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"``` **SECTION: ITC Limited** Virginia House, 37 J. L. Nehru Road, Kolkata 700 071, India Tel: +91 33 2288 9371 Fax: +91 33 2288 4016 / 1256 / 2259 / 2260 28th June, 2024 The Manager Listing Department National Stock Exchange of India Ltd. Exchange Plaza, Plot No. C-1, G Block Bandra-Kurla Complex, Bandra (East) Mumbai 400 051 The General Manager Dept. of Corporate Services BSE Ltd. P. J. Towers, Dalal Street Mumbai 400 001 The Secretary The Calcutta Stock Exchange Ltd. 7, Lyons Range Kolkata 700 001 Dear Sirs, **SECTION: Report and Accounts for the financial year ended 31st March, 2024** Further to our letter dated 23rd May, 2024, we hereby enclose, in terms of Regulations 30 and 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Report and Accounts of the Company for the financial year ended 31st March, 2024, together with the Notice dated 23rd May, 2024, convening the 113th Annual General Meeting of the Company on 26th July, 2024. Yours faithfully, ITC Limited (R. K. Singhi) Executive Vice President & Company Secretary Encl. as above. **SECTION: Enduring Value** cc: Securities Exchange Commission Division of Corporate Finance Office of International Corporate Finance Mail Stop 3-9 450 Fifth Street Washington DC 20549, U.S.A. cc: Societe de la Bourse de Luxembourg 35A Boulevard Joseph II L-1840 Luxembourg **SECTION: Ziad Siners** BNGol, BINcd, Ba, N, chos Ichos, NacHos, cHos, AASHIRVAAD, SUGAR, ATTA, CONTROL, Oats, Oals, 0, FHGAGE, Sikets, Fiallla, Fiama, Vivel, ivel, Vlvel, Vivel **SECTION: Contents** Contents are hyper-linked to the relevant pages of the report. Click 'ITC Limited' on the Header/Footer of each page to return to Contents Page. **SECTION: ITC Next: Shaping a Future-Ready Enterprise that Puts Nation First** i-xxxii **SECTION: Board of Directors and Committees** 01 **SECTION: Your Directors** 02 **SECTION: Report on Corporate Governance (including Shareholder Information)** 14 **SECTION: Report of the Board of Directors & Management Discussion and Analysis** 42 **SECTION: Secretarial Auditor's Report** 146 **SECTION: CEO and CFO Compliance Certificate** 163 **SECTION: Standalone Financial Statements** - Balance Sheet 164 - Statement of Profit and Loss 165 - Statement of Changes in Equity 166 - Statement of Cash Flows 168 - Notes to the Financial Statements 170 - Independent Auditor’s Report 232 **SECTION: Guide to Subsidiaries, Joint Ventures & Associates** 244 **SECTION: Salient Features of the Financial Statements of Subsidiaries, Joint Ventures & Associates (Form AOC-1)** 247 **SECTION: Consolidated Financial Statements** 251 **SECTION: Ten Years at a Glance** 340 **SECTION: Financial Highlights** **SECTION: Business Responsibility and Sustainability Report** I-LVI **SECTION: ITC Infotech: Business Friendly Solutions** **SECTION: Creating Enduring Institutions** **SECTION: Awards & Accolades** The mnemonic is a vibrant expression of the theme, ‘ITC Next: Shaping a Future-Ready Enterprise that Puts Nation First’. The colourful petals stand for the 12 vibrant businesses of ITC. The green leaf below represents ITC’s exemplary sustainability performance while the one in blue signifies ITC’s pursuit of growth, competitiveness, and profitability. The rings at the centre are a metaphor for the Company’s future readiness and depict mainstreaming of digital in every node of its businesses. **SECTION: Highlights of ITC's Triple Bottom Line Contribution** - Gross Revenue: 69,446 cr - Mother Brands: 25+ - Among Top 3 Corporates in the Private Sector in Terms of Contribution to Exchequer over the Years - 50% of ITC's Energy is from Renewable Sources - Plastic Neutral: Collecting and Sustainably Managing 70,000 MT of Waste - Watershed Development: Over 16 lakh Acres Covered - Sustainable Livelihoods Supported: 60 lakh - PAT: 20,422 cr - Factories: 200+ - Future-ready Businesses: 12 across Agriculture, Manufacturing, and Services - LEED Zero Water: 12 - LEED Zero Carbon: 4 Hotels - Afforestation: Over 11.6 lakh Acres Greened - Stewardship Platinum: 7 Certified Sites - Support to Education: Over 15 lakh Children Benefitted - Skilling: Over 1 lakh Youth Trained - Women reached through Multi-dimensional Programmes: Over 60 lakh - ITC MAARS: Over 15 lakh Farmers Serviced - Climate Smart Agriculture: Over 10 lakh Farmers Covered **SECTION: ITC Next Strategy** 1. Multiple Drivers of Growth 2. Innovation and R&D 3. Supply Chain 4. Digital 5. Sustainability 2.0 6. Cost Agility & Productivity ITC has accelerated digital adoption across every node of its businesses and value chains. A multitude of projects are transforming all facets of ITC's operations – from insighting to product development, smart sourcing to smart supply chain to smart trade, as well as superior brand engagement and marketing through real-time content, connect, and commerce."
"This intelligent, digital architecture is embedded with cutting-edge technologies in AI/ML together with Centres of Excellence in Industry 4.0, Advanced Analytics, and Data Sciences, as well as the 6th Sense Marketing Command Centre. ITC's sustainability interventions are not only designed for risk mitigation and building resilience but also are a source of competitive advantage. ITC has been an exemplar in sustainability, committed to making a meaningful contribution to national priorities while retaining its status as a sustainability exemplar. **SECTION: ITC FMCG** ITC is passionate about building world-class Indian brands that are globally competitive and superior to the best in the world. Today, ITC's portfolio of 25 vibrant mother brands reaches over 25 crore households. Many of them are market leaders in their segments. - India's leading FMCG marketer - Present in Packaged Foods, Cigarettes, Personal Care Products, Education & Stationery Products, Agarbattis & Matches - Annual consumer spend of nearly ₹32,500 cr - Exports to over 70 countries **SECTION: Brand Leadership** - No. 1 in Cream Biscuits - No. 1 in the Bridges segment of Snack Foods - No. 1 in Branded Atta - No. 2 in Agarbattis (No. 1 in Dhoop segment) - No. 2 in Noodles - No. 2 in Bodywash **SECTION: Brands** - BINGol - Dark Fantasy - Fiama - Fabelle - Classmate **SECTION: ITC Next: Shaping a Future-Ready Enterprise that Puts Nation First** **SECTION: ITC NEXT: FMCG** ITC’s FMCG Businesses are well poised for rapid scale-up. The ITC Next strategy for FMCG focuses on a 4P strategy - building a portfolio that aims at fortifying and scaling mega brands, leveraging power brands to address value-added adjacencies, and crafting categories of the future; premiumisation, greater market penetration with an omni-channel strategy, personalisation to meet diverse consumer needs, and building purpose-led brands. ITC is also pursuing value accretive acquisition, joint ventures, and collaboration to accelerate growth. **SECTION: AASHIRVAAD Ragi Vermicelli** Scaling up innovation across all categories, ITC has launched 300 products in 3 years. **SECTION: ITC’s World-Class Brands: Foods** ITC's Branded Packaged Foods Businesses meet evolving consumer demands through innovations centred on health, nutrition, wellness, immunity, indulgence, and convenience. One of India’s largest branded packaged foods companies, ITC is constantly exploring new ways to expand its range of branded packaged foods, launching first-to-market products and developing distinctive products tailored to regional tastes and preferences. The Foods Business is present in multiple categories - Staples, Spices, Biscuits, Confectionery & Gums, Snacks, Noodles & Pasta, Beverages, Dairy, Ready-to-Eat Meals, Chocolate, Coffee, and Frozen Foods. India’s leading food brand with offerings across Staples, Organic Pulses, Dairy, Ready-to-cook, Vermicelli, Rava, Salt, and Spices, Frozen Breads & Parathas, Millets, Instant Mixes, Ready-to-Eat Meals. Aashirvaad Atta is trusted by over 3.5 crore households. **SECTION: ITC Next: Shaping a Future-Ready Enterprise** **SECTION: IN 3 STEPS** ITC's uncompromising commitment to the health and safety of consumers ensures adherence to the highest levels of quality, safety, and hygiene standards in manufacturing processes and the supply chain. ``` ``` **SECTION: Products and Unique Offerings** Unique products based on regional tastes including: - Sunrise Haah Salkumura - First-to-market product for duck curry for Assam - 'Swaad Bihar ka' range of spices **SECTION: ITC Next: Shaping a Future-Ready Enterprise that Puts Nation First** **SECTION: ITC’s World-Class Brands: Foods** Diverse portfolio spanning: - Biscuits - Cakes - Cookies - Milkshakes Notable products include: - Dark Fantasy - Choco Chin Cookies - Choco Fills - Bourbon - MOMSMAGIC - SuperMilk - Glucose PLUS - Digestive Farmlite products - Dark Choco Nut Shake - Mango Smoothie - Vanilla Milkshake - Marie Light **SECTION: MASTERITC** Good For You range includes: - Crispy Rings - Onion Pakoda - Paneer Triangles - Cheesy Corn Veggie Pizza **SECTION: Natural Fruits** Tasty and nutritious fruit beverages made from Indian fruit pulp and not from concentrate: - Mango - Litchi - Orange - Mixed Fruit - Guava - Apple - Pineapple **SECTION: ITC's Health & Nutrition Portfolio** ITC's Foods Business works towards contributing to nutritional and health priorities through its 'Help India Eat Better' strategy. **SECTION: Mission Millets** ITC Foods has developed an innovative 'good-for-you' range of millet-based products for new-age consumers. **SECTION: FoodTech: A New Vector of Growth** Harnessing ITC's enterprise strengths and nurturing opportunities at the convergence of mega trends in digital and sustainability, ITC has launched FoodTech services that synergise the Company's strengths in Foods, Hotels, and Digital."
"**SECTION: ITC's World-Class Brands: Personal Care Products** ITC's wide range of personal care brands offers a unique value proposition to consumers, including: - Germ protection - Skincare - Bath care - Floor cleaners **SECTION: ITC's Agri Business** ITC is one of the country's largest agri businesses and a pioneer in rural transformation, working with farmers to improve productivity and quality of various crops. **SECTION: Empowering Indian Farmers Through Demand-Driven Agri Value Chains** Recognising the need to transform India's agriculture to support livelihoods, enhancing climate resilience, and building capacity for higher growth. **SECTION: ITC Next: Shaping a Future-Ready Enterprise that Puts Nation First** **SECTION: ITC Hotels: Signature Properties, Iconic Cuisines** ITC Hotels is one of the largest hotel chains in the world with over 130 properties across more than 80 destinations, contributing to the tourism potential of the country while supporting livelihoods. **SECTION: ITC Next: Hotels** ITC Hotels has embraced an ""Asset-right"" approach as part of its ITC Next strategy, focusing on increasing the footprint of management contracts and creating additional revenue streams. **SECTION: ITC Next: Shaping a Future-Ready Enterprise that Puts Nation First** ``` ``` **SECTION: LEED Certification** The world's first 12 hotels to be LEED Zero Carbon certified. **SECTION: LEED Zero Water Hotels** The first 4 hotels to be LEED Zero Water certified are ITC properties. **SECTION: ITC Hotels** - ITC Grand Chola, Chennai - ITC Maratha, Mumbai - ITC Sonar, Kolkata - ITC Windsor, Bengaluru - ITC Mughal, Agra - ITC Grand Central, Mumbai - ITC Rajputana, Jaipur - Welcomhotel Bengaluru - Sheraton New Delhi - Welcomhotel Coimbatore - Welcomhotel Chennai - ITC Maurya, New Delhi - Welcomhotel Guntur - ITC Gardenia, Bengaluru **SECTION: Leadership in Energy and Environmental Design** **SECTION: ITC Next: Shaping a Future-Ready Enterprise that Puts Nation First** **SECTION: ITC's Life Sciences and Technology Centre: Driving Purposeful and Agile Innovation** ITC Life Sciences and Technology Centre (LSTC), the company's R&D and innovation hub in Bengaluru, is at the centre of driving innovation to strengthen ITC's competitiveness. Strategic investments in key science-based platforms in emerging areas of importance for the future, as well as Centres of Excellence across domains, have enabled ITC to launch winning products anchored on the vectors of Health & Nutrition, Indulgence, Hygiene, Protection & Care, Convenience & On-the-Go, etc. With a diverse team of accomplished scientists who collectively have over 4,000 years of research experience, ITC LSTC has filed over 800 patents. **SECTION: Mission DigiArc: ITC's Digital Revolution** ITC's vision to be a FutureTech enterprise is inspired by its commitment to mainstream digital across all facets of its operations. This is powered by 'Mission DigiArc', a next-generation smart digital architecture. The ecosystem is embedded with cutting-edge technologies in AI/ML together with Centres of Excellence in Industry 4.0, Advanced Analytics and Data Sciences, as well as the 6th Sense Marketing Command Centre. **SECTION: Pillars of DigiArc** - Insighting to product development - Smart sourcing to efficient supply chains and delivery in markets - Superior brand engagement and marketing through real-time content, connect and commerce **SECTION: Key Focus Areas** - Superior Insight - Agile Innovation - Efficiency - Flexibility - Right Markets - Right Outlets - Hyper-personalisation - Marketing ROI - Optimised System Costs - Right Assortment The DigiArc ecosystem encompasses over 200 factories, 50 warehouses, nearly 3,000 distributors, and 26 lakh retailers driving real-time, data-led intelligence across ITC. **SECTION: ITC eStore** - Dermafique.com - Aashirvaad Meri/Namma Chakki - Engageshop.in - Fiama.in - Classmateshop.com Scan the QR code to explore ITC’s D2C Platforms: [ITC eStore](https://www.itcportal.com/shop-at-itc.aspx) **SECTION: ITC: A Global Exemplar in Sustainability** For over a quarter of a century, ITC has pursued a path to lead as an exemplar in sustainability. ITC's credo of 'Responsible Competitiveness' has inspired the Company to build extreme competitiveness even as it enhanced environmental resources, worked for combatting climate change, and supported livelihood generation at scale. **SECTION: ITC's Climate Action** ITC has been pursuing a low-carbon growth strategy through extensive decarbonisation programmes across its value chain. ITC is also implementing adaptation measures based on nature-based solutions across its operations and sites. **SECTION: Decarbonisation** **SECTION: Renewable Energy** 50% of energy needs met from renewable sources, well ahead of target. **SECTION: Green Infrastructure** 40 platinum rated green buildings. **SECTION: Carbon Sequestration** ITC's social and farm forestry initiative sequesters nearly 60 lakh tonnes of CO2 annually."
"**SECTION: Circular Economy** **SECTION: Well-being Out of Waste** - Covered 2.5 crore citizens - Solid Waste Management - covered 50 lakh households - Plastic Neutral since FY22 **SECTION: Adaptation: Nature-Based Solutions** - Climate Smart Agriculture - Covers around 28 lakh acres in 19 states - Biodiversity - Restored over 4.7 lakh acres in 10 states - Integrated Water Stewardship - Watershed Development: 54 million kl rainwater harvesting potential created - Demand Side Management: Potential water savings of 1,090 million kl annually - AWS Certification for high water-stressed sites – 7 **SECTION: Climate Risk Assessments** ITC has carried out climate risk assessments across 140 sites using the latest climate models at a pan-organisation level. This was followed by site and agri value chain-specific assessments for developing locally contextual adaptation plans. **SECTION: ITC: Supporting Sustainable Livelihoods** ITC's social investment initiatives follow a two-horizon approach for supporting and sustaining livelihoods of communities, keeping women and other vulnerable sections of society at the core. **HORIZON-I** - Climate Smart Agriculture - Benefitted over 10 lakh farmers - Women Empowerment – Over 1.9 lakh women reached through livelihood and micro-enterprises - Integrated Water Stewardship – Covered over 4.8 lakh people - Rural Healthcare – Over 14.6 lakh beneficiaries under Maternal & Child Healthcare and Nutrition programme - Afforestation - Supports 21.2 crore person-days of employment - Support to Education - Over 15 lakh children covered - Livestock - Benefitted over 7 lakh farmers - Skilling - Over 1 lakh youth trained - Sanitation & Waste Management – Over 50 lakh households covered **SECTION: Sustainability 2.0: Towards the Next Horizon of Sustainability** **SECTION: Recognitions & Awards** - Entered the prestigious 'A’ List for CDP Water, rated at the 'Leadership Level' for CDP Climate - Included in Dow Jones Sustainability Emerging Markets Index for 4 years in a row - Sustained 'AA' rating by MSCI since 2018 - Conferred 'CSR Excellence Award' in the large category by the Institute of Company Secretaries of India in 2021 - Bestowed First Prize in the 'Best Industry for CSR Activities' category by the Union Ministry of Jal Shakti, 2020 - Won the Chemtech Award for Excellence in ESG in 2023 - Received the first-ever UNDP Mahatma Award for Biodiversity in 2023 Scan the QR code to watch the ITC CorpComm YouTube Channel: [ITC YouTube Channel](https://www.youtube.com/channel/UCA6kL19PkfpLSu57zIyWHrg) **SECTION: Board of Directors** **SECTION: Chairman & Managing Director** Sanjiv Puri **SECTION: Non-Executive Directors** - Shilabhadra Banerjee - Anand Nayak **SECTION: Executive Directors** - Sumant Bhargavan - Supratim Dutta - Hemant Malik - Alka Marezban Bharucha - Nirupama Rao - Hemant Bhargava - Sunil Panray - Arun Duggal - Ajit Kumar Seth - Mukesh Gupta - Meera Shankar - Rahul Jain - Atul Singh - Shyamal Mukherjee - Pushpa Subrahmanyam **SECTION: Board Committees** **SECTION: Audit Committee** - A Duggal, Chairman - S Banerjee, Member - H Bhargava, Member - S Mukherjee, Member - S Dutta, Invitee - M Ganesan, Invitee - R K Singhi, Secretary - Representative of the Statutory Auditors, Invitee **SECTION: CSR and Sustainability Committee** - S Puri, Chairman - M Gupta, Member - R Jain, Member - S Panray, Member - N Rao, Member - A K Seth, Member - M Shankar, Member - A Singh, Member **SECTION: Nomination & Compensation Committee** - A Nayak, Chairman - S Banerjee, Member - S Puri, Member - A K Seth, Member - M Shankar, Member - R K Singhi, Secretary **SECTION: Securityholders Relationship Committee** - H Bhargava, Chairman - S Dutta, Member - M Gupta, Member - A Nayak, Member - B Sumant, Member - R K Singhi, Secretary **SECTION: Independent Directors Committee** - S Banerjee, Member - H Bhargava, Member - A M Bharucha, Member - A Duggal, Member - S Mukherjee, Member - A Nayak, Member - N Rao, Member - A K Seth, Member - M Shankar, Member - P Subrahmanyam, Member **SECTION: Corporate Management** **SECTION: Executive Vice President & Company Secretary** Rajendra Kumar Singhi **SECTION: General Counsel** Shanmuga Sundaram Angamuthu **SECTION: Investor Service Centre** 37 Jawaharlal Nehru Road, Kolkata 700 071, India Telephone nos.: 1800-345-8152 (toll free) 033 2288 6426 / 0034 Facsimile no.: 033 2288 2358 e-mail: isc@itc.in **SECTION: Statutory Auditors** S R B C & CO LLP Chartered Accountants, Mumbai **SECTION: Registered Office** Virginia House 37 Jawaharlal Nehru Road, Kolkata 700 071, India Telephone no.: 033 2288 9371 CIN: L16005WB1910PLC001985 * Resigned w.e.f. 31st May, 2024."
"ITC Corporate Website: [www.itcportal.com](http://www.itcportal.com) **SECTION: Your Directors** **SECTION: Sanjiv Puri** Sanjiv Puri (61), DIN: 00280529, is the Chairman & Managing Director of ITC Limited. Puri was appointed as a Wholetime Director on the Board of ITC with effect from December 6, 2015, Chief Executive Officer in February 2017, and re-designated as the Managing Director in May 2018. He was appointed as the Chairman effective May 13, 2019. He is an alumnus of the Indian Institute of Technology, Kanpur, and the Wharton School of Business, USA. Puri joined ITC in January 1986. During his career of close to four decades at ITC and its subsidiaries, he has held several business leadership positions and also handled a wide range of responsibilities in manufacturing, operations, and information & digital technology. Puri served as the Chief Operating Officer (‘COO’) of ITC between July 2016 and January 2017, and prior to that as President - FMCG Businesses since December 2014. Earlier, he was the Divisional Chief Executive of the Tobacco Division since December 2009, with additional responsibility for the Company’s Trade Marketing & Distribution (‘TM&D’) Vertical from August 2012. He led ITC Infotech India Limited, a wholly owned subsidiary of ITC, as its Managing Director from May 2006 to August 2009. Puri served between October 2001 and April 2006 as the Managing Director of Surya Nepal Private Limited, a joint venture subsidiary company of ITC in Nepal. Spearheading the ‘ITC Next’ vision, Puri has driven an extensive strategy reset to define new vectors of growth for each business with greater focus on consumer-centricity, agility, resilience, and innovation to build an even more competitive, future-ready, climate-positive, and inclusive enterprise. Puri’s emphasis on purposeful and cutting-edge innovation has led to the creation of sharp focused R&D platforms in areas aligned to market opportunities. Given his deep conviction that mega trends like Digital and Sustainability will reshape the future, Puri has passionately rallied the organisation to develop capabilities, channelise investments and resources to enhance competitiveness of existing businesses, and also identify tech-enabled growth opportunities. Lending new wings to ITC’s credo of ‘Nation First: Sab Saath Badhein’, he has articulated an ambitious Sustainability 2.0 vision that will enlarge ITC’s contributions to a net-zero future and meaningfully support national priorities. Puri has served as the Chairman of the Expert Group constituted by the Fifteenth Finance Commission of the Government of India to promote agri-exports and a Member of the technology discussion group ‘Farm to Table - driving India’s agriculture sector digitally’ constituted by the NITI Aayog. He was also the Chairman of the ‘Action Council on ESG in Business’ under the aegis of Business 20 India, the official dialogue forum with the global business community as part of India’s G20 Presidency, as well as the Co-Chair of the ‘Business Commission to Tackle Inequality’ set up by the World Business Council for Sustainable Development, Geneva. Presently, Puri is the President of CII, the apex business and industry association in the country. He is the Chairman of the Board of Governors of the Indian Institute of Technology, Gandhinagar, and Chairman of the Advisory Council of the CII-ITC Centre of Excellence for Sustainable Development. He is a Director on the Board of US-India Strategic Partnership Forum, Member of the BRICS Business Council - India Chapter, and also a Member of the Governing Body of the National Council of Applied Economic Research. In 2024, Puri was honoured with the ‘Business Leader of the Year Award’ by the All India Management Association, ‘Best CEO Award’ by Business Today, and ‘Transformational Leader Award 2022-23’ by the Asian Centre for Corporate Governance and Sustainability. **SECTION: Other Directorships** | Name of the company | Position | |---------------------|----------| | ITC Hotels Limited | Chairperson & Non-Executive Director | | ITC Infotech India Limited | Chairperson & Non-Executive Director | | ITC Infotech Limited, UK * | Chairperson & Non-Executive Director | | ITC Infotech (USA), Inc."
"* | Chairperson & Non-Executive Director | | Surya Nepal Private Limited * | Chairperson & Non-Executive Director | | Indian School of Business | Member, Governing Board and Executive Board | | Russell Credit Limited | Chairperson & Non-Executive Director | | ITC Integrated Business Services Limited | Chairperson & Non-Executive Director | | Gold Flake Corporation Limited | Chairperson & Non-Executive Director | | Greenacre Holdings Limited | Chairperson & Non-Executive Director | | ITC Hotels Limited | Non-Executive Director | | ITC Infotech India Limited | Non-Executive Director | | ITC Infotech Limited, UK * | Non-Executive Director | | ITC Infotech (USA), Inc. * | Non-Executive Director | | Surya Nepal Private Limited * | Non-Executive Director | | WelcomHotels Lanka (Private) Limited * | Non-Executive Director | **SECTION: Supratim Dutta** Supratim Dutta (57), DIN: 01804345, was appointed as a Wholetime Director on the Board of ITC effective July 22, 2022. He is, inter alia, responsible for Finance, Accounting, Internal Audit & IT Functions and also for the Investment Subsidiaries of the Company. He continues to be the Chief Financial Officer (‘CFO’) of the Company. A qualified Chartered Accountant and Cost Accountant, Dutta joined ITC in November 1990. In a career spanning over three decades at ITC, he has held various senior roles in the finance function, both at the business and corporate level. Before becoming the CFO, he held the position of the Corporate Financial Controller of the Company responsible for Accounts, Taxation and Finance operations, and prior to that, he was Executive Vice President - Corporate Finance in charge of the Corporate Treasury, Strategic Planning and Corporate Planning Functions of the Company. He has handled various aspects of finance including Planning, Treasury, M&A, Accounting, Taxation, IT, Investor Relations, and business strategy. He has served as a Member of the World Business Council for Sustainable Development CFO Network. Presently, Dutta is a Member of the CII National Committee on Financial Reporting. ``` ``` **SECTION: ITC Limited REPORT AND ACCOUNTS 2024** **SECTION: Your Directors** **SECTION: Committee Membership of other companies** Meetings Data: Name of the company, Committee, Position - Russell Credit Limited, Audit Committee, Chairperson - Russell Credit Limited, CSR Committee, Chairperson - Russell Credit Limited, Nomination and Remuneration Committee, Member - ITC Infotech India Limited, Audit Committee, Chairperson - ITC Infotech India Limited, Nomination and Remuneration Committee, Member **SECTION: H. Malik** Hemant Malik (58), DIN: 06435812, was appointed as a Wholetime Director on the Board of ITC effective August 12, 2023. He is also the Divisional Chief Executive of the Foods Business Division of the Company. After completing his B.A.(Hons.) in Economics from Delhi University and M.B.A. from the Indian Institute of Management, Calcutta, he joined ITC in June 1989 from the campus and has more than 34 years of experience across multiple businesses of ITC including Tobacco, Lifestyle Retailing, Foods and TM&D. Prior to becoming the Divisional Chief Executive of the Foods Business Division in October 2016, Malik was the Chief Executive of the TM&D Vertical from April 2016. He headed the All India Tobacco Sales function in 2001, where he contributed meaningfully to the development of the FMCG Sales Network. He then assumed charge as the Head of Marketing of the then nascent Foods Business in April 2002, where he was instrumental in the launch and development of some of the key food brands of ITC including ‘Aashirvaad’, ‘Sunfeast’, ‘Bingo!’, ‘YiPPee!’ and ‘Kitchens of India’. Malik was then given the responsibility to set up the new FMCG TM&D Vertical and was made the COO of TM&D in April 2008. He thereafter took over as the COO of Cigarette Brands and Supply Chain, India Tobacco Division (‘ITD’) in August 2012, and was elevated as the Divisional Chief Executive of ITD in August 2015. Malik is currently the Chairman of the Food Processing Committee of FICCI. Malik does not hold directorship of any other company. **SECTION: B. Sumant** Sumant Bhargavan (60), DIN: 01732482, was appointed as a Wholetime Director on the Board of ITC effective November 16, 2018. He oversees the Paperboards, Paper and Packaging as well as the Personal Care and Education & Stationery Products Businesses of the Company. He also oversees the TM&D Vertical and the Central Projects Organisation. Sumant, an alumnus of the National Institute of Technology, Durgapur, joined ITC in January 1986, and has handled a wide range of responsibilities across several businesses."
"Prior to his appointment as a Director on the Board of ITC, Sumant was President - FMCG Businesses since April 2016. Earlier, he was the Divisional Chief Executive of ITD. He also held responsibility of the TM&D Vertical as COO from November 2014 to March 2016 and as Chief Executive for a period of one year from October 2016. He spent his first 19 years with ITC in Manufacturing operations of the Tobacco Division and has worked in four production units as well as at the Head Office. In October 2004, he moved to the Foods Business and set up the Snack Food category under the brand name ‘Bingo!’. He has led ITC Infotech India Limited, a wholly owned subsidiary of ITC, as its Managing Director from September 2009 to October 2014, and has been on the Boards of ITC Infotech’s wholly owned subsidiaries in the UK and the USA. **SECTION: Other Directorships** Meetings Data: Name of the company, Position - ITC Fibre Innovations Limited, Chairperson & Non-Executive Director - The Tollygunge Club Limited, Member, General Committee - Committee Membership of other companies: Nil **SECTION: S. Banerjee** Shilabhadra Banerjee (75), DIN: 02922331, joined the ITC Board as a Non-Executive Director effective July 24, 2014 and was appointed as an Independent Director effective July 30, 2014. Banerjee, a Masters in History from St. Stephen’s College, Delhi, Post Graduate Diploma holder in Public Administration from the Indian Institute of Public Administration, New Delhi, and an M.Phil in Social Sciences from the University of Panjab, joined the Indian Administrative Service in 1971. In a career spanning over 37 years, he has held several eminent positions in the Government of India including that of Joint Secretary in the Ministry of Petroleum and Natural Gas and the then Ministry of Urban Development. Banerjee was Director General (Acquisition) in the Ministry of Defence and retired as Secretary, Ministry of Tourism in October 2008. He has been a Visiting Fellow at the Queen Elizabeth House, University of Oxford, UK. He also served on the Board of the Company from February 2010 to March 2014. Banerjee does not hold directorship of any other company. **SECTION: H. Bhargava** Hemant Bhargava (64), DIN: 01922717, was appointed as a Non-Executive Independent Director on the ITC Board effective December 20, 2021. Bhargava, a Post Graduate in Economics from the Lucknow University, has also studied Masters in Financial Management from the Jamnalal Bajaj Institute of Management Studies. He started his corporate journey in 1981 with the Life Insurance Corporation of India (‘LIC’) as the youngest Direct Recruit Officer, and reached the zenith of becoming the Chairman in-charge and Managing Director of the organisation in January 2019. He was also appointed as the Non-Executive Chairman of IDBI Bank Limited and LIC Housing Finance Limited in January 2019. During his long tenure of 38 years, he worked across diverse set of roles both in India and abroad, building multi-dimensional experience in different capacities, especially in Marketing, International Operations and new ventures. Adept at establishing new strategic initiatives with multiple stakeholders and designing innovative marketing & sales campaigns, Bhargava has guided several skilled professionals across the finance value chain. He also served on the Board of the Company from July 2018 to August 2021. **SECTION: Other Directorships** Meetings Data: Name of the company, Position - Larsen & Toubro Limited, Nominee Director - SMC Global Securities Limited, Independent Director - UGRO Capital Limited, Independent Director - Providence Life Limited, PCC, Mauritius, Non-Executive Director **SECTION: Your Directors** **SECTION: Committee Membership of other companies** Meetings Data: Name of the company, Committee, Position - Larsen & Toubro Limited, Stakeholders Relationship Committee, Member - UltraTech Cement Limited, Independent Director - SMC Global Securities Limited, Audit Committee, Member - Hindalco Industries Limited, Independent Director - UGRO Capital Limited, Audit Committee, Chairperson - Aditya Birla Sun Life AMC Limited, Independent Director - Nomination and Remuneration Committee, Member - Honda India Power Products Limited, Independent Director - Orient Electric Limited, Independent Director - Honda Cars India Limited, Independent Director - Safalya Investments and Traders Private Limited, Non-Executive Director **SECTION: A. M. Bharucha** Alka Marezban Bharucha (67), DIN: 00114067, joined the ITC Board as a Non-Executive Independent Director effective August 12, 2023. She is a Senior Partner at Messrs. Bharucha & Partners, Advocates & Solicitors, Mumbai. She completed her B.A.(Hons.) and L.L.B. from the University of Bombay and Masters in Law from the University of London."
"She is a Solicitor with the High Court of Mumbai and Supreme Court of England and Wales, and also an Advocate on Record with the Supreme Court of India. She began her career with Mulla & Mulla and Craigie Blunt & Caroe and joined Amarchand & Mangaldas as Partner in 1992. In 2008, she co-founded Bharucha & Partners, which has earlier been ranked by RSG Consulting, London, amongst the top law firms in India. With over 30 years of experience, she has been ranked by Chambers Global, Legal 500 and Who’s Who Legal amongst India’s leading lawyers. She chairs the Transactions Practice at Bharucha & Partners and her core areas of legal expertise include mergers & acquisitions, joint ventures, private equity and banking & finance. **SECTION: Committee Membership of other companies** Meetings Data: Name of the company, Committee, Position - UltraTech Cement Limited, Audit Committee, Member - Nomination, Remuneration and Compensation Committee, Member - Aditya Birla Sun Life AMC Limited, Stakeholders Relationship Committee, Chairperson - Nomination, Remuneration and Compensation Committee, Chairperson - Corporate Social Responsibility Committee, Chairperson - Honda India Power Products Limited, Audit Committee, Chairperson - Nomination and Remuneration Committee, Chairperson **SECTION: 6 ITC Limited REPORT AND ACCOUNTS 2024** **SECTION: Your Directors** **SECTION: Committee Membership of other companies (Contd.)** Meetings Data: Name of the company, Committee, Position - Orient Electric Limited, Stakeholders Relationship Committee, Chairperson - Nomination and Remuneration Committee, Chairperson - Audit Committee, Member - Honda Cars India Limited, Audit Committee, Chairperson - Nomination and Remuneration Committee, Member **SECTION: Other Directorships** Meetings Data: Name of the company, Position - ICRA Limited, Chairperson & Independent Director - ASK Automotive Limited, Independent Director - Dr. Lal PathLabs Limited, Independent Director - Davenport Management Consultants Services Private Limited, Non-Executive Director **SECTION: A. Duggal** Arun Duggal (77), DIN: 00024262, joined the ITC Board as a Non-Executive Independent Director effective September 15, 2014. Duggal, a Mechanical Engineer from the Indian Institute of Technology, Delhi (‘IIT Delhi’), and an M.B.A. from the Indian Institute of Management, Ahmedabad (‘IIM Ahmedabad’), is an international banker with global experience in financial strategy, M&A and capital raising. His professional career includes 26 years with Bank of America (‘BoA’), primarily in the USA, Hong Kong and Japan, with his last assignment as Chief Executive of BoA, India, from 1998 to 2001. He was the Chief Financial Officer of HCL Technologies Limited, India, from 2001 to 2003. He has also been the Chairman of the American Chamber of Commerce, India, and on the Board of Governors of the National Institute of Bank Management. He is presently a Trustee of the Chennai Mathematical Institute. Duggal is involved in several initiatives in social & educational sectors and is founder of FICCI’s ‘Women on Corporate Boards’ Programme, the ‘Centre of Excellence for Research in Climate Change and Air Pollution at IIT Delhi, and the ‘Centre for ESG Research’ at IIM Ahmedabad. He is recipient of Distinguished Alumnus Awards from IIT Delhi and IIM Ahmedabad. **SECTION: Committee Membership of other companies** Meetings Data: Name of the company, Committee, Position - ICRA Limited, Audit Committee, Member - Stakeholders Relationship Committee, Member - ASK Automotive Limited, Audit Committee, Chairperson - Stakeholders Relationship Committee, Member - Nomination and Remuneration Committee, Member - Dr. Lal PathLabs Limited, Stakeholders Relationship Committee, Chairperson - Nomination and Remuneration Committee, Chairperson - Audit Committee, Member - Corporate Social Responsibility Committee, Member **SECTION: ITC Limited REPORT AND ACCOUNTS 2024** **SECTION: Your Directors** **SECTION: M. Gupta** Mukesh Gupta (62), DIN: 06638754, was appointed as a Non-Executive Director on the ITC Board effective October 27, 2021, representing LIC. Gupta holds Degrees of Bachelor in Science and Masters in Business Administration (Human Resources). He joined LIC as a Direct Recruit Officer in 1984 and retired as its Managing Director on September 30, 2021. During his long tenure of 37 years, he worked across diverse set of roles building multi-dimensional experience in different capacities, especially in Insurance and Marketing. Gupta held prominent positions in the Corporate Office and three major zones of LIC, including Executive Director (Personnel) and Executive Director (Bancassurance) at Corporate Office, Marketing Manager of Bikaner Division, Senior Divisional Manager of two Divisions viz., Amritsar and Hyderabad, Regional Manager (Bancassurance & Alternate Channels) of LIC’s South Central Zone, Regional Manager (Marketing) of Western Zone, and Zonal Manager of the Central Zone."
"**SECTION: Other Directorships** Meetings Data: Name of the company, Position - IDBI Bank Limited, Nominee Director - CFM Asset Reconstruction Private Limited, Independent Director **SECTION: Committee Membership of other companies** Meetings Data: Name of the company, Committee, Position - IDBI Bank Limited, Audit Committee, Member - Nomination and Remuneration Committee, Member - CFM Asset Reconstruction Private Limited, Audit Committee, Chairperson - Nomination and Remuneration Committee, Member - Corporate Social Responsibility Committee, Member **SECTION: R. Jain** Rahul Jain (44), DIN: 07442202, joined the ITC Board as a Non-Executive Director effective January 1, 2024, representing the Specified Undertaking of the Unit Trust of India (‘SUUTI’). Jain, an IAS Officer, is also a Chartered Accountant and holds a Masters Degree in Commerce from the University of Pune. He is currently posted as Joint Secretary of the Sixteenth Finance Commission of the Government of India. Prior to this, he was Joint Secretary to the Government of India in the Department of Investment and Public Asset Management, Ministry of Finance. Jain joined the Indian Administrative Service in 2005 (Madhya Pradesh cadre). In a career spanning over 18 years, he has served as District Collector in various districts of Madhya Pradesh and as Director, Town and Country Planning Department of the said state. He has extensive experience in the fields of rural and urban development, urban planning, tourism promotion, revenue administration, handling law and order, disaster management, regulatory matters in administration and conducting elections. Jain has been on the Boards of Rewa City Transport Services Limited, Bhopal Smart City Development Corporation Limited and Indore Smart City Development Limited, amongst others. **SECTION: Other Directorships** Meetings Data: Name of the company, Position - Al Airport Services Limited, Nominee Director - Al Assets Holding Limited, Nominee Director - Al Engineering Services Limited, Nominee Director - National Financial Holdings Company Limited, Nominee Director - National Land Monetization Corporation Limited, Nominee Director **SECTION: ITC Limited REPORT AND ACCOUNTS 2024** **SECTION: Your Directors** **SECTION: Committee Membership of other companies** Meetings Data: Name of the company, Committee, Position - Al Airport Services Limited, Audit Committee, Member - Corporate Social Responsibility Committee, Member - Al Assets Holding Limited, Stakeholders Relationship Committee, Member **SECTION: Other Directorships** Meetings Data: Name of the company, Position - Bharti Airtel Limited, Independent Director - UrbanClap Technologies India Private Limited, Independent Director **SECTION: Committee Membership of other companies** Meetings Data: Name of the company, Committee, Position - Al Engineering Services Limited, Audit Committee, Member - Corporate Social Responsibility Committee, Member - Bharti Airtel Limited, Audit Committee, Chairperson - Stakeholders Relationship Committee, Member - UrbanClap Technologies India Private Limited, Audit Committee, Chairperson - Nomination and Remuneration Committee, Member **SECTION: S. Mukherjee** Shyamal Mukherjee (64), DIN: 03024803, joined the ITC Board as a Non-Executive Independent Director effective August 11, 2021. Mukherjee is a Chartered Accountant and also holds Degrees of Bachelor in Commerce and Law from Delhi University. He is the former Chairman and Senior Partner of PricewaterhouseCoopers (‘PwC’) in India. With over 37 years of experience, Mukherjee started his professional journey with PwC in 1984 and became a Partner in 1993. As PwC’s Chairman, he was at the forefront of making it a more future-ready firm, investing in and strengthening the firm’s key capabilities across its people, go-to-market initiatives and internal transformation. **SECTION: A. Nayak** Anand Nayak (72), DIN: 00973758, joined the ITC Board as a Non-Executive Independent Director effective July 13, 2019. Nayak is a Post Graduate in Personnel Management and Industrial Relations from XLRI, Jamshedpur, from where he graduated in 1973. He joined ITC the same year and served for more than 42 years until his retirement in December 2015. During his long tenure with the Company, Nayak held various portfolios and worked across several businesses as well as at Corporate Headquarters where he headed the Human Resources Function from 1996 to 2015. He served on the Corporate Management Committee of ITC for over 18 years from 1997 to 2015. He was also responsible for overall management of Social Sector initiatives under the CSR agenda of ITC, and mentored the Mission Sunehra Kal team in crafting enduring sustainability solutions for rural India. Nayak does not hold directorship of any other company. **SECTION: S. Panray** ``` ``` **SECTION: Directors Overview** **SECTION: Sunil Panray** Sunil Panray (66), DIN: 09251023, was appointed as a Non-Executive Director on the Board of ITC effective August 11, 2021, as a representative of Tobacco Manufacturers (India) Limited (‘TMI’), a subsidiary of British American Tobacco p.l.c. (‘BAT’)."
"Panray holds Degrees of Bachelor in Commerce and Masters in Business Administration from Concordia University in Montreal, Canada. He is a retired senior executive with a career that includes roles as a Senior Auditor and Financial Consultant with Raymond Chabot Grant Thornton, Canada, and senior leadership positions at Imasco Limited, Imperial Tobacco Canada, and BAT. He served as Vice President - Finance and Treasurer of Canadian National Railway Company from 2012 to 2016. Panray does not hold directorship of any other company. **SECTION: N. Rao** Nirupama Rao (73), DIN: 06954879, was appointed as a Non-Executive Independent Director on the Board of ITC effective April 8, 2016. She holds a Post Graduate degree in English Literature and is a Fellow of Harvard University and Brown University, among other accolades. Rao has served in various prestigious roles, including as the Foreign Secretary of India and Ambassador to the United States. She does not hold directorship of any other company. **SECTION: Other Directorships** | Name of the company | Position | |---------------------|----------| | JSW Steel Limited | Independent Director | | KEC International Limited | Independent Director | **SECTION: Committee Membership of Other Companies** | Name of the company | Committee | Position | |---------------------|-----------|----------| | JSW Steel Limited | Corporate Social Responsibility Committee | Chairperson | | JSW Steel Limited | Nomination and Remuneration Committee | Member | | KEC International Limited | Stakeholders Relationship Committee | Chairperson | **SECTION: A. K. Seth** Ajit Kumar Seth (72), DIN: 08504093, joined the ITC Board as a Non-Executive Independent Director effective July 13, 2019. He is a retired IAS Officer with over 41 years of administrative experience, including serving as Cabinet Secretary of the Government of India. **SECTION: M. Shankar** Meera Shankar (73), DIN: 06374957, was appointed as a Non-Executive Independent Director on the Board of ITC effective September 6, 2012. She has had a distinguished career in the Indian Foreign Service, serving in various capacities including as Ambassador of India to Germany and the United States. **SECTION: Other Directorships** | Name of the company | Position | |---------------------|----------| | Adani Energy Solutions Limited | Independent Director | | JK Tyre & Industries Limited | Independent Director | | Pidilite Industries Limited | Independent Director | | INDO-MIM Limited | Independent Director | **SECTION: Committee Membership of Other Companies** | Name of the company | Committee | Position | |---------------------|-----------|----------| | Adani Energy Solutions Limited | Audit Committee | Member | | JK Tyre & Industries Limited | Stakeholders Relationship Committee | Chairperson | | Pidilite Industries Limited | Corporate Social Responsibility Committee | Member | **SECTION: A. Singh** Atul Singh (64), DIN: 00060943, joined the ITC Board as a Non-Executive Director effective April 2, 2024, as a representative of TMI. He holds degrees in Commerce and Business Administration and has over 35 years of experience in consumer-oriented roles. **SECTION: Other Directorships** | Name of the company | Position | |---------------------|----------| | Compass Limited | Non-Executive Director | **SECTION: Committee Membership of Other Companies** Nil **SECTION: P. Subrahmanyam** Pushpa Subrahmanyam (62), DIN: 01894076, was appointed as a Non-Executive Independent Director on the Board of ITC effective April 2, 2024. She is a retired IAS Officer with over 36 years of experience in public finance and has held various significant positions in the Government of India. **SECTION: Notes** 1. Other Directorships and Committee Memberships of Directors are as on 23rd May, 2024. 2. Committee Memberships cover Committees under the Companies Act, 2013 viz., Audit Committee, Stakeholders Relationship Committee, Nomination and Remuneration Committee, and Corporate Social Responsibility Committee of Indian companies. **SECTION: Report on Corporate Governance** The Directors present the Company’s Report on Corporate Governance pursuant to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’). ITC Limited has established a formalised system of Corporate Governance, ensuring ethical and responsible conduct of business. **SECTION: Governance Philosophy** ITC defines Corporate Governance as a systemic process to enhance wealth-generating capacity while ensuring resources are utilized to meet stakeholders’ aspirations. The governance structure is based on two core principles: management freedom within effective accountability. **SECTION: Governance Structure** The practice of Corporate Governance in ITC occurs at three levels: 1. Strategic supervision by the Board of Directors. 2. Strategic management by the Corporate Management Committee. 3. Executive management by the Divisional Chief Executive. **SECTION: Roles of Various Entities** - **Board of Directors**: Protects and enhances shareholder value through strategic supervision. - **Corporate Management Committee (CMC)**: Manages the Company’s businesses within Board-approved frameworks."
"- **Divisional Management Committee (DMC)**: Responsible for executive management to achieve business objectives. **SECTION: Chairman** The Chairman leads the Board and CMC, ensuring effective governance and communication among Directors. **SECTION: Non-Executive Director** Non-Executive Directors provide independent judgment on strategy, performance, and conduct. **SECTION: Executive Director** The Executive Director oversees the operational aspects of the Company, ensuring alignment with strategic goals. ``` ``` **SECTION: Executive Director Role** The Executive Director assists the Board in realizing its role of strategic supervision of the Company in pursuit of its purpose and goals. As a member of the CMC, an Executive Director contributes to the strategic management of the Company’s businesses within Board approved direction/framework. An Executive Director accountable to the Board for a business assumes overall responsibility for its strategic management, including governance processes and top management effectiveness. Similarly, as Director accountable to the Board for a corporate function, the overall strategic responsibility for its performance forms part of the Executive Director’s role. In the context of the multi-business character of the Company, an Executive Director is in the nature of a Managing Director for those businesses and functions reporting to him. **SECTION: CMC Member Role** A CMC Member contributes to the strategic management of the Company’s businesses within Board approved direction/framework. A CMC Member accountable for a business assumes responsibility for its strategic management, including governance processes and top management effectiveness. Similarly, where accountable for a corporate function, the overall strategic responsibility for its performance forms part of the CMC Member’s role. **SECTION: Report on Corporate Governance** **Divisional Chief Executive Role** The Divisional Chief Executive for a business has the executive responsibility for its day-to-day operations and provides leadership to the DMC in its task of executive management of the business and the Verticals within the Division. The Chief Operating Officer of a Business Vertical is responsible for providing leadership to the Executive Committee of the Vertical and realizing the tactical & strategic objectives of the respective business area. **SECTION: BOARD OF DIRECTORS** **SECTION: Composition** The ITC Board is a balanced Board, comprising Executive and Non-Executive Directors. The Non-Executive Directors include independent professionals. Independent Directors represent at least 50% of the total strength of the Board. The Governance Policy of the Company requires that Non-Executive Directors be drawn from amongst eminent professionals, with experience in business/finance/law/public administration and enterprises. The present composition of the Board represents an optimal mix of professionalism, knowledge, experience, and diversity. **SECTION: Composition of the Board as on 31st March, 2024** Category, No. of Directors, Percentage to total no. of Directors - Executive Directors, 4, 25.00% - Non-Executive Independent Directors, 9, 56.25% - Other Non-Executive Directors, 3, 18.75% - Total, 16, 100.00% **SECTION: Director Information** Category, No. of other Directorship(s), No. of Membership(s) / Chairpersonship(s) of Audit Committee / Stakeholders Relationship Committee of other Indian public limited companies - S. Puri, Chairman & Managing Director, 5, Nil - S. Dutta, Executive Director & Chief Financial Officer, 9, 2 [also as Chairperson] - H. Malik, Executive Director, Nil, Nil - B. Sumant, Executive Director, 2, Nil - S. Banerjee, Independent Director, Nil, Nil - H. Bhargava, Independent Director, 4, 3 [including 1 as Chairperson] - A. M. Bharucha, Independent Director, 8, 7 [including 4 as Chairperson] - A. Duggal, Independent Director, 4, 6 [including 2 as Chairperson] - S. Mukherjee, Independent Director, 2, 2 [including 1 as Chairperson] - A. Nayak, Independent Director, Nil, Nil - N. Rao, Independent Director, 3, Nil - A. K. Seth, Independent Director, Nil, Nil - M. Shankar, Independent Director, 4, 4 [including 2 as Chairperson] - M. Gupta, Non-Executive Director, 2, 1 - R. Jain, Non-Executive Director, 5, 3 - S. Panray, Non-Executive Director, Nil, Nil *Details with respect to other Directorships are provided under the section ‘Your Directors’ in the Report and Accounts. **SECTION: Meetings and Attendance** The Company’s Governance Policy requires the Board to meet at least five times a year. The tentative annual calendar of meetings is determined at the beginning of each year. During the financial year 2023-24, the intervening period between two Board Meetings was well within the maximum gap of 120 days prescribed under the Listing Regulations. **SECTION: Board Agenda** Meetings are governed by a structured agenda. The Board Members, in consultation with the Chairman, may bring up any matter for the consideration of the Board. All major agenda items are backed by comprehensive background information to enable the Board to take informed decisions."
"Agenda papers are generally circulated seven to fourteen days prior to the Board Meeting. **SECTION: Information Placed Before the Board** In terms of the Company’s Governance Policy, all statutory and other significant & material information are placed before the Board to enable it to discharge its responsibility of strategic supervision of the Company as trustees of Shareholders. The following in particular are tabled for the Board’s approval/periodic review or information: - Annual operating plans & budgets and periodic review of the Company’s businesses. - Quarterly performance including business-wise financials. - External Audit Management Reports (through the Audit Committee). - Status of safety and legal compliance. - Status and effectiveness of risk management plans. - Succession to senior management (through the Nomination & Compensation Committee). - Statutory compliance reports from business units/corporate functions. - Show cause/demand/prosecution/adjudication notices, if any, from revenue authorities which are considered materially important, including any exposure that exceeds 1% of the Company’s net worth, and their outcome. - Significant court judgement or order passing strictures, if any, on the conduct of the Company or a subsidiary of the Company or any employee, which could negatively impact the Company’s image. - Product liability claims of substantial nature, if any. - Default, if any, in payment of dues to any major creditor. - Write-offs/disposals of fixed assets, inventories, receivables, advances etc. - Significant development in Human Resources/Industrial Relations. - Non-compliance of any regulatory, statutory or listing requirements and in relation to shareholders’ services. **SECTION: Post-meeting Follow-up System** The Governance processes in the Company include an effective post-meeting follow-up, review, and reporting process for action taken/pending on decisions of the Board, the Board Committees, the CMC, and the DMCs. **SECTION: Details of Board Meetings during the financial year 2023-24** Sl. No., Date, Board Strength, No. of Directors present 1, 17th April, 2023, 16, 16 2, 18th May, 2023, 16, 16 3, 24th July, 2023, 16, 15 4, 14th August, 2023, 18, 17 5, 19th October, 2023, 17, 17 6, 29th January, 2024, 17, 16 **SECTION: Attendance at Board Meetings and at Annual General Meeting (‘AGM’) during the financial year 2023-24** Director, No. of Board Meetings attended, Attendance at last AGM - S. Puri, 6, Yes - S. Dutta, 6, Yes - H. Malik, 3, N.A. - B. Sumant, 6, Yes - S. Banerjee, 6, Yes - H. Bhargava, 6, Yes - A. M. Bharucha, 2, N.A. - A. Duggal, 6, Yes - M. Gupta, 6, Yes - R. Jain, 1, N.A. - S. Mukherjee, 6, Yes - A. Nayak, 6, Yes - S. Panray, 6, Yes - N. Rao, 5, Yes - A. K. Seth, 6, Yes - M. Shankar, 6, Yes - N. Anand, 5, Yes - P. R. Chittaranjan, 3, Yes - D. R. Simpson, 6, Yes 1. Appointed as Executive Director w.e.f. 12th August, 2023. 2. Appointed as Independent Director w.e.f. 12th August, 2023. 3. Appointed as Non-Executive Director w.e.f. 1st January, 2024. 4. Ceased to be Executive Director w.e.f. 3rd January, 2024 upon completion of term. 5. Resigned as Non-Executive Director w.e.f. 1st September, 2023. 6. Resigned as Non-Executive Director w.e.f. 30th January, 2024. **SECTION: COMMITTEES OF THE BOARD** Currently, there are five Board Committees – the Audit Committee, the Nomination & Compensation Committee, the Securityholders Relationship Committee, the CSR and Sustainability Committee, and the Independent Directors Committee. The terms of reference of the Committees are determined by the Board from time to time, other than the Independent Directors Committee the terms of reference of which are as prescribed under law. Meetings of Board Committees are normally convened by the respective Committee Chairman. Matters requiring the Board’s attention/approval, as emanating from the Board Committee Meetings, are placed before the Board with clearance of the Committee Chairman. All the recommendations made by Board Committees during the year were accepted by the Board. Minutes of Board Committee Meetings are placed before the Board. The role and composition of these Committees, including the number of meetings held during the financial year and the related attendance, are provided below. **SECTION: I. AUDIT COMMITTEE** The Audit Committee provides reassurance to the Board on the existence of an effective internal control environment that ensures: - Efficiency and effectiveness of operations, both domestic and overseas. - Safeguarding of assets and adequacy of provisions for all liabilities. - Reliability of financial and other management information and adequacy of disclosures. - Compliance with all relevant statutes. **SECTION: Composition of the Audit Committee** The Audit Committee presently comprises four Independent Directors."
"The Chairman of the Committee is also an Independent Director. The Executive Director representing the Finance function, the Chief Financial Officer, the Head of Internal Audit, and the representative of the Statutory Auditors are Invitees to the meetings of the Audit Committee. The Head of Internal Audit is the Coordinator and the Company Secretary is the Secretary to the Committee. The representatives of the Cost Auditors are invited to meetings of the Committee whenever matters relating to cost audit are considered. All members of the Committee are financially literate; three members, including the Chairman of the Committee, have accounting and financial management expertise. The names of the members of the Audit Committee, including its Chairman, are provided under the section ‘Board of Directors and Committees’ in the Report and Accounts. **SECTION: Meetings and Attendance during the financial year 2023-24** **SECTION: Details of Audit Committee Meetings** Sl. No., Date, Committee Strength, No. of Members present 1, 7th April, 2023, 4, 4 2, 5th May, 2023, 4, 4 3, 18th May, 2023, 4, 4 4, 7th July, 2023, 4, 4 5, 14th August, 2023, 4, 4 6, 19th October, 2023, 4, 4 7, 12th January, 2024, 4, 4 8, 29th January, 2024, 4, 4 **SECTION: Attendance at Audit Committee Meetings** Member, No. of Meetings attended - A. Duggal, 8 - S. Banerjee, 8 - H. Bhargava, 8 - S. Mukherjee, 8 **SECTION: II. NOMINATION & COMPENSATION COMMITTEE** The Nomination and Remuneration Committee of the Board, under the nomenclature ‘Nomination & Compensation Committee’, inter alia, identifies persons qualified to become Directors, and recommends to the Board the appointment, remuneration, and removal of the Directors and senior management. The Committee’s role also includes formulation of criteria for evaluation of performance of the Directors & the Board as a whole, and administration of the Employee Stock Option Schemes of the Company. **SECTION: Composition of the Nomination & Compensation Committee** The Nomination & Compensation Committee presently comprises four Independent Directors and the Chairman of the Company. The Chairman of the Committee is an Independent Director. The Company Secretary is the Secretary to the Committee. The names of the members of the Nomination & Compensation Committee, including its Chairman, are provided under the section ‘Board of Directors and Committees’ in the Report and Accounts. **SECTION: Meetings and Attendance during the financial year 2023-24** **SECTION: Details of Nomination & Compensation Committee Meetings** Sl. No., Date, Committee Strength, No. of Members present 1, 17th May, 2023, 4, 4 2, 24th July, 2023, 4, 4 3, 18th October, 2023, 4, 4 4, 29th January, 2024, 4, 4 **SECTION: Attendance at Nomination & Compensation Committee Meetings** Member, No. of Meetings attended - S. Banerjee, 4 - A. Nayak, 4 - S. Puri, 4 - A. K. Seth, N.A. - M. Shankar, 4 1. Ceased to be Chairman of the Committee w.e.f. 15th April, 2024. 2. Appointed as Member w.e.f. 29th January, 2024. **SECTION: Remuneration Policy** ITC’s Remuneration strategy is performance-based, competitive, and values-led. It is designed to reward holistic performance that is in congruence with the Company’s “triple bottom line” approach to business, to attract & retain high-quality talent and is anchored on ITC’s values, all of which are integral in pursuit of the Company’s vision and mission of enhancing the wealth-generating capability of the enterprise in a globalized environment, while delivering superior and sustainable stakeholder value. The Remuneration Policy of the Company is market-led and factors in the competitive context of each business. Performance against the Sustainability goals of the Company has also been included as a factor in assessing business performance, which, in turn, contributes to determining remuneration. The Company has adopted a comprehensive ‘Total Rewards’ approach to remuneration that, inter alia, promotes a superior quality of personal and work life by combining both cash and non-cash components/benefits. The Company’s Policy on remuneration of Directors, Key Managerial Personnel, and other employees, as approved by the Board, may be accessed on its corporate website at https://www.itcportal.com/remuneration-policy. There has been no change in the Policy during the year. **SECTION: Remuneration of Directors** Remuneration of the Chairman and the Executive Directors is determined by the Board on the recommendation of the Nomination & Compensation Committee, subject to the approval of the Shareholders."
"The Chairman and each of the Executive Directors are entitled to performance bonus for every financial year up to a maximum of 300% and 200% of their basic/consolidated salary, respectively, as may be determined by the Board on the recommendation of the Nomination & Compensation Committee; such remuneration is linked to the performance of the Company inasmuch as the performance bonus is based on various qualitative and quantitative performance criteria. Apart from fixed elements of remuneration and benefits/perquisites, the Chairman and the Executive Directors are also eligible for Long Term Incentives, including Stock Options, as may be determined by the Nomination & Compensation Committee and/or the Board; such incentives are linked to individual performance and the overall performance of the Company, including performance against Sustainability goals. The maximum annual value of such Long Term Incentives is 0.10% and 0.05% for the Chairman and each of the Executive Directors, respectively, of the net profits of the Company for the immediately preceding financial year. **SECTION: Remuneration Table** Director, Basic / Consolidated Salary, Perquisites / Other Benefits, Performance Bonus / Long Term Incentives / Commission, Sitting Fees, Total - S. Puri, 312.00, 57.70, 2,148.09, -, 2,517.79 - S. Dutta, 156.00, 31.67, 379.11, -, 566.78 - H. Malik, 99.39, 18.57, 131.41, -, 249.37 - B. Sumant, 180.00, 33.82, 978.10, -, 1,191.92 - S. Banerjee, -, -, 100.00, 13.00, 113.00 - H. Bhargava, -, -, 100.00, 11.00, 111.00 - A. M. Bharucha, -, -, -, 2.50, 2.50 - A. Duggal, -, -, 100.00, 12.50, 112.50 - M. Gupta, -, -, 100.00*, 8.10, 108.10 - R. Jain, -, -, -, 1.00*, 1.00 - S. Mukherjee, -, -, 100.00, 11.00, 111.00 - A. Nayak, -, -, 100.00, 10.80, 110.80 - S. Panray, -, -, 100.00, 7.50, 107.50 - N. Rao, -, -, 100.00, 7.50, 107.50 - A. K. Seth, -, -, 100.00, 8.50, 108.50 - M. Shankar, -, -, 100.00, 10.50, 110.50 - N. Anand, 135.97, 222.72, 978.10, -, 1,336.79 ``` ``` **SECTION: Meetings and Attendance** **SECTION: Nomination & Compensation Committee Meetings** During the financial year, the following meetings were held: | Sl. No. | Date | Committee Strength | No. of Members Present | |---------|--------------------|-------------------|------------------------| | 1 | 25th April, 2014 | 5 | 4 | | 2 | 23rd May, 2014 | 5 | 5 | **SECTION: Director Information** - P. R. Chittaranjan: 15.62 *, 4.90 *, 20.52 - N. Doda: 80.55 *, -, 80.55 - D. R. Simpson: 100.00, 7.50, 107.50 - R. Tandon: 564.38, -, 564.38 * Paid to the Public Financial Institution the Director represents/represented. **SECTION: Director Appointments and Resignations** 1. Appointed as Executive Director w.e.f. 12th August, 2023. 2. Appointed as Independent Director w.e.f. 12th August, 2023. 3. Appointed as Non-Executive Director w.e.f. 1st January, 2024. 4. Ceased to be Executive Director w.e.f. 3rd January, 2024 upon completion of term. 5. Resigned as Non-Executive Director w.e.f. 1st September, 2023. 6. Resigned as Non-Executive Director w.e.f. 20th January, 2023. 7. Resigned as Non-Executive Director w.e.f. 30th January, 2024. 8. Ceased to be Executive Director w.e.f. 22nd July, 2022 upon completion of term. **SECTION: Non-Executive Directors Disclosure** Pecuniary relationship or transaction: None. **SECTION: Report on Corporate Governance** **SECTION: Employee Stock Option Schemes** During the financial year, the eligible employees and Directors of the Company were granted 15,16,450 Stock Options at ‘market price’ as defined under the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. Each Option entitles the holder to apply for and be allotted ten Ordinary Shares of the Company of ` 1/- each upon payment of the exercise price during the exercise period. The exercise period commences from the date of vesting of the Options and expires at the end of five years from the date of such vesting. **Options Vesting Schedule:** - From the date of grant of the Options: - On completion of 12 months: 30% - On completion of 24 months: 30% - On completion of 36 months: 40% **SECTION: Shareholding and Stock Options of Directors** | Director | No. of Ordinary Shares of ` 1/- each held (singly/jointly) as on 31st March, 2024 | No. of Options granted during the financial year | |-------------------|-------------------------------------------------------------------------------------|-------------------------------------------------| | S. Puri | 2,79,843 | 1,34,500 | | S. Dutta | 8,93,980 | 67,250 | | H. Malik | 5,61,591 | 18,750 * | | B. Sumant | 6,30,401 | 67,250 | | S. Banerjee | Nil | Nil | | H. Bhargava | Nil | Nil | | A. M."
"Bharucha | 51,145 | Nil | | A. Duggal | Nil | Nil | | M. Gupta | Nil | Nil | | R. Jain | Nil | Nil | | S. Mukherjee | 21,000 | Nil | | A. Nayak | 13,62,455 | Nil | | S. Panray | Nil | Nil | | N. Rao | Nil | Nil | | A. K. Seth | 1,32,480 | Nil | | M. Shankar | 45,000 | Nil | * Options granted for the period prior to appointment as Executive Director. **SECTION: Service Contract, Severance Fee and Notice Period** The appointment of the Chairman and the Executive Directors is governed by resolutions passed by the Board and the Shareholders, which cover the terms and conditions of such appointment, read with the service rules of the Company. A separate Service Contract is not entered into by the Company with those elevated to the Board from the management cadre, since they already have a Service Contract with the Company. Letters of appointment are issued by the Company to the Independent Directors, detailing their roles, duties, responsibilities, etc. There is no separate provision for payment of severance fee under the resolutions governing the appointment of the Chairman and the Executive Directors who have all been drawn from the management cadre. The statutory provisions will, however, apply. With respect to notice period, the service rules of the Company read with the statutory provisions will apply. **SECTION: Performance Evaluation** Performance evaluation of the Board, the Board Committees, and the individual Directors was carried out by the Board in accordance with the Policy approved by the Nomination & Compensation Committee; brief details of such evaluation are provided in the ‘Report of the Board of Directors & Management Discussion and Analysis’, forming part of the Report and Accounts. **SECTION: Securityholders Relationship Committee** The Stakeholders Relationship Committee of the Board, under the nomenclature ‘Securityholders Relationship Committee’, primarily oversees redressal of shareholder and investor grievances, approves transmission of shares, sub-division/consolidation/renewal of share certificates, issue of duplicate share certificates, and allots shares upon exercise of Options under the Company’s Employee Stock Option Schemes. The Committee also reviews adherence to the service standards adopted by the Company in respect of its share registration and related activities, and the measures taken for effective exercise of voting rights by the Shareholders. Inherent in the concept of trusteeship is the responsibility to ensure equity, namely, that the rights of all shareholders, large or small, are protected. **SECTION: CSR and Sustainability Committee** The role of the CSR Committee of the Board, under the nomenclature ‘CSR and Sustainability Committee’, is inter alia, to review, monitor and provide strategic direction to the Company’s CSR and sustainability practices towards fulfilling its “triple bottom line” objectives. The Committee seeks to guide the Company in crafting unique models to support the creation of sustainable livelihoods together with environmental re-generation. Formulation and monitoring of the CSR Policy, the Sustainability Policies, and the annual CSR Action Plan, including making recommendations to the Board as necessary, form part of the role of the Committee. The Committee also approves the Sustainability Report, besides reviewing the Business Responsibility and Sustainability Report of the Company and recommending the same to the Board for adoption. **SECTION: Composition of CSR and Sustainability Committee** The CSR and Sustainability Committee presently comprises the Chairman of the Company and seven Non-Executive Directors, three of whom are Independent Directors. The Chairman of the Company is the Chairman of the Committee. The Company Secretary is the Secretary to the Committee. The names of the members of the CSR and Sustainability Committee, including its Chairman, are provided under the section ‘Board of Directors and Committees’ in the Report and Accounts. **SECTION: Meetings and Attendance during the financial year 2023-24** Details of CSR and Sustainability Committee Meetings: | Sl. No. | Date | Committee Strength | No. of Members Present | |---------|--------------------|-------------------|------------------------| | 1 | 16th April, 2023 | 8 | 8 | | 2 | 17th May, 2023 | 8 | 8 | | 3 | 18th October, 2023 | 7 | 7 | **SECTION: Attendance at CSR and Sustainability Committee Meetings** | Member | No. of Meetings Attended | |-------------------|--------------------------| | S. Puri | 3 | | M. Gupta | 3 | | R. Jain | 1 (N.A.) | | S. Panray | 3 | | N. Rao | 3 | | A. K. Seth | 3 | | M. Shankar | 3 | | B. Sumant | 1 (7) | | P."
"R. Chittaranjan| 2 | | D. R. Simpson | 3 | 1. Ceased to be Chairman of the Committee w.e.f. 23rd May, 2024. 2. Appointed as Member w.e.f. 1st January, 2024. 3. Ceased to be Member w.e.f. 1st September, 2023. 4. Ceased to be Member w.e.f. 30th January, 2024. **SECTION: Independent Directors Committee** The statutory role of the Independent Directors Committee of the Board is to review the performance of the non-Independent Directors including the Chairman of the Company and the Board, and also to assess the quality, quantity, and timeliness of flow of information between the Company management and the Board. **SECTION: Composition of Independent Directors Committee** The Independent Directors Committee comprises all the Independent Directors of the Company. The names of the members of the Independent Directors Committee are provided under the section ‘Board of Directors and Committees’ in the Report and Accounts. **SECTION: Meetings and Attendance during the financial year 2023-24** Details of Independent Directors Committee Meetings: | Sl. No. | Date | Committee Strength | No. of Members Present | |---------|--------------------|-------------------|------------------------| | 1 | 5th May, 2023 | 8 | 8 | | 2 | 14th August, 2023 | 9 | 9 | **SECTION: Attendance at Independent Directors Committee Meetings** | Member | No. of Meetings Attended | |-------------------|--------------------------| | S. Banerjee | 2 | | H. Bhargava | 2 | | A. M. Bharucha | 1 | | A. Duggal | 2 | | S. Mukherjee | 2 | | A. Nayak | 2 | | N. Rao | 2 | | A. K. Seth | 2 | | M. Shankar | 2 | 1. Appointed as Member w.e.f. 12th August, 2023. **SECTION: Risk Management Committee** The role of the Risk Management Committee is, inter alia, to approve the strategic risk management framework of the Company, and review the risk mitigation strategies, measures taken for cyber security and results of risk identification, prioritisation & mitigation plans for all business units/corporate functions. Formulation of the Risk Management Policy and review of the implementation, effectiveness and adequacy of the risk management systems, processes & plans of the Company form part of the role of the Committee. **SECTION: Composition of Risk Management Committee** The Risk Management Committee presently comprises the Chairman of the Company, all Executive Directors, one Independent Director, and one senior member of management. The Chairman of the Company is the Chairman of the Committee. The Head of Internal Audit is an Invitee to the meetings of the Committee. The Chief Risk Officer is the Secretary to the Committee. The names of the members of the Risk Management Committee, including its Chairman, are provided below. **SECTION: Meetings and Attendance during the financial year 2023-24** Details of Risk Management Committee Meetings: | Sl. No. | Date | Committee Strength (including Invitees) | No. of Members & Invitees Present | |---------|--------------------|-----------------------------------------|-----------------------------------| | 1 | 14th September, 2023| 7 | 7 | | 2 | 19th December, 2023 | 8 | 8 | | 3 | 11th March, 2024 | 7 | 7 | **SECTION: Attendance at Risk Management Committee Meetings** | Member | No. of Meetings Attended | |-------------------|--------------------------| | S. Puri (Chairman)| 3 | | A. Duggal | 3 | | S. Dutta | 3 | | H. Malik | 1 (2) | | B. Sumant | 3 | | S. Sivakumar | 3 | | N. Anand | 2 (2) | **SECTION: Invitee Attendance** | Invitee | No. of Meetings Attended | |-------------------|--------------------------| | M. Ganesan | 3 | **SECTION: Corporate Management Committee** The primary role of the CMC is strategic management of the Company’s businesses within Board approved direction/framework and realization of Company goals. The CMC, inter alia, formulates the Company’s Business Plans and organizational policies, systems & processes, reviews business performance against approved plans, allocates resources, and operates under the strategic supervision & control of the Board. **SECTION: Composition of CMC** The CMC presently comprises the Chairman of the Company, all Executive Directors, and three senior members of management. The Chairman of the Company is the Chairman of the Committee. The composition of the CMC is determined by the Board on the recommendation of the Nomination & Compensation Committee. The Company Secretary is the Secretary to the CMC. The names of the members of the CMC, including its Chairman, are provided under the section ‘Board of Directors and Committees’ in the Report and Accounts. **SECTION: Meetings** The CMC normally meets once a month. Minutes of CMC Meetings are placed before the Board."
"Matters requiring the Board’s attention/approval, as emanating from the CMC Meetings, are placed in the form of notes from the relevant Executive Director, backed by comprehensive background information. **SECTION: Subsidiary Companies** All subsidiaries of the Company are managed by their respective Board of Directors in the best interest of those companies and their shareholders. The annual financial statements of the subsidiary companies are reviewed by the Audit Committee of the Company. Performance review reports of the subsidiary companies are placed before the Board of Directors of the Company on a half-yearly basis. The Minutes of Board Meetings of the subsidiary companies, including details of significant transactions & arrangements entered into by them, are also placed before the Board of Directors of the Company. The Company does not have any material subsidiary. The Company’s Policy for determination of a material subsidiary, as approved by the Board, may be accessed on its corporate website at https://www.itcportal.com/material-subsidiary-policy. **SECTION: Familiarisation Programme for Directors** ITC believes that a Board, which is well informed/familiarised with the Company and its affairs, can contribute significantly to effectively discharge its role of trusteeship in a manner that fulfills stakeholders’ aspirations and societal expectations. In pursuit of this, the Directors of the Company are updated on material changes/developments in the domestic/global corporate and industry scenario including those pertaining to statutes/legislation & economic environment, and on matters significantly affecting the Company to enable them to take well informed and timely decisions. The Directors are also kept abreast on all business-related matters including risk assessment & minimization procedures, CSR & sustainability interventions, succession plans including management development processes, and new initiatives proposed by the Company. An induction programme is organized by the Company for the Non-Executive Directors joining the Board. Visits to Company facilities are also organized for the Directors from time to time. Further details may be accessed on the Company’s corporate website at https://www.itcportal.com/directors-familiarisation-programme. **SECTION: Means of Communication** Timely disclosure of consistent, comparable, relevant, and reliable information on corporate financial performance is at the core of good governance. Towards this end, the Company has taken the following initiatives: **SECTION: Website** The Company’s corporate website www.itcportal.com provides comprehensive information on ITC’s portfolio of businesses, CSR & sustainability initiatives, EHS performance, shareholding pattern, key Company Policies, and contact details of the Company’s employees responsible for assisting investors and handling investor grievances. An exclusive section on ‘Investor Relations’ serves to inform and service Shareholders, enabling them to access information at their convenience. **SECTION: Annual Report** The Report & Accounts, including the Standalone and Consolidated Financial Statements, the Report of the Board of Directors, and the Auditors’ Reports, is sent to the Shareholders of the Company. The Report of the Board of Directors includes all aspects of Management Discussion and Analysis as required under the Listing Regulations. The said Report & Accounts is also available in downloadable format on the Company’s corporate website. **SECTION: Communications with the Investing Community** Detailed presentations to the investing community on the quarterly results are sent to the Stock Exchanges and also made available on the Company’s corporate website. During the year, the Company organized an ‘Institutional Investors and Financial Analysts Day’ to provide deeper insights into the Company’s Corporate Strategy and its operating segments including, inter alia, their competitive strengths, unique value propositions, and key drivers of growth & profitability. An analyst call was also hosted to provide the Company’s perspectives on the proposed demerger of its Hotels Business and responding to investor queries. **SECTION: Other Disclosures / Filings** A copy of the Chairman’s speech made at the AGM is sent to the Shareholders and also made available on the Company’s corporate website. In addition, shareholding pattern, material events, and other important information relating to the Company are submitted to the Stock Exchanges and also made available on the Company’s website. **SECTION: Financial Results** The quarterly, half-yearly & annual financial results, along with the Media Statement and presentation on the Company’s financial performance, are sent to the Shareholders. These documents along with FAQs on results are also available in downloadable format on the Company’s corporate website. Extracts of these results are published, inter alia, in ‘The Times of India / Business Standard’ & ‘Aajkal / Ei Samay’ from Kolkata, and on an all India basis in major newspapers and also in ‘Luxemburger Wort’, Luxembourg. **SECTION: Media Releases** The ‘Media Centre’ section of the Company’s corporate website includes all major media releases from the Company and relevant media reports."
"**SECTION: ITC Code of Conduct** The ITC Code of Conduct, as adopted by the Board, is applicable to the Directors, senior management, and employees of the Company. The Code is derived from three interlinked fundamental principles viz., good corporate governance, good corporate citizenship, and exemplary personal conduct in relation to the Company’s business and reputation. The Code covers ITC’s commitment to CSR and sustainable development, concern for occupational health, safety and environment, a gender-friendly workplace, transparency and auditability, legal compliance, avoidance of conflict of interest, and the philosophy of leading by personal example. The Code is available on the Company’s corporate website. **SECTION: Declaration as required under the Listing Regulations** All Directors and senior management of the Company have affirmed compliance with the ITC Code of Conduct for the financial year ended 31st March, 2024. S. Puri Chairman & Managing Director Kolkata, 23rd May, 2024. ``` ``` **SECTION: Synopsis of the Whistleblower Policy** The Whistleblower Policy of the Company is provided in the ‘Report of the Board of Directors & Management Discussion and Analysis’, forming part of the Report and Accounts. The Whistleblower Policy, as approved by the Board, may be accessed on the Company’s corporate website at [Whistleblower Policy](https://www.itcportal.com/whistleblower-policy). **SECTION: POLICY ON RELATED PARTY TRANSACTIONS** The Policy, as approved by the Board, may be accessed on the Company’s corporate website at [Related Party Transactions Policy](https://www.itcportal.com/rpt-policy). **SECTION: ITC CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING - 2019** The ITC Code of Conduct for Prevention of Insider Trading - 2019, as approved by the Board, prohibits trading in the securities of the Company by the Directors and employees while in possession of unpublished price sensitive information. **SECTION: OTHER DISCLOSURES** During the last three years, there was neither any instance of non-compliance by the Company nor penalty/stricture imposed on the Company by the Stock Exchanges/SEBI/Statutory Authorities on any matter related to the capital markets. There are no inter-se relationships between the Directors and Key Managerial Personnel of the Company. During the year, the Company has not entered into any materially significant related party transaction which may have potential conflict with the interest of the Company at large. The details of related party transactions entered into by the Company during the year are provided in the ‘Notes to the Financial Statements’, forming part of the Report and Accounts. The names of senior management of the Company under the Listing Regulations (i.e., CMC Members, Chief Financial Officer, and Company Secretary) are provided under the section ‘Board of Directors and Committees’ in the Report and Accounts. There were no changes in the Company’s senior management during the year. The senior management of the Company did not enter into any material financial and commercial transaction during the year, in which they had personal interest that may have had potential conflict with the interest of the Company at large. During the year, the Company was not required to obtain credit rating for any debt instrument, fixed deposit programme, or any other scheme involving mobilisation of funds. The Company has not raised any funds through preferential allotment or qualified institutions placement. None of the Directors of the Company has been debarred or disqualified from being appointed or continuing as a Director by the SEBI/Ministry of Corporate Affairs/Statutory Authorities; a certificate from the Company’s Secretarial Auditors confirming the above is annexed to this Report. Details of ‘loans and advances (being in the nature of loans) provided by the Company to firms/companies in which its Directors are interested’ are given in the ‘Notes to the Financial Statements’, forming part of the Report and Accounts. Details with respect to the conduct of secretarial audit of the Company, and confirmation by the Board regarding the independence of the Independent Directors, are provided in the ‘Report of the Board of Directors & Management Discussion and Analysis’, forming part of the Report and Accounts. Disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 are provided in the ‘Business Responsibility and Sustainability Report’, forming part of the Report and Accounts. Information with respect to ‘Commodity Price Risk or Foreign Exchange Risk and Hedging Activities’ is provided in the ‘Report of the Board of Directors & Management Discussion and Analysis’ and in the ‘Notes to the Financial Statements’, forming part of the Report and Accounts."
"In view of the diversified business portfolio of the Company, its exposure in none of the individual commodities which are sourced either for use as inputs in its businesses or for agri-commodity trading is material in the context of its overall operations, and also in terms of the ‘Policy for determination of materiality of events and information for disclosure to the Stock Exchanges’, as approved by the Board. Accordingly, the disclosure requirements prescribed under the SEBI Master Circular dated 11th July, 2023 are not applicable for the Company. **SECTION: Report on Corporate Governance** The total fees paid during the year by the Company and its subsidiaries to Messrs. S R B C & CO LLP, Statutory Auditors, and all entities in the network firm/network entities which are part of the network of which the Statutory Auditors are a member firm, aggregate ₹ 8.67 Crores. Mr. R. K. Singhi, Executive Vice President & Company Secretary, is the Compliance Officer under the Listing Regulations. **SECTION: DISCRETIONARY REQUIREMENTS UNDER THE LISTING REGULATIONS** The status of compliance with the discretionary requirements under the Listing Regulations is provided below: 1. **Separate posts of Chairman and Managing Director:** The Chairman of the Company is an Executive Chairman. The Company has a diversified business portfolio, which demands that the senior leadership has in-depth knowledge and understanding of the functioning of the Company, so as to enhance the value-generating capacity of the organisation and contribute significantly to stakeholders’ aspirations and societal expectations. The Chief Executive is therefore generally chosen from amongst the executive management of the Company. 2. **Non-Executive Chairman’s Office:** Not applicable. 3. **Shareholder Rights:** The quarterly, half-yearly, and annual financial results of the Company are sent to the Shareholders and also posted on the Company’s corporate website; extracts of these results in the prescribed format are published in newspapers on an all-India basis. Significant events are also posted on the Company’s website under the ‘Media Centre’ section. 4. **Audit Opinion:** It has always been the Company’s endeavour to present Financial Statements with unmodified audit opinion, i.e., without any qualification. The Statutory Auditors have issued an unmodified audit opinion on the Company’s Financial Statements for the year ended 31st March, 2024. 5. **Internal Audit:** The Head of Internal Audit reports to the Audit Committee of the Board. **SECTION: GENERAL SHAREHOLDER INFORMATION** Provided in the ‘Shareholder Information’ section of the Report and Accounts. **SECTION: CONFIRMATION OF COMPLIANCE** It is confirmed that the Company has complied with the requirements prescribed under Regulations 17 to 27 and clauses (b) to (i) of sub-regulation (2) of Regulation 46 of the Listing Regulations. The Statutory Auditors’ Certificate that the Company has complied with the conditions of Corporate Governance is annexed to the ‘Report of the Board of Directors & Management Discussion and Analysis’, forming part of the Report and Accounts. **SECTION: Notes:** 1. Reference to Division/Divisional Business includes Strategic Business Unit (SBU), Business Vertical, and Shared Services. 2. Reference to Divisional Management Committee includes SBU Management Committee, Shared Services Management Committee, and Executive Committee for Business Vertical. 3. Reference to Divisional Chief Executive includes Heads of SBU, Business Vertical, and Shared Services. The ITC Code of Conduct is derived from three interlinked fundamental principles - good corporate governance, good corporate citizenship, and exemplary personal conduct. **SECTION: Report on Corporate Governance** **SECTION: ANNEXURE TO THE REPORT ON CORPORATE GOVERNANCE** **SECTION: SKILLS, EXPERTISE AND COMPETENCIES OF DIRECTORS** ITC believes that it is the collective effectiveness of the Board that impacts Company performance and therefore members of the Board amongst themselves should have a balance of skills, experience, and diversity of perspectives appropriate to the Company. Given the Company’s size, scale, and diversified nature of its businesses, the Directors should possess one or more of the following skills, expertise, and competencies: 1. **Organisational Purpose:** Ability to comprehend the socio-economic, political, regulatory, and competitive environment, both domestic and global, in which the Company is operating and insight to identify opportunities and threats for the Company’s businesses. Ability to contribute towards creating an inspiring Vision for the Company with superordinate societal goals and appreciate the Company’s triple bottom line philosophy of building synergy between serving the society and creating economic value for the Company. 2. **Strategic Insight:** Ability to evaluate competitive corporate and business strategies and, based thereon, contribute towards progressive refinement of the Company’s strategies for fulfilment of its goals."
"Ability to comprehend the strategy of an organisation of a diversified company like ITC, in the context of its unique sources of competitive advantage and assess its strengths and weaknesses. 3. **Organisational Capacity Building:** Acumen to evaluate organisational capacity and readiness across relevant parameters and provide guidance on bridging gaps in capacity building. Ability to understand the talent market and the Company’s talent quotient so as to help fine-tune strategies to attract, retain, and nurture competitively superior talent. Ability to appreciate and critique the need for in-depth specialisation across business-critical areas such as manufacturing, marketing, legal, information technology, public advocacy, etc., as well as the breadth of general management capabilities. 4. **Stakeholder Value Creation:** Ability to understand processes for shareholder value creation and its contributory elements and critique interventions towards value creation for the other stakeholders. 5. **Commercial Acumen:** Commercial acumen to critique the Company’s financial performance and evaluate the Company’s strategies and action plans in the context of their financial outcomes. 6. **Risk Management and Compliance:** Ability to appreciate key risks impacting the Company’s businesses and contribute towards the development of systems and controls for risk mitigation & compliance management and review and refine the same periodically. 7. **Policy Evaluation:** Ability to comprehend the Company’s governance philosophy and contribute towards its refinement periodically. Ability to evaluate policies, systems, and processes in the context of the Company’s businesses, and review the same periodically. 8. **Culture Building:** Ability to contribute to the Board’s role towards promoting an ethical organisational culture, eliminating conflict of interest, and setting & upholding the highest standards of ethics, integrity, and organisational conduct. 9. **Board Cohesion:** Ability to comprehend the statutory roles and responsibilities of a Director and of the Board as a whole. Ability to encourage and sustain a cohesive working environment and to listen to multiple views and thought processes and synergise a range of ideas for organisational benefit. **SECTION: CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS** [Pursuant to Regulation 34(3) and Schedule V Para C Clause (10)(i) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015] To, The Members of ITC Limited CIN: L16005WB1910PLC001985 Virginia House, 37 Jawaharlal Nehru Road, Kolkata - 700 071 We have examined the following documents: i) Declaration of non-disqualification as required under Section 164 of Companies Act, 2013 (‘the Act’); ii) Disclosure of concern or interests as required under Section 184 of the Act; (hereinafter referred to as ‘relevant documents’) as submitted by the Directors of ITC Limited (‘the Company’) bearing CIN: L16005WB1910PLC001985 and having its registered office at Virginia House, 37 Jawaharlal Nehru Road, Kolkata - 700 071, to the Board of Directors of the Company (‘the Board’) for the Financial Year ended 31st March 2024 and Financial Year ending 31st March 2025 and relevant registers, records, forms, and returns maintained by the Company and as made available to us for the purpose of issuing this Certificate in accordance with Regulation 34(3) read with Schedule V Para C Clause 10(i) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. We have considered non-disqualification to include non-debarment by Regulatory/Statutory Authorities. It is the responsibility of Directors to submit relevant documents with complete and accurate information in accordance with the provisions of the Act. Ensuring the eligibility for the appointment/continuity of every Director on the Board is the responsibility of the Management of the Company. Our responsibility is to express an opinion on these, based on our verification. Based on our examination as aforesaid and such other verifications carried out by us as deemed necessary and adequate (including Director Identification Number (DIN) status at the portal www.mca.gov.in), in our opinion and to the best of our information and knowledge and according to the explanations provided by the Company, its officers, and authorised representatives, we hereby certify that none of the Directors on the Board of the Company, as listed hereunder for the Financial Year ended 31st March, 2024, have been debarred or disqualified from being appointed or continuing as Directors of the Company by Securities and Exchange Board of India/Ministry of Corporate Affairs or any such statutory authority. | Sr. No. | Name of Director | DIN | Date of Appointment | |---------|------------------|-----------|---------------------| | 1 | Mr. Sanjiv Puri | 00280529 | 06/12/2015 | | 2 | Mr. Sumant Bhargavan | 01732482 | 16/11/2018 | | 3 | Mr. Supratim Dutta | 01804345 | 22/07/2022 | | 4 | Mr. Hemant Malik | 06435812 | 12/08/2023 | | 5 | Mr."
"Shilabhadra Banerjee | 02922331 | 24/07/2014 | | 6 | Mr. Hemant Bhargava | 01922717 | 20/12/2021 | | 7 | Ms. Alka Marezban Bharucha | 00114067 | 12/08/2023 | | 8 | Mr. Arun Duggal | 00024262 | 15/09/2014 | | 9 | Mr. Mukesh Gupta | 06638754 | 27/10/2021 | | 10 | Mr. Rahul Jain | 07442202 | 01/01/2024 | | 11 | Mr. Shyamal Mukherjee | 03024803 | 11/08/2021 | | 12 | Mr. Anand Nayak | 00973758 | 13/07/2019 | | 13 | Mr. Sunil Panray | 09251023 | 11/08/2021 | | 14 | Ms. Nirupama Rao | 06954879 | 08/04/2016 | | 15 | Mr. Ajit Kumar Seth | 08504093 | 13/07/2019 | | 16 | Ms. Meera Shankar | 06374957 | 06/09/2012 | This Certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the Management has conducted the affairs of the Company. This Certificate has been issued at the request of the Company to make disclosure in its Corporate Governance Report for the Financial Year ended 31st March, 2024. For S. N. ANANTHASUBRAMANIAN & Co. Company Secretaries ICSI Unique Code: P1991MH040400 Peer Review Cert. No.: 5218/2023 S. N. Ananthasubramanian Founding Partner 8th May, 2024 Thane FCS: 4206 COP No.: 1774 ICSI UDIN: F004206F000327573 **SECTION: Shareholder Information** **SECTION: Details of Annual General Meeting (‘AGM’)** - **Date:** Friday, 26th July, 2024 - **Venue:** The AGM will be held on electronic platform - **Time:** 10.30 a.m. National Stock Exchange of India Limited, BSE Limited, and The Calcutta Stock Exchange Limited have confirmed that there were no investor complaints pending against the Company at the end of each quarter as also on 31st March, 2024; the same position was also reflected on SCORES, the web-based complaints redressal system of SEBI. - **Record Date for Final Dividend:** Tuesday, 4th June, 2024 - **Dividend Payment Date:** Between Monday, 29th July, 2024, and Wednesday, 31st July, 2024. - **Investor Complaints Email ID:** isc@itc.in **SECTION: Share Transfer Agent (in-house)** The Investor Service Centre of the Company (‘ISC’) is registered with the Securities and Exchange Board of India (‘SEBI’) as Category II Share Transfer Agent for providing in-house share registration and related services to the Shareholders and Investors. ISC, accredited with ISO 9001:2015 certification, continues to provide best-in-class services to the Shareholders and Investors of the Company. Mr. T. K. Ghosal, Deputy Secretary and Head of ISC, is the Compliance Officer under the SEBI (Registrars to an Issue and Share Transfer Agents) Regulations, 1993. **SECTION: Shareholder / Investor complaints** The Company attends to Shareholder / Investor complaints within three working days, except where constrained by disputes or legal impediments. **SECTION: Share Transfer System** Transfer of shares of a listed company can be effected only in dematerialised form in terms of the regulatory requirements. Accordingly, no share transfers in the certificate form were required to be effected by the Company during the financial year. It is in this context, Shareholders who are holding shares in the certificate form are advised to consider dematerialising their shares. **SECTION: Dematerialisation of Shares** The shares of the Company are traded in the dematerialised form under both the Depository Systems in India - NSDL and CDSL. The International Securities Identification Number (‘ISIN’) allotted to the Company’s shares under the Depository System is INE154A01025. During the financial year, 1,25,20,482 shares of the Company, covered in 2,040 requests and constituting 0.10% of the Issued and Subscribed Share Capital of the Company, were dematerialised. The processing activities with respect to requests received for dematerialisation were completed within one to five working days. During the financial year, the Company did not receive any complaint which qualified as such in terms of the Complaint Identification Policy approved by the Securityholders Relationship Committee. Further, there was no investor complaint pending at the beginning of the year. **SECTION: Liquidity of Shares** The Company’s shares are amongst the most liquid and actively traded shares on the Indian Stock Exchanges and consistently rank among the top frequently traded shares. As on 31st March, 2024, the Company’s market capitalisation was ₹ 5,34,783 Crores (US$ 64.12 Billion). **SECTION: Distribution of Shareholding as on 31st March, 2024** | No. of Shares | No. of Shareholders | No."
"of Shares | |---------------|---------------------|---------------| | | | | ``` ``` **SECTION: Shareholder Information** **SECTION: Shareholder Data Overview** | Slab | Physical | Demat | Total | % | Physical | Demat | Total | % | |---------------------|----------|-------|-------|-------|----------|-------|-------|-------| | 1 – 5000 | 17 | 556 | 35 | 78,095| 35 | 95,651| 98.55 | 1 | | 5001 – 10000 | 1 | 146 | 22 | 606 | 23 | 752 | 0.65 | 85 | | 10001 – 20000 | 687 | 13 | 171 | 13,858| 0.38 | 92 | 76,636| 18.56 | 48 | | 20001 – 30000 | 294 | 5 | 373 | 5,667 | 0.16 | 72 | 41,504| 13.28 | 52 | | 30001 – 40000 | 98 | 2 | 279 | 2,377 | 0.06 | 33 | 20,550| 7.91 | 27 | | 40001 – 50000 | 74 | 1 | 600 | 1,674 | 0.05 | 33 | 01,800| 7.23 | 71 | | 50001 – 100000 | 116 | 2 | 815 | 2,931 | 0.08 | 82 | 02,225| 19.84 | 62 | | 100001 and above | 46 | 2 | 581 | 2,627 | 0.07 | 121 | 57,96 | 595 | 979 | | **Total** | 20,017 | 36 | 28,520| 36,48 | 537 | 100.00| 126 | 76,89 | 753 | **SECTION: Categories of Shareholders as on 31st March, 2024** | Category | Shares | % | |-----------------------------------|-----------------------------|-------| | NRIs and Foreign Nationals | 10,84,70,228 shares | 0.87% | | Bodies Corporate | 12,29,29,436 shares | 0.98% | | Public and Others | 167,60,53,184 shares | 13.43%| | Foreign Portfolio Investors | 192,68,60,640 shares | 15.43%| | Foreign Companies | 318,30,13,428 shares | 25.50%| **SECTION: Global Depository Receipts** Pursuant to the offer of Global Depository Receipts (‘GDRs’) made in 1993 by the Company, 59,88,831 GDRs, representing 59,88,831 underlying shares i.e. 0.05% of the Issued and Subscribed Share Capital of the Company, were outstanding as on 31st March, 2024. The Company’s GDRs are listed on the Luxembourg Stock Exchange (Code: 004660919), 35A Boulevard Joseph II, L-1840, Luxembourg. The Listing Fee for the calendar year 2024 has been paid to the Luxembourg Stock Exchange (‘LSE’). **SECTION: Listing of Shares on Stock Exchanges with Stock Code** | Stock Exchange | Stock Code | |----------------------------------------------------|------------| | National Stock Exchange of India Limited (‘NSE’) | ITC | | BSE Limited (‘BSE’) | 500875 | | The Calcutta Stock Exchange Limited (‘CSE’) | 10000018 | The Listing Fees for the financial year 2024-25 have been paid to NSE, BSE and CSE. **SECTION: Monthly High and Low Quotes and Volume of Shares traded on NSE & BSE and GDRs on LSE** | Year & Month | High (`) | Low (`) | Volume (Nos.) | High (`) | Low (`) | Volume (Nos.) | High (US$) | Low (US$) | Volume (Nos.) | |--------------|----------|---------|---------------|----------|---------|---------------|------------|-----------|----------------| | 2023 APRIL | 428.25 | 378.50 | 1,71,368 | 428.00 | 378.60 | 8,512 | 5.20 | 4.60 | 15 | | MAY | 452.00 | 411.35 | 2,88,306 | 452.00 | 411.50 | 9,659 | N.A. | N.A. | Nil | | JUNE | 455.90 | 433.85 | 1,64,984 | 455.90 | 432.95 | 5,697 | N.A. | N.A. | Nil | | JULY | 499.70 | 450.05 | 2,84,133 | 499.60 | 446.05 | 13,188 | N.A. | N.A. | Nil | | AUGUST | 468.85 | 436.10 | 2,29,261 | 468.75 | 436.10 | 9,665 | N.A. | N.A. | Nil | | SEPTEMBER | 457.00 | 436.65 | 2,05,725 | 456.95 | 436.65 | 7,363 | N.A. | N.A. | Nil | | OCTOBER | 458.20 | 427.05 | 1,83,880 | 458.00 | 427.15 | 6,655 | N.A. | N.A. | Nil | | NOVEMBER | 444.50 | 425.50 | 1,57,164 | 444.40 | 425.60 | 6,815 | N.A. | N.A. | Nil | | DECEMBER | 467.90 | 437.40 | 2,54,716 | 468.00 | 437.55 | 12,274 | N.A. | N.A. | Nil | | 2024 JANUARY | 481.45 | 437.40 | 2,86,079 | 481.40 | 437.25 | 17,677 | N.A. | N.A. | Nil | | FEBRUARY | 447.75 | 399.40 | 3,76,523 | 447.80 | 399.50 | 21,481 | N.A. | N.A. | Nil | | MARCH | 438.00 | 399.35 | 4,87,270 | 439.00 | 399.30 | 4,55,952 | N.A. | N.A."
"| Nil | There was no trading in the Company’s shares on CSE during the financial year 2023-24. **SECTION: ITC Share Price (`)** **SECTION: ITC Share Price vis-à-vis Nifty 50** | Month | ITC Share Price | Nifty 50 | |---------|------------------|----------| | Apr-23 | 550 | 25000 | | May-23 | 500 | 22500 | | Jun-23 | 450 | 20000 | | Jul-23 | 400 | 17500 | | Aug-23 | 350 | 15000 | | Sep-23 | | | | Oct-23 | | | | Nov-23 | | | | Dec-23 | | | | Jan-24 | | | | Feb-24 | | | | Mar-24 | 550 | 550000 | **SECTION: ITC Share Price and Volume traded on NSE** | Month | ITC Share Price | Volume Traded (’000 Shares) | |---------|------------------|------------------------------| | Apr-24 | 550 | 550000 | | May-24 | 500 | 425000 | | Jun-24 | 450 | 300000 | | Jul-24 | 400 | 175000 | | Aug-24 | 350 | 50000 | Note: Indicates monthly closing positions. Note: Indicates monthly high & low share price and volume. **SECTION: Dividend** Total ` 6.25 per share (Interim) Dividend for FY 2023-24: ` 13.75. As one of India’s foremost private sector companies, the Company has performed consistently for over a century and has rewarded Shareholders since inception with uninterrupted dividends. Details of dividend for the last 10 financial years are provided below: | Financial Year | Dividend per Share (`) | Dividend (` in Crores) | Dividend Distribution Tax (` in Crores) | Total Dividend including Dividend Distribution Tax (` in Crores) | |----------------|-------------------------|-------------------------|------------------------------------------|---------------------------------------------------------------| | 2023-24 | 13.75 * | 17,162.99 | N.A. | 17,162.99 | | 2022-23 | 15.50 @ | 19,255.02 | N.A. | 19,255.02 | | 2021-22 | 11.50 | 14,171.55 | N.A. | 14,171.55 | | 2020-21 | 10.75 | 13,230.31 | N.A. | 13,230.31 | | 2019-20 | 10.15 | 12,476.63 | N.A. | 12,476.63 | | 2018-19 | 5.75 | 7,048.71 | 1,448.88 | 8,497.59 | | 2017-18 | 5.15 | 6,285.21 | 1,291.94 | 7,577.15 | | 2016-17 | 4.75 # | 5,770.01 | 1,174.64 | 6,944.65 | | 2015-16 | 8.50 ^ | 6,840.13 | 1,392.48 | 8,232.61 | | 2014-15 | 6.25 | 5,009.71 | 1,019.86 | 6,029.57 | * Includes Final Dividend of ` 7.50 per share, which is subject to the approval of the Shareholders. @ Includes Special Dividend of ` 2.75 per share. **SECTION: On expanded Share Capital arising out of Bonus Shares issued in the ratio of 1:2.** ^ Includes Special Dividend of ` 2.00 per share. **SECTION: Financial Calendar** Financial Year 2024-25 (1st April - 31st March) 1. First Quarter Results - July / August 2024 2. Second Quarter and Half-Year Results - October / November 2024 3. Third Quarter Results - January / February 2025 4. Fourth Quarter and Annual Results - May 2025 **SECTION: Particulars of past three AGMs** | AGM | Financial Year | Venue | Date | Time | Special Resolution passed | |-------|----------------|-----------------------------------------|--------------|-----------|-------------------------------------------------------------------------------------------| | 112th | 2022-23 | The AGM was held on electronic platform | 11/08/2023 | 10.30 a.m.| - Appointment of Ms. A. M. Bharucha as an Independent Director with effect from 12th August, 2023. <br> - Re-appointment of Mr. A. Nayak as an Independent Director with effect from 13th July, 2024. <br> - Re-appointment of Mr. A. K. Seth as an Independent Director with effect from 13th July, 2024. | | 111th | 2021-22 | | 20/07/2022 | | - | | 110th | 2020-21 | | 11/08/2021 | | - | **SECTION: Postal Ballot through E-voting** During the financial year, the following Resolutions were passed by the Shareholders by requisite majority by way of postal ballot through e-voting. The Board of Directors of the Company appointed Mr. R. L. Auddy, Senior Solicitor and Partner, Messrs. Sandersons & Morgans, Advocates & Solicitors, as the Scrutinizer for scrutinizing the postal ballot through e-voting. Brief details pertaining to the said postal ballot are provided below: | Resolution | Date of Postal Ballot Notice | Date of completion of despatch of Postal Ballot Notice | Period of e-voting | Date of declaration of results | |-------------------------------------------------|------------------------------|-------------------------------------------------------|---------------------------------------------|-------------------------------| | Appointment of Mr. R. Jain as a Non-Executive Director | 19th October, 2023 | 21st November, 2023 | 22nd November, 2023 to 21st December, 2023 | 22nd December, 2023 | | Appointment of Mr. A."
