PAT UP 25%

Marico posted Revenue from Operations of INR 1,1180.000 Millions (USD 180 million) a growth of about 5% over Q2FY13, during the quarter ended September 30, 2013 (Q2FY14). The top line growth was driven by growth in volumes of about 4% each in Domestic and International businesses.

The growth in Profits after Tax (PAT) was about 25% at a Group level. The growth in profits during Q2FY14 excluding the impact of change in the method of depreciation (carried out in Q4FY13) was about 23%.

The Scheme of demerger of the Kaya business has been sanctioned by the Honorable Bombay High Court with an appointed date of April 1, 2013. November 5, 2013 is fixed as the record date for allotment of shares by Marico Kaya Enterprises Limited (MaKE) to shareholders of Marico Limited in the ratio of 50:1 (1 share of Rs. 10 each in MaKE for every 50 shares of Re. 1 each held in Marico).

In India, softening in the sector due to the general consumer price inflationary trend and restricted spends on discretionary products has impacted the Company’s growth rates. Moreover, growth in the primary sales during the current quarter was low due to a one time paring down of stocks in the trade given value growth lagging volume growth and inflation in distribution costs. Secondary volume growth in India is about 9% and this is as per Company’s expectations given the overall economic situation.

The gross margins expanded by 190 bps during Q2FY14. Operating margins expanded by 210 bps to 15.1%.

Market shares continued to inch up and remained healthy across categories and geographies. New Products (Saffola Oats and Parachute Advansed Body Lotion) continued to track well.

BUSINESS UNIT-WISE DETAILS HAVE BEEN GIVEN IN THE NEXT TWO PAGES. MORE DETAILS ARE AVAILABLE IN THE INFORMATION UPDATE ISSUED TODAY AND POSTED ON THE COMPANY’S

The India Business achieved a turnover of Rs. 8040.000 Millions (USD 130 million) during the quarter, a growth of about 1% over Q2FY13.

The volume growth in India was about 4% for the quarter, in an environment where demand has been soft. Moreover, primary volumes were low due to a one time correction of stocks in the trade. Growth in secondary sales was as per expectations.

The business recorded market share gains across the portfolio even though the rate of category growths have decelerated over the past few quarters mainly in discretionary segments in Urban areas.

The operating margin of the India business during Q2FY14 was about 17.6%. The Company believes that this level of operating margin is sustainable in the medium term.

Parachute coconut oil in rigid packs (the focus part of the Parachute portfolio) recorded a volume growth of about 1% during the quarter. Secondary sales grew by a healthy 7% in line with expectations. During the 12 month period ended September 2013, Parachute along with Nihar improved its market share by about 55 bps over the same period last year to 56%

The Saffola refined edible oils franchise grew by about 7% in volume terms during Q2FY14 as compared to Q2FY13. Secondary volume grew by over 9%. It is expected to maintain this trend for the rest of the year. The brand maintained its leadership position in the super premium refined edible oils segment with a market share of about 57% during the 12 months ended September 2013. The company revamped one of its existing variants, with an improved and top of the line offering for modern day needs; Saffola Total. Saffola Total has twice the amount of antioxidants as olive oil. The Company’s approach is to deliver a product based on science that is best for the consumers rather than offer plain commodities.

In breakfast cereals, Saffola Oats continues to do well and retained its no. 2 position with a 13% market share. The exit market share was about 17%.

Marico’s value added hair oil brands (Parachute Advansed, Nihar Naturals and Hair and Care) continued to record very healthy growths and gained share by about 260 bps. The franchise grew its volumes by 15% during Q2FY14 as compared to Q2FY13 and secondary volume grew by 20%. The Company maintained its leadership position with a share of over 28% (for 12 months ended September 30, 2013).

The Company is now focusing on scaling up its presence in all the sub segments of Value Added Hair Oils so that it can get advantages of operating leverage in fixed costs and advertisement spends leading to expansion in operating margins.

Parachute Advansed Body Lotion has achieved a volume market share of about 7.1% (moving 12 months basis) and has maintained its number 3 position in the market. The brand off-takes grew at 26% during H1 compared to the category growth rate in mid-teens.