"Singh as a Non-Executive Director | 29th January, 2024 | 19th February, 2024 to 19th March, 2024 | 20th March, 2024 | **SECTION: Results of the Postal Ballot through E-voting** | Resolution | Votes in favour of the Resolution | Votes against the Resolution | |----------------|-----------------------------------------------------------|------------------------------------------------------| | Resolution No. 1| Number of Shares: 993,10,26,611 % of votes to total number of valid votes cast: 96.16 | Number of Shares: 39,70,60,309 % of votes to total number of valid votes cast: 3.84 | | Resolution No. 2| Number of Shares: 964,43,99,788 % of votes to total number of valid votes cast: 92.37 | Number of Shares: 79,64,48,989 % of votes to total number of valid votes cast: 7.63 | | Resolution No. 3| Number of Shares: 1042,28,01,341 % of votes to total number of valid votes cast: 99.83 | Number of Shares: 1,81,11,058 % of votes to total number of valid votes cast: 0.17 | No special resolution is proposed to be passed by postal ballot. **SECTION: Plant Locations** **SECTION: CIGARETTE FACTORIES** | Location | Address | |----------|---------| | Bengaluru | 1. Meenakunte Village, Jala Hobli, Bengaluru North Taluk, Karnataka 562 157 | | Chirala | 2. Chirala, District Bapatla, Andhra Pradesh 523 157 | | Munger | 3. Basdeopur P.O., District Munger, Bihar 811 202 | | | 4. Thandya Industrial Area, Immavu & Adakanahalli Villages, Nanjangud Taluk, District Mysuru, Karnataka 571 302 | | | 5. Memdabad - Nadiad Road, Village Silod, Taluka Nadiad, District Kheda, Gujarat 387 320 | **SECTION: PAPER & PAPERBOARD MILLS** | Location | Address | |----------|---------| | Bollaram | 1. Anrich Industrial Estate, Bollaram Municipality, Jinnaram Mandal, District Sangareddy, Telangana 502 325 | **SECTION: SPICES PROCESSING PLANT** | Location | Address | |----------|---------| | Guntur | Plot Nos. 1, 2 & 2A, Spices Park, Mydavolu Village, Edlapadu Mandal, District Guntur, Andhra Pradesh 522 233 | **SECTION: PACKAGING & PRINTING FACTORIES** | Location | Address | |----------|---------| | Chennai | 1. Tiruvottiyur, Chennai, Tamil Nadu 600 019 | | Thekkampatty | 3. Thekkampatty Village, Vivekanandapuram Post, Mettupalayam Taluk, District Coimbatore, Tamil Nadu 641 113 | **SECTION: GREEN LEAF THRESHING PLANTS** | Location | Address | |----------|---------| | Anaparti | 1. Anaparti, District East Godavari, Andhra Pradesh 533 342 | **SECTION: ITC Limited REPORT AND ACCOUNTS 2024** **SECTION: FOODS FACTORIES** | Location | Address | |----------|---------| | Agra | 1. 13.2 Km. Stone, Shamshabad Road, Village Naufri, Post Shyamo, Agra, Uttar Pradesh 283 125 | | Bikaner | 2. Plot No. F-16, Bichhawal Industrial Area, Phase II, Bikaner, Rajasthan 334 006 | | Haridwar | 3. Plot No. 1, Sector - 11, Integrated Industrial Estate, Haridwar, Uttarakhand 249 403 | | Jaitpura | 4. Plot Nos. F-170-171 & G-172-173, Jaitpura Industrial Area, Jaipur, Rajasthan 303 704 | | Jammu | 5. Khasra Nos. 74, 78 & 117, Bari Brahmana, Village Rakh Rajpur, Jammu, Samba, Jammu & Kashmir 181 133 | | Kamrup | 6. NH - 37, Bortejpur, Mouza Rampur, Kukurmara, District Kamrup, Assam 781 134 | | Kapurthala| 7. Plot Nos. A-1-A & A-1-B, Integrated Mixed Use Industrial Park, Village Jhalthikriwal, District Kapurthala, Punjab 144 601 | | Khordha | 8. IDCO Plot No. 4, Kholadwara Industrial Area, District Khordha, Odisha 752 050 | ``` ``` **SECTION: Locations and Addresses** 1. Malur, Survey Nos. 15/1 & 15/2, Madivala Gram Panchayat, Village Yeshwanthpura, District Kolar, Karnataka 563 130 2. Medak, 395-412, 416, 417, 447, 449-451, Next to TSTransco Sub-station, Manoharabad, Medak, Telangana 502 336 3. Munger, Sitakund Industrial Area, Village Nandlalpur, District Munger, Bihar 811 202 4. Nanjangud, Survey No. 77/3, Thandya Industrial Area, Immavu & Adakanahalli Villages, Nanjangud Taluk, District Mysuru, Karnataka 571 302 5. Panchla, Mouza Kulai, J. L. No. 26, P.S. Panchla, District Howrah, West Bengal 711 322 6. Pudukkottai, Vadugapatti & Velur Villages, Taluk Illupur, District Pudukkottai, Tamil Nadu 621 316 7. Pune, Plot No. D - 1, MIDC, Ranjangaon, Taluka Shirur, District Pune, Maharashtra 412 220 8. Reengus, F-122 & F-126, Shree Khatu Shyam Industrial Area, Reengus, District Sikar, Rajasthan 332 404 **SECTION: Personal Care Products Factories** 1. Goa, Mouza Amraberia, J. L. No. 8, P.S. Uluberia, District Howrah, West Bengal 711 303 **SECTION: Plants Under Construction** 1. Integrated Consumer Goods Manufacturing Facility, Plot No. H-1, Industrial Area, Phase II, Village Samodha, Sandila, District Hardoi, Uttar Pradesh 241 204 2. Personal Care Products Factory, Mouza Malanchaberia, J. L. No. 56, P.S. Uluberia, District Howrah, West Bengal 711 316 **SECTION: Hotels** **Owned Hotels:** 1."
"ITC Mughal, Taj Ganj, Agra, Uttar Pradesh 282 001 2. ITC Narmada, Judges Bungalow Road, Vastrapur, Ahmedabad, Gujarat 380 015 3. Welcomhotel Amritsar, Raja Sansi, Ajnala Road, Amritsar, Punjab 143 101 4. ITC Gardenia, 1 Residency Road, Bengaluru, Karnataka 560 025 5. ITC Windsor, 25 Windsor Square, Golf Course Road, Bengaluru, Karnataka 560 052 6. Welcomhotel Bengaluru, 46 Richmond Road, Bengaluru, Karnataka 560 025 7. Welcomhotel Bhubaneswar, D/1, Mz. Dumuduma, District Khordha, Bhubaneswar, Odisha 751 019 8. ITC Grand Chola, 63 Mount Road, Guindy, Chennai, Tamil Nadu 600 032 9. Welcomhotel Chennai, Cathedral Road, Chennai, Tamil Nadu 600 086 **Licensed Hotels:** 1. Fortune Park, Ahmedabad, Ellis Bridge, Ahmedabad, Gujarat 380 006 2. ITC Grand Bharat, P.O. Hasanpur, Tauru, District Mewat, Gurugram, Haryana 122 105 3. Welcomhotel Bay Island, Marine Hill, Port Blair, Andaman & Nicobar Islands 744 101 4. Welcomhotel Vadodara, R. C. Dutt Road, Alkapuri, Vadodara, Gujarat 390 007 **Hotels under Operating Services:** 1. Welcomhotel Ahmedabad, 15 Ashram Road, Dandi Kuch Circle, Ahmedabad, Gujarat 380 013 2. Welcomhotel Rama International, R - 3, Chikalthana, Jalna Road, Aurangabad, Maharashtra 431 003 **SECTION: Shareholder Information** 1. Welcomhotel Chail, 44. Welcomhotel Dwarka, 10. Khasra No. 21, Village Srinagar, Tavleen Chail, Bhalawag Forest, Plot No. 3, Sector - 10, Tehsil Sasni, District Hathras 2. Kandaghat-Chail-Kufri Road, District Centre, Dwarka, Uttar Pradesh 204 216 3. Near Janedghat, Shimla, New Delhi 110 075 4. Itarsi, Himachal Pradesh 173 217 5. Pahalgam, Jammu & Kashmir 192 126 **SECTION: Service of Documents** In conformity with the regulatory requirements, the Notice of the 113th Annual General Meeting of the Company and the Report and Accounts 2024 are being sent only through electronic mode to those Shareholders who have registered their e-mail address with the Company or with the Depositories. The Company will also provide physical copies of the Notice and the Report and Accounts 2024 to the Shareholders upon request. Shareholders who have not registered their e-mail address with the Company are requested to register the same at https://eform.itcportal.com. **SECTION: KYC Details of Shareholders Holding Shares in the Certificate Form** Shareholders holding shares in the certificate form are required to furnish to the Company their Permanent Account Number (‘PAN’), which should be duly linked to their Aadhaar Number, specimen signature, bank account details, complete postal address including pin code, and mobile number. Shareholders who are yet to provide any of the aforesaid information to the Company or who would like to advise any change in such information may use the prescribed forms for this purpose, which may be accessed on the Company’s corporate website at https://www.itcportal.com/mandatory-furnishing, or can be furnished by ISC on request. **SECTION: Dividend** The Company provides the facility for remittance of dividend to Shareholders through RTGS (‘Real Time Gross Settlement’) / NACH (‘National Automated Clearing House’) / NEFT (‘National Electronic Funds Transfer’). Shareholders who have not opted for remittance of dividend through electronic mode and wish to avail the same, are required to provide their bank details, including IFSC (‘Indian Financial System Code’) and MICR (‘Magnetic Ink Character Recognition’) Number, to the respective Depository Participants (‘DPs’), if the shares are held in the dematerialised form, or to ISC in respect of shares held in the certificate form. **SECTION: Transfer of Unclaimed Dividend and Shares to the Investor Education and Protection Fund** During the financial year 2023-24, unclaimed dividend for the financial year 2015-16 aggregating ` 25,27,91,438/- and 24,79,698 shares in respect of which dividend entitlements remained unclaimed for seven consecutive years, were transferred by the Company to the Investor Education and Protection Fund established by the Central Government (‘IEPF’), pursuant to the regulatory requirements. Shareholders may claim their unclaimed dividend for the years prior to and including the financial year 2015-16 and the shares from the IEPF Authority by applying in the prescribed Form No. IEPF-5, which can be accessed through the Company’s corporate website at https://www.itcportal.com/IEPF-claim and also on the website of the IEPF Authority at https://www.iepf.gov.in/IEPF/corporates.html. **SECTION: Shareholder Referencer** **SECTION: Transfer of Unclaimed Dividend and Shares to the Investor Education and Protection Fund (Contd.)** | Financial Year | Dividend Identification No."
"| Date of Declaration of Dividend | Total Dividend (`) | Unclaimed Dividend as on 31/03/2024 (`) | % | Due date for transfer of dividend and shares to IEPF | |----------------|-----------------------------|---------------------------------|--------------------|------------------------------------------|---|---------------------------------------------------| | 2016-17 | 87th | 28th July, 2017 | 57,70,01,46,310 | 23,69,87,492 | 0.41 | 2nd September, 2024 * | | 2017-18 | 88th | 27th July, 2018 | 62,85,22,11,487 | 23,68,02,585 | 0.38 | 27th August, 2025 | | 2018-19 | 89th | 12th July, 2019 | 70,48,72,63,716 | 20,49,50,078 | 0.29 | 12th August, 2026 | | 2019-20 | 90th | 4th September, 2020 | 1,24,76,63,21,288 | 31,52,64,196 | 0.25 | 5th October, 2027 | ``` ``` **SECTION: Financial Year Overview** The financial years and key dates are as follows: - **2020-21**: 91st Meeting on 11th August, 2021 - **2021-22**: 92nd Meeting on 20th July, 2022 - **2022-23**: 93rd Meeting on 11th August, 2023 **Interim Dividend Dates:** - 3rd February, 2022 - 29th January, 2024 *Note: ISC will not be able to entertain any claim received after 30th August, 2024.* **SECTION: Unclaimed Shares** The status of unclaimed shares of the Company transferred to the demat account, ‘ITC Limited - Unclaimed Suspense Account’, in accordance with the regulatory requirements, is as follows: - **Aggregate number of Shareholders and outstanding shares held in the Unclaimed Suspense Account as on 1st April, 2023**: 6,494 Shareholders, 59,47,514 Shares - **Number of Shareholders who approached the Company during the year for transfer of shares from the Unclaimed Suspense Account**: 154 Shareholders, 3,58,220 Shares - **Number of Shareholders to whom shares were transferred from the Unclaimed Suspense Account upon receipt and verification of necessary documents**: 138 Shareholders, 3,84,897 Shares - **Number of shares in respect of which dividend entitlements remained unclaimed for seven consecutive years and transferred from the Unclaimed Suspense Account to the IEPF**: 134 Shareholders, 2,44,785 Shares - **Aggregate number of Shareholders and outstanding shares held in the Unclaimed Suspense Account as on 31st March, 2024**: 6,356 Shareholders, 53,17,832 Shares *Voting rights in respect of these shares will remain frozen till the time such shares are transferred from the Unclaimed Suspense Account to the concerned Shareholders.* **SECTION: Depository Services** Shareholders may write to the respective Depository / DPs or to ISC for guidance on depository services. The contact details of the Depositories are given below: - **National Securities Depository Limited** - Address: Trade World, ‘A’ Wing, 4th Floor, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai 400 013 - Telephone no.: 022-4886 7000 - Facsimile no.: 022-2497 6351 - e-mail: info@nsdl.co.in - Website: www.nsdl.co.in - **Central Depository Services (India) Limited** - Address: Marathon Futurex, ‘A’ Wing, 25th Floor, Mafatlal Mills Compound, N. M. Joshi Marg, Lower Parel, Mumbai 400 013 - Telephone no.: 022-2305 8640 - Facsimile no.: 022-2300 2035 - e-mail: helpdesk@cdslindia.com - Website: www.cdslindia.com **SECTION: Address for Correspondence with ISC** Investor Service Centre ITC Limited 37 Jawaharlal Nehru Road Kolkata 700 071 Telephone nos.: 1800-345-8152 (toll free), 033-2288 6426 / 0034 Facsimile no.: 033-2288 2358 e-mail: isc@itc.in Website: www.itcportal.com Shareholders holding shares in the dematerialised form should address their correspondence to the respective DPs, other than for dividend and Report and Accounts, which should be addressed to ISC. Shareholders are requested to provide their DP ID & Client ID / folio number, e-mail address, and contact number to facilitate prompt and efficient investor servicing. **SECTION: Report of the Board of Directors** **SECTION: Management Discussion and Analysis** **SECTION: For the Financial Year Ended 31st March, 2024** **SECTION: Socio-Economic Environment** The global economy witnessed another year of deceleration in growth to 3.2% in 2023 (Vs. 3.5% in 2022) with the slowdown being largely attributable to Advanced Economies, particularly the Euro Area and UK, and structural weakness in the Chinese economy. Advanced Economies grew by 1.6% with the US economy belying expectations of recession with a resilient performance in 2023, registering a growth of 2.5% (Vs. 1.9% in 2022). Emerging Markets & Developing Economies grew at a relatively faster pace of 4.3% (Vs. 4.1% in 2022), though remaining well below the long period average. The recent conflict in the Middle East, extreme weather events, and the overlapping shocks of the past four years – COVID pandemic, Russia-Ukraine conflict, unprecedented inflation, and subsequent sharp increase in interest rates – have rendered the global macroeconomic environment highly uncertain and volatile. Going forward, aggregate global economic growth as per IMF estimates is expected to remain subdued at 3.2% in 2024, well below the historical (2000-19) annual average of 3.8%."
"In 2024, Advanced Economies are projected to grow at 1.7% while Emerging Markets and Developing Economies are estimated to grow at 4.2%. With expectations of inflation easing towards target levels, the timing of central banks pivoting towards policy easing in major economies remains a key monitorable in the near term. India remained a relatively bright spot amidst the global slowdown, recording robust Real GDP growth of 7.6% in FY 2023-24. Growth was primarily driven by Fixed Investments led by Government’s thrust on infrastructure creation and household investments in real estate. Private Consumption, on the other hand, grew 3.0% - its slowest pace in two decades. The weakness in consumption was reflected, inter alia, in the muted volume growth of the FMCG sector (FY 2023-24 Volume growth approx. 3% Vs. 7% p.a. average in the pre-pandemic period). While Industry and Services sectors grew by 9.0% and 7.5% respectively, growth in the Agri sector slowed to 0.7%, with adverse weather events impacting harvests. Going forward, the Indian economy is expected to sustain its high growth trajectory in FY 2024-25 driven by strong momentum in Fixed Investments and a pick-up in Private Consumption on the back of moderation in inflation, improvement in agri terms of trade, a good Rabi harvest, and normal monsoons. Green shoots of recovery in rural markets, improving employment conditions, and sustained momentum in manufacturing and services sectors augur well for consumption demand in the near term. India continues to be acknowledged as one of the fastest growing major economies in the world with significant headroom for growth over the medium and long-term benefiting from a slew of purposeful interventions over several years. A favourable demographic profile, increasing affluence, rapid urbanisation, and accelerated digital adoption represent some of the key structural drivers of growth of the Indian Economy. Multi-dimensional interventions undertaken by the Government of India towards expansion of physical and digital public infrastructure, enhancing the competitiveness of the manufacturing sector, indirect/direct taxation, and financial sector reforms along with measures to promote ease of doing business are expected to power the economy going forward. While stepped-up capital expenditure outlay and focus on infrastructure are expected to drive growth in domestic manufacturing, focus on agri-related schemes are expected to boost farmers’ welfare and rural consumption demand, spurring a virtuous investment-employment-consumption cycle. As the Indian economy contends with uncertainties in the external environment, policy interventions focused on supporting sustainable livelihoods and fostering inclusive growth augur well for the economy. Structural support would need to be provided to sectors with large economic multiplier impact. In this regard, the development of robust domestic agri and wood-based value chains hold special importance in the Indian context given their enormous potential to contribute to national objectives. The agricultural sector is pivotal to the Indian economy, employing about half of the country’s workforce. India is amongst the leading producers in the world of several agri-commodities, including milk, rice, wheat, sugarcane, cotton, pulses, spices, fruits & vegetables. While India’s agri exports have grown strongly in recent years to a peak of US$ 53 billion in FY 2022-23, it witnessed a decline to US$ 49 billion in FY 2023-24 due to restrictions imposed during the year on agri-commodity trading led by concerns over food security and inflation on the back of geopolitical tensions and climate emergencies. India’s share of global agri-trade remains low at only about 3%. Enhancing agricultural productivity and value addition to international standards, while simultaneously improving market linkages, remain critical to enhance competitiveness of the agri sector and drive significant increase in farmers’ income. The farm sector faces enormous threats arising out of climate change as evident from the growing number of extreme weather events such as droughts and floods. Given the vulnerabilities, it is critical to strengthen climate resilience and adaptability of the agri-food sector. An exponential increase in crop production and productivity, backed by climate-smart agriculture, will be critical in meeting the growing needs of an increasing population as also in mitigating potential risks. Evolving consumer preferences are also driving a shift towards nutritious and sustainably sourced food products. These developments accentuate the need to enhance the competitiveness of agri value chains to cater to the dynamic market requirements of the future. India, with its tremendous strengths in this sector, has a unique opportunity to play a leading role in this global transition and in forging an ecosystem of sustainable, regenerative, and climate-smart agriculture."
"In this regard, the Government’s focus on promoting Farmer Producer Organisations (FPOs) holds immense potential to catalyse agricultural transformation by leveraging economies of scale, enabling sustainable agriculture, supporting market-led production, and creating larger market access. Government interventions encouraging private and public investment in post-harvest activities including aggregation, modern storage, efficient supply chain, primary and secondary processing, marketing, and branding are steps in the right direction and will go a long way in unlocking the full potential of the agri sector. In this context, your Company has adopted targeted collaborative models to multiply the scale and impact of its agri and rural interventions. This collaborative approach, as opposed to a traditional transactional approach, can contribute meaningfully towards building next-generation agriculture that is climate-resilient and capable of supporting gainful livelihoods. Digitalisation of agriculture also offers the potential to increase productivity and foster structural changes across the value chain thereby enabling efficient use of resources. In line with its commitment to harness the power of cutting-edge digital technologies and NextGen agri practices towards unlocking the potential of India’s farmers, your Company had launched ITCMAARS (Metamarket for Advanced Agriculture and Rural Services). The initiative continues to be scaled up rapidly and currently covers over 1.5 million farmers and over 1,650 FPOs, across 10 states and over 18,000 villages. This ‘phygital’ ecosystem continues to empower the farming community and FPOs by delivering personalised and dynamic advisory services as well as hyperlocal offerings including market linkages, agri inputs, and credit enablement. Further details on this transformative initiative are provided in the Agri Business section of this report. The Government of India had inspired the United Nations to declare 2023 as the ‘International Year of Millets’. This drew global attention to this ‘super-grain’ that has the potential to redefine agriculture with its unique value proposition. Millets are climate-resilient crops using substantially lesser water than other staples and grow in half the time as other crops, offering a comprehensive solution for sustained nutrition and food security. Your Company has spearheaded ‘ITC Mission Millets’, leveraging its enterprise strengths in agriculture, food, and hospitality to implement multi-dimensional interventions in this area. The holistic programme follows a strategic 3-fold approach – 1) developing a ‘good-for-you’ product portfolio, 2) implementing sustainable farming systems, and 3) enhancing consumer awareness through an Educate, Empower, and Encourage approach. Your Company has implemented a focused strategy in crafting a millet-based products portfolio under its world-class Indian brands for every occasion, age, and format. To cater to the diverse needs of consumers, your Company has launched products across traditional and modern formats viz. ‘Gluten Free Flour’, ‘Multi-Millet Batter Mix’, ‘Atta with Millets’, and ‘Ragi Flour’, Vermicelli, Biscuits, Snacks, and Noodles under the ‘Aashirvaad’, ‘Sunfeast’, ‘Bingo!’, and ‘YiPPee!’ brands. These are being progressively scaled up across target markets. Your Company has also designed products that suit every meal occasion like millet idlis for breakfast, biscuits & cookies for snacking, and noodles & pasta for other meals. The thrust on millets is further exemplified by the Hotels Business creating easy-to-try recipes with millets to help encourage individuals to experiment with the taste and texture of millets. The first-ever postal stamp to commemorate the year of millets and your Company’s unique Mission Millets initiative was also launched by the Department of Posts during the year. In line with your Company’s commitment to empower farmers, your Company has developed a millets agri-value chain with special thrust on enhancing value-addition and market linkages. Your Company is also promoting FPOs in millet farming anchored by ITCMAARS. The Agri Business has entered into a partnership with the Indian Institute of Millets Research (IIMR), Hyderabad to promote high-yielding varieties and advanced package of practices among millet farmers. Your Company remains committed to supporting the Government’s efforts to promote millets given their immense benefits in terms of nutritional properties and attributes as a planet-friendly and climate-resilient crop. It is pertinent to note that a substantial quantum of food is wasted along the chain in India, depending on the season and the inherent perishability of the crop. Higher levels of food processing in the economy can create a much larger pull for quality agri-commodities, thereby reducing farm wastages and raising farm incomes. This would require focused investments in developing product-specific climate-controlled infrastructure as well as in branded products that benefit large agri-value chains. Corporate participation is essential not only to invest in requisite infrastructure but also to provide assured market linkages to farmers."
"A big thrust on India’s Food Processing sector can play a pivotal role in this regard and have a large multiplier effect which will lead to significant job creation, enhance rural incomes, and help manage food inflation in a sustainable manner. In this context, the PLI Scheme for the Food Processing sector is expected to play a critical role in boosting investments, agri exports, farmer incomes, employment generation, and building Indian brands for the global market. Your Company has been included under the scheme for several of its Branded Packaged Foods Businesses and in the Agri Business, details of which are provided in the subsequent sections. Similarly, the Agro-forestry sector, as a source of raw material for the wood-based industry, is woefully constrained by policies that not only impede job creation in India but also promote avoidable imports. Recent policy interventions to enable greening of wastelands and providing financial assistance to members of marginalised communities taking up Agro-forestry is a commendable starting point to reverse this situation. Supportive policies in this area would go a long way in enhancing sustainable livelihoods, augmenting alternative sources of energy (bio-fuel), and enabling import substitution for wood-based industries while simultaneously augmenting the Nation’s environmental capital. Your Company’s interventions across operating segments are aligned to the national priorities of enhancing competitiveness of Indian agriculture and industry, generating large-scale employment opportunities, and supporting sustainable livelihoods, driving import substitution, creating national brands to maximise value capture in India, accelerating growth in tourism, increasing Indian agri exports, and promoting sustainable business practices. Investments made by your Company continue to be guided by the national objectives of ‘Make in India’ and ‘Doubling Farmers’ Income’ and the overarching theme of ‘Aatma Nirbhar Bharat’ that seeks to make the country stronger, resilient, and more competitive. A big thrust on India’s Food Processing sector can play a pivotal role and have a large multiplier effect. The PLI Scheme for the Food Processing sector is expected to play a critical role in boosting investments, agri exports, farmer incomes, employment generation, and building Indian brands for the global market. Your Company has been included under the scheme for several of its Branded Packaged Foods Businesses as well as Agri Business. ``` ``` **SECTION: Company Initiatives** Your Company is working towards developing village-level institutions, promoting women agriculturists, facilitating a cadre of women service providers like Pashu Sakhis, Yojana Sakhis, Krishi Sakhis, and fostering micro-entrepreneurship through Agri-Business Centres and Self-Help Groups. Custom hiring centres for farm mechanisation, post-harvest product management infrastructure, and community-managed seed banks for self-reliance in quality seed material are also being facilitated. Environmentally sustainable farm practices, including zero-till sowing of wheat, direct seeding of rice, micro-irrigation, and watershed development, continue to be promoted. Your Company’s collaboration with CGIAR’s ‘Climate Change and Food Security Programme’ to build climate-smart villages was expanded to 6,755 villages across 19 states, covering nearly 19 lakh acres, supporting farmers in managing risks arising from erratic and extreme weather events. According to CGIAR’s estimates, your Company’s Climate Smart Village intervention in Madhya Pradesh demonstrated an average increase in yield of 38% and 15% in soyabean and wheat respectively, over the baseline. Reduction in cost of cultivation along with yield improvement led to an increase in net income by 93% in soyabean and 46% in wheat over the baseline, and average Green House Gas emissions reduced by 66% for soyabean and 13% for wheat compared to the baseline. In villages where the intervention has been implemented for over three years, adoption rates for High-Yield and High-Resilience varieties have exceeded 70%, as against 20% in the baseline assessment. In Kapurthala District, Punjab, your Company, under its flagship programme of ‘ITC Mission Sunehra Kal’, has, over the last six years, implemented solutions that have effectively substituted the burning of paddy stubble by farmers. During the year, the programme covered nearly 2.5 lakh acres, with approximately 94% of the area (2.3 lakh acres) witnessing total stoppage of stubble burning, thereby avoiding approximately 1.8 lakh tonnes of carbon release into the atmosphere. **SECTION: Report of the Board of Directors** It is your Company’s belief that businesses can bring about transformational change by pursuing innovative business models that synergise the creation of sustainable livelihoods and the preservation of natural capital while enhancing shareholder value. This ‘Triple Bottom Line’ approach to creating larger ‘stakeholder value’, as opposed to merely focusing on uni-dimensional ‘shareholder value’ creation, is the driving force that defines your Company’s sustainability vision and its growth path into the future."
"Your Company is a global exemplar in ‘Triple Bottom Line’ performance. The focus on creating unique business models that generate substantial livelihoods across the value chains has led to your Company’s Businesses supporting over six million sustainable livelihoods, many of whom belong to the weaker sections of society. Your Company sustained its ‘AA’ rating by MSCI-ESG for the sixth successive year - the highest amongst global tobacco companies. Your Company has also been included in the Dow Jones Sustainability Emerging Markets Index for the fourth year in a row – a reflection of being a sustainability leader in the industry and a recognition of its continued commitment to people and planet. Your Company entered the prestigious ‘A List’ for Water by CDP achieving the highest ‘A’ rating ‘Leadership Level’ (Asia and Global average of ‘C’). For CDP Climate, your Company retained its ‘A-’ rating ‘Leadership Level’ (Asia and Global average of ‘C’). As a testament to your Company’s ‘Triple Bottom Line’ philosophy and Responsible Luxury ethos, all major hotel properties of your Company are LEED Platinum® certified, making your Company a trailblazer in green hoteliering globally. ITC Grand Chola, the 600-key super-premium luxury hotel complex in Chennai, is amongst the world’s largest LEED Platinum® certified green hotels. In 2020, ITC Windsor’s best practices on carbon management distinguished it as the first hotel in the world to be LEED® Zero Carbon certified. Since then, 11 more ITC Hotels have been certified as LEED® Zero Carbon. ITC Mughal became the first hotel globally to be awarded the LEED® Zero Water Certification by the U.S. Green Building Council (USGBC), followed by ITC Sonar, ITC Rajputana, and ITC Maurya which are the only other hotels globally to have been awarded the certification. Your Company’s ‘Sankhya’ data centre in Bengaluru had earlier become the first data centre in the world to be awarded the LEED® Zero Carbon certification. In addition, your Company is spearheading the implementation of the Alliance for Water Stewardship (AWS) Standard, which is a credible, globally-applicable and recognised framework for ensuring sustainable water management within the wider water catchment context. The Kovai unit of your Company is the first site in India and the first paper mill in the world to achieve the highest Platinum rating under the ‘Alliance for Water Stewardship Standards’. During the year, five of your Company’s units received the AWS Platinum level certification. Till date, seven units of your Company have achieved Platinum level certification under the AWS Standard. Your Company is in the process of implementing the AWS Standard at other units in high water stress areas and will progressively obtain AWS certification for these sites. Your Company has been championing the urgent need to combat climate change for building a more secure future and the role it can play in enabling. Your Company sustained its ‘AA’ rating by MSCI-ESG for the 6th successive year. It has also been included in the Dow Jones Sustainability Emerging Markets Index for the 4th year in a row. Your Company entered the prestigious ‘A List’ for Water by CDP achieving the highest ‘A’ rating ‘Leadership Level’ (Asia and Global average of ‘C’). For CDP Climate, your Company retained its ‘A-’ rating ‘Leadership Level’ (Asia and Global average of ‘C’). **SECTION: Financial Performance** Your Company delivered a resilient performance during the year amidst a challenging macroeconomic and operating environment. - The FMCG-Others Segment turned in a strong performance in the backdrop of weak demand conditions and significant increase in competitive intensity from regional/local players. Sustained margin expansion on the back of premiumisation, delayering operations, agile cost management, and judicious pricing actions led to robust growth in operating profits. Segment Revenue for the year grew by 9.6% on a high base with Segment EBITDA growing at a significantly faster pace of 19.7% to ₹ 2338.50 crores. Segment EBITDA margins expanded by 94 bps to 11.2% during the year. - The FMCG-Cigarettes Segment witnessed consolidation on a high base after a period of sustained growth momentum. Market standing was reinforced through focused portfolio/market interventions and agile execution. Differentiated variants and the premium segment performed well. - The Hotels Segment delivered stellar performance, clocking record highs in Revenue and Profits. Strong growth in RevPAR was driven by retail, MICE (Meetings, Incentives, Conferencing, Exhibition), and marquee events hosted in the country. Segment Revenue at ₹ 2989.50 crores and Segment EBITDA at ₹ 1049.88 crores grew by 15.6% and 26.2% respectively, on a high base."
"Segment EBITDA margin stood at 35.1%, representing an expansion of 295 bps over the previous year. - The Agri Business had limited business opportunities during the year in the bulk commodities space due to the Government imposing stock limits and restrictions on agri-commodity exports to ensure food security and control inflation. However, the strategic portfolio of value-added agri products recorded strong growth while the overall leaf tobacco business continued to perform well. - The Paperboards, Paper & Packaging Segment had to contend with soft domestic and export demand conditions which significantly depressed net realisations, cheap Chinese supplies in international markets, unprecedented escalation in domestic wood costs, and high base effect. Structural advantages arising from an integrated business model, Industry 4.0 initiatives, strategic investments in High Pressure Recovery Boiler, and proactive capacity augmentation in Value-Added Paperboards aided in partly mitigating pressure on margins. Overall for FY 2023-24, Gross Revenue and EBITDA stood at ₹ 69446.20 crores and ₹ 24478.61 crores respectively. Profit Before Tax and Exceptional items at ₹ 26323.34 crores grew by 6.7% over the previous year. Your Company reassessed its provisions relating to uncertain tax positions for earlier years based on a favourable order of the Honourable Supreme Court received during the year, which resulted in a credit of ₹ 468.44 crores in the Current Tax expense for the year. Profit After Tax grew by 8.9% to ₹ 20421.97 crores (previous year ₹ 18753.31 crores). Total Comprehensive Income for the year stood at ₹ 22703.03 crores (previous year ₹ 18782.57 crores). Earnings Per Share for the year stood at ₹ 16.39 (previous year ₹ 15.15). The Directors of your Company are pleased to recommend a Final Dividend of ₹ 7.50 per share for the financial year ended 31st March, 2024. Together with the Interim Dividend of ₹ 6.25 per share paid on 27th February, 2024, the total Dividend for the financial year ended 31st March, 2024 amounts to ₹ 13.75 per share (previous year Ordinary Dividend of ₹ 12.75 per share and Special Dividend of ₹ 2.75 per share). Total cash outflow on account of Dividend (including Interim Dividend of ₹ 7799.45 crores paid in February 2024) will be ₹ 17162.99 crores. **SECTION: Value-Added and Contribution to Exchequer** Over the last five years, the Value-Added by your Company, i.e. the value created by the economic activities of your Company and its employees, aggregated over ₹ 292000 crores, of which over ₹ 194000 crores accrued to the Exchequer. Including the share of dividends paid and retained earnings attributable to government-owned institutions, your Company’s contribution to the Central and State Governments represented approximately 74% of its Value-Added during the year. Your Company has, over the years, consistently ranked amongst the Top 3 Indian corporates in the private sector in terms of Contribution to Exchequer. **SECTION: Foreign Exchange Earnings** Your Company continues to view foreign exchange earnings as a priority. All Businesses in your Company’s portfolio are mandated to engage with overseas markets with a view to testing and demonstrating international competitiveness and seeking profitable opportunities for growth. Foreign exchange earnings of the ITC Group over the last ten years aggregated nearly US$ 9.3 billion, of which agri exports constituted approximately 60%. Earnings from agri exports, which effectively link small farmers with international markets, are an indicator of your Company’s contribution to the rural economy. During FY 2023-24, your Company and its subsidiaries earned ₹ 9512 crores in foreign exchange. The direct foreign exchange earned by your Company amounted to ₹ 7213 crores, mainly on account of exports of agri-commodities. Your Company’s expenditure in foreign currency amounted to ₹ 2790 crores."
"**SECTION: Profits, Dividends and Retained Earnings** | PROFIT | 2023 - 24 | 2022 - 23 | |---|---|---| | a) Profit Before Exceptional Items and Tax | 26323.34 | 24677.54 | | b) Exceptional Items (refer note 28 (i) of Notes to the Standalone Financial Statements) | (7.57) | 72.87 | | c) Profit Before Tax | 26315.77 | 24750.41 | | d) Tax Expense | | | | – Current Tax | 5661.21 | 6025.32 | | – Deferred Tax | 232.59 | (28.22) | | e) Profit for the year | 20421.97 | 18753.31 | | f) Other Comprehensive Income | 2281.06 | 29.26 | | g) Total Comprehensive Income | 22703.03 | 18782.57 | **SECTION: Statement of Retained Earnings** | | 2023 - 24 | 2022 - 23 | |---|---|---| | a) At the beginning of the year | 33687.70 | 30060.39 | | b) Add: Profit for the year | 20421.97 | 18753.31 | | c) Add: Other Comprehensive Income (net of tax) | (17.18) | (16.81) | | d) Add: Transfer from Share Options Outstanding Account on exercise and lapse | 1.67 | 20.82 | | e) Less: Dividends | | | | – Final Dividend of ₹ 6.75 (2023: ₹ 6.25) per share | 8388.91 | 7702.03 | | – Special Dividend of ₹ 2.75 (2023: Nil) per share | 3417.70 | | | – Interim Dividend of ₹ 6.25 (2023: ₹ 6.00) per share | 7799.45 | 7448.41 | | – Income Tax on Dividend paid (refund) | | (20.43) | | f) At the end of the year | 34488.10 | 33687.70 | Your Company continues to counter illicit trade and reinforce market standing by fortifying the product portfolio through innovation, democratising premiumisation across segments, and enhancing product availability backed by superior on-ground execution. **SECTION: Cigarettes Market Overview** While India is the world’s second-largest consumer of tobacco, legal cigarettes constitute only 9% of overall tobacco consumption in India, as against a global average of 90%. It is pertinent to note that India accounts for less than 2% of global cigarette consumption despite having 18% of the world’s population - making India’s per capita cigarette consumption amongst the lowest in the world. Over the years, discriminatory and punitive taxation on cigarettes has led to the progressive migration of consumption from duty-paid cigarettes to other lightly taxed/tax-evaded forms of tobacco products, comprising illicit cigarettes, bidi, chewing tobacco, gutkha, zarda, snuff, etc. It is pertinent to note that while the share of legal cigarettes in total tobacco consumption has declined from 21% in 1981-82 to a mere 9%, aggregate tobacco consumption in the country has increased over the same period. As a result, despite accounting for less than 1/10th of the tobacco consumed in the country, duty-paid cigarettes contribute more than 4/5th of the revenue generated from the tobacco sector. **SECTION: Per Capita Consumption of Cigarettes** | Year | No. of Cigarettes per annum | |---|---| | 1971 | 1133 | | 1981-82 | 898 | | 1991-92 | 897 | | 2001-02 | 468 | | 2011-12 | 394 | | 2021-22 | 90 | Source: The Tobacco Atlas – 7th Edition, 2022 **SECTION: Tax per 2000 Cigarettes as a percentage of Per Capita GDP** | Country | Tax Percentage | |---|---| | USA | 0.40% | | Japan | 0.80% | | China | 1.00% | | Germany | 1.03% | | Russia | 1.13% | | Canada | 1.19% | | Pakistan | 1.50% | | Malaysia | 1.68% | | Thailand | 2.11% | | UK | 2.30% | | Australia | 2.75% | | India | 5.71% | Source: Tax data – WHO Global Health Observatory, 2024 (Cigarette tax data for 2022); Per Capita GDP – World Bank (Data for the year 2022) **SECTION: Impact of Taxation on Cigarette Industry** Punitive taxes on the legal cigarette industry in earlier years have resulted in rapid growth of illicit cigarette trade – making India the 4th largest illicit cigarette market globally according to Euromonitor estimates. Over the years, this has created attractive tax arbitrage opportunities for unscrupulous players indulging in illicit cigarette trade. While legitimate cigarette industry volumes have declined consistently over the last decade, illicit cigarette volumes, in contrast, have grown rapidly during the same period, accounting for about 1/3rd of the legal industry."
"It is pertinent to note that the legal industry has been able to partially claw back volumes from illicit trade during periods of tax stability, backed by deterrent actions by enforcement agencies. ``` ``` **SECTION: Media Reports on Illicit Cigarettes** During the year, there were extensive media reports on the multitude of cases of evasion of taxes/duties by dealers in illicit cigarettes, which were unearthed by raids conducted by the Directorate of Revenue Intelligence (DRI) and other enforcement agencies. A study published by FICCI-TARI in September 2022, titled “Illicit markets: A Threat to Our National Interests,” noted that the consumption of illegal cigarettes in India has increased, signaling a shift from legal products to cheaper substitutes or illicit products, which have little to no tax element. It is estimated that illicit trade causes an annual revenue loss of approximately ₹21,000 crores to the Exchequer. With respect to other tobacco products, the revenue losses are significant since about 68% of the total tobacco consumed in the country remains outside the tax net. The DRI, in its report “Smuggling in India 2021-22,” acknowledges the high incidence of taxes in India, which provides opportunities for illicit trade of cigarettes. The report states that the high incidence of tax on cigarettes results in a tax arbitrage in favor of smuggled cigarettes, which are typically 50% cheaper in the Indian market compared to legal brands. **SECTION: Tobacco Control Measures in India** Tobacco control measures in India have ranked among the most stringent in the world, from the enactment of the Cigarettes (Regulation of Production, Supply and Distribution) Act, 1975, to the present. The Cigarettes and Other Tobacco Products (Prohibition of Advertisement and Regulation of Trade and Commerce, Production, Supply and Distribution) Act, 2003 (COTPA) requires cigarette packages to display pictorial and textual warnings covering 85% of the surface area of the packet. However, smuggled international brands do not bear these warnings or have much smaller warnings as per the laws of their countries of origin. The illicit cigarette trade has a deleterious impact on farmers and farm workers engaged in the tobacco value chain. Research conducted by IMRB International shows that the lack of pictorial warnings on packets of smuggled international brands creates a perception among consumers that these illicit cigarettes are ‘safer’ than domestic duty-paid cigarettes. **SECTION: Economic Impact of Illicit Trade** India is among the top three tobacco-growing countries in the world, and tobacco plays a significant role in the Indian economy. The growth of illicit cigarette trade has resulted in a sharp drop in demand for Indian Flue Cured Virginia (FCV) tobaccos, with production dropping by approximately 40% between 2013-14 and 2021-22. This has led to a loss of an estimated 35 million man-days of employment in tobacco-growing areas. The punitive and discriminatory taxation and regulatory regime on cigarettes in India have adversely affected the livelihood of Indian tobacco farmers. Recent stability in taxes on cigarettes, backed by enforcement actions, has enabled the legal cigarette industry to combat illicit trade and recover volumes. **SECTION: Regulatory Challenges and Legal Proceedings** Your Company and several stakeholders have challenged the validity of the 85% pictorial warnings prescribed under COTPA. The Karnataka High Court held these warnings to be factually incorrect and unconstitutional, but the Supreme Court has stayed this judgment, and the cases are pending. **SECTION: Negative Repercussions of Regulations** The stringent regulations and steep taxation on cigarettes have led to: - Rapid growth in illicit cigarette volumes, resulting in significant revenue loss to the Exchequer. - Widespread availability of illicit cigarettes at affordable prices. - A large component of tobacco consumption remaining outside the tax net. - Persistent negative impacts on the livelihood of tobacco farmers. Your Company continues to engage with policymakers for a framework of equitable, non-discriminatory regulations that balance economic imperatives and tobacco control objectives. **SECTION: FMCG – Others** Amidst a challenging macro-economic environment, your Company’s FMCG Businesses grew ahead of the industry in both urban and rural markets, driven by deep consumer insights and purposeful innovation. The FMCG Businesses recorded Segment Revenue of ₹20,966.83 crores, representing an increase of 9.6% over the previous year. **SECTION: Cutting-edge Digital Technologies** Cutting-edge digital technologies, including Industry 4.0 and Advanced Analytics, continue to be deployed to enhance productivity and drive efficiency. Your Company remains focused on rapidly scaling up its FMCG Businesses anchored on strong growth platforms and a future-ready portfolio. **SECTION: Strategic Growth Initiatives** Your Company is pursuing value-accretive acquisitions and collaborations to accelerate growth."
"The FMCG Businesses continue to expand their export footprint, leveraging the equity of their world-class brands, with a reach now spanning over 70 countries. Your Company remains confident of rapidly scaling up its FMCG Businesses on the back of a strong future-ready portfolio powered by purpose-led brands, world-class quality, deep consumer insights, and cutting-edge innovation. ``` ``` **SECTION: Branded Packaged Foods** Your Company sustained its position as one of the largest and fastest growing branded packaged foods businesses in the country, leveraging a robust portfolio of brands and a slew of first-to-market offerings. The focus remains on distinctive products customized to address regional tastes and preferences, supported by an efficient supply chain and distribution network. This was achieved against the backdrop of subdued demand conditions and heightened competitive intensity across product categories. The Branded Packaged Foods Businesses remain focused on addressing emerging consumer needs with innovations anchored on health, nutrition, wellness, immunity, naturals, indulgence, and convenience. Several innovative and first-to-market products were launched during the year, leveraging your Company’s institutional strengths, including superior consumer insights and the capabilities of your Company’s Life Sciences and Technology Centre (LSTC). Encouraged by the Government of India’s initiative of promoting millets, your Company continued to augment its range of millet-based products, including ‘Ragi Flour’, ‘Gluten Free Flour’, ‘Multi-Millet Mix’, and ‘Ragi Vermicelli’ under the ‘Aashirvaad’ brand. New products such as ‘Sunfeast Farmlite Super Millets’ cookies and millet-based ‘Fantastik Choco Sticks’ were introduced. The Businesses continue to use a data-driven approach to make targeted brand investments and deepen consumer engagements across all touchpoints. **SECTION: Report of the Board of Directors** During the year, your Company received prestigious awards, including a Gold from ‘IAMAI - India Digital Awards’ for ‘Tech Enabled Campaign’ and a Bronze EMVIES from The Advertising Club for ‘Best Media Innovation: Digital – Social Media’. The Businesses rolled out several unique interventions in brand marketing, including sufficiency-based media planning and full funnel marketing. AI and Gen AI were adopted at scale to enhance content creation and media deployment. The Staples Business, ‘Aashirvaad’, delivered robust growth, with the value-added Atta portfolio posting healthy growth driven by superior value propositions. The Organic portfolio was augmented with the launch of ‘Organic Rajma’ and ‘Organic Kabuli Chana’. **SECTION: Aashirvaad Salt** ‘Aashirvaad Salt’ posted robust growth in focus markets, supported by its distinctive positioning – ‘Created by Sun and Sea - pure just like nature intended it to be’. The portfolio was further enriched with the launch of Aashirvaad Himalayan Pink Salt. **SECTION: Spices Category** In the Spices category, your Company continued to deliver strong growth by providing unique and personalized experiences that meet consumer taste preferences. The ‘Sunrise’ brand strengthened its market leadership position in West Bengal and made significant gains in the Northeast region and Bihar. Unique products such as Sunrise ‘Haah Salkumura’ for duck curry and the ‘Swaad Bihar ka’ range of spices were introduced. **SECTION: Biscuits Category** The Biscuits category witnessed resilient performance, with the ‘Sunfeast Dark Fantasy’ range sustaining its leadership position in the premium segment. The portfolio was enriched with the launch of ‘Bounce Day & Night’ and ‘Sunfeast All Rounder Sweet and Salty’. The brand launched several innovative campaigns, including the ‘MyFantasyAdWithSRK’ campaign, which received overwhelming consumer response. The Snacks portfolio was augmented with the innovative ‘Bingo! Tedhe Medhe Chatpata Twist’ and new launches like ‘Bingo! Nachos Chilli Limon’. The Ready-to-Eat (RTE) category continued to grow, with a focus on key markets and innovative product offerings. **SECTION: Dairy and Beverages** The ‘Aashirvaad Svasti’ fresh dairy portfolio continued its strong growth trajectory, with innovative offerings such as Paneer Slices and ‘Shahi Lassi’. The Beverages portfolio demonstrated resilient performance, with recent launches like ‘B Natural Tender Coconut Water’ performing well. **SECTION: Confectionery and Exports** The Confectionery Business nurtured its premium portfolio with products like ‘Fantastik Chocostick’ and ‘Fabelle’ chocolates. Exports witnessed rapid growth across several categories, with your Company’s brands reaching more than 70 countries. Your Company has made significant investments in state-of-the-art Integrated Consumer Goods Manufacturing and Logistics facilities (ICMLs) to enhance product freshness and market agility. The capacity utilization at ICMLs continues to ramp up, ensuring the delivery of fresher products and lowering the cost of market servicing. ``` ``` **SECTION: Company Achievements** With its relentless focus on quality and manufacturing excellence, your Company became the first Indian company to win the prestigious Global Kaizen Award at the 5th Edition of Global KAIZEN™ Awards held in November 2023 at Lisbon, Portugal."
"During the year, your Company received over 100 prestigious external awards & accolades in the areas of Safety, Sustainability, Quality & Food Safety, Manufacturing Excellence, Cost competitiveness, Manufacturing & Supply Chain, and HR from prestigious institutions such as the Confederation of Indian Industry (CII) and Integrated Manufacturing Excellence Initiative (IMexI). The Ranjangaon ICML became the second food processing facility of your Company to have been awarded a Platinum level Certification under the Alliance for Water Stewardship Standards (AWS). These accolades are testament to your Company’s unwavering commitment to providing products with the highest levels of quality while reducing the environmental impact. **SECTION: Strategic Initiatives** The Business has implemented several strategic cost management initiatives in areas such as supply chain optimisation, smart procurement, and productivity improvement through automation leveraging new-age technologies such as Industry 4.0, Artificial Intelligence/Machine Learning, advanced visual analytics, and smart utilities. These measures are instrumental in countering the significant input cost volatility witnessed during the year, as well as offsetting the gestation costs of new initiatives and strategic brand development investments in emerging categories. With the growing importance of processed food products in the consumer basket, the food processing industry has significant potential to transform the agriculture sector through increased market linkages, improvement in the efficiency of resource use, enhancement in farmer incomes, expansion of exports, and generation of employment opportunities. 11 ICMLs are operational in locations proximal to large demand centres enabling delivery of fresher products, reduction in distance to market, and delayering of operations. **SECTION: Report of the Board of Directors** Development of the food processing sector will aid in addressing issues of food security and inflation, improved nutrition availability, and prevention of wastage, amongst others. Recognising this potential and headroom for growth in the Indian market, your Company has made significant investments in food processing and remains focused on establishing itself as the leading player in the branded packaged foods industry. The Government’s Production Linked Incentives (PLI) Scheme for the food processing industry will incentivise fresh investments, enable building Indian brands for the global market, promote exports, and boost farmer incomes. Your Company has been included under the PLI Scheme towards sales-based incentives in the Ready to Eat, Fruits & Vegetables, and Marine categories respectively, as well as for incentives towards expenditure incurred for branding and marketing in export markets. In line with the Government’s initiatives towards promoting millets, a PLI scheme for millet-based products has also been introduced during the year. Your Company has been included under the PLI Scheme for millet-based products as well. Your Company’s strong farm linkages, procurement efficiencies, world-class brands, and deep & wide multi-channel distribution network, with growing presence in emerging channels such as e-Commerce, Modern Trade, On-the-go, and Institutional sales, continues to deliver competitive advantage through superior product availability, visibility, and freshness. Recent investments in establishing a world-class distributed manufacturing footprint have created a solid foundation to secure structural advantage over time. Cutting-edge R&D platforms of your Company’s LSTC are driving agile innovation and faster turnaround times for the introduction of differentiated & first-to-market products catering to constantly evolving consumer needs. Investments in leading-edge digital technologies and platforms continue to be stepped up across the value chain to drive competitive advantage. **SECTION: Personal Care Products** The Personal Care industry remained under pressure during the year with consumer demand remaining muted across both urban and rural centres of consumption. Input prices, which had witnessed significant surge in the previous year, moderated in course of the year. Industry players stepped up marketing investments and also passed on the benefit of input cost moderation in a bid to spur demand. Your Company’s Personal Care Products Business continued to strengthen its core strategic levers of building brands with purpose, introducing first-in-category innovations, focusing on categories of the future, and rapidly scaling up presence in emerging channels. The Business continues to focus on identifying emerging trends and reinforcing its strategic pillars of distinctive brand positioning, innovative offerings, expansion into emerging channels, and amplification of the premium portfolio. During the year, the Business witnessed acceleration in its premium portfolio, which grew significantly ahead of the overall portfolio. The Business continued to leverage your Company’s state-of-the-art LSTC facility to develop innovative and differentiated products backed by robust science-based claims, to meet emerging consumer needs. In the Personal Wash segment, premiumisation continues to remain a key vector of growth."
"Your Company’s Personal Care Products Business continued to strengthen its core strategic levers of building brands with purpose, introducing first-in-category innovations, focusing on categories of the future, and accelerating presence in emerging channels. During the year, ‘Fiama’ registered strong growth and remained ahead of Industry largely fuelled by investments in brand building, wider distribution, and channel-tailored assortments. Fiama gel bars range registered significant gains during the year, driven by innovative and differentiated offerings appealing to evolving consumer preferences; the range was further augmented with the launch of ‘Fiama Golden Sandalwood Oil & Patchouli’ and ‘Fiama Men’s Charcoal’. The brand partnered with Filmfare for a first-in-industry ‘Best Portrayal of Mental Health in Cinema’ at the Filmfare OTT Awards 2023 and also released a Mental Wellbeing Survey in association with MINDS Foundation, reinforcing its commitment to the brand purpose of promoting mental wellness while improving access to mental health experts. The ‘Vivel’ range of soaps and bodywash continued to build momentum and posted healthy growth during the year with strategic focus on alternate channels, superior formulation, and competitive pricing. The core of Vivel’s product portfolio remains rooted in its strong association with Aloe Vera and other natural ingredients, aligning with increasing consumer preference for naturals. The brand continued to strengthen its association with Women Empowerment with its collaboration with Azad Foundation, through ‘Parvaz’, a year-long leadership training programme that fosters women’s empowerment and enables young women leaders to be catalysts of change in their communities. The Fragrance category under the ‘Engage’ brand exhibited resilient performance in the face of heightened competitive intensity, especially at the value end. The premium perfume segment witnessed strong growth fuelled by the launch of disruptive gifting options and small pack variants reinforcing the brand vision of meeting a variety of consumer needs. The Business launched a premium EDP range with best-in-class fragrances for occasion-based use including a differentiated ‘gender neutral’ variant ‘One Soul’. In the popular segment, Deo sprays were also launched in the mini-can format. Strong performance in Modern Trade and e-Commerce channels, along with new initiatives in the gifting space, reflects the Business’ innovative approach to market expansion and consumer engagement. Leveraging robust R&D capabilities and in-house manufacturing capabilities, the Business will continue to deliver high-quality fragrances that resonate with discerning consumers. The value proposition of ‘Savlon’ brand on the ‘Skin Friendly germ protection’ proposition in line with evolving needs of consumers, helped the brand’s core categories of soaps and handwash scale-up during the year. Savlon powder handwash, in a convenient low unit pack format, witnessed strong traction amongst target consumers. The Business continued to expand its presence in the Home Care segment by leveraging the ‘Nimyle’ brand’s proposition of “Naturally safe floors and happy homes”. Strong growth in Modern Trade and e-Commerce channels, refreshed & premium packaging along with improved penetration led to double-digit revenue growth. The brand collaborated with ‘Pet Fed’, a convention for pets and pet lovers, to engage with pet parents to educate and raise awareness on eco-friendly floor cleaners which are safe for pets. Further, Nimyle maintained its leadership position in its core markets despite resurgence of regional brands and private labels. During the year, ‘Fiama’ registered strong growth and remained ahead of Industry largely fuelled by investments in brand building, wider distribution, and channel-tailored assortments. The ‘Vivel’ range of soaps and bodywash posted healthy growth with focus on alternate channels, superior formulation, and competitive pricing. **SECTION: Skincare Portfolio** In the Skincare portfolio, ‘Dermafique’ continues to leverage AI powered smart skin advisor introduced last year to provide personalised skin health analysis, empowering individuals to know their skin better and adopt solutions suited to unique skin needs of Indian consumers. The brand also strengthened its equity through relevant product benefit communications, leveraging influencers to drive buzz and engagement, running digital campaigns etc., leading to strong conversions and repeat rates on digital platforms. During the year, D2C platforms for Dermafique, Fiama, and Engage continued to gain traction while deepening consumer engagement based on sharp consumer insights. A combination of Creatives, Performance Marketing, and Data Analytics is being leveraged to scale-up these platforms with a wide range of innovative products. Modern Trade and e-Commerce channels demonstrated robust performance led by strategic partnerships and right assortments tailored to consumer needs. Quick-Commerce emerged as a fast-growing platform demonstrating significant traction across categories and now accounts for a significant share of e-Commerce sales."
"In order to meet the growing requirements in East markets and create capacities for the future, a state-of-the-art manufacturing unit in Uluberia, West Bengal is set to be operational shortly. The establishment of the facility is also in line with the strategic objective of reducing distance to market, enhancing supply chain agility and responsiveness, as well as optimising costs. Fiama, Vivel, and Savlon have been frontrunners in adopting sustainable packaging for the soap portfolio. PET bottles of Fiama Showergel and Handwash contain 50% recycled plastic; Vivel and Fiama Soaps packaging is 100% recyclable; Engage perfume sprays are now made with 50% Post-Consumer Recycled (PCR) material. Further, plastic-free cartons are being used for Engage Cologne and sustainable materials are being used for point-of-sale promotions across several brands. In recognition of its clutter-breaking marketing and communication initiatives, the Business received several accolades in the field of Digital and Marketing excellence. Leveraging the power of PR and digital storytelling, Fiama’s ‘Talking Memes’ campaign achieved significant traction and was awarded a Gold at the London International Advertising Awards, a Silver at Fulcrum Awards for ‘Best use of Digital’, eight trophies at the Kyoorius Creative Awards 2023, and was also shortlisted in Cannes Lions 2023. Savlon was recognised as the ‘Top Resurgent Brand of the Year’ by Exchange4Media’s Pitch Top 50 Brands 2023 and Savlon’s Swasth India Mission - Hand Ambassador campaign won seven trophies at the Kyoorius Creative Awards 2023. Your Company’s strategic focus continues to be on expanding the core categories of Personal Wash, Fragrance, and Homecare through innovative, differentiated, and consumer-centric products, highest levels of product quality, and impactful communication. Your Company’s Personal Care Products Business, with its future-ready portfolio and purpose-led brands, is well positioned to seize growth opportunities and emerge as a significant player in this space. **SECTION: Education and Stationery Products** The Education and Stationery Products industry witnessed strong growth during the year driven by increased household penetration. Higher enrolment ratios and growing literacy contributed to this growth. The year also witnessed heightened competitive intensity with a resurgence of regional players on the back of moderation in input prices. During the year, the Business further strengthened its market leadership position in the industry, delivering a robust performance by fortifying its core categories and scaling up adjacencies through portfolio premiumisation, innovative product launches, and judicious pricing actions. The Business continued to leverage your Company’s institutional strengths comprising paper manufacturing expertise, brand building capabilities, and multi-channel distribution infrastructure. The Business also continued to leverage the capabilities of your Company’s Life Sciences and Technology Centre to craft differentiated products of superior quality. Premiumisation and product innovation continue to be key growth drivers for the Business. The ‘Classmate Interaktiv’ Notebook portfolio continued to witness strong consumer traction driven by a wide range of differentiated offerings. These included products that enable ‘Do It Yourself’ activities with a view to ‘Enjoy Learning’, immersive technologies such as augmented reality, and interchangeable covers. The Business also accelerated the adoption of ‘Classmate Pulse’ spiral format through targeted activations and driving franchise of new customer segments such as high school students, in addition to college goers and the youth segment. The ‘Paperkraft’ portfolio was also strengthened with the launch of a new range of notebooks with differentiated design themes catering to both personal and professional usage. The Writing Instruments portfolio delivered a strong performance on the back of recent launches with differentiated forms and features which received encouraging consumer response. ‘Classmate All Rounder’, an inter-school initiative which was launched last year to promote holistic learning in line with the National Education Policy 2020, provides students with a platform to nurture and showcase their varied skills. The initiative continued to gain strong momentum in its second edition, with participation of over 4.5 lakh students from 2700+ schools. The multi-channel capability of your Company’s strong distribution network was leveraged to enhance availability and drive sales. The Business sustained its leadership position on e-Commerce platforms through consistent availability of a wide assortment of products, backed by focused interventions to enhance consumer traction. Consumer engagement was augmented through Classmateshop.com, a D2C platform, which provides consumers the opportunity to ‘Personalise & Capture’ memories on Classmate notebooks. Digital adoption through industry–first propositions such as personalised videos and AI (Artificial Intelligence) generated cover designs further enhanced consumer engagement. During the year, the Business re-launched myClassmate app, a gamified app focused on developing co–curricular skills, to make learning engaging and enjoyable; the app has garnered over two million downloads."
"During the year, the Business enhanced its manufacturing capacity of spiral notebooks at its dedicated manufacturing facility at Vijayawada. Equipped with state-of-the-art technology, the facility enables the Business to develop differentiated notebook formats, drive cost reduction, and address opportunities in overseas markets. During the year, Your Company’s Education and Stationery Products Business, with its strong brands – Classmate & Paperkraft, robust product portfolio, collaborative linkages with small & medium enterprises, and superior distribution network, is well poised to sustain its leadership position in the industry. The Business expanded its footprint to newer geographies and introduced new product variants leveraging the aforestated facility. The Classmate and Paperkraft range of notebooks leverage your Company’s world-class fibre line at Bhadrachalam - India’s first ozone treated elemental chlorine free facility - and embody the environmental capital built by your Company in its paper business. The Business continued to scale-up the Paperkraft range of notebooks using Forest Stewardship Council (FSC) certified paper, made at your Company’s paper mill. With over 250 million school-going students, India has one of the largest education systems in the world. The Indian Education and Stationery Products industry holds immense potential driven by growing literacy, increasing enrolment ratios, the Government’s continued thrust on the education sector, and a favourable demographic profile of the country’s population. Your Company’s Education and Stationery Products Business, with its strong brands, robust product portfolio, collaborative linkages with small & medium enterprises, and superior distribution network, is well poised to sustain its leadership position in the industry. **SECTION: Incense Sticks (Agarbattis) and Safety Matches** The Incense Sticks (Agarbattis) category continued to witness robust growth during the year. Your Company’s flagship brand ‘Mangaldeep’ effectively leveraged market opportunities and continued to enhance its standing in the category. With its presence across multiple formats viz. Agarbattis, Dhoop, and Sambrani, Mangaldeep provides discerning consumers a differentiated and superior product experience with a strong devotional connect. The Business continued to drive brand salience through sharply focused marketing interventions. Product mix enrichment, cost optimisation initiatives, and stability in prices of key ingredients enabled the Business to further improve operating margins during the year. Based on superior consumer insighting, a number of new product offerings were launched by the Business during the year including, inter alia, a new sub-brand ‘Scent’ in the Popular segment. Built on the unique proposition ‘Inspired by Fine Fragrances’, Mangaldeep Scent offers three unique, modern, and long-lasting fragrances with superior sensorials. The brand also refreshed its core portfolio of Floral and Sandal fragrances with improved product experience and pack semiotics. In the Dhoop segment, staying in tune with today’s consumer’s need for convenience and variety, the Business introduced multiple fragrances in the same pack through ‘Dhoop 3in1’ in North and East markets. A ‘bamboo less’ incense format was also launched for e-Commerce and Modern Trade channels in line with emergent consumer needs in these channels. Mangaldeep aims to be an enabler of devotion and wellbeing through its fragrances. Over the last two years, the brand has built a range of products on a differentiated consumer proposition of long-lasting fragrances. The Incense Sticks Business has co-created these superior fragrances with the help of 150 visually impaired fragrance evaluators as part of its ‘Mangaldeep Sixth Sense’ panel. It supports them with livelihood opportunities and empowers them with dignity and pride. ``` ``` **SECTION: Business Competitiveness in the Agarbatti Value Chain** Over the years, the Business has implemented several measures to enhance the competitiveness of the agarbatti value chain in India. These include import substitution and backward integration of sourcing raw materials and manufacturing raw battis using indigenous inputs. The Business has been a pioneer in developing domestic manufacturing capabilities for raw battis and is also working closely with manufacturers and nodal agencies of respective State Governments for sourcing Indian Bamboo sticks and cultivating Bamboo plantations in the country. The proactive measures implemented by your Company contribute to national priorities of employment generation and provide a source of competitive advantage while enhancing income in the agarbatti stick and raw batti manufacturing value chain. **SECTION: Safety Matches Industry** In the Safety Matches industry, the Business strengthened its market leadership position by leveraging the brand ‘Homelites’ – built on differentiated positioning of stronger, longer, and karborised sticks. The Business continues to focus on scaling up the share of value-added products in its portfolio and enhancing supply chain efficiency by sourcing products manufactured closer to markets."
"To build higher interest in this category, the brand is progressing on limited edition launches and matchbox collectibles, especially targeted at modern consumers. **SECTION: Trade Marketing & Distribution** Your Company’s Trade Marketing & Distribution (TM&D) vertical continued to leverage emerging market trends such as premiumisation, growth of Modern Trade & e-Commerce channels, and rapid urbanisation, ensuring effective market servicing and product availability addressing a wide range of consumer and trade needs. TM&D adopted a comprehensive approach encompassing the realignment of distribution infrastructure, deployment of innovative delivery models, forging strategic partnerships, and leveraging digital technologies to accelerate growth across channels. The dynamic interplay of varied and evolving consumer preferences, multiplicity of channels, diverse demographic profiles, socio-economic factors, and a vast geographical landscape pose a high degree of complexity for distribution of FMCG products in India. Recognising these challenges, TM&D continues to sharpen channel-specific strategies to efficiently service consumer demand across the country. Valuable insights into consumer behaviour and channel/region specific trends gained over the years continue to be leveraged to deliver superior performance in terms of product availability, visibility, and freshness. The rapid growth of Modern Trade and e-Commerce channels, coupled with the emergence of several new players, has necessitated the deployment of tailored market/outlet specific strategies to seize emerging opportunities. The Modern Trade channel continued to witness strong growth, driven by store expansions primarily in Tier 2 & Tier 3 cities. Omni-channel presence in urban markets enabled accelerated growth while shopper marketing insights and agile supply chain capabilities were leveraged to enhance operational and execution efficiencies. **SECTION: Report of the Board of Directors** The surge in internet usage, particularly through smartphones, widespread adoption of digital payments, wide assortment of products, and faster deliveries continue to drive the rising salience of the e-Commerce channel. Your Company’s collaborations with leading e-Commerce platforms on all aspects of operations, including category development, supply chain, consumer offerings, and customer acquisition, have enabled it to significantly scale up sales in this channel. This was augmented by the development of exclusive pack assortments, channel-specific business plans, and ‘Digital First’ brands. Joint Business Plans executed in coordination with e-Commerce platforms, coupled with agile supply chain initiatives, have further fortified your Company’s market standing in this channel. Growth in the premium portfolio was accelerated through increased visibility, focus on target cohorts, and jointly curated campaigning, including collaborations on topical events across accounts. Digitally enabled sales have grown rapidly in recent years and, together with Modern Trade, now account for 31% of your Company’s FMCG portfolio (Vs. 17% in FY 2019-20). Your Company’s multi-channel distribution network facilitates the availability of its products in nearly seven million retail outlets, of which more than one-third are serviced directly. The network was further strengthened during the year with the addition of new markets and outlets to its direct servicing base. Market coverage was stepped up to approximately 2x of pre-pandemic levels. During the year, urban markets witnessed heightened competitive intensity from regional/local players and accelerated channel shift with the increasing salience of Modern Trade and e-Commerce. Automation, data-led insighting, and machine-learning enabled solutions continue to be increasingly leveraged to drive field-force productivity and performance across urban markets. Further, emerging technologies like Generative AI are being leveraged to automate operations and increase efficiency. Customised servicing based on outlet potential and retail engagement programmes have been deployed to stimulate demand for your Company’s products with enhanced focus on premium grocery outlets. Specific interventions were undertaken to drive premiumisation in General Trade outlets with store-level missions led by sharper data analytics. In rural markets, your Company continued to deploy market-specific interventions to enhance direct coverage based on socio-economic indicators and market potential. This has been supported through a hub and spoke distribution model with the continued expansion of the rural stockists network to 1.3x over the last two years. Leveraging the synergies arising from the deep rural connect of your Company’s Agri Business, extensive consumer activations continued to be undertaken in high potential rural areas during the year through concerted market development activities and further enhancements to the digital ecosystem for the stockist channel. These initiatives have substantially enhanced distribution reach of your Company’s range of products in rural markets, leading to sales growth significantly ahead of the industry. The Food Service and Institutional channels continued to witness robust growth during the year, leveraging existing partnerships and your Company’s wide product range. Strategic partnerships unlocked new routes-to-market, catering to specialised segments including ‘on-the-go’ consumption, direct marketing, and QSRs."
"Customised product portfolios were deployed for identified high potential segments of railways, airports, and airlines to strengthen presence in this channel. The Quick Commerce platform, offering ultrafast delivery, aligns seamlessly with the needs of convenience-seeking consumers and is rapidly gaining prominence within the overall e-Commerce channel. Your Company, leveraging its strategic partnerships, continues to scale up its presence in the rapidly growing emerging channels and has further expanded the availability of its products with existing and new trade partners on Quick Commerce and Social Commerce platforms. TM&D continues to remain at the forefront of leveraging cutting-edge digital technologies and building a digital ecosystem to drive productivity, improve market servicing, draw actionable insights for sharp-focused interventions, augment sales force capability, and deepen connect with retailers. Technology enablement in the form of customised mobility and routing solutions, machine learning algorithms, data science models, data analytics comprising insightful visualisation tools, and predictive analysis are being increasingly leveraged to enable speedy and accurate data capture, enable real-time informed decisions, and aid in optimisation of trade & marketing inputs to enhance sales. During the year, the machine learning models were augmented with several inputs including demographics, socio-economic indicators, etc., to sharpen outlet level SKU recommendations. Use cases for self-service analytics tools have increased to analyse data and present insights which are digitally integrated into business decisions, resulting in intelligent digitalisation of business processes. The digitally powered eB2B platform of your Company, UNNATI, has been rapidly scaled up during the year, covering nearly seven lakh outlets with a large number of retailers placing orders directly on the platform. UNNATI facilitates sharp and direct engagement with retailers, superior analytics, personalised recommendations of hyperlocal baskets based on consumer purchase insights, and deeper brand engagement. Your Company’s strategic collaboration with banks and Fintech partners caters to the digital payments and financing needs of customers and retailers. These solutions have been seamlessly integrated with the UNNATI platform to digitally empower and unlock business growth for your Company’s trade partners. In line with your Company’s credo of ‘Nation First: Sab Saath Badhein’, TM&D has partnered with Open Network for Digital Commerce (ONDC) to facilitate the digital transformation of small retailers. As a part of this industry-first initiative, your Company continues to assist traditional retailers to on-board the ONDC network, enabling them to have an omni-channel presence. This intervention is expected to enhance ecosystem competitiveness in the growing digital marketplace and enable such retailers to effectively cater to evolving consumer buying behaviour. Your Company’s Trade Marketing & Distribution highway has transformed into a smart omni-channel network. ‘ITC e-Store’, your Company’s exclusive D2C platform, continues to receive excellent consumer response. Powered by state-of-the-art digital technology and robust fulfilment infrastructure, the platform offers consumers on-demand access to a wide range of your Company’s FMCG products across 45+ categories and over 800 products. Category-specific D2C platforms such as Classmateshop.com, Dermafique.com, Aashirvaadchakki.com, Fiama.in, etc., enable obtaining valuable consumer insights and augmenting franchise for your Company’s products. The scale and diversity of your Company’s distribution network remain pivotal in enhancing market presence, gaining valuable insights into consumer & trade behaviour, and facilitating the execution of product launches across geographies. In order to effectively leverage new routes-to-markets and meet the assortment needs of emerging channels, your Company executed over 100 new product launches across target markets, besides extending distribution reach of several existing products in the portfolio. Several interventions were undertaken by TM&D during the year to further improve operational effectiveness and productivity to strengthen competitive advantage in a structural manner. These include supply chain & network optimisation, smart buying including efficient freight procurement, and delayering of operations through direct shipments to customers. During the year, your Company continued to leverage the integrated planning and supply chain tool, powered by best-in-class algorithms for inventory optimisation and productivity enhancement to significantly improve supply chain agility and market servicing through enhanced forecast accuracy. The supply chain network was redesigned to enhance the premium portfolio availability both in existing and target markets across urban and rural landscapes. An IoT-based solution, which monitors stock movements on a real-time basis, was leveraged to further improve vehicle turnaround time and enhance customer service through data analytics. In line with your Company’s commitment to the ‘Triple Bottom Line’, TM&D continued to focus its efforts for the adoption of renewable sources in its operations. As part of your Company’s Sustainability 2.0 agenda, TM&D is rapidly expanding its Green Logistics efforts for mid-mile and last-mile deliveries in key cities across the country."
"Collaborations with multiple Original Equipment Manufacturers (OEMs) and fleet aggregators facilitated the adoption of Electrical Vehicles (EV) in TM&D operations. The number of EV trips increased by 2.7x over the previous year. TM&D’s distribution highway is a source of sustainable competitive advantage for your Company’s FMCG Businesses and is well-positioned to support the rapid scale-up of operations in the ensuing years, leveraging its best-in-class systems and processes, an agile and responsive supply chain, and a synergistic relationship with its channel partners. **SECTION: Hotels** The global Travel & Tourism industry, which had been severely impacted during the pandemic, has witnessed a strong rebound in the last two years. According to estimates of the World Travel and Tourism Council (WTTC), the Travel & Tourism sector is expected to contribute US$ 9.9 trillion to the global economy in 2023 (about 96% of pre-pandemic levels). The Indian Travel & Tourism sector also witnessed robust growth during the year, with domestic air travel exceeding 2019 (pre-pandemic) levels by 5%. The year also witnessed renewed focus on promoting in-bound travel with the Ministry of Tourism declaring 2023 as ‘Visit India Year’, hosting the G20 Presidency, and celebrations of ‘India@75 Azadi ka Amrit Mahotsav’. Foreign tourist arrivals improved over the previous year, while remaining below pre-pandemic levels (about 85% of 2019 levels), indicating significant headroom for growth. The Travel & Tourism sector plays a vital role in the Indian economy and holds immense potential for growth. The extensive tourism value chain spanning hotels, travel agents, airlines, tour operators, restaurants, tourist transporters, and guides results in a huge economic multiplier impact, ranking it amongst the highest across industries on this count. With growing per capita income, rapid urbanisation, increasing societal aspirations, and low room supply penetration levels, the sector is poised to witness a long runway of growth. The Government’s thrust on infrastructure and tourism, including the development of airports, upgradation of urban infrastructure, promotion of integrated tourist destinations, and world-class convention facilities, is also providing support to the sector’s accelerated growth trajectory. The Hotels Business delivered stellar performance driven by strong growth in RevPAR across customer segments (Retail, Contracted, MICE, etc.) as well as leveraging marquee events hosted in the country. The Business continued to focus on its strategy of offering a host of curated propositions across accommodation, dining, and banqueting services to augment revenues across properties. This included the introduction of special packages offering distinct value propositions and flexibility, targeting short getaways/staycations, revamped packages for the MICE & wedding segments, and extension of exclusive privileges to members of the Club ITC Loyalty programme. Timely renovations and refurbishments aided in leveraging high season opportunities across multiple locations and properties. The financial performance of the Business touched record highs - Segment Revenue for the year stood at ₹ 2989.50 crores while Segment EBITDA at ₹ 1049.88 crores exceeded the ₹ 1000 crore mark for the first time. Segment PBIT for the year stood at ₹ 753.77 crores, witnessing growth of approximately 39% over the previous year. Your Company’s Hotels Business continues to leverage its ‘asset-right’ strategy to be amongst the fastest growing hospitality chains in the country with over 130 properties and 12,000 rooms under distinctive brands – ‘ITC Hotels’ in the Luxury segment, ‘Mementos’ in the Luxury Lifestyle segment, ‘Welcomhotel’ in the Upscale segment, ‘Storii’ in the Boutique Premium segment, ‘Fortune’ in the Mid-market to Upscale segment, and ‘WelcomHeritage’ in the Leisure & Heritage segment. Over the years, your Company has expanded its footprint in the Luxury, Upper Upscale, and Mid-market to Upscale segments of the Indian hospitality industry. Your Company’s ‘asset-right’ strategy envisages a substantial part of incremental room additions, going forward, to accrue through management contracts. In the last 24 months, 25 hotels have been opened under the brand portfolio, out of which 24 are managed properties. All of these hotels have received excellent responses from guests within a short span of time. Continuing with the pursuit of its ‘asset-right’ strategy, the Business had recently launched two new brands - ‘Mementos’ in the Luxury Lifestyle segment and ‘Storii’ in the Boutique Premium segment. ‘Storii by ITC Hotels’ is positioned as a collection of handpicked properties offering unique bespoke experience-led stays and co-exists in harmony with the environment and the local community. ‘Mementos by ITC Hotels’ brings together a collection of unique hotels across varied destinations ranging from modern marvels, hidden retreats to historic treasures, leaving guests with experiences & memories which become prized mementos long after their visit."
"Currently, the Business manages seven hotels under these brands. The Welcomhotel brand now consists of 25 hotels and over 2,700 keys and is well positioned to scale up rapidly on the back of a strong pipeline of management contracts. The ‘Fortune’ brand continues to maintain its pre-eminent position in the Mid-market to Upscale segment, with a positioning of ‘First-class, full-service hotels – an affordable alternative’, comprising 51 operating properties and over 3,800 rooms. The ‘WelcomHeritage’ brand continues to create best-in-class authentic experiences with an operational inventory of 38 hotels comprising over 1,000 rooms. The Business is witnessing growing interest amongst property owners to partner with its iconic brands, resulting in healthy generation of leads and pipeline of management contracts. The Business is confident of rapidly scaling up revenues through this route going forward. Your Company’s first international property, ITC Ratnadipa, opened in April 2024 in Colombo, Sri Lanka. A jewel in the Colombo skyline that promises to enrich the tourism and hospitality landscape of Sri Lanka, the luxury hotel is poised to create the ultimate luxury hospitality experience for discerning business and leisure travellers. The hotel is meticulously designed to showcase the beauty and rich culture of Sri Lanka, seamlessly blending contemporary elegance with timeless charm. With 352 luxurious guest rooms, suites, and service apartments, each adorned with private balconies offering breathtaking ocean views, this landmark property has already become an iconic feature of the Colombo skyline. Complementing its exquisite accommodations, the hotel also offers nine signature dining destinations that offer a repertoire of local, national, and global cuisine, including marquee offerings from your Company’s award-winning culinary brands. Further, your Company’s first hotel, Welcomhotel Chennai, was re-opened during the year after an extensive renovation in a whole new avatar. The iconic legacy hotel, with 90 well-appointed rooms, grander banquets, and signature dining experiences, is an embodiment of contemporary design and smart facilities. The property is certified as a LEED Platinum® and LEED® Zero Carbon hotel. ``` ``` **SECTION: Business Overview** The Business has the highest number of hotels in the world to have been awarded the LEED Platinum® Certification by USGBC, with 23 of its hotels achieving this feat. Furthering your Company’s Responsible Luxury ethos, 12 of its iconic hotels have received LEED® Zero Carbon Certification, the first in the world to achieve this feat. The first 4 Hotels in the World to be LEED® Zero Water Certified are from your Company. **SECTION: Report of the Board of Directors** The Business continues to evaluate avenues to further enhance the share of renewable energy in its portfolio, increase the number of LEED® Zero Carbon Certifications, and reduce carbon emission levels. ITC Hotels was recognised as the best Luxury Hotel Chain for the 5th consecutive year at ‘Travel + Leisure India’s Best Awards 2023’. Leveraging its expertise and experience in the domain of sleep, the Business launched its signature ‘Sleeep’ Boutiques across the country, offering a wide range of premium home bedding products with both online and offline retail options. These boutiques, present across seven ITC Hotels, have received encouraging responses, and plans are on the anvil to scale up operations going forward. The world-class ambience of your Company’s luxury hotels continues to be leveraged for gourmet luxury chocolates under the ‘Fabelle’ brand with exclusive boutiques across nine ITC Hotels and kiosks at four Welcomhotels. Digital investments continue to enhance guest experience, facilitate guest acquisition, augment revenue generation, and drive operational efficiency. During the year, the Business promoted its full stack ITC Hotels App for Food Delivery, Room & Table Reservations, Room automation and entertainment control module, Loyalty Benefits, and exclusive offers, achieving a milestone of 5 lakh downloads. Bookings on the brand website, itchotels.com, witnessed significant traction during the year. The Business has fully digitised its loyalty programmes, ‘Club ITC’ and ‘Club ITC Culinaire’, across enrolment, redemption, and other key program essentials to ensure a seamless guest experience. ITC Hotels is recognised for its award-winning culinary excellence, with illustrious brands, dishes, and concepts revolving around indigenous ingredients and signature dining experiences. From bringing alive local flavours, cultures, and age-old traditions to gourmet contemporary cuisine, the Business has been at the forefront of presenting gastronomical delights to food connoisseurs for decades. ITC Hotels was honoured to have exclusively curated and served from the best of India’s culinary heritage at the prestigious G20 summit held in New Delhi. ITC Maurya also had the honour of hosting the President of the United States of America and the entire US delegation to the Summit."
"The Business continues to enhance its award-winning repertoire of culinary brands. In alignment with the Government’s initiative of promoting millets and in keeping with its ethos of producing sustainable cuisine, the Business has created a range of millet-based gourmet cuisine across its signature restaurants. Further, it is also promoting easy-to-try recipes with millets depicted through short videos to encourage individuals to experiment with the taste and texture of millets. **SECTION: Paperboards, Paper and Packaging** After achieving record highs in the previous year, global pulp prices witnessed a steep decline in the first half of the year due to subdued Chinese demand, recessionary conditions in Europe, and progressive normalisation in global supply chain operations. Domestic demand for paperboard, largely derived from end-user demand for consumer goods, pharma, and Quick Service Restaurants, remained subdued during the year, leading to lower customer offtakes. The domestic market also witnessed excess supply due to higher net imports, including from China, leading to subdued realisations. The year also witnessed an unprecedented surge in domestic wood costs due to increased demand from competing wood-based industries. The cumulative impact of subdued realisations, excess supply in domestic markets, and sharp surge in wood costs exerted pressure on margins during the year, which was partially mitigated by leveraging structural advantages of the integrated business model, strong end-user engagements, and digital interventions. Despite the headwinds, the Business further strengthened its leadership position in the Value-Added Paperboard (VAP) segment through focused innovations, development of customised solutions for end-use industries, and superior end-user engagements. The Business also consolidated its leadership position in eco-labelled products and premium recycled paperboards segments. During the year, the Business delivered robust performance in the Specialty Papers segment. The Business successfully completed its capacity augmentation project, increasing Décor paper production capacity by 20,000 tonnes per annum. The domestic industry remained under pressure due to cheap supplies from China. The recent introduction of Anti-dumping duty on Décor paper has partially provided a level playing field for the domestic industry, which is critical towards fostering domestic value chains and enabling import substitution. The paperboards and packaging industry is poised for transformative change in the medium term. Customers are increasingly seeking solutions that are biodegradable and substitute single-use plastic. The Paperboards & Specialty Papers Business further strengthened its leadership position in the Value-Added Paperboard (VAP) segment through focused innovations, development of customised solutions for end-use industries, and superior end-user engagements. The Business has adopted a multi-tiered strategy to build solutions that will replace single-use plastics and meet emergent consumer needs. Within the sustainable products portfolio, Platform 1 comprises a range of recyclable, compostable, and barrier-coated boards. This range includes the ‘Filo’ series - ‘FiloBev’ (for cups), ‘FiloServe’ (for QSR, bakeries, food retail), and ‘FiloPack’ (packaging for sweets and deep freeze applications) and is witnessing strong growth momentum in both domestic and international markets. The Filo series has been certified compostable by the Central Institute of Petrochemicals Engineering & Technology (CIPET), and the manufacturing unit at Bollaram has been registered with the Central Pollution Control Board (CPCB). During the year, Flustix (Less Plastic) certification was also received for FiloPack. The Business is stepping up investments, including setting up a state-of-the-art coater, in this fast-evolving space which holds immense growth potential, supported by the R&D capabilities of your Company’s Life Sciences & Technology Centre, and through external collaborations with global specialists. Platform 2 comprises a range of first-to-market Fusion boards that are fully recyclable and replace plastic ‘foam’ board. End-use applications include indoor display solutions involving replacement of plastic signboards and shelves. Platform 3 offers futuristic packaging solutions comprising premium Moulded Fibre Products (MFP) made from renewable natural fibres such as wood, bamboo, bagasse, waste paper, etc. In order to cater to this rapidly growing segment, your Company’s wholly-owned subsidiary, ITC Fibre Innovations Limited (IFIL), forayed into the fast-growing MFP space with the commissioning of a state-of-the-art MFP manufacturing facility in Badiyakhedi, Madhya Pradesh in March 2024. IFIL will leverage the expertise of the Business in the fibre value chain, manufacturing excellence, and strong sustainability credentials to rapidly scale up business going forward. Over the years, the Business has continued to lay thrust on structural interventions to provide sustainable competitive advantage across the value chain and to enhance the margin profile of its portfolio. Such interventions include developing high-yielding and disease-resistant clonal saplings, augmenting value-added paperboard and in-house chemical & mechanical pulp manufacturing capacities, enhancing energy efficiency, continuous improvement through product & process innovation, and digital interventions including Industry 4.0."
"These interventions have led to significant structural cost savings and enhanced productivity across all key operating nodes of the Business. During the year, production of Bleached Chemical Thermo Mechanical Pulp (BCTMP) was ramped up subsequent to the recently concluded pulp capacity augmentation project. Further, record high production of in-house chemical pulp was achieved leveraging recent capacity expansion and Industry 4.0 initiatives. The Business continues to procure wood, a key raw material, from sustainable sources. Research on clonal development has resulted in the introduction of high-yielding and disease-resistant clones that are adaptable to a wide variety of agro-climatic conditions. This has not only aided in increasing farmer incomes but has also enabled greater consistency in farmer earnings. Your Company’s wholly-owned subsidiary, ITC Fibre Innovations Limited (IFIL), forayed into the fast-growing Moulded Fibre Products (MFP) space with the commissioning of a state-of-the-art MFP manufacturing facility in Badiyakhedi, Madhya Pradesh. Your Company has the distinction of being the first in India to have obtained the Forest Stewardship Council-Forest Management (FSC®-FM) certification, which confirms compliance with the highest international benchmarks of plantation management across the dimensions of environmental responsibility, social benefit, and economic viability. Till date, your Company has received FSC®-FM certification for over 1.49 lakh acres of plantations involving over 25,000 farmers. During the year, nearly 4.85 lakh tonnes of FSC®-certified wood was procured from these certified plantations. Your Company sustained its position as the leading supplier of FSC®-certified paper and paperboards in India. Your Company’s Paperboards & Specialty Papers Business is a pioneer in the adoption of Digital technologies. In recent years, the Business has embarked upon a comprehensive Digital Transformation Programme across the vectors of manufacturing, supply chain, and support services to achieve operational excellence, enable decarbonisation of operations, drive improvement in profitability, and improve safety across the value chain. The multi-dimensional digital interventions encompass Industrial IoT for Smart Operations, Integrated Data Platform, AI/ML algorithms for optimisation in the manufacturing process, AI/ML based image analytics, IoT based crop monitoring & advisory, and computer vision-based solutions to improve workforce safety. The Business continues to collaborate with partners from the start-up ecosystem, as well as established solution providers, in building scalable solutions that are custom-fit to business requirements. The Business has been practising the principles of Total Productive Maintenance (TPM), Lean, and Six Sigma for over a decade and continues to reap substantial benefits through its Business Excellence initiatives. All manufacturing units of the Business continue to recycle nearly 100% of the solid waste generated during operations by converting the same into lime, fly ash bricks, cement, grey boards, egg trays, etc. In addition, the Business recycled around 1.1 lakh tonnes of waste paper during the year, thereby sustaining a positive solid waste recycling footprint. In line with the objective of enhancing the share of renewable energy in its operations, the Business has implemented several initiatives including investments in a green boiler, high-efficiency circulating fluidised bed boiler, solar & wind energy, and increased usage of bio-fuel. The recently commissioned state-of-the-art and future-ready High Pressure Recovery Boiler at the Bhadrachalam mill is progressively enhancing energy efficiency and reducing the carbon footprint of the unit’s operations by significantly lowering coal consumption by approximately 25%. These investments are a testament to your Company’s commitment towards embedding sustainability in its operations and supporting the ‘Make in India’ initiative. With these initiatives, renewable sources presently account for more than 50% of total energy consumed at the four manufacturing units of the Business. The Business continues to strengthen its safety management processes, adopt globally recognised best practices, and ensure that facilities are designed, constructed, operated, and maintained in an inherently safe manner. The manufacturing facilities at Bhadrachalam, Kovai, Tribeni, and Bollaram continue to receive industry recognition for their green credentials and safety standards in line with the focus on sustainable business practices. The Bhadrachalam unit is the first pulp & paper plant and the second in the country overall to be rated ‘GreenCo Platinum+’ by CII, as part of the Green Company rating system. The Kovai unit has also been rated GreenCo Platinum+ by CII. The unit is the first site in India and the first paper mill in the world to achieve the highest platinum rating under the ‘Alliance for Water Stewardship Standards’. The Business was also recognised as the Asia-Pacific winner of the Special Award for Sustainability at the IDC Future Enterprise Awards 2023 for exemplary digital business models."
"With structural drivers of demand in the Indian economy remaining strong over the medium term, paperboards demand is expected to remain firm despite near-term industry headwinds. Going forward, end-user segments such as Pharmaceuticals, Apparels, QSR, FMCG, consumer durables, and e-Commerce are projected to register strong growth. Writing & Printing paper demand is also expected to remain firm on the back of demand from the publishing and notebooks industries driven by the Government’s thrust on primary and secondary education. While cheap imports from China and ASEAN countries remain a potential threat in the short run, the Business remains confident of leveraging its competitive strengths to mitigate the impact thereof. Representations continue to be made at appropriate forums for suitable measures to safeguard domestic industry. The integrated nature of your Company’s business model - comprising access to high-quality, cost-competitive, and renewable fibre supply chain, in-house pulp manufacturing capability, imported pulp substitution, world-class product quality, state-of-the-art manufacturing facilities, increasing usage of data analytics, and Industry 4.0 technologies along with robust forward linkages with the Education and Stationery Products Business and the Packaging and Printing Business - is a key source of competitive advantage for your Company’s Paperboards & Specialty Papers Business. Your Company is confident of further consolidating its leadership position in the Indian Paper and Paperboards industry leveraging recent investments in innovation platforms anchored on the development of sustainable products and cutting-edge digital technologies to set new benchmarks in customer satisfaction, operational excellence, and sustainability. **SECTION: Packaging and Printing** Your Company’s Packaging and Printing Business is a leading provider of superior, differentiated, and innovative packaging solutions catering to a variety of functional and aesthetic requirements. The Business derives competitive advantage by leveraging world-class manufacturing infrastructure, including in-house cylinder making and blown film manufacturing lines, and a comprehensive capability-set spanning multiple technology platforms for high-end applications both for cartons and flexible packaging. The recent capacity addition at Nadiad, Gujarat, with state-of-the-art equipment to cater to markets in the Western region, has further augmented the Business’ capabilities in Cartons packaging. Capacity utilisation at the facility was progressively ramped up during the year. The Business caters to the packaging requirements of leading players across several industry segments, including Food & Beverage, Personal Care, Home Care, Footwear, Consumer Electronics & Electricals, QSR, Pharma, Liquor, and Tobacco. The Business also provides strategic support to your Company’s FMCG Businesses and Cigarettes Business by facilitating faster turnaround for new launches, innovative packaging solutions, design changes, ensuring security of supplies, and delivering benchmarked international quality at competitive cost. During the year under review, the packaging and printing industry witnessed several headwinds. Subdued demand in certain key end-user industry segments, progressive de-cartonisation in the liquor industry, and volatility in input costs rendered the operating environment extremely challenging. The Business continued to aggressively pursue new business development opportunities across segments and acquired several key accounts during the year which have significant potential to scale up going forward. ``` ``` **SECTION: Sustainable Packaging** Recognising the growing need for sustainable packaging, the Business continued to craft innovative packaging solutions leveraging its deep understanding of end-user needs and the capabilities of your Company’s Life Sciences and Technology Centre. During the year, the flagship ‘InnovPack’ campaign was further scaled up. Collaborations with several end-use customers aided accelerated adoption of sustainable packaging and plastic substitution solutions. A pipeline of products developed through proprietary solutions such as ‘Bioseal’ (compostable coating to replace plastics), ‘Oxyblock’ (recyclable coating solution to enhance barrier properties in packaging), and ‘Germ free coating’ (solution for microbial free packaging surface addressing consumer consciousness towards hygiene and safety) have been introduced, with increasing adoption levels across end-use segments. The Business continues to focus on developing/scaling up several innovative solutions towards ‘Reducing, Reusing and Recycling’ of plastics; these are under various stages of commercialisation. The recent capacity addition at Nadiad, Gujarat, with state-of-the-art equipment to cater to markets in the Western region, has further augmented the Business’ capabilities in Cartons packaging. Capacity utilisation at the facility was progressively ramped up during the year. **SECTION: Report of the Board of Directors** The Business continues to be acknowledged as a ‘first choice packaging partner’ by several reputed FMCG companies in the country for providing superior and cost-effective packaging solutions incorporating superior structural design, print embellishments, enhanced security features, and design-for-recyclability. The Business augmented cigarette packaging capacity by adding a gravure line in Nadiad. The Business has also invested in a custom-built line which will help expand offerings for sustainable packaging structures using barrier coatings."
"The Business continues to deploy several operational excellence tools along with focused interventions in the areas of efficiency improvement, waste reduction, quality improvement, and employee skill building. All four units of the Business are certified as per the Integrated Management System, consisting of ISO 9001:2015, ISO 14001:2015, and ISO 45001:2018. Cartons Packaging lines at Tiruvottiyur and Haridwar units received the ‘Grade A’ and the Nadiad unit received Grade AA - Brand Reputation Compliance Global Standards (BRCGS) certification, for achieving global standards in packaging materials - a key enabler for supplies to the packaged foods industry. During the year, the Business won the prestigious WorldStar awards in several categories of pack premiumisation, structural innovation & sustainability. The Business also won several national level awards such as the IFCA Star awards and SIES SOP Star Awards for excellence in Packaging. The Business was also awarded the Innovative Printer of the year 2023 & Packaging Convertor of the Year 2023 (Foods & Beverages) awards by PrintWeek. Notwithstanding the recent headwinds in the sector, the Indian packaging industry is poised for significant growth considering the low per capita packaging consumption of approximately 10 kgs per annum as against per capita consumption of 60 to 100 kgs per annum in Advanced Economies. Demand for consumer linked packaging in India is expected to be further benefited by rising affluence, favourable demographics, and growing share of Modern Trade and e-Commerce. Additionally, increasing consumer awareness coupled with higher regulatory focus on plastic packaging is set to catalyse growth in sustainable packaging encompassing recyclable and circular solutions. With world-class technology across a diverse range of platforms, leadership in sustainable packaging solutions, and best-in-class quality management systems, the Packaging and Printing Business has established itself as a one-stop packaging solutions provider to several industry segments viz. Food & Beverage, Personal Care, Home Care, QSR, Footwear, Consumer Electronics, Pharma, and Tobacco. With focused investments in skill development and a distributed manufacturing footprint, the Business is well positioned to grow its marquee customer base while continuing to service the requirements of your Company’s FMCG Businesses. **SECTION: AGRI BUSINESS** **SECTION: Leaf Tobacco** Global demand for leaf tobacco surpassed supply during the year, in view of international manufacturers rebuilding inventory levels which had reduced due to pandemic-led disruptions and adverse weather events. Despite growth in Indian Flue Cured Virginia (FCV) tobacco crop production during the year, the surge in global demand caused heightened competitive intensity amongst leaf exporters resulting in sharp rise in FCV procurement prices for the second consecutive year. The Business continued to leverage its crop development expertise, superior product quality, world-class processing facilities, and strong sustainability credentials to strengthen its position as a reliable supply chain partner for global customers. During the year, the Business also increased its share of business with international buyers of Indian Burley tobacco by growing the crop size through geographic expansion leveraging its sustainable tobacco programme. Deeper farmer & customer engagement, operational agility, and supply chain efficiency enabled the Business to deliver enhanced value to its customers and consolidate its pre-eminent position as the largest Indian exporter of unmanufactured tobacco. The Business continues to make focused investments across the tobacco value chain anchored on the key vectors of Quality, Consistency, Compliance, Climate risk mitigation, and Sustainability. Crop and region-specific agronomic practices continue to be deployed to cater to emerging customer requirements. The Business continues to set benchmarks in leaf threshing operations through focused initiatives and innovative technological & digital solutions. Investments continue to be made in your Company’s Green Leaf Threshing plants (GLT) at Anaparti, Chirala, and Mysuru towards delivering world-class quality and upgrading processing technology. Strategic cost management across the value chain continues to be a key focus area for the Business. Utilisation of the AI/ML powered real-time price discovery system continues to be scaled up facilitating efficient leaf tobacco buying across auction platforms. Several initiatives implemented across the value chain in recent years have led to improved operating efficiencies in areas of leaf procurement, capacity utilisation, and supply chain. Synergistic R&D initiatives with focus on varietal development, climate smart farming techniques, farm level digital interventions, and usage of water efficient technologies are being scaled up towards enhancing productivity & product quality, reducing cultivation costs, and strengthening resilience of the value chain in order to increase crop security and enhance farmer incomes. The Business enabled farmers to successfully implement integrated energy management initiatives spanning energy conservation, increasing alternative fuel usage, and energy plantations, towards achieving fuel self-sufficiency in the curing process of FCV tobacco."
"During the year, the Business also developed a comprehensive decarbonisation strategy covering Farms, GLTs & Supply Chain operations. The electrical energy needs of all three GLTs are substantially met from renewable sources in line with your Company’s philosophy of adopting a low-carbon growth path. In addition to these initiatives, your Company is taking up integrated watershed management programmes to ensure availability of water for irrigation during critical phases of the crop cycle. The Leaf Tobacco Business continued to leverage its crop development expertise, superior product quality, world-class processing facilities, and strong sustainability credentials to strengthen its position as a reliable supply chain partner for global customers. **SECTION: Other Agri Commodities** Geopolitical tensions and climate emergencies have led to significant concerns over food security and food inflation globally as well as in India. To ensure India remains food secure, the Government has had to impose trade restrictions on agri commodities; consequently limiting business opportunities for your Company’s Agri Business during the year. As reported in earlier years, the scope and scale of operations of your Company’s Agri Business have grown manifold over the years and currently encompasses nearly 3 million tonnes of annual volume throughput in 22 states and over 20 agri-value chains. The strategic focus of the Business in recent years has been to accelerate growth by rapidly developing and scaling up Value-Added Agri Products (VAAP), straddling multiple value chains comprising Spices, Coffee, Frozen Marine Products, and Processed Fruits amongst others. Amidst the extremely challenging operating environment as aforestated, your Company leveraged its strong farm linkages, extensive sourcing expertise enabling traceable, attribute-based, and identity-preserved sourcing of agri-commodities, multi-modal logistics capability, agile supply chain operations, deep customer relationships, and focus on scale-up of the VAAP portfolio to sustain business operations during the year. **SECTION: Spices** Your Company is a leading player in spices such as Chilli, Turmeric, Coriander, and Cumin. In line with its strategy of enhancing value addition and ‘producing the buy’, the Business has, in recent years, scaled up its presence in ‘food safe’ markets viz. USA, EU, and Japan, leveraging its key strengths such as identity-preserved sourcing expertise, strong backward integration, custody of supply chain, and customer-focused strategies. During the year, the Business consolidated its position as a preferred supplier in ‘food safe’ markets (private labels, steam sterilised, organic products etc.) leveraging deep customer relationships, portfolio augmentation, and agile execution. The Business scaled up its Organic and Integrated Crop Management (ICM) programmes, thereby enhancing its ability to produce ‘food safe’ spices in a sustainable manner. The Business continues to partner with various State Governments for production of ‘food safe’ spices and has maintained an unblemished track record over the years in terms of compliance with stringent food safety parameters. The Business continues to pursue sustainable farm management practices anchored on Rainforest Alliance and Global GAP accreditation. Capacity utilisation of the state-of-the-art Spices processing facility in Andhra Pradesh has been ramped up to enable your Company to expand its customer base in food safe export markets, besides promoting inclusive spices value chains benefiting thousands of Indian farmers. **SECTION: Coffee** During the year, Coffee prices witnessed sharp increase in the international markets primarily due to lower crop output in Vietnam. The tightness in supply, in anticipation of further price increases, resulted in lower export volumes of Indian Coffee. Notwithstanding these challenges, the Business registered strong growth in exports leveraging its strategic presence in key coffee producing regions of India, deep understanding of estate and region-specific varieties, and focus on premium grades of Arabica, Certified Coffees, Specialty, and Monsooned Coffee. **SECTION: Frozen Marine Products** Your Company is one of the leading exporters of value-added frozen marine products from India with expertise in processing individually quick-frozen (IQF), raw, and cooked products, adhering to the highest standards of safety and hygiene prevalent in developed markets such as the US, EU, and Japan. During the year, your Company has emerged as one of the top 3 exporters of frozen shrimps from India to the EU market by expanding its footprint in sustainably sourced shrimps leveraging the Aquaculture Stewardship Council (ASC) programme. The Business also provides sourcing support to the ‘ITC Master Chef’ range of ‘Super Safe’ frozen prawns in the domestic market and supplies high-quality shrimps to your Company’s Hotels Business. In the Processed Fruits & Vegetables segment, the Business continues to expand its footprint in the fruit pulp and tomato paste categories through a robust network comprising a large number of small and marginal farmers in four states."
"The Business continues to focus on its strategy of moving up the value chain by scaling up its customised crop development and cultivation programme in Madhya Pradesh to further enhance its expertise in Medicinal and Aromatic Plant Extracts (MAPE). Collaborations with farmers are being strengthened with the Business providing necessary inputs, advisory, on-field support, and enabling farmers to ‘produce the buy’. The Business remains focused on expanding its scope of operations across identified agri-commodities, including both fresh and processed products. The Business is also scaling up end-to-end presence across the value chain, supported by the R&D capabilities of your Company’s Life Sciences and Technology Centre, ITCMAARS network, and external collaborations. Towards enhancing the competitiveness of domestic agri-value chains, strengthening market linkages, and building traceable & climate smart value chains, your Company has successfully scaled up ITCMAARS – a crop-agnostic full stack AgriTech digital platform, together with a physical ecosystem, across ten states. The ITCMAARS ‘Phygital’ platform now spans more than 1,650 Farmer Producer Organisations (FPOs) encompassing more than 1.5 million connected farmers and several industry partners including agri input manufacturers, banks, financial institutions, and agri-tech startups. By synergistically integrating NextGen agri technologies, ITCMAARS is developing a robust ecosystem to seamlessly deliver hyperlocal and personalised solutions to the Indian farming community leveraging world-class digital tools (including IoT) to develop new and scalable revenue streams, strengthen sourcing efficiencies, and power your Company’s world-class Indian brands. The ITCMAARS platform provides hyperlocal e-market services for agri inputs and farm outputs, enables access to credit, and provides a wide range of predictive and prescriptive advisory services covering weather forecasts, agronomy, best practices for improved productivity, quality assurance, etc. The integration of these packages of practices enables the agri ecosystem to make a transformational shift towards superior value creation for all stakeholders. The ecosystem also provides access to sustainable Agri-inputs such as biologicals and nano-nutrients to farmers. New age functionalities such as ‘KrishiMitra’ – the world’s first Gen AI based voice chatbot for farmers, enables innovative user-interface in vernacular languages deploying voice to text technology, thereby easing the adoption of digital technology by farming communities. Your Company leveraged its strong farm linkages, extensive sourcing expertise enabling traceable, attribute-based, and identity-preserved sourcing of agri commodities, multi-modal logistics capability, agile supply chain operations, deep customer relationships, and focus on scale-up of the Value-Added Agri Products (VAAP) portfolio to sustain business operations during the year. Over the years, your Company has invested significantly in building competitively superior agri-commodity sourcing expertise comprising multiple business models, wide geographical spread, and customised infrastructure. Your Company is rapidly building expertise in data-science led decision support systems to deepen its sourcing capability. These include development of AI/ML models that dynamically respond to evolving conditions across multiple sourcing dimensions and aid in optimal sourcing decisions. These capabilities and infrastructure have created structural advantages by facilitating competitive sourcing of agri commodities for your Company’s Branded Packaged Foods Businesses. The Business continues to leverage its strong farm linkages and wide sourcing network across geographies to secure supplies of critical grades of wheat of benchmark quality towards meeting the growing requirements of ‘Aashirvaad’ atta. During the year, the Business further scaled up its strategic sourcing and supply chain interventions. These include focused crop development towards securing the right varieties for ‘Aashirvaad’ atta to provide consumers best-in-class product quality and experience, use of multi-modal transportation, cost optimisation through geographical and varietal arbitrage as also enabling supply of attribute-based/identity preserved grades. Similarly, such capabilities are also being leveraged to source high-quality fruit pulp and frozen vegetables for your Company’s ‘B Natural’ and ‘Farmland’ brands. Milk procurement network in Bihar and West Bengal was strengthened towards meeting the growing requirements of your Company’s Fresh Dairy portfolio under the ‘Aashirvaad Svasti’ brand, and in Punjab for ‘Sunfeast’ Dairy Beverages. The network was expanded during the year to support the launch of the fresh dairy portfolio in Jharkhand. The Business continues to empower farmers by providing infrastructure such as automated milk collection units, milk chillers, and imparting best animal husbandry practices to improve operational efficiency, maintain high quality of milk, while ensuring traceability. ``` ``` **SECTION: Business Overview** The Business continues to scale up sourcing of spices to meet the growing requirements of Sunrise and Aashirvaad brands. In recognition of the various initiatives undertaken by the Business to enable an agile, resilient, and responsive sourcing and supply chain, your Company was recognised for its excellence under the Food, Perishables, Beverages & FMCG category at the CII SCALE Awards, 2023."
"Your Company also secured first position in FICCI Sustainable Agriculture Awards 2023 for its programmes in Natural Resource Management and Climate Resilient Agriculture. The Business continues to collaborate with reputed research organisations such as the Indian Agricultural Research Institute, Indian Institute of Wheat & Barley Research, Indian Institute of Rice Research, Indian Institute of Soybean Research, Indian Institute of Vegetable Research, Punjab Agricultural University, and Agharkar Research Institute towards building an efficient and cost-competitive agri-value chain. During the year, the Business further scaled up its crop development programmes and introduced location-specific, new and superior seed varieties along with appropriate packages of practices in Rajasthan, Uttar Pradesh, Bihar, West Bengal, Punjab, Madhya Pradesh, and Maharashtra. Sharp focus on deepening capabilities in proprietary crop intelligence, scaling up the sourcing & delivery network, and developing customised blends will support your Company’s Branded Packaged Foods Businesses in the years to come. Your Company remains committed to supporting the Government’s efforts to promote millets given their immense benefits in terms of nutritional properties and attributes as a planet-friendly and climate-resilient crop. Your Company has extended the ITCMAARS ecosystem to promote FPOs engaged in millets farming and has also partnered with the Indian Institute of Millets Research (IIMR), Hyderabad to promote high-yielding varieties and advanced packages of practices among millet farmers. Recognising that the agriculture sector faces colossal challenges of ensuring food security, addressing climate change, and enhancing productivity & farm incomes, your Company has pioneered several interventions to strengthen the competitiveness and build resilience of agri-value chains. A comprehensive Climate Smart Agriculture programme has been launched across 19 states to enable a transformation journey from Low Yield Low Resilient areas to High Yield and High Resilient villages through a package of agronomy practices, climate-resilient varieties, precision farming, water management, and appropriate mechanisation. Powering NextGen Agriculture, your Company has accelerated digital adoption in agriculture enabling farmers to benefit from its advanced solutions. Regenerative agri-practices, farm mechanisation, and adoption of climate-smart agriculture are bolstered by the efficient aggregation of farmers to future-ready FPOs. Your Company’s focus on exports has led to strategic investments in world-class facilities that help link farmers to global markets. The wide range of interventions of your Company in empowering farmers through climate-resilient agriculture, natural resource augmentation, development of competitive agri-value chains, focus on VAAP, leveraging advanced digital technology, and strong market linkages reflect your Company’s commitment to catalyse a transformational shift of the agri-ecosystem from the conventional production-centric to demand-responsive value chains, while also serving national priorities. **SECTION: Notes on Subsidiaries** The following may be read in conjunction with the Consolidated Financial Statements of your Company prepared in accordance with Indian Accounting Standard 110. Shareholders desirous of obtaining the Report and Accounts of your Company’s subsidiaries may obtain the same upon request. Further, the Report and Accounts of the subsidiary companies are also available under the ‘Investor Relations’ section of your Company’s website, www.itcportal.com, in a downloadable format. Your Company’s Policy for determination of a material subsidiary, as adopted by your Board, in conformity with Regulation 16 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015, can be accessed on your Company’s corporate website at https://www.itcportal.com/material-subsidiary-policy. Presently, your Company does not have any material subsidiary. **SECTION: Surya Nepal Private Limited** The Nepalese economy witnessed a slowdown in GDP growth to 1.9% during the fiscal year ended July 2023 as against the 5.6% growth in the previous year. The operating environment remained challenging with high inflation, low credit growth, and high interest rates leading to subdued economic activity reflecting in muted performance across sectors. The Central Bank’s intervention through the new Monetary Policy, aimed at fostering economic growth, aided in progressive moderation of interest rates during the current fiscal year. Consumer price inflation eased to 4.8% in mid-March 2024 vs. 7.4% in mid-July 2023, largely on account of moderation in commodity prices. Remittance inflows continue to be robust, growing at 18.8% during the period from July 2023 to March 2024 over the previous year. The tourism sector also continues to strengthen with tourist arrivals recovering to pre-COVID levels. While the economy is on the path of gradual recovery from the macroeconomic stress witnessed since 2022, overall economic activity remains subdued and domestic demand, especially in the FMCG sector, remains weak. Private investment remained muted as evidenced by lower imports of capital and intermediate goods. Public consumption and investments also contracted, on the back of lower revenue collections."
"Measures towards encouraging domestic and foreign investments, incentivising the manufacturing sector to enable import substitution and job creation, supporting the hospitality sector with its large economic multiplier effect, on-ground implementation of reforms, and promulgation of industry-friendly policies remain the key imperatives for sustained revival of the economy. The legal cigarette industry provides livelihoods to over five lakh individuals involved in tobacco cultivation, manufacturing & trade and makes a significant contribution to the revenue collection of the Government of Nepal. Despite its far-reaching economic impact, the legal cigarette industry continues to face significant challenges from an increasingly punitive and discriminatory taxation and regulatory regime. The company continues to engage with policymakers for equitable, non-discriminatory, pragmatic, evidence-based regulations and taxation policies that balance the economic imperatives of the country and tobacco control objectives. Amidst a challenging economic environment as aforestated, the company reinforced its market standing in the Cigarettes business by leveraging its robust portfolio, superior product quality, and wide distribution network. Differentiated and innovative offerings under ‘Striker’ and ‘Surya’ brands were launched during the year, further fortifying the portfolio. The company’s manufacturing systems continue to set new benchmarks in responsiveness, quality, and productivity. Various initiatives such as installation of state-of-the-art technologies and process automation were implemented during the year, which further strengthened the manufacturing capability of the company. Relentless focus on developing world-class products anchored on innovation and benchmarked against international quality standards remains a key source of sustainable competitive advantage for the company. During the year, the company continued to strengthen its market standing in the Agarbatti business, leveraging its differentiated product portfolio, sharply focused marketing investments, and best-in-class product availability across target markets. New ‘Marigold’ offering introduced during the year strengthened its presence in the premium segment. During the year, the company forayed into the Biscuits category with the launch of premium biscuits under the trademark ‘Sunfeast Dark Fantasy Choco Fills’ licensed from your Company. A state-of-the-art biscuits manufacturing line has been commissioned at the company’s facility near Biratnagar in eastern Nepal with commercial production commencing in August 2023. The brand has received encouraging consumer response. In the Confectionery business, the company further augmented its portfolio through new launches such as ‘Toffichoo Eclairs’ and ‘Toffichoo Cola Fun’ and continues to make focused investments towards strengthening its market standing. During the year, Surya Nepal Ventures Private Limited, a wholly-owned subsidiary of the company, was incorporated to carry out manufacturing and distribution of FMCG products, commencing with Agarbattis. The company commenced operations in March 2024. The company continues to make multi-dimensional contributions towards building the societal and economic capital of Nepal. In line with the applicable regulations and CSR policy, the company carried out initiatives under four distinct CSR Platforms, namely, Surya Nepal Asha, Surya Nepal Prakriti, Surya Nepal Adharshila, and Surya Nepal Gatha during the year. Key interventions include: - Providing assistance to farmers in areas proximal to the company’s operations. - Creation of agri-infrastructure such as vermicompost pits, harvesting sheds, etc. - Providing training to improve productivity and enhance income generation for farmers through animal husbandry. - Improvement in the quality of education in public schools in the vicinity of the company’s operating locations. - Development of public infrastructure in the catchment areas of operating locations. - Assistance in various environment preservation measures like urban plantation and preservation of biodiversity. **SECTION: Report of the Board of Directors** - Support in organising the largest Nepali literature festival and assistance in promotion and revival of the local Nepali folk musical instrument – ‘Sarangi’ through various training programs and workshops. - Supported the Nepal Army in its ‘Safa Himal Abhiyan’ initiative aimed at minimising the impact of environmental pollution by collecting degradable and non-degradable wastes strewn in the Himalayas. During the year, the company recorded Revenue from Operations of NRs. 4979 crores (previous year NRs. 4953 crores) and Net Profit of NRs. 1118 crores (previous year NRs. 1088 crores). The company declared a dividend of NRs. 563 per equity share of NRs. 100 each for the year ended 16th July 2023 (31st Asadh, 2080), amounting to NRs. 1135 crores (previous year NRs. 516 per equity share amounting to NRs. 1040 crores). The company continues to be the largest contributor to the exchequer in Nepal and is well-positioned to consolidate its leadership position by leveraging its robust portfolio of products, deep & wide distribution network, best-in-class manufacturing facilities, and execution excellence. The company continues to explore opportunities to rapidly scale up the newer FMCG businesses and evaluate emerging opportunities in this space."
"**SECTION: ITC Infotech India Limited and its subsidiaries** The global technology industry witnessed a slowdown in growth in FY 2023-24 on the back of macro-economic and geo-political uncertainties. According to NASSCOM, the Indian IT Services Industry grew at only 2% in FY 2023-24, compared to 8.3% in the previous year. With companies rationalising their discretionary IT spend, cost-optimisation strategies continue to drive global technology spending. In the backdrop of muted growth in the IT Services Industry, the company recorded robust revenue growth during the year driven by an expanded global footprint and capability-led partnerships across key clients. The business strategy remains centred around sustaining the organisational growth momentum leveraging the core pillars of ‘Customer Centricity’, ‘Employee Centricity’, and ‘Operational Excellence’, augmented by inorganic growth levers aligning to strategic priorities of the Business. The company stayed relevant to the evolving business needs of its clients and co-invested in the growth and transformation agendas of key customers. With technology clients increasingly looking for strategic partners to streamline distributed portfolios of services and drive efficiencies, the company leveraged an integrated global service delivery structure and strengthened operational efficiencies through a structured delivery excellence framework. The company continued to invest in institutionalising best-in-class delivery excellence and building focused capabilities to drive client relevance, scale, and differentiation. The company’s portfolio of client and industry-focused capabilities includes Data & Analytics, Direct to Consumer (D2C), Open Hospitality (Hotels-in-a-Box), PLM-led Digital Thread Solutions, Digital Manufacturing, SAP S/4 HANA, and Cloud amongst others. The company’s focus on large deals enabled it to strengthen its portfolio of capabilities, bolster its mid-term revenue growth prospects, and expand globally. The company started a new Service Line – ‘DxP Services’ – pursuant to the Strategic Partner Agreement with PTC Inc. in FY 2022-23. The company has also won two multi-year, large strategic deals in FY 2023-24 from existing marquee clients. Attracting, training, and retaining high-quality talent, particularly in niche and future-focused technologies remains a top priority to succeed in the global technology landscape and support Business’ growth imperative. The company continues to foster an employee-centric, high-performance work culture, driving holistic well-being and growth as part of its comprehensive employee value proposition. The company continues to strengthen leadership through curated leadership development programs and employee competencies through domain & technology-led training and career development programs. During the year, the company’s consolidated Total Income stood at ₹ 3784.17 crores (previous year ₹ 3363.06 crores), clocking a resilient growth of 12.5% driven by its expanded global presence and the increasing traction in the company’s strategic accounts. Profit Before Tax stood at ₹ 628.61 crores (previous year ₹ 529.66 crores) and Net Profit stood at ₹ 463.13 crores (previous year ₹ 405.25 crores). The aforestated financial metrics are after considering certain costs associated with the Strategic Partner Agreement with PTC Inc., resource augmentation, and accelerated investments in capability building in strategic focus areas and infrastructure. **SECTION: For the year under review:** 1. ITC Infotech India Limited recorded Revenue from Operations of ₹ 2869.29 crores (previous year ₹ 2632.30 crores) and Net Profit of ₹ 382.21 crores (previous year ₹ 353.38 crores). The company paid a total dividend of ₹ 55.50 per Equity Share of ₹ 10/- each aggregating ₹ 488.40 crores (previous year ₹ 17.00 per Equity Share of ₹ 10/- each aggregating ₹ 149.60 crores). 2. ITC Infotech Limited, UK, a wholly-owned subsidiary of the company, recorded Revenue of GBP 34.11 million (previous year GBP 30.30 million) and Net Profit of GBP 1.49 million (previous year GBP 1.45 million). 3. ITC Infotech (USA), Inc., a wholly-owned subsidiary of the company, together with its wholly-owned subsidiary Indivate Inc., recorded Revenue of US$ 158.58 million (previous year US$ 149.28 million) and Net Profit of US$ 6.69 million (previous year US$ 4.68 million). 4. ITC Infotech Do Brasil LTDA., a wholly-owned subsidiary of the company incorporated in October 2022, recorded Revenue of BRL 7.59 million (previous year BRL 1.37 million) and Net Profit of BRL 0.60 million (previous year BRL 0.12 million). 5. ITC Infotech de México, S.A. de C.V., a wholly-owned subsidiary of the company incorporated in April 2023, recorded Revenue of MXN 5.90 million and Net Profit of MXN 0.75 million. 6. ITC Infotech France SAS, a wholly-owned subsidiary of the company incorporated in February 2023, recorded Revenue of EUR 6.05 million and Net Profit of EUR 0.43 million. 7. ITC Infotech GmbH, a wholly-owned subsidiary of the company incorporated in March 2023, recorded Revenue of EUR 14.25 million and Net Profit of EUR 2.80 million. 8."
"ITC Infotech Malaysia SDN. BHD., a wholly-owned subsidiary of the company incorporated in February 2023, recorded Revenue of MYR 7.95 million and Net Profit of MYR 0.37 million. 9. ITC Infotech Arabia Limited, a wholly-owned subsidiary of the company incorporated in December 2023 is expected to be fully operational in FY 2024-25. The company’s investments in building technology-led solutions and offerings in future-focused capabilities were acknowledged in global benchmarking reports across analyst firms. In FY 2023-24, the company was recognised as ‘Disruptor’ across several Avasant RadarViewTM service provider benchmarking reports, including ‘Digital CX Services’, ‘Data Management and Advanced Analytics’, ‘Manufacturing Smart Industry’, ‘Internet of Things’, ‘End-user Computing’, ‘Digital Workplace’, and ‘Intelligent Automation’. The company was recognised as ‘Disruptor’ by HFS in ‘Horizons: Retail and CPG Service Providers, 2023’. The company received two ISG ‘Star of ExcellenceTM’ Awards in the categories of ‘Universal ISV/Cloud Vendor Ecosystem’ and ‘Industry Award for CPG + Retail’. In April 2024, the company signed a definitive agreement to acquire 100% shareholding of Blazeclan Technologies Private Limited – a born-in-the-cloud consulting company providing Cloud services on AWS, Azure, and GCP. The acquisition reiterates the company’s commitment to help clients steer their digital transformation journey and deliver business outcomes built on the foundation of strong Cloud capabilities. Going forward, the company will continue to invest in strengthening key client relationships to accelerate. **SECTION: Technico Agri Sciences Limited** During the year under review, potato production in India stood at 60.1 million MT, which was higher by 7% compared to the previous year. Availability of seed potatoes with farmers was also higher due to favourable weather conditions during the crop year 2022-23, leading to surplus stocks in cold stores and lower potato prices. Leveraging its institutional strengths, the company continued to take proactive measures to consolidate its relationship with farmers, enter new potato growing markets, and expand distribution in existing markets to achieve record high levels of seed sales during the year. The company’s leadership in production of early generation seed potatoes and strength in agronomy continue to support the ‘Bingo!’ range of potato chips of your Company and in servicing the seed potato requirements of the farmer base of your Company’s Agri Business. The company’s Revenue from Operations stood at ₹ 323.95 crores (previous year ₹ 257.77 crores) with Net Profit of ₹ 37.81 crores (previous year ₹ 41.38 crores). Total Comprehensive Income for the year stood at ₹ 37.82 crores (previous year ₹ 41.42 crores). The company continues to build on a strong foundation for the future and remains confident of effectively leveraging its deep domain expertise to fortify its market standing in the seed potato industry. **SECTION: Technico Pty Limited and its subsidiaries** ``` ``` **SECTION: Company Overview** The company continues to focus on the upgradation and commercialization of its TECHNITUBER® Seed Technology and customizing agronomy practices for deployment across various geographies. The company is also engaged in the marketing of TECHNITUBER® seed produced at the facilities of its subsidiary in China and Technico Agri Sciences Limited, India, to global customers. **SECTION: Financial Performance for the Year Under Review** - Technico Pty Limited, Australia registered a turnover of Australian Dollars (A$) 1.69 million (previous year A$ 1.83 million) and a Net Profit of A$ 0.81 million (previous year A$ 1.04 million). - Technico Technologies Inc., Canada has wound down its Seed Potato business operations and sold the assets related to the business during the year. - Technico Asia Holdings Pty Limited, Australia, and Technico Horticultural (Kunming) Co. Limited, China – there were no significant events to report with respect to the above companies. **SECTION: WelcomHotels Lanka (Private) Limited** WelcomHotels Lanka (Private) Limited (WLPL), a wholly-owned subsidiary of your Company, was incorporated in Sri Lanka in April 2012 with the objective of developing and operating a mixed-use development project comprising a luxury hotel and a super-premium residential apartment complex situated on 5.86 acres of prime sea-facing land in Colombo. The Project has been accorded the status of a ‘Strategic Development Project’ entitling the company to various fiscal benefits in Sri Lanka and is exempt from Sri Lankan foreign exchange regulations. **SECTION: Economic Context** Consequent to the IMF bailout programme and various measures undertaken by the Government of Sri Lanka, the Sri Lankan economy continues to be on the recovery path with tourist arrivals, worker remittances, and forex reserves showing healthy growth. Discussions on restructuring foreign debt are currently underway."
"**SECTION: ITC Ratnadipa Hotel** The company’s hotel at Colombo, ‘ITC Ratnadipa’, was inaugurated on 25th April, 2024, by the President of Sri Lanka. The hotel offers breathtaking views of the Indian Ocean and elegantly portrays Sri Lankan architecture. It will present nine signature dining destinations offering local, national, and global cuisine. The hotel is being operationalized in a phased manner, with the residential apartment complex expected to be completed in the first half of FY 2024-25. **SECTION: Landbase India Limited** The company owns and operates the Classic Golf & Country Club, a 27-hole Jack Nicklaus Signature Golf Course, which continues to enjoy strong brand equity. The Club hosted various prestigious tournaments and events, reaffirming its position as one of the leading golf courses in Asia. The company also owns ‘ITC Grand Bharat’, a luxury retreat at Gurugram, which has strengthened its position as a leading luxury wedding destination. **SECTION: Financial Performance of Landbase India Limited** During the year ended 31st March, 2024, the company recorded Total Income of ` 44.01 crores (previous year ` 37.21 crores) and Net Profit of ` 10.00 crores (previous year ` 9.68 crores). **SECTION: Srinivasa Resorts Limited** The company owns ‘ITC Kakatiya’, a luxury hotel located in Hyderabad, which is operated and marketed by your Company. ITC Kakatiya is a USGBC LEED Platinum® Certified Hotel. The hotel ‘Dakshin’ was adjudged the ‘Best South Indian Premium Dining Restaurant’ at the Times Food Guide Nightlife Awards 2024. **SECTION: Financial Performance of Srinivasa Resorts Limited** During the year ended 31st March, 2024, the company recorded Total Income of ` 74.72 crores (previous year ` 72.46 crores) with Net Profit of ` 8.10 crores (previous year ` 7.55 crores). **SECTION: Fortune Park Hotels Limited** The company caters to the ‘Mid-market to Upscale’ segment through a chain of hotels under the brand ‘Fortune’. During the year, eight new hotels commenced operations, expanding the total property count to 66 hotels across 55 cities in India. **SECTION: Financial Performance of Fortune Park Hotels Limited** During the year ended 31st March, 2024, the company recorded Total Income of ` 54.92 crores (previous year ` 44.35 crores) and Net Profit of ` 11.22 crores (previous year ` 5.34 crores). **SECTION: Bay Islands Hotels Limited** The company’s hotel in Port Blair continues to offer a unique gateway to the Andamans. The increase in tourist footfalls has led to improved occupancy and average room rates. **SECTION: Financial Performance of Bay Islands Hotels Limited** During the year ended 31st March, 2024, the company recorded Total Income of ` 3.79 crores (previous year ` 2.75 crores) and Net Profit of ` 2.70 crores (previous year ` 1.92 crores). **SECTION: ITC Hotels Limited** ITC Hotels Limited was incorporated as a wholly-owned subsidiary of your Company in July 2023, focusing on the hotels and hospitality business. **SECTION: Wimco Limited** The company’s business activities comprise fabrication and assembly of machinery for the FMCG and Pharmaceutical industries. The company’s Revenue from Operations for the year stood at ₹ 3.47 crores (previous year ₹ 11.46 crores) with a Net Loss of ₹ 1.88 crores. **SECTION: North East Nutrients Private Limited** Your Company holds a 76% equity stake in North East Nutrients Private Limited, which has set up a food processing facility in Assam. The company received three Gold Awards at the ‘Convention on Quality Concepts’, 2023. **SECTION: Financial Performance of North East Nutrients Private Limited** The company’s Revenue from Operations for the year stood at ₹ 154.07 crores (previous year ₹ 160.69 crores), while Net Profit for the year was ₹ 14.90 crores (previous year ₹ 15.98 crores). **SECTION: ITC IndiVision Limited** ITC IndiVision Limited (IIVL) was incorporated as a wholly-owned subsidiary of your Company on 9th July, 2020. The facility for manufacturing nicotine products was commissioned in March 2024. **SECTION: Financial Performance of ITC IndiVision Limited** During the year, the company recorded Total Income of ₹ 1.19 crores (previous year ₹ 0.01 crore) and Net Loss of ₹ 31.12 crores (previous year ₹ 1.68 crores). **SECTION: ITC Fibre Innovations Limited** The company was incorporated as a wholly-owned subsidiary of your Company in March 2023, focusing on Moulded Fibre Products. The facility commenced commercial production in March 2024. **SECTION: Financial Performance of ITC Fibre Innovations Limited** For the period ended 31st March 2024, the company recorded Total Income of ₹ 1.26 crores with Net Loss of ₹ 3.56 crores."
"**SECTION: Russell Credit Limited** The company recorded Total Income of ` 60.91 crores (previous year ` 48.61 crores) and Net Profit of ` 39.39 crores (previous year ` 38.30 crores). **SECTION: Gold Flake Corporation Limited** The company holds a 50% equity stake in ITC Filtrona Limited. During the year, the company recorded Total Income of ` 24.82 crores (previous year ` 19.97 crores) and Net Profit of ` 23.12 crores (previous year ` 18.42 crores). **SECTION: Greenacre Holdings Limited** The company provides maintenance services for commercial office buildings. During the year, the company recorded Total Income of ` 11.61 crores (previous year ` 8.30 crores) and Net Profit of ` 2.82 crores (previous year ` 1.99 crores). **SECTION: ITC Integrated Business Services Limited** The company is in the business of providing support to the Business Shared Services operations of your Company. During the year, the company recorded Total Income of ` 12.78 crores (previous year ` 0.65 crore) and Net Profit of ` 0.60 crore (previous year ` 0.04 crore). **SECTION: MRR Trading & Investment Company Limited** The company holds tenancy rights in a commercial building located in Mumbai. During the year, the company recorded Total Income of ` 7.38 lakh (previous year ` 7.25 lakh) and Net Profit of ` 0.66 lakh (previous year ` 0.28 lakh). **SECTION: Pavan Poplar Limited** The operations of the company continue to be adversely impacted due to a court order regarding the possession of land. During the year, the company recorded Total Income of ` 0.14 crore (previous year ` 0.12 crore) and Net loss of ` 0.03 crore (previous year loss of ` 0.03 crore). **SECTION: Prag Agro Farm Limited** The operations of the company continue to be adversely impacted due to a court order regarding the possession of land. During the year, the company recorded Total Income of ` 0.10 crore (previous year ` 0.11 crore) and Net loss of ` 0.02 crore (previous year net loss of ` 0.05 crore). **SECTION: NOTES ON JOINT VENTURES** **SECTION: ITC Filtrona Limited** The company registered strong growth during the year aided by agility in execution and effective customer service, despite significant volatility in the supply chain for certain input materials. ``` ``` **SECTION: Company Overview** The company retained its leadership position in the industry and remains the preferred supply chain partner for several well-known national brands. It continues to leverage its core strengths of focused innovation, best-in-class quality, consistent delivery, and strong customer relationships. The company is investing in technology upgradation and capability building to sustain its position as the ‘innovation and quality benchmark’ in the Indian cigarette filter industry. During the year ended 31st March, 2024, the company’s Revenue from Operations stood at ₹743.45 crores (previous year ₹545.66 crores). Net Profit during the year stood at ₹80.80 crores (previous year ₹64.77 crores). The Board of Directors has recommended a dividend of ₹100 per equity share of ₹10 each for the year ended 31st March, 2024 (previous year ₹100 per equity share). **SECTION: Maharaja Heritage Resorts Limited** Maharaja Heritage Resorts Limited (MHRL), a joint venture with Jodhana Heritage Resorts Private Limited, operates 38 properties across 14 States/Union Territories in India under the ‘WelcomHeritage’ brand. The company added three new hotels during the year. The portfolio consists of palaces, forts, and resorts in popular historical, nature, and wildlife destinations, providing guests with distinct experiences. During the year ended 31st March, 2024, MHRL recorded Total Income of ₹8.12 crores (previous year ₹7.20 crores) and Net Profit of ₹0.93 crores (previous year ₹0.51 crores). Total Comprehensive Income for the year stood at ₹0.90 crores (previous year ₹0.49 crores). **SECTION: Espirit Hotels Private Limited** Espirit Hotels Private Limited (EHPL) was set up as a joint venture for developing a luxury hotel complex at Begumpet, Hyderabad. Your Company held a 26% equity stake in EHPL with a total investment of ₹46.51 crores as of 31st March, 2023. On 7th April, 2023, your Company divested its entire shareholding in EHPL, resulting in EHPL ceasing to be a joint venture. **SECTION: Logix Developers Private Limited** Logix Developers Private Limited (LDPL) is a joint venture for developing a luxury hotel-cum-service apartment complex at NOIDA. Your Company holds a 27.9% equity stake in LDPL. The JV partner expressed intent to exit, leading to a petition filed before the National Company Law Tribunal (NCLT). In July 2022, LDPL received a communication from NOIDA authorities regarding the cancellation of the sub-lease for the land due to non-payment of lease instalments."
"The company is evaluating options to pursue its rights. During the year ended 31st March, 2024, LDPL recorded a Net Profit of ₹0.21 crore (previous year ₹0.16 crore). **SECTION: NOTES ON ASSOCIATES** **SECTION: ATC Limited (an associate of Gold Flake Corporation Limited)** The company is a contract manufacturer of cigarettes, maintaining high operational efficiency and quality. It received the ‘FICCI Gold Award for Excellence in Safety Systems’ and the ‘Star Award of Occupational Health, Safety and Environment Excellence’ from the National Safety Council, Tamil Nadu. **SECTION: International Travel House Limited (ITHL)** ITHL provides complete business travel management solutions. The sector witnessed robust growth, with revenue surpassing pre-COVID levels. Your Company purchased the entire investment in ITHL held by Russell Credit Limited, resulting in a shareholding of 48.96%. The Board has recommended a dividend of ₹5.00 per Equity Share of ₹10 each for the year ended 31st March, 2024 (previous year ₹3.50). **SECTION: Gujarat Hotels Limited** The company’s hotel, ‘Welcomhotel Vadodara’, is operated under an Operating License Agreement. The Board has recommended a dividend of ₹2.50 per Equity Share of ₹10 each for the year ended 31st March, 2024 (previous year ₹2.00). **SECTION: Delectable Technologies Private Limited** Delectable is engaged in the sale of FMCG products through app-based technology and vending machines. Your Company invested ₹3.50 crores in Delectable, increasing its shareholding to 39.32% (previous year 33.42%). **SECTION: Sproutlife Foods Private Limited** Your Company invested in Sproutlife Foods, which owns the ‘Yogabar’ brand, increasing its stake to 44.74%. The brand continues to grow its core categories and expand its healthy snacking portfolio. **SECTION: Mother Sparsh Baby Care Private Limited** Mother Sparsh is a premium ayurvedic and natural personal care brand. Your Company invested ₹11.54 crores, increasing its stake to 26.5% (previous year 22%). Cumulative investment stood at ₹45 crores as of 31st March, 2024. **SECTION: Associates of Russell Credit Limited** Russell Investments Limited, Divya Management Limited, and Antrang Finance Limited are associates of Russell Credit Limited, exploring opportunities for strategic investments. **SECTION: INTERNAL FINANCIAL CONTROLS** The Corporate Governance Policy guides the conduct of affairs and delineates roles and responsibilities. The ITC Code of Conduct commits management to financial and accounting policies. Internal Financial Controls are designed to provide reasonable assurance regarding reliable financial information and compliance with applicable statutes. **SECTION: RISK MANAGEMENT** Your Company focuses on a system-based approach to business risk management. The Risk Management Framework includes a Corporate Governance Policy, a Risk Management Committee, and a Corporate Risk Management Cell. The company has adopted the ISO 31000 Risk Management Standard, and a Cyber Security Committee is in place to address cyber security risks. A multi-tier cyber defense architecture is established to protect against cyber incidents. Your Company continues to enhance its Risk Management systems in line with a rapidly changing business environment, focusing on digital transformation and addressing emerging risks. ``` ``` **SECTION: Cyber Security and Digital Transformation** In the previous year, a maturity assessment of your Company’s cyber security architecture was undertaken by a global network and security solutions provider. The study found that your Company’s cyber security systems and processes are on par with global leaders and outperformed local peers. Further interventions are underway to enhance surveillance and response capabilities with augmentation of cutting-edge technologies and skills of a NextGen Cyber Security Operations Centre (SOC). With progressive transitioning of mission-critical data and transaction processing workloads to the Cloud, the network infrastructure of the organisation is also being transformed using contemporary network and security technologies into a Digital-Ready, Cloud-Secure wide area network, to provide all authorised users fast, reliable and safe connections from anywhere through any device and at any time. Information Technology-Operational Technology (IT-OT) integration for Industrial Control Systems has been identified as a focus area as the convergence and integration between IT and OT is increasing exponentially. Related guidelines have been formulated towards ensuring that your Company’s systems & processes remain contemporary and have best-in-class capabilities. In this regard, a Continuous Threat Detection and Response (CTDR) platform is in the process of being progressively rolled out across your Company. **SECTION: Report of the Board of Directors** Your Company will provide real-time monitoring and analysis of network traffic, system logs and other data sources to detect and respond to cyber threats. The use of Artificial Intelligence (AI) is becoming increasingly prevalent in various business domains."
"As the technology and its applications continue to evolve, guidelines for AI security governance are being implemented to ensure that its usage is secure and adheres to emerging safety, privacy and regulatory standards. **SECTION: Climate Change Strategy** India ranks amongst the most vulnerable countries in the world in terms of climate change impact. Accordingly, to mitigate the impact of climate change on the operations of your Company, as part of its Sustainability 2.0 vision, your Company is pursuing a multi-pronged climate strategy that entails extensive decarbonisation and building resilience against climate risk across the value chain. Your Company’s low carbon growth approach focuses on increasing the share of renewable energy, improving energy productivity, construction of green buildings, greening logistics, optimising ‘distance-to-market’ and promoting regenerative agriculture practices in agri-value chains, thus enabling transition to a net zero economy. At the same time, your Company is actively working towards climate proofing its operations and agri-value chains by using latest climate risk modelling techniques, and developing site-specific adaptation strategies. Water stress – a critical fallout of climate change – is being systematically managed by your Company’s integrated water stewardship approach. This approach addresses water risk at the catchment level by focusing on demand side management (i.e. improving water use efficiency in operations and promoting water-efficient agronomical practices) as well as supply side measures (including managed aquifer recharge and soil & moisture conservation measures). Interventions in this regard have been implemented across your Company’s Units in water stressed areas and key agri catchments. **SECTION: Agri-Commodity Sourcing and Trading** Your Company sources several commodities for use as inputs in its Businesses and engages in agri-commodity trading as part of its Agri Business. In respect of commodities sourced for use as inputs in its Businesses, your Company has well laid out policies to manage risks arising out of the inherent price volatility associated with such commodities. This includes robust mechanisms for monitoring market dynamics towards making informed sourcing decisions, well defined inventory holding norms based on considerations such as seasonality and the strategic nature of the commodity concerned, long-term contracts with suppliers and continuous diversification of the supplier base to secure supply of critical items at competitive costs. Multiple sourcing models, wide geographical spread, extensive sourcing and supply chain network and associated infrastructure in key growing areas coupled with deep-rooted farmer linkages and use of digital technologies ensure sourcing of high quality agri-commodities at competitive costs. In respect of Agri-commodity trading, your Company has a well defined policy to manage risks associated with sourcing of such commodities. This includes: - Segregation of duties and robust internal controls through a system of checks and balances embedded in the organisation and governance structure. - Clearly defined limits for trading positions (long and short) and net cash loss for specific commodities/commodity groups. - Mitigation of price, liquidity and counter party risks through hedging on commodity exchanges (mainly NCDEX) for certain commodities, as applicable. Correlation between prices prevailing in the physical market and those on the commodity exchange is analysed regularly to ensure effectiveness of hedging. - Robust monitoring and review mechanisms of net open positions and ‘value at risk’. - ECGC cover for exports (covering commercial & political risks) and credit insurance for large domestic customers. The combination of policies and processes as outlined above adequately addresses the various risks associated with sourcing of commodities for your Company’s Businesses. **SECTION: Backward Integration Strategy** Your Company’s strategy of backward integration in sourcing of agri-commodities such as wheat, potato, fruit pulp, spices, milk and leaf tobacco; in-house manufacturing of paperboards, paper and packaging (including pulp production and print cylinder making facilities); wood procurement from the economic vicinity of the Bhadrachalam unit, facilitates access to critical inputs at benchmark quality and competitive cost besides ensuring security of supplies. Further, each of your Company’s Businesses continuously focuses on product mix enrichment and yield improvement towards protecting margins and insulating operations from spikes in input prices. **SECTION: Risk Management** The Risk Management Committee met thrice during the year and was updated on the status and effectiveness of the risk management plans. The Audit Committee was also updated on the effectiveness of your Company’s Risk Management systems and policies. The risk management practices of your Company, as reviewed through the Risk Management Cell and Internal Audit processes, have been found to be relevant and commensurate with the size and complexity of its operations."
"**SECTION: Audit and Internal Controls** Your Company believes that strong internal control systems that are commensurate with the scale, scope and complexity of its operations are concomitant to the principle of governance that freedom of management should be exercised within a framework of appropriate checks and balances. Your Company remains committed to ensuring a mature and effective internal control environment that, inter alia, provides assurance on orderly and efficient conduct of operations, security of assets, prevention and detection of frauds/errors, accuracy and completeness of accounting records and Management Information Systems, timely preparation of reliable financial information, adherence with relevant statutes and compliance with related party transactions. Your Company’s internal control systems include documented policies and procedures, segregation of duties and careful selection and development of employees. Your Company’s independent and robust Internal Audit processes, both at the Business and Corporate level, provide assurance on the adequacy and effectiveness of internal controls, compliance with operating systems, internal policies and regulatory requirements. The role of Internal Audit is to enhance and protect organisational value by providing risk-based assurance, advice and insight while enabling continuous improvement of your Company’s control systems. The Internal Audit function, consisting of professionally qualified accountants, engineers and Information Technology (IT) specialists, is adequately skilled and resourced to deliver audit assurances at highest levels. Targeted Learning and Development programmes on contemporary topics are periodically organised to enhance knowledge and skill sets. In the context of your Company’s IT environment, systems and policies relating to Information Management are periodically reviewed and benchmarked for contemporariness. Compliance with the Information Management policies receives focused attention of the Internal Audit function. With the increased importance of information security, cyber security and adoption of emerging technologies, focused reviews are carried out for IT applications and processes across Businesses. These primarily focus on assessment of controls pertaining to confidentiality, integrity and availability of business information and systems covering General IT Controls and security of your Company’s IT Infrastructure. All critical Business-led Information Technology systems undergo pre-implementation audit before being deployed in the operating environment, thereby delivering assurance with respect to the rigour of implementation and operational readiness of the proposed systems. The scope and coverage of Internal Audit remains contemporary and cognises, inter alia, for the rapid digitalisation of your Company’s business operations. In recent years, Internal Audit has enhanced focus on systems and controls pertaining to your Company’s digital assets including brand websites, social media handles, mobile and cloud applications, IT-OT integration, and protection of sensitive personal data and information. Qualified engineers in the Internal Audit function review the quality of design, planning and execution of all ongoing projects involving significant expenditure to ensure that project management controls are adequate and yield ‘value for money’. Internal Audit continues to use state-of-the-art tools and technology for conducting project audits. In line with your Company’s ‘Digital First’ Strategy, the Internal Audit function has evolved into an agile, multi-skilled and technology enabled function to provide assurance at the highest levels along with valuable insights towards strengthening systems and controls. Processes in the Internal Audit function continue to be strengthened for enhanced effectiveness and productivity by leveraging best-in-class tools for audit analytics, intelligent automation and AI-enabled BOTs. A Digital Audit Management System was implemented during the year for end-to-end digitalisation of audit life cycle management, thereby enhancing the efficiency and productivity of the function. Your Company’s Internal Audit processes are certified as complying with ISO 9001:2015 Quality Standards. Further, systems and processes are in accordance with the Standards on Internal Audit (SIA) issued by The Institute of Chartered Accountants of India. The Audit Committee of your Board met eight times during the year. The Terms of Reference of the Audit Committee, inter alia, include reviewing the effectiveness of the internal control environment, evaluation of your Company’s internal financial controls and risk management systems, monitoring implementation of the action plans emerging out of review of significant Internal Audit findings including those relating to strengthening of your Company’s risk management systems and discharging of statutory mandates. Material observations (as defined in Terms of Reference) are reviewed at the highest level by the Audit Compliance and Review Committee (ACRC) and the Audit Committee. **SECTION: Human Resource Development** The talent management strategy of your Company is to attract, retain and develop human capital that enables your Company to sustain its position as one of India’s most valuable corporations, remaining customer-centric, nimble and performance driven whilst continuing with its mission of building a responsible ‘Future-Tech’ enterprise."
"Your Company’s thought, strategy and action are inspired by a larger purpose of being an exemplary Indian enterprise that not only delivers superior competitive performance, but also embeds sustainability and inclusiveness at the core of its Businesses. This approach enables your Company to delight consumers and customers with a vibrant portfolio of industry leading products and services while generating enduring value for the Indian economy and the larger community of stakeholders. Your Company’s employees relentlessly strive to deliver world-class performance, collaborating with each other and discharging their role as ‘trustees’ of all stakeholders. Your Company is committed to perpetuating this vitality – its growth as a value generating engine and also as an exemplary institution – so that it continues to succeed in its relentless pursuit of creating enduring value. Your Company’s Human Resources development approach spans four key organisational dimensions of Agility, Alignment, Ability and Architecture which are supported through strategies crafted in areas of impact such as talent acquisition, engagement, diversity & inclusion, capability building, employee relations, performance & rewards and employee well-being. The initiatives and processes of your Company strive to deliver the unique talent promise of ‘Building Winning Businesses, Building Business Leaders and Creating Value for India’. The talent development practices help create, foster and strengthen the capability of human capital to deliver critical outcomes on the vectors of strategic impact, operational efficiency and capital productivity while reimagining consumer experience, driving business model transformation and enhancing employee experience. Your Company’s ‘Strategy of Organisation’ is designed to promote agility through a culture and practice of distributed leadership enabled by a three-tier governance structure. This is manifested in market and consumer facing Businesses, which are driven by empowered, cluster-based teams and supported by shared assets and capabilities, enabling strategic relevance, speed, responsiveness, and operational excellence. This approach allows Businesses, through their Management Committees, to focus, develop and execute Business Plans relevant to their product-market spaces while leveraging the institutional strengths of your Company and harvesting internal synergies. The year under review witnessed a significant shift towards a more agile, tech-savvy and people-centric approach to talent management. Key talent trends include a continued focus on hybrid work arrangements, an increased emphasis on Diversity, Equity & Inclusion initiatives, the adoption and integration of digitisation and automation tools to enhance productivity and application of AI tools across workstreams including talent acquisition, employee sentiment analysis and employee query resolution. Companies are also prioritising employee well-being & mental health support, and designing an inclusive & flexible work environment to attract and retain top talent. Industry attrition levels decreased during the year and are expected to continue to be low in most sectors. Your Company’s unique employer equity as an exemplary Indian enterprise creating world-class brands, building business leaders and generating economic, social and environmental capital for the Indian economy, continues to play a pivotal role in the attraction and retention of high-quality talent. The management trainee programme, augmented with recruitment of experienced talent from the market, is an integral part of building a deep pipeline. Your Company continues to draw the finest management, technical and commercial talent from premier institutions in the country and is ranked amongst the leading companies in these institutions. Intensive engagement with the country’s premier academic institutions over the years to communicate your Company’s talent proposition through case-study competitions, knowledge-sharing programmes by senior managers, on-ground exposure and factory visits for students and the annual internship programmes have all contributed to creating a compelling proposition for the best candidates to aspire for a career with your Company. Your Company continues to enthuse talent with high-impact roles, competitive and performance driven remuneration with an emphasis on long-term incentives, a wealth of learning opportunities, a commitment to enhancing diversity, equity & inclusion, an employee-centric climate, well-being focused infrastructure and support that promotes fellowship and commitment amongst employees. Your Company’s talent development approach is founded on the belief that learning initiatives must remain synergistic and aligned to business outcomes. Towards this end, your Company has built a culture of application-focused continuous learning, innovation and collaboration. Your Company provides managers with contemporary and relevant learning and development support through a combination of self-paced e-learning modules, classroom programmes and application projects with emphasis on experiential learning, on-the-job assignments and exposure to nationally and globally renowned faculty. Deep functional expertise is fostered early in one’s career through immersion in complex problem-solving assignments requiring the application of domain expertise."
"Managers are assessed on your Company’s behavioural competency framework and provided with learning and development support to address areas identified for improvement. Key talent is provided critical experiences in high-impact roles and mentored by senior managers, promoting the development of a steady pool of high-quality talent. Your Company has identified three capability vectors for making Businesses future-ready – Business Critical Functional Competencies, Leadership Development and Organisation Identity & Pride. Globally benchmarked curriculum is made available in domains of digitalisation, data science and analytics, contemporary and best-in-class marketing practices, manufacturing strategy with a focus on the emerging digital landscape, business strategy and commercial acumen. All of these interventions are delivered through subject matter experts, domestic and international, and supplemented with business-critical application projects. As a part of leadership development initiatives, the Reflections 360 programme provides leaders with feedback from team members, peers and managers, enabling self-driven personal development. This is supplemented by immersive workshops and personalised one-on-one coaching being made available for senior managers. This approach ensures relevance and impact, thereby enhancing the capability index of your Company’s human capital. Periodic induction programmes, anchored by senior leaders, enable new entrants to appreciate your Company’s Vision, Mission, Culture, Values and Strategies while fostering pride in affiliation with your Company. Your Company continues to strengthen its performance management system and its culture of accountability through the widespread adoption of the system of Management-by-Objectives. Performance planning through clearly defined goals, outcome-based assessment, and alignment of rewards for achievement of results have all contributed to a robust culture of ownership and accountability. ‘Career Conversations’ and succession planning processes have contributed to helping employees realise their potential, craft their careers while recognising their strengths and areas of development and ensuring a sound workforce planning system. In the spirit of continuous improvement, your Company maintains a practice of periodically assessing employee engagement through a Company-wide survey. The recent survey in 2024 affirms high levels of employee engagement and reflects significant consolidation of gains achieved over recent years. The employee engagement, managerial effectiveness and performance enablement indices have all improved, ranging from 10 to 16 percentage points since the survey’s inception in 2016. Employees have expressed overwhelming appreciation on several dimensions with over 96% of employees reporting a deep sense of pride and association with your Company, 94% of employees reporting a belief in your Company’s overarching goals & leadership and 94% of employees reporting optimism for the future. These sentiments are reflected in your Company’s superior standing in terms of voluntary attrition across Businesses. During the year, a range of engagement programmes were undertaken including initiatives such as leadership outreach through extensive communication, recognition programmes acknowledging exceptional contributions of employees and teams, career conversations and development planning for robust positioning and progression decisions and investments in employee wellbeing. The year witnessed the Cigarettes Business winning the Economic Times - Human Capital Award (Gold) for ‘Excellence in Communication Strategy’ and the Hotels Business winning the ‘Skill India Industry Partner Award – 2024’ and ‘Golden Peacock National Training Award – 2024’. Your Company’s efforts to enhance Diversity, Equity and Inclusion are founded on the conviction that a diverse workforce contributes to rich discourse, promotes holistic perspectives, fosters creative solutions and is integral to serving customers better while creating value for all stakeholders. Your Company’s policy on Diversity, Equity and Inclusion articulates and institutionalises this conviction. Your Company is committed to enhancing gender diversity and participation of the differently abled in the workforce. Such concerted actions span three vectors, i.e. Representation, Inclusion & Enablement and Commitment & Assurance. Measures to enhance diversity include ensuring sufficient representation of women in selection pools and deployment of the differently abled across suitable opportunities in the value chain. Through progressive policies offering flexible work arrangements, extended child-care leave, travel support for infants and care-givers, secure transport, paternity leave, same gender partner medical benefits, infrastructure support coupled with various sensitisation programmes, Employee Resource Groups, development interventions tailored for women talent, and the commitment and sponsorship of leaders; your Company provides an enabling environment to further its Diversity, Equity and Inclusion goals. To ensure a safe and progressive work environment, Internal Committees have been institutionalised as per provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The focused efforts across these dimensions have resulted in a 25% increase of women managers in your Company since FY 2021-22. ``` ``` **SECTION: Company Overview** Your Company continued its practice of active leadership outreach to employees."
"Periodic communication with the ITC community through ‘StudioOne Townhalls’ led by the Chairman provided employees avenues to hear from and engage with leaders about your Company’s vision, strategy, and milestones. This was supplemented by a more personalized engagement through the ‘StudioOne Xchange’ initiative. The Chairman and other members of the Corporate Management Committee interacted with managers across Businesses in small groups, sharing your Company’s vision and strategies while also inviting suggestions and feedback. Your Company believes that alignment of all employees to a shared vision and purpose is vital for winning in the marketplace. It also recognizes the mutuality of interests with key stakeholders and is committed to continue building harmonious employee relations. Your Company remains dedicated to an Employee Relations climate of partnership and mutuality while ensuring operations are competitive, flexible, and responsive. **SECTION: Employee Relations Philosophy** The Employee Relations philosophy of your Company, anchored in the tenets of Scientific Management, Industrial Democracy, Human Relations, and Employee well-being, has contributed towards building a robust platform which has aided the conclusion of collective bargaining agreements at several of its manufacturing units and hotel properties, ensuring smooth commencement of operations at greenfield locations and the execution of productivity improvement practices. In its relentless pursuit of excellence and value creation, your Company offers an abundance of opportunities for employees to grow and thrive in an environment of trust, empowerment, and continuous learning. The access to best-in-class resources, technology, and infrastructure, the prospect of building businesses rooted in value chains in India, and the deployment of deep consumer insights to create and shape Indian brands are the defining hallmarks of ‘The ITC Way’. This unique blend of a high-performance culture coupled with care and respect for people remains vital to realizing your Company’s vision of sustaining its position as one of India’s most valuable and admired corporations. **SECTION: Whistleblower Policy** Your Company’s Whistleblower Policy encourages Directors and employees to bring to your Company’s attention instances of illegal or unethical conduct, actual or suspected incidents of fraud, actions that affect the financial integrity of your Company, or actual or suspected instances of leak of unpublished price-sensitive information that could adversely impact your Company’s operations, business performance, and/or reputation. The Policy requires your Company to investigate such incidents, when reported, in an impartial manner and take appropriate action to ensure that the requisite standards of professional and ethical conduct are always upheld. Anonymous complaints are also entertained if the same is backed by specific allegations & verifiable facts and is accompanied with supporting evidence. It is your Company’s Policy to ensure that no complainant is victimized or harassed for bringing such incidents to the attention of your Company, and to keep the information disclosed during the course of the investigation as confidential. The practice of the Whistleblower Policy is overseen by the Audit Committee, and no employee was denied access to the Committee during the year. The Whistleblower Policy is available on your Company’s corporate website at https://www.itcportal.com/whistleblower-policy. During the year, your Company received five complaints in terms of the Whistleblower Policy, out of which four complaints were investigated and appropriate action(s) were taken. Investigation is underway for the remaining complaint. **SECTION: Sustainability 2.0** Your Company believes that when enterprises make societal value creation an integral part of their corporate strategy, powerful drivers of innovation emerge that make growth more enduring for all stakeholders. This paradigm is called ‘Responsible Competitiveness’ - an abiding strategy that focuses on extreme competitiveness but in a manner that replenishes the environment and supports sustainable livelihoods. Your Company’s innovative business models synergize the building of economic, environmental, and social capital, thus embedding sustainability at the core of its corporate strategy. Today, this strategy has not only contributed to building strong businesses of the future as well as a portfolio of winning world-class brands, but also in making your Company a global exemplar in ‘Triple Bottom Line’ performance. Your Company is the only enterprise in the world of comparable dimensions to have achieved and sustained the three key global indices of environmental sustainability of being ‘water positive’ (for 22 years), ‘carbon positive’ (for 19 years), and ‘solid waste recycling positive’ (for 17 years). This approach has enabled your Company and its businesses to support sustainable livelihoods for more than six million people. Your Company is actively working towards Sustainability 2.0, an agenda which reimagines sustainability under the pressing challenges of climate change and social inequity."
"Sustainability 2.0 calls for inclusive strategies that can support sustainable livelihoods, pursue newer ways to fight climate change, enable the transition to a net-zero economy, work towards ensuring water security for all, and create an effective circular economy for post-consumer packaging waste. It also entails protecting and restoring biodiversity and ecosystem services through the adoption of nature-based solutions. Your Company believes that agility in thought and action, meaningful public-private-people partnerships, and Responsible Competitiveness will act as core enablers of this new agenda. Your Company has the potential to make a large-scale impact not only from an economic standpoint but also from the perspective of supporting livelihoods and social enablement because of its presence across several critical sectors of the economy. With its bold Sustainability 2.0 agenda, your Company is setting the bar higher and remains committed to making meaningful contributions to the Nation’s future while retaining its status as a sustainability exemplar. **SECTION: Sustainability 2.0 Ambitions** **SECTION: Climate Change** - Enhancing the share of renewable energy usage to 50% of total energy consumption by 2030. - Meeting 100% of purchased grid electricity requirements from renewable sources by 2030. - Reducing specific energy consumption by 30% and specific Greenhouse Gases (GHG) emissions by 50% by 2030 as compared to the FY 2018-19 baseline. - Sustain and enhance carbon sequestration by expanding forestry projects through your Company’s Social and Farm Forestry programme and other such initiatives covering over 1.5 million acres by 2030. **SECTION: Water Stewardship** - Achieving 40% reduction in specific water consumption by 2030 as compared to the FY 2018-19 baseline. - Creation of rainwater harvesting potential equivalent to over five times the net water consumption by 2030. - Certification of all sites in high water-stressed areas as per the international water stewardship standard by Alliance for Water Stewardship (AWS) by 2035. - Improve crop water-use efficiency in agri-value chains through demand-side management interventions and enable savings of 2,000 million kl of water by 2030. **SECTION: Plastic Waste and Circular Economy** - 100% of your Company’s Packaging to be Reusable, Recyclable, or Compostable/Biodegradable by 2028. - Sustain plastic neutrality (attained in FY 2021-22) by enabling sustainable management of waste in excess of the amount of packaging utilized. **SECTION: Sustainable Agriculture** - Promote climate-smart village approach in core Agri Business catchments covering over 3 million acres by 2030 to build climate resilience across agri value chains. **SECTION: Biodiversity Conservation** - Revive & sustain ecosystem services and products provided by nature, through the adoption of nature-based solutions and biodiversity conservation covering over one million acres by 2030. **SECTION: Sustainable Livelihoods** - Supporting sustainable livelihoods for 10 million people by 2030. Your Company’s Businesses are actively working towards achieving your Company’s Sustainability 2.0 vision. During the year, over 50% of your Company’s total energy requirements were met from renewable sources. With this, your Company has already met its 2030 commitment of achieving 50% renewable energy share in FY 2023-24 itself, i.e., seven years in advance. Commendable progress has been made in line with 2030 targets relating to specific energy, specific GHG emissions, and specific water consumption across Businesses as well. In line with its commitment, your Company continued to remain plastic neutral during FY 2023-24 by sustainably managing more plastic packaging waste than the amount of plastic packaging utilized. During the year, your Company’s large-scale programmes on Sustainable Agriculture were augmented to cover 2.7 million acres. A detailed performance dashboard against 2030 commitments is available in your Company’s Sustainability Report, 2024. To achieve its Sustainability 2.0 vision, your Company continues to strengthen its management approach which is guided by a comprehensive set of sustainability policies and is being implemented across the organization. Your Company has put in place robust mechanisms for engaging with key stakeholders, identification of material sustainability issues, and progressively monitoring and mitigating the impacts along the value chain of each Business. Your Company will continue to update these systems and processes in line with evolving disclosure standards and Environmental, Social, and Governance (ESG) requirements. Your Company’s 20th Sustainability Report published during the year detailed the progress made across all dimensions of the ‘Triple Bottom Line’ for FY 2022-23. This report was prepared in conformance with ‘In Accordance – Comprehensive’ criteria of the Global Reporting Initiative (GRI) standards and is third-party assured to ‘Reasonable Level’ as per International Standard on Assurance Engagements (ISAE) 3000. The report continues to be aligned to the requirements of the Integrated Reporting Framework as well."
"Your Company’s Sustainability Report for FY 2023-24 is being prepared and will be made available on your Company’s corporate website in due course. In addition, the Business Responsibility & Sustainability Report (BRSR), as mandated by the Securities and Exchange Board of India (SEBI) for the year under review, is annexed to the Report and Accounts. The BRSR maps the sustainability performance of your Company against the nine principles forming part of the National Guidelines on Responsible Business Conduct (NGRBC) issued by the Ministry of Corporate Affairs, Government of India. During the year, your Company sustained its ‘AA’ rating by MSCI-ESG for the sixth consecutive year, the highest rating among global tobacco majors, and has also been included in the Dow Jones Sustainability Emerging Markets Index for the fourth year in a row. Additionally, your Company entered the prestigious ‘A List’ for CDP Water by achieving the highest ‘A’ rating (Leadership Level), which is higher than the Asia and Global average of ‘C’. For CDP Climate, your Company retained its ‘A -’ (Leadership Level) rating, which is higher than the Asia and Global average of ‘C’. **SECTION: Contribution to the United Nations Sustainable Development Goals (UN SDGs)** Your Company’s Sustainability strategies and Social Investment Programmes & interventions, in addition to their alignment with national priorities, are also well positioned to contribute to the achievement of India’s commitment under the UN SDGs. Your Company’s multi-dimensional environmental and social interventions which have been scaled up over the years contribute favorably to all 17 UN SDGs. For instance, your Company’s programme on Climate Smart Agriculture is aligned to the Government’s National Mission for Sustainable Agriculture and also contributes to the achievement of multiple SDGs, including SDG 13 (Climate Action), SDG 15 (Life on Land), SDG 1 (No Poverty), SDG 2 (Zero Hunger), and SDG 12 (Responsible Consumption and Production). A comprehensive statement linking your Company’s interventions to the SDGs including corresponding targets will be available in your Company’s Sustainability Report for FY 2023-24. **SECTION: Building Climate Resilience** Your Company recognizes the urgent need to combat climate change for building a more secure future and the role it can play in enabling a net-zero economy. To address the risks of climate change, your Company’s climate strategy places equal emphasis on transitioning to a low carbon economy and adapting to the worst impacts of climate change. Your Company is pursuing a low carbon growth strategy through extensive decarbonization programmes across its value chain. These include increasing the share of renewable energy, continuous reduction of specific energy, construction of green buildings, greening logistics & optimizing distance-to-market, and promoting regenerative agriculture practices in agri-value chains. Your Company is also conducting life-cycle analysis (LCA) studies for developing a portfolio of innovative and sustainable products in line with growing consumer preference for climate-friendly products. Additionally, in order to address short-medium term as well as long-term physical risks of climate change, your Company is working with climate experts to conduct comprehensive climate risk and vulnerability assessments using climate models across its key agri value chains and operating locations (factories, hotels, and warehouses). These assessments utilize the latest AI-enabled climate modeling tools for projecting the extent of risk from climate hazards related to changes in temperature, precipitation, sea level rise, flooding, and other extreme weather events over decadal time frames covering the period till 2100 under various Shared Socioeconomic Pathways (SSPs) scenarios (SSP1-2.6, SSP2-4.5, and SSP5-8.5). Detailed farm-level studies have been conducted to understand the potential adverse impacts of climate change on your Company’s key agri-value chains. These risk assessments help further calibrate the climate resilience measures that are being implemented across your Company’s value chains. For major crops like wheat, pulpwood, and leaf tobacco among others, there is significant and sustained work being done by your Company on the development of climate-tolerant varieties as well as dissemination of climate-resilient and regenerative agronomic practices in the growing areas. Over 140 locations of your Company, encompassing both owned as well as key value chain facilities, have been assessed for climate risk. Based on the findings of these assessments, detailed site-specific studies are undertaken for developing contextual location-specific adaptation plans and strategies. **SECTION: Energy Conservation and Renewable Energy** As a responsible corporate citizen, your Company has made a commitment to reduce dependence on energy from fossil fuels. Accordingly, all factories incorporate appropriate green features, and premium luxury hotels and office complexes continue to be certified at the highest level by either the US Green Building Council (USGBC) or Indian Green Building Council (IGBC)."
"During the year, despite a significant increase in scale of operations, over 50% (previous year: 43%) of your Company’s total energy requirements were met from renewable sources such as biomass, wind, and solar. In line with your Company’s continuous thrust on expanding renewable footprint across both thermal and electrical energy, this achievement was driven by the commissioning of a state-of-the-art and future-ready High Pressure Recovery Boiler at the Bhadrachalam mill of your Company’s Paperboards & Specialty Papers Business in the previous year, which replaced conventional soda recovery boilers thereby reducing carbon footprint through lower coal consumption. In addition to this, your Company has installed and commissioned 205 MW of solar and wind power capacity across the country to meet its electrical energy requirements. Your Company continues its efforts towards meeting 100% of purchased grid electricity requirements from renewable sources by 2030 and sustaining 50% renewable energy share in its total energy consumption based on a mix of energy conservation and renewable energy investments, despite significant enhancement in its scale of operations going forward. **SECTION: GHG and Carbon Sequestration** The GHG inventory of your Company for FY 2023-24 compiled according to the ISO 14064 Standard has been assured, as in the earlier years, at the ‘Reasonable Level’ by an independent third party. The GHG inventory covers emissions from your Company’s operations and GHG removals from your Company’s large-scale forestry programmes. Your Company’s Social and Farm Forestry initiatives, besides sequestering carbon from the atmosphere, help towards greening of degraded wasteland, prevent soil erosion, enhance organic matter content in soil, and increase groundwater recharge. **SECTION: Towards Water Security for All** With water scarcity increasingly becoming an area of global and national concern, your Company continues to focus on an integrated water management approach that includes water conservation and harvesting initiatives at its units – while at the same time working towards meeting the water security needs of all stakeholders at the local watershed level. Several interventions have been rolled out to improve water-use efficiencies such as adopting the latest technologies and increasing reuse and recycling practices within the fence while also working with farmers and other community members towards improving water-use efficiencies. Demand-side management is a critical component of your Company’s Water Stewardship programme. Recognizing the critical imperative of reducing water use, especially in agriculture, your Company continues to work with farmers to achieve ‘more crop per drop’ and improve farmer incomes. Over 15 lakh acres have been covered during the year across 12 states through micro irrigation technologies and crop-specific agronomical practices. Basis parameters established earlier, there has been potential water savings to the tune of 1,090 million kl during the year. These interventions are spread across 15 crops including four key agri value chains – wheat, tobacco, pulpwood, and spices, and result in water savings in the range of 15-50% as compared to conventional practices. The water-use efficient practices promoted also help in reducing GHG emissions as compared to the conventional practices followed. The demand-side measures are implemented along with augmenting supply at the sub-catchment level through various interventions focused on harvesting rainwater based on the recommendations of hydro-geological studies. The supply-side interventions include enhancing capture and storage of rainwater (within soil surface and storage structures) and recharging aquifers. In the process, traditional water bodies are restored, and wetland ecosystems are conserved. To have a long-lasting impact and balance out the competing demands on water resources, your Company has also extended work to river basin level as per requirements. During the year, work has been done in four river basins viz. Maharashtra (Ghod basin), Madhya Pradesh (Kolans basin), Tamil Nadu (Upper Bhawani basin), and Telangana (Murreru basin), and recently work has been initiated in Karnataka (South Pennar basin). Considering the increasing water stress in urban catchments, your Company is implementing water security programmes in Bengaluru and Chennai catchments. These programmes focus on restoring urban water bodies, roof water harvesting, groundwater recharge, and piloting technologies like ‘Bore Charger systems’ to recharge shallow aquifers and are aimed at addressing major water-related challenges such as groundwater depletion and flooding during heavy rains. Your Company also conducts efficacy studies to assess the impact of the watershed work carried out and to ensure that maximum benefits accrue in the long term. As of 31st March 2024, your Company’s integrated watershed development projects covering over 1.6 million acres of land have created a total rainwater harvesting potential (RWH) of over 54 million kl."
"In total, nearly 55 million kl of rainwater has been harvested, including within the fence, which is over four times the net water consumed by your Company’s operations in FY 2023-24. In addition, your Company is spearheading the implementation of the Alliance for Water Stewardship (AWS) Standard, which is a credible, globally-applicable, and recognized framework for ensuring sustainable water management within the wider water catchment context. ``` ``` During the year, five units of your Company, namely the Branded Packaged Foods unit at Ranjangaon, Cigarette units at Ranjangaon, Bengaluru, and Saharanpur, and the Green Leaf Threshing unit at Mysuru, received the AWS Platinum level certification, the highest recognition for water stewardship awarded by AWS. Till date, seven units of your Company have achieved Platinum level certification under the AWS Standard. Your Company is in the process of implementing the AWS Standards at other units in high water stress areas and will progressively obtain AWS certification for these sites. In addition to AWS certification, four ITC Hotels – ITC Mughal, ITC Sonar, ITC Rajputana, and ITC Maurya – have the distinction of being the first four LEED® Zero Water certified hotels in the world. **SECTION: Pioneering the Green Building Movement in India** To continuously reduce your Company’s energy footprint, green features are being integrated into all new and old constructions, including hotels, manufacturing units, warehouses, and office complexes. Your Company is a pioneer in the green building movement, with 40 buildings having received Platinum certification by USGBC/IGBC. Several of your Company’s factories and office complexes have received the Green Building certification from IGBC and the Leadership in Energy & Environmental Design (LEED®) certification from USGBC. In 2004, the ITC Green Centre at Gurugram received LEED Platinum® certification by USGBC, making it the largest Platinum rated building in the world at that point in time. The data centre at Bengaluru, ITC Sankhya, is the first data centre in the world to receive the LEED Platinum® certification by USGBC. Large infrastructure investments such as the ITC Green Centre at Guntur and the ITC Green Centre at Bengaluru (both LEED Platinum® certified) continue to demonstrate your Company’s commitment to green buildings. Virginia House, Kolkata, and ITC Centre, Kolkata – the headquarters of your Company – are also certified at the highest ‘LEED Platinum®’ rated Green Building by USGBC. Reaffirming your Company’s commitment to the ethos of ‘Responsible Luxury’, 23 of its hotels have been awarded the LEED Platinum® Certification by USGBC, the highest number of hotels in the world to have achieved this feat, making your Company a trailblazer in green hoteliering globally. ITC Grand Chola, the 600-key super-premium luxury hotel complex in Chennai, is amongst the world’s largest LEED Platinum® certified green hotels. Furthering your Company’s Responsible Luxury ethos, 12 of its iconic hotels have received LEED® Zero Carbon Certification, the first in the world to achieve this. **SECTION: Report of the Board of Directors** **SECTION: Enabling a Circular Economy** Your Company continues to make significant progress in improving the circularity of waste generated in operations. The focus is on reducing waste through constant monitoring, improvement of efficiencies in material utilization, and adequate waste segregation, thereby improving recycling rates. During the year, your Company achieved over 99% recycling of waste generated in the course of its operations. This has prevented waste from reaching landfills, with the associated problems of soil and groundwater contamination and GHG emissions, all of which can adversely impact public health. In addition, your Company’s Paperboards & Specialty Papers Business recycled nearly 89,000 tonnes of externally sourced post-consumer waste paper, thereby creating yet another positive environmental footprint. Your Company aims to go beyond the requirements of Plastic Waste Management Rules, 2022, to ensure that over the next decade, 100% of packaging is reusable, recyclable, or compostable/biodegradable. Your Company is working towards optimizing packaging in a way that reduces the environmental impact arising out of post-consumer packaging waste without affecting product integrity. This is being addressed comprehensively by optimizing packaging design, introducing recycled content in packaging, identifying alternative packaging material with lower environmental impact, and supporting the development of suitable end-of-life solutions for packaging waste. Your Company has successfully implemented multiple large-scale models of solid waste management across the country. These models, based on principles of circular economy, are scalable, replicable, and sustainable, and have enabled your Company to sustain its plastic neutral status since FY 2021-22."
"The approach is centered around treating waste as a resource and ensuring that minimal waste goes to landfill, which can be achieved only when waste is segregated at source. The initiatives focus on educating citizens on segregating waste at source into dry and wet streams and ensuring that value is derived from these resources, supporting sustainable livelihoods for waste collectors. These models operate on a public-private partnership basis with active involvement of urban local bodies, civil society, and the informal sector of waste collectors. Your Company has exceeded its commitment on plastic neutrality for the third consecutive year by collecting and sustainably managing around 70,000 tonnes of plastic waste, which is more than the plastic packaging utilized by your Company. Your Company has also obtained independent third-party assurance for its plastic neutrality status since FY 2022-23. Your Company’s waste recycling programme, ‘WOW – Well Being Out of Waste’, enables the creation of a clean and green environment and promotes sustainable livelihoods for waste collectors. During the year, the programme continued to be executed in Bengaluru, Mysuru, Hyderabad, Coimbatore, Chennai, Delhi, major towns of Telangana, and several districts of Andhra Pradesh. The quantum of dry waste collected during the year was about 63,700 MT from over 1,500 wards. The programme has covered over 2.5 crore citizens in over 64 lakh households, 67 lakh school children, and around 2,200 corporates since its inception. It has promoted sustainable livelihood for over 17,800 waste collectors by facilitating an effective collection system in collaboration with Municipal Corporations. The intervention has also created over 150 social entrepreneurs who are involved in optimizing value capture from the collected dry waste. Your Company’s ‘YiPPee! Better World programme’ is aimed at creating awareness about plastic waste and ways to reduce, recycle, and reuse it among students. During the year, more than 30 lakh school children were educated on plastic waste recycling with an initiative to collect plastic equivalent to 2.83 crores YiPPee! Noodles wrappers across 6,000 schools. This programme, along with the Company’s Social Investments Programme, has provided schools with over 3,950 benches and tables made from recycled plastic. **SECTION: Report of the Board of Directors** In addition to WOW, a separate community-driven programme on decentralized Solid Waste Management (SWM), including the closed-loop Green Temple programme in collaboration with Swachh Bharat Mission, is operational in 33 districts across 10 states, covering over 25 lakh additional households, taking the cumulative coverage to over 50 lakh households. This programme deals with both wet and dry waste and focuses on minimizing waste to landfill by managing waste at source. Under the programme, more than 4 lakh MT of waste was collected during FY 2023-24, out of which around 2.5 lakh MT of wet waste was composted, and 90,000 MT of dry waste recycled, thus avoiding 87% of the total waste from being sent to landfills. Further, home composting was practiced by over 6.4 lakh households cumulatively. In Uttar Pradesh, your Company entered into the second phase of partnership with the Urban Development Department for 85 Urban Local Bodies (ULBs), including 25 new ULBs, after successfully completing the first phase by training over 3,300 Government officials from 62 municipalities on decentralized SWM, thus enabling the extension of coverage of decentralized waste management to over 28.54 lakh households. Your Company had also signed an MoU with Lohiya Swachh Bihar Abhiyan (LSBA), Rural Development Department, Government of Bihar, to train officials on the implementation of decentralized SWM in 456 villages of the Ganga region (‘Ganga Gram’) across 12 districts of Bihar. During the year, refresher training and handholding support were provided to 1,881 Panchayat officials of 456 Ganga Gram villages through a cascade approach, who then initiated focused waste management activities in their villages and covered over 4.6 lakh households. Your Company had also collaborated with the Department of Drinking Water and Sanitation (DDWS), Government of India, and India Sanitation Coalition (ISC), FICCI, to develop 36 Gram Panchayats (GPs) across 10 states as Lighthouses, demonstrating best practices in sanitation and waste management, which will be adopted by other GPs gradually. The partnership is part of the DDWS’s plan of creating 75 Lighthouse Gram Panchayats across India. During the year, of the 36 GPs, 22 GPs were declared Model by the Government, with the balance 14 GPs on track to become Model in the coming months."
"Your Company’s approach of involving SHGs as service providers for GPs for SWM and the use of the Swachhata Mitra App for monitoring waste management in partnership with the Bihar Government has received high appreciation as best practices. **SECTION: Biodiversity Management** Given the linkages between agriculture and the essential ecosystem services that nature provides, your Company recognizes that the preservation and nurturing of biodiversity is crucial for the long-term sustainability of its business and is committed to conducting its operations in a manner that protects, conserves, and enriches biodiversity in line with the Board-approved Policies on Biodiversity Conservation and Deforestation. For both greenfield and brownfield operations, processes are in place for assessing any actual or potential biodiversity-related risk or impact, including conducting environmental impact assessments wherever required by environmental regulations. Moreover, location-specific exposure, including proximity to Key Biodiversity Areas, is assessed periodically. Based on these assessments, key nature-related risks that are material to your Company’s businesses/locations are identified, and mitigation plans are developed and implemented. Location-specific risks covered in these assessments include water stress, climate risks including extreme weather events like droughts and floods, land-use changes, soil quality, and productivity, among others. Your Company also recognizes the potential of nature-based solutions for carbon sequestration and building climate resilience and prioritizes actions to minimize impacts across ecosystems and manage dependencies in a sustainable manner. Your Company also has large-scale programmes in place for ensuring deforestation-free leaf tobacco and wood value chains. For more information, refer to the Corporate Social Responsibility section. **SECTION: Report of the Board of Directors** **SECTION: Sustainable Supply Chain and Responsible Sourcing** Your Company, with its diverse and expanding portfolio of businesses, is working towards scaling up its sustainable supply chain initiatives as part of its Sustainability 2.0 Vision. Your Company has a Board-approved Policy on ‘Sustainable Supply Chain and Responsible Sourcing’ and a ‘Code of Conduct for Suppliers and Service Providers’ that together lay down the foundation for your Company’s engagement with its suppliers. In line with this policy, your Company engages with its supply chain members for building their capacity, assessing sustainability risks, and supporting them in building resilience against such risks. The policy also encourages suppliers to work towards resource-use efficiency, including sustainable natural resource management, GHG emission reduction, and sustainable waste management. For focused engagement with key suppliers, your Company has created a framework for identifying its critical suppliers based on multiple criteria like the value of the business with these suppliers, ESG risk exposure, and substitutability of the supplier, among others. Till FY 2023-24, 100% of your Company’s Critical Tier-I suppliers have been trained on ESG-related aspects, and 40% have undergone an ESG assessment by a third party. For key agri value chains, your Company has implemented large-scale sustainable and Climate Smart Agriculture programmes. Till date, 27.94 lakh acres and over 10.5 lakh farmers, including 1.95 lakh women farmers, have been covered under your Company’s Climate Smart Agriculture programme. Your Company also supports farmers with the adoption of sustainable farm certifications like Rainforest Alliance (RFA), Forest Stewardship Council® (FSC®), and Global Agricultural Practices (G.A.P) for identifying and addressing environmental risks and human rights-related issues. For more information, refer to the Corporate Social Responsibility section. **SECTION: Nutrition** Your Company’s Branded Packaged Foods Businesses have developed a 4-pillar model that uniquely combines the strategic commitments to deliver on its nutrition strategy – ‘Help India Eat Better’. The strategy has been developed to create an ecosystem and guide the organization towards supporting the dream of a healthier nation via value-added products, sustainable food system initiatives, empowered people, and healthy communities. This also includes a focus on diet diversity, food fortification, leveraging traditional systems of knowledge, and the use of millets. The strategy is also in line with Government of India initiatives such as Mission Poshan 2.0, Anemia Mukt Bharat, Kuposhan Mukt Bharat, Surakshit Matritva Abhiyan, and the Aspirational Districts Programme. Robust science-based nutrition targets have also been developed and are continuously tracked and communicated to your Company’s stakeholders. Your Company also achieved the first rank in the ATNI India Index 2023 amongst 20 of the largest Indian food and beverage manufacturers as assessed by the globally recognized Access to Nutrition Initiative (ATNI). The index is published every 2-3 years and evaluates companies on their governance and management, production and distribution of healthy products, influence on consumer choices, and policies and actions targeting priority populations at high risk of malnutrition."
"**SECTION: Promoting Thought Leadership in Sustainability** To ensure wider adoption of the ‘Triple Bottom Line’ philosophy across the Industry, your Company established the ‘CII – ITC Centre of Excellence for Sustainable Development’ (CESD) in 2006 in collaboration with the Confederation of Indian Industry (CII). The Centre continues to focus on its endeavor to promote sustainable business practices amongst Indian enterprises. The major highlights during the year include the following: **SECTION: Climate Change** The CII Climate Action Charter (CCAC) provides a platform for Indian businesses to map Climate Change as a material risk across value chains and develop long-term actions to build resilience. Currently, the Charter has more than 300 signatories across industry sectors. **SECTION: Report of the Board of Directors** - The Centre launched the ‘Industry’s Priorities for COP28, Dubai: Indian Industry Perspective Report’ during the Round Table on ‘Decentralised Renewable Energy (DRE) for SDG7: Powering livelihoods with clean energy’ in December 2023, organized by the Centre, Ministry of New and Renewable Energy (MNRE), and International Solar Alliance (ISA). - In collaboration with the Ministry of Environment, Forest and Climate Change of India (MoEFCC), the Centre actively contributed to the formulation of the National Inventory of Greenhouse Gases related to the Industrial Processes and Product Use (IPPU) sector. This collaborative effort was part of India’s Third National Communications (NATCOM) to the United Nations Framework Convention on Climate Change (UNFCCC). - The Centre led efforts to frame a policy paper under the B20 Taskforce on Energy, Climate Change, and Resource Efficiency. The paper was finalized through consultations and shared with the G20 representatives for consideration. 160+ members shared their suggestions for the policy paper. The Taskforce also developed a policy brief on Decarbonisation of Emerging G20 Countries. - During the B20 Summit 2023, two sessions on Environment, Social and Governance (ESG) were organized by the Centre, including a session on ‘Sustainability & Development Imperatives and the Role of Standards’. The session highlighted the need for sustainability reporting for companies with a simple, clearly defined sustainability standard, ensuring that standards, KPIs, thresholds, and ratings consider applicability, relevance, and prioritization of the Global South. The Centre also released the Policy Paper under the B20 India Action Council on ESG in Business, emphasizing the imperative for convergence on ESG standards and underscoring the role of the private sector in driving these transformations. **SECTION: Circular Economy** - The India Plastics Pact (IPP), launched in September 2021, is uniting businesses, NGOs, and citizens behind four ambitious time-bound targets to help realize a vision of a world where plastic is valued and doesn’t pollute the environment. The Pact is the first in Asia and joins a global network of 13 Plastics Pacts. 53 organizations are signatories to the Pact. The first Annual Report providing a baseline to measure the actions of the Pact was launched in June 2023. - The Pact’s Second Annual Conference was held on the sidelines of the 18th Sustainability Summit. 60 participants from across the plastics value chain attended the Conference. - 138 sites of 18 organizations were certified with Single-use Plastic (SuP) Free Certification. - Five facilities were verified to ensure that the waste generated by the facility is being diverted from landfill disposal. Zero Waste to Landfill Certification was awarded to three organizations. **SECTION: Biodiversity** - The Convention on Biological Diversity’s Global Biodiversity Framework (GBF) has been integrated into the development of India Business & Biodiversity Initiative (IBBI) members’ roadmap for addressing biodiversity risk. 20 business members have developed a biodiversity-based GBF and set measurable targets for addressing nature-related risks by 2030. - In 2023, a National Consultation Group on the Taskforce on Nature-related Financial Disclosure (TNFD) Framework was established in India to provide inputs for the global TNFD Framework development. 50 business members contributed by providing inputs, and seven companies have piloted the TNFD Framework. - About 100 business representatives have been trained on GBF to mainstream biodiversity in business planning. **SECTION: Air Pollution** - ‘India CEO Forum for Clean Air’ is a dedicated platform aiming to galvanize Indian businesses to take forward the clean air agenda in India and promote focused actions through collective leadership of Industry sub-sectors. The Forum started in 2019 with 17 founding members and is now 105 members strong with a signed ‘Clean Air Declaration’ by top leaders of member companies."
"- In the 2023-24 cropping season, the Crop Residue Management (CRM) Programme scaled to 432 villages in Punjab and Haryana, covering approximately 4,83,196 acres, engaging with 86,000 farmers to promote sustainable crop residue management practices. **SECTION: Excellence in Sustainability** - The 18th Sustainability Summit, with the theme of Strengthening Global Partnerships for Sustainable, Equitable, and Inclusive Development, was organized with the support of 25 partner organizations. - The Summit witnessed over 150 eminent national and international speakers who shared their perspectives, representing diverse sectors from across the globe. It was attended by around 400 participants, and over 160 B2B meetings took place during the Summit. - During the 18th Sustainability Summit, the CCI Climate Action Charter (CCAC) Insights Report with key findings from the seven clusters was also released. **SECTION: ESG Intelligence & Analytics** ``` ``` **SECTION: ESG Initiatives** The Centre has helped companies understand their status in the ESG space, identify key ESG gaps, and areas for improvement. Leveraging the Centre’s in-house SaaS-based tools, 10 organisations across industry sectors have undertaken ESG gap assessments. The Eco Edge initiative of the Centre aims at integrating sustainability in the value chains of companies, focusing on Decarbonisation, Circularity, Health & Safety, and Human Rights. The programme evaluates the performance of sourcing companies and their value chain partners, piloted with two automobile companies. The Centre conducted over 35 ESG awareness sessions with value chain partners. **SECTION: CORPORATE SOCIAL RESPONSIBILITY (CSR)** Your Company’s overarching commitment towards creating significant and sustainable societal value is manifest in its CSR initiatives that embrace the most disadvantaged sections of society, especially in rural India, through economic empowerment based on grassroots capacity building. Your Company has a comprehensive CSR Policy outlining programmes, projects, and activities that create a significant positive impact on identified stakeholders. All these programmes fall within the purview of Section 135 read with Schedule VII of the Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Rules, 2014. Key elements of your Company’s CSR interventions include: - Deepening engagement in identified core operational geographies to promote holistic development and design interventions to respond to significant development challenges. - Strengthening capabilities of Non-Government Organisations (NGOs)/Community Based Organisations (CBOs) for participatory planning, ownership, and sustenance of interventions. - Driving the development agenda inclusively, empowering women and marginalized communities, thereby improving Human Development Indices (HDI). - Ensuring behavioural change through demand generation for interventions, enabling community participation, contribution, and asset creation. - Striving for scale with impact by leveraging Government partnerships and accessing contemporary knowledge/technical know-how. **SECTION: Report of the Board of Directors** Your Company’s stakeholders face multi-dimensional and inter-related concerns, primarily the challenge of securing sustainable livelihoods. Your Company undertakes periodic stakeholder engagements through community need assessments, impact assessments, and other evaluations. During the year, your Company undertook 42 community engagements across 13 states where the Social Investments Programme is implemented, understanding grievances of community members. Over 6,000 household surveys were conducted during the year, leading to appropriately designed interventions under the Social Investments Programme to build capacities and promote sustainable livelihoods. The Social Investments Programme follows the Two Horizon approach focusing on inclusive growth and holistic development of households, with women and vulnerable communities at the core. Women are not only beneficiaries but also influencers and active participants in grassroots institutions. The Two Horizon approach integrates development responses, with Horizon-I focusing on strengthening and sustaining livelihoods (primarily agriculture and allied sectors) and Horizon-II on building capabilities for a better future. Your Company’s CSR projects span 26 States/Union Territories covering over 300 districts. The CSR interventions received two prestigious awards during FY 2023-24: - Winner of the 1st UNDP-Mahatma Biodiversity Award for ‘Human Centric Approaches to Biodiversity’. - Winner under the ‘Empowerment (large corporate) category’ for the Targeting Hardcore Poor (THP) Programme at the Social Leadership Awards by Bengal Chamber of Commerce & Industry. **SECTION: Natural Resources Management - Water Stewardship Programme** The Water Stewardship programme aims to facilitate water security for all dependents in factory catchments and drought-proof agri-catchments to minimize risks to agricultural livelihoods. The programme promotes local water resource development and management in moisture-stressed areas through community participation, planning, and implementing measures, including building and maintaining water-harvesting structures. In addition to rural focus, urban water programmes in Bengaluru and Chennai address urban water challenges, facilitating revival of urban water bodies and roof water harvesting. Your Company has extended water stewardship work to river basin level interventions, addressing competing demands from neighbouring areas."
"Work has been done in four river basins in Maharashtra, Madhya Pradesh, Tamil Nadu, and Telangana, with work initiated in Karnataka. The coverage of the water stewardship programme extends to 55 districts across 17 states. During the year, the area under watershed increased by over 1.68 lakh acres, with over 4,100 water-harvesting structures built, creating nearly 5.5 million kl of rainwater harvesting potential. The total number of water-harvesting structures reached over 32,400, with net water storage exceeding 54 million kl. **SECTION: Natural Resources Management - Biodiversity** The programme focuses on reviving ecosystem services provided to agriculture, such as natural pest regulation, pollination, nutrient cycling, soil health retention, and genetic diversity. Biodiversity conservation is achieved through restoration of degraded village commons and native species tree planting. This initiative covered over 1.8 lakh acres in over 38 districts across 10 states, with cumulative coverage exceeding 4.7 lakh acres. Conservation work benefits agricultural activity through soil moisture retention and carbon sequestration. Technical studies have recorded improvements in carbon stocks and biodiversity. A project for mangrove conservation has also been initiated. Your Company partnered with AP Panchayat Raj and Rural Development Department to improve livelihoods and conserve village commons in 9 districts, targeting coverage of 2.5 lakh acres across 8 districts. **SECTION: Climate Smart Agriculture** The Climate Smart Agriculture programme aims to de-risk farmers from erratic weather events through the promotion of climate-smart practices. Currently, 27.94 lakh acres across 85 districts and 10.5 lakh farmers, including 1.95 lakh women farmers, are covered under the programme. More than 6,400 compost units were constructed during the year, with a total of over 61,000 units. Your Company also has a Climate Smart Village (CSV) programme supporting village populations to adapt to climate risks. Currently, 6,755 CSVs are part of the programme. During the year, your Company signed two new partnerships for Climate Smart Watersheds and Climate Smart Villages in Madhya Pradesh. Knowledge dissemination occurred through over 13,500 Farmer Field Schools and 11,750 Choupal Pradarshan Khets (CPKs). Your Company supported the formation of 1,660 Farmer Producer Organisations (FPOs) through its initiatives, enhancing farm incomes and rural livelihoods. **SECTION: Off-farm Livelihood Diversification - Livestock Development** This programme aims to improve income and de-risk livelihoods of rural households by strengthening animal-dependent livelihood options. It covers large ruminants, small ruminants, piggery, fishery, poultry, and apiary in 14 states and 53 districts. During the year, approximately 1.2 lakh artificial inseminations were carried out, leading to the birth of 0.45 lakh high-yielding progeny. Over 1,040 women trained as ‘Pashu Sakhis’ provided extension services to animal owners. The average monthly income of goat owners improved significantly. Your Company is also working with dairy farmers in Bihar, Jharkhand, and West Bengal to improve productivity and facilitate higher milk production. **SECTION: On-farm Livelihood Diversification – Tree Plantations** Your Company’s afforestation initiative through the Social Forestry programme greened over 33,900 acres during the year, impacting over 1.87 lakh poor households. Together with the Farm Forestry programme, this initiative has greened over 11.66 lakh acres, generating about 212 million-person days of employment. The initiative includes Agro-Forestry and bund plantation models, enabling small and marginal farmers to cultivate field crops and trees together. These models cover over 2.36 lakh acres, enhancing food, fodder, and wood security. **SECTION: Women Empowerment** This initiative provided gainful livelihood opportunities to approximately 71,000 poor women, with a cumulative coverage of over 1.92 lakh. About 36,900 ultra-poor women received assets and support to initiate enterprises, significantly increasing their income. The financial literacy and inclusion project, in partnership with MPSRLM and CRISIL Foundation, trained over 63,000 Self-Help Groups (SHGs) covering more than 6.2 lakh women. The programme has cumulatively covered over 2.90 lakh SHGs, benefiting over 28.50 lakh women across 71 districts in 15 states. Your Company’s ‘Aashirvaad Raho 4 Kadam Aage’ programme encourages women empowerment by providing skills related to the food processing sector, covering over 70,000 women beneficiaries. **SECTION: Education** ``` ``` **SECTION: Primary Education Programme** The Primary Education programme aims to provide children from weaker sections of society access to education with a focus on learning outcomes and retention. Operational in 34 districts of 15 states, the programme covered over 4.1 lakh children during the year, taking the cumulative coverage to over 15.31 lakh children. Under the Read India Programme, the proportion of primary level children who were able to perform basic mathematical computations increased from 20% to 90%."
"Considering the importance of Early Childhood Care and Education (ECCE) as per the National Education Policy 2020, building capabilities of Anganwadi Sevikas on ECCE has also been one of the focus areas. Your Company has successfully completed the first phase of partnership on ECCE with the Women Development and Child Welfare Department in Andhra Pradesh, covering over 25,700 Anganwadis and 4.03 lakh children in 13 districts by building the capacities of Integrated Child Development Services supervisors who further train Anganwadi Sevikas. Your Company has entered into the second phase of partnership during the year to expand the programme to the entire state across 26 districts. Additionally, your Company has signed an MoU with the Child Development Services and Nutrition Department, Saharanpur, Uttar Pradesh, for improving ECCE (Poshan Bhi, Padhai Bhi) of children by combining nutrition and education interventions and will cover all the Anganwadi Centres of Saharanpur district. Over 590 Government primary schools and Anganwadis were provided infrastructure support comprising boundary walls, additional classrooms including operationalising smart classrooms, solarisation, sanitation units, and furniture, taking the total number of Government primary schools and Anganwadis covered till date to over 3,900. Infrastructure support to Government schools has helped in increasing enrolment, particularly of girls, in schools. To ensure sustainable operations and maintenance of infrastructure provided, more than 970 School Management Committees and more than 920 Child Cabinets and Water and Sanitation (WATSAN) Committees were operational in various schools during the year with active involvement of students and teachers. Further, 125 Supplementary Learning Centres (SLCs) were operational during the year, mainstreaming more than 2,500 out-of-school children into the formal education system taking the cumulative number to over 12,800. **SECTION: Bounce of Joy Programme** Your Company’s Bounce of Joy programme is aimed at creating a positive impact on children’s lives through sports. Execution of the programme is done by collaborating with schools for training of Physical Education (PE) teachers to help them foster holistic development amongst students through sports like football. Through the trained teachers, the programme has reached out to over 3 lakh students across 300 schools. **SECTION: Skilling & Vocational Training** This programme provides training in market-linked skills to youth from marginalised sections including differently abled, to enable them to engage in decent livelihoods. 12,500 youth across 33 districts in 16 states were trained under different courses during the year, of which 49% were female. This includes about 1,300 youth who were trained through Government and other centres. Cumulatively, over 1.12 lakh youth have been trained under the skilling programme. Further, the pilot programme for skilling differently abled youth that was initiated in Bengaluru was also expanded in Kolkata and Howrah during the year training more than 200 such youth till date. **SECTION: Sanitation** Your Company continues to adopt a multi-pronged approach towards improving public health and hygiene across 34 districts and 13 states. The programme focused on sustaining Open Defecation Free Status (ODF) by ensuring access to toilets to residual households through construction of individual toilets and community toilets for households with space constraints; and retrofitting for twin pits in households where single pit toilet was constructed earlier with Swachh Bharat Mission (SBM) support. In addition, during the year, 62 community toilets were constructed/renovated for households without land, taking the cumulative to 219. 4,200 Individual Household Toilets (IHHTs) were constructed with the support of State Government/District sanitation departments, taking the total to over 43,800 IHHTs constructed so far in your Company’s catchment areas. Cumulatively, IHHTs and community toilets are estimated to be benefiting over 1.22 lakh community members. Tracking of Operations & Maintenance of existing community toilets was also done, along with behaviour change communication to ensure that catchment areas remain open defecation free. Water, Sanitation and Hygiene (WASH) programme was implemented in schools that included construction of sanitation units in schools, separate for girls and boys, and also focused on driving behaviour change among over 98,400 school students through 2,145 WASH campaigns. **SECTION: Health & Nutrition** Your Company’s ‘Swasth India Mission’ programme has been a front runner in driving behavioural change in hand hygiene through innovative experiential training in primary schools. The Swasth India Mission drove a range of initiatives to aid and enable the country in its fight against preventable infections that create huge economic burden on the country. - Swasth India mission believes in ‘Swasth Bacche, Mazboot Desh’ – healthier children are the pillars for building a strong nation."
"The programme deploys story-telling and jingles to teach children about where germs are, what do they do, how can we stay protected, eight steps of handwashing ending with a small quiz about the learnings of the session. The school programme covered ~12,500 schools reaching out to approximately 26 lakh students in FY 2023-24. - The school programme created a positive impact as measured in a pre-post study. There is high recall for the message and the compliance to handwashing with soap increased post the activity from 4.8 occasions to 6.8 occasions on average. - Additionally, the programme addressed specific seasonal issues that required awareness creation for example Leptospirosis and Nipah virus. Awareness generation was done through media tools utilising print media and digital media. - The programme also had the presence of admired public figures like Sachin Tendulkar to urge people to follow hand hygiene as a preventive health practice. The messaging on the same was deployed across various media platforms. Around 14.61 lakh beneficiaries spread across 22 districts in eight states were covered under your Company’s Mother and Child Health and Nutrition initiative aimed at improving the health-nutrition status of women, adolescents, and children in the catchments of a few of your Company’s factories with high maternal and infant mortality indices. Recognising the problem of Anaemia among women and children, focused intervention was initiated and over 36,000 women, adolescents, and children screened in collaboration with Anaemia Mukt Bharat Abhiyan. After screening, awareness creation on localised nutrition and linkages with Government programmes for supplements was initiated. Your Company has collaborated with the Directorate of Social Welfare, Government of Assam to help address challenges of malnutrition in eight districts including seven Aspirational Districts in the state. In this partnership, 541 Integrated Child Development Services (ICDS) supervisors were trained during the year which in turn have cascaded it to 15,883 Anganwadis. Trained Anganwadi Sevikas created awareness among 9.5 lakh pregnant women, mothers, and adolescents in the area of antenatal check-ups, preventive vaccinations, timely breastfeeding, and nutrition management through locally available five food groups including millets. Additionally, your Company has entered into a partnership with the Child Development Services and Nutrition Department in Saharanpur, Uttar Pradesh for building capability of Anganwadi Sevikas in promoting Maternal and Child Health and creating awareness on nutrition by focusing on the first 1,000 days of life. Project Samposhan was undertaken during the year to address the issue of anaemia amongst 1.7 lakh adolescent girls, pregnant & lactating women and trained 2,500 staff from various Government departments (Community Health Officers, Accredited Social Health Activists (ASHA) facilitators, Anganwadi workers) in the districts of Chikkaballapur and Raichur in Karnataka and Gorakhpur in Uttar Pradesh. Similarly, Project Balposhan was undertaken in Valsad district of Gujarat to create awareness on child nutrition. To bridge the gaps in primary and secondary healthcare delivery and to address the challenges of awareness, availability, accessibility, and affordability, your Company has undertaken several Rural Healthcare interventions that are being implemented in a phased manner. After starting with the Mother and Child Health initiative in FY 2016-17, your Company is now adopting a holistic approach focusing on two major components - preventive health care and curative services. The objective of the initiative is to improve health and nutrition by strengthening institutional capacity, supplementing existing infrastructure, promoting greater convergence with existing Government schemes, leveraging technology, and increasing access to basic primary and secondary healthcare services. As part of this project, ‘ITC Swaasth Kiran’ initiative was launched during FY 2021-22 in Saharanpur and Munger districts. Under the initiative, during FY 2023-24, five new Mobile Medical Units (MMU) were added (three in Saharanpur & two in Munger) thus taking the total to 13 MMUs as of date. These MMUs provided free medical consultation and medicines to the rural community at their doorstep. During the year, more than 1.74 lakh individual engagements were made with community members across 800 villages, 58% of which were with women. Further, 22,500 diagnostic tests were conducted, and 5,200 referrals were made during the year. Upgradation of Public Healthcare Centres was also initiated with the involvement of the local community under the initiative. Understanding the need for high-quality doorstep eye care for the community, your Company also initiated an innovative intervention for eye-care under which two Mobile Vision Units (MVU) were pressed into service in rural Saharanpur. These MVUs equipped with high-end ophthalmic equipment can screen and diagnose eye ailments such as Cataract, Diabetic Retinopathy, Glaucoma, and other diseases."
"During the year, more than 91,000 community members were screened, 2,685 were advised prescription eyeglasses, more than 1,500 cataracts detected, and nearly 500 cataract surgeries done. The intervention also diagnosed 362 cases of Diabetic Retinopathy and 158 cases of Glaucoma, which were referred to hospitals for further management. Your Company continued to enhance awareness on various health-related issues through a network of 365 women Village Health Champions (VHCs) who covered nearly 1.54 lakh women and adolescent girls during the year. The programme is operational in six districts of Uttar Pradesh and two districts of Madhya Pradesh. The VHCs conducted door-to-door visits in the villages focusing on aspects like sanitation, menstrual and personal hygiene, family planning, diarrhoea prevention, and nutrition. **SECTION: Potable Water Availability** To make potable water available to local communities in Andhra Pradesh, Reverse Osmosis (RO) water purification plants were set up in villages where the water quality was poor. Nine new RO plants were established in FY 2023-24 taking the total operational RO plants to 169 thus providing safe drinking water to over 2.18 lakh rural people. **SECTION: Waste Management** Your Company’s initiatives focus on creating replicable, scalable, and sustainable models of municipal and rural waste management that can be implemented across the country to ensure that minimal waste goes to landfills. Details of these models are provided in the section on ‘Building a Circular Economy for Post-Consumer Packaging’ above. **SECTION: ITC Sangeet Research Academy** The ITC Sangeet Research Academy (SRA), established in 1977, is an embodiment of your Company’s sustained commitment to a priceless national heritage. Your Company’s pledge towards ensuring enduring excellence in Classical music education continues to drive ITC SRA in furthering its objective of preserving and propagating Hindustani Classical music based on the age-old principle of ‘Guru-Shishya Parampara’. The Academy is modelled as a professionally run institution that epitomises the teaching of Hindustani Raga music. Through its eminent Gurus, it imparts intensive training and quality education in Hindustani Classical music to its scholars. The present Gurus of the Academy are Padma Bhushan Pandit Ajoy Chakrabarty, Padmashri Pandit Ulhas Kashalkar, Pandit Partha Chatterjee, Pandit Uday Bhawalkar, Vidushi Subhra Guha, Shri Omkar Dadarkar, Shri Abir Hossain, and Shri Brajeswar Mukherjee. The Academy’s focus continues to be on nurturing exceptionally gifted students selected from across the country through a system of multi-level auditions. Several scholars of the Academy have performed at various music festivals and have also been recipients of prestigious awards and accolades. Creation of the next generation of masters of Hindustani Classical music for the propagation of a precious legacy continues to be the Academy’s objective. **SECTION: Forging Multi-Stakeholder Partnerships** Your Company’s Social Investments Programme lays continuous emphasis on building partnerships of value for driving innovation & gaining contemporary knowledge while effectively amplifying and executing programmes. Your Company has over the years formed Knowledge Partnerships with several national & international organisations/agencies to maintain contemporariness and leverage the latest knowledge/technical know-how to continuously improve the quality of programmes. Public-Private Partnerships (PPP), aimed at pooling resources, and partnership with Governments are effectively leveraged to scale-up and amplify programmes implemented in your Company’s catchment areas. During the year, six new PPPs were signed. The meaningful contribution made by your Company’s Social Investments Programme to address some of the country’s key development challenges has been possible in significant measure, due to your Company’s partnerships with renowned NGOs such as AFARM, AFPRO, BAIF, Bandhan Konnagar, Cheshire Disability Trust, DHAN Foundation, DSC, FES, FINISH, MAMTA, MYRADA, NCHSE, Pratham, SEARCH, SMGVS, SEWA Bharat, Umang, WASH Institute, Water for People, and Youth Invest amongst others. These partnerships, which bring together the best-in-class management practices of your Company and the development experience and mobilisation skills of NGOs, will continue to provide innovative grassroots solutions to some of India’s most challenging problems of development in the years to come. **SECTION: CSR Expenditure** The annual report on Corporate Social Responsibility activities, as required under Sections 134 and 135 of the Companies Act, 2013 read with Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 and Rule 9 of the Companies (Accounts) Rules, 2014, is provided in the Annexure forming part of this Report. **SECTION: Environment, Health & Safety** Your Company’s Environment, Health & Safety (EHS) strategies are directed towards achieving the greenest and safest operations across all your Company’s units by optimising natural resource usage and providing a safe and healthy workplace. Systemic efforts continue to be made towards natural resource conservation by continuously improving resource-use efficiencies."