The acquired portfolio of youth brands (Set Wet, Zatak and Livon) achieved a top line of about INR 97 crore (USD 15.7 million) during H1FY14 recording a growth of 30% (considering H1FY13 base of Marico and erstwhile owners). The Company has established a leadership position in the Hair Gels and Post Wash Leave-on conditioner market with about 43% and 80% share respectively.

Set Wet and Zatak had earlier seen some decline in market shares in the deodorant segment given that there was some lack of focus in the hands of the erstwhile owners. This decline has now been arrested and the trend is beginning to reverse. The market share during Q2FY14 was about 5% as compared to 3.9% in Q2FY13.

Marico’s International Business focused on Bangladesh, MENA (Middle East and North Africa), South Africa and South East Asia comprised about 24% of the Marico Group’s FMCG turnover in FY13, achieved a turnover of INR 314 Crore (USD 50.6 million) during Q2FY14 and thus reported a growth of 14% as compared to Q2FY13. The top line growth was led by 4% volume growth. The Operating margin for the quarter was over 16.7%.

The business in Bangladesh reported a top line growth of 1% (in constant currency) and continued its margin expansion journey in a benign input cost environment. Parachute increased its market share to 83% in the branded coconut oil market.

Value Added Hair Oils category touched 20% market share in Q2FY14. The launch of Hair Code ACTIVE, a faster-acting variant of Hair Code hair dye is gaining traction. Hair Code combined with Hair Code Active has strengthened its leadership position with an exit market share of 33%.

The business in Egypt was highly affected by political turmoil during the quarter and grew by about 5%. However, the outlook for quarters going forward is positive. Hair Code and Fiancée together maintained a market share of 56% in the gels category. The business in GCC which suffered a decline is poised to record sales growth in H2FY14 and record profits by early to mid of FY15.

The business in South Africa reported a top line growth of 7% during the quarter. The business environment continues to be challenging with the ethnic hair care segments declining. Marico South Africa has however gained Market share in the category over the past few years.

The business in Vietnam is tracking as per expectations and grew by 21% in Q2FY14 over Q2FY13 in constant currency terms. X-Men maintained its leadership in male shampoos and the number two position in male deodorants. The Company continues to scale up its presence in neighboring countries like Malaysia and Myanmar.

Saugata Gupta, CEO, Marico said: “Amidst challenging environment, the foundations of the business continue to be strong with market shares improving across categories and geographies. The new products too have demonstrated a satisfactory performance. Moreover, the synergies of ONE Marico post the integration of domestic and international FMCG business will start playing out from beginning of FY15. We are confident about improvement in performance going forward.”

Milind Sarwate, Group CFO said “Marico’s FMCG Business has held to a growth mode despite challenges posed by economic conditions in India and unrest in some of our overseas markets. The basics of our business are however robust. The Kaya demerger process has had to deal with unforeseen procedures because of regulatory changes midstream. We now expect shares in Marico Kaya Enterprises Limited to list in February- March 2014.”

MARICO CONSOLIDATES FMCG BUSINESS, DEMERGES KAYA TO BE LISTED SEPARATELY AS MARICO KAYA ENTERPRISES LIMITED

SAUGATA GUPTA TO BE MARICO CEO, VIJAY SUBRAMANIAM TO BE KAYA CEO

Marico Limited's Board of Directors has, at its meeting held today, approved restructuring of Marico's businesses, corporate entities and organization, effective April 1, 2013.

This restructuring is a proactive step to build on Marico's sustained value creation, by proactively re-organizing itself, taking into account:

- The context of increasing convergence of businesses in Consumer Products Business (CPB) in India and the International FMCG businesses (IBG) and

- Kaya's distinct potential to create value as an independent business.

The business portfolios of CPB and IBG businesses are increasingly mirroring each other especially after the company acquired the portfolio of youth brands including Set Wet, Zatak and Livon earlier this year. The company also strongly believes that for the next phase of its value creation journey, the Kaya business should be run in an entrepreneurial manner independently from the FMCG business of Marico.

Corporate and Business Restructuring 

The Consumer Product Business (CPB) and International Business Group (IBG) will now form a unified FMCG business. Kaya will be sharply re-defined as a separate business.