"Your Company believes that a safe and healthy work environment is a pre-requisite for ensuring employee well-being and adopting best practices in occupational health & safety bears a direct impact on overall performance. With an aim to percolate safety deeper into your Company’s operational practices and achieve the ‘Zero Accident’ goal, your Company has adopted a comprehensive EHS strategy founded on two pillars: ‘Safety by Design’ and ‘Safety by Culture’. **SECTION: Safety** Your Company sustained focus on ‘Safety by Design’ by continuously striving to improve safety performance and incorporating best-in-class engineering standards for all investments in the built environment. Designs for all new greenfield & brownfield project investments are scrutinised to ensure compliance with relevant standards and codes on safety. Periodic Environment, Health & Safety audits continue to be carried out in operational units to verify compliance with relevant standards. To drive a culture of safety, your Company, in addition to comprehensive focus on training, continues to hold structured conversations with workers on ‘Safe and Unsafe’ Acts. These are supplemented by the adoption of keystone behaviours that inculcate individual ownership for safe behaviour. Your Company has also made use of Design Thinking principles for seamless integration of safety in business operations. These initiatives are bringing in positive behavioural changes. Several national awards and certifications received by various units reaffirm your Company’s commitment to provide a safe and healthy workplace to all. **SECTION: R&D, Quality and Product Development** Your Company’s state-of-the-art Life Sciences and Technology Centre (LSTC) in Bengaluru is at the core of driving science-led product innovation to build and support your Company’s portfolio of world-class products and brands. Over the years, LSTC has emerged as a robust innovation engine that is a key enabler of the ‘ITC Next’ growth strategy. Reinforced with world-class infrastructure, resourced with a diverse team of over 400 highly qualified scientists, LSTC continues to drive various initiatives to provide differentiation and competitive edge to your Company’s brands and products. During the year, LSTC celebrated its Golden Jubilee - completing five decades of scaling new frontiers in Research & Development and innovation. Eminent scientists from India and across the world attended the celebrations, sharing rich insights on topical areas including Disruptive Innovation led Exponential Growth, Future Foods – Role of AI & Data Science, Sustainable Materials for Packaging, Adaptation to Sustainability, etc. Driving purposeful innovations that fulfil the needs of the Indian consumer through superior offerings remains the key objective of LSTC. Centres of Excellence across domains viz. Biosciences, Agri-sciences & Materials sciences enabled building capabilities over the years to cater to the constantly evolving needs of consumers. Focused research across identified domains viz. Health & Wellness, Formulation Design, Sustainable Materials & Packaging, Agro-forestry, and Crop Science has enabled the teams to harness contemporary advances in relevant core areas to translate ‘proofs of concept’ to novel product opportunities. Bearing testimony to LSTC’s innovation capabilities while building the intellectual assets for your Company, over 800 patent applications have been filed to date. Robust risk management practices are in place to ensure that your Company’s intellectual properties remain adequately protected and to ensure mitigation of information and infrastructure risk. Research programmes and projects are structured through close alignment with the various Businesses of your Company resulting in a robust innovation pipeline. Additionally, in line with your Company’s relentless focus on operational excellence and quality, each Business is mandated to continuously innovate on materials, processes, and systems to enhance their competitiveness. ``` ``` **SECTION: Company Overview** Your Company has been a forerunner in introducing first-to-market innovative products for Indian consumers. In today’s operating scenario of unprecedented volatility and hyper-inflationary pressures, LSTC scientists and product development teams continue to enable the Branded Packaged Foods, Personal and Home Care, Stationery, and Agarbatti Businesses to deliver a range of differentiated, superior quality products at competitive costs. Innovative science-based Platform projects continue to be leveraged to drive the creation of healthier foods through systematic reduction in salt, sugar, and fat without compromising on sensory attributes. Leading-edge technology platforms in Personal Health & Hygiene, Health & Wellness continue to power innovation and develop next-generation product offerings to serve emerging consumer needs. LSTC’s unique competencies in Sustainable Materials and Packaging have enabled the development of packaging options with a high degree of recycled plastics content and novel barrier coating solutions to create next-generation environmentally friendly packaging solutions."
"**SECTION: Agro-Forestry and Crop Science** In Agro-Forestry and Crop Science, your Company’s scientists have established different cutting-edge tools and technology platforms for improving tree and crop species of your Company’s interests (like yield, quality, abiotic and biotic stress) for securing the raw material. Ongoing research has a major emphasis on developing climate-resilient crops and pulp wood species to address the security of raw material supplies across your Company’s value chains and ensure enhanced farmer profitability. Research on wheat and potato varietal securitization are at advanced stages of deployment to achieve flexibility in sourcing of raw material, create region-specific blends, and ensure robust agro-climatic adaptability for growing and sourcing raw materials closer to the factories at competitive costs, in addition to reducing the carbon footprint. Future-ready, alternate value chains that mitigate risks arising out of disruptions to existing sourcing models continue to be explored. LSTC has deployed various digital transformation tools at the farm level to bring in predictive capability with agility. LSTC, in collaboration with the Agri and Branded Packaged Foods Businesses, endeavors to ensure that science-based ideas are fully integrated across the value chain from farm to fork. Infrastructure and capabilities are strengthened continuously, keeping pace with global developments in science and technology. Expanding capabilities include spreading the acreage of new tree clones with superior properties, developing modern instrumentation for testing very low levels of actives or contaminants, measuring barrier properties (air and water permeability) of coated paper substrate, development and scale-up of novel materials, etc. Rigorous systems, processes, and industry best practices are continuously upgraded to secure quality certifications of the highest levels – a key enabler in delivering products that follow the highest standards in quality, safety, and efficacy to the Indian consumer. All branded packaged foods manufacturing units of your Company not only have ISO quality certification but also follow the highest standards under the integrated food quality management system - FSSC 22000; these systems ensure adherence to internationally accepted quality standards in producing safe and high-quality food. All manufacturing units of the Branded Packaged Foods Businesses (including contract manufacturing units) and Hotels operate in compliance with stringent food safety and quality standards. Your Company’s food quality assurance laboratories are accredited by the National Accreditation Board for Testing and Calibration Laboratories (NABL) under ISO 17025, a global standard for testing and calibrating labs, which guarantees quality. Additionally, the quality of all FMCG products of your Company is monitored through best-in-class customer-centric quality control and quality assurance processes and product quality ratings systems (PQRS) enhancing the competitive superiority of your Company’s product offerings. **SECTION: Digital Transformation and Future Readiness** In its quest to continuously enhance efficiency and be future-ready, LSTC is developing and deploying cutting-edge digital tools for quality performance analytics, benchmarking, and strengthening quality management systems. Satellite imaging-based tree plantation area mapping has been accomplished with greater than 90% accuracy for species of your Company’s interest (Eucalyptus, Subabul, Casuarina, Corymbia) that will enable assessment of pulp wood availability. Going forward, LSTC will continue to identify growth opportunities leveraging your Company’s diverse core competencies and R&D insights emerging from close consumer interactions and contemporary science and technology. **SECTION: Proceedings Initiated by the Enforcement Directorate** In the proceedings initiated by the Enforcement Directorate in 1997, the appropriate authority after hearing arguments on behalf of your Company has passed orders in favor of your Company and dropped some of the show cause notices issued by the Directorate. In respect of some of the remaining notices, your Company filed writ petitions challenging their validity. The Honourable Calcutta High Court, by its orders, allowed these writ petitions, and the proceedings in respect of these notices were quashed. The remaining notices are pending. Meanwhile, some of the prosecutions launched by the Enforcement Directorate have been quashed by the Honourable Calcutta High Court while others are pending. **SECTION: Treasury Operations** Your Company’s treasury operations continued to focus on the deployment of surplus liquidity and management of foreign exchange exposures within a well-defined risk management framework. Market interest rates remained volatile during the year, largely driven by global factors such as the US economy’s resilience, which delayed the start of monetary easing by the US Fed and caused interest rates in the US to trend higher. In the backdrop of global volatility, RBI towards the end of September 2023 took steps to tighten liquidity conditions in the Banking system, which reversed the trajectory of domestic interest rates."
"However, interest rates at the longer end declined on the back of robust demand from Foreign Portfolio Investors following the announcement of Indian G-Secs inclusion in JP Morgan’s Emerging Markets Bond Index and lower fiscal deficit target for FY 2024-25. Investment decisions relating to the deployment of surplus liquidity continued to be guided by the tenets of Safety, Liquidity, and Return. Treasury operations focused on proactive rebalancing of portfolio duration and mix in line with the evolving interest rate environment. Further, continuous review and monitoring of creditworthiness, including engagement with market participants, ensured that the investment portfolio was not exposed to undue credit risks. As in earlier years, commensurate with the size of the temporary surplus liquidity under management, treasury operations continue to be supported by appropriate internal control systems, and independent check of 100% of transactions by your Company’s Internal Audit Department. In the currency market, Indian Rupee (INR) witnessed significantly lower volatility compared to the previous financial year. The Dollar Index (DXY), a key indicator of US Dollar (USD) strength, registered modest gains for the financial year but witnessed large two-way movements. INR strength was aided by a large surplus expected in Balance of Payments for the year vis-a-vis deficit in the previous year. Periods of INR weakness were attributed mostly to global factors such as escalation of conflict in the Middle East and US Federal Reserve adopting a ‘higher for longer’ monetary policy stance to meet its mandate of lowering inflation. RBI’s strategic intervention in the forex markets, which gained prominence from September 2023, enabled the reduction in market volatility. To effectively navigate the volatility in currency markets, your Company adopted a proactive risk management strategy and actively managed foreign exchange exposures. **SECTION: Deposits** Your Company’s erstwhile Public Deposit Scheme closed in the year 2000. As at 31st March 2024, there were no deposits due for repayment except in respect of two deposit holders aggregating ₹20,000 which have been withheld on the basis of directives received from the government agencies. There was no failure to make repayments of Fixed Deposits on maturity and the interest due thereon in terms of the conditions of your Company’s erstwhile Schemes. Your Company has not accepted any deposit from the public/members under Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 during the year. **SECTION: Directors** **SECTION: Changes in Directors** During the year, with your approval, Ms. Alka Marezban Bharucha and Ms. Pushpa Subrahmanyam were appointed as Independent Directors of your Company for a period of five years with effect from 12th August 2023 and 2nd April 2024, respectively. Further, Messrs. Anand Nayak and Ajit Kumar Seth were re-appointed, with your approval, as Independent Directors of your Company for a period of five years with effect from 13th July 2024. In the opinion of the Board, Ms. Bharucha, Ms. Subrahmanyam, Mr. Nayak, and Mr. Seth possess the required integrity, expertise, and experience for appointment as Independent Directors of your Company. With your approval, Mr. Rahul Jain, representing the Specified Undertaking of the Unit Trust of India (‘SUUTI’), and Mr. Atul Singh, representing Tobacco Manufacturers (India) Limited (‘TMI’), a subsidiary of British America Tobacco p.l.c., were appointed as Non-Executive Directors of your Company for a period of three years with effect from 1st January 2024 and 2nd April 2024, respectively. Mr. Jain has since tendered his resignation with effect from 31st May 2024. Further, Mr. Sanjiv Puri was re-appointed, with your approval, as the Managing Director & Chairman of your Company for a period of five years with effect from 22nd July 2024, and Mr. Hemant Malik was appointed as a Wholetime Director for a period of three years with effect from 12th August 2023. The Board of Directors of your Company (‘the Board’), on the recommendation of the Nomination & Compensation Committee (‘the Committee’), has recommended for the approval of the Members, the appointment of Dr. Alok Pande, representing SUUTI, as a Non-Executive Director of your Company for a period of three years with effect from 27th July 2024. Mr. Sunil Panray, representing TMI, will complete his present term as a Non-Executive Director of your Company on 19th December 2024. The Board, on the recommendation of the Committee, has recommended for the approval of the Members, the re-appointment of Mr. Panray as a Non-Executive Director of your Company for a period of five years with effect from 20th December 2024. Further, Messrs."
"Sumant Bhargavan and Supratim Dutta will complete their present terms as Wholetime Directors of your Company on 11th July 2025 and 21st July 2025, respectively. On the recommendation of the Committee, the Board has recommended for the approval of the Members, the re-appointment of Messrs. Sumant and Dutta as Wholetime Directors of your Company for a period of two years with effect from 12th July 2025 and three years with effect from 22nd July 2025, respectively. Appropriate resolutions seeking your approval to the above are appearing in the Notice convening the 113th Annual General Meeting (‘AGM’) of your Company. Mr. Peter Rajatilakan Chittaranjan, representing the General Insurers’ (Public Sector) Association of India, and Mr. David Robert Simpson, representing TMI, stepped down from the Board with effect from 1st September 2023 and 30th January 2024, respectively. Mr. Nakul Anand completed his term as a Wholetime Director of your Company with effect from 3rd January 2024 after being associated with the ITC Group for over 44 years, including 18 years with your Company. Your Directors place on record their appreciation for the contribution made by Messrs. Chittaranjan, Simpson, and Anand during their tenure with your Company. **SECTION: Retirement by Rotation** In accordance with the provisions of Section 152 of the Companies Act, 2013 (‘the Act’) read with Articles 94 and 95 of the Articles of Association of your Company, Messrs. Sunil Panray and Supratim Dutta will retire by rotation at the ensuing AGM and being eligible, offer themselves for re-election. Your Board has recommended their re-election. **SECTION: Number of Board Meetings** Six meetings of the Board were held during the year ended 31st March 2024. **SECTION: Attributes, Qualifications & Independence of Directors and their Appointment** The Corporate Governance Policy of your Company, inter alia, requires that the Non-Executive Directors be drawn from amongst eminent professionals, with experience in business/finance/law/public administration and enterprises. The Nomination & Compensation Committee has laid down the criteria for determining qualifications, positive attributes, and independence of Directors (including Independent Directors). In case of appointment of Independent Directors, the Nomination & Compensation Committee evaluates the balance of skills, knowledge, and experience on the Board, and also the role and capabilities required for appointment as an Independent Director of your Company. Further, the Board is required to have a balance of skills, competencies, experience, and diversity of perspectives appropriate to your Company in terms of the Policy on Board Diversity. Diversity for this purpose is considered from a number of aspects including, but not limited to, educational and cultural background, nature of professional, administrative and industry experience, skills, knowledge, and gender representation. The skills, expertise, and competencies of the Directors as identified by the Board, along with those available in the present mix of the Directors of your Company, are provided in the ‘Report on Corporate Governance’ forming part of the Report and Accounts. In terms of the applicable regulatory requirements read with the Articles of Association of your Company, the strength of the Board shall not be fewer than six nor more than eighteen. Directors are appointed/re-appointed with the approval of the Members for a period of three to five years or a shorter duration, in accordance with retirement guidelines and as may be determined by the Board from time to time. All Directors, other than Independent Directors, are liable to retire by rotation unless otherwise approved by the Members. One-third of the Directors who are liable to retire by rotation retire every year and are eligible for re-election. The Independent Directors of your Company have confirmed that (a) they meet the criteria of independence prescribed under Section 149 of the Act and Regulation 16 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), (b) they are independent from the management of your Company, and (c) they are not aware of any circumstance or situation which could impair or impact their ability to discharge duties with an objective independent judgment and without any external influence. In the opinion of the Board, the Independent Directors fulfill the conditions prescribed under the Act and the Listing Regulations and are independent of the management of your Company. **SECTION: Remuneration Policy** Details of your Company’s Policy on remuneration of Directors, Key Managerial Personnel, and other employees are provided in the ‘Report on Corporate Governance’ forming part of the Report and Accounts."
"**SECTION: Evaluation of Board, Board Committees, and Individual Directors** Your Company has a structured process for performance evaluation of the Board, Board Committees, and individual Directors. The Nomination & Compensation Committee, as reported in earlier years, has formulated the Policy on Board evaluation, evaluation of Board Committees’ functioning, and individual Director evaluation, and also specified that such evaluation will be done by the Board. In keeping with ITC’s belief that it is the collective effectiveness of the Board that impacts the Company’s performance, the primary evaluation platform is that of collective performance of the Board as a whole. Board performance is assessed, inter alia, against the roles and responsibilities of the Board as provided in the Act, the Listing Regulations, and your Company’s Governance Policy. The parameters for Board performance evaluation have been derived from the Board’s core role of trusteeship to protect and enhance shareholder value as well as to fulfill expectations of other stakeholders through strategic supervision of your Company; such parameters include securing alignment of your Company’s goals with the nation’s economic, ecological, and social priorities, ensuring that your Company has a clearly defined strategic direction for realization of its vision, and supporting your Company’s management to meet challenges arising from the operating and policy environment in the country. Evaluation of the functioning of Board Committees is based on discussions amongst Committee members and shared by the respective Committee Chairmen with the Board. Individual Directors are evaluated in the context of the role played by each Director as a member of the Board at its meetings, in assisting the Board in realizing its role of strategic supervision of the functioning of your Company in pursuit of its purpose and goals. The peer group ratings of the individual Directors are collated by the Chairman of the Nomination & Compensation Committee and made available to the Chairman of your Company. While the Board evaluated its performance against the parameters laid down by the Nomination & Compensation Committee, the evaluation of individual Directors was carried out against the laid down parameters in order to ensure objectivity. The parameters for performance evaluation of individual Directors, inter alia, include the ability to provide thought leadership across the role spectrum, and contribution to Board cohesion, governance, and organizational processes. Reports on the functioning and performance of Committees during the year were placed before the Board. The Independent Directors Committee of the Board also reviewed the performance of the Chairman, other non-Independent Directors, and the Board, pursuant to Schedule IV to the Act and Regulation 25 of the Listing Regulations. **SECTION: Key Managerial Personnel** As stated earlier, Mr. Nakul Anand ceased to be a Wholetime Director of your Company upon completion of term, and Mr. Hemant Malik was appointed as a Wholetime Director of your Company with effect from 12th August 2023. There were no other changes in the Key Managerial Personnel of your Company during the year. **SECTION: Audit Committee & Auditors** The composition of the Audit Committee is provided under the section ‘Board of Directors and Committees’ in the Report and Accounts. **SECTION: Statutory Auditors** Messrs. S R B C & CO LLP, Chartered Accountants (‘SRBC’), were appointed with your approval as the Auditors of your Company for a period of five years till the conclusion of the ensuing AGM. The Board, on the recommendation of the Audit Committee, has recommended for the approval of the Members, the re-appointment of SRBC as the Auditors of your Company for a period of five years from the conclusion of the ensuing 113th AGM till the conclusion of the 118th AGM. On the recommendation of the Audit Committee, the Board has also recommended for the approval of the Members, the appointment and remuneration of SRBC as the Statutory Auditors. **SECTION: Cost Auditors** Your Board, as recommended by the Audit Committee, appointed the following Cost Auditors for the financial year 2024-25: 1. Messrs. ABK & Associates, Cost Accountants, for audit of Cost Records maintained by your Company in respect of ‘Wood Pulp’ and ‘Paper and Paperboard’ products. ``` ``` **SECTION: Messrs. S. Mahadevan & Co.** Cost Accountants were appointed for the audit of Cost Records maintained in respect of all applicable products of your Company, other than ‘Wood Pulp’ and ‘Paper and Paperboard’ products. Pursuant to Section 148 of the Act read with the Companies (Audit and Auditors) Rules, 2014, appropriate resolutions seeking your ratification to the remuneration of the aforesaid Cost Auditors are appearing in the Notice convening the 113th AGM of your Company."
"Your Company maintains necessary cost records as specified by the Central Government under Section 148(1) of the Act read with the Companies (Cost Records and Audit) Rules, 2014. **SECTION: Secretarial Auditors** Messrs. S. N. Ananthasubramanian & Co., Company Secretaries, were appointed by the Board as the Secretarial Auditors of your Company for the financial year ended 31st March, 2024. The Secretarial Auditors have confirmed that your Company has complied with the applicable laws and that there are adequate systems and processes in your Company commensurate with its size and scale of operations to monitor and ensure compliance with the applicable laws. The Report of the Secretarial Auditors, pursuant to Section 204 of the Act, is provided in the Annexure forming part of this Report. **SECTION: Changes in Share Capital** During the year, 5,67,03,730 Ordinary Shares of ₹1/- each, fully paid-up, were issued and allotted upon exercise of 56,70,373 Options under your Company’s Employee Stock Option Schemes. Consequently, the Issued and Subscribed Share Capital of your Company, as on 31st March, 2024, stands increased to ₹1248,47,21,471/- divided into 1248,47,21,471 Ordinary Shares of ₹1/- each. The Ordinary Shares issued during the year rank pari passu with the existing Ordinary Shares of your Company. **SECTION: Employee Stock Option Schemes** Disclosures with respect to Stock Options, as required under Regulation 14 of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (‘the Regulations’), are available in the Notes to the Financial Statements of the Company. The said disclosures forming part of the Financial Statements can also be accessed on your Company’s corporate website http://www.itcportal.com under the section ‘Investor Relations’. During the year, there has been no change in your Company’s Employee Stock Option Schemes. Your Company’s Secretarial Auditors have certified that the Employee Stock Option Schemes of your Company have been implemented in accordance with the Regulations and the resolutions passed by the Members in this regard. **SECTION: Investor Service Centre** The Investor Service Centre of your Company (‘ISC’), accredited with ISO 9001:2015 certification, is registered with the Securities and Exchange Board of India as a Category II Share Transfer Agent. ISC remains committed to maintaining the highest standards of investor servicing, consistently ensuring best-in-class services for shareholders and investors, while adhering to the applicable statutory requirements. ISC continues to invest in upgradation of its infrastructure, systems and technology in order to keep them contemporary. **SECTION: Related Party Transactions** All contracts or arrangements entered into by your Company with its related parties during the financial year were in accordance with the provisions of the Companies Act, 2013 and the Listing Regulations. All such contracts or arrangements were approved by the Audit Committee. No material contracts or arrangements with related parties within the purview of Section 188(1) of the Act were entered into during the year under review. Further, the prescribed details of related party transactions of your Company in Form No. AOC – 2, in terms of Section 134 of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014, are given in the Annexure to this Report. **SECTION: Directors’ Responsibility Statement** As required under Section 134 of the Companies Act, 2013, your Directors confirm having: - a) followed in the preparation of the Annual Accounts, the applicable accounting standards with proper explanation relating to material departures, if any; - b) selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of your Company at the end of the financial year and of the profit of your Company for that period; - c) taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of your Company and for preventing and detecting fraud and other irregularities; - d) prepared the Annual Accounts on a going concern basis; - e) laid down internal financial controls to be followed by your Company and that such internal financial controls were adequate and were operating effectively; and - f) devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively."
"**SECTION: Consolidated Financial Statements** Your Company’s Board of Directors is responsible for the preparation of the consolidated financial statements of your Company and its Subsidiaries (‘the Group’), Associates and Joint Venture entities, in terms of the requirements of the Companies Act, 2013 (the Act) and in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards specified under Section 133 of the Act. The respective Boards of Directors of the companies included in the Group and of its associates and joint venture entities are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of each company and for preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies; making judgements and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. Such financial statements have been used for the purpose of preparation of the consolidated financial statements by the Board of Directors of your Company, as aforestated. **SECTION: Other Information** Compliance with the conditions of Corporate Governance: The certificate from your Company’s Statutory Auditors, Messrs. S R B C & CO LLP, confirming compliance with the conditions of Corporate Governance as stipulated under the Listing Regulations, is annexed. **SECTION: Going Concern Status** There was no significant or material order passed during the year by any regulator, court or tribunal impacting the going concern status of your Company or its future operations. **SECTION: Dividend Distribution Policy** The Dividend Distribution Policy of your Company may be accessed on its corporate website at https://www.itcportal.com/about-itc/policies/dividend-distribution-policy.pdf. **SECTION: Annual Return** The Annual Return of your Company is available on its corporate website at https://www.itcportal.com/investor/disclosures-under-SEBI.aspx. **SECTION: Particulars of Loans, Guarantees or Investments** Details of loans and investments covered under the provisions of Section 186 of the Companies Act, 2013 are provided in Notes 4, 5, and 9 to the Financial Statements. No guarantees were outstanding as at the year end. **SECTION: Particulars Relating to Conservation of Energy and Technology Absorption** Particulars as required under Section 134 of the Companies Act, 2013 relating to Conservation of Energy and Technology Absorption are also provided in the Annexure to this Report. **SECTION: Compliance with Secretarial Standards** Your Company is in compliance with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India and approved by the Central Government under Section 118(10) of the Act. **SECTION: Employees** The total number of employees as on 31st March, 2024, stood at 24,567. There were 350 employees, who were employed throughout the year and were in receipt of remuneration aggregating ₹102 lakh or more or were employed for part of the year and were in receipt of remuneration aggregating ₹8.5 lakh per month or more during the financial year ended 31st March, 2024. The information required under Section 197(12) of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided in the Annexure forming part of this Report. **SECTION: Key Financial Ratios** Key Financial Ratios for the financial year ended 31st March, 2024, are provided in the Annexure forming part of this Report. **SECTION: Forward-Looking Statements** This Report contains forward-looking statements that involve risks and uncertainties. When used in this Report, the words ‘anticipate’, ‘believe’, ‘estimate’, ‘expect’, ‘intend’, ‘will’ and other similar expressions as they relate to your Company and/or its Businesses are intended to identify such forward-looking statements. Your Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Actual results, performances or achievements could differ materially from those expressed or implied in such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of their dates. This Report should be read in conjunction with the financial statements included herein and the notes thereto. **SECTION: Conclusion** Your Company’s ‘Triple Bottom Line’ philosophy has over the years spurred the creation of innovative business models that synergise the building of economic, environmental and social capital. It is now universally evident that enterprises of the future will not only have to be agile, consumer-centric, innovative and digital-first but also purpose-driven and responsibly competitive."
"Your Company’s superordinate goal of serving larger national priorities and creating value for all stakeholders has evolved into a new paradigm - ‘Responsible Competitiveness’ - that focuses on extreme competitiveness but in a manner that replenishes the environment and supports sustainable livelihoods. The strategic Vision of creating multiple drivers of growth through the pursuit of market opportunities that best match institutional strengths, has resulted in the development of strong Businesses of the future anchored on a portfolio of purpose-led brands, future-ready products and world-class quality. Today, your Company is the leading FMCG marketer in India, a pre-eminent hotel chain and a globally acclaimed icon in green hoteliering, the clear market leader in the Indian Paperboards and Packaging industry, a pioneering trailblazer in farmer and rural empowerment through its Agri Business and a global exemplar in sustainable business practices. Since the turn of the millennium, your Company’s non-cigarettes businesses have grown over 31-fold and presently constitute about two-thirds of Net Segment Revenue. At the heart of this transformation lies the power of synergy, with seamless access for your Company’s new Businesses/initiatives to the deep and varied capabilities resident across different parts of the enterprise, and its world-class talent pool. An extensive strategy reset has been undertaken in recent years to architect the structural drivers that will power the ITC Next strategy of building a Future-Ready, Consumer-Centric, Climate Positive and Inclusive organisation anchored on the Responsible Competitiveness paradigm. In recent years, the FMCG Businesses have delivered strong revenue growth along with significant margin expansion and are well poised to be rapidly scaled up. Multi-dimensional interventions have been made to strengthen the FMCG Businesses for sustained profitable growth. The product portfolio of your Company has been further strengthened in alignment with new opportunities and enterprise strengths with sharper focus on fortifying the core businesses, addressing adjacent opportunities leveraging Mother Brands and building emerging businesses for the future. To accentuate consumer-centricity, agility and enable sharper focus in the context of the growing scale and complexity of operations, the Branded Packaged Foods Businesses have been reorganised into product market centric clusters with integrated and empowered teams. Focused interventions made in the recent past have also augmented your Company’s multi-channel go-to-market capability, resulting in manifold expansion in the reach and availability of its products. Over the last five years, market and outlet coverage have grown 2.5x and 1.4x respectively while the network of stockists has expanded to 8x during the same period. Sharp-focused investments have augmented capability in emerging channels such as e-Commerce and Modern Trade, resulting in strong growth in sales and enhanced market standing. In addition, investments towards accelerating agile and purposeful innovation, optimising supply chain efficiencies, accelerated digital adoption, and strategic partnerships have significantly enhanced competitiveness. The impact of these multi-dimensional interventions is evident in the substantial margin expansion of 560 bps in Segment EBITDA over the last five years even in the face of severe inflationary headwinds. The FMCG Businesses will continue to leverage your Company’s institutional strengths as a key source of sustainable competitive advantage viz. strong backward linkages with the Agri Business, a deep & wide multi-channel distribution network, cuisine knowledge resident in the Hotels Business, packaging knowhow and the robust R&D platforms nurtured by LSTC. Structural advantages arising out of distributed manufacturing footprint, anchored on state-of-the-art ICMLs strategically located proximal to large demand centres, will be increasingly leveraged to drive rapid growth of the FMCG Businesses. With enhanced scale and margin expansion, the FMCG Businesses are expected to make increasingly higher contributions to your Company’s profit pool, thereby setting the stage for further value enhancement opportunities. The Agri Business has been a strong backbone and a key source of competitive advantage for your Company’s FMCG and Cigarettes Businesses. The scope and scale of operations have grown manifold over the years and currently encompass nearly 3 million tonnes of annual volume throughput in 22 states and over 20 agri-value chains. In recent years, the Business has pivoted its strategic focus towards rapidly scaling up its Value-Added Agri Products portfolio to accelerate growth and margins. With policy enablers in place, your Company is developing NextGen agriculture value chains that are digitally enabled and climate smart, and re-structuring the back end into a robust network of Farmer Producer Organisations."
"This will further strengthen the sourcing network and facilitate the development of customised supply chains for traceable and identity-preserved sourcing of agri-commodities and in augmenting the product portfolio with the addition of value-added products such as staples for the Food Service segment, fresh and frozen fruits & vegetables, medicinal and aromatic plant extracts etc. Towards enhancing the competitiveness of domestic agri-value chains, fostering new business models and augmenting value creation opportunities, your Company has successfully scaled up ITCMAARS – a crop-agnostic ‘phygital’ full stack AgriTech platform integrating NextGen agri-technologies and solutions – to seamlessly deliver hyperlocal and personalised solutions to the farming community whilst creating new and scalable revenue streams and strengthening sourcing efficiencies. The Paperboards, Paper and Packaging Businesses have made significant progress in recent years in terms of enhanced scale and profitability improvement. Strategic investments have been stepped up in areas such as pulp import substitution, proactive capacity augmentation in Value-Added Paperboards segment, decarbonisation of operations, deployment of Industry 4.0 technologies and towards nurturing robust innovation platforms. The focus going forward is to fortify market leadership in the fast-growing Value-Added Paperboards segment by augmenting scale, driving cutting-edge innovation to rapidly scale-up single use plastic substitutes as a new vector of growth, building structural advantage through product mix enrichment and scaling up the use of emergent technologies such as Industry 4.0 to enhance operational efficiency, reduce wastage and costs. The Hotels Business has over the years established a strong footprint of iconic properties and F&B brands on the back of an investment-led growth strategy. In recent years, the strategy has been reset to pursue an ‘asset-right’ growth path and augment revenue streams while simultaneously leveraging your Company’s world-class properties and iconic cuisine brands to drive growth. Investments have been stepped up to harness the power of Digital to enhance guest experience, efficiency and productivity across all nodes of the value chain. As stated in earlier years, your Company had been evaluating alternate structures for the Hotels Business to enable the next horizon of growth and value creation. In furtherance of this strategy, during the year, the Board of Directors of your Company approved a Scheme of Arrangement amongst your Company and ITC Hotels Limited providing, inter alia, for demerger of the Hotels Business of your Company into ITC Hotels Limited. While the Stock Exchanges have given their respective No-Objections, the Scheme is subject to other requisite approvals including approval of the National Company Law Tribunal, Kolkata Bench. Your Company continues to build a dynamic ‘Future-Tech’ enterprise powered by state-of-the-art digital technologies and infrastructure (‘Mission DigiArc’) across the value chain adding significant impetus to digital marketing, digital commerce, digital products and digital operations. Your Company today, is a pioneer in adoption of cutting-edge digital technologies across strategic impact areas spanning Consumer Experience, Business Model Transformation, Smart Operations and Employee Experience. Foundational initiatives such as ‘DigiNext’ and ‘Young Digital Innovator’s Lab’ are accelerating your Company’s digital journey and inculcating a data driven and ‘digital first’ culture across the organisation. Sustainability continues to be a critical focus area. Your Company is actively pursuing its bold Sustainability 2.0 agenda comprising multi-dimensional interventions in decarbonisation, building green infrastructure, scaling up carbon sequestration, promoting climate-smart and regenerative agriculture. Restoring biodiversity through nature-based solutions, enhancing water stewardship, creating an effective circular economy and sustainable packaging solutions, building climate resilience & adaptive capacity of value chains and developing inclusive value chains that can support 10 million livelihoods by 2030. Disruptive business models and value propositions anchored at the intersection of future frontiers of Digitalisation and Sustainability form an integral part of your Company’s strategic roadmap going forward. NextGen business models such as ITCMAARS in the agri-ecosystem, tech-enabled cloud kitchens in the food service space, sustainable paperboards and packaging solutions customised for end-use with focus on single use plastic substitutes, are being piloted/progressed to actualise these opportunities. Value-accretive acquisitions, joint ventures and collaborations continue to be proactively pursued towards accelerating growth and value creation. ``` ``` **SECTION: Global Operating Environment** The global operating environment has become increasingly complex, uncertain, and volatile. In the wake of several upheavals witnessed over the last few years, there is now a spectre of ‘permacrisis’—an extended period of crisis from a series of extremely disruptive events, including the pandemic, extreme weather events caused by climate change, geopolitical tensions, and severe inflationary pressures. This is exacerbated by the phenomenon of ‘polycrisis’, signifying the simultaneous occurrence of several crises. India remains one of the few bright spots in an increasingly volatile and unpredictable world."
"With structural drivers of growth firmly in place, India is positioned to play a larger role on the global stage going forward. Your Company, with its robust and dynamic strategy pillars, is well poised to rapidly scale up and enhance its market standing across operating segments. The resilience, agility, and adaptive capacity demonstrated by your Company is a testament to the talent, determination, and untiring efforts of its dedicated professionals, associates, and partners. Your Company’s diverse talent pool of professional entrepreneurs, ‘proneurs’, have the unique opportunity to nurture categories, products, and brands from ideation to execution. This talent pool is being harnessed not only to create winning products and services for today but also to seize larger opportunities as they emerge from the expanding horizons of your Company’s businesses. Your Company’s Board and employees are inspired by the vision of sustaining your Company’s position as one of India’s most admired and valuable companies, creating enduring value for all stakeholders, including shareholders and Indian society. The vision of enlarging your Company’s contribution to the Indian economy is driven by its ‘Nation First: Sab Saath Badhein’ credo, anchored on the core values of Trusteeship, Transparency, Empowerment, Accountability, and Ethical Citizenship, which are the cornerstones of your Company’s Corporate Governance philosophy. Inspired by this vision, driven by values, and powered by internal vitality, your Directors and employees look forward to the future with confidence and stand committed to creating an even brighter future for all stakeholders. **SECTION: Annexure to the Report of the Board of Directors** **SECTION: For the Financial Year Ended 31st March, 2024** **SECTION: Annual Report on Corporate Social Responsibility (CSR) Activities of the Company** **SECTION: 1. CSR Policy - Brief Outline and Overview** It is ITC’s policy to direct its CSR programmes towards achieving one or more of the following: - Poverty alleviation - Promoting education and skill development - Promoting healthcare, including preventive healthcare - Providing sanitation and drinking water - Ensuring environmental sustainability - Enabling climate resilience - Undertaking rural development projects - Creating livelihoods for people, especially those from disadvantaged sections of society - Protecting national heritage, art, and culture - Preserving and promoting music and sports - Providing relief and assistance to victims of disasters and calamities In pursuit of the above, ITC has identified the following focus areas for its CSR programmes based on comprehensive need assessment surveys of its stakeholders: 1. Create sustainable livelihoods and alleviate poverty through water stewardship and management of natural resources, sustainable agriculture, climate-smart practices, afforestation, livestock development, and women empowerment. 2. Build capabilities for tomorrow through interventions in education, skilling, micro-enterprises, and healthy habitations through sanitation, school WASH (Water, Sanitation & Hygiene), and waste management. 3. Promote healthcare, including preventive healthcare, and improve the critical nutritional and health status of at-risk populations through interventions to strengthen mother and child health, nutrition, and affordable access to basic healthcare services. 4. Protect national heritage, art, and culture, and preserve and promote music and sports. 5. Provide relief and assistance to victims of disasters and calamities. The CSR Policy of the Company may be accessed on its corporate website at [ITC CSR Policy](https://www.itcportal.com/about-itc/policies/corporate-social-responsibility-policy.aspx). **SECTION: 2. Role of the CSR and Sustainability Committee** The role of the CSR and Sustainability Committee is to review, monitor, and provide strategic direction to the Company’s CSR and sustainability practices towards fulfilling its triple bottom line objectives. The Committee seeks to guide the Company in crafting unique models to transform lives and landscapes by supporting the creation of sustainable livelihoods together with environmental regeneration. Formulation and monitoring of the CSR Policy, annual CSR Action Plan, and Sustainability Policies, including making recommendations to the Board as necessary, form part of the role of the Committee. **SECTION: 3. CSR Programmes / Projects** The two most important stakeholders for ITC’s CSR programmes/projects are: - Rural communities, primarily in the Company’s Agri Business areas. - Communities residing in close proximity to the Company’s production units. The Company’s stakeholder profile is varied, calling for an integrated approach to development comprising several layers of interventions summarized below, in line with Schedule VII to the Companies Act, 2013: **SECTION: i. Promoting Preventive Healthcare, Sanitation & Poverty Alleviation (Schedule VII – i)** - **Health and Nutrition:** Focus on preventive aspects through maternal and child care (MCH) & nutrition awareness and counselling by leveraging institutions like Anganwadis, Asha workers, and the network of women Village Health Champions (VHC)."
"Strengthen healthcare-related services by supplementing primary & secondary infrastructure, upgrading Primary Health Centres (PHC), and providing access to healthcare through mobile services & other interventions. - **Waste Management:** Create a clean and healthy environment through awareness & behaviour change for individual & community responsibility, facilitate source segregation & recycling of dry & wet waste, management of liquid waste, and enable sustainable livelihoods for rag pickers & waste collectors. - **Sanitation:** Promote a hygienic environment through the prevention of open defecation and reduce the incidence of waterborne diseases. The focus of the interventions is on enhancing awareness and impacting behaviour change on Water, Sanitation & Hygiene (WASH). Facilitate health-impacting social and civic infrastructure initiatives like improved sanitation and hygiene in the neighbourhood of the Company’s catchments. - **Poverty Alleviation:** Support the needy and poor through interventions that enable income generation and provide access to basic needs like clothing, food, etc., as needed. **SECTION: ii. Promoting Education, Vocational Skills and Livelihood Enhancement (Schedule VII – ii)** - **Education:** Provide children with access to education, including Early Child Care Education, with a focus on enrolment, learning retention, and improved pedagogy. Work with the government to enhance the capacities of institutions like Anganwadis. - **Skills:** Build and upgrade the skills of youth with the emerging needs of the job market across sectors and entrepreneurial opportunities. - **On-farm and Off-farm livelihoods:** Enhance incomes of farmers and their families by widening income generation opportunities through social and agro-forestry, fruit plantations, and livestock development covering both large and small ruminants, including poultry and fisheries. Facilitate capability building through a comprehensive package of extension services. **SECTION: iii. Economic Empowerment of Women (Schedule VII – iii)** Provide a range of gainful employment and individual & group entrepreneurial opportunities to women through empowerment and capacity building programmes, strengthening financial literacy, and providing access to loans, grants, insurance & social security. **SECTION: iv. Ensuring Environmental Sustainability (Schedule VII – iv)** - **Water Stewardship:** Promote local management of water resources by facilitating community-based participation in planning & executing watershed projects and soil & moisture conservation, river-basin level interventions, and enabling extensive use of water-efficient agricultural practices and treated water. - **Social Forestry:** Provide food, fuel & fodder security to farmers through social and agro-forestry interventions. - **Biodiversity:** Strengthen ecosystem services provided by nature, including provisioning and regulatory services focused on restoring commons. - **CII-ITC Centre of Excellence for Sustainable Development:** Enable other businesses/organisations in India to create enduring value on a sustainable basis by embedding the imperatives of sustainable development in their strategies & processes. **SECTION: v. Protection of National Heritage, Art & Culture (Schedule VII – v)** Revive and restore vanishing musical sub-genres by enlisting the goodwill of some of the finest musicians through institutions like the ITC Sangeet Research Academy (ITC SRA), established in 1977 as an embodiment of the Company’s sustained commitment to a priceless national heritage. **SECTION: vi. Training to Promote Rural Sports, Nationally Recognised Sports, Paralympic Sports and Olympic Sports (Schedule VII – vii)** Promote sports for the holistic development of children by working closely with schools. **SECTION: vii. Research in Science, Technology, Engineering and Medicine Aimed at Promoting Sustainable Development Goals (Schedule VII – ix-b)** Leverage the technical expertise of premier institutions through partnerships and support R&D activities in the areas of science, technology, engineering, environment, agriculture, and health aimed at promoting Sustainable Development Goals (SDGs). **SECTION: viii. Rural Development (Schedule VII – x)** - **Sustainable and Climate Smart Agriculture:** Introduce advanced knowledge & technologies through a package of practices, increase awareness of farmers on optimum use of natural resources to increase farm incomes, minimise cost of cultivation, and make agriculture resilient to increasing climate challenges. **SECTION: Knowledge Empowerment** Enable farmers and farmer collectives to make informed choices by providing relevant and real-time information on local weather reports, customised knowledge & best practices on scientific farming and farm management, commodity prices, and risk management. **SECTION: Agri-extension / Services** Encourage sustainable agricultural practices through various extension platforms to enable access to relevant farm mechanisation technologies & implements, as well as institutional support mechanisms and linkages to government schemes, especially for small farm holdings, to enhance farm productivity and farm-based incomes. **SECTION: Disaster Assistance (Schedule VII – xii)** Provide relief, especially to the poor and vulnerable sections of society who face severe disruption to their livelihoods in the event of disasters and calamities, directly or through government bodies. **SECTION: 2. Composition of the CSR and Sustainability Committee as on 31st March, 2024** | Sl. No."
"| Name of Director | Designation / Nature of Directorship | Number of meetings of CSR and Sustainability Committee held during the year | Number of meetings of CSR and Sustainability Committee attended during the year | |---------|------------------|-------------------------------------|--------------------------------------------------------------------------|--------------------------------------------------------------------------| | 1 | S. Puri (Chairman of the Committee) | Chairman & Managing Director | 3 | 3 | | 2 | M. Gupta | Non-Executive Director | 3 | 3 | | 3 | R. Jain | Non-Executive Director | N.A. | N.A. | | 4 | S. Panray | Non-Executive Director | 3 | 3 | | 5 | N. Rao | Independent Director | 3 | 3 | | 6 | A. K. Seth | Independent Director | 3 | 3 | | 7 | M. Shankar | Independent Director | 3 | 3 | 1 Appointed Member w.e.f. 1st January, 2024. **SECTION: 3. Web-link(s) for CSR and Sustainability Committee Composition, CSR Policy, and CSR Projects** [ITC CSR and Sustainability](https://www.itcportal.com/sustainability/corporate-social-responsibility.aspx) **SECTION: 4. Executive Summary and Web-link(s) of Impact Assessment of CSR Projects** **SECTION: Executive Summary – Impact Assessment of ITC's CSR Programmes for the Financial Year 2023-24** **SECTION: Brief Description** ITC implements its CSR programmes across the country under a Two Horizon approach aimed at holistic development of communities. **SECTION: Thematic Areas / Programmes** The specific themes covered under the Two Horizon approach include: - **Horizon – I:** Strengthening today’s livelihoods - Climate Smart Agriculture - Water Stewardship Programme - Biodiversity - Social Forestry - **Horizon – II:** Building Capabilities for Tomorrow - Public Health: Sanitation and Waste Management - Public Health: Mother and Child Health and Nutrition - Support to Education: Infrastructure support, School WASH, and Learning levels - Skilling of Youth - Women Empowerment - Financial Literacy and SHGs **SECTION: Projects Covered** 49 projects with a budget of more than ₹1 crore each during the financial year 2021-22 were taken up for impact assessment. The purpose of these impact assessment studies was to assess the impact of the CSR projects and learn from the findings to make course corrections, where required, and to feed into future programme designing. **SECTION: Projects Duration** FY 2021-22 **SECTION: States** The assessment covered interventions in the States of Andhra Pradesh, Assam, Bihar, Delhi, Jammu and Kashmir, Karnataka, Punjab, Madhya Pradesh, Maharashtra, Rajasthan, Tamil Nadu, Telangana, Uttar Pradesh, and West Bengal. The studies also covered the aspirational districts programme done in partnership with NITI Aayog and with Madhya Pradesh State Rural Livelihood Mission (MPSRLM). **SECTION: Impact Assessment Agencies** These impact assessments were done by the following seven external agencies selected through a competitive bidding process, assigned specific projects/geographies for assessment: - BIRD Innovative Research and Development Private Limited, Delhi - Blue Sky Sustainable Business, Bengaluru - CRISIL Private Limited, Mumbai - Renalysis Consultants Private Limited, Ahmedabad - Sambodhi Research and Communications Private Limited, Noida - SoStakes Services Private Limited, Bengaluru - Surge Impact Foundation, Hyderabad **SECTION: Period of Study** FY 2023-24 **SECTION: Methodology** The agencies took up studies through a mixed-method approach covering quantitative and qualitative data collection. A statistically significant sample size was covered under each project. **SECTION: Major Impacts Recorded by the Impact Studies** **SECTION: Horizon – I** Overall, the projects assessed under Horizon - I were found to be relevant, effective, efficient, and sustainable. They have contributed to higher incomes for farmers and enabled climate adaptation and conservation of natural resources. - **Climate Smart Agriculture:** The study in Assam, Madhya Pradesh, Maharashtra, Punjab, Rajasthan, and Tamil Nadu showed post-intervention improvements in average yields of major crops like wheat, paddy, and soyabean. Compared to control, yield improvements were 20%, 10%, and 104% respectively. In soyabean, higher differences against control were due to programme plots withstanding high rainfall damage due to the practices promoted. Cost of cultivation reduced by around 9% and 15% for wheat and paddy respectively. Net income for farmers was higher by 89%, 57%, and 41% in wheat, paddy, and soyabean respectively. - **Water Stewardship:** Studies in Assam, Madhya Pradesh, Maharashtra, Punjab, Rajasthan, and Tamil Nadu showed 94% of respondents confirming increased water availability due to watershed initiatives. 90% of the project group reported year-round cultivation was possible due to increased water availability. - **Biodiversity:** Charagah Vikas Samitis (CVS) are community institutions promoted for biodiversity conservation work in Rajasthan. 86% of beneficiaries who rear animal husbandry could avail fodder from biodiversity plots. - **Social Forestry:** Tree plantation under the Social Forestry programme has resulted in improving household income. 84% of programme farmers reported income improvement."
"**SECTION: Horizon – II** Projects evaluated under Horizon - II were found to be of high relevance and positively impacting the lives of children, youth, women, and communities residing in factory catchments. - **Women Empowerment:** Studies in Rajasthan and Tamil Nadu revealed significant improvements in savings habits and access to loans among women from the project group compared to the control group. **SECTION: Conclusion** The impact assessments demonstrate the effectiveness of ITC's CSR initiatives in addressing critical social and environmental issues, contributing to sustainable development, and enhancing the quality of life for various stakeholders. ``` ``` **SECTION: Targeted Hardcore Poor Programme (THP)** In the Targeted Hardcore Poor programme (THP) for ultra-poor women, there is a notable shift towards entrepreneurial activities, covering both agri-business (37.9% as compared to 5.8% in the control group) and non-agri-business (39.2% as compared to 9% in the control group) leading to additional income. Over 75% of the women from the programme have reported net income increase in the range of ₹5,000 to ₹20,000 per month after the intervention. 83% of the women from the project group were covered under health insurance schemes as compared to only 19% in the control group. **SECTION: Support to Education** The Read India Programme evaluated in Tamil Nadu had over 70% children in the project group stating significant improvement in learning levels in both Language and Mathematics compared to 30% in the control group. Water, Sanitation and Hygiene (WASH) interventions in schools were evaluated in Andhra Pradesh, Bihar, and Telangana. Findings revealed that 90% of project schools now have separate toilet facilities for boys and girls as compared to only 25% in the control group. **SECTION: Impact Assessment** In another study conducted in Assam, Punjab, and Tamil Nadu, it is seen that almost 100% of project schools have handwashing facilities with water availability, while it is only 35% in control schools. 73% of the girls from project schools confirmed availability of sanitary napkins in schools as compared to only 17% in the control group. 76% of the students in project schools confirmed that WASH facilities in schools have led to a reduction in the incidence of dropouts of girl children from schools. **SECTION: Waste Management** In the Solid Waste Management (SWM) programme, the study done in Punjab and Tamil Nadu indicated that almost 100% of sampled households in intervention areas practice source segregation of waste as against only 41% in control. Improvement in overall hygiene was felt by most of the respondents, and 40% of beneficiaries also felt that their medical expenses had reduced. Under the Well-being Out of Waste programme, the initiative in Delhi was studied where 89% of households surveyed mentioned practicing source segregation, which is a significant improvement from 6% before the intervention. The motivating factors for source segregation are mainly awareness of SWM, availability of separate bins for waste disposal at households, and awareness campaigns. **SECTION: Health** In the programme on Mother and Child Health and Nutrition (MCHN), the study done in West Bengal revealed that a higher proportion of pregnant women (82.4%) were registered for Antenatal Care (ANC) compared to control (75%). 100% of the women registered for ANC adhered to health monitoring procedures. 97% of adolescent girls in the project group have had their BMI checked, as compared to 83% in the control group. Due to health awareness and higher antenatal check-ups, there was a lesser incidence of high blood pressure during pregnancy, which is one of the critical issues faced by women. **SECTION: Skilling of Youth** The study done for the vocational training programme in Assam and Tamil Nadu revealed that the programme has helped youth to develop certain job skills and communication skills to a great extent. 85% of the youth got successfully placed after completion of training within a period of 1-3 months, with 72% of the youth getting a job in the field of their training. Another study conducted in Andhra Pradesh for the Guntur region shows that the healthcare and hospitality sectors achieved 100% placements, followed by automotive, which was 97%. In a study conducted in West Bengal and Jammu & Kashmir, 99% of the youth covered through the programme reported an increase in monthly household income after the intervention because of the salaries they earned post-placement."
"**SECTION: Financial Summary** (a) Average net profits of the Company as per Section 135(5): ₹20,173.67 crores (b) Two percent of the average net profits of the Company as per Section 135(5): ₹403.47 crores (c) Surplus arising out of the CSR projects or programmes or activities of the previous financial years: Nil (d) Amount required to be set off for the financial year, if any: Nil (e) Total CSR obligation for the financial year [(b)+(c)-(d)]: ₹403.47 crores **SECTION: CSR Expenditure** (a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project): ₹380.44 crores (b) Amount spent in Administrative Overheads: ₹20.20 crores (c) Amount spent on Impact Assessment, if applicable: ₹3.41 crores (d) Total amount spent for the Financial Year [(a)+(b)+(c)]: ₹404.05 crores (e) CSR amount spent or unspent for the Financial Year: - Total Amount spent for the Financial Year (in ₹): 404.05 crores - Total Amount transferred to Unspent CSR Account as per Section 135(6): Not Applicable - Amount transferred to any fund specified under Schedule VII as per second proviso to Section 135(5): Not Applicable (f) Excess amount for set-off, if any: - Sl. No., Particular, Amount (in ₹): (i) Two percent of average net profits of the Company as per Section 135(5): ₹403.47 crores (ii) Total amount spent for the Financial Year: ₹404.05 crores (iii) Excess amount spent for the Financial Year [(ii)-(i)]: ₹0.58 crore (iv) Surplus arising out of the CSR projects or programmes or activities of the previous Financial Years, if any: Nil (v) Amount available for set off in succeeding Financial Years [(iii)-(iv)]: ₹1.93 crores **SECTION: Details of Unspent Corporate Social Responsibility amount for the preceding three Financial Years** Sl. No., Preceding Financial Year(s), Amount transferred to Unspent CSR Account under Section 135(6) (in ₹), Balance Amount in Unspent CSR Account under Section 135(6) (in ₹), Spent in the Financial Year (in ₹), Amount transferred to a Fund as specified under Schedule VII as per second proviso to Section 135(5), if any, Amount (in ₹), Deficiency, if any: 1. 2022-23, 23.10 crores, 17.39 crores, 5.71 crores, NIL, 17.39 crores, NIL 2. 2021-22, 3.90 crores, Nil, Nil, Not Applicable, **SECTION: Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in the Financial Year** Yes / No If Yes, enter the number of Capital assets created / acquired: Not Applicable **SECTION: Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the Financial Year** Sl. No., Short particulars of the property or asset(s) [including complete address and location of the property], Details of entity / Authority / beneficiary, Pincode of the property, Amount of CSR, Date of creation of asset(s), CSR Registration Number, if applicable: 1. Not Applicable, Not Applicable, Not Applicable, Not Applicable, Not Applicable, Not Applicable, Not Applicable, Not Applicable **SECTION: Specify the reason(s), if the Company has failed to spend two percent of the average net profits as per Section 135(5)** Not Applicable On behalf of the Board S. PURI Chairman – CSR and Sustainability Committee (DIN: 00280529) Kolkata, India 23rd May, 2024 S. DUTTA Director & Chief Financial Officer (DIN: 01804345) **SECTION: Annexure to the Report of the Board of Directors** **SECTION: FORM NO. MR-3** **SECTION: SECRETARIAL AUDIT REPORT** **SECTION: FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2024** [Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014] To, The Members, ITC Limited CIN: L16005WB1910PLC001985 Virginia House, 37 Jawaharlal Nehru Road, Kolkata - 700 071 We have conducted Secretarial Audit of compliance with the applicable statutory provisions and adherence to good corporate practices by ITC Limited (hereinafter called ‘the Company’) for the Financial Year ended 31st March, 2024. Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon. Based on our verification of the Company’s books and papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents, and authorised representatives during the conduct of Secretarial Audit, we hereby report that in our opinion, the Company has, during the audit period covering the Financial Year ended 31st March, 2024, complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter."
"We have examined the books and papers, minute books, forms and returns filed and other records maintained by the Company for the Financial Year ended 31st March, 2024 according to the provisions of: 1. The Companies Act, 2013 (‘the Act’) and the Rules made thereunder; 2. The Securities Contracts (Regulation) Act, 1956 and the Rules made thereunder; 3. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder; 4. The Foreign Exchange Management Act, 1999 and the Rules and Regulations made thereunder to the extent of Foreign Direct Investment and Overseas Direct Investment; 5. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992: 1. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011; 2. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015; 3. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 – Not applicable as there was no reportable event during the financial year under review; 4. The Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021; 5. The Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021 – Not applicable as there was no reportable event during the financial year under review; 6. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 - The Company’s in-house Investor Service Centre is registered with the SEBI as Category II Share Transfer Agent; 7. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021 – Not applicable as there was no reportable event during the financial year under review; 8. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018 – Not applicable as there was no reportable event during the financial year under review; 9. The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Management has identified and confirmed the following laws as being specifically applicable to the Company: 1. The Tobacco Board Act, 1975 and the Rules and Regulations made thereunder; 2. The Cigarettes and Other Tobacco Products (Prohibition of Advertisement and Regulation of Trade and Commerce, Production, Supply and Distribution) Act, 2003 and the Rules made thereunder, and other laws relating to manufacture and sale of Tobacco; 3. The Food Safety and Standards Act, 2006 and the Rules and Regulations made thereunder; 4. The Drugs and Cosmetics Act, 1940 and the Rules made thereunder. We have also examined compliance with the applicable clauses of the following: 1. Secretarial Standards with respect to Meetings of Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India; 2. Listing Agreements entered into by the Company with BSE Limited, National Stock Exchange of India Limited and The Calcutta Stock Exchange Limited (‘the Stock Exchanges’). We report that during the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards etc. mentioned above. We further report that: 1. The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors, and Independent Directors including Women Independent Directors. Changes in the composition of the Board of Directors that took place during the year under review were carried out in compliance with the provisions of the Act; 2. Adequate notice is given to all Directors to convene the Board Meetings; agenda and detailed notes on agenda were sent at least seven days in advance and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting; 3. All the decisions of the Board and Committees thereof were carried through with requisite majority. We further report that based on review of the compliance mechanism established by the Company, we are of the opinion that there are adequate systems and processes in place in the Company which are commensurate with its size and operations, to monitor and ensure compliance with the applicable Laws, Rules, Regulations and Guidelines."
"We further report that during the financial year under review, no event has occurred having a major bearing on the Company’s affairs in pursuance of the above referred Laws, Rules, Regulations, Guidelines, Standards, etc., except as follows: **SECTION: I.** The Board of Directors of the Company on 14th August, 2023, subject to necessary approvals, considered and approved the Scheme of Arrangement amongst ITC Limited and ITC Hotels Limited (‘ITCHL’) and their respective shareholders and creditors under Sections 230 to 232 read with the other applicable provisions of the Act (‘Scheme’) for demerger of the Company’s Hotels Business into ITCHL. The Stock Exchanges have given their no-objection to the Scheme. Further, the National Company Law Tribunal, Kolkata Bench, vide Order dated 22nd April, 2024, has directed to convene a Meeting of the Ordinary Shareholders of the Company on Thursday, 6th June, 2024 for the purpose of considering, and if thought fit, approving the Scheme. **SECTION: II.** Acquisition of 36,26,633 Equity Shares of ₹10 each of International Travel House Limited (‘ITHL’), and 90,000 Equity Shares of ₹100 each of Maharaja Heritage Resorts Limited (‘MHRL’), at aggregate book value of ₹21,21,58,031 and ₹90,00,000, respectively, on 22nd March, 2024 from Russell Credit Limited, a wholly owned subsidiary. Consequently, the Company’s shareholding in ITHL and MHRL aggregated 48.96% and 50% of their respective paid-up share capital. **SECTION: III.** Issue and allotment of 5,67,03,730 Ordinary Shares of ₹1 each, fully paid-up, upon exercise of Stock Options under the Employee Stock Option Schemes of the Company, from time to time. **SECTION: IV.** Divestment of the Company’s entire shareholding i.e., 26% of paid-up share capital, in Espirit Hotels Private Limited (‘Espirit’) on 7th April, 2023. Consequently, Espirit ceased to be a Joint venture of the Company with effect from the said date. **SECTION: V.** Acquisition of 2,443 Equity Shares of ₹10 each and 9,571 Compulsorily Convertible Preference Shares of ₹10 each, in the aggregate, of Sproutlife Foods Private Limited (‘Sproutlife’), consequent to which the Company’s shareholding in Sproutlife aggregated 44.74% of its share capital on a fully diluted basis. **SECTION: VI.** Acquisition of 857 Compulsorily Convertible Preference Shares of ₹10 each of Mother Sparsh Baby Care Private Limited (‘Mother Sparsh’), an associate company, consequent to which the Company’s shareholding in Mother Sparsh aggregated 26.50% of its share capital on a fully diluted basis. **SECTION: VII.** Acquisition of 2,286 Equity Shares of ₹10 each of Delectable Technologies Private Limited (‘Delectable’), an associate company, consequent to which the Company’s shareholding in Delectable aggregated 39.32% of its share capital on a fully diluted basis. This Report is to be read with our letter of even date which is annexed as Annexure - A and forms an integral part of this Report. For S. N. ANANTHASUBRAMANIAN & Co. Company Secretaries ICSI Unique Code: P1991MH040400 Peer Review Cert. No.: 5218/2023 S. N. Ananthasubramanian Founding Partner 8th May, 2024 FCS: 4206, COP No.: 1774 Thane ICSI UDIN: F004206F000327771 **SECTION: Annexure - A** To, The Members, ITC Limited CIN: L16005WB1910PLC001985 Virginia House, 37 Jawaharlal Nehru Road, Kolkata - 700 071 **SECTION: 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. **SECTION: 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. ``` ``` **SECTION: Audit Report** We have conducted the Audit as per the applicable Auditing Standards issued by the Institute of Company Secretaries of India. 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. Wherever required, we have obtained reasonable assurance as to whether the statements prepared, documents or records in relation to Secretarial Audit, maintained by the Company, are free from misstatement. Wherever required, we have obtained the Management’s representation about the compliance of laws, rules and regulations and happening of events, etc. **SECTION: Disclaimer** The Secretarial Audit Report is neither an assurance as to future viability of the Company nor of the efficacy or effectiveness with which the Management has conducted the affairs of the Company. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company. **SECTION: Company Information** For S. N. ANANTHASUBRAMANIAN & Co. Company Secretaries ICSI Unique Code: P1991MH040400 Peer Review Cert. No.: 5218/2023 S. N."
"Ananthasubramanian Founding Partner 8th May, 2024 FCS: 4206, COP No.: 1774 Thane ICSI UDIN: F004206F000327771 **SECTION: Annexure to the Report of the Board of Directors** **SECTION: For the Financial Year Ended 31st March, 2024** **SECTION: Form No. AOC-2** [Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014] Form for disclosure of particulars of contracts / arrangements entered into by the Company with related parties referred to in sub-section (1) of Section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto. **SECTION: 1. Details of contracts or arrangements or transactions not at arm’s length basis** (a) Name(s) of the related party and nature of relationship: Russell Credit Limited (RCL), a wholly owned subsidiary. (b) Nature of contracts / arrangements / transactions: Inter-se transfer of Equity Shares of International Travel House Limited (ITHL), an associate company, Inter-se transfer of Equity Shares of Maharaja Heritage Resorts Limited (MHRL), a joint venture company. (c) Duration of the contracts / arrangements / transactions: Not Applicable. (d) Salient terms of the contracts or arrangements or transactions including the value, if any: Purchase of 36,26,633 Equity Shares of ITHL of ₹ 10/- each from RCL at book value of ₹ 21.22 crores. Purchase of 90,000 Equity Shares of MHRL of ₹ 100/- each from RCL at book value of ₹ 0.90 crore. (e) Justification for entering into such contracts or arrangements or transactions: The aforesaid shares have been acquired from RCL to streamline the investments. As the transaction is between the Holding Company and its wholly owned subsidiary, there is no potential conflict with the interests of the Company and its shareholders arising from the said transactions. (f) Date of approval by the Board: 14th August, 2023. (g) Amount paid as advances, if any: Nil. (h) Date on which the special resolution was passed in general meeting as required under first proviso to Section 188: Not Applicable. **SECTION: 2. Details of material contracts or arrangements or transactions at arm’s length basis** (a) Name(s) of the related party and nature of relationship: [Details not provided] (b) Nature of contracts / arrangements / transactions: [Details not provided] (c) Duration of the contracts / arrangements / transactions: NONE. (d) Salient terms of the contracts or arrangements or transactions including the value, if any: [Details not provided] (e) Date(s) of approval by the Board, if any: [Details not provided] (f) Amount paid as advances, if any: [Details not provided] **SECTION: On behalf of the Board** S. PURI Chairman & Managing Director (DIN: 00280529) Place: Kolkata Date: May 23, 2024 S. DUTTA Director & Chief Financial Officer (DIN: 01804345) **SECTION: INFORMATION UNDER SECTION 134 (3) (m) OF THE COMPANIES ACT, 2013 READ WITH COMPANIES (ACCOUNTS) RULES, 2014 AND FORMING PART OF THE REPORT OF THE BOARD OF DIRECTORS** **SECTION: CONSERVATION OF ENERGY** c) Capital investment on energy conservation equipment: ₹ 3371.74 lakhs **SECTION: TECHNOLOGY ABSORPTION** a) Efforts made towards technology absorption: I. As a part of Industry 4.0 initiative, various technological innovations are being implemented in large Businesses such as Paper and Foods. Key highlights are presented below: - Implemented IIoT (Industrial Internet of Things) sensors to monitor equipment condition and plan for predictive maintenance and reduce downtime. - Installed utility energy management system to capture real-time process data to develop insights using dashboards. - Advanced computer vision system to detect product defects, empty wrappers etc. in Biscuit manufacturing line. - Using advanced analytics (including weather conditions input) to optimise process parameters for reducing moisture variations in the Atta manufacturing line. - Using large pool of historical operational data and machine learning to develop advanced predictive analysis for reducing the paper breakage and uptime of paper machines, improving steam utilisation efficiency, and reducing chemical consumption, among others in Paper Business. II. Development on new paperboard products aimed at increasing utilisation of recycled fibre, substituting imported products, and substituting plastics with paper-based products. III. Development of paper-based alternatives with barrier coating of compostable, emulsion and in-house developed ‘Bioseal’ to replace single use plastics products like cups, tubs and lids. IV. Integrated substrate coating and lamination for manufacturing of barrier coated paper as well as plastic films to offer sustainable packaging solutions to customers. V. Induction of contemporary technologies and continuous improvement, towards reducing process variability, cycle time and wastages while enhancing manufacturing flexibility, productivity and capability across Businesses. **SECTION: b) Benefits derived** I. Cycle time reduction and productivity enhancement II. World-class quality and differentiated products III."
"Addressing market specific end-use applications IV. Conservation of resources and improved efficiencies **SECTION: c) The expenditure incurred on Research and Development** For the year ended 31st March, 2024, Expenditure on R&D: (₹ in Lakhs) i) Capital: 1,415.54 ii) Revenue: 17,037.41 Total: 18,452.95 Total R&D Expenditure (as a % of Gross Revenue): 0.27% **SECTION: Annexure to the Report of the Board of Directors** **SECTION: For the Financial Year Ended 31st March, 2024** **SECTION: A. Information pursuant to Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014** Name of Directors & Key Managerial Personnel, Designation, Ratio of Remuneration to Median Remuneration of all Employees, Increase in Remuneration over Last Year (%): - S Puri, Chairman & Managing Director, 401 : 1, 50 - S Dutta, Executive Director & Chief Financial Officer, 116 : 1, 60 - B Sumant, Executive Director, 191 : 1, 52 - H Malik, Executive Director, 43 : 1, – - S Banerjee, Independent Director, 16 : 1, 10 - H Bhargava, Independent Director, 16 : 1, 57 - A M Bharucha, Independent Director, 0 : 1, – - A Duggal, Independent Director, 16 : 1, 11 - M Gupta, Non-Executive Director, 15 : 1, 135 - R Jain, Non-Executive Director, 0 : 1, – - S Mukherjee, Independent Director, 16 : 1, 65 - A Nayak, Independent Director, 16 : 1, 10 - S Panray, Non-Executive Director, 15 : 1, 66 - N Rao, Independent Director, 15 : 1, 10 - A K Seth, Independent Director, 15 : 1, 11 - M Shankar, Independent Director, 15 : 1, 12 - N Anand, Executive Director, 192 : 1, 62* - P R Chittaranjan, Non-Executive Director, 3 : 1, 5029** - D R Simpson, Non-Executive Director, 15 : 1, 10 - R K Singhi, Executive Vice President & Company Secretary, 48 : 1, 29 * Includes retirement benefits and hence not comparable. ** Not comparable since the concerned Director was there only for part of the financial year 2022-23. 1 Appointed Executive Director w.e.f. 12.08.2023 2 Appointed Independent Director w.e.f. 12.08.2023 3 Appointed Non-Executive Director w.e.f. 01.01.2024 4 Ceased to be Executive Director w.e.f. 03.01.2024 upon completion of term. 5 Stepped down as Non-Executive Director w.e.f. 01.09.2023 6 Stepped down as Non-Executive Director w.e.f. 30.01.2024 **SECTION: Notes** 1. The number of permanent employees as on 31st March, 2024 was 24,567. 2. Compared to the financial year 2022-23, the figures for the financial year 2023-24 reflect that: 1. Median remuneration of employees - Increased by 5% 2. Average remuneration of employees - Increased by 10% 3. Average remuneration of employees excluding Key Managerial Personnel (KMPs) - Increased by 9% 4. Remuneration of KMPs - Increased by 59% due to payment of long term incentives during the year and also due to increase in the number of Executive Directors for an interim period 3. Remuneration of Directors, KMPs and other employees is in accordance with the Company’s Remuneration Policy. **SECTION: B. Information pursuant to Section 197 of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014** Name, Age, Designation, Gross Remuneration (₹), Net Remuneration (₹), Qualifications, Experience (Years), Date of Commencement of Employment, Previous Employment and Position Held: - Puri S, 61, Chairman & Managing Director, 28,62,99,916, 13,11,54,509, B.Tech., 39, 20.01.1986, TELCO Ltd., Trainee - Sumant B, 60, Executive Director, 13,60,27,009, 6,12,49,833, B.E., 38, 20.01.1986, Nil - Dutta S, 57, Executive Director & Chief Financial Officer, 8,25,79,405, 3,51,95,447, B.Com. (Hons.), C.W.A., A.C.A., 33, 01.11.1990, Nil - Rajput A K, 68, President - Corporate Affairs, 7,33,03,331, 3,55,20,504, B.Com., M.B.A., 47, 10.04.1976, Nil - Malik H, 57, Executive Director, 7,12,47,759, 3,07,25,610, B.A., M.B.A., 34, 01.06.1989, Nil - Sivakumar S, 63, Group Head - Agri Business, IT, Sustainability, CSR & EHS, 6,22,40,654, 3,27,69,688, B.Sc., P.G. Dip. in Rural Mgmt., 41, 18.09.1989, Gujarat Co-op Oil Seeds Growers’ Fed. Ltd., Mgr. Mktg. - Kaul S, 57, Group Head - ITD, MAB, Start-up Ventures, LSTC & Quality, 6,12,91,998, 2,78,59,135, B.E., P.G.D.M., 33, 01.06.1990, Nil - Arif N, 62, Executive V.P. & Head - Corporate Communications, 6,06,52,540, 2,76,04,549, B.A. (Hons.), M.A., 38, 01.09.2006, Indian Chamber of Commerce, Secretary General - Lahiri D, 51, Divisional Chief Executive (ITD), 5,40,54,866, 2,50,65,388, B.Com. (Hons.), M.B.A., 27, 10.12.2020, VST Industries Ltd., M.D."
"- Satpathy S, 51, Divisional Chief Executive (PCPBD), 5,38,81,624, 2,49,58,942, B.Com., P.G.D.M., 28, 01.12.2015, Marico Ltd., Chief Marketing Officer **SECTION: Other employees employed throughout the year and in receipt of remuneration aggregating ₹ 1,02,00,000/- or more per annum** Name, Age, Designation, Gross Remuneration (₹), Net Remuneration (₹), Qualifications, Experience (Years), Date of Commencement of Employment, Previous Employment and Position Held: - Abdullah F, 38, General Manager - HR (LSTC), 1,12,62,135, 57,13,351, B.Tech., P.G.D.M., 14, 11.06.2012, Indian Oil Corporation Ltd., Sales Officer - Agarwal P, 36, General Manager - HR (TM & D), 1,12,03,189, 59,50,480, B.B.S., M.A., 14, 11.06.2012, McKinsey, Research Analyst - Agarwal S, 38, Senior Finance Manager - Head Office (TM & D), 1,11,45,982, 70,88,879, B.Com. (Hons.), A.C.A., 14, 03.05.2010, BSR & Co., Executive - Agarwal U, 44, General Manager - Finance (HD), 1,20,24,416, 66,72,807, B.Com. (Hons.), A.C.A., C.S. (Inter), 21, 06.06.2005, Usha Martin Ltd., Assistant Manager - Management Audit - Aggarwal A, 43, V.P. - Corporate HR, 1,96,91,967, 1,22,61,627, B.Tech., P.G.Dip. in P.M. & I.R., 20, 15.03.2017, HCL Healthcare, G.M. - HR - Aggarwal G, 40, General Manager - Finance - Dairy (FBD), 1,23,82,596, 62,97,200, B.Com., C.S., A.C.A., 17, 01.04.2008, Nil - Aiyer K, 50, V.P. - Finance (Operations) (ITD), 2,37,91,218, 1,28,79,587, B.Com. (Hons.), A.C.A., 26, 01.09.1998, Modi Telstra Pvt. Ltd., Mgmt. Trainee - Amancharla V G, 42, General Manager - Trade Marketing & Distribution (TM & D), 1,67,38,126, 85,73,766, B.E., M.B.A., 20, 07.06.2007, ABB Ltd., Marketing Engineer - Anand R, 47, General Manager - E-Commerce (TM & D), 1,26,38,144, 54,71,507, B.Sc., M.B.A., 25, 15.09.2000, Northern India Credit Factors Ltd., Agency Manager - Anandan M, 53, V.P. - Sales & Category Development - Cigarettes (TM & D), 3,21,92,094, 1,52,92,682, P.G.D.M., 31, 01.02.1994, Threads India Ltd., Sales Representative - Arora B, 50, Executive V.P. - Shared Services, 2,65,62,429, 1,31,42,514, B.Com. (Hons.), A.C.A., 30, 06.09.1999, Maruti Udyog Ltd., Finance Executive - Arora V, 34, General Manager (PPB - SBU), 1,03,12,934, 59,04,874, B.Tech., 13, 14.10.2019, Rivigo Services Pvt. Ltd., Asset Head - Arun K R, 45, General Manager - Sales (Alternate Trade) (ESPB - SBU), 1,30,95,937, 63,48,757, B.Sc., M.B.A., 25, 15.04.2002, Sanofi Synthelabo, Scientific Services Officer - Ashok D, 60, Executive V.P. & Head - Corporate Taxation, 3,88,32,857, 1,78,45,176, B.Com., A.C.S., F.C.M.A., 39, 01.08.1992, UB Petro Products Ltd., Dy. Manager, Accounts - Awasthi J, 57, V.P. - Special Projects, 2,31,64,665, 1,07,95,473, B.E. (Hons.), P.G.D.M., 35, 01.03.1993, Network Ltd., Field Manager - Bagla M K, 45, V.P. - Trade Marketing & Distribution (TM & D), 1,85,09,412, 87,68,535, B.Com. (Hons.), M.B.A., 25, 11.02.2008, Bunge India Pvt. Ltd., Brands Manager ``` ``` **SECTION: Managerial Personnel Information** **SECTION: Information pursuant to Section 197 of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014** | Name | Age | Designation | Gross Remuneration (₹) | Net Remuneration (₹) | Qualifications | Experience (Years) | Date of Commencement of Employment | Previous Employment and Position Held | |---|---|---|---|---|---|---|---|---| | Baheti V | 40 | General Manager (PSPD) | 25,09,945 | 65,78,687 | B.Com. (Hons.), A.C.A., C.S. | 18 | 01.12.2005 | Nil | | Baid H | 36 | Senior Finance Manager (TM & D) | 21,078 | 64,37,537 | B.Com. (Hons.), A.C.A. | 13 | 01.11.2010 | Nil | | Bajaj K | 51 | Executive V.P. - Marketing (ITD) | 63,583 | 1,85,82,370 | B.A. (Hons.), M.B.A. | 29 | 16.03.2011 | Bharti Retail Ltd., Head - Brands | | Balaji L N | 62 | Executive V.P. - Finance | 02,397 | 1,41,53,686 | B.Com., F.C.A. | 39 | 17.06.1985 | Nil | | Balaji P | 58 | Administrator - Salaries & Retirement Funds | 87,995 | 95,43,790 | B.Com. (Hons.), A.C.A. | 36 | 01.06.1987 | Nil | | Balakrishnan S | 57 | V.P. - Integrated Supply Chain (PCPBD) | 71,192 | 1,30,94,553 | B.E. | 36 | 01.09.1987 | Nil | | Balar S | 49 | V.P. - Marketing (PCPBD) | 99,638 | 1,54,54,988 | B.Tech., P.G.D.M. | 23 | 01.06.2000 | Nil | | Bandyopadhyay B (Dr.) | 54 | Principal Scientist - Personal Care (LSTC) | 74,016 | 60,90,394 | B.Sc. (Hons.), M.Sc. (Human Physiology), Ph.D. - Hemato-Oncology (Physiology), M.Sc. (Medical Physiology) | 24 | 01.10.2012 | Reliance Life Sciences Pvt. Ltd., Senior Principal Scientist | | Bandyopadhyay S S | 54 | Executive V.P. - HR & CSR (PSPD) | 39,357 | 1,69,80,327 | B.Com., P.G.D.P.M., I.R. & L.W., M.B.A., Dip."
"in T&D | 28 | 12.12.2006 | Pepsico India Holdings Pvt. Ltd., Asst. Manager - HR | | Banerjee Shuvadip | 47 | Chief Digital Marketing Officer (FBD) | 87,682 | 1,90,35,645 | B.E., M.B.A. | 24 | 01.06.2009 | IMRB International, Insights Director | | Banerjee Somnath | 51 | General Manager - Finance - Production Operation (ITD) | 28,625 | 89,45,521 | B.Com. (Hons.), A.C.A. | 26 | 01.09.1998 | EIH Ltd., Accounts Manager | | Bansal A | 40 | General Manager & Head of Marketing - Confectionery, Chocolates & Coffee (FBD) | 18,101 | 89,44,012 | B.Tech., M.B.A. | 17 | 10.06.2008 | Tata Consultancy Services, Systems Consultant | | Bansal R | 46 | V.P. Finance (FBD) | 28,341 | 1,17,39,763 | B.Com., A.C.A., C.S. | 25 | 22.01.2007 | Bharat Oman Refineries Ltd., Asst. Mgr. Finance | | Bansal R K | 51 | Executive V.P. - Finance (TM & D) | 31,060 | 1,65,90,841 | B.Com. (Hons.), C.W.A., A.C.A. | 28 | 01.11.1995 | Nil | | Barhanpurkar M P | 59 | Executive V.P. - Manufacturing & Projects (PSPD) | 90,145 | 1,23,91,279 | B.E. | 30 | 01.01.2004 | Abhishek Industries Ltd., Manager Engineering | | Barve M M | 53 | V.P. & Head of Product Development, Chocolates & Confectionery (FBD) | 87,550 | 1,26,89,897 | B.Sc., M.Sc. (Food Tech.), E.M.B.A. | 28 | 27.07.2015 | Pepsico India Holdings Pvt. Ltd., Associate Director | | Basu N | 54 | V.P. - Corporate Communications | 78,697 | 1,37,37,758 | B.A., M.A. | 31 | 01.01.2008 | United Credit Belani Group, V.P. | | Bhalla A | 56 | V.P. Operations (HD) | 11,562 | 86,94,956 | B.A., Dip. in Hotel Mgmt., Catering & Nutrition | 33 | 09.02.1998 | Holiday Inn, Restaurant Manager | | Bhalla R | 40 | V.P. & Business Head - New Business Development | 57,562 | 1,31,35,156 | B.Tech., M.Tech. | 18 | 08.06.2006 | Nil | | Bhasin M | 57 | Corporate Executive Chef (HD) | 01,838 | 64,69,504 | Diploma in Hotel Mgmt. & Catering Technology | 35 | 01.07.1989 | @ | | Bhaskar James P (Dr.) | 57 | Senior Principal Scientist (PCPBD) | 21,492 | 77,25,269 | M.Sc., Ph.D. | 29 | 27.08.2008 | Hindustan Unilever Ltd., Senior Research Scientist | | Bhatt S | 55 | V.P. & Head of Exports (FBD) | 87,954 | 96,37,019 | B.Sc., P.G. Dip. in Marketing | 35 | 01.10.1997 | Pertech Computers Ltd., Regional Sales Mgr. | | Bhattacharjee P | 55 | General Manager & ICML Head (FBD) | 10,675 | 71,36,454 | B.Tech. (Mechanical), Energy Management | 33 | 01.09.2005 | Asian Paints Ltd., Sr. Manager - Plant Engineering | | Bhattacharya A | 41 | Senior Manager - Category Development - Foods, Alternate Channels (TM & D) | 14,320 | 67,37,987 | B.Com. (Hons.), P.G.D. | 19 | 20.02.2012 | Metro Cash & Carry, Deputy Manager | | Bhattacharyya S | 42 | General Manager - Consumer Insights (FBD) | 79,254 | 66,10,083 | B.A., M.B.A. | 19 | 26.07.2017 | Sab Miller India, Associate Director | | Bhaumick D | 44 | General Manager - Marketing (PCPBD) | 10,672 | 85,77,583 | B.Sc., P.G.D. | 21 | 22.06.2009 | Parle Agro Pvt. Ltd., Group Product Manager | | Bisht S | 47 | V.P. - VAAP - Agri SBU (ABD) | 78,011 | 1,14,74,211 | B.Sc. (Agriculture), P.G. Prog. in Agr. Business Mgmt. | 23 | 01.06.2001 | Nil | | Bose S | 55 | Executive V.P. - HR & Learning & Development (HD) | 27,958 | 2,01,54,751 | B.A., P.G. Dip. in P.M. | 29 | 28.09.2017 | Indian Hotels Co. Ltd., V.P. HR Operations | | Bose S K | 58 | General Manager - Finance - Business Systems (ITD) | 82,610 | 69,26,796 | B.Com. (Hons.), I.C.W.A., M.B.A. | 32 | 01.09.1991 | Nil | | Bothra A | 39 | General Manager - Finance (PPB - SBU) | 77,226 | 58,07,236 | B.Com. (Hons.), A.C.A. | 15 | 03.11.2008 | Nil | | Bothra S | 39 | General Manager - Trade Marketing & Distribution (TM & D) | 52,527 | 92,09,851 | B.B.A., P.G.D.M. | 16 | 10.06.2008 | Nil | | Calcuttawala Y T | 51 | General Manager (PSPD) | 44,384 | 73,17,482 | B.Com., I.C.W.A., M.Com., Dip. in Software Tech. & Syst., P.G.D.B.M."
"| 27 | 02.06.1997 | Citi Bank, Marketing Executive | | Chadha A | 54 | Chief Executive (HD) | 24,871 | 1,81,91,686 | Dip. in Hotel Mgmt., Catering & Nutrition | 34 | 01.05.2001 | @ | | Chakrabarty B | 48 | General Manager - Packaging Development (FBD) | 54,627 | 1,08,39,839 | B.Sc., P.G. Dip. | 24 | 12.07.2005 | Bharat Shell Ltd., Executive - Packaging | | Chakraborty S | 51 | General Manager & Head of Central Quality (FBD) | 28,269 | 79,98,468 | B.Sc., B.Tech., M.Tech. | 27 | 04.05.2005 | Perfetti Van Melle India, Executive | | Chakravorty A | 54 | General Manager Marketing - NGP (ITD) | 56,951 | 74,36,923 | B.Sc., M.B.M. | 30 | 27.12.2001 | Duncans Industries Ltd., Group Product Manager | | Chand S | 40 | V.P. & Head of Marketing - Snacks, Noodles & Pasta (FBD) | 31,050 | 1,10,61,843 | B.E., M.B.A. | 18 | 21.04.2008 | Marico Ltd., Area Sales Manager | | Chandak A | 47 | Head - Divisional Audit (HD) | 75,142 | 81,10,264 | B.Com., C.W.A., A.C.A., C.S. | 23 | 01.01.2003 | Pepsico Inc., Asst. Mgr. - Financial Planning | | Chatterjee D | 40 | General Manager - Sales & Marketing (PPB - SBU) | 65,057 | 60,18,475 | B.Tech. | 17 | 04.07.2018 | Zomato Media Pvt. Ltd., Business Head/ Associate V.P. | | Chatterjee S | 55 | Executive V.P. & Head of Procurement (FBD) | 67,574 | 1,90,64,671 | B.A. | 36 | 05.06.2006 | Nestle India Ltd., Purchase Manager | | Chaturvedi K | 46 | Chief Operating Officer - Snacks, Noodles and Pasta (FBD) | 35,864 | 1,73,79,544 | B.A. (Hons.), P.G. Dip. in Communication | 23 | 19.05.2003 | Mindshare Fulcrum, Planning Executive | | Chaudhuri A | 40 | General Manager - Marketing (ESPB) | 01,149 | 76,62,069 | B.Com., P.G.D.B.M. | 16 | 11.04.2016 | Dabur India Ltd., Brand Manager | | Cheruvathur N | 52 | General Manager - Supply Chain (PCPBD) | 30,547 | 71,30,840 | B.Sc. (Technology) | 28 | 18.06.2007 | Marico Ltd., Operations Manager | | Chhaproo J T | 50 | General Manager & Head Media and PR (PCPBD) | 56,835 | 91,28,012 | B.Tech., P.G.D.M. | 15 | 08.08.2016 | Snapdeal, Head - Media | | Chopra M | 55 | General Manager - Operations, RTE and Processed Foods (FBD) | 55,304 | 60,59,188 | B.E., Masters in International Business | 31 | 17.06.2002 | Ruttunsha In. Rectifier Ltd., G.M. Marketing | | Choudhary G | 40 | General Manager - Finance (FBD) | 44,266 | 64,61,213 | B.Com. (Hons.), A.C.A. | 18 | 11.12.2006 | Pricewaterhouse Coopers Pvt. Ltd., Associate | | Choudhury S | 48 | V.P. - Finance - Agri SBU (ABD) | 79,000 | 1,05,40,237 | B.Com. (Hons.), A.C.A. | 25 | 27.09.1999 | Nil | | Damani N | 39 | General Manager - Employee Relations (ITD) | 08,109 | 99,21,736 | B.Tech., M.B.A. | 15 | 10.06.2008 | Nil | | Das A | 40 | General Manager - Human Resources (HD) | 52,383 | 73,48,190 | B.A., M.B.A. | 16 | 10.06.2008 | Nil | | Das C | 46 | Senior Engineering Manager (ITD) | 93,499 | 64,49,531 | B.E., Diploma (Business Management) | 16 | 11.06.2012 | United Breweries Ltd., Sr. Manager - Asset Care | | Das S | 52 | General Manager - Quality (PCPBD) | 34,987 | 62,76,746 | B.E., P.G.D.B.M. | 19 | 01.12.2005 | Leaders Healthcare Pvt. Ltd., Plant Manager | | Das S K (Dr.) | 57 | Senior Principal Scientist (PCPBD) | 78,822 | 89,04,947 | M.Sc., Ph.D. | 25 | 20.11.2008 | Hindustan Unilever Ltd., Senior Research Scientist | | Datta S | 58 | Chief Risk Officer | 09,535 | 66,70,795 | B.Com. (Hons.), A.C.A., C.W.A. | 32 | 01.04.1992 | Nil | | David M I | 59 | V.P. - Exports - Tobacco SBU (ABD) | 54,105 | 1,25,61,882 | B.Sc. (Agriculture), M.Sc. (Agriculture) | 35 | 16.12.1988 | Nil | | Deb A | 39 | General Manager - Special Projects (ITD) | 00,357 | 64,04,077 | Integrated M.Tech. | 16 | 05.02.2018 | Pepsico India Holdings Ltd., Sr. Manager | | Desai H K | 37 | General Manager (ITD) | 04,516 | 76,08,901 | Integrated M.Tech."
"| 14 | 16.05.2012 | Galaxy Surfactants Ltd., Senior Associate | | Dhanuka P | 47 | General Manager - Business Systems (HD) | 01,363 | 75,60,489 | B.Com. (Hons.), Dip. in Business Finance, A.C.A. | 21 | 01.07.2009 | DLF Hotel Holdings Ltd., Deputy G.M. - Financial Planning & Analysis | | Dixit A | 36 | General Manager (ITD) | 07,687 | 61,57,541 | M.Sc., B.E. | 13 | 01.06.2011 | Nil | | Dixit A K (Dr.) | 53 | Principal Scientist - Chemistry & Measurement (LSTC) | 33,971 | 67,56,148 | B.Sc., M.Sc. (Chemistry), Ph.D - Organic Chemistry | 27 | 18.12.2008 | University of Rhode Island, Post Doctoral Fellow | | Dixit P K | 63 | Executive V.P. - T & RA (ITD) | 70,307 | 1,77,61,251 | B.Sc. (Hons.) | 40 | 17.10.1983 | Nil | | Dogra M | 49 | V.P. - Strategic Planning | 67,939 | 1,43,62,888 | B.Com., A.C.A., M.B.A. | 24 | 01.11.2004 | Export Import Bank of India, Management Trainee | | Dogra R | 49 | Chief Operating Officer - Confectionery, Chocolates & Coffee (FBD) | 55,396 | 1,66,53,681 | B.Tech., M.I.B. | 24 | 01.06.2001 | J.C.T. Electronics Ltd., Engg. Executive | | Dubey H | 40 | General Manager - Operations - Plant Protein (FBD) | 72,278 | 70,14,029 | B.Tech., M.Tech. | 18 | 01.07.2022 | Shenzhen Next Vape Technologies Co. Ltd., CEO | ``` ``` **SECTION: Employee Information** | Name | Age | Designation | Gross Remuneration (₹) | Net Remuneration (₹) | Qualifications | Experience (Years) | Date of Commencement of Employment | Previous Employment and Position Held | |--------------------------|-----|----------------------------------------------------------|-------------------------|----------------------|-------------------------------------------------------------------------------|---------------------|-------------------------------------|--------------------------------------------------------------| | Dugar P K | 46 | General Manager - Finance (TM & D) | 40,84,367 | 76,04,183 | C.W.A., A.C.A. | 22 | 28.08.2007 | Tata Teleservices Ltd., Assistant Manager | | Gabriel C | 43 | General Manager & Head of Product Development - Coffee (FBD) | 13,99,733 | 57,49,196 | B.Sc., B.Tech. | 18 | 20.03.2015 | Coca Cola India Pvt. Ltd., Assistant Manager - Project Development | | Ganesan M | 61 | Executive V.P. & Head - Corporate Internal Audit | 36,33,559 | 2,47,43,729 | B.Com., A.C.A., A.C.S. | 38 | 01.03.1986 | Nil | | Ganesh Kumar S | 56 | Chief Operating Officer - Agri SBU (ABD) | 99,31,445 | 2,36,52,420 | B.E. (Mechanical) | 33 | 14.12.1991 | Mather and Platt (I) Ltd., Engg. Trainee | | Ganga S | 42 | General Manager - Audit & Systems (ABD) | 09,64,353 | 60,92,249 | B.Com., C.A. | 17 | 11.12.2006 | Nil | | Garg A S | 55 | V.P. - Finance & MIS (PPB - SBU) | 18,14,492 | 1,04,21,048 | B.Com., C.W.A., A.C.A., Fellowship in Management | 32 | 01.06.1992 | Larsen & Toubro, Chartered Accountant | | Ghosal N | 49 | V.P. - Operations (ITD) | 77,56,198 | 1,32,30,325 | B.Tech., P.G.D.M. | 25 | 01.06.1999 | Nil | | Ghosal T K | 51 | Deputy Company Secretary | 03,33,113 | 55,77,106 | B.Com., C.S. | 26 | 01.08.2018 | Russell Credit Ltd., Manager & Company Secretary | | Ghosh A | 46 | General Manager & Head - Digital (Marketing and Performance) (FBD) | 61,60,107 | 99,35,829 | B.Sc., M.B.A. | 19 | 26.07.2017 | PHD Media, Digital Strategic Lead | | Ghosh Sarathi | 49 | General Manager - FMCG Infrastructure (TM & D) | 49,47,315 | 77,81,683 | Graduate in Electrical Engineering, Certified Energy Manager | 28 | 15.03.2000 | Tata Steel, Senior Associate | | Ghosh Subhasish | 56 | General Manager - Business Systems (FBD) | 37,20,432 | 71,50,900 | B.Com. (Hons.), C.W.A. | 28 | 01.10.1996 | Nil | | Gohil M | 44 | V.P. - Supply Chain & Operations (ESPB - SBU) | 45,39,450 | 1,19,48,922 | B.Tech., P.G.D.I.E. | 20 | 08.06.2006 | Reliance Industries Ltd., Asst. Manager | | Gopal G (Dr.) | 58 | Principal Scientist - Health & Wellness (LSTC) | 09,03,677 | 66,65,324 | B.Sc., M.Sc. (Botany), M.Phil. (Applied Botany), Ph.D - Botany | 29 | 02.05.2007 | Academia Sinica, Taiwan - Visiting Scientist | | Gouraha R | 43 | V.P. - ITC MAARS, Agri SBU (ABD) | 85,94,296 | 1,59,40,300 | B.Tech. (Mechanical) | 20 | 04.06.2004 | Nil | | Gupta A | 36 | General Manager - Corporate Sustainability | 23,81,604 | 64,64,210 | B.A., M.A."
"| 14 | 08.08.2018 | Ekinetics Consulting Services Pvt. Ltd., Engagement Manager | | Gupta J | 41 | V.P. & Head of Manufacturing - Staples and Adjacencies (FBD) | 63,64,004 | 1,26,21,428 | B.Tech. | 19 | 01.09.2016 | Hindustan Unilever Ltd., Factory Manager | | Gupta Sudhir | 55 | Head Procurement (HD) | 40,60,096 | 80,18,847 | B.Tech. (Textiles), P.G. Diploma in Marketing Management | 33 | 05.08.2002 | Kikomo Ltd., Head - Sourcing & QA (Asia Pacific & Africa) | | Gupta Sumit | 33 | Senior Finance Manager - BMG, MIS & NGP (ITD) | 02,06,498 | 59,29,332 | B.Com., A.C.A. | 12 | 10.10.2011 | Nil | | Gupta V | 59 | SBU Chief Executive (ESPB - SBU) | 45,12,304 | 2,01,36,870 | B.E., P.G.D.M. | 33 | 09.01.2017 | Cello (Writing) Group of Companies, C.E.O. | | Gurumurthy D S (Dr.) | 54 | Principal Scientist - Agro Forestry (LSTC) | 31,53,535 | 79,28,016 | B.Sc. (Forestry), M.Sc. (Agri), Crop Physiology, Ph.D. - Molecular Biology | 24 | 01.03.2007 | Gangagen Biotechnologies - Head, Phage Engineering | | Halder R | 44 | V.P. - Brands (ITD) | 86,45,852 | 1,11,38,136 | B.Sc., P.G.D.B.M. | 19 | 08.06.2005 | Nil | | Handa M | 45 | V.P. - Marketing (PCPBD) | 29,99,029 | 1,22,62,131 | B.E., P.G.D. | 19 | 22.07.2019 | Marico Ltd., Head of Marketing | | Jain A | 35 | General Manager - Operations (ITD) | 02,49,698 | 60,28,846 | B.Tech. | 13 | 27.07.2013 | NTC Industries Ltd., Project Engg. & Production Coordinator | | Jain N | 36 | General Manager - Noodles, Value Added Noodles And Pasta (FBD) | 07,58,992 | 56,78,716 | B.Com., M.B.A. | 13 | 16.11.2015 | Bharati Airtel Ltd., Assistant Manager Sales | | Janardanan Anand P | 58 | Executive V.P. - HR (FBD) | 55,59,865 | 1,64,47,377 | B.Com. (Hons.), P.G. Dip. in P.M. & I.R. | 34 | 01.06.1990 | Nil | | Jasper N K | 54 | Executive V.P. - Finance & IT (FBD) | 81,33,426 | 1,78,72,236 | B.Com. (Hons.), A.C.M.A., A.C.A. | 32 | 25.06.1993 | A.F. Ferguson, Asst. Consultant | | Jauhri A | 43 | General Manager (PSPD) | 10,27,070 | 62,94,055 | B.Com., A.C.A., P.G.D.M. | 17 | 07.05.2007 | Akshay Kumar & Associates, Senior Auditor | | Jayaprakash D (Dr.) | 54 | Principal Scientist (PCPBD) | 17,56,011 | 71,73,898 | B.Sc. (Hons.), M.Sc., Ph.D. | 16 | 01.07.2008 | ISIR, Osaka University, Asst. Professor | **SECTION: Information pursuant to Section 197 of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014** | Name | Age | Designation | Gross Remuneration (₹) | Net Remuneration (₹) | Qualifications | Experience (Years) | Date of Commencement of Employment | Previous Employment and Position Held | |--------------------------|-----|----------------------------------------------------------|-------------------------|----------------------|-------------------------------------------------------------------------------|---------------------|-------------------------------------|--------------------------------------------------------------| | Jha R K | 39 | General Manager - Divisional Accounting (HD) | 10,64,462 | 63,10,798 | B.Com. (Hons.), A.C.A. | 18 | 11.12.2006 | Nil | | Jhingran R | 46 | V.P. - HR (PCPBD) | 44,92,554 | 1,38,27,047 | B.Pharm., P.G.D.M. | 20 | 04.06.2004 | Nil | | John B F | 52 | Regional Sales Manager Convenience (TM & D) | 08,55,466 | 56,83,615 | B.E., M.B.A. | 26 | 21.09.1998 | Sukurta Engineering Co., Management Trainee | | John R | 55 | Executive V.P. - Technical (ITD) | 63,73,777 | 1,72,33,641 | B.Tech. | 32 | 03.03.2006 | Wings Corporation (Indonesia), Operations Director - Nigerian Operations | | Jojo M | 42 | General Manager - Salt (FBD) | 24,78,645 | 66,69,291 | B.Tech., M.B.A. | 17 | 01.10.2014 | Kansai Nerolac Paints Ltd., Sr. Manager Marketing | | Joshi K K | 53 | Head - Regulatory Affairs (FBD) | 88,99,871 | 96,72,592 | B.Sc., M.Sc. | 29 | 25.05.2012 | Nestle India Ltd., Food Regulatory Affairs Mgr. | | Kalsi G (Dr.) | 59 | Senior Principal Scientist - Health & Wellness (LSTC) | 41,63,748 | 86,55,105 | B.Sc. (Botany), M.Sc. (Botany), Ph.D. - Botany | 30 | 03.03.2008 | University of California, Resch. Associate & Lab. Mgr. | | Kanisetti V K | 47 | General Manager - Finance (ABD) | 76,59,275 | 93,46,338 | B.Com., A.C.A. | 25 | 23.05.2005 | Tata Coffee Ltd., Asst."
"Manager | | Kar B | 59 | General Manager - Corporate Audit | 71,95,373 | 95,70,536 | B.E. (Civil) | 34 | 05.02.2007 | PD Hinduja National Hospital, Asst. Director (Project & Engg.) | | Kar S | 51 | Head of Operations - Finance (PSPD) | 33,91,118 | 1,20,24,533 | B.Com., C.W.A., A.C.A., A.C.S. | 28 | 06.09.1999 | Deloitte Haskins & Sells, Asst. Mgr. | | Karthik B | 51 | Executive V.P. & Head - Corporate Finance | 09,38,150 | 1,44,48,736 | B.Com. (Hons.), C.W.A., Advanced Dip. in Systems Mgmt., A.C.S., A.C.A., C.P.A. | 28 | 07.05.2007 | Tionale Pte Ltd., G.M. - Business Development | | Kastha A | 47 | Principal Technologist - Pkg., Structures & Substrates (ITD) | 11,57,624 | 67,53,013 | B.Tech., M.B.A., M.Des. | 20 | 08.06.2006 | Hawkins Cookers Ltd., Manager - Dealer Related Advertising | | Kataria G | 48 | V.P. Digital (Manufacturing) & Chief Digital Information Officer (PSPD) | 72,51,371 | 95,45,963 | B.E. (C.S.E.), M.S. (S.E.) | 25 | 06.03.2023 | Sai Life Sciences Ltd., Chief Digital & Information Officer | | Kathuria S | 38 | General Manager & Head of Marketing - Biscuits & Cakes (FBD) | 64,29,071 | 78,35,524 | B.Com., M.B.A. | 16 | 10.06.2008 | Nil | | Kaushik N | 41 | V.P. - Marketing Development (ITD) | 79,47,758 | 92,19,203 | B.Tech., M.B.A. | 18 | 07.01.2008 | Satyam Computer Services Ltd., Software Engineer | | Khan K H | 42 | V.P. - Bulk Commodities - Agri SBU (ABD) | 19,99,566 | 1,15,35,146 | B.Tech. (Hons.), M.B.A. | 18 | 08.06.2006 | Nil | | Khanna R | 40 | General Manager - Organisational Development (ITD) | 42,32,787 | 86,34,710 | B.Tech., M.A. | 14 | 01.09.2017 | GE India, H.R. Manager | | Khosla V | 57 | V.P. - Trade Marketing & Distribution (TM & D) | 92,87,219 | 1,40,92,242 | B.A. (Hons.), M.B.A. | 33 | 01.07.2001 | Indian Army, Captain | | Khyani R K | 41 | Management Accountant (HD) | 04,66,328 | 59,08,541 | B.Com., A.C.A. | 18 | 01.11.2007 | Nil | | Kidwai A R | 49 | Area Manager (Luxury Hotels) & G.M., ITC Maurya (HD) | 31,32,928 | 65,94,003 | Diploma in Hotel Management | 26 | 01.08.1998 | @ | | Kini N | 45 | General Manager - Key Accounts (TM & D) | 39,51,251 | 78,93,306 | B.Com. | 23 | 14.11.2018 | Kottaram Agro Foods (P) Ltd., National Sales Manager | | Kishore A | 49 | V.P. - Digital & Analytics (TM & D) | 79,08,622 | 1,33,62,351 | B.Tech., P.G.D.M. | 28 | 15.05.2006 | Gillete India Ltd., Regional Value Chain Manager | | Kookkal V | 42 | V.P. & Head of Marketing - Staples & Adjacencies (FBD) | 39,94,020 | 1,39,51,281 | B.Tech., P.G. Dip. in Marketing | 18 | 08.06.2006 | Nil | | Krishnan S R | 55 | General Manager - Engineering (ITD) | 25,95,950 | 61,92,246 | B.Tech., M.B.A. | 32 | 01.09.2000 | NTPC, Senior Engineer | | Kulkarni V | 49 | Divisional Chief Executive (PSPD) | 61,83,298 | 2,48,08,743 | B.Tech. | 27 | 23.07.2001 | Agrotech Foods Ltd., Unit In-charge | | Kumar Amit | 45 | General Manager - Supply Chain Excellence (TM & D) | 50,93,527 | 77,63,876 | B.Tech., P.G.D.M. | 19 | 04.03.2020 | Pepsico India, Associate Director | | Kumar Ashit | 58 | Executive V.P. - Finance & MIS (ABD) | 43,14,371 | 1,78,88,908 | B.Com., A.C.A. | 35 | 01.12.1988 | Nil | | Kumar Ashwani | 60 | Chief Technologist - Packaging & Graphics Design (ITD) | 85,50,350 | 1,34,79,250 | B.Sc., M.B.A. | 38 | 01.07.1990 | Uptron India Ltd., Planning & Advertising Manager | | Kumar Asish | 59 | General Manager - Leaf (ITD) | 53,18,078 | 74,04,887 | B.Sc., M.Sc. | 34 | 02.07.1990 | Nil | | Kumar Avinash | 48 | General Manager - Operations - Spices (FBD) | 28,69,942 | 62,05,361 | B.Tech. | 25 | 06.12.2011 | Hindalco Industries Ltd., Sr. Manager - Projects | | Kumar Challapalli N K | 39 | General Manager - Spices - Agri SBU (ABD) | 06,49,066 | 60,94,806 | M.Tech. (Mechanical) | 16 | 03.10.2012 | Carbon Recycling Company, Manager - Engineering & Products | | Kumar G K | 58 | V.P."
"- Leaf Operations, Tobacco SBU (ABD) | 22,02,159 | 1,61,37,398 | B.Sc. (Agriculture) | 36 | 01.08.1987 | Nil | | Kumar K | 52 | Senior Principal Technologist (PCPBD) | 10,44,545 | 97,92,011 | B.Com., A.C.A. | 27 | 22.10.2008 | Ruchi Soya Industries Ltd., Deputy G.M., Commercial | | Kumar M K A | 49 | General Manager - Sales (General Trade) (ESPB - SBU) | 15,97,590 | 58,78,162 | B.Com. | 29 | 06.06.2007 | Bharti Airtel, Head - Distribution | | Kumar N | 39 | General Manager - Procurement (ITD) | 53,50,802 | 80,40,709 | B.Tech. | 17 | 07.06.2007 | Nil | | Kumar S S | 48 | V.P. - Corporate Treasury | 70,88,808 | 1,27,91,490 | B.Com. (Hons.), C.W.A., A.C.A. | 23 | 20.11.2000 | Nil | | Kumar T S | 53 | Executive V.P. - Sales & Category Development - Foods (TM & D) | 34,92,272 | 1,59,80,836 | B.Sc. | 31 | 01.04.1995 | E.I.D. Parry (India) Ltd., Sales Representative | ``` ``` **SECTION: B. Information pursuant to Section 197 of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014** | Name | Age | Designation | Gross Remuneration (₹) | Net Remuneration (₹) | Qualifications | Experience (Years) | Date of Commencement of Employment | Previous Employment and Position Held | |---------------------|-----|----------------------------------------------------------|-------------------------|----------------------|-----------------------------------------------------|---------------------|-------------------------------------|-----------------------------------------------------------| | Kumar U | 42 | General Manager - HR (PPB - SBU) | 25,43,257 | 64,70,818 | B.Sc., P.G.D. in P.M. & I.R. | 19 | 15.07.2006 | Jindal Stainless Steel Ltd., Management Trainee | | Kumar V G | 45 | General Manager - Sales & Category Development - PCP (TM & D) | 29,60,358 | 61,10,138 | B.Sc., P.G.D.B.M. | 23 | 29.07.2002 | Music World Entertainment Ltd., Assistant Manager | | Kunchey J K | 49 | Executive V.P. - Supply Chain & Logistics (TM & D) | 99,30,739 | 1,82,39,333 | B.Tech., P.G. Dip. in I.E. | 26 | 24.08.2007 | Reliance Retail Co., Head - Planning & Logistics | | Madhavan S | 44 | General Manager - Product Development - Biscuits & Cakes (FBD) | 17,03,638 | 73,45,037 | B.Sc., M.Sc., M.Phil. | 23 | 24.07.2019 | Britannia Industries Ltd., Manager R&D | | Madhu Sudana Rao A | 59 | General Manager - Projects - Central Projects Organisation | 14,12,524 | 62,21,773 | Mech. Engg., M.B.A. | 39 | 20.06.2007 | TTK LIG Ltd., Deputy General Manager | | Madia K S | 54 | Deputy Company Secretary | 11,28,223 | 65,89,540 | B.Com., P.G.D.F.M., F.C.S., M.B.A. | 36 | 01.10.1997 | M/s. Shantilal Nyalchand, Proprietor | | Maheshwari A | 37 | General Manager - EHS & Sustainability (FBD) | 02,52,200 | 56,33,645 | B.Tech., PGD in Industrial Safety & Environmental Management | 14 | 01.06.2011 | Lallu Mal Shiv Sharan Dass Pharmaceuticals, Sales Executive | | Makhal S (Dr.) | 48 | General Manager & Head of Product Development - Dairy (FBD) | 53,86,073 | 78,34,075 | B.Tech., M.Tech., P.G.D., Ph.D. | 19 | 10.12.2012 | Cavincare Pvt. Ltd., Principal Scientist | | Manian V | 42 | General Manager - Accounts - Central Projects Organisation | 39,36,311 | 71,96,687 | B.Com. (Hons.), F.C.A. | 20 | 11.12.2006 | B.S.R. & Co., Executive | | Manimaran G U | 47 | V.P. & Head of Product Development - Biscuits & Cakes (FBD) | 83,77,610 | 1,06,25,424 | B.Tech. | 25 | 26.09.2005 | Perfetti Van Melle India Pvt. Ltd., QA Executive | | Mathew K J | 57 | V.P. - Finance, Tobacco SBU (ABD) | 92,08,222 | 99,30,648 | B.Sc., A.C.A., A.C.S. | 28 | 14.12.1995 | Nil | | Mathew T | 49 | V.P. - Talent Development, Corporate HR | 35,74,318 | 1,10,79,539 | Dip. in H.M.C.T. & A.N., B.B.A., M.A. | 26 | 25.06.2001 | Marico Ltd., Mgmt. Trainee | | Mathur A | 42 | V.P. & Head of Manufacturing - Biscuits and Cakes (FBD) | 22,73,124 | 1,06,83,429 | B.Tech. | 19 | 08.06.2005 | Nil | | Mazumdar A | 36 | General Manager - Brands (ITD) | 17,86,284 | 70,44,155 | B.A. (Hons.), M.B.A. | 13 | 01.06.2011 | Nil | | Mehrotra A | 44 | V.P. & Head of Marketing - Dairy & Beverages (FBD) | 10,09,388 | 99,25,664 | B.Tech., M.B.A. | 19 | 08.06.2006 | Seaarland Management Services (I) Pvt."
"Ltd., Junior Engineer | | Mehta V A | 44 | General Manager - Finance, Audit (ITD) | 23,04,786 | 68,61,754 | LL.B., A.C.A. | 19 | 11.12.2006 | Tata Chemicals Ltd., C.A. Trainee | | Menon V P | 58 | V.P. - Projects (HD) | 47,24,095 | 1,27,23,108 | B.Tech. (Civil) | 35 | 10.01.1993 | @ | | Mishra P | 42 | Business Head - Spices (FBD) | 36,75,133 | 1,34,72,089 | M.B.A. | 19 | 08.06.2005 | Pepsico India, Customer Executive | | Misra S S | 42 | General Manager - Corporate HR | 13,05,170 | 72,47,815 | B.Tech., M.A. | 17 | 17.10.2011 | PriceWaterhouse Coopers Ltd., Consultant | | Mondal S P | 41 | General Manager - Trade Marketing Information (TM & D) | 09,28,118 | 68,14,496 | B.E., P.G.D.M. | 17 | 09.06.2009 | Infosys Technologies Ltd., Software Engineer | | Moorthy A | 37 | General Manager - Marketing - Staples & Adjacencies (FBD) | 14,66,454 | 66,72,636 | B.E., M.B.A. | 13 | 01.06.2011 | Nil | | Moza N | 43 | General Manager - OD (FBD) | 71,41,855 | 83,74,124 | B.Com., Dip. in I.H.M., M.A. in P.M. & I.R. | 19 | 06.08.2013 | Peel Works Outsourcing Pvt. Ltd., GM - Accounts & Delivery | | Mozumdar T K | 58 | General Manager - Projects - Central Projects Organisation | 12,53,642 | 62,40,589 | B.Tech., Diploma | 35 | 01.09.2008 | Mani Square, V.P. Operations | | Mukherjee K | 42 | General Manager - Financial Accounts (FBD) | 37,79,639 | 80,65,278 | B.Com., A.C.A. | 20 | 10.12.2003 | Nil | | Mukherjee S (Dr.) | 58 | Chief Scientist and Head of R&D (ITD) | 51,79,465 | 1,99,69,660 | B.Sc., M.Sc., Ph.D., Post Doctorate | 28 | 16.03.1998 | ICI India Ltd., Manager Q.A. | | Mukherji A | 51 | Executive V.P. & Head - Corporate Human Resources | 30,88,568 | 2,50,42,285 | B.A., P.G. Dip. in P.M. & I.R., M.I.L.R. | 28 | 01.08.1995 | ANZ Grindlays Bank, Mgmt. Trainee | | Mundra S | 37 | On deputation | 11,79,473 | 58,08,459 | B.Com. (Hons.), A.C.A., C.S. | 14 | 03.05.2010 | Tata Steel Processing and Distribution Ltd., Manager | | Murali D | 47 | Senior Lead Scientist (PCPBD) | 16,40,798 | 69,99,319 | B.Sc., M.Sc., Ph.D. | 18 | 07.06.2010 | The Rockefeller University, Postdoctoral Associate | | Muralidhar M | 51 | Head of Operations, Matches & Agarbatti SBU | 26,19,524 | 64,68,847 | S.S.C., Intermediate, B.Tech. (Instrumentation), M.B.A. (Manufacturing Management) | 24 | 18.09.2000 | Nil | | Muralidharan M | 54 | General Manager - Operations (PPB - SBU) | 43,32,425 | 73,68,181 | B.E. | 31 | 07.03.1997 | Contemporary Packaging Technologies Ltd., Engineering Executive | | Murthy K S | 56 | Senior Principal Scientist - AATC, Tobacco SBU (ABD) | 15,85,880 | 60,50,594 | B.Sc., M.Sc., Ph.D. | 22 | 04.05.2007 | VIMTA Labs Ltd., Manager- Analytical | | Naik P V (Dr.) | 49 | Principal Scientist - Ingredients & Submission (ITD) | 70,55,133 | 86,79,019 | B.Sc., M.Sc., Doctorate | 23 | 22.12.2010 | E.I.D. Parry (India) Ltd., Chief Research Officer | | Nair J P | 52 | General Manager - Engineering (ITD) | 78,87,927 | 84,47,009 | B.Tech., M.S. | 31 | 14.11.2005 | Cadbury India Ltd., Factory Asset Manager & EHS Manager | | Narayanan R R | 58 | V.P. - Sales & Marketing (ESPB - SBU) | 03,87,343 | 1,43,91,861 | B.A., P.G.D.M. | 37 | 01.01.1990 | Godrej & Boyce Mfg. Co. Ltd., Sales Representative | | Ohri R | 57 | Executive V.P. - Corporate Affairs | 23,65,397 | 1,52,44,769 | B.Com. (Hons.), A.C.A. | 33 | 01.09.1991 | Nil | | Padmanabhan V | 51 | Principal Scientist (PCPBD) | 26,68,472 | 74,76,713 | B.Sc., M.Sc. | 27 | 18.07.2005 | Hindustan Unilever Ltd., Research Associate | | Palamwar S R | 53 | General Manager & ICML Head (FBD) | 28,77,848 | 69,15,970 | B.E. | 32 | 27.03.2017 | Hindustan Unilever Ltd., Factory Manager | | Panda S | 57 | Executive V.P.- HR (ITD) | 62,04,142 | 2,07,06,141 | B.Sc. (Hons.), M.A. | 34 | 01.09.2003 | J K Papers Ltd., Mgmt. Trainee | | Pandey P | 38 | General Manager - Marketing - Staples and Adjacencies (FBD) | 32,14,389 | 67,13,832 | B.E., M.B.A."
"| 14 | 14.06.2010 | Nil | | Pandey S K | 57 | Divisional Head - Plantations & Raw Materials (PSPD) | 17,88,687 | 1,20,59,227 | B.Tech., M.Tech., I.F.S. Diploma in Bamboo Tech. | 33 | 20.02.2014 | Ballarpur Industries Ltd., V. P. | | Panganamala S K | 36 | General Manager (PSPD) | 05,29,808 | 61,45,469 | B.Tech., P.G.D. (I.R. & P.M.) | 12 | 11.06.2012 | Nil | | Paradkar M M | 53 | Senior Principal Scientist (FBD) | 29,83,796 | 80,46,368 | B.Sc., M.Sc., Ph.D. | 24 | 01.02.2006 | GE India Technology Centre Pvt. Ltd., Research Scientist | | Parija S | 42 | General Manager - Trade Marketing & Business Transformation (TM & D) | 14,76,364 | 63,62,566 | B.A., M.A., M.B.A. | 18 | 01.04.2016 | Vodafone Spacetel Ltd., Head-Acquisition, Postpaid & Roaming | | Patel A M | 54 | Chief Commercial Officer (HD) | 68,92,433 | 1,48,47,545 | B.Sc. | 32 | 01.08.2022 | Hyatt Hotels Corporation, V.P. - Sales & Marketing, India & South Asia | | Patel H Y | 39 | General Manager - Finance | 11,16,192 | 61,33,663 | B.Com., M.Com., A.C.A. | 15 | 16.03.2009 | TCS Ltd., Assistant Systems Analyst Trainee | | Patni V | 40 | General Manager - Procurement (PCPBD) | 89,32,111 | 1,00,68,432 | B.Tech., P.G.D.I.E. | 18 | 19.05.2008 | Glenmark Pharmaceuticals Ltd., Asst. Manager - Supply Chain | | Patra A K | 50 | General Manager & Head of Product Development - Beverages (FBD) | 48,82,627 | 78,44,748 | B.Sc., B.Tech., M.Sc. | 25 | 02.01.2014 | Dabur India Ltd., Principal Scientist | | Patra P K | 56 | V.P. - ER (PSPD) | 53,38,059 | 81,53,972 | B.Sc., P.G. Diploma, LL.B., M.B.A. | 33 | 02.05.2006 | JK Paper, Asst. Manager - Personnel | | Paul A E | 59 | V.P. - Corporate Affairs | 69,76,238 | 80,92,187 | B.Com. | 38 | 01.08.1986 | Nil | | Phakey A | 54 | V.P. - Frozen Snacks, RTE, Fresh F & V (FBD) | 51,36,755 | 1,39,63,345 | B.Com., M.B.A. | 31 | 25.03.2019 | H.T. Media Ltd., C.O.O. | | Poddar R | 54 | Deputy Company Secretary | 16,32,274 | 72,12,002 | B.Com., A.C.S., A.C.A., M.I.I.A. | 36 | 01.06.2021 | Nil | | Ponnuru R K | 40 | Chief Operating Officer (PPB - SBU) | 87,17,412 | 1,36,37,696 | B.Tech. | 20 | 04.06.2004 | Nil | | Prabhakar L | 58 | Executive V.P. & Head - Social Investments | 67,89,774 | 1,73,01,296 | B.E. (Mech.), P.G. Dip. in P.M. & I.R. | 36 | 01.05.2006 | ITC Infotech India Ltd., G.M.- HR | | Prakash P | 37 | Head of Product, ITC MAARS, Agri SBU (ABD) | 06,93,363 | 67,07,988 | B.Tech. (EEE) | 16 | 05.09.2022 | Green Agrevolution Pvt. Ltd., A.V.P. | | Pujar A | 42 | Head of Marketing, Matches & Agarbatti SBU | 55,65,562 | 75,64,754 | B.E. (I.T.), M.B.A., P.G.D.M. (Marketing) | 16 | 10.06.2008 | Nil | | Pundlik G A | 41 | General Manager - Sales & Category Development - Cigarettes (TM & D) | 15,58,996 | 71,93,656 | B.E., M.B.A. | 17 | 10.06.2008 | Impetus Infotech India Pvt. Ltd., Software Engineer | | Puri Sudhir | 47 | V.P. - New Generation Products (ITD) | 23,41,705 | 1,52,90,236 | B.Tech. | 25 | 01.06.1998 | Nil | | Qing L X | 62 | Exec. Chinese Chef - ITC Maratha (HD) | 11,65,321 | 56,42,921 | Chinese Cooking, Cooking School of Beijing Tourism | 44 | 15.05.1999 | The Great Wall Sheraton Hotel, Executive Chef | | Radhakrishnan Y (Dr.) | 52 | Principal Scientist - Food Science & Technology (LSTC) | 23,72,708 | 76,45,847 | B.Sc. (Zoology), M.Sc. (Zoology), Ph.D. - Genetics | 21 | 15.11.2010 | University of North Carolina - Research Associate | | Rae S | 53 | Senior Principal Technologist - Packaging & Graphics Design (ITD) | 48,26,235 | 71,48,132 | B.Com. (Hons.) | 29 | 24.01.1995 | Nil | | Rai R K | 61 | Divisional Chief Executive (ABD) & SBU Chief Executive (Agri SBU) | 92,52,384 | 2,58,94,655 | B.A. (Economics), P.G.D. in Exports & Imports | 41 | 16.08.1990 | Britannia Industries Ltd., Commercial Officer | | Raja Sekhar G | 50 | Dy. General Manager (PSPD) | 31,06,823 | 74,36,626 | B.Com., I.C.W.A.I., M.Com., M.B.A."
"| 28 | 19.02.2002 | Hygrade Pellets Ltd., Dy. Manager | ``` ``` **SECTION: Employee Information** | Name | Age | Designation | Gross Remuneration (₹) | Net Remuneration (₹) | Qualifications | Experience (Years) | Date of Commencement of Employment | Previous Employment and Position Held | |--------------------------|-----|----------------------------------------------------------|------------------------|----------------------|-----------------------------------------------------------|---------------------|-------------------------------------|----------------------------------------------------------| | Rajasekhar R | 55 | General Manager - Exports, Tobacco SBU (ABD) | 1,54,30,110 | 78,01,332 | B.Sc. (Agriculture) | 32 | 03.03.1992 | Nil | | Rajesh V | 40 | General Manager - Product Development (PPB - SBU) | 1,15,45,029 | 69,37,298 | M.M.S. | 18 | 03.07.2006 | Nil | | Ralhan R | 44 | V.P. - Alternate Channels (TM & D) | 2,80,47,605 | 1,48,10,665 | B.E., M.M.S. | 21 | 04.06.2004 | Kirloskar Oil Engines Ltd., Graduate Engr. Trainee | | Rama Prasad H N | 58 | SBU Chief Executive - Tobacco SBU (ABD) | 3,89,38,694 | 1,95,14,588 | B.Sc. (Agriculture), M.Sc. (Agriculture) | 35 | 26.09.1988 | Nil | | Ramachandran R | 48 | Head of Finance, ITC Grand Chola (HD) | 2,61,639 | 46,49,405 | B.Com. (Hons.), A.C.A. | 21 | 08.08.2005 | The Imperial, Manager Accounts | | Ramamoorthy N | 58 | V.P. & Head Corporate EHS | 2,53,196 | 68,53,979 | B.Tech., Diploma in Industrial Safety | 35 | 01.10.1989 | Nil | | Ramamurthi S (Dr.) | 59 | Chief Scientist & Head of Corporate R&D (LSTC) | 1,86,15,350 | 1,64,39,497 | B.Sc. (Tech.), M.Sc. (Tech.), Ph.D - Applied Microbiology & Food Science | 30 | 27.08.2007 | Hindustan Unilever Ltd., Sr. Research Scientist | | Ramaswami K K | 34 | General Manager – Marketing - Snacks, Noodles & Pasta (FBD) | 3,50,030 | 66,34,892 | B.E., M.B.A. | 12 | 11.06.2012 | Nil | | Ramesh V | 58 | General Manager & Head of Manufacturing - Biscuits & Cakes (FBD) | 2,87,361 | 95,67,223 | B.Sc., M.Sc. | 36 | 11.09.2017 | Britannia Industries Ltd., Regional Manufacturing Head | | Ramkumar P | 53 | V.P. - Finance, IT & Procurement (ESPB - SBU) | 7,79,607 | 1,24,70,732 | B.Com., C.W.A., A.C.A. | 30 | 06.09.1999 | Zuari Industries Ltd., Dy. Mgr. - Finance | | Rana H S | 48 | General Manager - Instore Marketing (TM & D) | 8,80,306 | 66,27,259 | B.Sc., M.B.A. | 24 | 20.06.2000 | Nil | | Ranganathan S | 49 | V.P. - Finance (TM & D) | 8,68,532 | 1,15,64,316 | B.Com. (Hons.), A.C.A. | 26 | 01.09.1998 | Phillips India Ltd., Accounts Officer | | Rao A | 40 | Associate General Counsel | 6,56,085 | 60,21,721 | B.S.L., LL.B. | 18 | 02.01.2008 | Bajaj Allianz Gen. Insurance Co. Ltd., Senior Executive | | Rao J P | 55 | General Manager - T & RA (TM & D) | 4,49,566 | 62,45,981 | B.Com. (Hons.), Diploma | 32 | 26.04.1994 | Procter Gamble India Ltd., Territory Sales In-Charge | **SECTION: Information pursuant to Section 197 of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014** | Name | Age | Designation | Gross Remuneration (₹) | Net Remuneration (₹) | Qualifications | Experience (Years) | Date of Commencement of Employment | Previous Employment and Position Held | |--------------------------|-----|----------------------------------------------------------|------------------------|----------------------|-----------------------------------------------------------|---------------------|-------------------------------------|----------------------------------------------------------| | Rao K N | 57 | V.P. - Processing & Technology, Supply Chain, Tobacco SBU (ABD) | 2,15,19,917 | 1,08,21,721 | B.Tech (EEE) | 35 | 24.10.1988 | Nil | | Rao Renati V | 54 | General Manager - Exports & SO&P (ITD) | 1,88,18,252 | 1,06,86,690 | B.Sc. (Hons.), P.G.D.M. | 30 | 01.04.1995 | Wipro Ltd., Marketing Asst. | | Rasquinha P C | 59 | Executive V.P. - Finance & MIS (PSPD) | 95,84,499 | 1,52,37,713 | B.Com. (Hons.), A.C.A., C.W.A. | 36 | 15.07.1991 | A.F. Ferguson & Co., Asst. Consultant | | Rathi N | 43 | General Manager - ITC MAARS - Agri SBU (ABD) | 27,39,324 | 70,23,876 | B.E., P.G. Dip. in Rural Mgmt. | 20 | 08.06.2005 | Nil | | Ravindranath V | 60 | General Manager - Corporate EHS | 69,17,579 | 81,95,023 | B.E., Certificate in Fire Protection | 37 | 30.12.2009 | Poet Consultants Pvt. Ltd., Additional Chief Engineer | | Ravish H G | 53 | General Manager - Leaf Operations (NFCV), Tobacco SBU (ABD) | 55,29,644 | 73,04,252 | B.Sc."
"(Agriculture) | 32 | 26.02.1992 | Nil | | Ray Chaudhuri B | 44 | V.P. - Corporate Planning | 77,76,896 | 1,28,52,506 | B.Com. (Hons.), A.C.A. | 23 | 01.03.2002 | ABB Ltd., Asst. Financial Controller | | Ray M | 45 | V.P. - Sales & Category Development - Personal Care, Matches & Agarbatti (TM & D) | 13,69,059 | 1,25,44,600 | B.Tech. | 23 | 01.06.2001 | Nil | | Ray P | 49 | General Manager - Supply Chain Foods (TM & D) | 73,01,506 | 94,04,740 | B.Com., M.Com., P.G.D.M. | 24 | 16.02.2001 | Hindustan Unilever Ltd., T.S.I. | | Reddy K V | 58 | Executive V.P. - Product Development - Staples, Spices, Noodles & Pasta (FBD) | 2,22,753 | 1,64,32,756 | B.Tech. | 35 | 01.08.2001 | Cargill India Pvt. Ltd., Production Manager | | Reddy M S | 58 | General Manager - Mysore Leaf Operations, Tobacco SBU (ABD) | 9,47,375 | 63,13,054 | B.Sc., M.Sc. | 32 | 16.12.1991 | Nil | | Reddy V K | 49 | General Manager - Projects, Maintenance & Engineering, Chocolates, Coffee & Confectionery (FBD) | 8,77,343 | 68,26,449 | B.Sc. | 27 | 17.01.2005 | Perfetti Van Melle India, Senior Executive | | Roria S S | 55 | General Manager & Complex Head (FBD) | 7,26,034 | 58,80,089 | B.Tech., M.Tech. | 29 | 04.03.2002 | Britannia Industries Ltd., Production Officer | | Roy Abhijit | 58 | Executive V.P. - Internal Audit | 66,83,352 | 1,65,67,294 | B.Com. (Hons.), A.C.A. | 35 | 04.06.1990 | E.L.M. (I) Ltd., Accounts Officer | | Roy Agnidev | 37 | General Manager - Brands (ITD) | 51,44,972 | 73,39,135 | B.Sc. (Hons.), M.B.A. | 14 | 11.06.2012 | Bates 141, Brand Manager - Strategic Planning | | Rungta A | 41 | General Manager - Corporate Audit | 11,45,251 | 68,78,705 | B.Com. (Hons.), A.C.A. | 18 | 01.12.2005 | Nil | | Rustagi A K | 49 | Chief Operating Officer - Staples & Adjacencies (FBD) | 30,69,768 | 2,01,22,483 | B.Tech., P.G.P.M. | 27 | 01.10.2017 | Unilever Inc. (London), Global Brand Director | | Sahay S | 53 | Executive V.P. - Sales Operations & Development (TM & D) | 74,81,713 | 1,79,32,442 | B.A., P.G.D.B.A. | 29 | 05.09.2002 | Luxor Writing Instruments Ltd., Brand Manager | | Saiprasad G V S (Dr.) | 51 | Senior Principal Scientist - Crop Sciences (LSTC) | 66,75,834 | 97,41,274 | B.Sc. (Agri), M.Sc. (Agri), Ph.D. - Plant Physiology | 26 | 03.12.2007 | Indian Institute of Horticultural Research - Scientist | | Sandeep C | 53 | Executive V.P. & Head - Central Projects Organisation | 91,57,250 | 1,71,05,174 | B.E. | 32 | 24.05.1999 | Kar Mobiles Ltd., Production Engineer | | Sanganeria G | 47 | V.P. - Corporate Accounts | 49,33,237 | 1,40,06,302 | B.Com. (Hons.), A.C.S., A.C.A. | 23 | 11.12.2000 | Nil | | Sangli D K A | 49 | Senior Principal Technologist - Tobacco Flavours (ITD) | 85,62,573 | 1,08,73,857 | B.Sc., M.Sc. | 28 | 06.08.1996 | Nil | | Saravanan N | 51 | General Manager - Operations (FBD) | 22,35,884 | 71,79,675 | B.E. | 30 | 11.02.2015 | Asian Paints Ltd., Senior Manager - Production | | Sarda S | 50 | General Manager - Finance & Planning (ITD) | 71,08,279 | 91,37,481 | B.Com., A.C.A. | 24 | 01.03.2007 | Videocon Industries Ltd., Manager | | Sawant S J | 52 | General Manager - Business Development - Frozen Snacks (FBD) | 52,10,996 | 90,75,349 | B.Com., P.G.D.M. | 24 | 01.10.2018 | OSI Vista Foods Ltd., Director Commercial | | Sehgal K | 39 | General Manager - Sales & Category Development - Cigarettes (TM & D) | 15,81,967 | 59,86,149 | B.Sc., M.B.A. | 15 | 14.06.2010 | GroupM Mindshare Interaction, Consultant | | Seksaria S | 51 | Group Manager - Taxation | 79,46,440 | 1,05,03,379 | Dip. In Business Finance, A.C.S., C.W.A., A.C.A. | 26 | 01.09.1998 | CESC Ltd., Mgmt. Trainee | | Sen P | 53 | General Manager - Design & Quality Assurance - Central Projects Organisation | 27,25,888 | 64,65,884 | B.E., M.C.E. | 28 | 01.12.2010 | Elbit India Healthcare Pvt. Ltd., Chief Engineering Officer | | Sengupta A | 52 | General Manager - Brands (ITD) | 34,48,006 | 81,23,006 | B.E., P.G.D.M."
"| 27 | 19.12.2011 | AC Nielsen Org. Marg Pvt. Ltd., Director - CR | | Sengupta S | 59 | General Manager - Finance - Central Projects Organisation | 25,65,238 | 64,37,404 | B.Com., M.Com. | 35 | 01.08.1989 | Nil | | Senthil Kumaran S J | 49 | General Manager - Finance - Biscuits and Cakes (FBD) | 97,09,366 | 93,98,313 | B.Com. (Hons.), C.W.A., A.C.A. | 25 | 09.07.1999 | L.M.W. Ltd., Audit Officer | | Sequeira S | 50 | V.P. - Finance and IT (PCPBD) | 36,66,931 | 1,12,97,645 | B.Com. (Hons.), A.C.A., C.W.A. | 26 | 01.09.1998 | Berger Paints, Asst. Manager | | Sethi N | 40 | General Manager - Brands (ITD) | 36,77,073 | 79,34,465 | B.Tech., M.B.A. | 16 | 14.06.2010 | Defence Research Dev. Org., Scientist | | Shah M B | 57 | General Manager - Coffee & Processed Fruits - Agri SBU (ABD) | 5,39,064 | 58,30,845 | B.Sc. (Agriculture) | 35 | 01.03.1990 | NCAER, Field Supervisor | | Shankar K | 43 | V.P. - Brands (ITD) | 77,42,152 | 1,05,13,465 | B.Tech., P.G.D.M. | 19 | 25.09.2018 | Godfrey Philips India Ltd., Group Brand Manager | | Sharma Aneesh | 38 | Senior Assistant General Counsel | 4,79,479 | 55,80,300 | B.A., LL.B. | 14 | 14.06.2010 | Nil | | Sharma Ashwin | 43 | General Manager - Strategic Planning | 15,76,661 | 67,36,976 | B.Com. (Hons.), A.C.A. | 20 | 01.12.2005 | PriceWaterhouse Coopers, ABAS Senior - Audit | | Sharma Benita | 59 | V.P. - New Revenue Streams (HD) | 66,63,904 | 77,71,519 | B.A. (Economics) | 35 | 01.12.1988 | @ | | Sharma Bhavna | 41 | Head of Nutrition Science (FBD) | 13,75,432 | 72,91,095 | B.Sc., M.Sc., Ph.D. | 18 | 01.04.2019 | GlaxoSmithKline Consumer Healthcare Ltd., Senior Scientist Innovation | | Sharma M | 54 | Chief Sustainability Officer | 64,36,770 | 88,62,311 | B.Sc., Executive Diploma in Gen. Mgmt. | 31 | 01.12.2021 | Tata Steel Ltd., Chief - Corporate Sustainability | | Sharma Richa | 52 | Head - PR & Corporate Communication (HD) | 6,28,171 | 58,10,997 | M.A. Mass Communication, Bachelor of Journalism, PG Diploma in Advertising & PR | 33 | 16.09.2003 | @ | | Sharma Sachin | 46 | V.P. - Channel & Dairy, Agri SBU (ABD) | 2,40,111 | 1,06,15,329 | M.Sc., P.G. Prog. in Agr. Business Mgmt. | 21 | 09.06.2003 | Nil | | Sharma Sandeep | 52 | General Manager (ITD) | 16,65,357 | 63,64,010 | B.E. | 28 | 04.06.2012 | GSK Ltd., Manager - Process Engineering | | Shenoy T S M | 56 | Executive V.P. & Head - Corporate Accounts | 57,30,506 | 1,69,67,146 | B.Com. (Hons.), A.C.A. | 36 | 03.08.1992 | A.F. Ferguson & Co., Mgmt. Consultant | | Shere A H | 47 | Chief Operating Officer - Biscuits & Cakes (FBD) | 58,60,927 | 2,06,04,814 | B.A., M.B.A. | 26 | 21.08.2019 | Britannia Industries Ltd., Director Marketing | | Shukla A | 44 | General Manager - Market Research (ITD) | 21,17,135 | 71,82,757 | B.Com., M.B.A. | 19 | 07.09.2018 | Procter & Gamble, Sr. Manager | | Shukla M | 52 | General Manager (ITD) | 59,58,959 | 76,43,957 | B.Tech. | 32 | 01.08.2000 | Pepsico Holdings Ltd., Shift Engineer | | Sidhartha M | 57 | Divisional Head (PSPD) | 5,76,031 | 52,66,402 | B.Sc. (Hons.), University Diploma (Pulp & Paper Tech.) | 34 | 05.10.1989 | Star Paper Mills, Shift In-charge | | Singal S | 53 | Chief Operating Officer - Dairy & Beverages (FBD) | 63,44,523 | 1,71,45,803 | B.Sc., P.G.D.M. | 29 | 01.07.2016 | Dabur India Ltd., Head of Marketing | | Singh A B | 59 | General Manager - Milling Operations (FBD) | 20,07,637 | 74,96,921 | Diploma, M.A. | 32 | 02.12.2015 | Cargill India Pvt. Ltd., EM - Lead | ``` ``` **SECTION: Employee Details** | Name | Age | Designation | Gross Remuneration (₹) | Net Remuneration (₹) | Qualifications | Experience (Years) | Date of Commencement of Employment | Previous Employment and Position Held | |---|---|---|---|---|---|---|---|---| | Singh G | 42 | General Manager - Operations - Juices (FBD) | 1,17,12,214 | 61,15,113 | B.Tech., P.G.C.B.M. | 19 | 28.12.2016 | Tilda Hain India Pvt."
"Ltd., Head of Production Planning | | Singh J | 58 | Corporate Financial Controller | 4,43,30,047 | 2,02,86,036 | B.Com. (Hons.), A.C.A. | 36 | 01.04.1990 | Lovelock & Lewes, Jr. Asst. | | Singh T | 51 | Head F&B and Operations Support (HD) | 1,15,35,738 | 53,84,591 | B.A. | 28 | 25.06.2012 | Jet Airways India Ltd., General Manager - Service Delivery | | Singh V P | 43 | V.P. - Employee Relations (FBD) | 1,72,84,853 | 83,69,689 | B.A. (Hons.), P.G.D.M. | 20 | 18.07.2007 | Tata Motors Ltd., HR Manager | | Singhi R K | 59 | Executive V.P. & Company Secretary | 3,45,41,944 | 1,81,49,988 | B.Com. (Hons.), LL.B., F.C.S. | 39 | 01.08.1988 | Chemcrown (I) Ltd., Asst. Secretary | | Sipani S K | 57 | Head of Finance, Matches & Agarbatti SBU | 83,26,340 | 86,28,219 | B.Com., A.C.A., A.C.S., P.G.D.B.M. | 35 | 01.10.1997 | All India Tobacco Co. Ltd., Company Secretary | | Siva K K N | 49 | General Manager - Leaf Operations (Traditional) Tobacco SBU (ABD) | 5,64,738 | 57,23,398 | B.Sc. (Agriculture), M.Sc. (Agriculture) | 26 | 19.01.1998 | Nil | | Somani S | 50 | General Manager - Corporate Audit | 52,91,042 | 67,63,463 | B.Com., C.W.A., C.S., A.C.A. | 27 | 11.12.2000 | Indian Rayon & Industries Ltd., Assistant Manager | | Songadwala Z S | 55 | V.P. Operations (HD) | 77,00,626 | 80,21,698 | Bachelors in Hotel Management | 33 | 01.02.1991 | @ | | Sood A | 40 | General Manager & Head of Manufacturing - Confectionery, Chocolates & Coffee (FBD) | 45,87,146 | 77,30,658 | B.Tech. | 18 | 17.06.2013 | Asian Paints Ltd., Manager - Production | | Sri D K | 39 | General Manager & Head of Manufacturing - Snacks, Noodles & Pasta (FBD) | 30,58,715 | 69,15,855 | B.Tech., M.Tech. | 16 | 10.06.2008 | Nil | | Srinivas K | 59 | Chief Technologist - Blending & Cigarette Design (ITD) | 9,94,657 | 1,43,67,721 | B.Sc., M.Sc. | 36 | 22.08.1988 | Nil | | Srinivas P | 59 | Head - R&D - Tobacco SBU (ABD) | 11,00,648 | 61,34,143 | B.Sc. (Agriculture), M.Sc. (Agriculture), Ph.D. | 37 | 17.08.1987 | Nil | | Srinivas S | 50 | V.P. - Marketing (PCPBD) | 59,53,860 | 1,18,67,593 | B.E., P.G.D.M. | 26 | 01.06.2000 | Computational Structural Mechanics Pvt. Ltd., Marketing Executive | | Srinivasan V | 55 | General Manager - Media (FBD) | 9,56,261 | 67,27,256 | B.Sc. | 30 | 16.07.2015 | Britannia Industries Ltd., Media Co-ordinator | | Srinivasan V P | 51 | Senior Principal Technologist - PMD Process Development (ITD) | 1,14,617 | 1,15,91,312 | Diploma in Mech. Engg., B.S. (Engg. Technology) | 31 | 23.02.1999 | Union Carbide, Officer | | Sriram S | 49 | Principal Technologist - New Sciences & Technology (ITD) | 17,10,217 | 72,22,002 | B.E., M.B.A. | 28 | 17.02.2000 | M/s. Greaves Ltd., Junior Manager | | Srivastava S | 45 | General Manager - Supply Chain PCP & MAB (TM & D) | 21,32,458 | 68,49,055 | B.E., E.P.G.D.M. | 17 | 13.08.2012 | ABB Ltd., SCM Manager | | Stephanos K G | 59 | Executive V.P. - Finance, MIS & T&RA (ITD) | 60,37,940 | 1,69,52,034 | B.Com. (Hons.), A.C.A. | 36 | 01.07.1988 | PricewaterhouseCoopers Pvt. Ltd., Jr. Officer | | Subramanian V | 52 | General Manager - Manufacturing, Projects & EHS (PCPBD) | 48,38,791 | 68,49,410 | B.E. | 30 | 06.10.2006 | Asian Paints Ltd., Manager | | Sule S | 58 | Divisional Chief Executive (TM & D) | 29,27,043 | 2,42,09,588 | B.Com., M.I.B. | 34 | 16.07.1990 | Bayer India Ltd., Management Trainee | | Sundar S S S | 54 | General Manager - Factory Operations, Tobacco SBU (ABD) | 6,16,935 | 57,25,594 | D.M.E., B.E., M.E., M.B.A."
"| 28 | 28.12.2011 | Hindustan Zinc Ltd., Senior Manager - Business Excellence | **SECTION: Information pursuant to Section 197 of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014** | Name | Age | Designation | Gross Remuneration (₹) | Net Remuneration (₹) | Qualifications | Experience (Years) | Date of Commencement of Employment | Previous Employment and Position Held | |---|---|---|---|---|---|---|---|---| | Sundaram A S (Dr.) | 57 | General Counsel and Head of Corporate Legal | 5,09,40,611 | 2,40,08,276 | B.L., M.L., Ph.D. | 35 | 20.10.1997 | Maxworth Home Ltd., Manager, Legal | | Suryavanshi R | 46 | V.P. - Competency Development & HR (TM & D) | 2,35,45,775 | 1,14,39,280 | B.M.S., P.G.D.M. | 22 | 16.07.2003 | Gabriel India Ltd., Mgmt. Trainee | | Tandan S | 64 | On deputation | 3,54,21,226 | 1,59,02,209 | B.A. (Hons.), A.C.A. | 38 | 01.10.1985 | Nil | | Tantry P R | 47 | General Manager - Manufacturing - Staples and Adjacencies (FBD) | 1,06,82,373 | 67,27,609 | B.E. | 26 | 19.05.2003 | Hindustan Unilever Ltd., Production Officer | | Tayal G | 43 | SBU Chief Executive - Matches & Agarbatti SBU | 3,31,31,286 | 1,52,59,175 | B.Tech. | 21 | 09.06.2003 | Nil | | Thakar A | 57 | Executive V. P. - Finance, IT & Procurement (HD) | 24,76,261 | 1,73,01,568 | B.Com. (Hons.), A.C.A., M.B.A. | 31 | 30.06.1992 | Nil | | Tripathy P K | 53 | General Manager - Sales and Manufacturing - Fresh Dairy (FBD) | 25,34,390 | 79,19,151 | B.Sc., P.G.B.M. | 28 | 06.06.2018 | Metro Dairy Ltd., CEO | | Tunuguntla M R | 43 | General Manager - Finance - Staples and Adjacencies (FBD) | 95,60,207 | 90,73,829 | B.Com., M.Com., A.C.A., D.I.R.M. | 22 | 04.05.2005 | Chemplast Sanmar Ltd., Asst. Executive Manager | | Tyagi K K (Dr.) | 48 | Principal Scientist - Analytical Standard (ITD) | 27,05,180 | 78,88,513 | B.Sc., M.Sc., Doctorate | 27 | 01.07.2003 | Forest Research Institute, Research Fellow | | Vaidya T | 38 | General Manager & ICML Head (FBD) | 28,83,407 | 70,61,079 | B.Tech., M.Tech. | 13 | 01.06.2011 | Nil | | Vashist K | 40 | General Manager - HR (FBD) | 15,31,801 | 60,59,573 | B.Com., P.G.D.H.R.M. | 16 | 01.07.2022 | Titan Co., Group Manager - HR | | Vashistha S | 38 | General Manager - Sales & Category Development - Foods (TM & D) | 44,12,926 | 75,45,022 | B.Tech., P.G.D. | 16 | 10.06.2008 | Nil | | Vasireddy V V | 50 | Operations Manager | 20,04,290 | 70,82,642 | B.Sc. (Hons.), M.Sc. (Agriculture) | 26 | 01.08.2007 | APWELL Project, Agricultural Production Trainee | | Ved U K | 42 | Head - Consumer Insights (PCPBD) | 9,50,463 | 54,99,095 | B.Com., M.M.S. | 19 | 06.12.2021 | Aditya Birla Management Corporation Pvt. Ltd., Asst. V.P. | | Veeraswamy P | 51 | Vice President - HR (ABD) | 11,50,504 | 1,10,47,225 | B.Com., M.A. (P.M. & I.R.) | 26 | 19.12.2013 | Creamline Dairy Products Ltd., General Manager - HR | | Veerubhotla V P | 44 | V.P. & Head of Consumer Insights & Analytics (FBD) | 11,92,810 | 1,05,34,052 | B.Sc., M.Sc. (Statistics) | 21 | 31.05.2012 | Nielsen Bases, Manager | | Venkata R K | 38 | General Manager Marketing - Value Added Atta, Salt & Adjacencies (FBD) | 10,89,109 | 67,74,071 | B.E., P.G.D.M. | 15 | 01.06.2011 | Wabco TVS India Ltd., Software Engineer | | Venkataram Reddy P | 57 | General Manager - Exports, Tobacco SBU (ABD) | 8,91,047 | 61,20,492 | B.Sc., P.G.D.M. | 33 | 23.11.1990 | Apollo Hospital, Marketing Executive | | Venkataraman S N | 60 | Chief Executive (PPB - SBU) | 44,17,282 | 1,59,53,679 | B.Sc., M.B.A. | 39 | 29.06.1985 | Nil | | Venneti S P Rao | 57 | Executive V.P. - Marketing & Commercial (PSPD) | 52,24,446 | 1,37,98,517 | B.E., P.G.D. | 25 | 20.06.2011 | Century Pulp & Paper, President | | Verma A | 41 | General Manager - Operations (FBD) | 70,38,239 | 97,20,712 | B.Tech."
"| 19 | 23.08.2010 | Nestle India Ltd., Project Manager | | Vijayakrishnan V (Dr.) | 57 | Chief Scientist & Head - Product Development and R&D (PCPBD) | 11,57,499 | 1,36,90,331 | B.Sc., M.Sc., Ph.D. | 28 | 02.05.2017 | Unilever Inc., Global R & D - Design Director | | Vikram R | 53 | Senior Associate General Counsel | 65,89,161 | 98,75,577 | B.A., LL.B. | 29 | 18.07.2005 | M/s. Janardana & Janardana, Partner | | Vinayaka H C | 60 | V.P. - Technical Services, Sustainability & EHS (HD) | 31,36,032 | 1,11,72,330 | B.E. (Mech.) | 36 | 23.05.2001 | @ | | Vishwanath N D | 53 | General Manager & ICML Head (FBD) | 13,42,128 | 70,13,255 | B.Tech. | 32 | 01.10.1997 | McNally Bharat Engg. Co. Ltd., Assistant Manager | | Vodela P K | 54 | Senior Principal Technologist - Blending & Cigarette Design (ITD) | 64,64,144 | 77,11,454 | B.Com., M.B.A. | 29 | 01.07.1996 | The Professional Couriers Pvt. Ltd., Assistant Branch Manager | | Wali P | 54 | Executive V.P. - Strategic Projects (FBD) | 21,01,648 | 1,51,34,366 | B.Tech., Sloan Fellowship in Management (London School of Business) | 33 | 16.08.1991 | Nil | | Wariah D S | 57 | V.P. & Head of Product Development - Snacks (FBD) | 46,14,926 | 1,32,65,845 | B.E. | 34 | 05.04.2005 | Pepsico India Holdings Pvt. Ltd., G.M. | | Yadav A | 59 | General Manager - T&RA (TM & D) | 20,42,298 | 68,76,649 | B.A., Certificate Course in Business Management | 37 | 15.11.2007 | Indian Army, Lieutenent Colonel | | Yadav S M | 54 | Executive V.P. - Technology & Manufacturing (FBD) | 56,49,400 | 1,66,56,155 | B.E., Dip. in International Business | 34 | 24.08.2016 | Mondelez International, Associate Director - Asia Pacific (Engineering) | | Yarram Reddy S R | 52 | Senior Associate General Counsel | 56,10,339 | 78,67,273 | B.A., LL.B. | 27 | 16.06.2021 | Pernod Ricard India Pvt. Ltd., GM - Legal | **SECTION: Other employees employed for a part of the year and in receipt of remuneration aggregating ₹ 8,50,000/- or more per month** | Name | Age | Designation | Gross Remuneration (₹) | Net Remuneration (₹) | Qualifications | Experience (Years) | Date of Commencement of Employment | Previous Employment and Position Held | |---|---|---|---|---|---|---|---|---| | Abraham C (Dr.) | 60 | Chief Executive - Healthcare | 2,45,57,697 | 1,39,44,452 | M.B.B.S., Adv. Dip. in Healthcare Administration | 30 | 02.05.2018 | Health City Cayman Islands, CEO & Head of Medical Services | | Aggarwal M | 48 | V.P.- Finance (HD) | 2,26,78,026 | 1,17,66,249 | B.Com. (Hons.), A.C.A. | 27 | 20.11.2000 | % | | Anand N | 67 | Executive Director | 13,71,16,719 | 7,21,86,724 | B.A. (Hons.) | 44 | 01.12.1979 | @ | | Batra J K | 53 | On deputation | 93,36,153 | 50,94,840 | B.Com., M.Com., A.C.A. | 28 | 17.06.1996 | # | | Bhattacharjee A | 60 | V.P. - Information Systems (HD) | 1,96,24,320 | 1,00,00,953 | B.E. (Industrial & Production) | 35 | 09.07.2001 | @ | | Chatterjee K | 63 | V.P. & Head of Packaging Development (FBD) | 2,00,95,466 | 1,05,67,536 | Dip. in Mech. Engg. | 38 | 15.10.2001 | Agrotech Foods Ltd., Manager - Packaging & Development | ``` ``` **SECTION: Employee Details** | Name | Age | Position | Salary (in `) | Bonus (in `) | Total Compensation (in `) | Other Benefits | Education | Experience (Years) | Joining Date | Previous Company | Previous Position | |---------------|-----|-------------------------------------------------------|----------------|--------------|---------------------------|----------------|--------------------------------|--------------------|----------------|-------------------------------------|----------------------------------| | Saha G K | 60 | General Manager - Contracts & Purchase - Central Projects Organisation | 94,95,972 | 47 | 13,441 | B.E. (Mechanical) | 35 | 15.10.2008 | CESC Ltd. | Manager - Material Purchase | | Saraf A | 42 | On deputation | 1 | 29 | 17,971 | B.Com. (Hons.), A.C.A. | 20 | 01.06.2005 | S.R. Batliboi & Co. | Executive | | Sengupta P | 47 | Chief Digital & Information Officer | 52,93,419 | 33 | 71,429 | B.Tech. (Electronics), M.B.A. (Marketing) | 26 | 05.02.2024 | Ernst & Young | Partner Tech Consulting | | Sharma Rahul | 51 | Chief Digital Information Officer (FBD) | 1 | 32 | 31,511 | B.E., M.A., P.M.P."
"| 28 | 21.08.2023 | Reckitt Benckiser India | Regional IT & Digital Director | | Singh A P | 41 | On deputation | 17 | 12 | 083 | B.Tech., P.G.D.M. | 18 | 05.05.2008 | Dabur India Ltd. | Area Sales Manager | | Thakur N N | 60 | Executive V.P. - Sales & Category Development - Cigarettes (TM & D) | 2 | 43 | 06,066 | B.Sc., P.G.D.M. | 37 | 01.09.1987 | Nil | | | Varghese M (Dr.) | 60 | Senior Principal Scientist - Agro Forestry (LSTC) | 92 | 26 | 609 | B.Sc. (Agri), M.Sc. (Forestry), Ph.D. - Botany | 33 | 14.02.2007 | Indian Council of Forestry Research & Education | Scientist - Gr: E | **SECTION: Abbreviations denote:** - ITD: India Tobacco Division - PSPD: Paperboards & Specialty Papers Division - ABD: Agri Business Division - HD: Hotels Division - FBD: Foods Business Division - PCPBD: Personal Care Products Business Division - @ Previously employed with erstwhile ITC Hotels Ltd. which was merged with the Company on March 23, 2005. - # Previously employed with erstwhile ITC Bhadrachalam Paperboards Ltd. which was merged with the Company on March 13, 2002. - % Was on deputation to an Associate Company and reverted on April 21, 2023. **SECTION: Notes:** 1. Remuneration includes salary, performance bonus, long term incentives, allowances, contribution to the approved Provident Fund & Pension Funds & other benefits/applicable perquisites borne by the Company, except the contribution to approved Gratuity Funds and provisions for leave encashment which are actuarially determined on an overall Company basis. The term ‘remuneration’ has the meaning assigned to it under the Companies Act, 2013. 2. The Company grants Stock Options to the Directors, Key Managerial Personnel and other employees under its Employee Stock Option Schemes at ‘market price’ [within the meaning of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021]. Since such Stock Options are not tradeable, no perquisite or benefit is immediately conferred upon the employee by grant of such Options and accordingly the said grant has not been considered as remuneration. 3. Net remuneration comprises cash income less: 1. income tax, surcharge (as applicable) & education cess deducted at source 2. employees’ own contribution to Provident Fund. 4. All appointments are/were contractual in accordance with terms and conditions as per Company rules. 5. None of the above employees is a relative of any Director of the Company. 6. The above list does not include employees who are on deputation and whose cost is not borne by the Company. **SECTION: Board of Directors** - S. PURI, Chairman & Managing Director (DIN: 00280529) - S. DUTTA, Director & Chief Financial Officer (DIN: 01804345) - Kolkata, 23rd May, 2024 **SECTION: Financial Report for the Financial Year Ended 31st March, 2024** **SECTION: Key Financial Ratios** [Pursuant to Schedule V(B) to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015] | Ratio | FY24 | FY23 | |-----------------------------------------|------|------| | (i) Operating Profit Margin (%) | 38.0 | 35.6 | | (ii) Net Profit Margin (%) | 29.4 | 26.9 | | (iii) Debtors Turnover | 24.7 | 32.5 | | (iv) Inventory Turnover | 6.0 | 6.7 | | (v) Current Ratio | 2.9 | 2.8 | | (vi) Return on Net Worth (%) | 29.2 | 29.0 | **SECTION: Auditor’s Report** - The Corporate Governance Report prepared by ITC Limited contains details as specified in regulations 17 to 27, clauses (b) to (i) and (t) of sub-regulation (2) of regulation 46 and para C, D and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, for the year ended March 31, 2024. **SECTION: Management’s Responsibility** - The preparation of the Corporate Governance Report is the responsibility of the Management of the Company including the preparation and maintenance of all relevant supporting records and documents. **SECTION: Auditor’s Responsibility** - Our responsibility is to provide a reasonable assurance in the form of an opinion whether the Company has complied with the conditions of Corporate Governance as specified in the Listing Regulations. **SECTION: Opinion** - Based on the procedures performed, we are of the opinion that the Company has complied with the conditions of Corporate Governance as specified in the Listing Regulations for the year ended March 31, 2024. **SECTION: CEO and CFO Compliance Certificate** We, S. Puri, Chairman & Managing Director and S."
"Dutta, Director & Chief Financial Officer certify that: 1. We have reviewed the Financial Statements including the Cash Flow Statement for the year ended 31st March, 2024 and to the best of our knowledge and belief: 1. these Statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading; 2. these Statements together present a true and fair view of the Company’s affairs and are in compliance with the Indian Accounting Standards, applicable laws and regulations. 2. To the best of our knowledge and belief, no transactions entered into by the Company during the year ended 31st March, 2024 are fraudulent, illegal or violative of the ITC Code of Conduct. 3. We accept responsibility for establishing and maintaining internal controls for financial reporting and we have evaluated the effectiveness of internal control systems of the Company pertaining to financial reporting. **SECTION: Standalone Balance Sheet as at 31st March, 2024** | Note | As at 31st March, 2024 (` in Crores) | As at 31st March, 2023 (` in Crores) | |------|--------------------------------------|--------------------------------------| | ASSETS | | | | Non-current assets | | | | (a) Property, Plant and Equipment | 22015.50 | 20491.32 | | (b) Capital work-in-progress | 1077.97 | 1681.47 | | (c) Investment Property | 373.09 | 352.26 | | (d) Goodwill | 577.20 | - | | (e) Other Intangible assets | 2055.74 | 2037.42 | | (f) Intangible assets under development | 9.07 | 15.13 | | (g) Right-of-use assets | 721.69 | 715.91 | | (h) Financial Assets | | | | (i) Investments | 22821.94 | 16363.55 | | (ii) Loans | 2.63 | 4.07 | | (iii) Others | 372.88 | 3608.23 | | (i) Other non-current assets | 1229.22 | 1211.74 | | Current assets | | | | (a) Inventories | 12631.51 | 10593.90 | | (b) Financial Assets | | | | (i) Investments | 11916.88 | 16357.07 | | (ii) Trade receivables | 3311.45 | 2321.33 | | (iii) Cash and cash equivalents | 197.63 | 206.88 | | (iv) Other Bank Balances | 6020.06 | 3624.38 | | (v) Loans | 9.10 | 5.95 | | (vi) Others | 849.86 | 705.84 | | (c) Other current assets | 1134.18 | 1388.09 | | TOTAL ASSETS | 87327.60 | 82261.74 | | EQUITY AND LIABILITIES | | | | (a) Equity Share capital | 1248.47 | 1242.80 | | (b) Other Equity | 70984.83 | 66351.00 | | Liabilities | | | | (a) Financial Liabilities | | | | (i) Borrowings | 1.76 | 3.28 | | (ii) Lease liabilities | 261.95 | 273.59 | | (iii) Other financial liabilities | 109.87 | 152.49 | | (b) Provisions | 221.45 | 201.83 | | (c) Deferred tax liabilities (Net) | 2083.66 | 1621.13 | | (a) Financial Liabilities | | | | (i) Borrowings | 1.52 | 1.26 | | (ii) Lease liabilities | 46.74 | 46.54 | | (iii) Trade payables | | | | Total outstanding dues of micro enterprises and small enterprises | 206.85 | 137.50 | | Total outstanding dues of creditors other than micro enterprises and small enterprises | 4282.70 | 4213.76 | | (iv) Other financial liabilities | 1659.33 | 1730.68 | | (b) Other current liabilities | 5389.75 | 5446.16 | | (c) Provisions | 68.72 | 63.59 | | (d) Current Tax Liabilities (Net) | 760.00 | 776.13 | | TOTAL EQUITY AND LIABILITIES | 87327.60 | 82261.74 | The accompanying notes 1 to 31 are an integral part of the Standalone Financial Statements."
"**SECTION: Standalone Statement of Profit and Loss for the year ended 31st March, 2024** ``` ``` **SECTION: Revenue From Operations** Revenue From Operations: 70105.29, 70251.28 **SECTION: Other Income** Other Income: 3538.28, 2437.61 **SECTION: Total Income (I+II)** Total Income: 73643.57, 72688.89 **SECTION: EXPENSES** **Cost of materials consumed** Cost of materials consumed: 21309.84, 19809.83 **Purchases of Stock-in-Trade** Purchases of Stock-in-Trade: 6042.97, 9109.85 **Changes in inventories of finished goods, Stock-in-Trade, work-in-progress and intermediates** Changes in inventories: (370.71), (39.50) **Excise duty** Excise duty: 4664.48, 4208.01 **Employee benefits expense** Employee benefits expense: 3732.23, 3569.46 **Finance costs** Finance costs: 45.73, 41.81 **Depreciation and amortization expense** Depreciation and amortization expense: 1647.82, 1662.73 **Other expenses** Other expenses: 10247.87, 9649.16 **SECTION: Total expenses (IV)** Total expenses: 47320.23, 48011.35 **SECTION: Profit before exceptional items and tax (III-IV)** Profit before exceptional items and tax: 26323.34, 24677.54 **SECTION: Exceptional Items** Exceptional Items: (7.57), 72.87 **SECTION: Profit before tax (V+VI)** Profit before tax: 26315.77, 24750.41 **SECTION: Tax expense** **Current Tax** Current Tax: 5661.21, 6025.32 **Deferred Tax** Deferred Tax: 232.59, (28.22) **SECTION: Profit for the year (VII-VIII)** Profit for the year: 20421.97, 18753.31 **SECTION: Other Comprehensive Income** **A (i) Items that will not be reclassified to profit or loss** Remeasurements of the defined benefit plans: (22.97), (21.81) Equity instruments through other comprehensive income: 2515.06, 91.90 Effective portion of gains / (losses) on designated portion of hedging instruments in a cash flow hedge: (10.46), 21.22 **(ii) Income tax relating to items that will not be reclassified to profit or loss** Income tax relating to items: (228.72), (0.34) **B (i) Items that will be reclassified to profit or loss** Debt instruments through other comprehensive income: 17.91, (35.01) Effective portion of gains / (losses) on designated portion of hedging instruments in a cash flow hedge: 19.71, (47.45) **(ii) Income tax relating to items that will be reclassified to profit or loss** Income tax relating to items: (9.47), 20.75 **SECTION: Other Comprehensive Income [A (i+ii) + B (i+ii)]** Other Comprehensive Income: 2281.06, 29.26 **SECTION: Total Comprehensive Income for the year (IX+X)** Total Comprehensive Income: 22703.03, 18782.57 **SECTION: Earnings per equity share (Face Value ` 1.00 each)** (1) Basic (in `): 16.39, 15.15 (2) Diluted (in `): 16.35, 15.11 The accompanying notes 1 to 31 are an integral part of the Standalone Financial Statements. **SECTION: Standalone Statement of Changes in Equity for the year ended 31st March, 2024** **SECTION: A. Equity Share Capital (` in Crores)** Balance at the beginning: 12.80, 1248.47 Balance at the end of the reporting year: 12.33, 1242.80 **SECTION: B. Other Equity (` in Crores)** Reserves and Surplus: Balance as at 1st April, 2023: 2.48, 13065.62, 741.45, 0.30, 363.05, 17585.31, 33687.70 Profit for the year: –, –, –, –, –, 20421.97, –, –, –, –, 20421.97 Other Comprehensive Income (net of tax): –, –, –, –, –, (17.18), 13.40, 2277.92, 6.92, –, 2281.06 Total Comprehensive Income for the year: –, –, –, –, –, 20404.79, 13.40, 2277.92, 6.92, –, 22703.03 **SECTION: Capital Reserve** This Reserve represents the difference between value of the net assets transferred to the Company in the course of business combinations and the consideration paid for such combinations. **SECTION: Securities Premium** This Reserve represents the premium on issue of shares and can be utilized in accordance with the provisions of the Companies Act, 2013. **SECTION: Share Options Outstanding Account** This Reserve relates to stock options granted by the Company to employees under ITC Employee Stock Option Schemes. This Reserve is transferred to Securities Premium or Retained Earnings on exercise or lapse of vested options. **SECTION: Capital Redemption Reserve** This Reserve has been transferred to the Company in the course of business combinations and can be utilized in accordance with the provisions of the Companies Act, 2013. **SECTION: Contingency Reserve** This Reserve has been created out of Retained Earnings, as a matter of prudence, to take care of any unforeseen adverse developments in pending legal disputes. **SECTION: General Reserve** This Reserve has been created by an appropriation from one component of equity (generally Retained Earnings) to another, not being an item of Other Comprehensive Income. The same can be utilized in accordance with the provisions of the Companies Act, 2013. **SECTION: Retained Earnings** This Reserve represents the cumulative profits of the Company and effects of remeasurement of defined benefit obligations. This Reserve can be utilized in accordance with the provisions of the Companies Act, 2013."
"**SECTION: Debt Instruments through Other Comprehensive Income** This Reserve represents the cumulative gains (net of losses) arising on revaluation of Debt Instruments measured at Fair Value through Other Comprehensive Income, net of amounts reclassified, if any, to profit or loss when those instruments are disposed of. **SECTION: Equity Instruments through Other Comprehensive Income** This Reserve represents the cumulative gains (net of losses) arising on revaluation of Equity Instruments measured at Fair Value through Other Comprehensive Income, net of amounts reclassified, if any, to Retained Earnings when those instruments are disposed of. **SECTION: Effective portion of Cash Flow Hedges** This Reserve represents the cumulative effective portion of changes in Fair Value of hedging instrument that are designated as Cash Flow Hedges. It will be reclassified to profit or loss or included in the carrying amount of the non-financial asset in accordance with the Company’s accounting policy. **SECTION: Foreign Currency Translation Reserve** This Reserve contains the accumulated balance of foreign exchange differences arising on monetary items that, in substance, form part of the Company’s net investment in a foreign operation whose functional currency is other than Indian Rupee. Exchange differences previously accumulated in this Reserve are reclassified to profit or loss on disposal of the foreign operation. The accompanying notes 1 to 31 are an integral part of the Standalone Financial Statements. **SECTION: Standalone Statement of Cash Flows** **SECTION: for the year ended 31st March, 2024** **SECTION: A. Cash Flow from Operating Activities** PROFIT BEFORE TAX: 26315.77, 24750.41 **ADJUSTMENTS FOR:** Depreciation and amortization expense: 1647.82, 1662.73 Share based payments to employees: 103.10, 58.50 Finance costs: 45.73, 41.81 Interest Income: (1592.41), (1434.53) Dividend Income: (990.35), (556.90) (Gain) / Loss on sale of property, plant and equipment, lease termination - Net: (54.07), 4.53 Inventory write-offs / write-downs (net of reversals): 149.62, 155.46 Doubtful and bad debts: 9.23, (0.93) Doubtful and bad advances, loans and deposits: 25.03, 1.16 Impairment of investment in joint venture: –, 8.50 Gain recognised on divestment of shares held in joint venture: (9.49), – Net gain arising on financial instruments measured at amortised cost / mandatorily measured at fair value through profit or loss: (784.82), (416.74) Foreign currency translations and transactions - Net: (6.28), (1456.89), 37.89, (438.52) **OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES** Operating profit before working capital changes: 24858.88, 24311.89 **ADJUSTMENTS FOR:** Trade receivables, advances and other assets: (887.87), (603.25) Inventories: (2187.23), (751.59) Trade payables, other liabilities and provisions: 17.30, (3057.80), 755.24, (599.60) **CASH GENERATED FROM OPERATIONS** Cash generated from operations: 21801.08, 23712.29 **Income tax paid (net of refunds)** Income tax paid: (5682.85), (5800.59) **NET CASH FROM OPERATING ACTIVITIES** Net cash from operating activities: 16118.23, 17911.70 **SECTION: B. Cash Flow from Investing Activities** Purchase of property, plant and equipment, intangibles, ROU asset etc.: (2647.23), (1858.32) Sale of property, plant and equipment: 100.85, 48.86 Purchase of current investments: (64931.45), (72925.91) Sale/redemption of current investments: 67992.14, 67720.51 Payment towards contingent purchase consideration: –, (63.75) Investment in subsidiaries: (1050.35), (1184.14) Investment in associates: (86.26), (1.88) Investment in joint venture: (0.90), – Purchase of non-current investments: (2745.51), (2349.41) Sale / redemption of non-current investments: 2622.86, 4057.60 Redemption of investment in subsidiary: –, 18.00 Advance received towards divestment of shares held in joint venture: –, 56.00 Dividend received: 990.35, 556.90 Interest received: 1016.53, 1216.27 Investment in bank deposits (original maturity more than 3 months): (3578.11), (7427.20) Redemption / maturity of bank deposits (original maturity more than 3 months): 4446.34, 5476.33 Investment in deposit with housing finance company: –, (3500.00) Redemption / maturity of deposit with housing finance company: –, 5000.00 Loans given: (12.22), (8.21) Loans realised: 10.51, 8.98 **NET CASH FROM / (USED IN) INVESTING ACTIVITIES** Net cash from / (used in) investing activities: 2127.55, (5159.37) **SECTION: C."
"Cash Flow from Financing Activities** ``` ``` **SECTION: Proceeds from Issue of Share Capital** Proceeds from issue of share capital: 1442.83 (2024), 2477.39 (2023) **SECTION: Repayment of Non-Current Borrowings** Repayment of non-current borrowings: (1.26) (2024), (0.74) (2023) **SECTION: Principal Payment of Lease Liabilities** Principal payment of lease liabilities: (56.64) (2024), (51.97) (2023) **SECTION: Interest Paid** Interest paid: (46.02) (2024), (40.04) (2023) **SECTION: Net Increase in Statutory Restricted Accounts Balances** Net increase in statutory restricted accounts balances: 12.12 (2024), 14.94 (2023) **SECTION: Dividend Paid** Dividend paid: (19606.06) (2024), (15150.44) (2023) **SECTION: Dividend Distribution Tax Refund Received** Dividend distribution tax refund received: – (2024), 20.43 (2023) **SECTION: Net Cash Used in Financing Activities** NET CASH USED IN FINANCING ACTIVITIES: (18255.03) (2024), (12730.43) (2023) **SECTION: Net (Decrease) / Increase in Cash and Cash Equivalents** NET (DECREASE) / INCREASE IN CASH AND CASH EQUIVALENTS: (9.25) (2024), 21.90 (2023) **SECTION: Opening Cash and Cash Equivalents** OPENING CASH AND CASH EQUIVALENTS: 206.88 (2024), 184.98 (2023) **SECTION: Closing Cash and Cash Equivalents** CLOSING CASH AND CASH EQUIVALENTS: 197.63 (2024), 206.88 (2023) **SECTION: Notes** 1. The above Statement of Cash Flows has been prepared under the “Indirect Method” as set out in Ind AS - 7 “Statement of Cash Flows”. 2. CASH AND CASH EQUIVALENTS: - As at 31st March, 2024: 197.63 - As at 31st March, 2023: 206.88 - Unrealised gain / (loss) on foreign currency cash and cash equivalents: …, … - Cash and cash equivalents (Note 11): 197.63 (2024), 206.88 (2023) 3. Net Cash Flow from Operating Activities includes an amount of ` 436.16 Crores (2023 - ` 328.80 Crores) spent towards Corporate Social Responsibility. 4. Disclosure of change arising from financing activities in respect of lease liabilities - Refer Note 15. The accompanying notes 1 to 31 are an integral part of the Standalone Financial Statements. **SECTION: Company Information** ITC Limited (the ‘Company’) [CIN: L16005WB1910PLC001985] is a public limited company domiciled in India with its registered office located at Virginia House, 37 Jawaharlal Nehru Road, Kolkata 700 071. The Company’s shares are listed on the National Stock Exchange of India Limited, BSE Limited and The Calcutta Stock Exchange Limited. The Company is a diversified conglomerate with businesses spanning Fast-Moving Consumer Goods (Cigarettes & Cigars, Foods, Personal Care Products, Education & Stationery Products, Safety Matches and Agarbattis), Hotels, Paperboards, Paper and Packaging, and Agri Business. **SECTION: 1. Material Accounting Policies** **SECTION: Statement of Compliance** These financial statements have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013 and amendments thereto. The financial statements have also been prepared in accordance with the relevant presentation requirements of the Companies Act, 2013. The Company adopted Ind AS from 1st April, 2016. **SECTION: Basis of Preparation** The financial statements are prepared in accordance with the historical cost convention, except for certain items that are measured at amortised cost or fair value, as explained in the accounting policies. Fair Value is 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, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Company takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these financial statements is determined on such a basis, except for share-based payment transactions that are within the scope of Ind AS 102 – Share-based Payment, leasing transactions that are within the scope of Ind AS 116 – Leases, and measurements that have some similarities to fair value but are not fair value, such as net realisable value in Ind AS 2 – Inventories or value in use in Ind AS 36 – Impairment of Assets. The preparation of financial statements in conformity with Ind AS requires management to make judgements, estimates and assumptions that affect the application of the accounting policies and the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the year. Actual results could differ from those estimates. The estimates and underlying assumptions are reviewed on an ongoing basis."
"Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period; they are recognised in the period of the revision and future periods if the revision affects both current and future periods. **SECTION: Operating Cycle** All assets and liabilities have been classified as current or non-current as per the Company’s normal operating cycle and other criteria set out in the Schedule III to the Companies Act, 2013 and Ind AS 1 – Presentation of Financial Statements based on the nature of products and the time between the acquisition of assets for processing and their realisation in cash and cash equivalents. The Company has identified twelve months as its operating cycle. **SECTION: Property, Plant and Equipment** Property, plant and equipment (PP&E) are stated at cost of acquisition or construction less accumulated depreciation and accumulated impairment, if any. For this purpose, cost includes deemed cost which represents the carrying value of PP&E recognised as at 1st April, 2015 measured as per the previous Generally Accepted Accounting Principles (GAAP). Cost is inclusive of inward freight, duties and taxes and incidental expenses related to acquisition. In respect of major projects involving construction, related pre-operational expenses form part of the value of assets capitalised. Expenses capitalised also include applicable borrowing costs for qualifying assets, if any. All upgradation/enhancements are charged off as revenue expenditure unless they bring similar significant additional benefits. An item of PP&E is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of asset. Any gain or loss arising on the disposal or retirement of an item of PP&E is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in Statement of Profit and Loss. Depreciation of these assets commences when the assets are ready for their intended use, which is generally on commissioning. Items of PP&E are depreciated in a manner that amortizes the cost (or other amount substituted for cost) of the assets after commissioning, less its residual value, over their useful lives as specified in Schedule II of the Companies Act, 2013 on a straight-line basis. Land is not depreciated. **SECTION: Notes to the Standalone Financial Statements** **SECTION: 1. Material Accounting Policies (Contd.)** The estimated useful lives of PP&E of the Company are as follows: - Buildings: 30-60 Years - Leasehold Improvements: Shorter of lease period or estimated useful lives - Plant and Equipment: 3-25 Years - Furniture and Fixtures: 8-10 Years - Vehicles: 8-10 Years - Office Equipment: 5 Years PP&E’s residual values, useful lives and method of depreciation are reviewed at each Balance Sheet date and changes, if any, are treated as changes in accounting estimate. **SECTION: Goodwill and Other Intangible Assets** **SECTION: Goodwill** Goodwill arising on Business Combination is carried at cost less any accumulated impairment losses. Goodwill is annually tested for impairment. Impairment loss, if any, to the extent the carrying amount exceeds the recoverable amount is charged off to the Statement of Profit and Loss as it arises and is not reversed. For impairment testing, goodwill is allocated to Cash Generating Unit (CGU) or group of CGUs to which it relates, which is not larger than an operating segment, and is monitored for internal management purposes. On disposal of the CGU or group of CGUs, attributable amount of goodwill is included in the determination of the profit or loss recognised in the Statement of Profit and Loss. **SECTION: Other Intangible Assets** Other Intangible Assets that the Company controls and from which it expects future economic benefits are capitalised upon acquisition and measured initially: 1. For assets acquired in a business combination, at fair value on the date of acquisition. 2. For separately acquired assets, at cost comprising the purchase price (including import duties and non-refundable taxes) and directly attributable costs to prepare the asset for its intended use. Internally generated assets for which the cost is clearly identifiable are capitalised at cost. Research expenditure is recognised as an expense when it is incurred. Development costs are capitalised only after the technical and commercial feasibility of the asset for sale or use has been established. Thereafter, all directly attributable expenditure incurred to prepare the asset for its intended use are recognised as the cost of such assets. Internally generated brands, websites and customer lists are not recognised as intangible assets."
"The carrying value of intangible assets includes deemed cost which represents the carrying value of intangible assets recognised as at 1st April, 2015 measured as per the previous GAAP. After initial recognition, an intangible asset is carried at its cost less accumulated amortization and/or impairment losses. The useful life of an intangible asset is considered finite where the rights to such assets are limited to a specified period of time by contract or law (e.g. patents, licences, trademarks, franchise and servicing rights) or the likelihood of technical, technological obsolescence (e.g. computer software, design, prototypes) or commercial obsolescence (e.g. lesser known brands are those to which adequate marketing support may not be provided). If there are no such limitations, the useful life is taken to be indefinite. Intangible assets that have finite lives are amortized over their estimated useful lives by the straight-line method unless it is practical to reliably determine the pattern of benefits arising from the asset. An intangible asset with an indefinite useful life is not amortized. However, it is annually tested for impairment. Amortization expenses and impairment losses and reversal of impairment losses are included in the ‘Depreciation and amortization expense’ in the Statement of Profit and Loss. **SECTION: The estimated useful lives of intangible assets of the Company with finite lives are as follows:** - Trademarks / Know How, Business and Commercial Rights: 10 Years (unless shorter useful life is required based on contractual or legal terms) - Computer Software: 5 Years - Customer Relationships: 8 Years The useful lives of intangible assets are reviewed annually to determine if a reset of such useful life is required for assets with finite lives and to confirm that business circumstances continue to support an indefinite useful life assessment for assets so classified. Based on such review, the useful life may change or the useful life assessment may change from indefinite to finite. The impact of such changes is accounted for as a change in accounting estimate. **SECTION: Investment Property** Properties that are held for long-term rental yields and/or for capital appreciation are classified as investment properties. Investment properties are stated at cost of acquisition or construction less accumulated depreciation and impairment, if any. Depreciation is recognised using the straight line method so as to amortise the cost of investment properties over their useful lives as specified in Schedule II of the Companies Act, 2013. Freehold land and properties under construction are not depreciated. Transfers to, or from, investment properties are made at the carrying amount when and only when there is a change in use. An item of investment property is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of asset. Any gain or loss arising on the disposal or retirement of an item of investment property is determined as the difference between the sales proceeds and the carrying amount of the property and is recognised in the Statement of Profit and Loss. Income received from investment property is recognised in the Statement of Profit and Loss on a straight-line basis over the term of the lease. **SECTION: Impairment of Assets** Impairment loss, if any, is provided to the extent the carrying amount of assets or cash generating units exceeds their recoverable amount. Recoverable amount is higher of an asset’s fair value less costs of disposal and its value in use. Value in use is the present value of estimated future cash flows expected to arise from the continuing use of an asset or cash generating unit and from its disposal at the end of its useful life. Impairment losses recognised in prior years are reversed when there is an indication that the impairment losses recognised no longer exist or have decreased. Such reversals are recognised as an increase in carrying amounts of assets to the extent that it does not exceed the carrying amounts that would have been determined (net of amortization or depreciation) had no impairment loss been recognised in previous years. **SECTION: Inventories** Inventories are stated at lower of cost and net realisable value. The cost is calculated on weighted average method. Cost comprises expenditure incurred in the normal course of business in bringing such inventories to their present location and condition and includes, where applicable, appropriate overheads based on normal level of activity. Net realisable value is the estimated selling price less estimated costs for completion and sale."
"Obsolete, slow moving and defective inventories are identified from time to time and, where necessary, a provision is made for such inventories. **SECTION: Foreign Currency Transactions** The functional and presentation currency of the Company is Indian Rupee. Transactions in foreign currency are accounted for at the exchange rate prevailing on the transaction date. Gains/losses arising on settlement as also on translation of monetary items are recognised in the Statement of Profit and Loss. Exchange differences arising on monetary items that, in substance, form part of the Company’s net investment in a foreign operation (having a functional currency other than Indian Rupee) are recognised in other comprehensive income and accumulated in Foreign Currency Translation Reserve. **SECTION: Derivatives and Hedge Accounting** Derivatives are initially recognised at fair value and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gains/losses are recognised in Statement of Profit and Loss immediately unless the derivative is designated and effective as a hedging instrument, in which case the resulting gain/loss is recognised as per the hedge accounting principles stated below. The Company complies with the principles of hedge accounting where derivative contracts and/or non-derivative financial assets/liabilities that are permitted under applicable accounting standards are designated as hedging instruments. At the inception of the hedge relationship, the Company documents the relationship between the hedging instrument and the hedged item, along with the risk management objectives and its strategy for undertaking hedge transaction, which can be a fair value hedge or a cash flow hedge. **SECTION: (i) Fair Value Hedges** Changes in fair value of the designated portion of hedging instruments that qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk. Such fair value changes are recognised in the line item relating to the hedged item in Statement of Profit and Loss. Hedge accounting is discontinued when the hedging instrument is derecognised, expires or is sold, terminated, or exercised, or when it no longer qualifies for hedge accounting. The fair value adjustment to the carrying amount of the hedged item arising from the hedged risk is amortised to profit or loss from that date. **SECTION: (ii) Cash Flow Hedges** The effective portion of changes in the fair value of hedging instruments that are designated and qualify as cash flow hedges is recognised in the other comprehensive income and accumulated as ‘Cash Flow Hedge Reserve’. The gains/losses relating to the ineffective portion are recognised immediately in the Statement of Profit and Loss. Amounts previously recognised and accumulated in other comprehensive income are reclassified to profit or loss when the hedged item affects the Statement of Profit and Loss. However, when the hedged item results in the recognition of a non-financial asset, such gains/losses are transferred from equity (but not as reclassification adjustment) and included in the initial measurement cost of the non-financial asset. Hedge accounting is discontinued when the hedging instrument is derecognised, expires or is sold, terminated, or exercised, or when it no longer qualifies for hedge accounting. Any gains/losses recognised in other comprehensive income and accumulated in equity at that time remain in equity and are reclassified when the underlying transaction is ultimately recognised. When an underlying transaction is no longer expected to occur, the gains/losses accumulated in equity are recognised immediately in the Statement of Profit and Loss. **SECTION: Investment in Subsidiaries, Associates and Joint Ventures** Investment in subsidiaries, associates and joint ventures are carried at cost less accumulated impairment, if any. **SECTION: Financial Instruments, Financial Assets, Financial Liabilities and Equity Instruments** Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the relevant instrument and are initially measured at fair value except for trade receivables that do not contain a significant financing component, which are measured at transaction price. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities measured at fair value through profit or loss) are added to or deducted from the fair value on initial recognition of financial assets or financial liabilities. Purchase or sale of financial assets that require delivery of assets within a time frame established by regulation or convention in the market place (regular way trades) are recognised on the trade date, i.e., the date when the Company commits to purchase or sell the asset."
"**SECTION: Financial Assets** **SECTION: Recognition** Financial assets include Investments, Trade Receivables, Advances, Security Deposits, Cash and Cash equivalents. Such assets are initially recognised at fair value or transaction price, as applicable, when the Company becomes party to contractual obligations. The transaction price includes transaction costs unless the asset is being fair valued through the Statement of Profit and Loss. **SECTION: Classification** Management determines the classification of an asset at initial recognition depending on the purpose for which the assets were acquired. The subsequent measurement of financial assets depends on such classification. Financial assets are classified as those measured at: ``` ``` **SECTION: Financial Asset Classification** - (a) Amortised cost: Financial assets held solely for collection of cash flows arising from payments of principal and/or interest. - (b) Fair value through other comprehensive income (FVTOCI): Financial assets held for collection of cash flows and for sale. Measured at fair value, with unrealised gains and losses recognised in other comprehensive income. - (c) Fair value through profit or loss (FVTPL): Assets managed according to an investment strategy based on fair value. Measured at fair value, with unrealised gains and losses recognised in ‘other income’ in the Statement of Profit and Loss. Trade receivables, advances, security deposits, cash and cash equivalents are classified for measurement at amortised cost, while investments may fall under any of the aforementioned classes. An irrevocable election may be made for particular equity investments to present subsequent changes in fair value through other comprehensive income. **SECTION: Impairment** The Company assesses at each reporting date whether financial assets held at amortised cost and those measured at FVTOCI are tested for impairment based on available evidence. Expected credit losses are assessed, and loss allowances recognised if the credit quality has deteriorated significantly since initial recognition. **SECTION: Reclassification** Reclassification of financial assets occurs only when the business model changes, affecting all affected financial assets prospectively from the reclassification date. **SECTION: Notes to the Standalone Financial Statements** **SECTION: 1. Material Accounting Policies (Contd.)** Derecognition: Financial assets are derecognised when the right to receive cash flows has expired or has been transferred, and substantially all risks and rewards of ownership have been transferred. - (a) Amortised cost: Gain or loss recognised in the Statement of Profit and Loss. - (b) FVTOCI: Cumulative fair value adjustments reclassified to the Statement of Profit and Loss unless the asset is an equity investment, in which case adjustments are reclassified within equity. **SECTION: Income Recognition** Interest income is recognised in the Statement of Profit and Loss using the effective interest method. Dividend income is recognised when the right to receive it is established. **SECTION: Financial Liabilities** Borrowings, trade payables, and other financial liabilities are initially recognised at fair value and subsequently measured at amortised cost. Any discount or premium on redemption/settlement is recognised in the Statement of Profit and Loss as finance cost over the life of the liability. **SECTION: Offsetting Financial Instruments** Financial assets and liabilities are offset and the net amount included in the Balance Sheet where there is a legally enforceable right to offset and an intention to settle on a net basis. **SECTION: Equity Instruments** Equity instruments are recognised at the value of proceeds, net of direct costs of the capital issue. **SECTION: Revenue** Revenue is measured at the transaction price expected to be received for goods supplied and services rendered, net of returns and variable consideration estimates. Revenue from the sale of goods includes excise duties but excludes VAT and Goods and Services Tax. Recognition occurs when the Company performs its obligations, with timing based on control transfer. **SECTION: Government Grant** Government grants are recognised when there is reasonable assurance of compliance with conditions attached. Grants related to assets are deducted from the carrying amount, while those for specific expenditures are taken to the Statement of Profit and Loss. **SECTION: Dividend Distribution** Dividends are recognised in the period when approved by the Board of Directors or shareholders. **SECTION: Employee Benefits** Short-term employee benefits are expensed in the period in which the service is rendered. The Company contributes to defined benefit and defined contribution schemes, with liabilities recognised for expected payments. **SECTION: Employee Share Based Compensation** **SECTION: Stock Options** Stock Options are granted under the ITC Employee Stock Option Schemes. The cost is recognised based on fair value at grant date, recognised in the Statement of Profit and Loss over the performance/service period."
"**SECTION: Cash Settled Stock Appreciation Linked Reward (SAR) Plan** Cash Settled SAR units are granted to eligible employees, with liabilities measured at fair value at grant date and remeasured until settled. **SECTION: Leases** The Company assesses contracts to determine if they contain a lease, recognising Right-of-Use (ROU) assets at cost less incentives. ROU assets are depreciated over the shorter of the lease term or useful life. **SECTION: Taxes on Income** Taxes comprise current and deferred taxes. Current tax is provided based on taxable income, while deferred tax is recognised on temporary differences. **SECTION: Claims** Claims against the Company not acknowledged as debts are disclosed after careful evaluation. **SECTION: Provisions** Provisions are recognised for legal or constructive obligations where an outflow of resources is probable and can be reliably estimated. **SECTION: Operating Segments** Operating segments are reported consistent with internal reporting provided to the chief operating decision-maker (CODM). **SECTION: Financial and Management Information Systems** The Company’s Accounting System unifies Financial and Cost Records to comply with the Companies Act, 2013. **SECTION: Notes to the Standalone Financial Statements** **SECTION: 2. Use of Estimates and Judgements** Management makes estimates and assumptions affecting reported amounts and disclosures. Revisions are recognised in the period of change. **SECTION: A. Judgements in Applying Accounting Policies** Judgements made in applying accounting policies significantly affect amounts recognised, particularly regarding the useful life of intangible assets. **SECTION: B. Key Sources of Estimation Uncertainty** Key assumptions include useful lives of assets, fair value measurements, and actuarial valuations. ``` ``` **SECTION: Company’s Liability Towards Defined Benefit Obligation** The determination of the Company’s liability towards defined benefit obligation to employees is made through independent actuarial valuation, including the determination of amounts to be recognized in the Statement of Profit and Loss and in Other Comprehensive Income. Such valuation depends upon assumptions determined after taking into account inflation, seniority, promotion, and other relevant factors such as supply and demand factors in the employment market. Information about such valuation is provided in notes to the financial statements. **SECTION: Claims, Provisions and Contingent Liabilities** The Company has ongoing litigations with various regulatory authorities and third parties. Where an outflow of funds is believed to be probable and a reliable estimate of the outcome of the dispute can be made based on management’s assessment of specific circumstances of each dispute and relevant external advice, management provides for its best estimate of the liability. Such accruals are by nature complex and can take a number of years to resolve and can involve estimation uncertainty. Information about such litigations is provided in notes to the financial statements. **SECTION: Notes to the Standalone Financial Statements** **SECTION: Gross Block (` in Crores)** **SECTION: 3A. Property, Plant and Equipment** - Particulars, As at 31st March, 2022, Additions, Withdrawals and adjustments, As at 31st March, 2023, Additions, Withdrawals adjustments, As at 31st March, 2024 - Total: 27785.76, 2536.28, 211.57, 30110.47, 3140.22, 247.08, 33003.61 **SECTION: 3B. Capital work-in-progress** - 2442.34, 1732.59, 2493.46, 1681.47, 2471.14, 3074.64, 1077.97 **SECTION: 3C. Investment Property** - 410.11, (0.52), 410.63, (41.40), 452.03 **SECTION: 3D. Goodwill** - 577.20, 577.20, 577.20 **SECTION: 3E. Other Intangible assets (acquired)** **SECTION: Assets with indefinite life** - Trademarks: 1889.78, 1889.78, 1889.78 **SECTION: Assets with finite life** - Trademarks, 30.57, 30.57, 30.57 - Computer Software, 237.40, 66.30, 3.37, 300.33, 49.69, 1.84, 348.18 - Know How, Business and Commercial Rights, 43.38, 0.51, 43.89, 12.51, 56.40 - Customer Relationships, 35.21, 35.21, 35.21 - Total: 2236.34, 66.81, 3.37, 2299.78, 62.20, 1.84, 2360.14 **SECTION: 3F. Intangible assets under development** - 23.84, 53.98, 62.69, 15.13, 52.40, 58.46, 9.07 **SECTION: 3G. Right-of-use assets** - Land: 516.63, 516.63, 9.09, 0.19, 525.53 - Buildings: 297.05, 71.39, 70.85, 297.59, 85.40, 39.54, 343.45 - Plant and Equipment: 48.63, 48.63, 6.80, 41.83 - TOTAL: 862.31, 71.39, 70.85, 862.85, 94.49, 46.53, 910.81 **SECTION: Notes** 1. a) The above includes the following assets given on operating lease: - Particulars, Gross Block, Accumulated Depreciation, Net Block, Charge for the year - Total: 252.69, 168.18, 84.51, 17.83, 272.29, 184.56, 87.73, 14.30 b) The amount of expenditure recognized in the carrying amount of property, plant and equipment in the course of construction is ` 129.01 Crores (2023 - ` 90.50 Crores). 2. Land includes certain lands at Munger with Gross Block - ` 1.16 Crores (2023 - ` 1.16 Crores) which stood vested with the State of Bihar under the Bihar Land Reforms Act, 1950 for which compensation has not yet been determined."
"**SECTION: Capital work-in-progress (CWIP) ageing schedule** - Particulars, Less than 1 year, 1 - 2 years, 2 - 3 years, More than 3 years, Total - Projects in Progress: 655.86, 345.20, 140.10, 540.31, 1681.47 - Projects temporarily suspended: –, –, –, –, – **SECTION: Completion schedule for Projects in Capital work-in-progress, which are overdue or have exceeded their cost compared to its original plan** - Particulars, To be completed in Less than 1 year, 1 - 2 years, 2 - 3 years, More than 3 years - MXD - KOL: 633.54, –, –, – **SECTION: Intangible assets under development (IAUD) ageing schedule** - Particulars, Less than 1 year, 1 - 2 years, 2 - 3 years, More than 3 years, Total - Projects in Progress: 15.13, –, –, –, 15.13 - Projects temporarily suspended: –, –, –, –, – **SECTION: Non-current investments** - Face Value, As at 31st March, 2024, As at 31st March, 2023 - **SECTION: 4. Non-current investments (Contd.)** - **SECTION: INVESTMENT IN EQUITY INSTRUMENTS** - **SECTION: In Subsidiaries (at cost unless stated otherwise)** - Unquoted: - Gold Flake Corporation Limited, 10, 1,59,98,385, 16.00 - Russell Credit Limited, Fully paid, 10, 59,74,54,177, 619.29 - ITC Infotech India Limited, 10, 8,80,00,000, 616.18 - Landbase India Limited, 10, 31,70,00,000, 325.57 - Surya Nepal Private Limited (Ordinary Shares), Nepalese Rupee (NRS) 50 (2023 - NRS 100), 2,37,88,800, 10.15 - Srinivasa Resorts Limited, 10, 1,63,20,477, 18.53 - Fortune Park Hotels Limited, 10, 4,50,008, 0.45 - Bay Islands Hotels Limited, 100, 11,875, 0.12 - WelcomHotels Lanka (Private) Limited, No par value, 66,58,32,260, 1952.35 - Wimco Limited, 1, 18,50,81,193, 3.50 ``` ``` **SECTION: Technico Pty Limited (Ordinary Shares)** Impairment: ` 16.29 Crores (fully impaired) No par value: 1,00,15,502 Value: 31.88 **SECTION: Technico Agri Sciences Limited** Face Value: 10 Number: 3,79,62,800 Value: 121.00 **SECTION: ITC Integrated Business Services Limited** Face Value: 10 Number: 75,00,000 Value: 7.50 **SECTION: ITC IndiVision Limited** Face Value: 10 Number: 12,00,00,000 Value: 120.00 **SECTION: North East Nutrients Private Limited** Face Value: 10 Number: 5,54,80,000 Value: 55.48 **SECTION: Pavan Poplar Limited** Impairment: (cost ` 5.99 Crores, fully impaired) Face Value: 10 Number: 55,10,004 Value: – **SECTION: Prag Agro Farm Limited** Impairment: (cost ` 12.82 Crores, fully impaired) Face Value: 1 Number: 1,28,00,020 Value: – **SECTION: ITC Fibre Innovations Limited** Face Value: 10 Number: 20,00,00,000 Value: 200.00 **SECTION: ITC Hotels Limited** Face Value: 1 Number: 83,00,00,000 Value: 83.00 **SECTION: In Associates (at cost unless stated otherwise)** **SECTION: Quoted** - International Travel House Limited - Face Value: 10 - Number: 39,14,233 - Value: 21.87 - Gujarat Hotels Limited - Face Value: 10 - Number: 17,33,907 - Value: 1.94 **SECTION: Unquoted** - Delectable Technologies Private Limited - Face Value: 10 - Number: 2,386 - Value: 3.60 - Mother Sparsh Baby Care Private Limited - Face Value: 10 - Number: 100 - Value: 0.96 - Sproutlife Foods Private Limited - Reference: [Refer Note 28(ix)] - Face Value: 10 - Number: 2,443 - Value: 40.33 **SECTION: Notes to the Standalone Financial Statements** - Face Value - As at 31st March, 2024 - As at 31st March, 2023 - (Fully Paid unless stated otherwise) - Number (` in Crores) - Number (` in Crores) **SECTION: 4."
"Non-current investments (Contd.)** Brought forward: 4288.92, 3234.35 **SECTION: INVESTMENT IN EQUITY INSTRUMENTS (Contd.)** **SECTION: In Joint Ventures (at cost unless stated otherwise)** **SECTION: Unquoted** - Espirit Hotels Private Limited - Reference: [Refer Note 28(x)] - Face Value: 10 - Value: 4,65,09,200 - Value: 46.51 - Maharaja Heritage Resorts Limited - Face Value: 100 - Number: 1,80,000 - Value: 1.80 - Logix Developers Private Limited - Reference: [Refer Note 28(viii)] - Cost: ` 41.95 Crores (fully impaired) - Face Value: 10 - Number: 77,66,913 - Value: – **SECTION: In Others (at fair value through other comprehensive income unless stated otherwise)** **SECTION: Quoted** - EIH Limited - Face Value: 2 - Number: 8,56,21,473 - Value: 3848.69 - HLV Limited - Face Value: 2 - Number: 4,99,53,055 - Value: 130.13 - Tourism Finance Corporation of India Limited - Face Value: 10 - Number: 25,000 - Value: 0.43 - VST Industries Limited - Face Value: 10 - Number: 476 - Value: 0.17 **SECTION: Unquoted** - Andhra Pradesh Gas Power Corporation Limited - Face Value: 10 - Number: 8,04,000 - Value: – - Bihar Hotels Limited - Face Value: 2 - Number: 8,00,000 - Value: 0.04 - Woodlands Multispeciality Hospital Limited - Face Value: 10 - Number: 13,605 - Value: 0.01 - Mirage Advertising and Marketing Limited - Face Value: 10 - Number: 12,488 - Value: – **SECTION: INVESTMENT IN PREFERENCE SHARES** **SECTION: In Subsidiaries (at amortised cost unless stated otherwise)** **SECTION: Unquoted** - WelcomHotels Lanka (Private) Limited - Cost: (Cumulative Non-Convertible Redeemable Preference Shares) - No par value - Number: 38,33,73,340 - Value: 1527.42 - Wimco Limited - Cumulative Non-Convertible Redeemable Preference Shares - Face Value: 100 - Value: – - ITC IndiVision Limited - Cumulative Non-Convertible Redeemable Preference Shares - Face Value: 100 - Number: 2,20,00,000 - Value: 220.00 **SECTION: Notes to the Standalone Financial Statements** - Face Value - As at 31st March, 2024 - As at 31st March, 2023 - (Fully Paid unless stated otherwise) - Number (` in Crores) - Number (` in Crores) **SECTION: 4. Non-current investments (Contd.)** Brought forward: 10021.43, 6442.41 **SECTION: INVESTMENT IN PREFERENCE SHARES (Contd.)** **SECTION: In Associates (at cost)** **SECTION: Unquoted** - Delectable Technologies Private Limited - Compulsorily Convertible Cumulative Preference Shares - Face Value: 10 - Number: 7,759 - Value: 7.40 - Mother Sparsh Baby Care Private Limited - Compulsorily Convertible Cumulative Preference Shares - Face Value: 10 - Number: 3,837 - Value: 44.04 - Sproutlife Foods Private Limited - Reference: [Refer Note 28(ix)] - Compulsorily Convertible Preference Shares - Face Value: 10 - Number: 9,571 - Value: 184.67 **SECTION: In Others (at fair value through profit or loss)** **SECTION: Unquoted** - Blupin Technologies Private Limited - Compulsorily Convertible Cumulative Preference Shares - Face Value: 100 - Number: 2,980 - Value: 35.52 **SECTION: INVESTMENT IN GOVERNMENT OR TRUST SECURITIES (at amortised cost)** **SECTION: Quoted** - Government of India Zero Coupon Government Stock - Zero Coupon Government Stock - 22-Feb-2025 - Face Value: 100 - Number: 34,00,000 - Value: 30.62 - Zero Coupon Government Stock - 15-Jun-2025 - Face Value: 100 - Number: 10,20,000 - Value: 9.51 - Zero Coupon Government Stock - 22-Aug-2025 - Face Value: 100 - Number: 25,35,000 - Value: 23.31 - Zero Coupon Government Stock - 15-Dec-2025 - Face Value: 100 - Number: 36,34,800 - Value: 32.83 - Zero Coupon Government Stock - 17-Dec-2025 - Face Value: 100 - Number: 6,02,300 - Value: 5.42 - Zero Coupon Government Stock - 22-Feb-2026 - Face Value: 100 - Number: 25,35,000 - Value: 22.52 - Zero Coupon Government Stock - 15-Jun-2026 - Face Value: 100 - Number: 10,20,000 - Value: 8.89 - Zero Coupon Government Stock - 22-Aug-2026 - Face Value: 100 - Number: 63,54,400 - Value: 54.55 - Zero Coupon Government Stock - 15-Dec-2026 - Face Value: 100 - Number: 10,20,000 - Value: 8.58 - Zero Coupon Government Stock - 22-Feb-2027 - Face Value: 100 - Number: 40,11,000 - Value: 33.20 - Zero Coupon Government Stock - 15-Jun-2027 - Face Value: 100 - Number: 31,17,000 - Value: 25.32 - Zero Coupon Government Stock - 22-Aug-2027 - Face Value: 100 - Number: 48,54,400 - Value: 38.70 **SECTION: Unquoted** - Government Securities - Cost: ` 70000.00 - Value: – - National Savings Certificates (pledged with various Mandi Samitis) - Cost: ` 6000.00 - Value: … **SECTION: Notes to the Standalone Financial Statements** - Face Value - As at 31st March, 2024 - As at 31st March, 2023 - (Fully Paid unless stated otherwise) - Number (` in Crores) - Number (` in Crores) **SECTION: 4."
"Non-current investments (Contd.)** Brought forward: 10555.90, 6795.19 **SECTION: INVESTMENT IN BONDS IN THE NATURE OF DEBENTURES (at amortised cost)** **SECTION: Quoted** **SECTION: Tax Free Bonds - Secured, Redeemable & Non-Convertible** - Issuer - Interest Rate - Maturity Date - Face Value - Number - As at 31st March, 2024 - As at 31st March, 2023 - Housing and Urban Development Corporation Limited - 7.07% - 01-Oct-2025 - Face Value: 10,00,000 - Number: 4,300 - Value: 432.13 - Previous Value: 433.65 - Housing and Urban Development Corporation Limited - 7.19% - 31-Jul-2025 - Face Value: 10,00,000 - Number: 150 - Value: 15.18 - Previous Value: 15.31 - Housing and Urban Development Corporation Limited - 7.39% - 08-Feb-2031 - Face Value: 1,000 - Number: 7,00,696 - Value: 70.07 - Previous Value: 70.07 - Housing and Urban Development Corporation Limited - 8.20% - 05-Mar-2027 - Face Value: 1,000 - Number: 5,00,000 - Value: 52.62 - Previous Value: 53.42 - India Infrastructure Finance Company Limited - 7.36% - 22-Jan-2028 - Face Value: 1,000 - Number: 3,00,000 - Value: 31.38 - Previous Value: 31.69 - India Infrastructure Finance Company Limited - 8.26% - 23-Aug-2028 - Face Value: 10,00,000 - Number: 1,175 - Value: 121.96 - Previous Value: 122.82 - India Infrastructure Finance Company Limited - 8.46% - 30-Aug-2028 - Face Value: 10,00,000 - Number: 1,300 - Value: 137.27 - Previous Value: 138.65 - India Infrastructure Finance Company Limited - 8.48% - 05-Sep-2028 - Face Value: 10,00,000 - Number: 1,780 - Value: 185.83 - Previous Value: 187.31 - Indian Railway Finance Corporation Limited - 7.07% - 21-Dec-2025 - Face Value: 1,000 - Number: 70,498 - Value: 7.13 - Previous Value: 7.18 - Indian Railway Finance Corporation Limited - 7.15% - 21-Aug-2025 - Face Value: 10,00,000 - Number: 250 - Value: 25.28 - Previous Value: 25.46 - Indian Railway Finance Corporation Limited - 7.19% - 31-Jul-2025 - Face Value: 10,00,000 - Number: 2,250 - Value: 225.26 - Previous Value: 225.38 - Indian Railway Finance Corporation Limited - 7.34% - 19-Feb-2028 - Face Value: 1,000 - Number: 1,00,000 - Value: 10.51 - Previous Value: 10.63 - Indian Railway Finance Corporation Limited - 8.48% - 21-Nov-2028 - Face Value: 10,00,000 - Number: 1,250 - Value: 130.20 - Previous Value: 131.09 - Indian Railway Finance Corporation Limited - 8.55% - 12-Feb-2029 - Face Value: 10,00,000 - Number: 130 - Value: 13.60 - Previous Value: 13.69 - National Bank for Agriculture and Rural Development - 7.07% - 25-Feb-2026 - Face Value: 10,00,000 - Number: 2,000 - Value: 203.14 - Previous Value: 204.71 - National Highways Authority of India - 7.11% - 18-Sep-2025 - Face Value: 10,00,000 - Number: 2,600 - Value: 260.23 - Previous Value: 260.25 - National Highways Authority of India - 7.14% - 11-Jan-2026 - Face Value: 1,000 - Number: 8,06,381 - Value: 81.19 - Previous Value: 81.45 - National Highways Authority of India - 7.28% - 18-Sep-2030 - Face Value: 10,00,000 - Number: 2,500 - Value: 250.00 - Previous Value: 250.00 - National Highways Authority of India - 7.35% - 11-Jan-2031 - Face Value: 1,000 - Number: 17,49,943 - Value: 181.40 - Previous Value: 182.10 - National Highways Authority of India - 8.50% - 05-Feb-2029 - Face Value: 1,000 - Number: 5,00,000 - Value: 54.74 - Previous Value: 55.55 - National Highways Authority of India - 8.75% - 05-Feb-2029 - Face Value: 1,000 - Number: 2,50,000 - Value: 27.77 - Previous Value: 28.25 **SECTION: Notes to the Standalone Financial Statements** - Face Value - As at 31st March, 2024 - As at 31st March, 2023 - (Fully Paid unless stated otherwise) - Number (` in Crores) - Number (` in Crores) **SECTION: 4. Non-current investments (Contd.)** Brought forward: 13072.79, 9323.85 **SECTION: Notes to the Standalone Financial Statements** - Face Value - As at 31st March, 2024 - As at 31st March, 2023 - (Fully Paid unless stated otherwise) - Number (` in Crores) - Number (` in Crores) ``` ``` **SECTION: Notes to the Standalone Financial Statements** **SECTION: 4."