Marico Limited is currently the apex corporate entity, which effectively owns all businesses in the group. It proposes to create two separate companies through partitioning of the current Marico Limited, into an FMCG Business Company which is Marico Limited (already in existence) and a Kaya Business Company which will be Marico Kaya Enterprises Limited (MaKE, to be formed) or any such other name as may be approved by the Registrar of Companies.

The business undertaking of Kaya housed in Marico Limited shall be demerged into MaKE through a High Court approved Scheme of Arrangement under sections 391 to 394 read with sections 78 and 100 to 103 of the Companies Act, 1956, subject to approvals by the shareholders and creditors and lenders in Marico Limited. As a consideration, the shareholders of Marico Limited as on the record date, a date likely to be in June or July 2013, shall be issued 1 share of MaKE with a face value of Rs. 10 each to be issued at a premium of Rs. 200 per share for every 50 shares of Marico with a face value of Re. 1 each. Consequently, the shareholding structure of MaKE will mirror the shareholding structure of Marico Limited. The Exchange ratio may create fractional entitlements. There will be the customary mechanism for cash being paid to the members of Marico in proportion to their respective fractional entitlements.

Vijay joined us in March 2006. Over the past 7 years, he has successfully scaled up the international business turnover 10-fold from less than Rs. 1000.000 Millions to nearly Rs. 10000.000 Millions. The scale up has been profitable and has been achieved through both organic and inorganic routes - Vijay has also led over five acquisition efforts to success in emerging markets outside India, through to their integration. The international business today enjoys market leadership positions in many markets and has grown to become a 600 member team. Vijay has built the international business, in an entrepreneurial manner, aggressively driving a "my business" mindset. These skills will be best leveraged for the next phase of value creation and growth in Kaya.

Ajay Pahwa, Chief Executive Officer - Kaya, has decided to leave the organization, to pursue an entrepreneurial venture backed by Private Equity Investment. Ajay will continue to play his current role till April 1, 2013. During Ajay's 3 year tenure, Kaya top line has doubled. He led Kaya's maiden acquisition of DRx Clinic which strengthened Kaya's product and service portfolio. Kaya business has stabilized as it has achieved same store sales growth during the last 8 consecutive quarters. Ajay played a significant role in repositioning the brand and crafting a new retail format - Kaya Skin Bar, which has been launched in Bangalore recently. He created a culture of customer centricity and cost consciousness which enabled the business to improve margins.

Corporate / Support Functions

The Finance Function will continue to be centrally organized and will act as a Shared Service Group (SSG) for both Marico and Kaya. Milind Sarwate, Group CFO, will continue to report to Harsh Mariwala.

Over the years, the company has moved from an Integrated Group HR towards Business Embedded HR for greater business empowerment and flexibility. This trend will now be strengthened. It will have separate HR functions for Marico and Kaya, to focus on distinct businesses that have differing talent models.

Effective Date

The Corporate Entity restructuring is subject to shareholder, creditors, lenders and other contractual, statutory and regulatory approvals as may be required. The appointed date of the demerger is April 1, 2013. It may however take about 6 months to obtain the necessary approvals and complete all formalities.

MARICO Q3FY14 RESULTS OPERATING MARGIN EXPANSION, REVENUE UP 10%, PAT UP 31% BETTER BUSINESS ENVIRONMENT EXPECTED GOING FORWARD

Marico posted Revenue from Operations of INR 1,2010.000 Millions (USD 194 million) a growth of about 10% over Q3FY13 during the quarter ended December 31, 2013 (Q3FY14).

The reported growth in Profits after Tax (PAT) was about 31%.

The business has continued to grow in volumes albeit at a lower rate. Due to the continued softer consumption trends, the growth of various categories has decelerated. The Company’s market shares have remained intact and in some cases improved, demonstrating strong brand equity. The Company believes that there will be lesser challenges in the business environment going forward and it could start seeing a steady improvement in performance.

The Company entered the Hair Colour category with a highly differentiated product “Livon Conditioning Cream Colour”. Entry into this category not only strengthens the Company’s hair care portfolio in India but also adds to the categories which are replicable in other geographies, a factor that the Company will be conscious of while getting into newer segments.

During the quarter, the Company initiated certain price increases across the portfolio to protect the absolute margins in the wake of increase in key raw material costs. This however led to reduction in the percentage margins. The gross margins therefore declined by 130 bps during Q3FY14. Operating margins expanded by over 210 bps to 16.8% mainly on account of margin expansion in international markets primarily due to lower advertisement and promotional expenditure during the quarter.

The Company has declared a second interim dividend of 100% (Re.1.00 per share) at the meeting of its Board of Directors held on January 31, 2014. The Company has thus far declared 175% dividend in FY14.

Marico (BSE: 531642, NSE: “MARICO”) is one of India’s leading Consumer Products Group, in the global beauty and wellness space. During 2012-13, Marico recorded a turnover of about Rs. 46 billion (USD 836 Million) through its products and services sold in India and about 25 other countries in Asia and Africa. FY13 financials include Kaya which has been demerged from Marico Ltd effective April 1, 2013.

Marico touches the lives of 1 out of every 3 Indians, through its portfolio of brands such as Parachute, Parachute Advansed, Saffola, Hair & Care, Nihar, Livon, Setwet, Zatak, Mediker and Revive. The international consumer products portfolio contributes to about 22% of the Group’s revenue, with brands like Parachute, HairCode, Fiancée, Caivil, Hercules, Black Chic, Code 10, Ingwe, X-Men, L’Ovite and Thuan Phat.

Marico’s focus on sustainable profitable growth is manifest through its consistent financial performance, a CAGR of 19% in Turnover and Profits over the past 5 years.

The India Business achieved a turnover of Rs. 9020.000 Millions (USD 145 million) during the quarter, a growth of about 9% over Q3FY13. The volume growth in India was above 3% for the quarter, reflecting continued soft consumption trends. However, the overall sales growth was boosted by the price increases taken across the portfolio to cover a major part of the input cost push.

The business maintained market share across the portfolio, reflecting strong equity of its brands, even though the rates of category growth have decelerated over the past few quarters.

The operating margin of the India FMCG business during Q3FY14 was 18.7%. The Company believes that an operating margin in the band of 17% to 18% is sustainable in the medium term.

Parachute coconut oil in rigid packs (the focus part of the Parachute portfolio) recorded a volume growth of about 2% during the quarter. During the 12 month period ended December 2013, Parachute along with Nihar marginally improved its market share over the same period last year to 56%.

The Saffola refined edible oils franchise grew by about 9% in volume terms during Q3FY14 as compared to Q3FY13. It is expected to maintain this trend for the rest of the year in the midst of increased competitive intensity in the category. The brand maintained its leadership position in the super premium refined edible oils segment with a market share of about 57% during the 12 months ended December 2013.

In the breakfast cereals, Saffola Oats continues to do well and has retained its no. 2 position with a 13% market share. Saffola Oats has increased its market share by about 100 bps as compared to last year. The Company expects the Saffola Foods business to reach the INR 1000.000 Millions (USD 16 million) milestone in FY15.

Marico’s hair oil brands (Parachute Advansed, Nihar Naturals and Hair & Care) grew by 8% in volume terms during Q3FY14 over Q3FY13. Marico continues to gain market share in Value Added Hair Oils and continues to emerge as a clear market leader with 28% share (for 12 months ended December 31, 2013) in the Rs. 45000.000 Millions (USD 834 million) market as against 26% during the same period last year. The shift in the market share during the quarter as compared to Q3FY13 was 145 bps.

Nihar Shanti Amla continues to gain market share and achieved a volume market share of about 30% for the 12 months ended December 2013 in the Amla hair oils category (Q3FY13: 24%).

Parachute Advansed Body Lotion increased its market share marginally to 6.5% (moving 12 month basis) and has maintained its number 3 position in the market. The quarter was heavily supported by a new thematic campaign which went on air from October 2013 along with a digital campaign.

The acquired portfolio of youth brands grew by 13% to achieve a top line of about INR 48 crore (USD 7.8 million) during Q3FY14. The portfolio grew by 21% on YTD basis. Over the past few quarters, inflationary trend and restricted spends on discretionary products have impacted the category growth rates.