"Non-current investments (Contd.)** Brought forward: - 15562.65 (As at 31st March, 2024) - 10427.51 (As at 31st March, 2023) **SECTION: INVESTMENT IN BONDS IN THE NATURE OF DEBENTURES (Contd.)** - Perpetual Bonds - Unsecured, Subordinated & Non-Convertible - State Bank of India - 7.72% - Series I (with first Call option on 03-Sep-2026) - Number: 1,00,00,000 - Value: 313,313.00 - 7.72% - Series II (with first Call option on 18-Oct-2026) - Number: 1,00,00,000 - Value: 400,400.00 - Zero Coupon Bonds - Secured, Redeemable & Non-Convertible - LIC Housing Finance Limited - Tranche 416 - 25-Apr-2025 - Number: 10,00,000 - Value: 1144.67 **SECTION: INVESTMENT IN DEBT MUTUAL FUNDS** **SECTION: Quoted** - Fixed Maturity Plans (at amortised cost)* - Aditya Birla Sun Life Mutual Fund - Number: 10 - Value: 24.84 - DSP Mutual Fund - Number: 10 - Value: 55.04 - Nippon India Mutual Fund - Number: 10 - Value: 17.09 - SBI Mutual Fund - Number: 10 - Value: 269.91 **SECTION: Unquoted** - Target Maturity Index Funds (at fair value through other comprehensive income) - Aditya Birla Sun Life Mutual Fund - Number: 10 - Value: 945.75 - Axis Mutual Fund - Number: 10 - Value: 185.66 - DSP Mutual Fund - Number: 10 - Value: 53.08 - ICICI Prudential Mutual Fund - Number: 10 - Value: 615.29 - Kotak Mahindra Mutual Fund - Number: 10 - Value: 669.83 - Nippon India Mutual Fund - Number: 10 - Value: 269.43 - SBI Mutual Fund - Number: 10 - Value: 846.11 Carried over: - 22699.98 (As at 31st March, 2024) - 16244.30 (As at 31st March, 2023) **SECTION: INVESTMENT IN ALTERNATIVE INVESTMENT FUNDS (at fair value through profit or loss)** **SECTION: Unquoted** - Chiratae Ventures India Fund IV - Number: 1,00,000 - Value: 18.74 - Fireside Ventures Investments Fund I - Number: 1,00,000 - Value: 42.29 - Fireside Ventures Investments Fund II - Number: 1,000 - Value: 28.37 - Fireside Ventures Investments Fund III - Number: 1,00,000 - Value: 4.42 - India Foundation Fund Series I - Number: 100 - Value: 4.80 - Roots Ventures I - Number: 100 - Value: 23.34 Aggregate amount of quoted investments: 12824.99 (As at 31st March, 2024) Aggregate amount of unquoted investments: 9996.95 (As at 31st March, 2024) TOTAL: 22821.94 (As at 31st March, 2024) **SECTION: Additional Tier 1 bonds** These are perpetual in nature, issued by commercial banks under Reserve Bank of India guidelines. **SECTION: Notes to the Standalone Financial Statements** **SECTION: As at 31st March, 2024** **SECTION: As at 31st March, 2023** - Current (` in Crores), Non-Current (` in Crores), Current (` in Crores), Non-Current (` in Crores) - 5. Loans - Other Loans - Employees - Unsecured, considered good - 9.10 (Current) - 2.63 (Non-Current) - 5.95 (Current) - 4.07 (Non-Current) TOTAL: - 9.10 (Current) - 2.63 (Non-Current) - 5.95 (Current) - 4.07 (Non-Current) **SECTION: Notes to the Standalone Financial Statements** **SECTION: As at 31st March, 2024** **SECTION: As at 31st March, 2023** - 7. Other Assets - Current (` in Crores), Non-Current (` in Crores), Current (` in Crores), Non-Current (` in Crores) - Advances other than capital advances - Security Deposits - With Statutory Authorities - 0.71 (Current) - 790.91 (Non-Current) - Others - 0.97 (Current) - 162.10 (Non-Current) - Other Receivables* - 146.07 (Current) - 0.00 (Non-Current) TOTAL: - 1134.18 (Current) - 1229.22 (Non-Current) - 1388.09 (Current) - 1211.74 (Non-Current) **SECTION: Notes to the Standalone Financial Statements** **SECTION: As at 31st March, 2024** **SECTION: As at 31st March, 2023** - 8. Inventories* - (At lower of cost and net realisable value) - Raw materials (including packing materials) - 8494.87 (Current) - 6937.54 (Non-Current) - Work-in-progress - 322.10 (Current) - 263.47 (Non-Current) - Finished goods (manufactured) - 2115.45 (Current) - 2063.30 (Non-Current) - Stock-in-trade (goods purchased for resale) - 979.40 (Current) - 700.11 (Non-Current) - Stores and spares - 623.96 (Current) - 514.39 (Non-Current) - Intermediates - Tissue paper and Paperboards - 95.73 (Current) - 115.09 (Non-Current) TOTAL: - 12631.51 (Current) - 10593.90 (Non-Current) The above includes goods in transit as under: - Raw materials (including packing materials) - 159.15 (Current) - 229.89 (Non-Current) - Stock-in-trade (goods purchased for resale) - 2.89 (Current) - 2.37 (Non-Current) - Stores and spares - 2.05 (Current) - 4.37 (Non-Current) TOTAL: - 164.09 (Current) - 236.63 (Non-Current) The cost of inventories recognised as an expense includes ` 151.49 Crores (2023 - ` 156.27 Crores) in respect of write-offs / write-downs of inventory to net realisable value."
"During the year, reversal of previous write-downs of ` 1.87 Crores (2023 - ` 0.81 Crore) have been made owing to subsequent increase in net realisable value. Inventories of ` 670.06 Crores (2023 - ` 337.08 Crores) are expected to be recovered after more than twelve months. * Cash credit facilities are secured by hypothecation of inventories of the Company, both present and future. The quarterly returns / statements filed by the Company with the bank(s) in respect of such facilities are in agreement with the books of accounts. **SECTION: Notes to the Standalone Financial Statements** **SECTION: Current investments (at fair value through profit or loss, unless stated otherwise) (Contd.)** - INVESTMENT IN BONDS IN THE NATURE OF DEBENTURES - Quoted - Tax Free Bonds - Secured, Redeemable & Non-Convertible - Indian Railway Finance Corporation Limited - 8.23% - Series 91 - 18-Feb-2024 - Number: 20,00,000 - Value: 201.79 - Power Finance Corporation Limited - 8.01% - Series 107 A - 30-Aug-2023 - Number: 10,00,000 - Value: 100.26 **SECTION: INVESTMENT IN CERTIFICATES OF DEPOSIT (Contd.)** - National Bank for Agriculture and Rural Development - 23-Jan-2024 - Number: 5,00,000 - Value: 69.95 - Small Industries Development Bank of India - 07-Jun-2023 - Number: 5,00,000 - Value: 98.38 - Small Industries Development Bank of India - 29-Aug-2023 - Number: 5,00,000 - Value: 48.23 - Small Industries Development Bank of India - 12-Sep-2023 - Number: 5,00,000 - Value: 48.08 **SECTION: INVESTMENT IN DEBT MUTUAL FUNDS** **SECTION: Quoted** - Exchange Traded Funds - Edelweiss Mutual Fund - Number: 1,000 - Value: 368.71 - Nippon India Mutual Fund - Number: 58,69,560 - Value: 70.52 **SECTION: Unquoted** **SECTION: Liquid / Overnight Funds** - LIC Mutual Fund - Number: 1,000 - Value: 100.18 - Nippon India Mutual Fund - Number: 100 - Value: 80.01 **SECTION: Ultra Short Term Funds** - Aditya Birla Sun Life Mutual Fund - Number: 100 - Value: 940.65 - Kotak Mahindra Mutual Fund - Number: 10 - Value: 963.52 - SBI Mutual Fund - Number: 1,000 - Value: 136.90 ``` ``` **SECTION: Mutual Fund Investments Overview** Axis Mutual Fund, 1,000, 14, 17,525, 416.27, 14, 17,525, 387.03 Bandhan Mutual Fund, 10, 7, 34, 11,386, 263.71, 7, 34, 11,386, 245.79 DSP Mutual Fund, 10, 17, 22, 63,805, 311.47, 17, 22, 63,805, 290.89 ICICI Prudential Mutual Fund, 100, 1, 40, 07, 103,699.32, 1, 40, 07, 103,647.96 SBI Mutual Fund, 1,000, 19, 73,814, 650.49, 19, 73,814, 604.99 **SECTION: Carried Over Data** 7083.28, 7083.28, 9957.07, 9957.07 **SECTION: Notes to the Standalone Financial Statements** Face Value, As at 31st March, 2024, As at 31st March, 2023 (Fully Paid unless stated otherwise), (` in Crores), (` in Crores) **SECTION: 9."
"Current Investments (at fair value through profit or loss, unless stated otherwise) (Contd.)** Brought forward 7083.28, 9957.07 **SECTION: Investment in Debt Mutual Funds (Contd.)** **SECTION: Money Market Funds** Aditya Birla Sun Life Mutual Fund, 100, 40, 95,539, 139.49, 40, 95,539, 129.50 Axis Mutual Fund, 1,000, 20, 57,053, 269.73, 20, 57,053, 250.47 Bandhan Mutual Fund, 10, 4, 22,87,680, 167.70, 4, 22,87,680, 155.87 HDFC Mutual Fund, 1,000, 7, 47,666, 396.04, 7, 47,666, 367.98 Kotak Mahindra Mutual Fund, 1,000, 6, 53,754, 269.36, 6, 53,754, 250.28 Nippon India Mutual Fund, 1,000, 6, 60,345, 252.20, 6, 60,345, 234.26 SBI Mutual Fund, 10, 6, 33,58,708, 256.09, 6, 33,58,708, 238.05 **SECTION: Floating Rate Funds** Aditya Birla Sun Life Mutual Fund, 100, 1, 94,01,569, 627.15, 1, 94,01,569, 581.25 HDFC Mutual Fund, 10, 10, 07,90,662, 461.93, 10, 07,90,662, 427.05 Nippon India Mutual Fund, 10, 6, 22,64,756, 265.83, 6, 22,64,756, 246.04 **SECTION: Short Duration Funds** DSP Mutual Fund, 10, 2, 31,36,440, 105.31 Kotak Mahindra Mutual Fund, 10, 1, 02,55,708, 52.81 Nippon India Mutual Fund, 10, 1, 02,78,225, 52.81 SBI Mutual Fund, 10, 5, 40,50,081, 165.74, 5, 40,50,081, 154.07 **SECTION: Banking & PSU Debt Funds** Axis Mutual Fund, 1,000, 31,86,227, 770.87, 31,86,227, 720.37 Bandhan Mutual Fund, 10, 14, 17,61,931, 316.53, 14, 17,61,931, 296.13 **SECTION: Corporate Bond Funds** ICICI Prudential Mutual Fund, 10, 4, 30,40,789, 121.08, 2,42,40,779, 63.09 Kotak Mahindra Mutual Fund, 1,000, 2,98,810, 105.58 **SECTION: Investment in Bonds in the Nature of Debentures (at amortised cost)** **SECTION: Quoted** **SECTION: Taxable Bonds - Unsecured, Redeemable & Non-Convertible** National Bank for Agriculture and Rural Development 6.40% - Series 20K - 31-Jul-2023, 10,00,000, 2,700, 268.84 Carried over 11879.53, 14340.32 **SECTION: Current Portion of Non-current Investments** **SECTION: Investment in Preference Shares** **SECTION: In Subsidiaries (at amortised cost)** Unquoted Wimco Limited (Cumulative Non-Convertible Redeemable Preference Shares) 100, 5,00,000, 5.00 **SECTION: Investment in Government or Trust Securities (at amortised cost)** **SECTION: Quoted** Government of India Zero Coupon Government Stock, Zero Coupon Government Stock - 22-Feb-2025, 100, 34,00,000, 32.35 **SECTION: Investment in Bonds in the Nature of Debentures (at amortised cost)** **SECTION: Quoted** Tax Free Bonds - Secured, Redeemable & Non-Convertible India Infrastructure Finance Company Limited, 8.01% - Series 1A - 12-Nov-2023, 1,000, –, –, 50,000, 5.05 Indian Railway Finance Corporation Limited, 8.23% - Series 91 - 18-Feb-2024, 1,000, –, –, 8,00,000, 81.36 8.35% - Series 89 - 21-Nov-2023, 10,00,000, –, –, 100, 10.13 Taxable Bonds - Unsecured, Redeemable & Non-Convertible Export Import Bank of India, 5.20% - Series X 01 - 04-Mar-2025 (with Put and Call option on 04-Mar-2024), 10,00,000, –, –, 2,000, 200.00 Power Finance Corporation Limited, 5.47% - Series 206 - 19-Aug-2023, 10,00,000, –, –, 100, 10.01 6.72% - Series 203 A - 09-Jun-2023, 10,00,000, –, –, 900, 90.25 6.75% - Series 202 A - 22-May-2023, 10,00,000, –, –, 1,200, 120.25 Carried over 11916.88, 14857.37 **SECTION: Notes to the Standalone Financial Statements** As at 31st March, 2024, As at 31st March, 2023 Trade receivables (Current) Considered good – Secured, 51.44, 55.96 Considered good – Unsecured, 3260.01, 2265.37 Which have significant increase in Credit Risk, –, – Credit impaired, 161.19, 167.87 Less: Allowance for credit impairment, 161.19, 167.87 TOTAL, 3311.45, 2321.33 **SECTION: Trade Receivables Ageing Schedule** Outstanding for following periods from due date of payment Not Due, Less than 6 months, 6 months-1 year, 1-2 years, 2-3 years, More than 3 years, Total Undisputed Trade Receivables – considered good, 1405.64, 1862.76, 37.83, 5.22, –, –, 3311.45 Undisputed Trade Receivables – which have significant increase in credit risk, –, –, –, –, –, –, – Undisputed Trade Receivables – credit impaired, –, 0.13, 5.24, 1.29, 1.28, 35.86, 43.80 Disputed Trade Receivables – considered good, –, –, –, –, –, –, – Disputed Trade Receivables – which have significant increase in credit risk, –, –, –, –, –, –, – Disputed Trade Receivables – credit impaired, –, 1.03, 3.27, 2.98, 0.65, 109.46, 117.39 SUB-TOTAL, 1405.64, 1863.92, 46.34, 9.49, 1.93, 145.32, 3472.64 Less: Allowance for credit impairment, 161.19 TOTAL, 3311.45 **SECTION: Outstanding for following periods from due date of payment as at 31st March, 2023** Not Due, Less than 6 months, 6 months-1 year, 1-2 years, 2-3 years, More than 3 years, Total Undisputed Trade Receivables – considered good, 1566.84, 731.95, 17.39, 0.63, 4.52, 2321.33 Undisputed Trade Receivables – which have significant increase in credit risk, –, –, –, –, –, –, – Undisputed Trade Receivables – credit impaired, –, 0.02, 7.85, 6.74, 22.00, 57.56 Disputed Trade Receivables – considered good, –, –, –, –, –, –, – Disputed Trade Receivables – which have significant increase in credit risk, –,"
"–, –, –, –, –, – Disputed Trade Receivables – credit impaired, –, –, 0.21, 0.55, 1.75, 110.31 SUB-TOTAL, 1566.84, 731.97, 25.45, 7.92, 28.27, 2489.20 Less: Allowance for credit impairment, 167.87 TOTAL, 2321.33 **SECTION: Notes to the Standalone Financial Statements** As at 31st March, 2024 (` in Crores), As at 31st March, 2023 (` in Crores) 11. Cash and Cash Equivalents Balances with Banks Current accounts, 192.48, 203.19 Cheques, drafts on hand, 1.85, 1.37 Cash on hand, 3.30, 2.32 TOTAL, 197.63, 206.88 @ Cash and cash equivalents include cash on hand, cheques, drafts on hand, cash at bank and deposits with banks with original maturity of 3 months or less. The Company does not have any cash and cash equivalents that are not available for use. 12. Other Bank Balances Earmarked balances*, 268.81, 239.30 In deposit accounts**, 5751.25, 3385.08 TOTAL, 6020.06, 3624.38 * Includes balances towards unpaid dividend, unspent corporate social responsibility. ** Represents deposits with original maturity of more than 3 months having remaining maturity of less than 12 months from the Balance Sheet date. **SECTION: Notes to the Standalone Financial Statements** As at 31st March, 2024 (No. of Shares), As at 31st March, 2024 (` in Crores), As at 31st March, 2023 (No. of Shares), As at 31st March, 2023 (` in Crores) 13. Equity Share Capital Authorised, Ordinary Shares of ` 1.00 each, 20,00,00,00,000, 2000.00, 20,00,00,00,000, 2000.00 Issued and Subscribed, Ordinary Shares of ` 1.00 each, fully paid, 12,48,47,21,471, 1248.47, 12,42,80,17,741, 1242.80 **SECTION: A) Reconciliation of Number of Ordinary Shares Outstanding** As at beginning of the year, 12,42,80,17,741, 1242.80, 12,32,32,55,931, 1232.33 Add: Issue of Shares on exercise of Options, 5,67,03,730, 5.67, 10,47,61,810, 10.48 As at end of the year, 12,48,47,21,471, 1248.47, 12,42,80,17,741, 1242.80 **SECTION: B) Shareholders Holding More than 5% of the Ordinary Shares in the Company** As at 31st March, 2024 (No. of Shares), (%), As at 31st March, 2023 (No. of Shares), (%) Tobacco Manufacturers (India) Limited, 2,54,14,95,863, 20.36, 2,97,83,47,320, 23.96 Life Insurance Corporation of India, 1,89,68,61,285, 15.19, 1,89,68,61,285, 15.26 Specified Undertaking of the Unit Trust of India, 97,45,31,427, 7.81, 97,45,31,427, 7.84 **SECTION: C) Shareholding of Promoters: Nil** **SECTION: D) Ordinary Shares Allotted as Fully Paid Pursuant to Contract(s) Without Payment Being Received in Cash or as Fully Paid Up Bonus Shares During the Period of Five Years Immediately Preceding 31st March: Nil** **SECTION: E) Rights, Preferences and Restrictions Attached to the Ordinary Shares** The Ordinary Shares of the Company, having par value of ` 1.00 per share, rank pari passu in all respects including voting rights and entitlement to dividend. **SECTION: F) Shares Reserved for Issue Under Options** As at 31st March, 2024 (No. of Shares), As at 31st March, 2023 (No. of Shares) Ordinary Shares of ` 1.00 each, 8,99,46,120, 13,20,94,790 **SECTION: Terms and Conditions of Options Granted** Each Option entitles the holder thereof to apply for and be allotted ten Ordinary Shares of the Company of ` 1.00 each upon payment of the exercise price during the exercise period. The exercise period commences from the date of vesting of the Options and expires at the end of five years from the date of vesting in respect of Options. The vesting period for conversion of Options is as follows: - On completion of 12 months from the date of grant of the Options: 30% vests - On completion of 24 months from the date of grant of the Options: 30% vests - On completion of 36 months from the date of grant of the Options: 40% vests The Options have been granted at the 'market price' as defined under the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. Further details of ITC Employee Stock Option Schemes are provided in Note 28(xii). **SECTION: Notes to the Standalone Financial Statements** ``` ``` **SECTION: As at 31st March, 2024 and 31st March, 2023** Current (` in Crores), Non-Current (` in Crores), Current (` in Crores), Non-Current (` in Crores) 14. Borrowings: - Current: 1.52 - Non-Current: 1.76 - Previous Current: 1.26 - Previous Non-Current: 3.28 TOTAL: - Current: 1.52 - Non-Current: 1.76 - Previous Current: 1.26 - Previous Non-Current: 3.28 *Interest free deferral period of 14 years and repayable by 2025-26."
"**SECTION: The repayment schedule is summarised as under:** As at 31st March, 2024 (` in Crores), As at 31st March, 2023 (` in Crores) - In the first year: 1.52, 1.26 - In the second year: 1.76, 1.52 - In the third to fifth year: –, 1.76 TOTAL: - 3.28, 4.54 **SECTION: As at 31st March, 2024 and 31st March, 2023** Current (` in Crores), Non-Current (` in Crores), Current (` in Crores), Non-Current (` in Crores) 15. Lease Liabilities: - Current: 46.74 - Non-Current: 261.95 - Previous Current: 46.54 - Previous Non-Current: 273.59 TOTAL: - Current: 46.74 - Non-Current: 261.95 - Previous Current: 46.54 - Previous Non-Current: 273.59 * Refer Note 28(vii) **SECTION: Movement of Lease Liabilities during the year** Particulars, 31st March, 2024, 31st March, 2023 - Opening Lease Liabilities: 320.13, 305.88 - New Leases recognised: 69.45, 70.96 - Remeasurements and withdrawals: (24.25), (4.74) - Interest expense on Lease Liabilities: 25.84, 25.54 - Payment of Lease Liabilities (including interest): (82.48), (77.51) - Closing Lease Liabilities: 308.69, 320.13 **SECTION: Notes to the Standalone Financial Statements** **SECTION: As at 31st March, 2024 and 31st March, 2023** As at 31st March, 2024 (` in Crores), As at 31st March, 2023 (` in Crores) 16. Other financial liabilities: - Non-current: - Others (Includes payable towards employee benefits, retention money payable towards property, plant and equipment etc.): 109.87, 152.49 TOTAL: - 109.87, 152.49 - Current: - Interest accrued: 2.01, 1.69 - Unpaid dividend*: 251.19, 239.07 - Unpaid matured deposits and interest accrued thereon: …, … - Unpaid matured debentures / bonds and interest accrued thereon: 0.30, 0.30 - Others (Includes payable towards employee benefits, property, plant and equipment, derivatives designated as hedging instruments, contingent consideration on business combination etc.): 1405.83, 1489.62 TOTAL: - 1659.33, 1730.68 * Represents dividend amounts either not claimed or kept in abeyance in accordance with Section 126 of the Companies Act, 2013 or such amounts in respect of which Prohibitory / Attachment Orders are on record with the Company. **SECTION: As at 31st March, 2024 and 31st March, 2023** Current, Non-Current, Current, Non-Current 17. Provisions: - Provision for employee benefits [Refer Note 28(vi)] - Retirement benefits: 60.70, 148.79 - Other benefits: 8.02, 72.66 TOTAL: - 68.72, 221.45 **SECTION: Notes to the Standalone Financial Statements** **SECTION: As at 31st March, 2024** **SECTION: As at 31st March, 2023** (` in Crores), (` in Crores) 18. Deferred tax liabilities (Net)*: - Deferred tax liabilities: 2618.85, 2146.97 - Less: Deferred tax assets: 535.19, 525.84 TOTAL: - 2083.66, 1621.13 *Refer Note 28(xi) Movement in deferred tax liabilities / assets balances: Opening Balance, Recognised in profit or loss, Recognised in OCI, Reclassified to Equity, Reclassified to profit or loss, Closing Balance 2023-24: - On fiscal allowances on property, plant and equipment, investment property etc.: 1721.61, 122.13, –, –, –, 1843.74 - On Excise Duty / National Calamity Contingent Duty on closing stock: 117.93, (17.32), –, –, –, 100.61 - On cash flow hedges: 0.84, –, (2.49), (2.74), 4.82, 0.43 - Other timing differences: 306.59, 125.83, 241.65, –, –, 674.07 Total deferred tax liabilities: - 2146.97, 230.64, 239.16, (2.74), 4.82, 2618.85 - On employees’ separation and retirement etc.: 132.63, (22.40), 11.30, –, –, 121.53 - On provision for doubtful debts / advances: 52.48, 4.62, –, –, –, 57.10 - On State and Central taxes etc.: 70.07, 3.18, –, –, –, 73.25 - Other timing differences: 270.66, 12.65, –, –, –, 283.31 Total deferred tax assets: - 525.84, (1.95), 11.30, –, –, 535.19 Deferred tax liabilities (Net): - 1621.13, 232.59, 227.86, (2.74), 4.82, 2083.66 2022-23: - On fiscal allowances on property, plant and equipment, investment property etc.: 1642.06, 79.55, –, –, –, 1721.61 - On Excise Duty / National Calamity Contingent Duty on closing stock: 79.21, 38.72, –, –, –, 117.93 - On cash flow hedges: 4.82, –, (34.32), 2.62, 27.72, 0.84 - Other timing differences: 348.22, (32.82), (8.81), –, –, 306.59 Total deferred tax liabilities: - 2074.31, 85.45, (43.13), 2.62, 27.72, 2146.97 - On employees’ separation and retirement etc.: 62.59, 65.04, 5.00, –, –, 132.63 - On provision for doubtful debts / advances: 53.11, (0.63), –, –, –, 52.48 - On State and Central taxes etc.: 69.62, 0.45, –, –, –, 70.07 - Other timing differences: 221.85, 48.81, –, –, –, 270.66 Total deferred tax assets: - 407.17, 113.67, 5.00, –, –, 525.84 Deferred tax liabilities (Net): - 1667.14, (28.22), (48.13), 2.62, 27.72, 1621.13 **SECTION: 19."
"Other liabilities (Current)** (` in Crores), (` in Crores) - Statutory Liabilities: 4398.88, 4039.86 - Advances received from customers: 828.69, 1275.96 - Others (includes deferred revenue, accruals etc.): 162.18, 130.34 TOTAL: - 5389.75, 5446.16 **SECTION: Notes to the Standalone Financial Statements** **SECTION: As at 31st March, 2024 and 31st March, 2023** 31st March, 2024 (` in Crores), 31st March, 2023 (` in Crores) 20. Current Tax Liabilities (Net): - Current taxation (net of advance payment): 760.00, 776.13 TOTAL: - 760.00, 776.13 **SECTION: For the year ended 31st March, 2024 and 31st March, 2023** 31st March, 2024 (` in Crores), 31st March, 2023 (` in Crores) 21A. Revenue from operations: - Sale of Products: 66466.10, 66903.80 - Sale of Services: 2980.10, 2577.09 Gross Revenue from sale of products and services* [including Excise Duty / National Calamity Contingent Duty of ` 4733.29 Crores (2023 - ` 4054.16 Crores)]: - 69446.20, 69480.89 Other Operating Revenues#: - 659.09, 770.39 TOTAL: - 70105.29, 70251.28 * Net of sales returns, damaged stocks and estimates of variable consideration such as discounts to customers. **SECTION: Includes Government grants of ` 237.47 Crores (2023 - ` 300.58 Crores) on account of Fiscal and Export Incentives etc.** **SECTION: 21B. Gross Revenue from sale of products and services*** 31st March, 2024 (` in Crores), 31st March, 2023 (` in Crores) FMCG: - – Cigarettes etc.: 30596.59, 28206.83 - – Branded Packaged Food Products: 17194.50, 15762.46 - – Others (Education and Stationery Products, Personal Care Products, Safety Matches, Agarbattis etc.): 3727.97, 3319.02 Hotels: - – Income from Sale of Services: 2973.74, 2573.22 Agri Business: - – Unmanufactured Tobacco: 2612.06, 2677.69 - – Other Agri Products and Commodities (Wheat, Rice, Spices, Coffee, Soya etc.): 5805.38, 9637.17 Paperboards, Paper and Packaging: - – Paperboards and Paper: 5871.71, 6570.82 - – Packaging and Printed Materials: 664.25, 733.68 TOTAL: - 69446.20, 69480.89 * Net of sales returns, damaged stocks and estimates of variable consideration such as discounts to customers. **SECTION: Notes to the Standalone Financial Statements** **SECTION: For the year ended 31st March, 2024 (` in Crores)** **SECTION: For the year ended 31st March, 2023 (` in Crores)** 22. Other income: - Interest income: 1592.41, 1434.53 - Dividend income: 990.35, 556.90 - Other non-operating income: 955.52, 446.18 TOTAL: - 3538.28, 2437.61 **SECTION: Interest income:** a) Deposits with banks etc. - carried at amortised cost: 537.66, 382.73 b) Financial assets: - – mandatorily measured at FVTPL: 211.95, 206.61 - – measured at amortised cost: 555.02, 719.79 - – measured at FVTOCI: 287.72, 121.02 c) Others (from statutory authorities etc.): 0.06, 4.38 TOTAL: - 1592.41, 1434.53 **SECTION: Dividend income:** a) Equity instruments measured at FVTOCI held at the end of reporting period: 9.43, 0.01 b) Other investments: 980.92, 556.89 TOTAL: - 990.35, 556.90 **SECTION: Other non-operating income:** - Net foreign exchange gain / (loss): (3.96), 13.74 - Net gain / (loss) arising on financial instruments measured at amortised cost / mandatorily measured at FVTPL (Refer Note 31)*: 781.06, 283.17 - Gain recognised on divestment of shares held in joint venture [Refer Note 28(x)]: 9.49, – - Impairment of investment in joint venture: –, (8.50) - Others (including income from leases etc.): 168.93, 157.77 TOTAL: - 955.52, 446.18 * Includes ` 149.37 Crores (2023 - ` 92.24 Crores) being net gain / (loss) on sale of investments. **SECTION: Notes to the Standalone Financial Statements** **SECTION: For the year ended 31st March, 2024 (` in Crores)** **SECTION: For the year ended 31st March, 2023 (` in Crores)** 23. Changes in inventories of finished goods, Stock-in-Trade, work-in-progress and intermediates: 31st March, 2024, 31st March, 2023 Opening inventories: - Finished goods (manufactured): 2063.30, 1638.93 - Work-in-progress: 263.47, 232.70 - Stock-in-Trade (goods purchased for resale): 700.11, 1150.95 - Intermediates - Tissue paper and Paperboards: 115.09, 79.89 Less: Closing inventories: - Finished goods (manufactured): 2115.45, 2063.30 - Work-in-progress: 322.10, 263.47 - Stock-in-Trade (goods purchased for resale): 979.40, 700.11 - Intermediates - Tissue paper and Paperboards: 95.73, 115.09 TOTAL: - (370.71), (39.50) **SECTION: 24. Employee benefits expense** 31st March, 2024, 31st March, 2023 - Salaries and wages: 3181.37, 2905.05 - Contribution to Provident and other funds: 178.95, 171.87 - Share based payments to employees [Includes cash-settled share based payments ` 32.06 Crores (2023 - ` 208.62 Crores)]*: 135.16, 267.12 - Staff welfare expenses: 305.31, 280.91 TOTAL: - 3800.79, 3624.95 Less: Recoveries made / reimbursements received: 68.56, 55.49 TOTAL: - 3732.23, 3569.46 * Refer Note 28(xii) and 28(xiii) **SECTION: 25."
"Finance costs** 31st March, 2024, 31st March, 2023 Interest expense: - On Lease liabilities: 25.84, 25.45 - On financial liabilities measured at amortised cost: 8.40, 4.00 - Others (to statutory authorities etc.): 11.49, 12.36 TOTAL: - 45.73, 41.81 **SECTION: Notes to the Standalone Financial Statements** **SECTION: For the year ended 31st March, 2024 (` in Crores)** **SECTION: For the year ended 31st March, 2023 (` in Crores)** 26. Other Expenses: 31st March, 2024, 31st March, 2023 - Power and fuel: 1083.65, 1199.84 - Consumption of stores and spare parts: 442.94, 446.03 - Contract processing charges: 1046.72, 941.72 - Rent: 277.10, 239.68 - Rates and taxes: 243.20, 153.02 - Insurance: 129.41, 132.43 - Repairs: - Buildings: 116.59, 104.80 - Machinery: 339.45, 325.43 - Others: 93.28, 81.43 - Maintenance and upkeep: 349.74, 312.93 - Outward freight and handling charges: 1582.34, 1648.69 - Warehousing charges: 244.35, 233.72 - Advertising / Sales promotion: 1420.31, 1155.71 - Market research: 193.97, 153.38 - Design and product development: 45.09, 48.08 - Hotel reservation / Marketing expenses: 68.03, 56.76 - Retail accessories: 224.19, 224.54 - Brokerage and discount - sales: 14.78, 17.82 - Commission to selling agents: 19.85, 18.92 - Doubtful and bad debts: 9.23, (0.93) - Doubtful and bad advances, loans and deposits: 25.03, 1.16 - Bank and credit card charges: 30.21, 31.77 - Information technology services: 366.82, 311.31 - Travelling and conveyance: 310.16, 266.31 - Training and development: 24.44, 18.55 - Legal expenses: 34.55, 37.07 - Consultancy / Professional fees: 207.66, 175.52 - Postage, telephone etc.: 18.25, 19.48 - Printing and stationery: 17.97, 16.66 - (Gain) / Loss on sale of property, plant and equipment - Net: (52.94), 4.88 - Loss on sale of stores and spare parts - Net: 2.09, 1.45 - Miscellaneous expenses: 1319.41, 1271.00 TOTAL: - 10247.87, 9649.16 Miscellaneous expenses include: ``` ``` **SECTION: Auditors’ Remuneration and Expenses** Auditors’ remuneration excludes remuneration for services amounting to ₹ 1.90 Crores (2023 - ₹ 2.44 Crores) rendered by network firm/entity which is a part of the network of which auditor is a member firm. In addition to the above, ₹ 0.25 Crore (2023 - Nil) has been paid to the Statutory Auditors in respect of certification fees relating to the proposed demerger which are disclosed under exceptional items [Refer Note 28(i)]. **Auditors’ Fees Breakdown:** - Audit fees: 3.85, 3.40 - Tax audit fees: 0.85, 0.70 - Fees for limited review: 1.62, 1.40 - Fees for other services: 1, 0.43, 0.44 - Reimbursement of expenses: 0.19, 0.22 *Excluding taxes.* --- **SECTION: Notes to the Standalone Financial Statements** **SECTION: For the year ended 31st March, 2024** **Income Tax Expenses:** - A. Amount recognised in profit or loss: - Current tax: - Income tax for the year: 6138.25, 6019.69 - Adjustments / (credits) related to previous years - Net: (477.04), 5.63 - Total current tax: 5661.21, 6025.32 - Deferred tax: - Deferred tax for the year: 223.99, (22.59) - Adjustments / (credits) related to previous years - Net: 8.60, (5.63) - Total deferred tax: 232.59, (28.22) - TOTAL: 5893.80, 5997.10 - B. Amount recognised in other comprehensive income: - The tax (charge) / credit arising on income and expenses recognised in other comprehensive income is as follows: - On items that will not be reclassified to profit or loss: - Remeasurements gains / (losses) on defined benefit plans: 5.79, 5.00 - Equity instruments through other comprehensive income: (237.14), – - Related to designated portion of hedging instruments in cash flow hedges: 2.63, (5.34) - TOTAL: (228.72), (0.34) - On items that will be reclassified to profit or loss: - Related to designated portion of hedging instruments in cash flow hedges: (4.96), 11.94 - Debt instruments through other comprehensive income: (4.51), 8.81 - TOTAL: (238.19), 20.41 - C. Amount recognised directly in equity: - The income tax (charged) / credited directly to equity during the year is as follows: - Deferred tax: - Arising on gains / (losses) of hedging instruments in cash flow hedges transferred to the initial carrying amounts of hedged items: (2.74), 2.62 - TOTAL: (2.74), 2.62 - D."
"Reconciliation of effective tax rate: - The income tax expense for the year can be reconciled to the accounting profit as follows: - Profit before tax: 26315.77, 24750.41 - Income tax expense calculated @ 25.168% (2023 - 25.168%): 6623.15, 6229.18 - Effect of tax relating to uncertain tax positions: 34.90, 25.29 - Effect of different tax rate on certain items: (115.87), (162.27) - Effect of Income not taxable: (64.91), (76.60) - Other differences: (115.03), (18.50) - Total: 6362.24, 5997.10 - Adjustments recognised in the current year in relation to the current tax of prior years*: (468.44), – - Income tax recognised in profit or loss: 5893.80, 5997.10 *The tax rate of 25.168% (22% + surcharge @10% and cess @4%) used for the year 2023-24 and 2022-23 is the corporate tax rate applicable on taxable profits under the Income-tax Act, 1961. The Company has reassessed its provisions relating to uncertain tax positions for earlier years based on a favourable order of the Honʼble Supreme Court received during the year. This has resulted in a credit of ₹ 468.44 Crores in the Current Tax expense for the year ended 31st March, 2024.* --- **SECTION: 28. Additional Notes to the Financial Statements** **SECTION: (i)** The Board of Directors of the Company at its meeting held on August 14, 2023 has, subject to necessary approvals, approved a Scheme of Arrangement amongst ITC Limited (‘Demerged Company’) and ITC Hotels Limited (‘Resulting Company’) and their respective shareholders and creditors under Section 230 to 232 read with the other applicable provisions of the Companies Act, 2013 (‘Scheme’). The Scheme provides for demerger of the Demerged Undertaking comprising the Hotels Business of the Demerged Company into the Resulting Company on a going concern basis and the consequent issuance of Equity Shares by the Resulting Company to all the shareholders of the Demerged Company as per the Share Entitlement Ratio. **SECTION: (ii) Earnings per Share:** - (a) Profit for the year (₹ in Crores): 20421.97, 18753.31 - (b) Weighted average number of Ordinary shares outstanding for the purpose of basic earnings per share: 12,46,10,58,425, 12,38,15,12,709 - (c) Effect of potential Ordinary shares on Employee Stock Options outstanding: 2,80,92,231, 3,28,14,400 - (d) Weighted average number of Ordinary shares in computing diluted earnings per share [(b) + (c)]: 12,48,91,50,656, 12,41,43,27,109 - (e) Earnings per share on profit for the year (Face Value ₹ 1.00 per share): - – Basic [(a) / (b)]: 16.39, 15.15 - – Diluted [(a) / (d)]: 16.35, 15.11 **SECTION: (iii)** Amount required to be spent by the Company during the year as per Section 135 read with Section 198 of the Companies Act, 2013 - ₹ 403.47 Crores (2023 - ₹ 364.91 Crores) being 2% of the average Net Profit of the Company. Expenditure incurred during the year is ₹ 404.05 Crores (2023 - ₹ 365.50 Crores) comprising employee benefits expense of ₹ 15.52 Crores (2023 - ₹ 14.33 Crores) and other expenses of ₹ 388.53 Crores (2023 - ₹ 351.17 Crores), of which ₹ 30.60 Crores (2023 - ₹ 62.71 Crores) is accrued for payment as on 31st March, 2024. Such CSR expenditure does not include any spends on construction/acquisition of assets. Amount available for set off in succeeding financial years is ₹ 1.93 Crores (2023 - ₹ 1.35 Crores). **SECTION: (iv)** Research and Development expenses for the year amount to ₹ 170.37 Crores (2023 - ₹ 161.31 Crores). **SECTION: (v) Contingent Liabilities and Commitments:** **SECTION: (a) Contingent Liabilities** Claims against the Company not acknowledged as debts ₹ 963.29 Crores (2023 - ₹ 875.28 Crores), including interest on claims, where applicable, estimated to be ₹ 314.23 Crores (2023 - ₹ 283.62 Crores). These comprise: - Excise duty, VAT/sales taxes, GST and other indirect taxes claims disputed by the Company relating to issues of applicability and classification aggregating ₹ 645.81 Crores (2023 - ₹ 585.19 Crores), including interest on claims, where applicable, estimated to be ₹ 288.56 Crores (2023 - ₹ 261.96 Crores). - Local Authority taxes/cess/royalty on property, utilities etc. claims disputed by the Company relating to issues of applicability and determination aggregating ₹ 264.79 Crores (2023 - ₹ 239.94 Crores), including interest on claims, where applicable, estimated to be ₹ 18.72 Crores (2023 - ₹ 15.09 Crores). - Third party claims arising from disputes relating to contracts aggregating ₹ 41.27 Crores (2023 - ₹ 31.79 Crores), including interest on claims, where applicable, estimated to be ₹ 0.29 Crore (2023 - ₹ 0.17 Crore)."
"- Other matters ₹ 11.42 Crores (2023 - ₹ 18.36 Crores), including interest on other matters, where applicable, estimated to be ₹ 6.66 Crores (2023 - ₹ 6.40 Crores). **SECTION: (b) Commitments** Estimated amount of contracts remaining to be executed on capital accounts and not provided for ₹ 896.78 Crores (2023 - ₹ 1403.04 Crores). Uncalled liability on partly paid-up shares and other investments is ₹ 50.86 Crores (2023 - ₹ 60.71 Crores). **SECTION: (vi) Employee Benefit Plans** **SECTION: Description of Plans** The Company makes contributions to both Defined Benefit and Defined Contribution Plans for qualifying employees. These Plans are administered through approved Trusts, which operate in accordance with the Trust Deeds, Rules and applicable Statutes. The concerned Trusts are managed by Trustees who provide strategic guidance with regard to the management of their investments and liabilities and also periodically review their performance. Provident Fund, Pension and Gratuity Benefits are funded and Leave Encashment Benefits are unfunded in nature. The Defined Benefit Pension Plans are based on employees’ pensionable remuneration and length of service. Under the Provident Fund, Gratuity and Leave Encashment Schemes, employees are entitled to receive lump sum benefits. **SECTION: (a) Defined Benefit Plans:** The liabilities arising in the Defined Benefit Schemes are determined in accordance with the advice of independent, professionally qualified actuaries, using the projected unit credit method. The Company makes regular contributions to these Defined Benefit Plans. Additional contributions are made to these plans as and when required based on actuarial valuation. Some Group companies also participate in these Plans. These participating Group companies make contributions to the Plans for their respective employees on a uniform basis and each entity ascertains their obligation through actuarial valuation. The net Defined benefit cost is recognised by these companies in their respective Financial Statements. **SECTION: Risk Management** The Defined Benefit Plans expose the Company to risk of actuarial deficit arising out of investment risk, interest rate risk and salary cost inflation risk. - Investment Risk: This may arise from volatility in asset values due to market fluctuations and impairment of assets due to credit losses. These Plans primarily invest in debt instruments such as Government securities and highly rated corporate bonds – the valuation of which is inversely proportional to the interest rate movements. - Interest Rate Risk: The present value of Defined Benefit Plan liability is determined using the discount rate based on the market yields prevailing at the end of reporting period on Government securities. A decrease in yields will increase the fund liabilities and vice-versa. - Salary Cost Inflation Risk: The present value of the Defined Benefit Plan liability is calculated with reference to the future salaries of participants under the Plan. Increase in salary might lead to higher liabilities. These Plans have a relatively balanced mix of investments in order to manage the above risks. The investment strategy is designed based on the interest rate scenario, liquidity needs of the Plans and pattern of investment as prescribed under various statutes. The Trustees regularly monitor the funding and investments of these Plans. Risk mitigation systems are in place to ensure that the health of the portfolio is regularly reviewed and investments do not pose any significant risk of impairment. Periodic audits are conducted to ensure adequacy of internal controls. Pension obligation of the employees is secured by purchasing annuities thereby de-risking the Plans from future payment obligation. ``` ``` **SECTION: Pension and Other Benefits** For the year ended 31st March, 2024, the following data is presented regarding the Defined Benefit Obligation (DBO): **Change in Defined Benefit Obligation (DBO)** | Item | Pension | Gratuity | Leave Encashment | Pension (2023) | Gratuity (2023) | Leave Encashment (2023) | |---|---|---|---|---|---|---| | 1. Present Value of DBO at the beginning of the year | 878.89 | 439.40 | 154.53 | 897.75 | 416.05 | 144.48 | | 2. Current Service Cost | 37.63 | 33.48 | 12.87 | 41.32 | 32.14 | 12.23 | | 3. Past Service Cost | – | – | – | – | – | – | | 4. Interest Cost | 62.89 | 31.13 | 11.06 | 57.04 | 26.45 | 9.18 | | 5. Remeasurement gains / (losses) | – | – | – | – | – | – | | a. Effect of changes in demographic assumptions | 1.65 | 0.74 | 0.42 | – | – | – | | b."
"Effect of changes in financial assumptions | 25.08 | 17.30 | 6.00 | (10.44) | (13.10) | (2.80) | | c. Changes in asset ceiling (excluding interest income) | – | – | – | – | – | – | | d. Effect of experience adjustments | (26.79) | 23.27 | 0.60 | (1.31) | 26.27 | 8.33 | | 6. Curtailment Cost / (Credits) | – | – | – | – | – | – | | 7. Settlement Cost / (Credits) | – | – | – | – | – | – | | 8. Liabilities assumed in business combination | – | – | – | – | – | – | | 9. Effects of transfer In / (Out) | (0.07) | – | – | (0.06) | – | – | | 10. Benefits Paid | (80.63) | (48.55) | (14.00) | (105.41) | (48.41) | (16.89) | | 11. Present Value of DBO at the end of the year | 898.65 | 496.77 | 171.48 | 878.89 | 439.40 | 154.53 | **Best Estimate of Employers’ Expected Contribution for the next year** | Item | Pension | Gratuity | |---|---|---| | – Pension | 41.28 | 86.28 | | – Gratuity | 96.95 | 67.09 | **SECTION: Notes to the Standalone Financial Statements** **SECTION: 28. Additional Notes to the Financial Statements (Contd.)** For the year ended 31st March, 2024 (` in Crores): | Item | Pension | Gratuity | Leave Encashment | Pension (2023) | Gratuity (2023) | Leave Encashment (2023) | |---|---|---|---|---|---|---| | VI Change in Fair Value of Assets | 854.51 | 423.43 | – | 882.68 | 401.92 | – | | 1. Plan Assets at the beginning of the year | 854.51 | 423.43 | – | 882.68 | 401.92 | – | | 2. Asset acquired in Business Combination | – | – | – | – | – | – | | 3. Interest Income | 66.54 | 33.08 | – | 58.63 | 27.86 | – | | 4. Remeasurement Gains / (Losses) on plan assets | 21.85 | 3.45 | – | (13.71) | (1.15) | – | | 5. Actual Company Contributions | 57.75 | 47.35 | – | 32.38 | 43.21 | – | | 6. Benefits Paid | (80.63) | (48.55) | – | (105.41) | (48.41) | – | | 7. Effects of transfer In / (Out) | (0.07) | – | – | (0.06) | – | – | | 8. Plan Assets at the end of the year | 919.95 | 458.76 | – | 854.51 | 423.43 | – | **SECTION: VII Actuarial Assumptions** As at 31st March, 2024 and 31st March, 2023: | Item | Discount Rate (%) | Discount Rate (%) | |---|---|---| | 1. Pension | 7.00 | 7.50 | | 2. Gratuity | 7.00 | 7.50 | | 3. Leave Encashment | 7.00 | 7.50 | The estimates of future salary increases, generally between 4% to 6%, considered in actuarial valuations take account of inflation, seniority, promotion, and other relevant factors such as supply and demand factors in the employment market. **SECTION: VIII Major Category of Plan Assets as a % of the Total Plan Assets** As at 31st March, 2024 and 31st March, 2023: | Item | As at 31st March, 2024 | As at 31st March, 2023 | |---|---|---| | 1. Government Securities / Special Deposit with RBI | 15.32% | 16.12% | | 2. High Quality Corporate Bonds | 11.62% | 11.06% | | 3. Insurer Managed Funds* | 61.69% | 63.00% | | 4. Mutual Funds | 6.83% | 5.09% | | 5. Cash and Cash Equivalents | 4.54% | 4.73% | | 6. Term Deposits | – | – | * In the absence of detailed information regarding plan assets which is funded with Insurance Companies, the composition of each major category of plan assets, the percentage or amount for each category to the fair value of plan assets has not been disclosed. The fair value of Government securities, corporate bonds, and mutual funds are determined based on quoted market prices in active markets. The employee benefit plans do not hold any securities issued by the Company. **SECTION: IX Basis used to determine the Expected Rate of Return on Plan Assets** The expected rate of return on plan assets is based on the current portfolio of assets, investment strategy, and market scenario."
"In order to protect the capital and optimize returns within acceptable risk parameters, the plan assets are well diversified. **SECTION: X Net Asset / (Liability) recognised in Balance Sheet (including experience adjustment impact)** | Item | Pension | Gratuity | Leave Encashment | Pension (2023) | Gratuity (2023) | Leave Encashment (2023) | |---|---|---|---|---|---|---| | 1. Present Value of Defined Benefit Obligation | 898.65 | 496.77 | 171.48 | 878.89 | 439.40 | 154.53 | | 2. Fair Value of Plan Assets | 919.95 | 458.76 | – | 854.51 | 423.43 | – | | 3. Status [Surplus / (Deficit)] | 21.30 | (38.01) | (171.48) | (24.38) | (15.97) | (154.53) | | 4. Experience Adjustment of Plan Assets [Gain / (Loss)] | 21.85 | 3.45 | – | (13.71) | (1.15) | – | | 5. Experience Adjustment of obligation [(Gain) / Loss] | (26.79) | 23.27 | 0.60 | (1.31) | 26.27 | 8.33 | **SECTION: XI Sensitivity Analysis** The Sensitivity Analysis below has been determined based on reasonably possible change of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant. These sensitivities show the hypothetical impact of a change in each of the listed assumptions in isolation. | Item | DBO as at 31st March, 2024 | DBO as at 31st March, 2023 | |---|---|---| | 1. Discount Rate + 100 basis points | 1479.71 | 1392.74 | | 2. Discount Rate - 100 basis points | 1664.94 | 1563.32 | | 3. Salary Increase Rate + 1% | 1658.44 | 1557.24 | | 4. Salary Increase Rate – 1% | 1483.91 | 1395.05 | **SECTION: Maturity Analysis of the Benefit Payments** | Item | As at 31st March, 2024 | As at 31st March, 2023 | |---|---|---| | 1. Year 1 | 203.80 | 216.14 | | 2. Year 2 | 266.30 | 214.54 | | 3. Year 3 | 206.05 | 197.58 | | 4. Year 4 | 131.17 | 182.67 | | 5. Year 5 | 108.20 | 115.26 | | 6. Next 5 Years | 570.92 | 499.51 | **SECTION: (vii) Leases** **SECTION: As a Lessee** The Company’s significant leasing arrangements are in respect of operating leases for land, buildings (comprising licensed properties, residential premises, office premises, stores, warehouses, etc.) and plant & equipment. These arrangements generally range between 2 years and 10 years, except for certain land and building leases where the lease term ranges up to 99 years. The lease arrangements have extension/termination options exercisable by either party which may make the assessment of lease term uncertain. The total cash outflow for leases for the year is ` 414.06 Crores (2023 - ` 412.57 Crores) [including payments of ` 324.74 Crores (2023 - ` 329.16 Crores) in respect of short-term/low-value leases and variable lease payments of ` 6.84 Crores (2023 - ` 5.90 Crores)]. The sensitivity of variable lease payments and effect of extension/termination options not included in measurement of lease liabilities is not material. **SECTION: The undiscounted maturities of lease liabilities over the remaining lease term is as follows:** | Term | As at 31st March, 2024 | As at 31st March, 2023 | |---|---|---| | Not later than three years | 166.40 | 172.10 | | Later than three years and not later than ten years | 159.66 | 167.52 | | Later than ten years and not later than twenty-five years | 211.92 | 216.82 | | Later than twenty-five years and not later than fifty years | 201.71 | 205.12 | | Later than fifty years | 184.74 | 192.86 | **SECTION: As a Lessor** The Company has leased out its investment properties, etc. under operating lease for periods ranging up to 30 years. Lease payments are structured with periodic escalations consistent with the prevailing market conditions. There are no variable lease payments."
"**SECTION: The undiscounted minimum lease payments to be received over the remaining non-cancellable term on an annual basis are as follows:** | Term | As at 31st March, 2024 | As at 31st March, 2023 | |---|---|---| | 1st year | 18.53 | 1.43 | | 2nd year | 18.39 | 0.89 | | 3rd year | 8.33 | 0.75 | | 4th year | 0.84 | 0.61 | | 5th year | 0.88 | 0.64 | | Beyond 5 years | 26.62 | 26.31 | **SECTION: (viii) Under the terms of the Joint Venture Agreement (JVA)** Logix Developers Private Limited (LDPL) (CIN: U70101DL2010PTC207640) was to develop a luxury hotel-cum-service apartment complex. However, Logix Estates Private Limited, Noida, the JV partner communicated its intention to explore alternative development plans to which the Company reiterated that it was committed only to the project as envisaged in the JVA. The JV partner refused to progress the project and instead expressed its intent to exit the JV by selling its stake to the Company and subsequently proposed that both parties should find a third party to sell the entire shareholding in LDPL. The resultant deadlock has stalled the project. The Company’s petition that the affairs of the JV are being conducted in a manner that is prejudicial to the interest of the Company and the JV entity, as also a petition for winding up of LDPL filed by Logix Estates, are currently before the Hon’ble National Company Law Tribunal. New Okhla Industrial Development Authority (NOIDA), vide letter dated 6th July, 2022, cancelled the sub-lease for the land on which the project was to be constructed on account of non-payment of lease installments and non-fulfilment of the conditions of the sub-lease, including forfeiture of the amount deposited. Upon cancellation of the sub-lease, LDPL is evaluating all options to pursue its rights. The financial statements of LDPL for the year ended 31st March, 2024 are yet to be approved by its Board of Directors. **SECTION: (ix) During the year, the Company acquired, in aggregate, 2,443 Equity Shares of Rs. 10/- each and 9,571 Compulsorily Convertible Preference Shares of Rs. 10/- each of Sproutlife Foods Private Limited (‘Sproutlife’) for an aggregate consideration of ` 225.00 crores (Refer Note 4), consequent to which the Company’s shareholding in Sproutlife aggregated 44.74% of its share capital, on a fully diluted basis, as on 31st March, 2024. Sproutlife became an associate of the Company with effect from 4th May, 2023. The Company has agreed to acquire 100% of the share capital (on a fully diluted basis) of Sproutlife over a time period of about three to four years from the execution of the transaction documents. Further infusion of ` 30 crores will be made through a primary subscription by 31st March, 2025 or such other later date as may be mutually agreed upon, based on pre-agreed pre-money valuation, taking the Company’s shareholding in Sproutlife to 47.5%, on a fully diluted basis. The consideration for acquisition of the balance stake of 52.5% will be determined based on pre-agreed valuation criteria and fulfilment of applicable terms and conditions. **SECTION: (x) During the year, the Company has divested its entire shareholding, i.e., 26.00% of the paid-up share capital, held in Espirit Hotels Private Limited (Espirit), consequent to which Espirit ceased to be a joint venture of the Company. **SECTION: (xi) The Ministry of Corporate Affairs (MCA) had issued the Companies (Indian Accounting Standards) (Amendment) Rules, 2023 on 31st March, 2023 amending the following Ind AS, which are effective for annual periods beginning on or after 1st April, 2023:** - Ind AS 1, ‘Presentation of Financial Statements’ - This amendment requires companies to disclose their material accounting policies rather than their significant accounting policies. Consequently, the Company has disclosed material accounting policies. There is no impact on the standalone financial statements. - Ind AS 12 ‘Income Taxes’ - This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions that give rise to equal and offsetting temporary differences. The amendments clarify how companies account for deferred tax on transactions such as leases. The Company previously recognised for deferred tax on leases on a net basis. Pursuant to the aforementioned amendment, the Company has grossed-up the deferred tax assets (DTA) and deferred tax liabilities (DTL) recognised in relation to leases by ` 70.05 Crores each w.e.f. 1st April, 2022."
"However, the said gross-up has no impact on the net deferred tax liabilities/expense presented in the standalone financial statements. **SECTION: (xii) Information in respect of Options granted under the Company’s Employee Stock Option Schemes (‘Schemes’):** ``` ``` **SECTION: ITC Employee Stock Option Scheme - 2006 and 2010** 1. **Date of Shareholders’ approval:** - 22-01-2007 (2006 Scheme) - 23-07-2010 (2010 Scheme) 2. **Total number of Options approved under the Schemes:** - Options equivalent to 37,89,18,503 Ordinary Shares of ₹1.00 each (Adjusted for Bonus Shares issued in terms of Shareholders’ approval) for the 2006 Scheme. - Options equivalent to 55,60,44,823 Ordinary Shares of ₹1.00 each (Adjusted for Bonus Shares issued in terms of Shareholders’ approval) for the 2010 Scheme. 3. **Vesting Schedule:** - The vesting period for conversion of Options is as follows: - On completion of 12 months from the date of grant of the Options: 30% vests - On completion of 24 months from the date of grant of the Options: 30% vests - On completion of 36 months from the date of grant of the Options: 40% vests 4. **Pricing Formula:** - The Pricing Formula, as approved by the Shareholders of the Company, is such price, as determined by the Nomination & Compensation Committee, which is no lower than the closing price of the Company’s Share on National Stock Exchange of India Limited (‘the NSE’) on the date of grant, or the average price of the Company’s Share in the six months preceding the date of grant based on the daily closing price on the NSE, or the ‘market price’ as defined from time to time under the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. The Options have been granted at ‘market price’ as defined under the aforesaid Regulations. 5. **Maximum term of Options granted:** - Five years - the exercise period commences from the date of vesting of the Options granted and expires at the end of five years from the date of vesting. 6. **Source of Shares:** - Primary 7. **Variation in terms of Options:** - None --- **SECTION: Additional Notes to the Financial Statements** **SECTION: Method used for accounting of share-based payment plans and effect of employee share based plans on the entity’s profit or loss for the period and on its financial position** - The employee compensation cost has been calculated using the fair value method of accounting for Options issued under the Company’s Employee Stock Option Schemes. The employee compensation cost as per fair value method for the financial year 2023-24 is ₹103.10 Crores (2023 - ₹58.50 Crores); for the group entities, such compensation cost is ₹5.54 Crores (2023 - ₹2.61 Crores) [Refer Note 24]. **SECTION: Nature and extent of employee share based payment plans that existed during the period including the general terms and conditions of each plan** - In addition to the terms and conditions provided in the table under Serial Nos. (3) to (5) hereinbefore, each Option entitles the holder thereof to apply for and be allotted ten Ordinary Shares of the Company of ₹1.00 each upon payment of the exercise price during the exercise period."
"**SECTION: Weighted average exercise prices and weighted average fair values of Options whose exercise price either equals or exceeds or is less than the market price of the stock** - Weighted average exercise price per Option: ₹4530.73 - Weighted average fair value per Option: ₹1064.83 **SECTION: Option movements during the year** - **Options outstanding at the beginning of the year:** - ITC Employee Stock Option Scheme - 2006: 2,85,808 - ITC Employee Stock Option Scheme - 2010: 1,29,23,671 - **Options granted during the year:** - ITC Employee Stock Option Scheme - 2010: 15,16,450 - **Options cancelled and lapsed during the year:** - ITC Employee Stock Option Scheme - 2006: 95,59,989 - **Options vested and exercisable during the year (net of Options lapsed and exercised):** - ITC Employee Stock Option Scheme - 2006: 43,950 - ITC Employee Stock Option Scheme - 2010: 8,36,370 - **Options exercised during the year:** - ITC Employee Stock Option Scheme - 2006: 87,039 - ITC Employee Stock Option Scheme - 2010: 55,83,334 - **Number of Ordinary Shares of ₹1.00 each arising as a result of exercise of Options during the year:** - ITC Employee Stock Option Scheme - 2006: 8,70,390 - ITC Employee Stock Option Scheme - 2010: 5,58,33,340 - **Options outstanding at the end of the year:** - ITC Employee Stock Option Scheme - 2006: 1,97,814 - ITC Employee Stock Option Scheme - 2010: 87,96,798 - **Options exercisable at the end of the year:** - ITC Employee Stock Option Scheme - 2006: 1,71,284 - ITC Employee Stock Option Scheme - 2010: 58,80,098 - **Money realised by exercise of the Options during the year (₹ in Crores):** - ITC Employee Stock Option Scheme - 2006: 20.74 - ITC Employee Stock Option Scheme - 2010: 1422.09 --- **SECTION: Summary of the status of Options:** - **As at 31st March, 2024:** - Outstanding at the beginning of the year: 1,32,09,479 (Weighted Average Exercise Price: ₹2655.20) - Granted during the year: 15,16,450 (Weighted Average Exercise Price: ₹4530.73) - Lapsed during the year: 60,944 (Weighted Average Exercise Price: ₹2739.44) - Exercised during the year: 56,70,373 (Weighted Average Exercise Price: ₹2544.51) - Outstanding at the end of the year: 89,94,612 (Weighted Average Exercise Price: ₹3040.61) - Options exercisable at the end of the year: 60,51,382 - Weighted average share price of Shares arising upon exercise of Options: ₹2657.61 --- **SECTION: Summary of Options outstanding, scheme-wise:** - **As at 31st March, 2024:** - ITC Employee Stock Option Scheme - 2006: 1,97,814 (Range of Exercise Prices: ₹1698.00 – ₹3463.50, Weighted average remaining contractual life: 3.19) - ITC Employee Stock Option Scheme - 2010: 87,96,798 (Range of Exercise Prices: ₹1698.00 – ₹4534.50, Weighted average remaining contractual life: 3.37) --- **SECTION: Description of the method used during the year to estimate the fair values of Options** - The fair value of each Option is estimated using the Black Scholes Option Pricing model. - Weighted average exercise price per Option: ₹4530.73 - Weighted average fair value per Option: ₹1064.83 **SECTION: Significant assumptions used to ascertain the above:** - (i) Risk-free interest rate: 7.28% - (ii) Expected life: 4.61 years - (iii) Expected volatility: 23.69% - (iv) Expected dividends: 3.41% - (v) The price of the underlying shares in market at the time of Option grant: ₹4530.73 (One Option = Ten Ordinary Shares) --- **SECTION: Methodology for determination of expected volatility** - The volatility used in the Black Scholes Option Pricing model is the annualised standard deviation of the continuously compounded rates of return on the stock over a period of time. The period considered for the working is commensurate with the expected life of the Options and is based on the daily volatility of the Company’s stock price on NSE. The Company has incorporated the early exercise of Options by calculating expected life on past exercise behaviour. There are no market conditions attached to the grant and vest. --- **SECTION: Options granted to Directors and Senior managerial personnel** - **Name and Designation:** - S. Puri, Chairman & Managing Director: 1,34,500 Options - S. Dutta, Executive Director & Chief Financial Officer: 67,250 Options - H. Malik, Executive Director: 18,750 Options - B. Sumant, Executive Director: 67,250 Options - S. Kaul, Group Head - ITD, MAB, Start-up Ventures, LSTC & Quality: 18,750 Options - A. K. Rajput, President - Corporate Affairs: 18,750 Options - S. Sivakumar, Group Head - Agri Business, IT, Sustainability, CSR & EHS: 18,750 Options - R. K."
"Singhi, Executive Vice President & Company Secretary: 11,050 Options The aforesaid Options were granted at the exercise price of ₹4534.50 per Option, being the ‘market price’ as defined under the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. --- **SECTION: Information in respect of Stock Appreciation Linked Reward Plan** 1. **Nature and extent of Stock Appreciation Linked Reward Plan:** - ITC Employee Cash Settled Stock Appreciation Linked Reward Plan (ITC ESAR Plan). Under the ITC ESAR Plan, the eligible employees receive cash on vesting of SAR units, equivalent to the difference between the grant price and the market price of the share on vesting of SAR units subject to the terms and conditions specified in the Plan. 2. **Settlement Method:** - Cash – Settled 3. **Vesting period and maximum term of SAR granted:** - Over a period of five years from the date of grant in accordance with the Plan. 4. **Method used to estimate the fair value of SAR granted:** - Black Scholes Option Pricing model. The said model considers inputs such as Risk-free interest rate, Expected life, Expected volatility, Expected dividend, Market price etc. The number of SAR units outstanding as at 31st March, 2024 is 9,31,606 (2023 - 25,00,251) and the weighted average fair value at measurement date is ₹1103.96 (2023 - ₹980.89) per SAR unit. 5. **Total cost recognised in the profit or loss:** - The cost has been calculated using the fair value method of accounting for SAR units issued under the ITC ESAR Plan. The employee benefits expense as per fair value method for the financial year 2023-24 is ₹32.06 Crores (2023 - ₹208.62 Crores) and ₹1.43 Crores (2023 - ₹7.51 Crores) for group entities. The amount carried in the Balance Sheet as a non-current financial liability is ₹13.76 Crores (2023 - ₹69.38 Crores) and as a current financial liability is ₹71.14 Crores (2023 - ₹118.80 Crores). --- **SECTION: Trade Payables ageing schedule** - **Outstanding for following periods from due date of payment as at 31st March, 2024:** - MSME: ₹31.86 (Not Due) - Others: ₹639.77 (Total) - Disputed Dues – Others: ₹0.28 - **SUB-TOTAL:** ₹671.63 - **TOTAL:** ₹4489.55 - **Outstanding for following periods from due date of payment as at 31st March, 2023:** - MSME: ₹44.01 (Not Due) - Others: ₹582.85 (Total) - Disputed Dues – Others: ₹0.28 - **SUB-TOTAL:** ₹626.86 - **TOTAL:** ₹4351.26 --- **SECTION: Micro, Small and Medium scale business entities** - There are no Micro, Small and Medium Enterprises to whom the Company owes dues, which are outstanding for more than 45 days during the year and also as at 31st March, 2024. --- **SECTION: Financial Ratios** - **Current Ratio (in times):** 2.91 (2024), 2.84 (2023) - **Return on Equity Ratio (in %):** 29.22 (2024), 28.99 (2023) - **Inventory Turnover Ratio (in times):** 5.98 (2024), 6.75 (2023) - **Trade Receivables Turnover Ratio (in times):** 24.66 (2024), 32.51 (2023) - **Trade Payables Turnover Ratio (in times):** 8.39 (2024), 8.99 (2023) - **Net Capital Turnover Ratio (in times):** 2.94 (2024), 3.05 (2023) - **Net Profit Ratio (in %):** 29.42 (2024), 26.91 (2023) - **Return on Capital Employed (in %):** 37.97 (2024), 38.72 (2023) - **Return on Investment (in %):** 8.91 (2024), 6.79 (2023) --- **SECTION: Figures presented as “…” are below the rounding off norm adopted by the Company.** **SECTION: Figures for the previous year are re-arranged, wherever necessary, to conform to the figures of the current period. The same does not have any material impact on the standalone financial statements.** **SECTION: The standalone financial statements were approved for issue by the Board of Directors on 23rd May, 2024. Such financial statements are required to be placed before the shareholders for adoption in terms of Companies Act, 2013.** ``` ``` **SECTION: ITC Limited REPORT AND ACCOUNTS 2024** **SECTION: Notes to the Standalone Financial Statements** **SECTION: 29. Segment Reporting** Segment Revenue - Gross: - Year 2024: - FMCG - Cigarettes: 30596.59 - FMCG - Others: 20966.83 - FMCG - Total: 51563.42 - Hotels: 2989.50 - Agri Business: 15791.83 - Paperboards, Paper and Packaging: 8344.40 - Segment Total: 78689.15 - Eliminations: (9242.95) - Gross Revenue from sale of products and services: 69446.20 - Year 2023: - FMCG - Cigarettes: 28206.83 - FMCG - Others: 19122.50 - FMCG - Total: 47329.33 - Hotels: 2585.03 - Agri Business: 18172.34 - Paperboards, Paper and Packaging: 9081.35 - Segment Total: 77168.05 - Eliminations: (7687.16) - Gross Revenue from sale of products and services: 69480.89 **SECTION: 2."
"Segment Results** Segment Results: - Year 2024: - FMCG - Cigarettes: 19089.17 - FMCG - Others: 1778.55 - FMCG - Total: 20867.72 - Hotels: 753.77 - Agri Business: 1254.43 - Paperboards, Paper and Packaging: 1377.60 - Segment Total: 24253.52 - Eliminations: (196.05) - Total: 24057.47 - Year 2023: - FMCG - Cigarettes: 17927.06 - FMCG - Others: 1374.18 - FMCG - Total: 19301.24 - Hotels: 541.90 - Agri Business: 1327.74 - Paperboards, Paper and Packaging: 2293.99 - Segment Total: 23464.87 - Eliminations: (196.05) - Total: 23487.06 **SECTION: 3. Other Information** Segment Assets and Liabilities: - Year 2024: - FMCG - Cigarettes: Assets: 9160.85, Liabilities: 5248.89 - FMCG - Others: Assets: 12500.83, Liabilities: 2501.71 - FMCG - Total: Assets: 21661.68, Liabilities: 7750.60 - Hotels: Assets: 6683.65, Liabilities: 1157.29 - Agri Business: Assets: 5024.81, Liabilities: 1380.10 - Paperboards, Paper and Packaging: Assets: 9413.71, Liabilities: 1257.39 - Segment Total: Assets: 42783.85, Liabilities: 11545.38 - Unallocated Corporate Assets / Liabilities: 44543.75, 3548.92 - Total: Assets: 87327.60, Liabilities: 15094.30 - Year 2023: - FMCG - Cigarettes: Assets: 7290.67, Liabilities: 5056.90 - FMCG - Others: Assets: 11966.57, Liabilities: 2351.99 - FMCG - Total: Assets: 19257.24, Liabilities: 7408.89 - Hotels: Assets: 6514.91, Liabilities: 940.88 - Agri Business: Assets: 4114.31, Liabilities: 1649.76 - Paperboards, Paper and Packaging: Assets: 9201.17, Liabilities: 1315.17 - Segment Total: Assets: 39087.63, Liabilities: 11314.70 - Unallocated Corporate Assets / Liabilities: 43174.11, 3353.24 - Total: Assets: 82261.74, Liabilities: 14667.94 **SECTION: Notes to the Standalone Financial Statements (Contd.)** 1. The Company’s corporate strategy aims at creating multiple drivers of growth anchored on its core competencies. The Company is currently focused on four business groups: FMCG, Hotels, Paperboards, Paper and Packaging, and Agri Business. The Company’s organisational structure and governance processes are designed to support effective management of multiple businesses while retaining focus on each one of them. The Operating Segments have been reported in a manner consistent with the internal reporting provided to the Corporate Management Committee, which is the Chief Operating Decision Maker. 2. The business groups comprise the following: - FMCG: Cigarettes – Cigarettes, Cigars, etc. - Others – Branded Packaged Foods Businesses (Staples & Meals; Snacks; Dairy & Beverages; Biscuits & Cakes; Chocolates, Coffee & Confectionery); Education and Stationery Products; Personal Care Products; Safety Matches and Agarbattis. - Hotels – Hoteliering. - Paperboards, Paper and Packaging – Paperboards, Paper including Specialty Paper and Packaging including Flexibles. - Agri Business – Agri commodities such as wheat, rice, spices, coffee, soya, and leaf tobacco. 3. The geographical information considered for disclosure are: - Revenue within India. - Revenue outside India. 4. Segment results of ‘FMCG: Others’ are after considering significant business development, brand building, and gestation costs of the Branded Packaged Foods businesses and Personal Care Products business. 5. As stock options and stock appreciation linked reward units are granted under the ITC ESOS and ITC ESARP respectively to align the interests of employees with those of shareholders and also to attract and retain talent for the enterprise as a whole, the charge thereof does not form part of the segment performance reviewed by the Corporate Management Committee. 6. The Company 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. **SECTION: 30. Related Party Disclosures** **SECTION: 1. ENTERPRISES WHERE CONTROL EXISTS:** **SECTION: Subsidiaries:** - Srinivasa Resorts Limited - Fortune Park Hotels Limited - Bay Islands Hotels Limited - WelcomHotels Lanka (Private) Limited, Sri Lanka - Landbase India Limited - Russell Credit Limited and its subsidiary - Greenacre Holdings Limited - Technico Pty Limited, Australia and its subsidiaries - Technico Technologies Inc., Canada - Technico Asia Holdings Pty Limited, Australia and its subsidiary - Technico Horticultural (Kunming) Co. Limited, China - Technico Agri Sciences Limited - Wimco Limited - Pavan Poplar Limited - Prag Agro Farm Limited - ITC Infotech India Limited and its subsidiaries - ITC Infotech Limited, UK - ITC Infotech (USA), Inc. and its subsidiary - Indivate Inc. - ITC Infotech Do Brasil LTDA., Brazil - ITC Infotech Malaysia SDN. BHD. - ITC Infotech France SAS - ITC Infotech GmbH, Germany - ITC Infotech de México, S.A. de C.V. (w.e.f. 17.04.2023) - ITC Infotech Arabia Limited (w.e.f. 17.12.2023) - Gold Flake Corporation Limited - ITC Integrated Business Services Limited and its subsidiary - MRR Trading & Investment Company Limited - Surya Nepal Private Limited and its subsidiary - Surya Nepal Ventures Private Limited (w.e.f."
"03.07.2023) - North East Nutrients Private Limited - ITC IndiVision Limited - ITC Fibre Innovations Limited - ITC Hotels Limited (w.e.f. 28.07.2023) **SECTION: 2. OTHER RELATED PARTIES WITH WHOM THE COMPANY HAD TRANSACTIONS** **SECTION: i) Associates & Joint Ventures:** **SECTION: Associates** - Gujarat Hotels Limited - International Travel House Limited - Delectable Technologies Private Limited - Mother Sparsh Baby Care Private Limited - Sproutlife Foods Private Limited (w.e.f. 04.05.2023) - Tobacco Manufacturers (India) Limited (of which the Company is an associate) and the subsidiaries of its ultimate parent company (British American Tobacco p.l.c.) **SECTION: Associate of the Company’s subsidiary** - ATC Limited – being associate of Gold Flake Corporation Limited **SECTION: Joint Venture** - Maharaja Heritage Resorts Limited **SECTION: Joint Venture of the Company’s subsidiary** - ITC Filtrona Limited (formerly known as ITC Essentra Limited) – being joint venture of Gold Flake Corporation Limited **SECTION: 30. Related Party Disclosures (Contd.)** **SECTION: ii) a) Key Management Personnel (KMP):** - S. Puri, Chairman & Managing Director - S. Dutta, Executive Director & Chief Financial Officer - H. Malik, Executive Director (w.e.f. 12.08.2023) - B. Sumant, Executive Director - S. Banerjee, Non-Executive Director - H. Bhargava, Non-Executive Director - A. M. Bharucha, Non-Executive Director (w.e.f. 12.08.2023) - A. Duggal, Non-Executive Director - M. Gupta, Non-Executive Director - R. Jain, Non-Executive Director (w.e.f 01.01.2024) - S. Mukherjee, Non-Executive Director - A. Nayak, Non-Executive Director - S. Panray, Non-Executive Director - N. Rao, Non-Executive Director - A. K. Seth, Non-Executive Director - M. Shankar, Non-Executive Director - N. Anand, Executive Director (up to 02.01.2024) - P. R. Chittaranjan, Non-Executive Director (up to 31.08.2023) - D. R. Simpson, Non-Executive Director (up to 29.01.2024) **SECTION: Independent Directors** **SECTION: Company Secretary** - R. K. Singhi **SECTION: Members - Corporate Management Committee** - S. Puri - S. Dutta - S. Kaul - H. Malik - A. Rajput - S. Sivakumar - B. Sumant - N. Anand (up to 02.01.2024) **SECTION: b) Related Parties of KMP:** **SECTION: I) Close Members of KMP:** - N. Singhi (wife of R. K. Singhi) - Y. Singhi (son of R. K. Singhi) - T. Anand (wife of N. Anand) (up to 02.01.2024) **SECTION: II) Entities in which KMP / close member of KMP is interested:** - Décor & Design - Bharucha & Partners **SECTION: iii) Employee Trusts:** - IATC Provident Fund - ITC Defined Contribution Pension Fund - ITC Management Staff Gratuity Fund - ITC Employees Gratuity Fund - ITC Gratuity Fund ‘C’ - ITC Pension Fund - ILTD Seasonal Employees Pension Fund - ITC Platinum Jubilee Pension Fund - ITC Bhadrachalam Paperboards Limited Management Staff Pension Fund - ITC Bhadrachalam Paperboards Limited Gratuity Fund ‘A’ - ITC Bhadrachalam Paperboards Limited Gratuity Fund ‘C’ - ITC Hotels Limited Employees Superannuation Scheme ``` ``` **SECTION: Advances and Adjustments** Advances Given during the year: 0.03 Adjustment / Receipt towards Refund of Advances: 0.03 Advances Received during the year: 89.33, 0.12, 981.64, 1813.30, 1070.97, 1813.42 Adjustment / Payment towards Refund of Advances: 27.73, 120.99, 1333.30, 1786.29, 1361.03, 1907.28 Adjustment / Receipt towards Refund of Deposit: 0.05, 0.02, 0.05, -, 0.10, 0.02 Remuneration to KMP: - Short term benefits: 60.59, 59.82 - Other long-term incentives: 40.34, 28.95 - Post employment benefits: 32 - Share Based Payments: **SECTION: Outstanding Balances** i) Receivables: 82.30, 38.61, 29.56, 46.56, 6.24, 16.04, 118.10, 101.21 ii) Advances Given: 21.30, -, 21.30, - iii) Deposits Given: 0.60, 0.60, 0.01, 0.06, 0.03, 0.07, 0.64, 0.73 iv) Advances Taken: 88.56, 26.96, 367.76, 719.42, 456.32, 746.38 v) Deposits Taken: 0.04, 0.04, 0.04, 0.04 vi) Payables: 11.77, 6.25, 5.77, 6.25, 9.65, 20.60, 38.01, 40.35, 65.20, 73.45 **SECTION: Commitments** 0.38, 0.66 **SECTION: The amounts outstanding are unsecured and will be settled in cash.** 1 denotes inter-se transfer of investments by a subsidiary to the Company at book value; 2 Post employment benefits are actuarially determined on an overall basis and hence not separately provided. Payments made on settlement of leave liability upon retirement - ` 1.50 Crores (2023 - ` 2.69 Crores) has not been included in the above; 3 During the year, the Company granted Stock Options to eligible employees, including Executive Directors and KMPs, under its Employee Stock Option Schemes at ‘market price’ [within the meaning of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021]. The Company has also granted Employee Stock Appreciation Linked Reward Units (ESAR Units) to the aforesaid persons in the previous years under the ‘ITC Employee Cash Settled Stock Appreciation Linked Reward Plan’."
"Since such Stock Options and ESAR Units are not tradeable, no perquisite or benefit is immediately conferred upon the employee by grant of such Stock Options / ESAR Units, and accordingly the said grants have not been considered as ‘remuneration’. However, in accordance with Ind AS -102, the Company has recorded employee benefits expense by way of share based payments to employees at ` 135.16 Crores for the year ended 31st March, 2024 (2023 - ` 267.12 Crores), of which ` 30.85 Crores (2023 - ` 35.43 Crores) is attributable to Executive Directors and KMPs. **SECTION: Related Party Disclosures (Contd.)** **SECTION: Information Regarding Significant Transactions / Balances (Generally in excess of 10% of the total transaction value of the same type)** RELATED PARTY TRANSACTIONS SUMMARY - Sale of Goods / Services: - ITC Infotech India Limited: 15.51, 10.66 - Fortune Park Hotels Limited: 7.82, 6.35 - Srinivasa Resorts Limited: 6.95, 5.86 - Purchase of Goods / Services: - ITC Filtrona Limited: 639.27, 438.11 - Acquisition cost of Property, Plant and Equipment: - British American Tobacco (GLP) Limited: 23.70, 36.35 - Sale of Property, Plant and Equipment: - Employee Trust – Pension Funds: 21.30, - - Tobacco Manufacturers (India) Limited: 4690.90, 3648.48 - Investment Purchased from Subsidiary: - ITC IndiVision Limited: 17.74, 9.81 - Investment in Subsidiaries / Associate: - British American Tobacco (GLP) Limited: 4.86, 21.97 - Value of Share Based Payment: - Rent Received: - ITC Infotech India Limited: 0.38, 0.66 - Rent Paid: - Landbase India Limited: 7.59, 6.87 - Remuneration of Managers on Deputation reimbursed: - Remuneration to KMP: - S. Puri: 10.90, 9.96 - N. Anand (related party up to 02.01.2024): 3.95, 5.07 - B. Sumant: 5.52, 4.58 - S. Dutta: 3.08, 2.51 - H. Malik: 1.81, 2.74 - R. K. Singhi: 0.87, 0.72 **SECTION: Notes to the Standalone Financial Statements** **SECTION: Financial Instruments and Related Disclosures** **SECTION: Capital Management** The Company’s financial strategy aims to support its strategic priorities and provide adequate capital to its businesses for growth and creation of sustainable stakeholder value. The Company funds its operations through internal accruals and aims at maintaining a strong capital base to support the future growth of its businesses. During the year, the Company issued 5,67,03,730 Ordinary Shares (2023 - 10,47,61,810 Ordinary Shares) of ` 1.00 each amounting to ` 5.67 Crores (2023 - ` 10.48 Crores) towards its employee stock options. The securities premium stood at ` 14842.78 Crores as at 31st March, 2024 (2023 - ` 13065.62 Crores). **SECTION: Categories of Financial Instruments** Particulars, Note, Carrying Value, Fair Value, Carrying Value, Fair Value A. Financial assets a) Measured at amortised cost i) Cash and cash equivalents: 11, 197.63, 197.63, 206.88, 206.88 ii) Other Bank Balances: 12, 6020.06, 6020.06, 3624.38, 3624.38 iii) Investment in Bonds / Debentures, Preference Shares & Government or Trust Securities: 4, 9, 7384.61, 7238.15, 8154.48, 8174.92 iv) Investment in Mutual Funds: 4, 366.88, 362.91, 346.05, 337.99 v) Loans: 5, 11.73, 11.24, 10.02, 9.35 vi) Trade receivables: 10, 3311.45, 3311.45, 2321.33, 2321.33 vii) Other financial assets: 6, 1220.16, 1173.66, 4282.01, 4234.05 Sub-total: 18512.52, 18315.10, 18945.15, 18908.90 b) Measured at Fair value through OCI i) Investment in Equity shares: 4, 3979.47, 3979.47, 1464.41, 1464.41 ii) Investment in Mutual Funds: 4, 4912.78, 4912.78, 3676.53, 3676.53 Sub-total: 8892.25, 8892.25, 5140.94, 5140.94 c) Measured at Fair value through Profit or Loss i) Investment in Mutual Funds: 9, 9355.06, 9355.06, 8711.14, 8711.14 ii) Investment in Bonds / Debentures, Certificates of Deposit: 9, 2524.47, 2524.47, 5360.34, 5360.34 iii) Investment in Venture Capital Funds: 4, 121.96, 121.96, 119.25, 119.25 iv) Investment in Equity & Preference Shares: 4, 39.34, 39.34, 39.34, 39.34 Sub-total: 12040.83, 12040.83, 14230.07, 14230.07 d) Derivatives measured at fair value i) Derivative instruments not designated as hedging instruments: 6, 2.05, 2.05, 2.68, 2.68 ii) Derivative instruments designated as hedging instruments: 6, 0.53, 0.53, 29.38, 29.38 Sub-total: 2.58, 2.58, 32.06, 32.06 Total financial assets: 39448.18, 39250.76, 38348.22, 38311.97 **SECTION: Financial Instruments and Related Disclosures (Contd.)** Particulars, Note, Carrying Value (` in Crores), Fair Value (` in Crores), Carrying Value (` in Crores), Fair Value (` in Crores) B."
"Financial liabilities a) Measured at amortised cost i) Sales tax deferment loans: 14, 3.28, 2.90, 4.54, 3.66 ii) Trade payables: 4489.55, 4489.55, 4351.26, 4351.26 iii) Lease Liabilities: 15, 308.69, 308.69, 320.13, 320.13 iv) Other financial liabilities: 16, 1750.52, 1730.19, 1863.50, 1834.49 Sub-total: 6552.04, 6531.33, 6539.43, 6509.54 b) Measured at fair value i) Derivative instruments not designated as hedging instruments: 16, 1.43, 1.43, 2.68, 2.68 ii) Derivative instruments designated as hedging instruments: 16, 4.60, 4.60, 4.34, 4.34 iii) Contingent Consideration: 16, 12.65, 12.65, 12.65, 12.65 Sub-total: 18.68, 18.68, 19.67, 19.67 Total financial liabilities: 6570.72, 6550.01, 6559.10, 6529.21 **SECTION: Financial risk management objectives** The Company has a system-based approach to risk management, anchored to policies and procedures and internal financial controls aimed at ensuring early identification, evaluation and management of key financial risks (such as market risk, credit risk and liquidity risk) that may arise as a consequence of its business operations as well as its investing and financing activities. Accordingly, the Company’s risk management framework has the objective of ensuring that such risks are managed within acceptable and approved risk parameters in a disciplined and consistent manner and in compliance with the applicable regulations. It also seeks to drive accountability in this regard. **SECTION: Liquidity Risk** The Company’s Current assets aggregate ` 36070.67 Crores (2023 - ` 35203.44 Crores) including Current Investments, Cash and cash equivalents and Other Bank Balances of ` 18134.57 Crores (2023 - ` 20188.33 Crores) against an aggregate Current liability of ` 12415.61 Crores (2023 - ` 12415.62 Crores). As part of its surplus liquidity management operations, the Company may sell instruments that are held at amortised cost. Such sales may be infrequent (even if significant in value) or insignificant in value both individually and in aggregate (even if frequent). During the year, the net loss arising on such sale amounted to ` 16.37 Crores (2023 - ` 49.13 Crores) (Refer Note 22). Other Non-current liabilities (other than lease liabilities) due between one year to three years amounted to ` 110.07 Crores (2023 - ` 154.16 Crores) and Other Non-current liabilities due after three years amounted to ` 1.56 Crores (2023 - ` 1.61 Crores) on the reporting date. The maturity analysis of undiscounted lease liabilities are disclosed under Note 28(vii). Further, while the Company’s total equity stands at ` 70984.83 Crores (2023 - ` 67593.80 Crores), it has non-current borrowings of ` 1.76 Crores (2023 - ` 3.28 Crores). In such circumstances, liquidity risk or the risk that the Company may not be able to settle or meet its obligations as they become due does not exist. **SECTION: Market Risk** A. Foreign Currency Risk The Company undertakes transactions denominated in foreign currency (mainly US Dollar, Pound Sterling, Euro and Japanese Yen) which are subject to the risk of exchange rate fluctuations. Financial assets and liabilities denominated in foreign currency, including the Company’s net investments in foreign operations (with a functional currency other than Indian Rupee), are also subject to reinstatement risks. **SECTION: Financial Instruments and Related Disclosures (Contd.)** The carrying amounts of foreign currency denominated financial assets and liabilities including derivative contracts, are as follows: As at 31st March, 2024: - Financial Assets: USD 608.02, Euro 74.58, GBP 27.00, JPY 0.00, Others 1.66, Total 711.26 - Financial Liabilities: USD 77.59, Euro 22.61, GBP 1.18, JPY 2.02, Others 0.98, Total 104.38 As at 31st March, 2023: - Financial Assets: USD 694.77, Euro 87.30, GBP 18.42, JPY 0.27, Others 14.88, Total 815.64 - Financial Liabilities: USD 99.88, Euro 22.16, GBP 2.42, JPY 8.24, Others 3.46, Total 136.16 The Company uses foreign exchange forward, futures and options contracts to hedge its exposures in foreign currency arising from firm commitments and highly probable forecast transactions."
"**SECTION: Forward exchange contracts that were outstanding on respective reporting dates:** Designated under Hedge Accounting: As at 31st March, 2024: - Currency: US Dollar, Cross Currency: Indian Rupee, Buy: 13.59, Sell: 98.15 - Currency: Euro, Cross Currency: US Dollar, Buy: 11.15, Sell: - - Currency: CHF, Cross Currency: US Dollar, Buy: 0.15, Sell: - - Currency: GBP, Cross Currency: US Dollar, Buy: 0.02, Sell: - - Currency: JPY, Cross Currency: US Dollar, Buy: 36.03, Sell: - As at 31st March, 2023: - Currency: US Dollar, Cross Currency: Indian Rupee, Buy: 47.55, Sell: 125.68 - Currency: Euro, Cross Currency: US Dollar, Buy: 41.94, Sell: - - Currency: CHF, Cross Currency: US Dollar, Buy: -, Sell: - - Currency: GBP, Cross Currency: US Dollar, Buy: -, Sell: - - Currency: JPY, Cross Currency: US Dollar, Buy: 123.81, Sell: - The aforesaid hedges have a maturity of less than 1 year from the year end. **SECTION: Not designated under Hedge Accounting** Currency, Cross Currency, Buy, Sell - US Dollar, Indian Rupee, -, 45.35 - Euro, US Dollar, 1.24, 9.94 - CAD, US Dollar, -, 0.22 - CHF, US Dollar, 0.14, 3.56 - GBP, US Dollar, -, 2.98 - KWD, US Dollar, 0.06, - - JPY, US Dollar, 203.75, - - SEK, US Dollar, 0.52, - ``` ``` **SECTION: Financial Instruments and Related Disclosures** The Company has established risk management policies to hedge the volatility in cashflows arising from exchange rate fluctuations in respect of firm commitments and highly probable forecast transactions, through foreign exchange forward, futures, and options contracts. The proportion of forecast transactions that are to be hedged is decided based on the size of the forecast transaction and market conditions. As the counterparty for such transactions are highly rated banks or recognised exchanges, the risk of their non-performance is considered to be insignificant. The Company uses derivatives to hedge its exposure to foreign exchange rate fluctuations. Where such derivatives are not designated under hedge accounting, changes in the fair value of such hedges are recognised in the Statement of Profit and Loss. **SECTION: Notes to the Standalone Financial Statements** **SECTION: 31. Financial Instruments and Related Disclosures (Contd.)** The Company may also designate certain hedges as cash flow hedges to mitigate the risk of foreign exchange exposure on highly probable forecasted cash transactions. The currency, amount, and tenure of such hedges are generally matched to the underlying transaction(s). Changes in the fair value of the effective portion of cash flow hedges are recognised as cash flow hedging reserve in Other Comprehensive Income. While the probability of such hedges becoming ineffective is very low, the ineffective portion, if any, is immediately recognised in the Statement of Profit and Loss. **Cash Flow Hedging Reserve Movement:** Particulars, 2024, 2023 - At the beginning of the year: 2.48, 14.33 - Add: Changes in the fair value of effective portion of matured cash flow hedges during the year: (6.43), (154.16) - Add: Changes in fair value of effective portion of outstanding cash flow hedges: (3.45), 17.81 - Less: Amounts transferred to the Statement of Profit and Loss on occurrence of forecast hedge transactions during the year: (17.73), (81.93) - Less: Amounts transferred to the Statement of Profit and Loss due to cash flows no longer expected to occur: (1.40), (28.19) - Less: Amounts transferred to initial cost of non-financial assets: 10.85, (10.40) - Less: Net gain / (loss) transferred to the Statement of Profit and Loss on Ineffectiveness: –, – - (Less) / Add: Deferred tax: 0.41, 3.98 - At the end of the year: 1.29, 2.48 - Of the above, balances remaining in cash flow hedge reserve for matured hedging relationships: 2.19, (11.20) Once the hedged transaction materialises, the amount accumulated in the cash flow hedging reserve will be included in the initial cost of the non-financial hedged item on its initial recognition or reclassified to profit or loss, as applicable."
"**Outstanding balance in Cash Flow Hedge Reserve to be subsequently recycled from OCI:** As at 31st March, 2024, As at 31st March, 2023 - Within one year: 1.31, 2.47 - Between one and three years: (0.02), 0.01 - Total: 1.29, 2.48 **SECTION: Foreign Currency Sensitivity** For every percentage point increase / decrease in the underlying exchange rate of the outstanding foreign currency denominated assets and liabilities, including derivative contracts, holding all other variables constant, the profit before tax for the year ended 31st March, 2024 would decrease / increase by ₹ 1.71 Crores (2023 - ₹ 2.85 Crores) and other equity as at 31st March, 2024 would decrease / increase by ₹ 4.91 Crores (2023 - ₹ 2.68 Crores) on a pre-tax basis. **SECTION: B. Interest Rate Risk** As the Company is virtually debt-free and its deferred payment liabilities do not carry interest, the exposure to interest rate risk from the perspective of financial liabilities is negligible. Further, treasury activities, focused on managing investments in debt instruments, are centralised and administered under a set of approved policies and procedures guided by the tenets of safety, liquidity, and returns. This ensures that investments are made within acceptable risk parameters after due evaluation. The Company’s investments are predominantly held in bonds / debentures, fixed deposits, certificates of deposit, and debt mutual funds. Mark to market movements in respect of the Company’s investments in bonds / debentures that are held at amortised cost are temporary and get recouped through coupon accruals. Other investments in bonds / debentures, certificates of deposit are fair valued through the Statement of Profit and Loss to recognise market volatility, which is not considered to be significant. Fixed deposits are held with highly rated banks and companies and have a short tenure and are not subject to interest rate volatility. The Company also invests in debt mutual fund schemes of leading fund houses. Such investments are susceptible to market price risks that arise mainly from changes in interest rate which may impact the return and value of such investments. However, given the relatively short tenure of the underlying portfolio of the debt mutual fund schemes in which the Company has invested, such price risk is not significant. **SECTION: C. Other Price Risk** The Company is not an active investor in equity markets; it holds certain investments in equity for long-term value accretion which are accordingly measured at fair value through Other Comprehensive Income. The value of investments in such equity instruments as at 31st March, 2024 is ₹ 3979.47 Crores (2023 - ₹ 1464.41 Crores). Accordingly, fair value fluctuations arising from market volatility are recognised in Other Comprehensive Income. For select agricultural commodities primarily held for trading, futures contracts are used to hedge price risks till positions in the physical market are matched. Such activities are managed by the business team within an approved policy framework. The carrying value of inventories is adjusted to the extent of fair value movement of the risk being hedged. Such hedges are generally for short time horizons and recognised in profit or loss within the crop cycle. Accordingly, the Company’s net exposure to commodity price risk is considered to be insignificant. **SECTION: Credit Risk** The Company’s deployment in debt instruments is primarily in Government securities, fixed deposits with highly rated banks and companies, bonds issued by Government institutions, public sector undertakings, mutual fund schemes of leading fund houses, and certificates of deposit issued by highly rated banks and financial institutions. Of this, investments that are held at amortised cost stood at ₹ 13802.74 Crores (2023 - ₹ 15420.01 Crores). With respect to the Company’s investing activities, debt mutual fund schemes and counterparties are shortlisted and exposure limits determined on the basis of their credit rating (by independent agencies), financial statements, and other relevant information. As these counterparties are Central / State Government, Government institutions / public sector undertakings with investment grade / sovereign credit ratings and taking into account the experience of the Company over time, the counterparty risk attached to such assets is considered to be insignificant. The Company’s customer base is large and diverse limiting the risk arising out of credit concentration. The Company’s payment terms generally range from advance (generally settled within the operating cycle) to a credit period of up to 180 days, depending upon specific circumstances and industry practices. Credit is extended in business interest in accordance with guidelines issued centrally and business-specific credit policies that are consistent with such guidelines."
"Exceptions are managed and approved by appropriate authorities, after due consideration of the counterparty’s credentials and financial capacity, trade practices, and prevailing business and economic conditions. There is no significant financing component and/or remaining performance obligation in respect of its transaction with the customers for sale of goods and services. The Company’s exposure to trade receivables on the reporting date, net of expected loss provisions, stood at ₹ 3311.45 Crores (2023 - ₹ 2321.33 Crores). The Company’s historical experience of collecting receivables and the level of default indicate that credit risk is low and generally uniform across markets; consequently, trade receivables are considered to be a single class of financial assets. All overdue customer balances are evaluated taking into account the age of the dues, specific credit circumstances, the track record of the counterparty, etc. Loss allowances and impairment are recognised, where considered appropriate by responsible management. **SECTION: Movement of Expected Loss Provision** Particulars, Expected Loss Provision - 31st March, 2024, 31st March, 2023 - Opening Balance: 210.44, 214.05 - Add: Provisions made (net): 9.68, (0.25) - Less: Utilisation for impairment / de-recognition: 16.36, 3.36 - Closing Balance: 203.76, 210.44 **SECTION: Fair Value Measurement** The following table presents the fair value hierarchy of financial assets and liabilities measured at fair value on a recurring basis: **Fair Value Hierarchy (Level) as at 31st March, 2024 (` in Crores), as at 31st March, 2023 (` in Crores):** - A. Financial assets - a) Measured at amortised cost - i) Investment in Bonds / Debentures, Preference Shares & Government or Trust Securities: 27238.15, 8174.92 - ii) Investment in Mutual Funds: 1362.91, 337.99 - iii) Loans*: 2.14, 3.40 - iv) Other Financial assets*: 326.38, 3560.27 - Sub-total: 7929.58, 12076.58 - b) Measured at Fair value through OCI - i) Investment in Equity shares – Quoted: 13979.42, 1464.36 - ii) Investment in Equity shares – Unquoted: 0.05, 0.05 - iii) Investment in Mutual Funds: 14912.78, 3676.53 - Sub-total: 8892.25, 5140.94 - c) Measured at Fair value through Profit or Loss - i) Investment in Mutual Funds: 9355.06, 8711.14 - ii) Investment in Bonds / Debentures, Certificates of Deposit: 2524.47, 5360.34 - iii) Investment in Venture Capital Funds: 121.96, 119.25 - iv) Investment in Equity & Preference Shares: 39.34, 39.34 - Sub-total: 12040.83, 14230.07 - d) Derivatives measured at fair value - i) Derivative instruments not designated as hedging instruments: 2.05, 2.68 - ii) Derivative instruments designated as hedging instruments: 0.53, 29.38 - Sub-total: 2.58, 32.06 - Total financial assets: 28865.24, 31479.65 - B. Financial liabilities - a) Measured at amortised cost - i) Sales tax deferment loans*: 1.38, 2.40 - ii) Lease liabilities*: 261.95, 273.59 - iii) Other Financial liabilities*: 89.54, 123.48 - Sub-total: 352.87, 399.47 - b) Measured at fair value - i) Derivative instruments not designated as hedging instruments: 1.43, 2.68 - ii) Derivative instruments designated as hedging instruments: 4.60, 4.34 - iii) Contingent Consideration: 12.65, 12.65 - Sub-total: 18.68, 19.67 - Total financial liabilities: 371.55, 419.14 * Represents fair value of non-current financial instruments. **SECTION: Fair Value Hierarchy** Fair value of the financial instruments is classified in various fair value hierarchies based on the following three levels: - Level 1: Quoted prices (unadjusted) in active market or Net Asset Value (NAV) for identical assets or liabilities. - Level 2: Inputs other than quoted price included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices). - Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs). The fair value of financial instruments that are not traded in an active market is determined using market approach and valuation techniques which maximize the use of observable market data and rely as little as possible on entity-specific estimates. If significant inputs required to fair value an instrument are observable, the instrument is included in Level 2. Derivatives are valued using valuation techniques with market observable inputs such as foreign exchange spot rates and forward rates at the end of the reporting period, yield curves, risk-free rate of returns, volatility, etc., as applicable. The fair value of investment in Bonds / Debentures, Certificates of Deposit, Venture Capital funds, etc., and financial liabilities, where applicable, is determined using market observable inputs such as quotes from market participants, value published by the issuer, etc."