Set Wet and Zatak increased its market share by 40 bps in the deodorants segment to 5% for the 12 months ended December 2013.

Marico’s International Business focused on Bangladesh, MENA (Middle East and North Africa), South Africa and South East Asia comprising about 24% of Marico Group’s FMCG turnover in FY13, achieved a turnover of INR 299 Crore (USD 48.2 million) during Q3FY14 and thus reported a growth of 15% as compared to Q3FY13. The Operating margin for the quarter was at 18.1%. The Company believes that the sustainable margins are more in the region of 14%.

Given the political disturbances in Bangladesh, the business reported a topline decline of 14% (in constant currency). Despite the sales decline, the profits grew by 22% as a result of gross margin expansion further helped by lower Advertisement and Sales promotion (ASP) spends during the quarter.

The Company has launched Saffola Active edible oil, Set Wet deodorant and Livon Silky Potion in the Bangladesh market in line with its strategy to de-risk the Company’s portfolio.

The Company’s Value Added Hair Oils portfolio in Bangladesh maintained its market share at 18.5%. It now holds no.3 position in VAHO category. The company’s Hair Code (coupled with its newer variant Hair Code Active) continues to lead the powdered hair dye market with a market share of around 35%.

The business in Egypt grew by 22% mainly led by strong volume growth in Haircode and Fiancée. The political environment in Egypt seems to have improved for the time being with no major report of violence. However the uncertainty continues. HairCode and Fiancée together maintained a market share of 51% in the gels category. The business in the Middle East is poised to fully recover next year.

The business in South Africa reported a topline growth of 5% during the quarter. The business environment continues to be challenging with the ethnic hair care segments declining. Marico South Africa has however gained Market share in the category over the past few years.

The business in South East Asia (of which Vietnam is a significant portion) grew by 24% in Q3FY14 over Q3FY13 in constant currency terms. In Vietnam, X-Men maintained its leadership in male shampoos and the number two position in male deodorants. The Company continues to scale up its presence in neighboring countries like Malaysia and Myanmar.

Saugata Gupta, CEO, Marico said: “We believe that the soft consumption environment has bottomed out and the performance of the Company will pick up steadily going forward. In order to make the Company future ready, we are investing significantly on go-to-market transformation, cost management, innovation and analytics project. The Company will start reaping the benefits of these capability building initiatives from FY15 onwards. We will also experience greater synergies in product portfolio and talent mobility across different geographies in the coming year.”

Milind Sarwate, Group CFO said “Marico’s FMCG Business has managed to grow despite the challenges of the economic slowdown in India and instability in some of our overseas markets. The basics of our business are however robust. The Kaya demerger is now effective with Bombay High Court approval. We now expect shares in Marico Kaya Enterprises Limited to list in April 2014.”

CMT REPORT (Corruption, Money Laundering & Terrorism]

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

1] INFORMATION ON DESIGNATED PARTY

No exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

2] Court Declaration :

No exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

3] Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

6] Records on Int’l Anti-Money Laundering Laws/Standards :

Charges or investigation registered against subject: None

7] Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

8] Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

9] Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

CONTRAVENTION

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs. 62.31
UK Pound	1	Rs. 101.78
Euro	1	Rs. 84.68

INFORMATION DETAILS

Information Gathered by :	HTL
Report Prepared by :	DPH

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	7
OPERATING SCALE	1~10	8
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	8
--PROFITABILIRY	1~10	7
--LIQUIDITY	1~10	8
--LEVERAGE	1~10	7
--RESERVES	1~10	8
--CREDIT LINES	1~10	8
--MARGINS	-5~5	-
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	YES
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		68

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

Financial condition (40%) Ownership background (20%) Payment record (10%)

Credit history (10%) Market trend (10%) Operational size (10%)

RATING EXPLANATIONS

RATING		STATUS	PROPOSED CREDIT LINE
>86	Aaa	Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums	Unlimited
71-85	Aa	Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums	Large
56-70	A	Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums	Fairly Large
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small
11-25	Ca	Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity	Limited with full security
<10	C	Absolute credit risk exists. Caution needed to be exercised	Credit not recommended
--	NB	New Business	--

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.