"If one or more of the significant inputs is not based on observable market data, the fair value is determined using generally accepted methodologies such as discounted cash flow analysis, with the most significant inputs being the discount rate that reflects the credit risk of the counterparty. The fair value of trade receivables, trade payables, and other current financial assets and liabilities is considered to be equal to the carrying amounts of these items due to their short-term nature. Where such items are non-current in nature, the same has been classified as Level 3 and fair value determined using discounted cash flow basis. Similarly, unquoted equity instruments where most recent information to measure fair value is insufficient, or if there is a wide range of possible fair value measurements, cost has been considered as the best estimate of fair value. There has been no change in the valuation methodology for Level 3 inputs during the year. The Company has not classified any material financial instruments under Level 3 of the fair value hierarchy. The sensitivity of change in the unobservable inputs used in fair valuation of Level 3 financial assets and liabilities does not have a significant impact on their value. There were no transfers between Level 1, Level 2, and Level 3 during the year. **SECTION: INDEPENDENT AUDITOR’S REPORT** **SECTION: To the Members of ITC Limited** **SECTION: Report on the Audit of the Standalone Ind AS Financial Statements** **SECTION: Opinion** We have audited the accompanying standalone Ind AS financial statements of ITC Limited (“the Company”), which comprise the Balance Sheet as at March 31, 2024, the Statement of Profit and Loss, including the statement of Other Comprehensive Income, the Statement of Cash Flows, and the Statement of Changes in Equity for the year then ended, and notes to the standalone Ind AS financial statements, including a summary of material accounting policies and other explanatory information. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone Ind AS financial statements give the information required by the Companies Act, 2013, as amended (“the Act”) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2024, its profit including other comprehensive income, its cash flows, and the changes in equity for the year ended on that date. **SECTION: Basis for Opinion** ``` ``` **SECTION: Audit Overview** We conducted our audit of the standalone Ind AS financial statements in accordance with the Standards on Auditing (SAs), as specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the ‘Auditor’s Responsibilities for the Audit of the Standalone Ind AS Financial Statements’ section of our report. We are independent of the Company in accordance with the ‘Code of Ethics’ issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone Ind AS financial statements. **SECTION: Key Audit Matters** Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the standalone Ind AS financial statements for the financial year ended March 31, 2024. These matters were addressed in the context of our audit of the standalone Ind AS financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. **Key Audit Matters:** 1. **Revenue Recognition** - Our audit procedures included the following: - Assessed the Company’s revenue recognition accounting policies in line with Ind AS 115 (“Revenue from Contracts with Customers”) and tested thereof. - Evaluated the integrity of the general information and technology control environment and tested the operating effectiveness of key IT application controls over recognition of revenue. - Evaluated the design, implementation, and operating effectiveness of Company’s controls in respect of revenue recognition. 2. **Impairment Assessment of Investment in WelcomHotels Lanka (Private) Limited (‘WLPL’)** - WLPL is developing a mixed-use project in Colombo, Sri Lanka which includes a hotel and a residential apartment complex. At March 31, 2024, the carrying value of Company’s investment in WLPL is INR 3,479.77 crores."
"The Company’s investments in subsidiaries are assessed annually by management for potential indicators of impairment. - Our audit procedures included the following: - Evaluated the key judgements/assumptions underlying management’s assessment of potential indicators of impairment. - Obtained and read the projections/estimated selling price/future cash flows along with sensitivity analysis thereof of the underlying PPE and inventory at WLPL. - Discussed and obtained from the component auditor of WLPL their assessment of potential indicators of impairment of PPE and recoverable value of inventory. - Evaluated management’s methodology, assumptions, and estimates used in these calculations. - Compared projections shared by the management in the previous year with the actuals for the year ended March 31, 2024. - Performed sensitivity analysis around the impact on future cash flows due to changes in key assumptions considered by management. - Verified the arithmetical accuracy of the future cash flow model including comparison with approved budgets. - Assessed the recoverability of investment with regard to underlying value in use of PPE and net realizable value of inventory in WLPL. **SECTION: Independent Auditor’s Report** We have determined that there are no other key audit matters to communicate in our report. **SECTION: Information Other than the Financial Statements and Auditor’s Report Thereon** The Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Annual Report, but does not include the standalone Ind AS financial statements and our auditor’s report thereon. Our opinion on the standalone Ind AS financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. **SECTION: Responsibilities of Management for the Standalone Ind AS Financial Statements** The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone Ind AS financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows, and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. **SECTION: Auditor’s Responsibilities for the Audit of the Standalone Ind AS Financial Statements** Our objectives are to obtain reasonable assurance about whether the standalone Ind AS financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. **SECTION: Report on Other Legal and Regulatory Requirements** 1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the “Annexure 1” a statement on the matters specified in paragraphs 3 and 4 of the Order. 2. As required by Section 143(3) of the Act, we report, to the extent applicable, that: - We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit. - In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books. - The Balance Sheet, the Statement of Profit and Loss including the Statement of Other Comprehensive Income, the Statement of Cash Flows, and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account. - In our opinion, the aforesaid standalone Ind AS financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended. - On the basis of the written representations received from the directors as on March 31, 2024 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2024 from being appointed as a director in terms of Section 164 (2) of the Act. - With respect to the adequacy of the internal financial controls with reference to these standalone Ind AS financial statements and the operating effectiveness of such controls, refer to our separate Report in “Annexure 2” to this report."
"- In our opinion, the managerial remuneration for the year ended March 31, 2024 has been paid/provided by the Company to its directors in accordance with the provisions of section 197 read with Schedule V to the Act. **SECTION: Annexure 1** In terms of the information and explanations sought by us and given by the Company and the books of account and records examined by us in the normal course of audit and to the best of our knowledge and belief, we state that: 1. The Company has maintained proper records showing full particulars, including quantitative details and situation of property, plant, and equipment. 2. The inventory has been physically verified by the management during the year. In our opinion, the frequency of verification by the management is reasonable and the coverage and procedure for such verification is appropriate. ``` ``` **SECTION: Financial Statements Overview** As disclosed in note 8 to the financial statements, the Company has been sanctioned working capital limits in excess of ₹5 crores in aggregate from banks during the year based on the security of inventories of the Company. Based on the records examined during the audit of the financial statements, the quarterly returns/statements filed by the Company with such banks are in agreement with the books of accounts of the Company. **SECTION: Loans and Advances** 1. During the year, the Company has not provided loans, advances in the nature of loans, stood guarantee, or provided security to companies, firms, Limited Liability Partnerships, or any other parties. Accordingly, the requirement to report on clause 3(iii)(a) of the Order is not applicable to the Company. 2. The investments made by the Company are not prejudicial to the Company’s interest. The Company has not provided guarantees or security and has not granted loans and advances in the nature of loans to companies, firms, Limited Liability Partnerships, or any other parties, hence not commented upon. 3. The Company has not granted loans and advances in the nature of loans to companies, firms, Limited Liability Partnerships, or any other parties. Accordingly, the requirement to report on clause 3(iii)(c) to 3(iii)(f) of the Order is not applicable to the Company and hence not commented upon. **SECTION: Compliance with Companies Act** In our opinion, and according to the information and explanations given to us, the provisions of sections 185 and 186 of the Companies Act 2013 regarding loans to directors, including entities in which they are interested, and regarding loans and advances given, investments made, and guarantees and securities given have been complied with by the Company. **SECTION: Deposits from the Public** According to the information and explanations given to us, the Company has not accepted any deposit from the public nor accepted any amounts deemed to be deposits during the year within the meaning of Sections 73 and 76 of the Companies Act, 2013. In respect of unclaimed deposits, the Company has complied with the provisions of Sections 74 and 75 or any other relevant provisions of the Companies Act, 2013. We are informed by the management that no order has been passed by the Company Law Board, National Company Law Tribunal, Reserve Bank of India, or any Court or any other Tribunal. **SECTION: Internal Financial Controls** We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under section 148(1) of the Companies Act, 2013, related to the manufacture of specified products of the Company and are of the opinion that prima facie, the specified accounts and records have been made and maintained. We have not, however, made a detailed examination of the same. **SECTION: Statutory Dues** The Company is regular in depositing with appropriate authorities undisputed statutory dues including Goods and Services Tax, provident fund, employees’ state insurance, income-tax, duty of custom, duty of excise, cess, and other statutory dues applicable to it. According to the information and explanations given to us, no undisputed amounts payable in respect of Goods and Services Tax, provident fund, employees’ state insurance, income-tax, duty of custom, duty of excise, cess, and other statutory dues were outstanding at the year-end for a period of more than six months from the date they became payable."
"**SECTION: Disputed Dues** The dues of income-tax, sales-tax, service tax, duty of custom, duty of excise, value added tax, cess, and other statutory dues that have not been deposited on account of any dispute are as follows: | Name of the statute | Nature of the dues | Amount (₹ in Crores) | Period to which the amount relates (Financial Year) | Forums where the dispute is pending | |---------------------|--------------------|----------------------|----------------------------------------------------|-------------------------------------| | Sales Tax and Value Added Tax Laws | Sales Tax and VAT | 35.71 | 1987-2020 | Appellate Authority – up to commissioners’ / Revisional Authorities Level | | Sales Tax and Value Added Tax Laws | Sales Tax and VAT | 35.65 | 2005-2018 | Appellate Authority – Tribunal Level | | Sales Tax and Value Added Tax Laws | Sales Tax and VAT | 243.98 | 1994-2017 | High Court | | Customs Act, 1962 | Customs Duty | 1.34 | 2012-2020 | Appellate Authority – up to commissioners’ / Revisional Authorities Level | | Customs Act, 1962 | Customs Duty | 15.13 | 2015-2021 | Appellate Authority – Tribunal Level | | Customs Act, 1962 | Customs Duty | 5.22 | 2006-2009 | High Court | | Central Excise Act, 1944 | Excise Duty | 0.34 | 1996-2015 | Appellate Authority – up to commissioners’ / Revisional Authorities Level | | Central Excise Act, 1944 | Excise Duty | 55.72 | 1986-2017 | Appellate Authority – Tribunal Level | | Central Excise Act, 1944 | Excise Duty | 4.57 | 2004-2012 | High Court | | Finance Act, 1994 | Service Tax | 3.21 | 2007-2017 | Appellate Authority – up to commissioners’ / Revisional Authorities Level | | Finance Act, 1994 | Service Tax | 90.61 | 2003-2017 | Appellate Authority – Tribunal Level | | Finance Act, 1994 | Service Tax | 5.64 | 2005-2017 | High Court | | Entry Tax Laws | Entry Tax | 0.16 | 2010-2017 | Appellate Authority – up to commissioners’ / Revisional Authorities Level | | Entry Tax Laws | Entry Tax | 18.41 | 2011-2018 | Appellate Authority – Tribunal Level | | Entry Tax Laws | Entry Tax | 81.74 | 1999-2018 | High Court | | Luxury Tax Laws | Luxury Tax | 54.95 | 1999-2004 | Supreme Court | | Goods and Services Tax | Goods and Services | 16.03 | 2017-2019 | Appellate Authority – up to commissioners’ / Revisional Authorities Level | | Goods and Services Tax | Goods and Services | 2.85 | 2017-2019 | Appellate Authority – Tribunal Level | | Goods and Services Tax | Goods and Services | 5.50 | 2017-2020 | High Court | | Mandi Laws | Mandi Fees & Cess | 0.85 | 2021-2022 | Mandi Board | | Mandi Laws | Mandi Fees & Cess | 1.34 | 2001-2022 | High Court | | Municipal, Local Bodies and Property Tax Laws | Municipal, Local Bodies and Taxes & Charges | 32.19 | 2014-2021 | Appellate Authority – up to commissioners’ / Revisional Authorities Level / Municipal Council | | Municipal, Local Bodies and Property Tax Laws | Municipal, Local Bodies and Taxes & Charges | 2.40 | 2004 | Appellate Authority – Tribunal Level | | Municipal, Local Bodies and Property Tax Laws | Municipal, Local Bodies and Taxes & Charges | 32.89 | 2001-2018 | High Court | | Stamp Duty Laws | Stamp Duty | 4.22 | 2004-2016 | Registrar / Appellate Authority | | Stamp Duty Laws | Stamp Duty | 0.61 | 1987-2008 | High Court | | The Employees’ Provident Funds and Miscellaneous Provisions Act, 1952 | Provident Fund | 0.51 | 2012-2020 | Appellate Authority – Tribunal Level | | The Employees’ Provident Funds and Miscellaneous Provisions Act, 1952 | Provident Fund | 1.30 | 1982-1990 | High Court | | Employees’ State Insurance Act, 1948 | State Insurance | 0.08 | 2007-2014 | Principal Labour Court | | Employees’ State Insurance Act, 1948 | State Insurance | 0.06 | 1995-1996 | High Court | Out of the total disputed dues aggregating ₹753.21 Crores as above, ₹615.39 Crores pertain to matters which have been stayed for recovery by the relevant authorities. (Net of amount paid under protest.) **SECTION: Tax Assessments** The Company has not surrendered or disclosed any transaction previously unrecorded in the books of account in the tax assessments under the Income Tax Act, 1961 as income during the year."
"Accordingly, the requirement to report on clause 3(viii) of the Order is not applicable to the Company. **SECTION: Loan Repayments** 1. The Company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any lender. 2. The Company has not been declared a wilful defaulter by any bank, financial institution, government, or any government authority. 3. The Company did not have any term loans outstanding during the year; hence, the requirement to report on clause (ix)(c) of the Order is not applicable to the Company. 4. The Company did not raise any funds during the year; hence, the requirement to report on clause (ix)(d) of the Order is not applicable to the Company. 5. On an overall examination of the financial statements of the Company, the Company has not taken any funds from any entity or person to meet the obligations of its subsidiaries, associates, or joint ventures. Hence, the requirement to report on clause (ix)(e) of the Order is not applicable to the Company. 6. The Company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures, or associate companies. Hence, the requirement to report on clause (ix)(f) of the Order is not applicable to the Company. **SECTION: Fund Raising** 1. According to the information and explanations given by the management, the Company has not raised any money during the year by way of initial public offer/further public offer (including debt instruments); hence, reporting under clause 3(x)(a) is not applicable to the Company and hence not commented upon. 2. The Company has not made any preferential allotment or private placement of shares/fully or partially or optionally convertible debentures during the year under audit; hence, the requirement to report on clause 3(x)(b) of the Order is not applicable to the Company. **SECTION: Fraud Reporting** 1. No fraud by the Company or material fraud on the Company has been noticed or reported during the year. 2. During the year, no report under sub-section (12) of section 143 of the Companies Act, 2013 has been filed by the cost auditor/secretarial auditor or by us in Form ADT – 4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government. 3. We have taken into consideration the whistleblower complaints received by the Company during the year while determining the nature, timing, and extent of audit procedures. **SECTION: Nidhi Company Compliance** In our opinion, the Company is not a nidhi company. Therefore, the provisions of clause 3(xii)(a) to (c) of the Order are not applicable to the Company and hence not commented upon. **SECTION: Related Party Transactions** According to the information and explanations given by the management, transactions with related parties are in compliance with section 177 and 188 of the Companies Act, 2013 where applicable, and the details have been disclosed in the notes to the financial statements, as required by the applicable accounting standards. **SECTION: Internal Audit System** 1. The Company has an internal audit system commensurate with the size and nature of its business. 2. The internal audit reports of the Company issued till the date of the audit report for the period under audit have been considered by us. **SECTION: Non-Cash Transactions** According to the information and explanations given by the management, the Company has not entered into any non-cash transactions with directors or persons connected with him as referred to in section 192 of the Companies Act, 2013. **SECTION: Reserve Bank of India Act Compliance** 1. According to the information and explanations given to us, the provisions of section 45-IA of the Reserve Bank of India Act, 1934 are not applicable to the Company. 2. The Company is not engaged in any Non-Banking Financial or Housing Finance activities. Accordingly, the requirement to report on clause (xvi)(b) of the Order is not applicable to the Company. 3. The Company is not a Core Investment Company as defined in the regulations made by the Reserve Bank of India. Accordingly, the requirement to report on clause 3(xvi) of the Order is not applicable to the Company. 4. There is no Core Investment Company as a part of the Group; hence, the requirement to report on clause 3(xvi)(d) of the Order is not applicable to the Company. **SECTION: Cash Losses** The Company has not incurred cash losses in the current year and in the immediately preceding financial year."
"**SECTION: Auditor Resignation** There has been no resignation of the statutory auditors during the year; accordingly, the requirement to report on Clause 3(xviii) of the Order is not applicable to the Company. **SECTION: Financial Viability** On the basis of the financial ratios disclosed in note 28 (xvi) to the financial statements, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the financial statements, our knowledge of the Board of Directors and management plans, and based on our examination of the evidence supporting the assumptions, nothing has come to our attention which causes us to believe that any material uncertainty exists as of the date of the audit report that the Company is not capable of meeting its liabilities existing at the date of the balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. **SECTION: Corporate Social Responsibility (CSR)** (a) In respect of other than ongoing projects, there are no unspent amounts that are required to be transferred to a fund specified in Schedule VII of the Companies Act (the Act), in compliance with the second proviso to sub-section 5 of section 135 of the Act. This matter has been disclosed in note 28 (iii) to the financial statements. (b) There are no unspent amounts in respect of ongoing projects that are required to be transferred to a special account in compliance with the provision of sub-section (6) of section 135 of the Companies Act, 2013. This matter has been disclosed in note 28 (iii) to the financial statements. For S R B C & CO LLP Chartered Accountants ICAI Firm Registration Number: 324982E / E300003 per Arvind Sethi Partner Place of Signature: Kolkata Membership Number: 89802 Date: May 23, 2024 UDIN: 24089802BKEJFD2551 ``` ``` **SECTION: Inherent Limitations of Internal Financial Controls With Reference to Standalone Financial Statements** Because of the inherent limitations of internal financial controls with reference to standalone financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Projections of any evaluation of the internal financial controls to future periods are subject to the risk that the internal financial control may become inadequate due to changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. **SECTION: Opinion** In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to standalone financial statements and such internal financial controls were operating effectively as at March 31, 2024, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by the ICAI. For S R B C & CO LLP Chartered Accountants ICAI Firm Registration Number: 324982E / E300003 per Arvind Sethi Partner Place of Signature: Kolkata Membership Number: 89802 Date: May 23, 2024 UDIN: 24089802BKEJFD2551 **SECTION: Guide to Subsidiaries / Joint Ventures** **SECTION: Subsidiaries of ITC Limited** **SECTION: Surya Nepal Private Limited, Nepal** Shareholding: 59% held by ITC Limited. Nature of Business: Manufacture and sale of cigarettes & branded packaged food products. **SECTION: Surya Nepal Ventures Private Limited** Nature of Business: A wholly owned subsidiary engaged in the manufacture and sale of agarbatti. **SECTION: North East Nutrients Private Limited** Shareholding: 76% held by ITC Limited. Nature of Business: Manufacture and sale of packaged food products from its food processing facility based in Assam. **SECTION: ITC Infotech India Limited (I3L)** Shareholding: 100% held by ITC Limited. Nature of Business: Information technology services and solutions. **SECTION: Subsidiaries** I3L owns 100% of the shareholding of: - ITC Infotech (USA), Inc. (I2A) - ITC Infotech Limited, UK (I2B) - ITC Infotech Do Brasil LTDA., Brazil (I2B2) - ITC Infotech France SAS (I2F) - ITC Infotech GmbH, Germany (I2G) - ITC Infotech Malaysia SDN. BHD. (I2M) - ITC Infotech de México, S.A. de C.V. (I2MX)* - ITC Infotech Arabia Limited (I2AR) *Ownership includes shareholding by I2A. I2A owns 100% of the shareholding of Indivate Inc. incorporated as a New Jersey Corporation. I2A, I2B, I2B2, I2F, I2G, I2M, and I2MX are engaged in the information technology services business. I2AR has been incorporated for engaging in information technology services business and is yet to commence commercial operations. Indivate Inc."
"is principally engaged in providing business consulting services and opportunity-based trading of FMCG products. **SECTION: Associates** **SECTION: Russell Credit Limited** Shareholding: 100% held by ITC Limited. Nature of Business: Investment company focused on long-term investments in strategic areas for ITC, including FMCG, Hotels & Tourism, Paper, Paperboards & Packaging, Agri Business, and Information Technology. **SECTION: Greenacre Holdings Limited** Nature of Business: A wholly owned subsidiary engaged in property infrastructure maintenance, engineering, procurement, construction management, and project management consultancy services. **SECTION: Gold Flake Corporation Limited (GFCL)** Shareholding: 100% held by ITC Limited. Nature of Business: General trading. **SECTION: Joint Venture** ITC Filtrona Limited (formerly known as ITC Essentra Limited), India, is a 50% joint venture of GFCL with Filtrona Products International Limited, UK. Nature of Business: Manufacture and sale of cigarette filter rods. **SECTION: ITC Integrated Business Services Limited (IIBSL)** Shareholding: 100% held by ITC Limited. Nature of Business: Providing support to the Business Shared Services operations of ITC Limited. **SECTION: Subsidiary** IIBSL owns 100% shareholding in MRR Trading & Investment Company Limited, which provides estate maintenance services. **SECTION: Technico Pty Limited, Australia (Technico)** Shareholding: 100% held by ITC Limited. Nature of Business: An agri-biotechnology company primarily engaged in the commercialization of seed potatoes with TECHNITUBER® technology. **SECTION: Subsidiaries** Technico has two wholly owned subsidiaries: - Technico Technologies Inc., Canada - Technico Asia Holdings Pty Limited, Australia Technico Asia Holdings Pty Limited has a wholly owned subsidiary, Technico Horticultural (Kunming) Company Limited, China. These companies support Technico in the production and commercialization of seed potatoes in different geographies. **SECTION: Technico Agri Sciences Limited** Shareholding: 100% held by ITC Limited. Nature of Business: An agri-biotechnology company primarily engaged in rapid multiplication and commercialization of seed potatoes with TECHNITUBER® technology & sourcing/supply of fruits and vegetables. **SECTION: ITC IndiVision Limited** Shareholding: 100% held by ITC Limited. Nature of Business: Manufacturing and sale of nicotine and nicotine derivative products from its facility in Karnataka. The company has commenced operations during the year. **SECTION: WelcomHotels Lanka (Private) Limited, Sri Lanka** Shareholding: 100% held by ITC Limited. Nature of Business: Owns and operates the hotel “ITC Ratnadipa”, a luxury hotel in Colombo, Sri Lanka, commissioned on 25th April, 2024. The company is also developing a super-premium residential apartment complex as part of the mixed-use project. **SECTION: Srinivasa Resorts Limited** Shareholding: 68% held by ITC Limited. Nature of Business: Owns the hotel “ITC Kakatiya” at Hyderabad, with operating services rendered by ITC Limited. **SECTION: Fortune Park Hotels Limited** Shareholding: 100% held by ITC Limited. Nature of Business: Provides operating services in the mid-market to upscale segment under its hospitality brands, currently operating 51 properties. **SECTION: Bay Islands Hotels Limited** Shareholding: 100% held by ITC Limited. Nature of Business: Owns the hotel “Welcomhotel Bay Island” at Port Blair, licensed to ITC Limited. **SECTION: Landbase India Limited** Shareholding: 100% held by ITC Limited. Nature of Business: Hospitality, management, and operation of golf courses and real estate development. Owns the Classic Golf & Country Club, a 27-hole Jack Nicklaus Signature Golf Course, and a 104-key all-suite luxury retreat “ITC Grand Bharat”, licensed to and operated by ITC Limited. **SECTION: Wimco Limited** Shareholding: 100% held by ITC Limited. Nature of Business: Engaged in fabrication & assembly of machinery for tube filling, cartoning, wrapping, conveyor solutions, and engineering services. **SECTION: Pavan Poplar Limited & Prag Agro Farm Limited** Shareholding: 100% held by ITC Limited. Nature of Business: Agro-forestry and related activities. **SECTION: ITC Fibre Innovations Limited** Shareholding: 100% held by ITC Limited. Nature of Business: Manufacture and sale of molded fiber products from its facility in Madhya Pradesh. The company has commenced operations during the year. **SECTION: ITC Hotels Limited (ITCHL)** **SECTION: Shareholding** 100% held by ITC Limited. **SECTION: Nature of Business** ITCHL was incorporated on 28th July, 2023, with the main object of ‘hotels and hospitality’ business. A Scheme of Arrangement amongst ITC Limited and ITCHL and their respective shareholders and creditors under Sections 230-232 and other applicable provisions of the Companies Act, 2013 (the ‘Scheme’), for demerger of ITC Limited’s Hotels Business into ITCHL was approved by their respective Boards on 14th August 2023, subject to necessary approvals. ITCHL will undertake the hotels and hospitality business upon the Scheme becoming effective. **SECTION: Joint Venture of ITC Limited** **SECTION: Maharaja Heritage Resorts Limited** Maharaja Heritage Resorts Limited, where ITC Limited holds 50%, is a joint venture with Jodhana Heritage Resorts Private Limited."
"**SECTION: Nature of Business** The joint venture company currently provides Franchise & Marketing Services to 38 operational hotel properties across 14 States / Union Territories with its WelcomHeritage brand portfolio comprising “Legend Hotels”, “Heritage Hotels”, and “Nature Resorts”, offering uniquely differentiated experiences in cultural, heritage, and adventure tourism segments. **SECTION: Major Associates of the Group** **SECTION: International Travel House Limited (ITHL)** ITC Limited holds 48.96% in ITHL. **SECTION: Nature of Business** Air ticketing, car rentals, tourism, domestic holidays, conferences, events & exhibition management, and foreign exchange services for travelers. **SECTION: Gujarat Hotels Limited** ITC Limited holds 45.78% in Gujarat Hotels Limited. **SECTION: Nature of Business** Owns the “Welcomhotel Vadodara” in Vadodara, operated by ITC Limited under an Operating Licence Agreement. Note: The full list of the Group’s Associates appears on page 300. **SECTION: Principles of Consolidation** The Group’s interests in its subsidiaries, associates, and joint ventures are reflected in the Consolidated Financial Statements (CFS) in accordance with the relevant Indian Accounting Standards (Ind AS) specified under Section 133 of the Companies Act, 2013. **SECTION: Subsidiaries (Ind AS 110)** Line by line consolidation of the Statement of Profit and Loss and Balance Sheet is done by aggregating like items of assets, liabilities, income, and expenses. The excess/deficit of the cost to ITC Limited of its investments in its subsidiaries over its share of net worth (residual interest in the assets of the subsidiaries after deducting all its liabilities) at the date of investment in the subsidiaries is treated as goodwill/capital reserve in the CFS. The goodwill is disclosed as an asset and capital reserve as a reserve in the Consolidated Balance Sheet. Profit or loss and each component of other comprehensive income are attributed to the Group as owners and to the non-controlling interest; likewise, the non-controlling interests in the net assets of the consolidated subsidiaries are identified and presented separately within Equity in the Consolidated Balance Sheet. Inter-Company transactions within the Group (both Balance Sheet and Profit or Loss items) are eliminated for arriving at the Group CFS. CFS is prepared applying uniform accounting policies of ITC Limited to the Group companies. **SECTION: Associates and Joint Ventures (Ind AS 28)** An investment in associate and joint venture is initially recognized at cost on the date of the investment, inclusive of any goodwill/capital reserve embedded in the cost. Only the share of net profits/losses of associates/joint ventures is considered in the Consolidated Statement of Profit and Loss. The carrying amount of the investment in associates/joint ventures is adjusted by the share of net profits/losses in the Consolidated Balance Sheet. **SECTION: Form AOC-1** (Pursuant to first proviso to sub-section (3) of Section 129 of the Companies Act, 2013 read with Rule 5 of the Companies (Accounts) Rules, 2014) **SECTION: Statement containing salient features of the financial statement of Subsidiaries / Associate companies / Joint Ventures** **SECTION: Part A: Subsidiaries (` in Crores)** Name of the Subsidiary, Date since when subsidiary was acquired, Financial Year ending on, Reporting Currency, Exchange Rate on the last day of the financial year, Share Capital, Reserves & Surplus, Total Assets, Total Liabilities (excluding Total Equity), Investments (excluding Investments made in subsidiaries), Turnover, Profit / (Loss) before tax, Provision for tax, Profit / (Loss) after tax, Proposed Dividend, % of shareholding - ITC Infotech India Limited, 21-Aug-2000, 31-Mar-2024, Indian Rupee, 83.4050, 88.00, 1231.89, 2355.91, 1036.02, 464.50, 2941.96, 543.22, (161.02), 382.20, 488.40, 100.00 - ITC Infotech (USA), Inc., 17-Jun-1993, 31-Mar-2024, US Dollar, 105.0325, 151.80, 101.22, 400.31, 147.29, -, 1210.91, 43.47, (17.97), 25.50, 21.25, 100.00 - ITC Infotech Limited, 26-Jan-1993, 31-Mar-2024, British Pound, 83.4050, 7.20, 101.03, 171.71, 63.48, -, 360.97, 17.58, (1.91), 15.67, -, 100.00 - Indivate Inc., 18-Nov-2016, 31-Mar-2024, US Dollar, 16.7044, 0.83, 37.25, 56.09, 18.01, -, 113.89, 30.32, -, 30.32, -, 100.00 - ITC Infotech Do Brasil, 10-Oct-2022, 31-Mar-2024, Brazilian Real, 89.8775, 4.34, 1.20, 7.34, 1.80, -, 12.70, 1.46, (0.46), 1.00, -, 100.00 - ITC Infotech France SAS, 08-Feb-2023, 31-Mar-2024, Euro, 89.8775, 26.96, 3.53, 73.41, 42.92, -, 54.64, 5.20, (1.30), 3.90, -, 100.00 - ITC Infotech GmbH, 10-Mar-2023, 31-Mar-2024, Euro, 17.6225, 25.62, 25.20, 109.78, 58.96, -, 128.25, 7.96, 17.24, 25.20, -, 100.00 - ITC Infotech Malaysia SDN. BHD., 03-Feb-2023, 31-Mar-2024, Malaysian Ringgit, 5.0324, 14.10, 0.65, 20.40, 5.65, -, 14.40, 0.94, (0.28), 0.66, -, 100.00 - ITC Infotech S.A."
"de C.V., 17-Apr-2023, 31-Mar-2024, Mexican Peso, 0.6250, 18.37, 0.38, 19.34, 0.59, -, 3.05, 0.28, 0.10, 698.85, -, 59.00 - ITC Infotech Private Limited, 20-Aug-2002, 13-Mar-2024, Nepalese Rupee, 0.6250, 126.00, 658.58, 1161.37, 376.79, -, 3172.75, 1007.61, (308.76), 698.85, -, 59.00 - ITC Infotech Limited, 03-Jul-2023, 13-Mar-2024, Nepalese Rupee, -, 2.56, (0.28), 7.23, 4.95, -, 0.09, (0.35), 0.07, (0.28), -, 59.00 **SECTION: Notes:** i) Turnover includes Other Income and Other Operating Revenue. Profit / (Loss) figures do not include Other Comprehensive Income. ii) ITC Infotech Arabia Limited, a subsidiary of ITC Infotech India Limited, was incorporated during the year on 17th December, 2023, and is yet to commence commercial operations. There have been no transactions in the company during the period ended 31st March, 2024, and hence the financial statements have not been prepared by the said subsidiary. **SECTION: Part A: Subsidiaries (Contd.) (` in Crores)** Name of the Subsidiary, Date since when subsidiary was acquired, Financial Year ending on, Reporting Currency, Exchange Rate on the last day of the financial year, Share Capital, Reserves & Surplus, Total Assets, Total Liabilities (excluding Total Equity), Investments (excluding Investments made in subsidiaries), Turnover, Profit / (Loss) before tax, Provision for tax, Profit / (Loss) after tax, Proposed Dividend, % of shareholding - Technico, 17-Aug-2007, 31-Mar-2024, Australian Dollar, 54.1125, 105.46, 37.96, 6.67, 19.94, 21.94, 24.00, 0.45, 317.00, 0.12, 2910.98, 646.48 - Technico, 17-Aug-2007, 31-Mar-2024, Indian Rupee, -, -, -, -, -, -, -, -, -, -, - - Technico, 17-Aug-2007, 31-Mar-2024, Canadian Dollar, 61.2675, -, -, -, -, -, -, -, -, -, - - Technico, 17-Aug-2007, 31-Mar-2024, Australian Dollar, 54.1125, -, -, -, -, -, -, -, -, -, - - Technico, 17-Aug-2007, 31-Mar-2024, Chinese Yuan, 11.5372, -, -, -, -, -, -, -, -, -, - - Srinivasa, 06-Feb-1995, 31-Mar-2024, Indian Rupee, -, -, -, -, -, -, -, -, -, - - Fortune, 06-Mar-1996, 31-Mar-2024, Indian Rupee, -, -, -, -, -, -, -, -, -, - - Landbase, 09-Sep-2000, 31-Mar-2024, Indian Rupee, -, -, -, -, -, -, -, -, -, - - Bay Islands, 08-Mar-1999, 31-Mar-2024, Indian Rupee, -, -, -, -, -, -, -, -, -, - - Welcom Hotels, 04-May-2012, 31-Mar-2024, Sri Lankan Rupee, -, -, -, -, -, -, -, -, -, - - Russell, 26-Sep-1997, 31-Mar-2024, Indian Rupee, -, -, -, -, -, -, -, -, -, - ``` ``` **SECTION: Financial Overview** **SECTION: Reserves & Surplus** - (32.00), 119.14, 0.02, (12.05), 2.39, 79.90, 34.52, (53.94), 24.29, 8.99, 803.33 **SECTION: Total Assets** - 78.58, 356.06, 7.14, 7.89, 24.72, 132.52, 53.73, 312.65, 25.12, 3081.40, 1502.45 **SECTION: Total Liabilities (excluding Total Equity)** - 5.12, 198.96, 0.45, -, 0.39, 28.62, 18.76, 49.59, 0.71, 161.43, 52.64 **SECTION: Investments (excluding Investments made in subsidiaries)** - -, 70.89, -, -, -, 45.45, 23.58, 27.82, 3.87, -, 1359.88 **SECTION: Turnover** - 11.67, 331.96, 5.58, 2.66, 5.60, 74.72, 54.92, 44.01, 3.79, 8.12, 60.91 **SECTION: Profit / (Loss) before tax** - 6.67, 50.13, 4.66, 2.66, 1.91, 11.73, 13.46, 10.00, 3.61, 1.65, 48.78 **SECTION: Provision for tax** - (2.27), (12.32), -, -, -, (3.63), (2.24), -, (0.91), -, (9.39) **SECTION: Profit / (Loss) after tax** - 4.40, 37.81, 4.66, 2.66, 1.91, 8.10, 11.22, 10.00, 2.70, 1.65, 39.39 **SECTION: Proposed Dividend** - -, 24.68, -, -, 2.72, -, 0.68, -, 0.12, -, 19.39 **SECTION: % of shareholding** - 100.00, 100.00, 100.00, 100.00, 100.00, 68.00, 100.00, 100.00, 100.00, 100.00 **SECTION: Notes** 1. Turnover includes Other Income and Other Operating Revenue. Profit / (Loss) figures do not include Other Comprehensive Income. 2. WelcomHotels Lanka (Private) Limited is yet to commence commercial operations."
"**SECTION: Part A: Subsidiaries** - **Name of the Subsidiary** - Greenacre Holdings Limited - Wimco Corporation - Gold Flake Integrated Trading & Business Limited - ITC MRR Limited - North East Nutrients Private Limited - Prag Agro Limited - Pavan ITC Limited - ITC Fibre Limited - ITC Hotels Limited - **Details:** - Date since when subsidiary was acquired: - 09-Nov-1994, 01-Jul-2005, 29-Jan-1982, 17-May-2012, 23-Dec-1998, 06-Feb-2014, 01-Jul-2005, 01-Jul-2005, 29-Jul-2020, 03-Mar-2023 - Financial Year ending on: - 31-Mar-2024 (for all subsidiaries) - Reporting Currency: - Indian Rupee - Share Capital: - 42.06, 18.51, 16.00, 7.50, 0.05, 73.00, 1.28, 5.51, 120.00, 200.00, 83.00 - Reserves & Surplus: - 15.43, (23.56), 15.09, 1.62, (0.02), 44.36, (0.37), (5.24), (35.36), (3.56), 1.11 - Total Assets: - 75.02, 2.41, 33.65, 11.75, 0.05, 124.92, 0.95, 0.31, 409.91, 229.19, 86.38 - Total Liabilities (excluding Total Equity): - 17.53, 7.46, 2.56, 2.63, 0.02, 7.56, 0.04, 0.04, 325.27, 32.75, 2.27 - Investments (excluding Investments made in subsidiaries): - 38.73, 0.50, 11.83, 4.37, –, 26.65, –, –, 12.28, 35.96, – **SECTION: Part B: Associates and Joint Ventures** - **Name of Associates / Joint Ventures** - Logix ITC - Maharaja International - Russell Gujarat Hotels - Divya ATC Limited - Antrang Delectable - Mother Sproutlife - Filtrona Heritage - Travel Investments Limited - Management Finance Technologies - Sparsh Baby Foods Private Limited - Private Limited - **Details:** - Latest audited Balance Sheet Date: - 31-Mar-2024 (for all) - Date on which the Associate or Joint Venture was associated or acquired: - 27-Sep-2011, 30-Jun-1994, 02-Jul-1997, 21-Mar-1982, 14-May-1988, 12-Sep-1986, 23-Nov-2007, 18-Jan-1995, 21-Jan-2008, 17-Sep-2020, 27-Oct-2022 - Shares of Associate / Joint Venture held by the Company on the year end: - 77, 66,913, 22, 50,000, 1,80,000, 39,14,233, 42,75,435, 17,33,907, 41,82,915, 1,94,775, 43,24,634, 10,145, 3,937 - Amount of Investment in Associate / Joint Venture: - 126.94, 82.33, 47.81, 21.37, 7.89, 7.98, 5.20, 8.88, 40.20, 201.13, - Extent of Holding %: - 27.90, 50.00, 50.00, 48.96, 25.43, 45.78, 33.33, 47.50, 33.33, 39.32, 26.50 - Description of how there is significant influence: - Joint Venture, Consolidated (for all) - Reason why the Associate / Joint Venture is not consolidated: - Consolidated (for all) - Net worth attributable to Shareholding as per latest audited Balance Sheet: - 1.48, 126.53, -69.75, 48.41, 20.21, 6.82, 7.77, 5.11, 1.25, 0.02, 24.16 - Profit / (Loss) for the year: - 0.21, 80.80, 0.93, 22.50, 4.68, 4.72, 0.55, 1.00, 0.46, (3.00), (11.49) - Considered in Consolidation: - 0.06, 40.40, -11.02, 1.19, 2.17, 0.18, 0.47, 0.15, -1.11, (3.06), (23.86) - Not considered in Consolidation: - 0.15, 40.40, 0.93, 11.48, 3.49, 2.55, 0.37, 0.53, 0.31, (1.89), (8.43) **SECTION: Notes** - i) ITC Hotels Limited is yet to commence commercial operations. - ii) No subsidiary was liquidated or sold during the year. - iii) Turnover includes Other Income and Other Operating Revenue. Profit / (Loss) figures do not include Other Comprehensive Income. **SECTION: Consolidated Financial Statements** - **Balance Sheet** - **Statement of Profit and Loss** - **Statement of Changes in Equity** - **Statement of Cash Flows** - **Notes to the Consolidated Financial Statements** - **Independent Auditor’s Report** ``` ``` **SECTION: Total Equity and Liabilities** Total Equity and Liabilities: 91826.16 (Previous Year: 85882.98) The accompanying notes 1 to 32 are an integral part of the Consolidated Financial Statements. On behalf of the Board In terms of our report attached For S R B C & CO LLP S. PURI, Chairman & Managing Director (DIN: 00280529) S."
"DUTTA, Director & Chief Financial Officer (DIN: 01804345) Arvind Sethi, Partner (Membership No.: 89802) Kolkata, May 23, 2024 **SECTION: Consolidated Statement of Profit and Loss for the year ended 31st March, 2024** | For the year ended | Note | 31st March, 2024 (` in Crores) | 31st March, 2023 (` in Crores) | |--------------------|------|----------------------------------|----------------------------------| | I Revenue From Operations | 22A | 76840.49 | 76518.21 | | II Other Income | 23 | 2727.84 | 1980.49 | | III Total Income (I+II) | | 79568.33 | 78498.70 | | IV EXPENSES | | | | | Cost of materials consumed | | 21772.58 | 20275.99 | | Purchases of Stock-in-Trade and Biological Assets | | 6063.32 | 9088.37 | | Changes in inventories of finished goods, Stock-in-Trade, work-in-progress, intermediates and Biological Assets | 24 | (588.69) | (358.59) | | Excise duty | | 5959.49 | 5581.36 | | Employee benefits expense | 25 | 6134.35 | 5736.22 | | Finance costs | 26 | 45.96 | 43.20 | | Depreciation and amortization expense | | 1816.39 | 1809.01 | | Other expenses | 27 | 11245.09 | 10529.93 | | Total expenses (IV) | | 52448.49 | 52705.49 | | V Share of profit / (loss) of Associates and Joint Ventures | | 27.61 | 49.04 | | VI Profit before exceptional items and tax (III-IV+V) | | 27147.45 | 25842.25 | | VII Exceptional Items | 29(i) | (7.57) | 72.87 | | VIII Profit before tax (VI+VII) | | 27139.88 | 25915.12 | | IX Tax expense: | | | | | Current Tax | 28 | 6165.27 | 6450.90 | | Deferred Tax | 28 | 223.25 | (12.50) | | X Profit for the year (VIII-IX) | | 20751.36 | 19476.72 | | Other Comprehensive Income | | | | | A (i) Items that will not be reclassified to profit or loss: | | | | | – Remeasurements of the defined benefit plans | 29(vi) | (20.74) | (24.06) | | – Equity instruments through other comprehensive income | | 2957.51 | 108.65 | | – Effective portion of gains / (losses) on designated portion of hedging instruments in a cash flow hedge | | (10.46) | 21.22 | | – Share of other comprehensive income in Associates and Joint Ventures | | 15.21 | 3.94 | | (ii) Income tax relating to items that will not be reclassified to profit or loss | 28 | (268.53) | 0.38 | | B (i) Items that will be reclassified to profit or loss: | | | | | – Exchange differences in translating the financial statements of foreign operations | | 256.53 | 46.12 | | – Debt instruments through other comprehensive income | | 18.00 | (34.76) | | – Effective portion of gains / (losses) on designated portion of hedging instruments in a cash flow hedge | | 16.93 | (52.41) | | (ii) Income tax relating to items that will be reclassified to profit or loss | 28 | (8.79) | 21.94 | | XI Other Comprehensive Income [A (i+ii)+B (i+ii)] | | 2955.66 | 91.02 | | XII Total Comprehensive Income for the year (X+XI) | | 23707.02 | 19567.74 | | Profit for the year Attributable to: | | | | | Owners of the parent | | 20458.78 | 19191.66 | | Non-controlling interests | | 292.58 | 285.06 | | Other Comprehensive Income Attributable to: | | | | | Owners of the parent | | 2955.66 | 91.76 | | Non-controlling interests | | (0.74) | | | Total Comprehensive Income for the year Attributable to: | | | | | Owners of the parent | | 23414.44 | 19283.42 | | Non-controlling interests | | 292.58 | 284.32 | | XIII Earnings per equity share (Face Value ` 1.00 each): | 29(ii) | | | | (1) Basic (in `) | | 16.42 | 15.50 | | (2) Diluted (in `) | | 16.38 | 15.46 | The accompanying notes 1 to 32 are an integral part of the Consolidated Financial Statements. On behalf of the Board In terms of our report attached For S R B C & CO LLP S. PURI, Chairman & Managing Director (DIN: 00280529) S. DUTTA, Director & Chief Financial Officer (DIN: 01804345) Arvind Sethi, Partner (Membership No.: 89802) Kolkata, May 23, 2024 **SECTION: Consolidated Statement of Changes in Equity for the year ended 31st March, 2024** **SECTION: A."
"Equity Share Capital (` in Crores)** | Balance at the beginning of the reporting year | Changes in equity share capital during the year | Balance at the end of the reporting year | |------------------------------------------------|------------------------------------------------|------------------------------------------| | 1242.80 | 5.67 | 1248.47 | | 1232.33 | 10.48 | 1242.80 | **SECTION: B. Other Equity (` in Crores)** | Reserves and Surplus | Items of other comprehensive income | Attributable to owners of the parent | Non-controlling interests | |----------------------|-------------------------------------|--------------------------------------|--------------------------| | Special Reserve | Exchange differences on translating the financial statements | Capital Reserve | Retained Earnings | | 5.46 | 13036.79 | 72.67 | 17672.57 | | Balance as at 1st April, 2023 | 35340.23 | (23.23) | 1004.46 | | Profit for the year | – | – | 20458.78 | | Other Comprehensive Income (net of tax) | – | – | (15.95) | | Total Comprehensive Income for the year | – | – | 20442.83 | | Issue of equity shares under ITC Employee Stock Option Schemes | – | 1437.16 | – | | Dividend | – | – | – | | Final Dividend (2022-23 - ` 6.75 per share) | – | (8388.91) | (293.14) | | Special Dividend (2022-23 - ` 2.75 per share) | – | (3417.70) | – | | Interim Dividend (2023-24 - ` 6.25 per share) | – | (7799.45) | – | | Transfer from retained earnings | – | 7.88 | – | | Balance as at 31st March, 2024 | 5.46 | 14813.95 | 36172.49 | **SECTION: Consolidated Statement of Cash Flows for the year ended 31st March, 2024** | For the year ended 31st March, 2024 | For the year ended 31st March, 2023 | |--------------------------------------|--------------------------------------| | **A. Cash Flow from Operating Activities** | | | PROFIT BEFORE TAX | 27139.88 | 25915.12 | | ADJUSTMENTS FOR: | | | Depreciation and amortization expense | 1816.39 | 1809.01 | | Share based payments to employees | 107.30 | 60.41 | | Finance costs | 45.96 | 43.20 | | Interest Income | (1710.51) | (1534.00) | | Dividend Income | (11.13) | (0.02) | | (Gain) / Loss on sale of property, plant and equipment, lease termination - Net | (57.04) | 4.40 | | Inventory write-offs / write-downs (net of reversals) | 156.12 | 157.33 | | Doubtful and bad debts | 14.81 | 5.96 | | Doubtful and bad advances, loans and deposits | 24.61 | 0.75 | | Impairment of investment in joint venture | 0.06 | 1.42 | | Gain recognised on divestment of shares held in joint venture | (9.84) | – | | Share of (profit) / loss of associates and joint ventures | (27.61) | (49.04) | | Net gain arising on financial instruments measured at amortised cost / mandatorily measured at fair value through profit or loss | (840.17) | (393.97) | | Foreign currency translations and transactions - Net | (13.38) | 31.37 | | OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES | 26635.45 | 26051.94 | | ADJUSTMENTS FOR: | | | Trade receivables, advances and other assets | (933.64) | (884.21) | | Inventories and biological assets other than bearer plants | (2544.87) | (1097.87) | | Trade payables, other liabilities and provisions | 141.48 | (3337.03) | | CASH GENERATED FROM OPERATIONS | 23298.42 | 25127.79 | | Income tax paid (net of refunds) | (6119.56) | (6250.24) | | NET CASH FROM OPERATING ACTIVITIES | 17178.86 | 18877.55 | **SECTION: B. Cash Flow from Investing Activities** | Purchase of property, plant and equipment, intangibles, ROU asset, etc."
"| (3562.53) | (2742.99) | | Sale of property, plant and equipment | 107.48 | 49.17 | | Purchase of current investments | (72237.17) | (78483.49) | | Sale / redemption of current investments | 75201.73 | 73172.80 | | Payment towards contingent purchase consideration | – | (63.75) | | Investment in associates* | (65.04) | (1.88) | | Purchase of non-current investments* | (2870.12) | (2448.96) | | Sale / redemption of non-current investments | 2627.78 | 4057.60 | | Advance received towards divestment of shares held in joint venture [Refer Note 29(viii)] | – | 56.00 | | Dividend received from associates and joint venture | 24.52 | 18.56 | | Dividend received from others | 11.13 | 0.02 | | Interest received | 1138.35 | 1323.74 | | Investment in bank deposits (original maturity more than 3 months) | (4612.10) | (8904.33) | | Redemption / maturity of bank deposits (original maturity more than 3 months) | 5800.00 | 6754.44 | | Investment in deposit with housing finance company | – | (3520.00) | | Redemption / maturity of deposit with housing finance company | – | 5000.00 | | Loans given | (12.55) | (8.56) | | Loans realised | 11.29 | 9.34 | | NET CASH FROM / (USED IN) INVESTING ACTIVITIES | 1562.77 | (5732.29) | **SECTION: C. Cash Flow from Financing Activities** | Proceeds from issue of share capital | 1442.83 | 2477.39 | | Proceeds from current borrowings | 8.00 | – | | Repayment of non-current borrowings | (1.57) | (0.73) | | Principal payment of lease liabilities | (66.89) | (59.11) | | Interest paid | (46.25) | (41.42) | | Net increase in statutory restricted accounts balances | 12.12 | 14.94 | The accompanying notes 1 to 32 are an integral part of the Consolidated Financial Statements. On behalf of the Board In terms of our report attached S. PURI, Chairman & Managing Director For S R B C & CO LLP (DIN: 00280529) Chartered Accountants Firm Registration Number: 324982E / E300003 S. DUTTA, Director & Chief Financial Officer (DIN: 01804345) Arvind Sethi, Partner R. K. SINGHI, Company Secretary (Membership No.: 89802, FCS 3770) Kolkata, May 23, 2024 ``` ``` **SECTION: Cash Flow Statement** Dividend paid: 19899.20, 15417.53 Dividend distribution tax refund received: 20.43 NET CASH USED IN FINANCING ACTIVITIES: (18550.96), (13006.03) NET INCREASE IN CASH AND CASH EQUIVALENTS: 190.67, 139.23 OPENING CASH AND CASH EQUIVALENTS: 405.91, 266.68 CLOSING CASH AND CASH EQUIVALENTS: 596.58, 405.91 *Also refer Note 29(x)* **SECTION: Notes** 1. The above Statement of Cash Flows has been prepared under the “Indirect Method” as set out in Ind AS - 7 “Statement of Cash Flows”. 2. CASH AND CASH EQUIVALENTS: As at 31st March, 2024, As at 31st March, 2023 Cash and cash equivalents as above: 596.58, 405.91 Unrealised gain / (loss) on foreign currency cash and cash equivalents: 29.31, 23.48 Cash credit facilities (Note 20): –, 33.96 Cash and cash equivalents (Note 13): 625.89, 463.35 3. Net Cash Flow from Operating Activities includes an amount of ` 450.50 Crores (2023 - ` 341.23 Crores) spent towards Corporate Social Responsibility. 4. Disclosure of change arising from financing activities in respect of lease liabilities - Refer Note 17A. The accompanying notes 1 to 32 are an integral part of the Consolidated Financial Statements. **SECTION: Group Information** ITC Limited (the ‘Holding Company’) [CIN: L16005WB1910PLC001985] is a public limited company domiciled in India with its registered office located at Virginia House, 37 Jawaharlal Nehru Road, Kolkata 700071. The Holding Company’s shares are listed on the National Stock Exchange of India Limited, BSE Limited and The Calcutta Stock Exchange Limited. The Holding Company and its subsidiaries (together referred to as the ‘Group’) has presence in multiple businesses spanning Fast-Moving Consumer Goods (Cigarettes & Cigars, Foods, Personal Care Products, Education & Stationery Products, Safety Matches and Agarbattis), Hotels, Paperboards, Paper and Packaging, Agri Business and Information Technology. **SECTION: 1. Material Accounting Policies** **SECTION: Statement of Compliance** These financial statements have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013 and amendments thereto. The financial statements have also been prepared in accordance with the relevant presentation requirements of the Companies Act, 2013. The Group adopted Ind AS from 1st April, 2016."
"**SECTION: Basis of Preparation** The financial statements are prepared in accordance with the historical cost convention, except for certain items that are measured at amortised cost or fair value, as explained in the accounting policies. Fair Value is 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, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Group takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these consolidated financial statements is determined on such a basis, except for share-based payment transactions that are within the scope of Ind AS 102 – Share-based Payment, leasing transactions that are within the scope of Ind AS 116 – Leases and measurements that have some similarities to fair value but are not fair value, such as net realisable value in Ind AS 2 – Inventories or value in use in Ind AS 36 – Impairment of Assets. The preparation of financial statements in conformity with Ind AS requires management to make judgements, estimates and assumptions that affect the application of the accounting policies and the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the year. Actual results could differ from those estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period; they are recognised in the period of the revision and future periods if the revision affects both current and future periods. **SECTION: Basis of Consolidation** The Consolidated Financial Statements (CFS) include the financial statements of the Company and its subsidiaries together with the share of the total comprehensive income of joint ventures and associates. Subsidiaries are entities controlled by the Group. Associates are entities over which the Group exercises significant influence but does not control. Joint Ventures (“JV”) are entities in which the Group has the ability to exercise control jointly with one or more uncontrolled entities and the parties have proportionate interests in the assets and liabilities of the JV entity. Control, significant influence and joint control is assessed annually with reference to the voting power (usually arising from equity shareholdings and potential voting rights) and other rights (usually contractual) enjoyed by the Group in its capacity as an investor that provides it the power and consequential ability to direct the investee’s activities and significantly affect the Group’s returns from its investment. Such assessment requires the exercise of judgement and is disclosed by way of a note to the Financial Statements. The Group is considered not to be in control of entities where it is unclear as to whether it enjoys such power over the investee. The assets, liabilities, income and expenses of subsidiaries are aggregated and consolidated, line by line, from the date control is acquired by any Group entity to the date it ceases. Profit or loss and each component of other comprehensive income are attributed to the Group as owners and to the non-controlling interests. The Group presents the non-controlling interests in the Balance Sheet within equity, separately from the equity of the Group as owners. The excess of the Group’s investment in a subsidiary over its share in the net worth of such subsidiary on the date control is acquired is treated as goodwill while a deficit is considered as a capital reserve in the CFS. **SECTION: Notes to the Consolidated Financial Statements** **SECTION: 1. Material Accounting Policies (Contd.)** An investment in an associate or a JV is initially recognised at cost on the date of the investment, and inclusive of any goodwill/capital reserve embedded in the cost, in the Balance Sheet. The proportionate share of the Group in the net profits/losses as also in the other comprehensive income is recognised in the Statement of Profit and Loss and the carrying value of the investment is adjusted by a like amount (referred as ‘equity method’). All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation."
"While preparing CFS, appropriate adjustments are made to subsidiaries/associates/JVs financial statements to ensure conformity with the Group’s accounting policies. **SECTION: Operating Cycle** All assets and liabilities have been classified as current or non-current as per the Group’s normal operating cycle and other criteria set out in the Schedule III to the Companies Act, 2013 and Ind AS 1 – Presentation of Financial Statements based on the nature of products and the time between the acquisition of assets for processing and their realisation in cash and cash equivalents. The Group has identified twelve months as its operating cycle. **SECTION: Property, Plant and Equipment** Property, plant and equipment (PP&E) are stated at cost of acquisition or construction less accumulated depreciation and accumulated impairment, if any. For this purpose, cost includes deemed cost which represents the carrying value of PP&E recognised as at 1st April, 2015 measured as per the previous Generally Accepted Accounting Principles (GAAP). Cost is inclusive of inward freight, duties and taxes and incidental expenses related to acquisition. In respect of major projects involving construction, related pre-operational expenses form part of the value of assets capitalised. Expenses capitalised also include applicable borrowing costs for qualifying assets, if any. All upgradation/enhancements are charged off as revenue expenditure unless they bring similar significant additional benefits. An item of PP&E is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on the disposal or retirement of an item of PP&E is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in the Statement of Profit and Loss. Depreciation of these assets commences when the assets are ready for their intended use, which is generally on commissioning. Items of PP&E are depreciated in a manner that amortizes the cost (or other amount substituted for cost) of the assets after commissioning, less its residual value, over their useful lives as specified in Schedule II of the Companies Act, 2013 on a straight-line basis. Land is not depreciated. **SECTION: The estimated useful lives of PP&E of the Group are as follows:** - Buildings: 30-60 Years - Leasehold Improvement: Shorter of lease period or estimated useful lives - Plant and Equipment: 3-25 Years - Furniture and Fixtures: 8-10 Years - Vehicles: 8-10 Years - Office Equipment: 5 Years PP&E’s residual values, useful lives and method of depreciation are reviewed at each Balance Sheet date and changes, if any, are treated as changes in accounting estimate. **SECTION: Goodwill and Other Intangible Assets** **SECTION: Goodwill** Goodwill arising on Business Combination is carried at cost less any accumulated impairment losses. The Group also presents the excess of the Group’s investment in a subsidiary over its share in the net worth of such subsidiary on the date control is acquired as goodwill arising on consolidation. Goodwill is annually tested for impairment. Impairment loss, if any, to the extent the carrying amount exceeds the recoverable amount is charged off to the Statement of Profit and Loss as it arises and is not reversed. For impairment testing, goodwill is allocated to Cash Generating Unit (CGU) or group of CGUs to which it relates, which is not larger than an operating segment, and is monitored for internal management purposes. On disposal of the CGU or group of CGUs, attributable amount of goodwill is included in the determination of the profit or loss recognised in the Statement of Profit and Loss. **SECTION: Other Intangible Assets** Other Intangible Assets that the Group controls and from which it expects future economic benefits, are capitalised upon acquisition and measured initially: 1. For assets acquired in a business combination, at fair value on the date of acquisition. 2. For separately acquired assets, at cost comprising the purchase price (including import duties and non-refundable taxes) and directly attributable costs to prepare the asset for its intended use. Internally generated assets for which the cost is clearly identifiable are capitalised at cost. Research expenditure is recognised as an expense when it is incurred. Development costs are capitalised only after the technical and commercial feasibility of the asset for sale or use has been established. Thereafter, all directly attributable expenditure incurred to prepare the asset for its intended use are recognised as the cost of such assets. Internally generated brands, websites and customer lists are not recognised as intangible assets."
"The carrying value of intangible assets includes deemed cost which represents the carrying value of intangible assets recognised as at 1st April, 2015 measured as per the previous GAAP. After initial recognition, an intangible asset is carried at its cost less accumulated amortization and/or impairment losses. The useful life of an intangible asset is considered finite where the rights to such assets are limited to a specified period of time by contract or law (e.g. patents, licences, trademarks, franchise and servicing rights) or the likelihood of technical, technological obsolescence (e.g. computer software, design, prototypes) or commercial obsolescence (e.g. lesser known brands are those to which adequate marketing support may not be provided). If there are no such limitations, the useful life is taken to be indefinite. Intangible assets that have finite lives are amortized over their estimated useful lives by the straight-line method unless it is practical to reliably determine the pattern of benefits arising from the asset. An intangible asset with an indefinite useful life is not amortized. However, it is annually tested for impairment. Amortization expenses and impairment losses and reversal of impairment losses are included in the ‘Depreciation and amortization expense’ in the Statement of Profit and Loss. **SECTION: The estimated useful lives of intangible assets of the Group with finite lives are as follows:** - Trademarks / Know How, Business and Commercial Rights: 10 Years (unless shorter useful life is required based on contractual or legal terms) - Computer Software: 5 Years - Customer Relationships: 8 Years The useful lives of intangible assets are reviewed annually to determine if a reset of such useful life is required for assets with finite lives and to confirm that business circumstances continue to support an indefinite useful life assessment for assets so classified. Based on such review, the useful life may change or the useful life assessment may change from indefinite to finite. The impact of such changes is accounted for as a change in accounting estimate. **SECTION: Investment Property** Properties that are held for long-term rental yields and/or for capital appreciation are classified as investment properties. Investment properties are stated at cost of acquisition or construction less accumulated depreciation and impairment, if any. Depreciation is recognised using the straight-line method so as to amortize the cost of investment properties over their useful lives as specified in Schedule II of the Companies Act, 2013. Freehold land and properties under construction are not depreciated. Transfers to, or from, investment properties are made at the carrying amount when and only when there is a change in use. An item of investment property is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on the disposal or retirement of an item of investment property is determined as the difference between the sales proceeds and the carrying amount of the property and is recognised in the Statement of Profit and Loss. Income received from investment property is recognised in the Statement of Profit and Loss on a straight-line basis over the term of the lease. **SECTION: Impairment of Assets** Impairment loss, if any, is provided to the extent that the carrying amount of assets or cash generating units exceeds their recoverable amount. Recoverable amount is higher of an asset’s fair value less costs of disposal and its value in use. Value in use is the present value of estimated future cash flows expected to arise from the continuing use of an asset or cash generating unit and from its disposal at the end of its useful life. Impairment losses recognised in prior years are reversed when there is an indication that the impairment losses recognised no longer exist or have decreased. Such reversals are recognised as an increase in carrying amounts of assets to the extent that it does not exceed the carrying amounts that would have been determined (net of amortization or depreciation) had no impairment loss been recognised in previous years. **SECTION: Inventories** Inventories are stated at lower of cost and net realisable value. The cost is calculated on weighted average method. Cost comprises expenditure incurred in the normal course of business in bringing such inventories to their present location and condition and includes, where applicable, appropriate overheads based on normal level of activity. Net realisable value is the estimated selling price less estimated costs for completion and sale."
"Obsolete, slow moving and defective inventories are identified from time to time and, where necessary, a provision is made for such inventories. **SECTION: Foreign Currency Transactions** The presentation currency of the Group is Indian Rupee. Transactions in foreign currency are accounted for at the exchange rate prevailing on the transaction date. Gains/losses arising on settlement as also on translation of monetary items are recognised in the Statement of Profit and Loss. Exchange differences arising on monetary items that, in substance, form part of the Group’s net investment in a foreign operation (having a functional currency other than Indian Rupee) are recognised in other comprehensive income and accumulated in foreign currency translation reserve. For the preparation of the consolidated financial statements: (a) assets and liabilities of foreign operations, together with goodwill and fair value adjustments assumed on acquisition thereof, are translated to Indian Rupees at exchange rates prevailing at the reporting period end; (b) income and expense items are translated at the average exchange rates prevailing during the period; when exchange rates fluctuate significantly the rates prevailing on the transaction date are used. Differences arising on such translation are recognised in other comprehensive income and accumulated in foreign currency translation reserve and attributed to non-controlling interests proportionately. On the disposal of a foreign operation, all of the exchange differences accumulated in equity in respect of that operation attributable to the owners of the Group is reclassified to the Statement of Profit and Loss. In relation to a partial disposal, that does not result in losing control over the subsidiary, the proportionate exchange differences accumulated in equity is reclassified to the Statement of Profit and Loss. **SECTION: Derivatives and Hedge Accounting** Derivatives are initially recognised at fair value and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gains/losses are recognised in the Statement of Profit and Loss immediately unless the derivative is designated and effective as a hedging instrument, in which case the resulting gain/loss is recognised as per the hedge accounting principles stated below. The Group complies with the principles of hedge accounting where derivative contracts and/or non-derivative financial assets/liabilities that are permitted under applicable accounting standards are designated as hedging instruments. At the inception of the hedge relationship, the Group documents the relationship between the hedging instrument and the hedged item, along with the risk management objectives and its strategy for undertaking hedge transaction, which can be a fair value hedge or a cash flow hedge. **SECTION: (i) Fair value hedges** ``` ``` **SECTION: Changes in Fair Value of Hedging Instruments** Changes in fair value of the designated portion of hedging instruments that qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk. Such fair value changes are recognised in the line item relating to the hedged item in the Statement of Profit and Loss. Hedge accounting is discontinued when the hedging instrument is derecognised, expires or is sold, terminated, or exercised, or when it no longer qualifies for hedge accounting. The fair value adjustment to the carrying amount of the hedged item arising from the hedged risk is amortised to profit or loss from that date. **SECTION: Cash Flow Hedges** The effective portion of changes in the fair value of hedging instruments that are designated and qualify as cash flow hedges is recognised in other comprehensive income and accumulated as ‘Cash Flow Hedge Reserve’. The gains/losses relating to the ineffective portion are recognised immediately in the Statement of Profit and Loss. Amounts previously recognised and accumulated in other comprehensive income are reclassified to profit or loss when the hedged item affects the Statement of Profit and Loss. However, when the hedged item results in the recognition of a non-financial asset, such gains/losses are transferred from equity (but not as reclassification adjustment) and included in the initial measurement cost of the non-financial asset. **SECTION: Notes to the Consolidated Financial Statements** **SECTION: 1. Material Accounting Policies (Contd.)** Hedge accounting is discontinued when the hedging instrument is derecognised, expires or is sold, terminated, or exercised, or when it no longer qualifies for hedge accounting. Any gains/losses recognised in other comprehensive income and accumulated in equity at that time remain in equity and are reclassified when the underlying transaction is ultimately recognised."
"When an underlying transaction is no longer expected to occur, the gains/losses accumulated in equity are recognised immediately in the Statement of Profit and Loss. **SECTION: Investment in Associates and Joint Ventures** Investment in associates and joint ventures are accounted for using the ‘equity method’ less accumulated impairment, if any. **SECTION: Financial Instruments, Financial Assets, Financial Liabilities and Equity Instruments** Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the relevant instrument and are initially measured at fair value except for trade receivables that do not contain a significant financing component, which are measured at transaction price. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities measured at fair value through profit or loss) are added to or deducted from the fair value on initial recognition of financial assets or financial liabilities. Purchase or sale of financial assets that require delivery of assets within a time frame established by regulation or convention in the market place (regular way trades) are recognised on the trade date, i.e., the date when the Group commits to purchase or sell the asset. **SECTION: Financial Assets** **SECTION: Recognition:** Financial assets include Investments, Trade receivables, Advances, Security deposits, Cash and cash equivalents. Such assets are initially recognised at fair value or transaction price, as applicable, when the Group becomes party to contractual obligations. The transaction price includes transaction costs unless the asset is being fair valued through the Statement of Profit and Loss. **SECTION: Classification:** Management determines the classification of an asset at initial recognition depending on the purpose for which the assets were acquired. The subsequent measurement of financial assets depends on such classification. Financial assets are classified as those measured at: - (a) amortised cost, where the financial assets are held solely for collection of cash flows arising from payments of principal and/or interest. - (b) fair value through other comprehensive income (FVTOCI), where the financial assets are held not only for collection of cash flows arising from payments of principal and interest but also from the sale of such assets. Such assets are subsequently measured at fair value, with unrealised gains and losses arising from changes in the fair value being recognised in other comprehensive income. - (c) fair value through profit or loss (FVTPL), where the assets are managed in accordance with an approved investment strategy that triggers purchase and sale decisions based on the fair value of such assets. Such assets are subsequently measured at fair value. Unrealised gains and losses arising from changes in the fair value, including interest income and dividend income, if any, are recognised in the Statement of Profit and Loss in the period in which they arise. Trade receivables, Advances, Security deposits, Cash and cash equivalents etc. are classified for measurement at amortised cost while investments may fall under any of the aforesaid classes. However, in respect of particular investments in equity instruments that would otherwise be measured at fair value through profit or loss, an irrevocable election at initial recognition may be made to present subsequent changes in fair value through other comprehensive income. **SECTION: Impairment:** The Group assesses at each reporting date whether a financial asset (or a group of financial assets) such as Investments, Trade receivables, Advances and Security deposits held at amortised cost and financial assets that are measured at fair value through other comprehensive income are tested for impairment based on evidence or information that is available without undue cost or effort. Expected credit losses are assessed and loss allowances recognised if the credit quality of the financial asset has deteriorated significantly since initial recognition. **SECTION: Reclassification:** When and only when the business model is changed, the Group shall reclassify all affected financial assets prospectively from the reclassification date as subsequently measured at amortised cost, fair value through other comprehensive income or fair value through profit or loss without restating the previously recognised gains, losses or interest and in terms of the reclassification principles laid down in the Ind AS relating to Financial Instruments. **SECTION: Derecognition:** Financial assets are derecognised when the right to receive cash flows from the assets has expired, or has been transferred, and the Group has transferred substantially all of the risks and rewards of ownership."
"Concomitantly, if the asset is one that is measured at: - (a) amortised cost, the gain or loss is recognised in the Statement of Profit and Loss; - (b) fair value through other comprehensive income, the cumulative fair value adjustments previously taken to reserves are reclassified to the Statement of Profit and Loss unless the asset represents an equity investment, in which case the cumulative fair value adjustments previously taken to reserves are reclassified within equity. **SECTION: Income Recognition:** Interest income is recognised in the Statement of Profit and Loss using the effective interest method. Dividend income is recognised in the Statement of Profit and Loss when the right to receive dividend is established. **SECTION: Financial Liabilities** Borrowings, trade payables and other financial liabilities are initially recognised at fair value and are subsequently measured at amortised cost. Any discount or premium on redemption/settlement is recognised in the Statement of Profit and Loss as finance cost over the life of the liability using the effective interest method and adjusted to the liability figure disclosed in the Balance Sheet. Financial liabilities are derecognised when the liability is extinguished, that is, when the contractual obligation is discharged, cancelled or on expiry. **SECTION: Offsetting Financial Instruments** Financial assets and liabilities are offset and the net amount is included in the Balance Sheet where there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. **SECTION: Equity Instruments** Equity instruments are recognised at the value of the proceeds, net of direct costs of the capital issue. **SECTION: Revenue** Revenue is measured at the transaction price that the Company receives or expects to receive as consideration for goods supplied and services rendered, net of returns and estimates of variable consideration such as discounts to customers. Revenue from the sale of goods includes Excise Duties and National Calamity Contingent Duty which are payable on manufacture of goods but excludes taxes such as VAT and Goods and Services Tax which are payable in respect of sale of goods and services. Revenue from the sale of goods and services is recognised when the Group performs its obligations to its customers and the amount of revenue can be measured reliably and recovery of the consideration is probable. The timing of such recognition in case of sale of goods is when control over the same is transferred to the customer, which is mainly upon delivery and in case of services, in the period in which such services are rendered. **SECTION: Government Grant** Group entities may receive government grants that require compliance with certain conditions related to the entity’s operating activities or are provided to the entity by way of financial assistance on the basis of certain qualifying criteria. Government grants are recognised when there is reasonable assurance that the grant will be received upon the Group entity complying with the conditions attached to the grant. Accordingly, government grants: - (a) related to or used for assets, are deducted from the carrying amount of the asset. - (b) related to incurring specific expenditures are taken to the Statement of Profit and Loss on the same basis and in the same periods as the expenditures incurred. - (c) by way of financial assistance on the basis of certain qualifying criteria are recognised in the Statement of Profit and Loss as they become receivable. In the unlikely event that a grant previously recognised is ultimately not received, it is treated as a change in estimate and the amount cumulatively recognised is expensed in the Statement of Profit and Loss. **SECTION: Dividend Distribution** Dividends paid (including income tax thereon, if any) are recognised in the period in which the interim dividends are approved by the Board of Directors, or in respect of the final dividend when approved by shareholders. **SECTION: Employee Benefits** Short-term employee benefits are expensed in the period in which the employee renders the related service on an undiscounted basis. A liability is recognised for the amount expected to be paid within twelve months, if the Company has a present legal or constructive obligation to pay the same as a result of past service provided by the employee and the obligation can be reliably estimated. The Group makes contributions to both defined benefit and defined contribution schemes which are mainly administered through duly constituted and approved Trusts. Provident Fund contributions are in the nature of defined contribution scheme."
"In respect of employees who are members of constituted and approved trusts, the Group recognises contribution payable to such trusts as an expense including any shortfall in interest between the amount of interest realised by the investment and the interest payable to members at the rate declared by the Government of India. In respect of other employees, provident funds are deposited with the Government and recognised as expense. The Group makes contribution to defined contribution pension plan. The contribution payable is recognised as an expense when an employee renders the related service. The Group also makes contribution to defined benefit pension and gratuity plan. The cost of providing benefits under the defined benefit obligation is calculated by independent actuary using the projected unit credit method. Service costs and net interest expense or income is reflected in the Statement of Profit and Loss. Gain or Loss on account of remeasurements are recognised immediately through other comprehensive income in the period in which they occur. The employees of the Group are entitled to compensated leave for which the Group records the liability based on actuarial valuation computed using projected unit credit method. These benefits are unfunded. Actual disbursements made under the Workers’ Voluntary Retirement Scheme are accounted as revenue expenses. **SECTION: Employee Share Based Compensation** **SECTION: Stock Options** Stock Options are granted to eligible employees under the ITC Employee Stock Option Schemes (“ITC ESOS”), as may be decided by the Nomination & Compensation Committee / Board. Eligible employees for this purpose include employees of the Group entities, their Directors and those on deputation to joint ventures and associates. Under Ind AS, the cost of ITC Stock Options (Stock Options) is recognised based on the fair value of Stock Options as on the grant date. The fair values of Stock Options granted are recognised in the Statement of Profit and Loss over the period in which the performance and/or service conditions are fulfilled for employees of the Group (other than those out on deputation). The value of Stock Options, net of reimbursements, granted to employees on deputation is considered as capital contribution/investment. The Group generally seeks reimbursement of the value of Stock Options from such companies, as applicable. It may, if so recommended by the Corporate Management Committee and approved by the Audit Committee, decide not to seek such reimbursements in respect of value of Stock Options from such companies, who need to conserve financial capacity to sustain their business and growth plans and where the quantum of reimbursement is not material - the materiality threshold being ` 5 Crores for each entity for a financial year. **SECTION: Cash Settled Stock Appreciation Linked Reward (SAR) Plan** Cash Settled SAR units are granted to eligible employees under the ITC Employee Cash Settled Stock Appreciation Linked Reward Plan (“ITC ESARP”). The eligible employees for this purpose are such present and future permanent employees of the Company, including a Director of the Company, as may be decided by the CMC / Nomination & Compensation Committee / Board. For cash settled SAR units granted to eligible employees, a liability is initially measured at fair value at the grant date and is subsequently remeasured at each reporting period, until settled. The fair value of ESAR units granted is recognised in the Statement of Profit and Loss over the period in which the performance and/or service conditions are fulfilled for employees of the Group. In case of employees on deputation to group companies, the Company generally seeks reimbursements from the concerned group company. The value of such payments, net of reimbursements, is considered as capital contribution/investment. **SECTION: Leases** The Group assesses at contract inception whether a contract is, or contains, a lease. A contract is, or contains, a lease if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. **SECTION: Group as a Lessee** Right-of-Use (ROU) assets are recognised at inception of a contract or arrangement for significant lease components at cost less lease incentives, if any. ROU assets are subsequently measured at cost less accumulated depreciation and impairment losses, if any. The cost of ROU assets includes the amount of lease liabilities recognised, initial direct cost incurred and lease payments made at or before the lease commencement date. ROU assets are generally depreciated over the shorter of the lease term and estimated useful lives of the underlying assets on a straight-line basis."
"Lease term is determined based on consideration of facts and circumstances that create an economic incentive to exercise an extension option, or not to exercise a termination option. Lease payments associated with short-term leases (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option) and low value leases (i.e., where the value of the underlying asset, when new, is ` 5 lakhs or less) are charged to the Statement of Profit and Loss on a straight-line basis over the term of the relevant lease. The Group recognises lease liabilities measured at the present value of lease payments to be made on the date of recognition of the lease. Such lease liabilities do not include variable lease payments (that do not depend on an index or a rate), which are recognised as expense in the periods in which they are incurred. Interest on lease liability is recognised using the effective interest method. Lease liabilities are subsequently increased to reflect the accretion of interest and reduced for the lease payments made. The carrying amount of lease liabilities is also remeasured upon modification of lease arrangement or upon change in the assessment of the lease term. The effect of such remeasurements is adjusted to the value of the ROU assets. **SECTION: Group as a Lessor** Leases in which the Group does not transfer substantially all the risks and rewards of ownership of an asset are classified as operating leases. Where the Group is a lessor under an operating lease, the asset is capitalised within property, plant and equipment or investment property and depreciated over its useful economic life. Payments received under operating leases are recognised in the Statement of Profit and Loss on a straight-line basis over the term of the lease. **SECTION: Taxes on Income** Taxes on income comprise current taxes and deferred taxes. Current tax in the Statement of Profit and Loss is provided as the amount of tax payable in respect of taxable income for the period using tax rates and tax laws enacted during the period, together with any adjustment to tax payable in respect of previous years. Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities and the amounts used for taxation purposes (tax base), at the tax rates and tax laws enacted or substantively enacted by the end of the reporting period. Deferred tax assets are recognised for the future tax consequences to the extent it is probable that future taxable profits will be available against which the deductible temporary differences can be utilised. Income tax, insofar as it relates to items disclosed under other comprehensive income or equity, is disclosed separately under other comprehensive income or equity, as applicable. Deferred tax assets and liabilities are offset when there is legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on net basis, or to realise the asset and settle the liability simultaneously. **SECTION: Claims** Claims against the Group not acknowledged as debts are disclosed after a careful evaluation of the facts and legal aspects of the matter involved. **SECTION: Provisions** Provisions are recognised when, as a result of a past event, the Group has a legal or constructive obligation; it is probable that an outflow of resources will be required to settle the obligation; and the amount can be reliably estimated. The amount so recognised is a best estimate of the consideration required to settle the obligation at the reporting date, taking into account the risks and uncertainties surrounding the obligation. In an event when the time value of money is material, the provision is carried at the present value of the cash flows estimated to settle the obligation. **SECTION: Operating Segments** Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker (CODM). The CODM, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Corporate Management Committee. Segments are organised based on businesses which have similar economic characteristics as well as exhibit similarities in nature of products and services offered, the nature of production processes, the type and class of customer and distribution methods."
"Segment revenue arising from third party customers is reported on the same basis as revenue in the financial statements. Inter-segment revenue is reported on the basis of transactions which are primarily market led. Segment results represent profits before finance charges, unallocated corporate expenses and taxes. ``` ``` **SECTION: Unallocated Corporate Expenses** “Unallocated Corporate Expenses” include revenue and expenses that relate to initiatives / costs attributable to the enterprise as a whole. **SECTION: Financial and Management Information Systems** The Group’s Accounting System is designed to unify the Financial and Cost Records and also to comply with the relevant provisions of the Companies Act, 2013, to provide financial and cost information appropriate to the businesses and facilitate Internal Control. **SECTION: Notes to the Consolidated Financial Statements** **SECTION: 2. Use of estimates and judgements** The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the results of operations during the reporting period end. Although these estimates are based upon management’s best knowledge of current events and actions, actual results could differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. **SECTION: A. Judgements in applying accounting policies** The following are the judgements, apart from those involving estimations (see note B below), that the Group have made in the process of applying the accounting policies and that have a significant effect on the amounts recognised in the consolidated financial statements: **SECTION: 1. Control:** The Group assessed whether or not it has control on its investees based on whether, as an investor, it has the power / rights and consequently the practical ability to direct the relevant activities of its investees unilaterally. In making this judgement, the Group considered the absolute size of its holding, the relative size of and dispersion of other shareholders, and whether any contractual arrangements exist between the Company (and its subsidiaries) and other shareholders of the investees. Based on this, and in accordance with its Accounting Policy, the Group has determined that the entities listed in the notes to the financial statements are the only entities over which Group has control. The Company is a settlor for certain trusts, i.e., ITC Sangeet Research Academy, ITC Education and Health Care Trust and ITC Rural Development Trust. The Group while considering the nature and insignificant variability of its return has concluded that it does not ‘control’ these trusts. **SECTION: 2. Significant influence:** The Group assessed whether or not it has significant influence on its investees based on its practical ability to participate in the financial and operating policy decisions of the investee, though it is not in control or in joint control of these policies. Based on such assessment, the Group determined that the entities listed in the notes to the financial statements are the only entities over which the Group has significant influence, and accordingly recognised as associates. **SECTION: 3. Joint Control:** (i) The Group holds 50% of the equity share capital of Maharaja Heritage Resorts Limited, a company involved in operation of hotel properties. The Group do not consider that it is able to exercise control over the company as the decisions about relevant activities of the company are made jointly between the Group and the co-venturer (who holds 50% of the equity share capital) and both the parties have rights to the net assets of such arrangement. (ii) The Group holds 27.90% of the equity share capital of Logix Developers Private Limited, a company intended for the purpose of developing a luxury hotel-cum-service apartment complex. The Group has concluded that the key decisions about relevant activities of such company are made jointly between the Group and the co-venturer (who holds 72.10% of the equity share capital) and both the parties have rights to the net assets of such arrangement. (iii) The Group holds 50% of the equity share capital of ITC Filtrona Limited (formerly known as ITC Essentra Limited), a company involved in manufacture and sale of filter rods."
"The Group has concluded that the key decisions about relevant activities of such company are made jointly between the Group and the co-venturer (who holds 50% of the equity share capital) and both the parties have rights to the net assets of such arrangement. **SECTION: 4. Useful life of Intangible Assets:** The Group is required to determine whether its intangible assets have indefinite or finite life which is a subject matter of judgement. Certain trademarks have been considered of having an indefinite useful life taking into account that there are no technical, technological or commercial risks of obsolescence or limitations under contract or law. Other trademarks have been amortised over their useful economic life. Refer notes to the financial statements. **SECTION: B. Key sources of estimation uncertainty** The following are the key assumptions concerning the future, and other key sources of estimation uncertainty at the end of the reporting period that may have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year. **SECTION: 1. Useful lives of property, plant and equipment, investment property and intangible assets:** As described in the material accounting policies, the Group reviews the estimated useful lives of property, plant and equipment, investment property and intangible assets at the end of each reporting period and the impact of changes in the estimated useful life is considered in the period in which the estimate is revised. **SECTION: 2. Fair value measurements and valuation processes:** Some of the Group’s assets and liabilities are measured at fair value for financial reporting purposes. In estimating the fair value of an asset or a liability, the Group uses market-observable data to the extent it is available. Where Level 1 inputs are not available, the Group engages third party valuers, where required, to perform the valuation. Information about the valuation techniques and inputs used in determining the fair value of various assets, liabilities and share based payments are disclosed in the notes to the financial statements. **SECTION: 3. Actuarial Valuation:** The determination of Group’s liability towards defined benefit obligation to employees is made through independent actuarial valuation including determination of amounts to be recognised in the Statement of Profit and Loss and in other comprehensive income. Such valuation depends upon assumptions determined after taking into account inflation, seniority, promotion and other relevant factors such as supply and demand factors in the employment market. Information about such valuation is provided in notes to the financial statements. **SECTION: 4. Claims, Provisions and Contingent Liabilities:** The Group has ongoing litigations with various regulatory authorities and third parties. Where an outflow of funds is believed to be probable and a reliable estimate of the outcome of the dispute can be made based on management’s assessment of specific circumstances of each dispute and relevant external advice, management provides for its best estimate of the liability. Such accruals are by nature complex and can take number of years to resolve and can involve estimation uncertainty. Information about such litigations is provided in notes to the financial statements. **SECTION: Notes to the Consolidated Financial Statements** **SECTION: Property, Plant and Equipment** Particulars, As at 31st March, 2022, Additions, Withdrawals and adjustments, Translation Reserve, As at 31st March, 2023, Additions, Withdrawals and adjustments, Translation Reserve, As at 31st March, 2024 - **3A. Property, Plant and Equipment** - Land: 2107.16, 7.17, 3.32, –, 2111.01, 20.18, 17.85, –, 2113.34 - Buildings: 8821.57, 693.69, 10.55, –, 9504.71, 1068.85, 11.62, –, 10561.94 - Leasehold Improvements: 23.11, 0.41, 6.36, 0.05, 17.21, 17.15, 3.05, 0.03, 31.34 - Plant and Equipment: 16863.03, 1750.62, 182.14, 0.24, 18431.75, 2410.68, 166.09, 0.17, 20676.51 - Furniture and Fixtures: 907.34, 104.25, 11.87, 0.05, 999.77, 78.15, 9.88, 0.04, 1068.08 - Vehicles: 179.38, 29.79, 23.44, (0.02), 185.71, 29.03, 25.69, 0.14, 189.19 - Office Equipment: 43.70, 3.84, 3.88, 0.02, 43.68, 12.32, 2.92, 0.01, 53.09 - Railway Sidings: 1.73, –, –, –, 1.73, –, –, –, 1.73 - **TOTAL:** 28947.02, 2589.77, 241.56, 0.34, 31295.57, 3636.36, 237.10, 0.39, 34695.22 - **3B. Capital work-in-progress:** 3198.45, 2316.23, 2517.67, (12.30), 2984.71, 3252.02, 3528.66, 143.07, 2851.14 - **3C. Investment Property:** 410.11, –, (0.52), –, 410.63, –, (0.95), –, 411.58 - **3D. Goodwill** - Goodwill on Consolidation: 202.53, –, –, –, 202.53, –, –, –, 202.53 - Goodwill acquired through business combinations: 577.20, –, –, –, 577.20, –, –, –, 577.20 - **TOTAL:** 779.73, –, –, –, 779.73, –, –, –, 779.73 - **3E."
"Other Intangible assets (acquired)** - Assets with indefinite life, Trademarks: 1889.78, –, –, 1889.78, –, –, –, 1889.78 - Assets with finite life, Trademarks: 30.83, –, –, 30.82, –, –, –, 30.82 - Computer Software: 273.64, 69.58, 3.36, –, 339.86, 56.47, 1.84, –, 394.49 - Know How, Business and Commercial Rights: 43.35, 745.88, –, –, 789.23, 15.57, –, –, 804.80 - Customer Relationships: 35.21, –, –, –, 35.21, –, –, –, 35.21 - **TOTAL:** 2272.81, 815.46, 3.36, (0.01), 3084.90, 72.04, 1.84, –, 3155.10 - **3F. Intangible assets under development:** 27.09, 54.43, 62.93, –, 18.59, 57.84, 66.79, –, 9.64 - **3G. Right-of-use assets** - Land: 721.98, –, –, (3.48), 718.50, 9.55, 0.19, 24.22, 752.08 - Buildings: 255.07, 84.82, 72.74, 0.38, 267.53, 132.51, 49.90, 0.09, 350.23 - Plant and Equipment: 48.63, –, –, –, 48.63, –, 6.80, –, 41.83 - Vehicles: –, 2.92, –, –, 2.92, 0.96, 0.99, –, 2.89 - **TOTAL:** 1025.68, 87.74, 72.74, (3.10), 1037.58, 143.02, 57.88, 24.31, 1147.03 **SECTION: Includes amounts transferred to Investment Property on its recognition.** **SECTION: Notes:** 1. a) The above includes following assets given on operating lease: - **Particulars, Gross Block, Accumulated Depreciation, Net Block, Charge for the year** - Buildings: 0.94, 0.23, 0.71, 0.02, 0.94, 0.25, 0.69, 0.02 - Plant and Equipment: 243.01, 164.17, 78.84, 17.39, 260.13, 179.85, 80.28, 13.81 - **TOTAL:** 243.95, 164.40, 79.55, 17.41, 261.07, 180.10, 80.97, 13.83 b) The amount of expenditure recognised in the carrying amount of property, plant and equipment in the course of construction is ` 195.73 Crores (2023 - ` 90.68 Crores). 2. Land includes certain lands at Munger with Gross Block - ` 1.16 Crores (2023 - ` 1.16 Crores) which stood vested with the State of Bihar under the Bihar Land Reforms Act, 1950 for which compensation has not yet been determined. **SECTION: Notes to the Consolidated Financial Statements** Particulars, ` in Crores, Depreciation and Amortization, Net Book Value, Foreign, On, Currency, Withdrawals, Translation, Upto, As at, As at, - **3A. Property, Plant and Equipment** - Land: –, –, –, –, –, –, –, –, 2113.34, 2111.01 - Buildings: 1214.41, 249.84, 4.23, –, 1460.02, 246.72, 6.10, –, 1700.64, 8861.30, 8044.69 - Leasehold Improvements: 15.64, 1.94, 6.00, 0.02, 11.60, 0.54, 2.21, 0.01, 9.94, 21.40, 5.61 - Plant and Equipment: 6908.33, 1269.70, 149.85, 0.16, 8028.34, 1251.42, 136.27, 0.08, 9143.57, 11532.94, 10403.41 - Furniture and Fixtures: 483.57, 80.62, 9.93, 0.04, 554.30, 84.10, 8.51, 0.03, 629.92, 438.16, 445.47 - Vehicles: 85.91, 20.25, 15.15, (0.01), 91.00, 20.33, 17.70, 0.08, 93.71, 95.48, 94.71 - Office Equipment: 30.82, 5.95, 4.59, 0.01, 32.19, 4.24, 2.49, –, 33.94, 19.15, 11.49 - Railway Sidings: 0.91, 0.13, –, –, 1.04, 0.13, –, –, 1.17, 0.56, 0.69 - **TOTAL:** 8739.59, 1628.43, 189.75, 0.22, 10178.49, 1607.48, 173.28, 0.20, 11612.89, 23082.33, 21117.08 - **3B. Capital work-in-progress:** –, –, –, –, –, –, –, –, 2851.14, 2984.71 - **3C. Investment Property:** 45.91, 12.38, (0.08), –, 58.37, 12.11, (0.17), –, 70.65, 340.93, 352.26 - **3D. Goodwill:** –, –, –, –, –, –, –, –, 202.53, 202.53 - Goodwill acquired through business combinations: –, –, –, –, –, –, –, –, 577.20, 577.20 - **TOTAL:** –, –, –, –, –, –, –, –, 779.73, 779.73 - **3E. Other Intangible assets (acquired)** - Assets with indefinite life: –, –, –, –, –, –, –, –, 1889.78, 1889.78 - Assets with finite life: - Trademarks: 20.59, 3.16, –, –, 23.75, 3.16, –, –, 26.91, 3.91, 7.07 - Computer Software: 209.48, 23.66, 0.41, –, 232.73, 35.00, 1.84, –, 265.89, 128.60, 107.13 - Know How, Business and Commercial Rights: 22.25, 67.06, –, –, 89.31, 78.69, –, –, 168.00, 636.80, 699.92 - Customer Relationships: 7.39, 4.40, –, –, 11.79, 4.40, –, –, 16.19, 19.02, 23.42 - **TOTAL:** 259.71, 98.28, 0.41, –, 357.58, 121.25, 1.84, –, 476.99, 2678.11, 2727.32 - **3F. Intangible assets under development:** –, –, –, –, –, –, –, –, 9.64, 18.59 ``` ``` **SECTION: Right-of-use assets** As at 31st March, 2024 and 31st March, 2023, the details of Right-of-use assets are as follows: | Asset Type | As at 31st March, 2024 | As at 31st March, 2023 | |---------------------|------------------------|------------------------| | Land | 29.76 | 36.29 | | Buildings | 112.23 | 138.56 | | Plant and Equipment | 16.56 | 20.56 | | Vehicles | – | 1.40 | | **TOTAL** | **158.55** | **207.91** | The fair value of the investment property is ₹ 1020.05 Crores (2023 - ₹ 903.04 Crores)."
"The fair value has been determined based on a valuation carried out at the reporting date by a registered valuer as defined under rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017. This has been categorized as Level 2 based on the valuation techniques used and inputs applied. The main inputs considered by the valuer include government rates, property location, market research & trends, contracted rentals, terminal yields, discount rates, and comparable values. **Amounts recognised in the Statement of Profit and Loss in respect of the investment property:** | Particulars | For the year ended 31st March, 2024 | For the year ended 31st March, 2023 | |----------------------------------------------------------|-------------------------------------|-------------------------------------| | Rental Income etc. from investment property | 128.29 | 124.05 | | Direct Operating Expenses arising from investment property | 13.32 | 11.42 | | Direct Operating Expenses arising from investment property that did not generate rental income | – | – | **SECTION: Notes to the Consolidated Financial Statements** **SECTION: Capital work-in-progress (CWIP) ageing schedule** | Particulars | Less than 1 year | 1 - 2 years | 2 - 3 years | More than 3 years | Total | |----------------------|------------------|--------------|--------------|-------------------|-------| | As at 31st March, 2023 | 1190.55 | 646.01 | 302.56 | 845.59 | 2984.71 | | Projects in Progress | 1190.55 | 646.01 | 302.56 | 845.59 | 2984.71 | | Projects temporarily suspended | – | – | – | – | – | | **Total** | **1190.55** | **646.01** | **302.56** | **845.59** | **2984.71** | **SECTION: Completion schedule for Projects in Capital work-in-progress, which are overdue or have exceeded their cost compared to its original plan** | Particulars | Less than 1 year | 1 - 2 years | 2 - 3 years | More than 3 years | |----------------------|------------------|--------------|--------------|-------------------| | As at 31st March, 2023 | 1018.03 | – | – | – | | MXD - COL | 1018.03 | – | – | – | | MXD - KOL | 633.54 | – | – | – | **SECTION: Intangible assets under development (IAUD) ageing schedule** | Particulars | Less than 1 year | 1 - 2 years | 2 - 3 years | More than 3 years | Total | |----------------------|------------------|--------------|--------------|-------------------|-------| | As at 31st March, 2023 | 15.33 | 0.01 | 3.25 | – | 18.59 | | Projects in Progress | 15.33 | 0.01 | 3.25 | – | 18.59 | | Projects temporarily suspended | – | – | – | – | – | | **Total** | **15.33** | **0.01** | **3.25** | **–** | **18.59** | Note: There are no projects in IAUD that are overdue or have exceeded their cost compared to their original plan as at 31st March, 2024 and 31st March, 2023. **SECTION: Non-current investments** | Face Value | As at 31st March, 2024 | As at 31st March, 2023 | |------------|------------------------|------------------------| | (Fully Paid unless stated otherwise) | (` in Crores) | (` in Crores) | | 4."
"Non-current investments (Contd.) | | | | INVESTMENT IN EQUITY INSTRUMENTS | | | | In Associates (carrying amount determined using the equity method of accounting) | | | | Quoted | | | | International Travel House Limited | 39 | 14,233 | | Cost of acquisition (including goodwill of ₹ 11.89 Crores) | 21.87 | 21.87 | | Add / (Less) : Group Share of Profits / (Losses) | 60.46 | 82.33 | | Gujarat Hotels Limited | 17 | 33,907 | | Cost of acquisition (including goodwill of ₹ 1.16 Crores) | 1.94 | 1.94 | | Add / (Less) : Group Share of Profits / (Losses) | 19.43 | 21.37 | | Unquoted | | | | Delectable Technologies Private Limited | 2,386 | 100 | | Cost of acquisition [including goodwill of ₹ 3.30 Crores (2023 - ₹ 0.09 Crores)] | 3.60 | 0.10 | | Add / (Less) : Group Share of Profits / (Losses) | (0.18) | 3.42 | | Mother Sparsh Baby Care Private Limited | 100 | 100 | | Cost of acquisition (including goodwill of ₹ 1.03 Crores) | 0.96 | 0.96 | | Add / (Less) : Group Share of Profits / (Losses) | (0.14) | 0.82 | | Sproutlife Foods Private Limited [Refer Note 29(x)] | 2,443 | - | | Cost of acquisition [including goodwill of ₹ 27.53 Crores (2023 - ₹ Nil)] | 40.33 | - | | Add / (Less) : Group Share of Profits / (Losses) | (6.04) | 34.29 | | ATC Limited | Fully paid | 55,650 | | Cost of acquisition (net of capital reserve of ₹ 0.16 Crore) | 0.83 | 0.83 | | Add / (Less) : Group Share of Profits / (Losses) | 1.92 | 2.75 | | ` 70.00 per share paid | 1,39,125 | 1,39,125 | | Cost of acquisition (including goodwill of ₹ 0.30 Crore) | 2.92 | 2.92 | | Add / (Less) : Group Share of Profits / (Losses) | 2.31 | 5.23 | | Russell Investments Limited | 42 | 75,435 | | Cost of acquisition (net of capital reserve of ₹ 0.30 Crore) | 4.27 | 4.27 | | Add / (Less) : Group Share of Profits / (Losses) | 43.54 | 47.81 | | Divya Management Limited | 41 | 82,915 | | Cost of acquisition (including goodwill of ₹ 1.09 Crores) | 6.93 | 6.93 | | Add / (Less) : Group Share of Profits / (Losses) | 0.96 | 7.89 | | Antrang Finance Limited | 43 | 24,634 | | Cost of acquisition (including goodwill of ₹ 0.10 Crore) | 4.40 | 4.40 | | Add / (Less) : Group Share of Profits / (Losses) | 0.80 | 5.20 | | **Total** | **211.11** | **211.11** | **SECTION: Investment in Preference Shares** | Face Value | As at 31st March, 2024 | As at 31st March, 2023 | |------------|------------------------|------------------------| | (Fully Paid unless stated otherwise) | (` in Crores) | (` in Crores) | | In Associates (carrying amount determined using the equity method of accounting) | | | | Unquoted | | | | Delectable Technologies Private Limited | (Compulsorily Convertible Cumulative Preference Shares) | 10 | 7,759 | | Cost of acquisition [including goodwill of ₹ 6.78 Crores] | 7.40 | 7.40 | | Add / (Less) : Group Share of Profits / (Losses) | (1.94) | 5.46 | | Mother Sparsh Baby Care Private Limited | (Compulsorily Convertible Cumulative Preference Shares) | 10 | 3,837 | | Cost of acquisition [including goodwill of ₹ 41.61 Crores (2023 - ₹ 30.62 Crores)] | 44.04 | 32.50 | | Add / (Less) : Group Share of Profits / (Losses) | (4.66) | 39.38 | | Sproutlife Foods Private Limited [Refer Note 29(x)] | (Compulsorily Convertible Cumulative Preference Shares) | 10 | 9,571 | | Cost of acquisition [including goodwill of ₹ 128.43 Crores (2023 - ₹ Nil)] | 184.68 | - | **SECTION: Investment in Government or Trust Securities (at amortised cost)** | Face Value | As at 31st March, 2024 | As at 31st March, 2023 | |------------|------------------------|------------------------| | (Fully Paid unless stated otherwise) | (` in Crores) | (` in Crores) | | Quoted | | | | Government of India Zero Coupon Government Stock | | | | Zero Coupon Government Stock - 22-Feb-2025 | 100 | – | | Zero Coupon Government Stock - 15-Jun-2025 | 100 | 10,20,000 | | Zero Coupon"
"Government Stock - 22-Aug-2025 | 100 | 25,35,000 | | Zero Coupon Government Stock - 15-Dec-2025 | 100 | 36,34,800 | | Zero Coupon Government Stock - 17-Dec-2025 | 100 | 6,02,300 | ``` ``` **SECTION: Zero Coupon Government Stock Investments** - Zero Coupon Government Stock - 22-Feb-2026: Face Value 100, Number 25,35,000, As at 31st March, 2024: 22.52, As at 31st March, 2023: 21.17 - Zero Coupon Government Stock - 15-Jun-2026: Face Value 100, Number 10,20,000, As at 31st March, 2024: 8.89, As at 31st March, 2023: 8.35 **SECTION: Notes to the Consolidated Financial Statements** | Face Value | As at 31st March, 2024 | As at 31st March, 2023 | |------------|-------------------------|-------------------------| | (Fully Paid unless stated otherwise) | (` in Crores) | (` in Crores) | **SECTION: 4."
"Non-current investments (Contd.)** Brought forward: 5367.83 (2024), 2227.71 (2023) **SECTION: INVESTMENT IN GOVERNMENT OR TRUST SECURITIES (Contd.)** | Description | Number | As at 31st March, 2024 | As at 31st March, 2023 | |-------------|--------|-------------------------|-------------------------| | Zero Coupon Government Stock - 22-Aug-2026 | 100 | 63,54,400 (54.55) | 63,54,400 (51.19) | | Zero Coupon Government Stock - 15-Dec-2026 | 100 | 10,20,000 (8.58) | 10,20,000 (8.05) | | Zero Coupon Government Stock - 22-Feb-2027 | 100 | 40,11,000 (33.20) | 40,11,000 (31.10) | | Zero Coupon Government Stock - 15-Jun-2027 | 100 | 31,17,000 (25.32) | 31,17,000 (23.73) | | Zero Coupon Government Stock - 22-Aug-2027 | 100 | 48,54,400 (38.70) | 48,54,400 (36.20) | | Unquoted | | Government Securities - cost ` 70000.00 (0.01) | 0.01 | | National Savings Certificates (pledged with various Mandi Samitis) (cost ` 6000.00) | | | | **SECTION: INVESTMENT IN BONDS IN THE NATURE OF DEBENTURES (at amortised cost)** **SECTION: Quoted** | Description | Number | As at 31st March, 2024 | As at 31st March, 2023 | |-------------|--------|-------------------------|-------------------------| | Tax Free Bonds - Secured, Redeemable & Non-Convertible | | | | | Housing and Urban Development Corporation Limited 7.07% - Series B - 01-Oct-2025 | 10,00,000 | 432.13 | 433.65 | | 7.19% - Series A - 31-Jul-2025 | 10,00,000 | 15.18 | 15.31 | | 7.39% - Series 2A - 08-Feb-2031 | 1,000 | 70.07 | 70.07 | | 8.20% - Series 2 - 05-Mar-2027 | 1,000 | 52.62 | 53.42 | | India Infrastructure Finance Company Limited 7.36% - Series II - 22-Jan-2028 | 1,000 | 31.38 | 31.69 | | 8.26% - Series V B - 23-Aug-2028 | 10,00,000 | 121.96 | 122.82 | | 8.46% - Series VI B - 30-Aug-2028 | 10,00,000 | 137.27 | 138.65 | | 8.48% - Series VII B - 05-Sep-2028 | 10,00,000 | 185.83 | 187.31 | | Indian Railway Finance Corporation Limited 7.07% - Series 102 - 21-Dec-2025 | 1,000 | 7.13 | 7.18 | | 7.15% - Series 100 - 21-Aug-2025 | 10,00,000 | 25.28 | 25.46 | | 7.19% - Series 99 - 31-Jul-2025 | 10,00,000 | 225.26 | 225.38 | | 7.34% - Series 86A - 19-Feb-2028 | 1,000 | 10.51 | 10.63 | | 8.48% - Series 89A - 21-Nov-2028 | 10,00,000 | 130.20 | 131.09 | | 8.55% - Series 94A - 12-Feb-2029 | 10,00,000 | 13.60 | 13.69 | Brought forward: 6986.61 (2024), 3844.34 (2023) **SECTION: INVESTMENT IN BONDS IN THE NATURE OF DEBENTURES (Contd.)** | Description | Number | As at 31st March, 2024 | As at 31st March, 2023 | |-------------|--------|-------------------------|-------------------------| | National Bank for Agriculture and Rural Development, 7.07% - Series 1A - 25-Feb-2026 | 10,00,000 | 2,000 | 203.14 | 2,000 | 204.71 | | National Highways Authority of India, 7.11% - Series NHAI - II A - 18-Sep-2025 | 10,00,000 | 2,600 | 260.23 | 2,600 | 260.25 | | 7.14% - Series I A - 11-Jan-2026 | 1,000 | 8,06,381 | 81.19 | 8,06,381 | 81.45 | | 7.28% - Series NHAI - II B - 18-Sep-2030 | 10,00,000 | 2,500 | 250.00 | 2,500 | 250.00 | | 7.35% - Series II A - 11-Jan-2031 | 1,000 | 17,49,943 | 181.40 | 17,49,943 | 182.10 | | 8.50% - Series II A - 05-Feb-2029 | 1,000 | 5,00,000 | 54.74 | 5,00,000 | 55.55 | | 8.75% - Series II B - 05-Feb-2029 | 1,000 | 2,50,000 | 27.77 | 2,50,000 | 28.25 | | National Housing Bank, 8.46% - Series V - 30-Aug-2028 | 10,00,000 | 800 | 83.07 | 800 | 83.65 | | Power Finance Corporation Limited, 7.16% - Series 136 - 17-Jul-2025 | 10,00,000 | 600 | 60.63 | 600 | 61.11 | | 8.46% - Series 107B - 30-Aug-2028 | 10,00,000 | 500 | 51.92 | 500 | 52.28 | | 8.54% - Series 2A - 16-Nov-2028 | 1,000 | 3,50,000 | 38.73 | 3,50,000 | 39.42 | | REC Limited, 7.17% - Series 5A - 23-Jul-2025 | 10,00,000 | 850 | 85.88 | 850 | 86.51 | | 8.46% - Series 3B - 29-Aug-2028 | 10,00,000 | 1,190 | 125.96 | 1,190 | 127.30 | | 8.46% - Series 2A - 24-Sep-2028 | 1,000 | 3,50,000 | 38.52 | 3,50,000 | 39.20 | | 8.54% - Series 4B - 11-Oct-2028 | 10,00,000 | 50 | 5.21 | 50 | 5.25 | **SECTION: Taxable Bonds - Unsecured, Redeemable & Non-Convertible** | Description |"
"Number | As at 31st March, 2024 | As at 31st March, 2023 | |-------------|--------|-------------------------|-------------------------| | HDFC Bank Limited, 7.80% - Series US005 - 02-Jun-2025 | 1,00,000 | 10,000 | 99.88 | – | – | | National Bank for Agriculture and Rural Development, 5.70% - Series 22 D - 31-Jul-2025 | 10,00,000 | – | – | 1,000 | 99.45 | | 7.62% - Series 24 H - 10-May-2029 | 1,00,000 | 20,000 | 200.00 | – | – | | 7.62% - Series 23 I - 31-Jan-2028 | 1,00,000 | 19,000 | 188.72 | – | – | | 7.49% - Series 24 B - 15-Oct-2026 | 1,00,000 | 10,000 | 99.06 | – | – | | 7.69% - Series 20 C - 29-May-2024 | 10,00,000 | – | – | 4,300 | 441.85 | Brought forward: 9281.14 (2024), 5942.67 (2023) **SECTION: Notes to the Consolidated Financial Statements** | Face Value | As at 31st March, 2024 | As at 31st March, 2023 | |------------|-------------------------|-------------------------| | (Fully Paid unless stated otherwise) | (` in Crores) | (` in Crores) | **SECTION: 4. Non-current investments (Contd.)** Brought forward: 9281.14 (2024), 5942.67 (2023) **SECTION: INVESTMENT IN BONDS IN THE NATURE OF DEBENTURES (Contd.)** | Particulars | Number | As at 31st March, 2024 | As at 31st March, 2023 | |-------------|--------|-------------------------|-------------------------| | Power Finance Corporation Limited, 8.20% - Series 128 - 10-Mar-2025 | 10,00,000 | – | – | 450 | 46.75 | | 8.39% - Series 130 C - 19-Apr-2025 | 10,00,000 | – | – | 200 | 20.89 | **SECTION: Additional Tier 1 bonds** - Perpetual in nature, issued by commercial banks under Reserve Bank of India guidelines. **SECTION: Notes to the Consolidated Financial Statements** | As at 31st March, 2024 (` in Crores) | As at 31st March, 2023 (` in Crores) | |---------------------------------------|---------------------------------------| | 5. Loans | | | Current | Non-Current | Current | Non-Current | | Others Loans - Employees | 9.81 | 4.05 | 7.12 | 5.48 | | TOTAL | 9.81 | 4.05 | 7.12 | 5.48 | ``` ``` **SECTION: Financial Assets as at 31st March, 2024 (` in Crores)** | Category | Current | Non-Current | Current | Non-Current | |---|---|---|---|---| | 6. Other financial assets | | | | | | Bank deposits with more than 12 months maturity | – | 329.65 | – | 2144.07 | | Other financial assets | | | | | | Advances | 3.58 | – | 4.93 | – | | Security Deposits* | 32.25 | 79.03 | 28.39 | 74.34 | | Deposits other than Security Deposits | 10.76 | 0.31 | 2.75 | 1520.62 | | Interest accrued on Loans, Deposits, Investments etc. | 422.76 | – | 413.38 | 0.72 | | Other Receivables** | 712.39 | – | 669.22 | – | | **TOTAL** | 1181.74 | 408.99 | 1118.67 | 3739.75 | * Include deposits to Directors and Key Management Personnel ` 0.01 Crore (2023 - ` 0.06 Crore) (Refer Note 31). ** Comprise receivables on account of government grants, claims, rentals, derivatives designated as hedging instruments, unbilled revenue etc. --- **SECTION: Notes to the Consolidated Financial Statements** | Category | As at 31st March, 2024 (` in Crores) | As at 31st March, 2023 (` in Crores) | |---|---|---| | 7. Deferred tax* | | | | Deferred tax liabilities (Net) | 2141.44 | 1629.00 | | Less: Deferred tax assets (Net) | 72.19 | 52.02 | | **TOTAL** | 2069.25 | 1576.98 | * Refer Note 29(xvii). --- **SECTION: Movement in Deferred Tax Liabilities / Assets Balances (` in Crores)** | Category | Opening Balance | Recognised in profit or loss | Recognised directly in OCI | Reclassified to profit or loss | Effect of foreign exchange | Closing Balance | |---|---|---|---|---|---|---| | Deferred tax liabilities / assets in relation to: | | | | | | | | On fiscal allowances on property, plant and equipment, investment property etc."
"| 1740.53 | 146.09 | – | – | – | 1886.62 | | On Excise Duty / National Calamity Contingent Duty on closing stock | 117.93 | (17.32) | – | – | – | 100.61 | | On cash flow hedges | (0.41) | – | (3.19) | (2.74) | 4.82 | (1.52) | | Other timing differences | 324.99 | 175.69 | 280.90 | – | – | 781.63 | | **Total Deferred Tax Liabilities** | 2183.04 | 304.46 | 277.71 | (2.74) | 4.82 | 2767.34 | --- **SECTION: 8. Other Assets** | Category | As at 31st March, 2024 | As at 31st March, 2023 | |---|---|---| | Current | Non-Current | Current | Non-Current | | Capital Advances | – | 292.17 | – | 224.56 | | Advances other than capital advances | | | | | | Security Deposits | | | | | | – With Statutory Authorities | 0.78 | 813.46 | 0.38 | 811.75 | | – Others | 0.97 | 163.30 | 0.79 | 151.23 | | Advances to related parties (Refer Note 31) | 21.30 | 9.54 | 5.76 | – | | Other Advances (including advances with statutory authorities, prepaid expenses, employees etc.) | 1130.65 | 99.06 | 1323.82 | 122.26 | | Other Receivables* | 229.49 | 2.33 | 231.00 | 2.15 | | **TOTAL** | 1383.19 | 1379.86 | 1561.75 | 1311.95 | * Comprise receivables on account of government grants, withholding taxes etc. --- **SECTION: 9. Inventories*** | Category | As at 31st March, 2024 | As at 31st March, 2023 | |---|---|---| | Raw materials (including packing materials) | 8727.39 | 7129.99 | | Work-in-progress | 1334.72 | 961.08 | | Finished goods (manufactured) | 2297.12 | 2268.64 | | Stock-in-trade (goods purchased for resale) | 1048.58 | 760.37 | | Stores and spares | 649.34 | 535.99 | | Intermediates - Tissue paper and Paperboards | 95.73 | 115.09 | | **TOTAL** | 14152.88 | 11771.16 | The above includes goods in transit as under: | Category | As at 31st March, 2024 | As at 31st March, 2023 | |---|---|---| | Raw materials (including packing materials) | 159.15 | 239.89 | | Stock-in-trade (goods purchased for resale) | 2.89 | 2.37 | | Stores and spares | 2.45 | 5.41 | | **TOTAL** | 164.49 | 247.67 | The cost of inventories recognised as an expense includes ` 157.99 Crores (2023 - ` 158.14 Crores) in respect of write offs / write-downs of inventory to net realisable value. During the year, reversal of previous write-downs of ` 1.87 Crores (2023 - ` 0.81 Crore) have been made owing to subsequent increase in net realisable value. Inventories of ` 1551.68 Crores (2023 - ` 957.15 Crores) are expected to be recovered after more than twelve months. --- **SECTION: 10. Biological Assets Other than Bearer Plants** | Category | Amount | |---|---| | Balance at the beginning of the year | 142.97 | | Biological assets acquired during the year | 1.55 | | Cost incurred during the year | 178.30 | | Changes in fair value* | 60.64 | | Transfer of Biological assets to Inventories | (12.54) | | Biological assets sold during the year | (220.85) | | Effect of foreign exchange translation | (0.07) | | **Balance at the end of the year** | 150.00 | * Represents aggregate gain / (loss) arising on account of change in fair value less costs to sell during the year. --- **SECTION: Notes to the Consolidated Financial Statements** | Face Value | As at 31st March, 2024 | As at 31st March, 2023 | |---|---|---| | (Fully Paid unless stated otherwise) | Number (` in Crores) | Number (` in Crores) | | 11."
"Current investments (at fair value through profit or loss, unless stated otherwise) (Contd.) | | | | INVESTMENT IN EQUITY INSTRUMENTS | | | | In Others | | | | Quoted | | | | Ultra Tech Cement Limited | 10 | 3,… | | Unquoted | | | | SKH Metals Limited | 10 | 40,000,… | | Patheja Brothers Forgings and Stampings Limited | 10 | 50,000,… | | Jind Textiles Limited | 10 | 5,00,000,… | | Taib Capital Corporation Limited | 10 | 2,45,000,… | --- **SECTION: Notes to the Consolidated Financial Statements (Contd.)** | Face Value | As at 31st March, 2024 | As at 31st March, 2023 | |---|---|---| | (Fully Paid unless stated otherwise) | | | | INVESTMENT IN CERTIFICATES OF DEPOSIT | | | | Unquoted | | | | Axis Bank Limited - 19-Jul-2023 | 5,00,000 | – | | Axis Bank Limited - 18-Jul-2024 | 5,00,000 | 42,000 | | Export Import Bank of India - 17-Aug-2023 | 5,00,000 | – | | Export Import Bank of India - 29-Aug-2023 | 5,00,000 | – | | HDFC Bank Limited - 17-Jul-2023 | 5,00,000 | – | | HDFC Bank Limited - 11-Aug-2023 | 5,00,000 | – | --- **SECTION: Summary of Current Investments** | Category | Amount | |---|---| | Brought forward | 2056.11 | | Total Current Investments | 3267.18 | ``` ``` **SECTION: Investment in Government or Trust Securities (at amortised cost)** - Unquoted: - National Savings Certificates (pledged with Mandi Samiti) (cost ` 2000.00) - National Savings Certificate (cost ` 10000.00) **SECTION: Investment in Debt Mutual Funds** - Quoted: - Exchange Traded Funds - Edelweiss Mutual Fund: 1,000, – , 30,00,000, 368.72 - Nippon India Mutual Fund: 10,58,69,560, 70.52, 58,69,560, 65.73 - Unquoted: - Liquid / Overnight Funds - Aditya Birla Sun Life Mutual Fund: 100, – , 15,43,944, 72.61 - Axis Mutual Fund: 1,000, 7,81,331, 208.45, 2,65,373, 70.21 - Bandhan Mutual Fund: 1,000, – , – , 784, 0.21 **SECTION: Notes to the Consolidated Financial Statements** - Face Value, As at 31st March, 2024, As at 31st March, 2023 - Current investments (at fair value through profit or loss, unless stated otherwise): - Brought forward: 2891.92, 5990.03 **SECTION: Investment in Debt Mutual Funds (Contd.)** - DSP Mutual Fund: 1,000, – , – , 81,780, 26.07 - HDFC Mutual Fund: 100, 3,91,114, 184.02, – , – - ICICI Prudential Mutual Fund: 100, 9,58,246, 34.20, 1,96,704, 4.05 - Kotak Mutual Fund: 1,000, 5,697, 2.78, – , – - LIC Mutual Fund: 1,000, 2,31,584, 100.18, – , – - Nippon India Mutual Fund: 100, – , – , 66,75,451, 80.01 - Nippon India Mutual Fund: 1,000, 3,41,195, 199.82, 2,95,476, 161.04 - SBI Mutual Fund: 1,000, 49,240, 16.98, 4,80,959, 168.16 - UTI Mutual Fund: 1,000, 34,046, 13.41, 31,444, 11.52 **SECTION: ITC Limited Report and Accounts 2024** - Notes to the Consolidated Financial Statements: - Face Value, As at 31st March, 2024, As at 31st March, 2023 - Current investments (at fair value through profit or loss, unless stated otherwise): - Brought forward: 11216.81, 13601.93 **SECTION: Investment in Bonds in the Nature of Debentures (at amortised cost)** - Quoted: - Taxable Bonds - Unsecured, Redeemable & Non-Convertible - National Bank for Agriculture and Rural Development, 6.40% - Series 20K - 31-Jul-2023, 10,00,000, – , – , 2,700, 268.84 - Small Industries Development Bank of India, 5.40% - Series IV - 17-Mar-2025 (with Put and Call option on 18-Mar-2024), 10,00,000, – , – , 250, 24.46 **SECTION: Aggregate Amount of Investments** - Aggregate amount of quoted investments: 119.98, 3414.42 - Aggregate amount of unquoted investments: 12824.44, 13818.44 - Total: 12944.42, 17232.86 - Aggregate market value of quoted investments: ` 119.60 Crores (2023 - ` 3414.51 Crores) **SECTION: Trade Receivables (Current)** - Considered good - Secured: 55.06, 56.56 - Considered good - Unsecured: 3970.76, 2899.61 - Credit impaired: 188.13, 197.55 - Less: Allowance for credit impairment: 188.13, 197.55 - TOTAL: 4025.82, 2956.17 **SECTION: Trade Receivables Ageing Schedule** - Outstanding for following periods from due date of payment as at 31st March, 2024: - Undisputed Trade Receivables – considered good: 1851.02, 2109.43, 59.95, 5.33, 0.02, 0.07, 4025.82 - Undisputed Trade Receivables – credit impaired: – , 2.68, 10.24, 7.85, 4.71, 43.61, 69.09 - Disputed Trade Receivables – credit impaired: – , 1.03, 3.27, 2.98, 0.65, 111.11, 119.04 - SUB-TOTAL: 1851.02, 2113.14, 73.46, 16.16, 5.38, 154.79, 4213.95 - Less: Allowance for credit impairment: 188.13 - TOTAL: 4025.82 **SECTION: Cash and Cash Equivalents** - Balances"
"with Banks: - Current accounts: 477.01, 453.39 - Deposit accounts: 138.66, 5.08 - Cheques, drafts on hand: 2.00, 1.39 - Cash on hand: 8.22, 3.49 - TOTAL: 625.89, 463.35 ``` ``` **SECTION: Other bank balances** Earmarked balances: 268.94, 239.43 In deposit accounts: 6322.85, 4177.41 TOTAL: 6591.79, 4416.84 * Includes balances towards unpaid dividend, unspent corporate social responsibility. ** Represents deposits with original maturity of more than 3 months having remaining maturity of less than 12 months from the Balance Sheet date. **SECTION: Notes to the Consolidated Financial Statements** **SECTION: As at** 31st March, 2024, 31st March, 2024, 31st March, 2023, 31st March, 2023 Equity Share capital (No. of Shares) (` in Crores): Authorised, Ordinary Shares of ` 1.00 each: 20,00,00,00,000, 2000.00, 20,00,00,00,000, 2000.00 Issued and Subscribed, Ordinary Shares of ` 1.00 each, fully paid: 12,48,47,21,471, 1248.47, 12,42,80,17,741, 1242.80 **SECTION: A) Reconciliation of number of Ordinary Shares outstanding** As at beginning of the year: 12,42,80,17,741, 1242.80, 12,32,32,55,931, 1232.33 Add: Issue of Shares on exercise of Options: 5,67,03,730, 5.67, 10,47,61,810, 10.48 As at end of the year: 12,48,47,21,471, 1248.47, 12,42,80,17,741, 1242.80 **SECTION: B) Shareholders holding more than 5% of the Ordinary Shares in the Company** Tobacco Manufacturers (India) Limited: 2,54,14,95,863, 20.36, 2,97,83,47,320, 23.96 Life Insurance Corporation of India: 1,89,68,61,285, 15.19, 1,89,68,61,285, 15.26 Specified Undertaking of the Unit Trust of India: 97,45,31,427, 7.81, 97,45,31,427, 7.84 **SECTION: C) Shareholding of Promoters** Nil **SECTION: D) Ordinary Shares allotted as fully paid pursuant to contract(s) without payment being received in cash or as fully paid up Bonus Shares during the period of five years immediately preceding 31st March** Nil **SECTION: E) Rights, preferences and restrictions attached to the Ordinary Shares** The Ordinary Shares of the Company, having par value of ` 1.00 per share, rank pari passu in all respects including voting rights and entitlement to dividend. **SECTION: F) Shares reserved for issue under Options** Ordinary Shares of ` 1.00 each: 8,99,46,120, 13,20,94,790 **SECTION: Terms and Conditions of Options Granted** Each Option entitles the holder thereof to apply for and be allotted ten Ordinary Shares of the Company of ` 1.00 each upon payment of the exercise price during the exercise period. The exercise period commences from the date of vesting of the Options and expires at the end of five years from the date of vesting in respect of Options. The vesting period for conversion of Options is as follows: - On completion of 12 months from the date of grant of the Options: 30% vests - On completion of 24 months from the date of grant of the Options: 30% vests - On completion of 36 months from the date of grant of the Options: 40% vests The Options have been granted at the 'market price' as defined under the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. Further details of ITC Employee Stock Option Schemes are provided in Note 29(xii). **SECTION: Notes to the Consolidated Financial Statements** **SECTION: As at 31st March, 2024 and 31st March, 2023** 16. Non-current borrowings Unsecured: Term loans – From Others: – 0.21 Deferred payment liabilities – Sales tax deferment loans: 1.76, 3.28 TOTAL: 1.76, 3.49 Terms of borrowings are as under: Term Loans from Others: Interest free loan repayable on the basis of 33% (2023 - 33%) of the net profits earned by a subsidiary or the residual balance, whichever is less. During the year, the subsidiary has repaid the outstanding balance in accordance with the terms of the loan. Sales tax deferment loans: Interest free deferral period of 14 years and repayable by 2025-26. The repayment schedule is summarised as under: Term Loans, Deferred Payment Liabilities In the first year (Refer Note 20): –, 1.52, 0.10, 1.26 Current maturities of long-term debt: –, 1.52, 0.10, 1.26 In the second year: –, 1.76, 0.21, 1.52 In the third to fifth year: –, –, –, 1.76 Non-current borrowings: –, 1.76, 0.21, 3.28 **SECTION: 17A. Lease liabilities** Current, Non-Current Lease liabilities: 61.54, 230.61, 53.86, 213.37 TOTAL: 61.54, 230.61, 53.86, 213.37 **SECTION: Movement of Lease Liabilities during the year** Particulars, 31st March, 2024, 31st March, 2023 Opening Lease Liabilities: 267.23, 243.85 New Leases recognised: 116.74, 87.31 Remeasurements and withdrawals: (24.95), (4.83) Interest expense on Lease Liabilities: 21.97, 20.35 Payment of Lease Liabilities made (including interest): (88.86), (79.46) Foreign Currency Translation Reserve adjustment: 0.02, 0.01 Closing Lease Liabilities: 292.15, 267.23 **SECTION: Notes to the Consolidated Financial Statements** As at 31st March, 2024 (` in Crores), As at 31st March, 2023 (` in Crores) 17B."
"Other financial liabilities Non-current: Others (Includes payable towards employee benefits, retention money payable towards property, plant and equipment, deposits, contingent consideration on asset acquisition etc.): 433.96, 416.87 TOTAL: 433.96, 416.87 Current: Interest accrued: 2.01, 2.39 Unpaid dividend*: 251.19, 239.07 Unpaid matured deposits and interest accrued thereon: …, … Unpaid matured debentures / bonds and interest accrued thereon**: 0.30, 0.30 Others (Includes payable towards employee benefits, property, plant and equipment, derivatives designated as hedging instruments, contingent consideration on business combination / asset acquisition etc.): 1925.50, 2165.95 TOTAL: 2179.00, 2407.71 * Represents dividend amounts either not claimed or kept in abeyance in accordance with Section 126 of the Companies Act, 2013 or such amounts in respect of which Prohibitory / Attachment Orders are on record with the Company. ** Represents amounts which are subject matter of a pending legal dispute with a bank for which the Company has filed a suit. Current, Non-Current 18. Provisions Provision for employee benefits [Refer Note 29(vi)]: Retirement benefits: 79.85, 199.28, 74.97, 180.02 Other benefits: 27.06, 88.73, 25.59, 78.90 Provision for standard assets: –, 0.29, –, 0.29 TOTAL: 106.91, 288.30, 100.56, 259.21 **SECTION: Notes to the Consolidated Financial Statements** As at 31st March, 2024 (` in Crores), As at 31st March, 2023 (` in Crores) 19. Other liabilities Non-current: Advances received from customers*: 149.72, 82.84 TOTAL: 149.72, 82.84 Current: Statutory liabilities: 4542.71, 4142.21 Advances received from customers*: 886.17, 1294.84 Others (includes deferred revenue, accruals etc.): 165.84, 134.30 TOTAL: 5594.72, 5571.35 * Includes revenue received in advance. 20. Current borrowings Secured: Loans from Banks: Cash credit facilities*: –, 33.96 Unsecured: Loans from Banks: Working Capital Loan: 8.00, – Current maturities of long-term debt (Refer Note 16): 1.52, 1.36 TOTAL: 9.52, 35.32 * Cash credit facilities are secured by hypothecation of certain property, plant and equipment and current assets, both present and future. 21A. Income Tax Assets (Net) Income Tax Assets (net of provisions): 44.93, 66.16 TOTAL: 44.93, 66.16 21B. Current Tax Liabilities (Net) Current taxation (net of advance payment): 940.88, 911.62 TOTAL: 940.88, 911.62 **SECTION: Notes to the Consolidated Financial Statements** **SECTION: For the year ended 31st March, 2024 (` in Crores)** **SECTION: For the year ended 31st March, 2023 (` in Crores)** 22A. Revenue from operations Sale of Products: 69731.48, 70017.08 Sale of Services: 6543.50, 5809.50 Gross Revenue from sale of products and services*: 76274.98, 75826.58 Other Operating Revenues#: 565.51, 691.63 TOTAL: 76840.49, 76518.21 * Net of sales returns, damaged stocks and estimates of variable consideration such as discounts to customers. **SECTION: Includes Government grants of ` 248.93 Crores (2023 - ` 311.41 Crores) on account of Fiscal and Exports incentives etc.** **SECTION: 22B. Gross Revenue from sale of products and services** FMCG: – Cigarettes etc.: 33667.97, 31267.46 – Branded Packaged Food Products: 17202.92, 15768.10 – Others (Education and Stationery Products, Personal Care Products, Safety Matches, Agarbattis etc.): 3753.28, 3341.23 Hotels: – Income from Sale of Services: 3085.49, 2672.79 Agri Business: – Unmanufactured Tobacco: 2447.20, 2510.93 – Other Agri Products and Commodities (Wheat, Rice, Spices, Coffee, Soya etc.): 6071.45, 9850.69 Paperboards, Paper and Packaging: – Paperboards and Paper: 5868.06, 6562.04 – Packaging and Printed Materials: 606.68, 671.65 Others: – Others (Information Technology services etc.): 3571.93, 3181.69 TOTAL: 76274.98, 75826.58 * Net of sales returns, damaged stocks and estimates of variable consideration such as discounts to customers. **SECTION: Notes to the Consolidated Financial Statements** **SECTION: For the year ended 31st March, 2024** **SECTION: For the year ended 31st March, 2023** 23. Other income Interest income: 1710.51, 1534.00 Dividend income: 11.13, 0.02 Other non-operating income: 1006.20, 446.47 TOTAL: 2727.84, 1980.49 **SECTION: Interest income:** a) Deposits with banks etc."
"- carried at amortised cost: 629.39, 462.79 b) Financial assets: – mandatorily measured at FVTPL: 214.03, 221.96 – measured at amortised cost: 565.95, 723.09 – measured at FVTOCI: 294.85, 121.29 c) Others (from statutory authorities etc.): 6.29, 4.87 TOTAL: 1710.51, 1534.00 **SECTION: Dividend income:** a) Equity instruments measured at FVTOCI held at the end of reporting period: 11.11, 0.01 b) Other investments: 0.02, 0.01 TOTAL: 11.13, 0.02 **SECTION: Other non-operating income:** Net foreign exchange gain / (loss): 7.79, 37.00 Net gain / (loss) arising on financial instruments measured at amortised cost / mandatorily measured at FVTPL (Refer Note 32)*: 833.34, 257.76 Gain recognised on divestment of shares held in joint venture: 9.84, - [Refer Note 29(viii)] Impairment of investment in joint venture [Refer Note 29(ix)]: (0.06), (1.42) Others (Including income from leases etc.): 155.29, 153.13 TOTAL: 1006.20, 446.47 * Includes ` 182.73 Crores (2023 - ` 108.16 Crores) being net gain / (loss) on sale of investments. **SECTION: Notes to the Consolidated Financial Statements** For the year ended 31st March, 2024 (` in Crores) For the year ended 31st March, 2023 (` in Crores) 24. Changes in inventories of finished goods, Stock-in-Trade, work-in-progress, intermediates and Biological Assets For the year ended 31st March, 2024, For the year ended 31st March, 2023 Opening inventories and Biological Assets: Finished goods (manufactured): 2268.64, 1794.86 Work-in-progress: 961.08, 732.41 Stock-in-Trade (goods purchased for resale): 760.37, 1181.11 Intermediates - Tissue paper and Paperboards: 115.09, 79.89 Biological Assets: 142.97, 109.44 Less: Closing Inventories and Biological Assets: Finished goods (manufactured): 2297.12, 2268.64 Work-in-progress: 1334.72, 961.08 Stock-in-Trade (goods purchased for resale): 1048.58, 760.37 Intermediates - Tissue paper and Paperboards: 95.73, 115.09 Biological Assets: 150.00, 142.97 Less: Effects of foreign exchange fluctuation taken to foreign currency translation reserve: (89.31), 8.15 TOTAL: (588.69), (358.59) **SECTION: 25. Employee benefits expense** For the year ended 31st March, 2024, For the year ended 31st March, 2023 Salaries and wages: 5352.94, 4885.49 Contribution to Provident and other funds: 334.15, 291.46 Share based payments to employees [Includes cash-settled share based payments ` 33.08 Crores (2023 - ` 214.31 Crores)]*: 140.38, 274.72 Staff welfare expenses: 328.21, 302.60 TOTAL: 6155.68, 5754.27 Less: Recoveries made / reimbursements received: 21.33, 18.05 TOTAL: 6134.35, 5736.22 * Refer Note 29(xii) and 29(xiii) **SECTION: Notes to the Consolidated Financial Statements** For the year ended 31st March, 2024 (` in Crores) For the year ended 31st March, 2023 (` in Crores) 26. Finance costs Interest expense: – On Lease liabilities: 21.97, 20.26 – On financial liabilities measured at amortised cost: 9.00, 9.70 – Others (to statutory authorities etc.): 14.99, 13.24 TOTAL: 45.96, 43.20 **SECTION: 27. Other expenses** ``` ``` **SECTION: Financial Data Overview** Power and fuel: 1120.25, 1232.34 Consumption of stores and spare parts: 453.10, 454.75 Contract processing charges: 1120.30, 1013.39 Rent: 305.29, 266.46 Rates and taxes: 259.81, 165.55 Insurance: 179.54, 171.24 Repairs: - Buildings: 120.42, 108.62 - Machinery: 351.26, 334.48 - Others: 95.96, 86.08 Maintenance and upkeep: 370.54, 329.03 Outward freight and handling charges: 1617.89, 1680.39 Warehousing charges: 286.22, 265.80 Advertising / Sales promotion: 1439.45, 1173.21 Market research: 196.50, 156.35 Design and product development: 45.65, 48.37 Hotel reservation / Marketing expenses: 69.90, 58.72 Retail accessories: 224.97, 226.15 Brokerage and discount - sales: 14.78, 17.82 Commission to selling agents: 22.12, 21.26 Doubtful and bad debts: 14.81, 5.96 Doubtful and bad advances, loans and deposits: 24.61, 0.75 Bank and credit card charges: 34.10, 34.57 Information technology services: 268.31, 233.26 Travelling and conveyance: 434.29, 370.72 Training and development: 31.29, 28.11 Legal expenses: 37.42, 41.14 Consultancy / Professional fees: 694.67, 629.89 Postage, telephone etc.: 30.92, 31.77 Printing and stationery: 19.61, 17.87 (Gain) / Loss on sale of property, plant and equipment - Net: (55.89), 4.76 Loss on sale of stores and spare parts - Net: 2.09, 1.45 Miscellaneous expenses: 1414.91, 1319.67 TOTAL: 11245.09, 10529.93 **SECTION: Notes to the Consolidated Financial Statements** **SECTION: For the year ended 31st March, 2024 (` in Crores)** **SECTION: For the year ended 31st March, 2023 (` in Crores)** **SECTION: 28. Income tax expenses** **SECTION: A. Amount recognised in profit or loss** Current tax: - Income tax for the year: 6627.49, 6449.33 - Adjustments / (credits) related to previous years - Net: (462.22), 1.57 - Total current tax: 6165.27, 6450.90 Deferred tax: - Deferred tax for the year: 233.83, 1.78 - Adjustments / (credits) related to previous years - Net: (8.24), (11.66) - MAT credit entitlement: (2.34), (2.62) - Total deferred tax: 223.25, (12.50) TOTAL: 6388.52, 6438.40 **SECTION: B."
"Amount recognised in other comprehensive income** The tax (charge) / credit arising on income and expenses recognised in other comprehensive income is as follows: **SECTION: On items that will not be reclassified to profit or loss** Remeasurement gains / (losses) on defined benefit plans: 5.21, 5.72 Related to designated portion of hedging instruments in cash flow hedges: 2.63, (5.34) Equity instruments through other comprehensive income: (276.37), - TOTAL: (268.53), 0.38 **SECTION: On items that will be reclassified to profit or loss** Related to designated portion of hedging instruments in cash flow hedges: (4.26), 13.19 Debt instruments through other comprehensive income: (4.53), 8.75 TOTAL: (8.79), 21.94 **SECTION: TOTAL** TOTAL: (277.32), 22.32 **SECTION: C. Amount recognised directly in equity** The income tax (charged) / credited directly to equity during the year is as follows: **SECTION: Deferred tax** Arising on gains / (losses) of hedging instruments in cash flow hedges transferred to the initial carrying amounts of hedged items: (2.74), 2.62 **SECTION: TOTAL** TOTAL: (2.74), 2.62 **SECTION: D. Reconciliation of effective tax rate** The income tax expense for the year can be reconciled to the accounting profit as follows: Profit before tax: 27139.88, 25915.12 Income tax expense calculated @ 25.168% (2023: 25.168%): 6830.59, 6522.31 Effect of tax relating to uncertain tax positions: 39.39, 26.72 Effect of different tax rate on certain items: (118.92), (165.89) Difference in tax rates of subsidiary companies: 53.09, 45.95 Effect of income not taxable: (73.46), (85.04) Other differences: 125.79, 98.34 Total: 6856.48, 6442.39 Adjustments recognised in the current year in relation to the current tax of prior years*: (467.96), (3.99) Income tax recognised in profit or loss: 6388.52, 6438.40 * The tax rate of 25.168% (22% + surcharge @ 10% and cess @ 4%) used for the year 2023-24 and 2022-23 is the corporate tax rate applicable on taxable profits under the Income-tax Act, 1961. The Group has reassessed its provisions relating to uncertain tax positions for earlier years based on a favourable order of the Honʼble Supreme Court received during the year. This has resulted in a credit of ` 468.44 Crores in the Current Tax expense for the year ended 31st March, 2024. **SECTION: 29. Additional Notes to the Consolidated Financial Statements** (i) The Board of Directors of the Company at its meeting held on August 14, 2023 has, subject to necessary approvals, approved a Scheme of Arrangement amongst ITC Limited (‘Demerged Company’) and ITC Hotels Limited (‘Resulting Company’) and their respective shareholders and creditors under Section 230 to 232 read with the other applicable provisions of the Companies Act, 2013 (‘Scheme’). The Scheme, inter alia, provides for demerger of the Demerged Undertaking (as defined in the Scheme) comprising the Hotels Business of the Demerged Company into the Resulting Company on a going concern basis and the consequent issuance of Equity Shares by the Resulting Company to all the shareholders of the Demerged Company as per the Share Entitlement Ratio i.e., for every 10 Ordinary Shares of face and paid-up value of ` 1/- each held in the Demerged Company, 1 Equity Share of face and paid-up value of ` 1/- each of the Resulting Company, and in accordance with Section 2(19AA) read with other relevant provisions of the Income-tax Act, 1961. The Scheme shall be effective from the Appointed Date and shall be operative from the Effective Date. The Scheme is subject to requisite approvals, including approval of the National Company Law Tribunal, Kolkata Bench. Accordingly, no accounting effect in respect of the Scheme has been given in these Financial Statements. Further, expenses aggregating ` 7.57 Crores incurred during the year in relation to the said demerger have been disclosed under ‘Exceptional Items’."
"(ii) Earnings per share: (a) Profit for the year attributable to owners of the parent (` in Crores): 20458.78, 19191.66 (b) Weighted average number of Ordinary shares outstanding for the purpose of basic earnings per share: 12,46,10,58,425, 12,38,15,12,709 (c) Effect of potential Ordinary shares on Employee Stock Options outstanding: 2,80,92,231, 3,28,14,400 (d) Weighted average number of Ordinary shares in computing diluted earnings per share [(b) + (c)]: 12,48,91,50,656, 12,41,43,27,109 (e) Earnings per share on profit for the year (Face Value ` 1.00 per share): - Basic [(a) / (b)]: ` 16.42, ` 15.50 - Diluted [(a) / (d)]: ` 16.38, ` 15.46 (iii) (a) The subsidiaries (which along with ITC Limited, the parent, constitute the Group) considered in the preparation of these Consolidated Financial Statements are: Name, Country of Incorporation, Percentage of ownership interest as at 31st March, 2024, Percentage of ownership interest as at 31st March, 2023 - ITC Infotech India Limited, India, 100, 100 - ITC Infotech Limited@, UK, 100, 100 - ITC Infotech (USA), Inc.@, USA, 100, 100 - Indivate Inc., USA, 100, 100 - ITC Infotech Do Brasil LTDA.@, Brazil, 100, 100 - ITC Infotech Malaysia SDN. BHD.@, Malaysia, 100, 100 - ITC Infotech France SAS@, France, 100, 100 - ITC Infotech GmbH@, Germany, 100, 100 - ITC Infotech de Mexico, S.A. de C.V.@ (w.e.f. 17.04.2023), Mexico, 100, – - ITC Infotech Arabia Limited@ (w.e.f. 17.12.2023), Saudi Arabia, 100, – **SECTION: 29. Additional Notes to the Consolidated Financial Statements (Contd.)** Name, Country of Incorporation, Percentage of ownership interest as at 31st March, 2024, Percentage of ownership interest as at 31st March, 2023 - Surya Nepal Private Limited, Nepal, 59, 59 - Surya Nepal Ventures Private Limited (a 100% subsidiary of Surya Nepal Private Limited w.e.f. 3rd July 2023), Nepal, 59, – - Technico Agri Sciences Limited, India, 100, 100 - Technico Pty Limited, Australia, 100, 100 - Technico Technologies Inc. (a subsidiary of Technico Pty Limited), Canada, 100, 100 - Technico Asia Holdings Pty Limited (a 100% subsidiary of Technico Pty Limited), Australia, 100, 100 - Technico Horticultural (Kunming) Co. Limited (a 100% subsidiary of Technico Asia Holdings Pty Limited), China, 100, 100 - Srinivasa Resorts Limited, India, 68, 68 - Fortune Park Hotels Limited, India, 100, 100 - Landbase India Limited, India, 100, 100 - Bay Islands Hotels Limited, India, 100, 100 - WelcomHotels Lanka (Private) Limited, Sri Lanka, 100, 100 - Russell Credit Limited, India, 100, 100 - Greenacre Holdings Limited (a 100% subsidiary of Russell Credit Limited), India, 100, 100 - Wimco Limited, India, 100, 100 - Gold Flake Corporation Limited, India, 100, 100 - ITC Integrated Business Services Limited, India, 100, 100 - MRR Trading & Investment Company Limited (a 100% subsidiary of ITC Integrated Business Services Limited), India, 100, 100 - North East Nutrients Private Limited, India, 76, 76 - Prag Agro Farm Limited, India, 100, 100 - Pavan Poplar Limited, India, 100, 100 - ITC IndiVision Limited, India, 100, 100 - ITC Fibre Innovations Limited, India, 100, 100 - ITC Hotels Limited (w.e.f. 28.07.2023), India, 100, – The financial statements of all subsidiaries, considered in the Consolidated Financial Statements, are drawn up to 31st March other than for Surya Nepal Private Limited and Surya Nepal Ventures Private Limited where it is up to 13th March, based on the local laws of Nepal. **SECTION: (b) Interests in Joint Ventures:** The Group’s interests in jointly controlled entities (incorporated Joint Ventures) are: Name, Country of Incorporation, Percentage of ownership interest as at 31st March, 2024, Percentage of ownership interest as at 31st March, 2023 - Espirit Hotels Private Limited [Refer Note 29(viii)], India, –, 26 - Logix Developers Private Limited [Refer Note 29(ix)], India, 27.90, 27.90 - ITC Filtrona Limited (Formerly known as ITC Essentra Limited) (a joint venture of Gold Flake Corporation Limited), India, 50, 50 - Maharaja Heritage Resorts Limited, India, 50, 50 The financial statements of all the Joint Ventures, considered in the Consolidated Financial Statements, are drawn up to 31st March."
"**SECTION: (c) Investments in Associates:** The Group’s Associates are: Name, Country of Incorporation, Percentage of ownership interest as at 31st March, 2024, Percentage of ownership interest as at 31st March, 2023 - Gujarat Hotels Limited, India, 45.78, 45.78 - International Travel House Limited, India, 48.96, 48.96 - Russell Investments Limited*, India, 25.43, 25.43 - Divya Management Limited*, India, 33.33, 33.33 - Antrang Finance Limited*, India, 33.33, 33.33 - ATC Limited (an associate of Gold Flake Corporation Limited), India, 47.50, 47.50 - Delectable Technologies Private Limited, India, 39.32#, 33.42# - Mother Sparsh Baby Care Private Limited, India, 26.50#, 22.00# - Sproutlife Foods Private Limited (w.e.f. 04.05.2023) [Refer Note 29(x)], India, 44.74#, – *associates of Russell Credit Limited **SECTION: on a fully diluted basis** The financial statements of all Associates, considered in the Consolidated Financial Statements, are drawn up to 31st March. **SECTION: (d)** These Consolidated Financial Statements are based, in so far as they relate to amounts included in respect of subsidiaries, associates and joint ventures on the audited financial statements prepared for consolidation in accordance with the requirements of Indian Accounting Standard - 110 (Ind AS 110) on “Consolidated Financial Statements” and Indian Accounting Standard - 28 (Ind AS 28) on “Investments in Associates and Joint Ventures” by each of the included entities other than in respect of a joint venture Logix Developers Private Limited which has been considered on the basis of financial statements as certified by Logix Developers Private Limited’s management and provided to the Company. **SECTION: 29. Additional Notes to the Consolidated Financial Statements (Contd.)** **SECTION: (iv) Contingent liabilities and commitments:** **SECTION: (a) Contingent liabilities:** Claims against the Group not acknowledged as debts: ` 1077.71 Crores (2023 - ` 945.12 Crores), including interest on claims, where applicable, estimated to be ` 324.08 Crores (2023 - ` 292.26 Crores), including share of associates ` 0.15 Crore (2023 - ` 0.15 Crore). These comprise: - Excise duty, VAT / sales taxes, GST and other indirect taxes claims disputed by the Group relating to issues of applicability and classification aggregating ` 679.10 Crores (2023 - ` 604.63 Crores), including interest on claims, where applicable, estimated to be ` 294.54 Crores (2023 - ` 265.04 Crores), including share of associates ` 0.12 Crore (2023 - ` 0.12 Crore). - Local Authority taxes / cess / royalty on property, utilities etc. claims disputed by the Group relating to issues of applicability and determination aggregating ` 266.56 Crores (2023 - ` 241.71 Crores), including interest on claims, where applicable, estimated to be ` 18.72 Crores (2023 - ` 15.09 Crores), including share of associates ` 0.03 Crore (2023 - ` 0.03 Crore). - Third party claims arising from disputes relating to contracts aggregating ` 41.27 Crores (2023 - ` 31.79 Crores), including interest on claims, where applicable, estimated to be ` 0.29 Crore (2023 - ` 0.17 Crore). - Other matters aggregating ` 90.78 Crores (2023 - ` 66.99 Crores), including interest on other matters, where applicable, estimated to be ` 10.53 Crores (2023 - ` 11.96 Crores). ``` ``` **SECTION: Surya Nepal Private Limited (SNPL) Tax Proceedings** In respect of Surya Nepal Private Limited (SNPL), Excise, Income Tax, and VAT authorities issued Show Cause Notices (SCNs) and raised demands to recover taxes for different years based on theoretical production of cigarettes. The authorities applied an input-output ratio allegedly submitted by SNPL in the year 1990-91, leading to demands for tax/duty on the differential production/turnover. This occurred despite SNPL’s cigarette factory being under the physical control of the Excise authorities, with production duly accounted for and certified. The Revenue Authorities first raised excise demands for the financial years 1993-94 and 1994-95, claiming that SNPL could have produced more cigarettes according to the input-output ratio from 1990-91. SNPL challenged these demands before the Hon’ble Supreme Court of Nepal through a writ petition. The Division Bench of the Hon’ble Supreme Court decided in favor of SNPL, rejecting the basis of theoretical production. The Ministry of Finance of Nepal filed a review petition before the Full Bench of the Hon’ble Supreme Court, which upheld the Division Bench's judgment on October 29, 2009. Similar demands were raised for other financial years, including: - Excise Demands for FY 1998-99 to FY 2002-03 - Income Tax Demand for FY 2001-02 These were also challenged by SNPL, and the Court allowed all writ petitions, setting aside the demands."
"The Inland Revenue Department decided administrative review petitions in favor of SNPL, setting aside Value Added Tax demands for FY 2001-02 and 2007-08, and Income Tax demand for FY 2005-06. During the pendency of the review petition, the Revenue Authorities raised demands and issued SCNs regarding theoretical production for different years, which were challenged by SNPL through writ petitions between 2007 and 2010: 1. Excise demand letters for ₹ 17.38 Crores (NRs. 27.80 Crores) for FY 2003-04 to 2006-07. 2. Value Added Tax (VAT) demand letters for ₹ 10.93 Crores (NRs. 17.49 Crores) for FY 2002-03 to 2006-07. 3. Income Tax demand letters for ₹ 13.45 Crores (NRs. 21.52 Crores) for FY 2002-03 and 2003-04. SNPL’s writ petitions regarding these tax demands and SCNs were disposed of by the Hon’ble Supreme Court on April 15, 2021, holding that SNPL should avail the alternate remedy by way of appeal to the Inland Revenue Department (IRD). The Administrative Review Petitions related to these demands are currently pending with the IRD. **SECTION: 29. Additional Notes to the Consolidated Financial Statements (Contd.)** The Management considers that all the demands listed above have no legal or factual basis; accordingly, the Management is of the view that there is no liability likely to arise, particularly since the underlying issues have been settled by the Hon’ble Supreme Court of Nepal in favor of SNPL. It is not practicable for the Group to estimate the closure of these issues and the consequential timings of cash flows, if any. - (b) Uncalled liability on partly paid-up shares and other investments is ₹ 25.72 Crores (2023 - ₹ 35.56 Crores). - (c) Commitments: Estimated amount of contracts remaining to be executed on capital accounts and not provided for are ₹ 1189.36 Crores (2023 - ₹ 2113.07 Crores) for the Group, which includes share of joint ventures ₹ 5.14 Crores (2023 - ₹ 8.52 Crores). - (v) Research and Development expenses for the year amount to ₹ 170.47 Crores (2023 - ₹ 161.36 Crores). - (vi) The Group has adopted Indian Accounting Standard-19 (Ind AS 19) on ‘Employee Benefits’. These Consolidated Financial Statements include the obligations as per this standard, except for subsidiaries incorporated outside India, which have determined the valuation/provision for employee benefits as per their respective countries' requirements. The management considers the impact of this deviation to be not material. **SECTION: Description of Plans** The Group makes contributions to both Defined Benefit and Defined Contribution Plans for qualifying employees. These Plans are administered through approved Trusts, which operate in accordance with the Trust Deeds, Rules, and applicable Statutes. The Trusts are managed by Trustees who provide strategic guidance regarding the management of their investments and liabilities and periodically review their performance. Provident Fund and Pension Benefits are funded, Gratuity Benefits are both funded and unfunded; Leave Encashment Benefits are unfunded. The Defined Benefit Pension Plans are based on employees’ pensionable remuneration and length of service. Under the Provident Fund, Gratuity, and Leave Encashment Schemes, employees are entitled to receive lump sum benefits. **SECTION: (a) Defined Benefit Plans** As per Actuarial Valuations as of March 31, 2024, and recognized in the financial statements regarding Employee Benefit Schemes, the liabilities arising in the Defined Benefit Schemes are determined based on the advice of independent, professionally qualified actuaries, using the projected unit credit method at year-end. The Group makes regular contributions to these Defined Benefit Plans, with additional contributions made as required based on actuarial valuation. **SECTION: Risk Management** The Defined Benefit Plans expose the Group to risks of actuarial deficit arising from investment risk, interest rate risk, and salary cost inflation risk. - **Investment Risk:** This may arise from volatility in asset values due to market fluctuations and impairment of assets due to credit losses. These Plans primarily invest in debt instruments such as Government securities and highly rated corporate bonds, the valuation of which is inversely proportional to interest rate movements. - **Interest Rate Risk:** The present value of Defined Benefit Plans liability is determined using the discount rate based on market yields prevailing at the end of the reporting period on Government securities. A decrease in yields will increase fund liabilities and vice-versa. - **Salary Cost Inflation Risk:** The present value of the Defined Benefit Plan liability is calculated with reference to future salaries of participants under the Plan. An increase in salary might lead to higher liabilities. These Plans have a balanced mix of investments to manage the above risks."
"The investment strategy is designed based on the interest rate scenario, liquidity needs of the Plans, and investment patterns prescribed under various statutes. The Trustees regularly monitor the funding and investments of these Plans. Risk mitigation systems are in place to ensure the health of the portfolio is regularly reviewed, and investments do not pose significant risk of impairment. Periodic audits are conducted to ensure the adequacy of internal controls. Pension obligations of employees are secured by purchasing annuities, thereby de-risking the Plans from future payment obligations. **SECTION: 29. Additional Notes to the Consolidated Financial Statements (Contd.)** For the year ended March 31, 2024 (₹ in Crores), For the year ended March 31, 2023 (₹ in Crores): | Component | Pension | Gratuity | Leave Encashment | Pension | Gratuity | Leave Encashment | |-----------|---------|----------|------------------|---------|----------|------------------| | I Components of Employer Expense – Recognised in the Statement of Profit and Loss | | | | | | | | 1 Current Service Cost | 39.35 | 42.82 | 0.54 | 18.78 | 43.12 | 39.58 | | 2 Past Service Cost | 2.93 | – | 0.05 | 0.06 | – | – | | 3 Net Interest Cost | (3.62) | (1.47) | 0.49 | 12.55 | (1.32) | (1.42) | | 4 Total expense recognised in the Statement of Profit and Loss | 38.66 | 41.35 | 1.08 | 31.39 | 41.80 | 38.16 | | – Remeasurements recognised in Other Comprehensive Income | | | | | | | | 5 Return on plan assets (excluding amounts included in net interest cost) | (23.16) | (3.61) | – | – | 14.50 | 1.22 | | 6 Effect of changes in demographic assumptions | 1.65 | 0.94 | 0.34 | 0.49 | – | – | | 7 Effect of changes in financial assumptions | 25.89 | 18.64 | 0.14 | 6.37 | (14.26) | (14.79) | | 8 Changes in asset ceiling (excluding interest income) | – | – | – | – | – | – | | 9 Effect of experience adjustments | (30.13) | 22.27 | 0.09 | 0.82 | (1.24) | 32.63 | | 10 Total re-measurements included in Other Comprehensive Income | (25.75) | 38.24 | 0.57 | 7.68 | (1.00) | 19.06 | | 11 Total defined benefit cost recognised in the Statement of Profit and Loss and Other Comprehensive Income (4+10) | 12.91 | 79.59 | 1.65 | 39.07 | 40.80 | 57.22 | The current service cost, past service cost, and net interest cost for the year, as applicable, pertaining to Pension and Gratuity expenses have been recognized in “Contribution to Provident and other funds” and Leave Encashment in “Salaries and wages” under Note 25. The remeasurements of the net defined benefit liability are included in Other Comprehensive Income. | II Actual Returns | 92.17 | 41.22 | – | – | 46.39 | 30.36 | | III Net Asset / (Liability) recognised in Balance Sheet | | | | | | | | 1 Present Value of Defined Benefit Obligation | 947.48 | 576.05 | 7.70 | 197.25 | 925.28 | 509.40 | | 2 Fair Value of Plan Assets | 955.52 | 525.06 | – | – | 888.56 | 480.39 | | 3 Status [Surplus / (Deficit)] | 8.04 | (50.99) | (7.70) | (197.25) | (36.72) | (29.01) | | 4 Restrictions on Asset Recognised | – | – | – | – | – | – | | 5 Net (Liability) recognised in Balance Sheet | (22.80) | (51.38) | (7.70) | (197.25) | (42.48) | (29.01) | | a. Current | (1.23) | (47.14) | (1.15) | (30.33) | (25.57) | (25.06) | | b. Non-Current | (21.57) | (4.24) | (6.55) | (166.92) | (16.91) | (3.95) | | 6 Net Asset recognised in Balance Sheet | 30.84 | 0.39 | – | – | 5.76 | – | | a. Current | 21.30 | – | – | – | 5.76 | – | | b. Non-Current | 9.54 | 0.39 | – | – | – | – | **SECTION: 29."
"Additional Notes to the Consolidated Financial Statements (Contd.)** For the year ended March 31, 2024 (₹ in Crores), For the year ended March 31, 2023 (₹ in Crores): | IV Change in Defined Benefit Obligation (DBO) | | | | | | | | 1 Present Value of DBO at the beginning of the year | 925.28 | 509.40 | 6.96 | 176.54 | 929.62 | 478.30 | | 2 Current Service Cost | 39.35 | 42.82 | 0.54 | 18.78 | 43.12 | 39.58 | | 3 Past Service Cost | 2.93 | – | 0.05 | 0.06 | – | – | | 4 Interest Cost | 65.39 | 36.14 | 0.49 | 12.55 | 59.57 | 30.16 | | 5 Re-measurement Gains / (Losses): | | | | | | | | a. Effect of changes in demographic assumptions | 1.65 | 0.94 | 0.34 | 0.49 | – | – | | b. Effect of changes in financial assumptions | 25.89 | 18.64 | 0.14 | 6.37 | (14.26) | (14.79) | | c. Changes in asset ceiling (excluding interest income) | – | – | – | – | – | – | | d. Effect of experience adjustments | (30.13) | 22.27 | 0.09 | 0.82 | (1.24) | 32.63 | | 6 Curtailment Cost / (Credits) | – | – | – | – | – | – | | 7 Settlement Cost / (Credits) | – | – | – | – | – | – | | 8 Liabilities assumed in business combination | – | – | – | – | – | – | | 9 Effects of transfer In / (Out) | 0.01 | 0.02 | – | – | 15.56 | 0.53 | | 10 Benefits Paid | (82.89) | (54.18) | (0.91) | (18.36) | (107.09) | (57.01) | | 11 Present Value of DBO at the end of the year | 947.48 | 576.05 | 7.70 | 197.25 | 925.28 | 509.40 | As at March 31, 2024 (₹ in Crores), As at March 31, 2023 (₹ in Crores): | V Best Estimate of Employers’ Expected Contribution for the next year | – Pension | 42.02 | – Gratuity | 106.85 | | VI Change in Fair Value of Assets | 888.56 | 480.39 | – | – | 916.94 | 457.31 | | 1 Plan Assets at the beginning of the year | 888.56 | 480.39 | – | – | 916.94 | 457.31 | | 2 Assets acquired in Business Combination | – | – | – | – | – | – | | 3 Interest Income | 69.01 | 37.61 | – | – | 60.89 | 31.58 | | 4 Re-measurement Gains / (Losses) on plan assets | 23.16 | 3.61 | – | – | (14.50) | (1.22) | | 5 Actual Group Contributions | 57.75 | 57.63 | – | – | 32.38 | 49.73 | | 6 Benefits Paid | (82.89) | (54.18) | – | – | (107.09) | (57.01) | | 7 Effects of transfer In / (Out) | (0.07) | – | – | – | (0.06) | – | ``` ``` **SECTION: Plan Assets at the end of the year** As at 31st March, 2024, and As at 31st March, 2023: - 2024: 955.52 - 2023: 525.06 **SECTION: VII. Actuarial Assumptions** 1. **Pension**: - Discount Rate: 7.00% (2024), 7.50% (2023) 2. **Gratuity**: - Discount Rate: 7.00% (2024), 7.50% (2023) 3. **Leave Encashment**: - Discount Rate: 7.00% (2024), 7.50% (2023) The estimates of future salary increases are generally between 4% to 6% for the Company, considering inflation, seniority, promotion, and other relevant factors. **SECTION: VIII. Major Category of Plan Assets as a % of the Total Plan Assets** | Category | 2024 | 2023 | |---|---|---| | 1. Government Securities / Special Deposit with RBI | 14.94% | 14.86% | | 2. High Quality Corporate Bonds | 11.39% | 10.25% | | 3. Insurer / Citizen Investment Trust Managed Funds* | 62.50% | 66.71% | | 4. Mutual Funds | 6.73% | 3.92% | | 5. Cash and Cash Equivalents | 4.44% | 4.26% | | 6. Term Deposits | – | – | *In the absence of detailed information regarding plan assets funded with Insurance Companies, the composition of each major category of plan assets has not been disclosed. **SECTION: IX."
"Basis used to determine the Expected Rate of Return on Plan Assets** The expected rate of return on plan assets is based on the current portfolio of assets, investment strategy, and market scenario. The plan assets are well diversified to protect capital and optimize returns within acceptable risk parameters. **SECTION: X. Net Asset / (Liability) recognised in Balance Sheet (including experience adjustment impact)** | Description | 2024 | 2023 | |---|---|---| | 1. Present Value of Defined Benefit Obligation | 955.52 | 525.06 | | 2. Status [Surplus / (Deficit)] | 8.04 | (50.99) | | 3. Experience Adjustment of Plan Assets [Gain / (Loss)] | 23.16 | 3.61 | | 4. Experience Adjustment of Obligation [(Gain) / Loss] | (30.13) | 22.27 | **SECTION: XI. Sensitivity Analysis** The Sensitivity Analysis below has been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant. | Assumption | DBO as at 31st March, 2024 | DBO as at 31st March, 2023 | |---|---|---| | 1. Discount Rate + 100 basis points | 1632.05 | 1530.08 | | 2. Discount Rate - 100 basis points | 1833.95 | 1715.52 | | 3. Salary Increase Rate + 1% | 1825.64 | 1708.10 | | 4. Salary Increase Rate – 1% | 1637.60 | 1533.68 | **SECTION: Maturity Analysis of the Benefit Payments** | Year | 2024 | 2023 | |---|---|---| | 1 | 231.15 | 244.36 | | 2 | 287.00 | 236.41 | | 3 | 227.42 | 219.34 | | 4 | 157.08 | 210.04 | | 5 | 123.94 | 145.67 | | Next 5 Years | 637.88 | 595.80 | Amounts towards Defined Contribution Plans have been recognized under “Contribution to Provident and other funds” in Note 25: - ₹ 254.14 Crores (2023 - ₹ 211.50 Crores). **SECTION: 29."
"Additional Notes to the Consolidated Financial Statements (Contd.)** (vii) Additional information as required by Paragraph 2 of the General Instructions for Preparation of Consolidated Financial Statements to Schedule III to the Companies Act, 2013: | Name of the Entity | As a % of Consolidated Net Assets | Amount (₹ in Crores) | As % of Consolidated Profit or (Loss) | Amount (₹ in Crores) | As % of Consolidated Other Comprehensive Income | Amount (₹ in Crores) | As % of Consolidated Total Comprehensive Income | Amount (₹ in Crores) | |---|---|---|---|---|---|---|---|---| | Parent | ITC Limited | 88.22% | 66070.83 | 93.70% | 19443.05 | 77.16% | 2280.53 | 91.64% | 21723.58 | | Subsidiary | Indian Russell Credit Limited | 1.81% | 1357.28 | 0.18% | 37.82 | 13.64% | 403.28 | 1.86% | 441.10 | | Greenacre Holdings Limited | 0.09% | 67.81 | 0.01% | 2.82 | – | – | 0.01% | 2.80 | | Wimco Limited | – | 1.91 | (0.01%) | (1.88) | – | (0.05) | (0.01%) | (1.93) | | Prag Agro Farm Limited | – | 0.91 | – | – | – | – | – | – | | Pavan Poplar Limited | – | 0.27 | – | – | – | – | – | – | | Technico Agri Sciences Limited | 0.22% | 155.85 | 0.18% | 37.81 | – | 0.01 | 0.16% | 37.82 | | Srinivasa Resorts Limited | 0.10% | 71.82 | 0.03% | 5.51 | – | 0.04 | 0.02% | 5.55 | | Fortune Park Hotels Limited | 0.05% | 36.40 | 0.05% | 11.22 | – | (0.12) | 0.05% | 11.10 | | Bay Islands Hotels Limited | 0.03% | 23.32 | 0.01% | 2.70 | – | – | 0.01% | 2.70 | | ITC Infotech India Limited | 1.54% | 1153.44 | 1.77% | 364.75 | 0.25% | 7.44 | 1.57% | 372.19 | | Gold Flake Corporation Limited | 0.03% | 25.11 | – | 0.62 | – | – | – | 0.62 | | ITC Integrated Business Services Limited | 0.01% | 8.68 | – | 0.60 | – | – | – | 0.60 | | MRR Trading & Investment Company Limited | – | 0.03 | – | 0.01 | – | – | – | 0.01 | | Landbase India Limited | 0.35% | 261.72 | 0.05% | 10.00 | – | – | 0.04% | 10.00 | | North East Nutrients Private Limited | 0.11% | 82.86 | 0.05% | 11.32 | – | (0.01) | 0.05% | 11.31 | | ITC IndiVision Limited | 0.50% | 373.58 | (0.15%) | (30.62) | – | – | (0.13%) | (30.62) | **SECTION: 29. Additional Notes to the Consolidated Financial Statements (Contd.)** (viii) During the year, the Group divested its entire shareholding, i.e., 26.00% of the paid-up share capital, in Espirit Hotels Private Limited, consequent to which Espirit ceased to be a joint venture of the Group. (ix) Under the terms of the Joint Venture Agreement (JVA), Logix Developers Private Limited (LDPL) was to develop a luxury hotel-cum-service apartment complex. However, the JV partner communicated its intention to explore alternative development plans, leading to a deadlock. The Company’s petition regarding the conduct of the JV is currently before the Hon’ble National Company Law Tribunal. (x) During the year, the Group acquired 2,443 Equity Shares and 9,571 Compulsorily Convertible Preference Shares of Sproutlife Foods Private Limited for an aggregate consideration of ₹ 225.00 crores, resulting in a 44.74% shareholding in Sproutlife as of 31st March, 2024. ``` ``` **SECTION: Acquisition of Sproutlife** The Group has agreed to acquire 100% of the share capital (on a fully diluted basis) of Sproutlife over a time period of about three to four years from the execution of the transaction documents. Further infusion of ₹ 30 crores will be made through a primary subscription by 31st March, 2025 or such other later date as may be mutually agreed upon, based on pre-agreed pre-money valuation, taking the Group’s shareholding in Sproutlife to 47.5%, on a fully diluted basis. The consideration for acquisition of the balance stake of 52.5% will be determined based on pre-agreed valuation criteria and fulfilment of applicable terms and conditions."
"**SECTION: Leases as a Lessee** The Group’s significant leasing arrangements are in respect of operating leases for land, buildings (comprising licensed properties, residential premises, office premises, stores, warehouses etc.) and plant & equipment. These arrangements generally range between 2 years and 10 years, except for certain land and building leases where the lease term ranges up to 99 years. The lease arrangements have extension/termination options exercisable by either party which may make the assessment of lease term uncertain. While determining the lease term, all facts and circumstances that create an economic incentive to exercise an extension option, or not exercise a termination option are considered. **SECTION: Additional Notes to the Consolidated Financial Statements (Contd.)** The amount of ROU Assets and Lease Liabilities recognised in the Balance Sheet are disclosed in Note 3G and Note 17A respectively. The total cash outflow for leases for the year is ₹ 448.62 Crores (2023 - ₹ 441.30 Crores) [including payments of ₹ 357.50 Crores (2023 - ₹ 359.11 Crores) in respect of short-term/low-value leases and variable lease payments of ₹ 2.27 Crores (2023 - ₹ 2.73 Crores)]. The sensitivity of variable lease payments and effect of extension/termination options not included in measurement of lease liabilities is not material. **SECTION: Undiscounted Maturities of Lease Liabilities** The undiscounted maturities of lease liabilities over the remaining lease term is as follows: - Term: Not later than three years, As at 31st March, 2024: 190.25, As at 31st March, 2023: 169.25 - Term: Later than three years and not later than ten years, As at 31st March, 2024: 137.99, As at 31st March, 2023: 125.63 - Term: Later than ten years and not later than twenty-five years, As at 31st March, 2024: 121.35, As at 31st March, 2023: 124.19 - Term: Later than twenty-five years and not later than fifty years, As at 31st March, 2024: 89.22, As at 31st March, 2023: 92.64 - Term: Later than fifty years, As at 31st March, 2024: 22.76, As at 31st March, 2023: 26.39 **SECTION: Leases as a Lessor** The Group has leased out its investment properties etc. under operating lease for periods ranging up to 5 years. Lease payments are structured with periodic escalations consistent with the prevailing market conditions. There are no variable lease payments. The details of income from such leases are disclosed under Note 3C and Note 23. The Group does not have any risk relating to recovery of residual value of investment properties etc. at the end of leases considering the business requirements and other alternatives. **SECTION: Undiscounted Minimum Lease Payments** The undiscounted minimum lease payments to be received over the remaining non-cancellable term on an annual basis are as follows: - Term: 1st year, As at 31st March, 2024: 1.32, As at 31st March, 2023: 0.90 - Term: 2nd year, As at 31st March, 2024: 1.15, As at 31st March, 2023: 0.33 - Term: 3rd year, As at 31st March, 2024: 0.66, As at 31st March, 2023: 0.17 - Term: 4th year, As at 31st March, 2024: Nil, As at 31st March, 2023: Nil - Term: 5th year, As at 31st March, 2024: Nil, As at 31st March, 2023: Nil - Term: Beyond Five Years, As at 31st March, 2024: Nil, As at 31st March, 2023: Nil **SECTION: Employee Stock Option Schemes** **Information in respect of Options granted under the Company’s Employee Stock Option Schemes (‘Schemes’):** - Sl. No., 1. Date of Shareholders’ approval, 2. Total number of Options approved under the Schemes (Adjusted for Bonus Shares issued in terms of Shareholders’ approval), 3. Vesting Schedule, 4. Pricing Formula, 5. Maximum term of Options granted, 6. Source of Shares, 7. Variation in terms of Options, 8. Method used for accounting of share-based payment plans and effect of employee share based plans on the entity’s profit or loss for the period and on its financial position, 9. Nature and extent of employee share based payment plans that existed during the period including the general terms and conditions of each plan. 1."
"ITC Employee Stock Option Scheme - 2006: 22-01-2007, Options equivalent to 37,89,18,503 Ordinary Shares of ₹ 1.00 each, The vesting period for conversion of Options is as follows: On completion of 12 months from the date of grant of the Options: 30% vests, On completion of 24 months from the date of grant of the Options: 30% vests, On completion of 36 months from the date of grant of the Options: 40% vests, The Pricing Formula, as approved by the Shareholders of the Company, is such price, as determined by the Nomination & Compensation Committee, which is no lower than the closing price of the Company’s Share on National Stock Exchange of India Limited (‘the NSE’) on the date of grant, or the average price of the Company’s Share in the six months preceding the date of grant based on the daily closing price on the NSE, or the ‘market price’ as defined from time to time under the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. The Options have been granted at ‘market price’ as defined under the aforesaid Regulations. Five years - the exercise period commences from the date of vesting of the Options granted and expires at the end of five years from the date of vesting. Primary, None, The employee compensation cost has been calculated using the fair value method of accounting for Options issued under the Company’s Employee Stock Option Schemes. The employee compensation cost as per fair value method for the financial year 2023-24 is ₹ 108.64 Crores (2023 - ₹ 61.11 Crores), out of which ₹ 107.30 Crores (2023 - ₹ 60.41 Crores) relate to employee benefits expense (Refer Note 25), ₹ 0.60 Crore (2023 - ₹ 0.28 Crore) to property, plant and equipment and ₹ 0.74 Crore (2023 - ₹ 0.42 Crore) for group entities. In addition to the terms and conditions provided in the table under Serial Nos. (3) to (5) hereinbefore, each Option entitles the holder thereof to apply for and be allotted ten Ordinary Shares of the Company of ₹ 1.00 each upon payment of the exercise price during the exercise period. 2. ITC Employee Stock Option Scheme - 2010: 23-07-2010, Options equivalent to 55,60,44,823 Ordinary Shares of ₹ 1.00 each. **Weighted average exercise prices and weighted average fair values of Options whose exercise price either equals or exceeds or is less than the market price of the stock:** - Weighted average exercise price per Option: ₹ 4530.73 - Weighted average fair value per Option: ₹ 1064.83 **Option movements during the year:** - a) Options outstanding at the beginning of the year: 2,85,808 (2006), 1,29,23,671 (2010) - b) Options granted during the year: – (2006), 15,16,450 (2010) - c) Options cancelled and lapsed during the year: 955 (2006), 59,989 (2010) - d) Options vested and exercisable during the year (net of Options lapsed and exercised): 43,950 (2006), 8,36,370 (2010) - e) Options exercised during the year: 87,039 (2006), 55,83,334 (2010) - f) Number of Ordinary Shares of ₹ 1.00 each arising as a result of exercise of Options during the year: 8,70,390 (2006), 5,58,33,340 (2010) - g) Options outstanding at the end of the year (a+b-c-e): 1,97,814 (2006), 87,96,798 (2010) - h) Options exercisable at the end of the year: 1,71,284 (2006), 58,80,098 (2010) - i) Money realised by exercise of the Options during the year (` in Crores): 20.74 (2006), 1422.09 (2010) **Summary of the status of Options:** - Particulars, As at 31st March, 2024, As at 31st March, 2023 - No. of Options, Weighted Average Exercise Prices (₹) - Outstanding at the beginning of the year: 1,32,09,479, 2655.20 - Add: Granted during the year: 15,16,450, 4530.73 - Less: Lapsed during the year: 60,944, 2739.44 - Less: Exercised during the year: 56,70,373, 2544.51 - Outstanding at the end of the year: 89,94,612, 3040.61 - Options exercisable at the end of the year: 60,51,382, 2657.61 **Weighted average share price of Shares arising upon exercise of Options:** The weighted average share price of Shares, arising upon exercise of Options during the year ended 31st March, 2024 was ₹ 455.45 (2023 - ₹ 315.92). This was based on the closing market price on NSE on the date of exercise of Options (i.e. the date of allotment of shares by the Securityholders Relationship Committee). **Summary of Options outstanding, scheme-wise:** - Particulars, As at 31st March, 2024, As at 31st March, 2023 - No."
"of Options, Range of Exercise Prices (₹), Weighted average remaining contractual life - ITC Employee Stock Option Scheme - 2006: 1,97,814, 1698.00 – 3463.50, 3.19 - ITC Employee Stock Option Scheme - 2010: 87,96,798, 1698.00 – 4534.50, 3.37 **Methodology for determination of expected volatility:** The volatility used in the Black Scholes Option Pricing model is the annualised standard deviation of the continuously compounded rates of return on the stock over a period of time. The period considered for the working is commensurate with the expected life of the Options and is based on the daily volatility of the Company’s stock price on NSE. The Company has incorporated the early exercise of Options by calculating expected life on past exercise behaviour. There are no market conditions attached to the grant and vest. **Information in respect of Stock Appreciation Linked Reward Plan:** - Nature and extent of Stock Appreciation Linked Reward Plan that existed during the year along with general terms and conditions: ITC Employee Cash Settled Stock Appreciation Linked Reward Plan (ITC ESAR Plan). Under the ITC ESAR Plan, the eligible employees receive cash on vesting of SAR units, equivalent to the difference between the grant price and the market price of the share on vesting of SAR units subject to the terms and conditions specified in the Plan. - Settlement Method: Cash – Settled - Vesting period and maximum term of SAR granted: Over a period of five years from the date of grant in accordance with the Plan. - Method used to estimate the fair value of SAR granted: Black Scholes Option Pricing model. The said model considers inputs such as Risk-free interest rate, Expected life, Expected volatility, Expected dividend, Market price etc. The number of SAR units outstanding as at 31st March, 2024 is 9,31,606 (2023- 25,00,251) and the weighted average fair value at measurement date is ₹ 1103.96 (2023 - ₹ 980.89) per SAR unit. - Total cost recognised in the profit or loss: The cost has been calculated using the fair value method of accounting for SAR units issued under the ITC ESAR Plan. The employee compensation cost as per fair value method for the financial year 2023-24 is ₹ 33.49 Crores (2023 - ₹ 216.12 Crores); out of which, ₹ 33.08 Crores (2023 - ₹ 214.31 Crores) relate to employee benefits expense (Refer Note 25), ₹ 0.05 Crore (2023 - ₹ 0.04 Crore) to property, plant and equipment and ₹ 0.36 Crore (2023 - ₹ 1.77 Crores) for group entities. The amount carried in the Balance Sheet as a non-current financial liability is ₹ 14.13 Crores (2023 - ₹ 71.35 Crores) and as current financial liability is ₹ 73.27 Crores (2023 - ₹ 122.30 Crores) (Refer Note 17B). **Amount required to be spent by the Group during the year as per Section 135 read with Section 198 of the Companies Act, 2013:** ₹ 417.74 Crores (2023 - ₹ 377.32 Crores) being 2% of the average Net Profit of the respective companies. Expenditure incurred during the year is ₹ 418.39 Crores (2023 - ₹ 377.93 Crores) comprising employee benefits expense of ₹ 15.52 Crores (2023 - ₹ 14.33 Crores) and other expenses of ₹ 402.87 Crores (2023 - ₹ 363.60 Crores), of which ₹ 30.60 Crores (2023 - ₹ 62.71 Crores) is accrued for payment as on 31st March, 2024. Such CSR expenditure does not include any spends on construction/acquisition of assets. Amount available for set off in succeeding financial years is ₹ 1.93 Crores (2023 - ₹ 1.35 Crores). CSR activities undertaken during the year pertain to: poverty alleviation; promoting education and skill development; promoting healthcare including preventive healthcare; providing sanitation and drinking water; ensuring environmental sustainability; enabling climate resilience; rural development projects; creating livelihoods for people (especially those from disadvantaged sections of society); protection of national heritage, art and culture; preserving and promoting music; promoting sports; conducting research in science, technology, engineering and medicine aimed at promoting Sustainable Development Goals (SDGs) and providing relief and assistance to victims of disasters and calamities."
"**Trade Payables ageing schedule:** Outstanding for following periods from due date of payment as at 31st March, 2024: - Total: 4797.83 - MSME: 32.24, Not Due: 32.24 - Others: 662.21, Less than 1 year: 77.78, 1-2 years: 1.72, 2-3 years: 0.01 - Disputed Dues - Others: 0.28 - SUB-TOTAL: 694.45, 77.78, 1.72, 0.01, 774.24 Outstanding for following periods from due date of payment as at 31st March, 2023: - Total: 682.63 - MSME: 44.39, Not Due: 44.39 - Others: 632.94, Less than 1 year: 49.68, 1-2 years: 0.01 - Disputed Dues - Others: 0.28 - SUB-TOTAL: 677.33, 49.68, 0.01, 727.30 ``` ``` **SECTION: Accrued Payables (not due)** - MSME: 93.49 - Others: 3838.20 - TOTAL: 4658.99 **SECTION: 29. Additional Notes to the Consolidated Financial Statements (Contd.)** In FY 2022-23, ITC Infotech India Limited (I3L) entered into an agreement with PTC Inc., a global technology company headquartered in Boston, USA, to acquire a part of PTC’s PLM implementation services business and create a new service line focused on the adoption of PTC’s industry-leading Windchill PLM software as a service (SaaS). The consideration against the above agreement is payable to PTC over a period of time by way of cash consideration and also involves contingent consideration which is subject to achievement of revenue and business targets. The contingent consideration is recognised as a level 3 input as they are dependent on achievement of revenue and business targets. **PTC Liability Movement:** - Opening Balance: 522.74 - Net Consideration payable to PTC Inc. on the date of acquisition (1st June, 2022): 720.98 - Settled: - Initial consideration paid on 1st June, 2022: (252.19) - Settlement of consideration by offset of trade receivables*: (29.00) (1.64) - Referral Fees: (101.49) - Changes in fair value recognised in Other Income (Refer Note 23): 5.08, 50.63 - Change in fair value transferred to Hedge Reserve (Refer Note 32): 2.78, 4.96 - Closing Balance: 400.11, 522.74 *Represents settlement of consideration for Business and Commercial Rights through standardisation projects and service credits. The amount carried in the Balance Sheet as a non-current financial liability is ` 281.54 Crores (2023 - ` 213.27 Crores) and as current financial liability is ` 118.57 Crores (2023 - ` 309.47 Crores) [Refer Note 17B]. **SECTION: (xvii)** The Ministry of Corporate Affairs (MCA) issued the Companies (Indian Accounting Standards) (Amendment) Rules, 2023 on 31st March, 2023, amending the following Ind AS, effective for annual periods beginning on or after 1st April, 2023: - Ind AS 1, ‘Presentation of Financial Statements’: This amendment requires companies to disclose their material accounting policies rather than their significant accounting policies. Consequently, the Group has disclosed material accounting policies. There is no impact on the consolidated financial statements. - Ind AS 12, ‘Income Taxes’: This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions that give rise to equal and offsetting temporary differences. The amendments clarify how companies account for deferred tax on transactions such as leases. The Group previously recognised deferred tax on leases on a net basis. Pursuant to the aforementioned amendment, the Group has grossed-up the deferred tax assets (DTA) and deferred tax liabilities (DTL) recognised in relation to leases by ` 71.24 Crores each w.e.f. 1st April, 2022. However, the said gross-up has no impact on the net deferred tax liabilities/expense presented in the consolidated financial statements. **SECTION: 29. Additional Notes to the Consolidated Financial Statements (Contd.)** **SECTION: (xviii)** I3L on 18th April, 2024, entered into a Share Purchase Agreement for the acquisition of 100% Shares of Blazeclan Technologies Private Limited for total consideration up to ` 485.00 Crores, including contingent consideration which is subject to achievement of prescribed targets. Blazeclan is an AWS Premier Partner, Snowflake Elite Partner, and a leader in providing Cloud transformation solutions to customers globally. Blazeclan has strong expertise in Cloud Migration, Digital Services, Digital Cloud Consulting, and Data Analytics & Insights. **SECTION: (xix)** As per the proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014, a company using accounting software for maintaining its books of account shall use only such accounting software which has a feature of recording an audit trail of each and every transaction, that creates an edit log for each change made in the books of account along with the date when such changes were made and ensuring that such audit trail cannot be disabled."
"The respective companies in the Group have laid down appropriate policies to govern their Information Technology (IT) environment, including the aspects of audit trails and have established controls in respect of user access and database administration. Further, in respect of the usage of cloud-based accounting software, where applicable, appropriate contractual restrictions are in place regulating access management at both application and database levels. Consequently, the Group has ensured compliance with the aforementioned requirements in respect of audit trails with the exception of the following associates, which are not material to the consolidated financial statements of the Group: An associate company of the Group uses a cloud-based Enterprise Resource Planning (ERP) solution for maintenance of its books of account along with an integrated customer invoicing software for which audit trail has been enabled at the application level. Direct access to the database is provided only to the authorised personnel from the application support team and service provider only for system administration purposes. The service provider is contractually bound not to carry out any direct changes/edits to financial transactions or its underlying database, which if carried out will be considered a breach of contract. While the audit trail feature is not enabled at the database level in the ERP and the invoicing software, any changes made directly in the database are documented through the structured process for system administration activities. During the year, another associate company of the Group upgraded its accounting software to comply with the aforementioned requirements in respect of the audit trail on 25th May, 2023. While the upgraded software is compliant with the aforementioned requirements, the audit trail feature did not capture details of the user ID for transactions recorded at certain locations accounting for approximately 1% of the total value of transactions for the year of that associate company; the same has since been enabled. **SECTION: (xx)** Figures presented as “…” are below the rounding off norm adopted by the Group. **SECTION: (xxi)** Figures for the previous year have been re-arranged, wherever necessary, to conform to the figures of the current year. The same does not have any material impact on the consolidated financial statements. **SECTION: (xxii)** The consolidated financial statements were approved for issue by the Board of Directors on 23rd May, 2024. Such financial statements are required to be placed before the shareholders for adoption in terms of the Companies Act, 2013. **SECTION: Notes to the Consolidated Financial Statements** **SECTION: 30. Segment Reporting** **Segment Data:** - Segment: FMCG - Cigarettes - 2024: External: 33667.97, Inter Segment: 0, Total: 33667.97 - 2023: External: 31267.46, Inter Segment: 0, Total: 31267.46 - Segment: FMCG - Others - 2024: External: 20956.20, Inter Segment: 45.95, Total: 21002.15 - 2023: External: 19109.33, Inter Segment: 43.76, Total: 19153.09 - Segment: FMCG - Total - 2024: External: 54624.17, Inter Segment: 45.95, Total: 54670.12 - 2023: External: 50376.79, Inter Segment: 43.76, Total: 50420.55 - Segment: Hotels - 2024: External: 3085.49, Inter Segment: 17.90, Total: 3103.39 - 2023: External: 2672.79, Inter Segment: 16.33, Total: 2689.12 - Segment: Agri Business - 2024: External: 8518.65, Inter Segment: 7605.78, Total: 16124.43 - 2023: External: 12361.62, Inter Segment: 6081.77, Total: 18443.39 - Segment: Paperboards, Paper and Packaging - 2024: External: 6474.74, Inter Segment: 1869.67, Total: 8344.41 - 2023: External: 7233.69, Inter Segment: 1847.66, Total: 9081.35 - Segment: Others - 2024: External: 3571.93, Inter Segment: 79.21, Total: 3651.14 - 2023: External: 3181.69, Inter Segment: 81.04, Total: 3262.73 - Segment Total - 2024: 76274.98, 9618.51, 85893.49 - 2023: 75826.58, 8070.56, 83897.14 - Eliminations: (9618.51) **Gross Revenue from Sale of Products and Services:** - 2024: 76274.98 - 2023: 75826.58 **SECTION: 2. Segment Results** **Segment Results Data:** - Segment: FMCG - Cigarettes - 2024: Total: 20071.04 - 2023: Total: 18882.59 - Segment: FMCG - Others - 2024: Total: 1789.91 - 2023: Total: 1386.49 - Segment: FMCG - Total - 2024: Total: 21860.95 - 2023: Total: 20269.08 - Segment: Hotels - 2024: Total: 764.94 - 2023: Total: 557.31 - Segment: Agri Business - 2024: Total: 1278.33 - 2023: Total: 1380.21 - Segment: Paperboards, Paper and Packaging - 2024: Total: 1372.34 - 2023: Total: 2293.95 - Segment: Others - 2024: Total: 600.14 - 2023: Total: 534.62 - Segment Total - 2024: 25876.70 - 2023: 25035.17 - Eliminations: (196.06) - Total: 25680.64 - Unallocated corporate expenses net of unallocated income: (1108.04) - Profit before interest etc. and taxation: 24572.60 - Finance Costs: (45.96) - Interest earned on loans and deposits, income from current and non-current investments, profit and loss on sale of investments etc."
"- Net: 2593.20 - Share of profit/(loss) of Associates and Joint Ventures: 27.61 - Exceptional items [Refer Note 29(i)]: (7.57) - Profit before tax: 27139.88 - Tax expense: (6388.52) - Profit for the year: 20751.36 **SECTION: 3. Other Information** **Segment Assets and Liabilities:** - Segment: FMCG - Cigarettes - 2024: Segment Assets: 9751.86, Segment Liabilities: 5442.84 - 2023: Segment Assets: 7913.36, Segment Liabilities: 5239.34 - Segment: FMCG - Others - 2024: Segment Assets: 12592.81, Segment Liabilities: 2491.34 - 2023: Segment Assets: 12059.55, Segment Liabilities: 2338.08 - Segment: FMCG - Total - 2024: Segment Assets: 22344.67, Segment Liabilities: 7934.18 - 2023: Segment Assets: 19972.91, Segment Liabilities: 7577.42 - Segment: Hotels - 2024: Segment Assets: 8765.18, Segment Liabilities: 1159.06 - 2023: Segment Assets: 7896.45, Segment Liabilities: 920.30 - Segment: Agri Business - 2024: Segment Assets: 5850.07, Segment Liabilities: 1467.72 - 2023: Segment Assets: 4836.69, Segment Liabilities: 1750.62 - Segment: Paperboards, Paper and Packaging - 2024: Segment Assets: 9596.76, Segment Liabilities: 1287.23 - 2023: Segment Assets: 9195.24, Segment Liabilities: 1315.18 - Segment: Others - 2024: Segment Assets: 3496.86, Segment Liabilities: 1252.50 - 2023: Segment Assets: 3090.47, Segment Liabilities: 1210.08 - Segment Total - 2024: Segment Assets: 50053.54, Segment Liabilities: 13100.69 - 2023: Segment Assets: 44991.76, Segment Liabilities: 12773.60 - Unallocated Corporate Assets/Liabilities: 41772.62, 3835.50 - Total: 91826.16, 16936.19 **SECTION: Notes to the Consolidated Financial Statements** **SECTION: 30. Segment Reporting (Contd.)** **Capital Expenditure and Depreciation:** - Segment: FMCG - Cigarettes - 2024: Capital Expenditure: 544.32, Depreciation and Amortization: 291.59 - 2023: Capital Expenditure: 185.07, Depreciation and Amortization: 303.74 - Segment: FMCG - Others - 2024: Capital Expenditure: 675.67, Depreciation and Amortization: 567.89 - 2023: Capital Expenditure: 418.77, Depreciation and Amortization: 588.03 - Segment: FMCG - Total - 2024: Capital Expenditure: 1219.99, Depreciation and Amortization: 859.48 - 2023: Capital Expenditure: 603.84, Depreciation and Amortization: 891.77 - Segment: Hotels - 2024: Capital Expenditure: 882.47, Depreciation and Amortization: 300.84 - 2023: Capital Expenditure: 588.70, Depreciation and Amortization: 294.67 - Segment: Agri Business - 2024: Capital Expenditure: 143.61, Depreciation and Amortization: 81.47 - 2023: Capital Expenditure: 258.41, Depreciation and Amortization: 69.60 - Segment: Paperboards, Paper and Packaging - 2024: Capital Expenditure: 872.47, Depreciation and Amortization: 359.93 - 2023: Capital Expenditure: 744.56, Depreciation and Amortization: 347.99 - Segment: Others - 2024: Capital Expenditure: 41.77, Depreciation and Amortization: 106.53 - 2023: Capital Expenditure: 809.52, Depreciation and Amortization: 91.69 - Segment Total - 2024: Capital Expenditure: 3160.31, Depreciation and Amortization: 1708.25 - 2023: Capital Expenditure: 3005.03, Depreciation and Amortization: 1695.72 - Unallocated - 2024: Capital Expenditure: 286.83, Depreciation and Amortization: 108.14 - 2023: Capital Expenditure: 191.04, Depreciation and Amortization: 113.29 - Total - 2024: Capital Expenditure: 3447.14, Depreciation and Amortization: 1816.39 - 2023: Capital Expenditure: 3196.07, Depreciation and Amortization: 1809.01 **SECTION: Non-Cash Expenditure Other than Depreciation** - FMCG - Cigarettes: 5.31, 9.63 - FMCG - Others: 110.61, 84.73 - FMCG - Total: 115.92, 94.36 - Hotels: 7.19, 7.75 - Agri Business: 58.60, 27.68 - Paperboards, Paper and Packaging: 34.67, 40.01 - Others: 7.00, 16.97 - Segment Total: 223.38, 186.77 **SECTION: GEOGRAPHICAL INFORMATION** 1. Revenue from external customers: - Within India: 63955.33, 59900.75 - Outside India: 12319.65, 15925.83 - Total: 76274.98, 75826.58 2. Non-current assets: - Within India: 29781.42, 28661.84 - Outside India: 2314.83, 1570.84 - Total: 32096.25, 30232.68 **SECTION: NOTES:** 1. The Group’s corporate strategy aims at creating multiple drivers of growth anchored on its core competencies. The Group is currently focused on four business groups: FMCG, Hotels, Paperboards, Paper and Packaging, and Agri Business. The Group’s organisational structure and governance processes are designed to support effective management of multiple businesses while retaining focus on each one of them. The Operating Segments have been reported in a manner consistent with the internal reporting provided to the Corporate Management Committee, which is the Chief Operating Decision Maker. 2. The business groups comprise the following: - FMCG: Cigarettes – Cigarettes, Cigars etc. - FMCG: Others – Branded Packaged Foods Businesses (Staples & Meals; Snacks; Dairy & Beverages; Biscuits & Cakes; Chocolates, Coffee & Confectionery); Education and Stationery Products; Personal Care Products; Safety Matches and Agarbattis. - Hotels – Hoteliering. - Paperboards, Paper and Packaging – Paperboards, Paper including Specialty Paper and Packaging including Flexibles. - Agri Business – Agri commodities such as wheat, rice, spices, coffee, soya, and leaf tobacco. - Others – Information Technology services, Branded Residences etc. 3. The Group companies have been included in segment classification as follows: - FMCG: Cigarettes – Surya Nepal Private Limited."
"- FMCG: Others – Surya Nepal Private Limited, Surya Nepal Ventures Private Limited, and North East Nutrients Private Limited. - Hotels – Srinivasa Resorts Limited, Fortune Park Hotels Limited, Bay Islands Hotels Limited, WelcomHotels Lanka (Private) Limited, ITC Hotels Limited, and Landbase India Limited. - Paperboards, Paper and Packaging – ITC Fibre Innovations Limited. - Agri Business – Technico Agri Sciences Limited, ITC IndiVision Limited, Technico Pty Limited and its subsidiaries Technico Technologies Inc., Technico Asia Holdings Pty Limited, and Technico Horticultural (Kunming) Co. Limited. - Others – ITC Infotech India Limited and its subsidiaries ITC Infotech Limited, ITC Infotech (USA), Inc., ITC Infotech DO Brasil LTDA., ITC Infotech France SAS, ITC Infotech GmbH, ITC Infotech Malaysia SDN. BHD., ITC Infotech de Mexico, S.A. de C.V., and Indivate Inc., Russell Credit Limited and its subsidiary Greenacre Holdings Limited, Wimco Limited, Pavan Poplar Limited, Prag Agro Farm Limited, ITC Integrated Business Services Limited and its subsidiary MRR Trading & Investment Company Limited, Landbase India Limited, Gold Flake Corporation Limited, and WelcomHotels Lanka (Private) Limited. 4. The geographical information considered for disclosure are: - Revenue within India. - Revenue outside India. 5. Segment results of ‘FMCG: Others’ are after considering significant business development, brand building, and gestation costs of the Branded Packaged Foods businesses and Personal Care Products business. 6. As stock options and stock appreciation linked reward units are granted under ITC ESOS and ITC ESARP respectively to align the interests of employees with those of shareholders and also to attract and retain talent for the Group as a whole, the charge thereof does not form part of the segment performance reviewed by the Corporate Management Committee. 7. 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. **SECTION: Notes to the Consolidated Financial Statements** **SECTION: 31. Related Party Disclosures** **SECTION: 1. OTHER RELATED PARTIES WITH WHOM THE COMPANY AND ITS SUBSIDIARIES HAD TRANSACTIONS:** **SECTION: i) Associates & Joint Ventures:** **SECTION: Associates** - a) Gujarat Hotels Limited - b) International Travel House Limited - c) ATC Limited - d) Delectable Technologies Private Limited - e) Mother Sparsh Baby Care Private Limited - f) Sproutlife Foods Private Limited (w.e.f. 04.05.2023) - g) Tobacco Manufacturers (India) Limited (of which the Company is an associate) and the subsidiaries of its ultimate parent company (British American Tobacco p.l.c.) ``` ``` **SECTION: Joint Ventures** - Maharaja Heritage Resorts Limited - ITC Filtrona Limited (formerly known as ITC Essentra Limited) **SECTION: Key Management Personnel (KMP)** - S. Puri - Chairman & Managing Director - S. Dutta - Executive Director and Chief Financial Officer - H. Malik - Executive Director (w.e.f. 12.08.2023) - B. Sumant - Executive Director - S. Banerjee - Non-Executive Director - H. Bhargava - Non-Executive Director - A. M. Bharucha - Non-Executive Director (w.e.f. 12.08.2023) - A. Duggal - Non-Executive Director - M. Gupta - Non-Executive Director - R. Jain - Non-Executive Director (w.e.f 01.01.2024) - S. Mukherjee - Non-Executive Director - A. Nayak - Non-Executive Director - S. Panray - Non-Executive Director - N. Rao - Non-Executive Director - A. K. Seth - Non-Executive Director - M. Shankar - Non-Executive Director - N. Anand - Executive Director (up to 02.01.2024) - P. R. Chittaranjan - Non-Executive Director (up to 31.08.2023) - D. R. Simpson - Non-Executive Director (up to 29.01.2024) **SECTION: Independent Directors** Company Secretary: R. K. Singhi **SECTION: Members - Corporate Management Committee** - S. Puri - S. Dutta - S. Kaul - H. Malik - A. Rajput - S. Sivakumar - B. Sumant - N. Anand (up to 02.01.2024) **SECTION: Related Parties of KMP** **SECTION: Close Members of KMP** - N. Singhi (wife of R. K. Singhi) - Y. Singhi (son of R. K. Singhi) - T. Anand (wife of N."
"Anand) (up to 02.01.2024) **SECTION: Entities in which KMP / close member of KMP is interested** - Décor & Design - Bharucha & Partners **SECTION: Employee Trusts** - IATC Provident Fund - ITC Defined Contribution Pension Fund - ITC Management Staff Gratuity Fund - ITC Employees Gratuity Fund - ITC Gratuity Fund ‘C’ - ITC Pension Fund - ILTD Seasonal Employees Pension Fund - ITC Platinum Jubilee Pension Fund - ITC Bhadrachalam Paperboards Limited Management Staff Pension Fund - ITC Bhadrachalam Paperboards Limited Gratuity Fund ‘A’ - ITC Bhadrachalam Paperboards Limited Gratuity Fund ‘C’ - ITC Hotels Limited Employees Superannuation Scheme - Sunrise Spices Limited Employees Gratuity Fund - Greenacre Holdings Limited Provident Fund - Greenacre Holdings Limited Gratuity Fund **SECTION: Notes to the Consolidated Financial Statements** **SECTION: Related Party Disclosures (Contd.)** **SECTION: Disclosure of Transactions Between the Group and Related Parties and the Status of Outstanding Balances as at 31.03.2024 (in Crores)** | Key Management Personnel (KMP) | Related Parties of Associates | Joint Ventures | Employee Trusts | Total | |---|---|---|---|---| | **RELATED PARTY TRANSACTIONS SUMMARY** | 2024 | 2023 | 2024 | 2023 | | 1. Sale of Goods / Services | 1829.61 | 2070.86 | 100.55 | 93.84 | | 2. Purchase of Goods / Services | 196.56 | 136.63 | 639.27 | 438.31 | | 3. Sale of Property, Plant and Equipment | 0.21 | 0.44 | - | - | | 4. Investment in Associates | 65.04 | 1.88 | - | - | | 5. Reimbursement for Share Based Payments | 0.96 | 1.83 | 0.14 | 0.37 | | 6. Rent Received | 0.89 | 0.88 | - | - | | 7. Rent Paid* | 4.06 | 4.32 | 0.87 | 1.02 | | 8. Remuneration of Managers on Deputation reimbursed | 6.45 | 7.06 | - | - | | 9. Remuneration of Managers on Deputation recovered | 9.37 | 7.95 | 1.71 | 1.76 | | 10. Contribution to Employees’ Benefit Plans | 163.23 | 118.04 | - | - | | 11. Dividend Income | 2.02 | 0.56 | 22.50 | 18.00 | | 12. Dividend Payments | 5715.08 | 4447.03 | 9.28 | 6.25 | | 13. Expenses Recovered | 6.84 | 29.10 | 0.27 | 0.30 | | 14. Expenses Reimbursed | 0.27 | 0.25 | 0.01 | - | | 15. Adjustment / Receipt towards Refund of Advances | - | - | - | - | | 16. Advances Received during the year | 981.64 | 1813.30 | - | - | | 17. Adjustment / Payment towards Refund of Advances | 1333.30 | 1786.29 | - | - | | 18. Adjustment / Receipt towards Refund of Deposit | 0.05 | 0.02 | 0.05 | - | | 19. Remuneration to KMP | - | - | - | - | | 19A. – Short term benefits | 60.59 | 59.82 | - | - | | 19B. – Other long-term incentives | 40.34 | 28.95 | - | - | | 19C. – Post employment benefits | - | - | - | - | | 19D. – Share Based Payments | - | - | - | - | | 20. Outstanding Balances | - | - | - | - | | i) Receivables | 222.57 | 105.86 | 6.24 | 16.04 | | ii) Advances Given | 30.84 | 5.76 | - | - | | iii) Deposits Given | 0.01 | 0.06 | 0.03 | 0.07 | | iv) Advances Taken | 367.76 | 719.42 | - | - | | v) Deposits Taken | 0.61 | 0.61 | - | - | | vi) Payables | 5.86 | 6.35 | 9.65 | 20.60 | *Includes transactions with close member of KMP & entities in which KMP / close member of KMP is interested. **SECTION: The amounts outstanding are unsecured and will be settled in cash.** 1. Post employment benefits are actuarially determined on an overall basis and hence not separately provided. Payments made on settlement of leave liability upon retirement - ₹ 1.50 Crores (2023 - ₹ 2.69 Crores) has not been included in the above. 2. During the year, the Company granted Stock Options to eligible employees, including Executive Directors and KMPs, under its Employee Stock Option Schemes at ‘market price’ [within the meaning of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021]."
"The Company has also granted Employee Stock Appreciation Linked Reward Units (ESAR Units) to the aforesaid persons in the previous years under the ‘ITC Employee Cash Settled Stock Appreciation Linked Reward Plan’. Since such Stock Options and ESAR Units are not tradeable, no perquisite or benefit is immediately conferred upon the employee by grant of such Stock Options / ESAR Units, and accordingly the said grants have not been considered as ‘remuneration’. However, in accordance with Ind AS -102, the Group has recorded employee benefits expense by way of share based payments to employees at ₹ 140.38 Crores for the year ended 31st March, 2024 (2023 - ₹ 274.72 Crores), of which ₹ 30.85 Crores (2023 - ₹ 35.43 Crores) is attributable to Executive Directors and KMPs. **SECTION: Notes to the Consolidated Financial Statements** **SECTION: Related Party Disclosures (Contd.)** **SECTION: Information Regarding Significant Transactions / Balances** (Generally in excess of 10% of the total transaction value of the same type) (in Crores) | RELATED PARTY TRANSACTIONS SUMMARY | 2024 | 2023 | |---|---|---| | 1. Sale of Goods / Services | British American Tobacco (GLP) Limited | 1070.96 | 1352.17 | | | S. Puri | 13.37 | 10.08 | | | IATC Provident Fund | 43.07 | 39.47 | | | JSC ‘British American Tobacco-SPb’ | 298.82 | 446.96 | | | N. Anand | 7.41 | 4.47 | | | ITC Management Staff Gratuity Fund | 29.53 | 23.89 | | 2. Purchase of Goods / Services | ITC Filtrona Limited | 639.27 | 438.15 | | | S. Dutta | 4.15 | 2.51 | | 3. Sale of Property, Plant and Equipment | British American Tobacco (GLP) Limited | - | 23.70 | | | S. Dutta | 0.12 | - | | 4. Investment in Associates | Employee Trust - Pension Funds | 30.84 | - | | | Mother Sparsh Baby Care Private Limited | 11.54 | - | | 5. Reimbursement for Share Based Payments | British American Tobacco (GLP) Limited | 4.86 | 21.97 | | 6. Rent Received | International Travel House Limited | 0.88 | 0.87 | | 7. Rent Paid | Gujarat Hotels Limited | 4.06 | 4.32 | | 8. Remuneration of Managers on Deputation | N. Anand | 0.05 | - | | | T. Anand | 0.05 | - | | 9. Remuneration of Managers on Deputation | S. Puri | 13.06 | 12.09 | | | B. Sumant | 5.74 | 5.35 | | | ATC Limited | 2.99 | 3.11 | | | S. Dutta | 5.08 | 4.31 | | | H. Malik | - | - | | | N. Anand | 4.81 | 5.96 | | | R. K. Singhi | 0.87 | - | **SECTION: Notes to the Consolidated Financial Statements** **SECTION: Financial Instruments and Related Disclosures** **SECTION: A. Capital Management** The Group’s financial strategy aims to support its strategic priorities and provide adequate capital to its businesses for growth and creation of sustainable stakeholder value. The Group funds its operations through internal accruals and aims at maintaining a strong capital base to support the future growth of its businesses. During the year, the Company issued 5,67,03,730 Ordinary Shares (2023 - 10,47,61,810 Ordinary Shares) of ₹ 1.00 each amounting to ₹ 5.67 Crores (2023 - ₹ 10.48 Crores) towards its employee stock options. The securities premium stood at ₹ 14813.95 Crores as at 31st March, 2024 (2023 - ₹ 13036.79 Crores). **SECTION: B. Categories of Financial Instruments** | Particulars | Note | Carrying Value | Fair Value | Carrying Value | Fair Value | |---|---|---|---|---|---| | As at 31st March, 2024 | - | - | - | - | - | | A."
"Financial assets | - | - | - | - | - | | a) Measured at amortised cost | - | - | - | - | - | | i) Cash and cash equivalents | 13 | 625.89 | 625.89 | 463.35 | 463.35 | | ii) Other Bank Balances | 14 | 6591.79 | 6591.79 | 4416.84 | 4416.84 | | iii) Investment in Bonds / Debentures & Government or Trust Securities | 4 | 117427.67 | 7277.90 | 8234.83 | 8225.70 | | iv) Investment in Mutual Funds | 4 | 366.88 | 362.91 | 346.05 | 337.99 | | v) Loans | 5 | 13.86 | 12.72 | 12.60 | 11.31 | | vi) Trade receivables | 12 | 4025.82 | 4025.82 | 2956.17 | 2956.17 | | vii) Other financial assets | 6 | 1587.83 | 1540.34 | 4824.27 | 4776.27 | | Sub-total | - | 20639.74 | 20437.37 | 21254.11 | 21187.63 | | b) Measured at Fair value through OCI | - | - | - | - | - | | i) Investment in Equity shares | 4 | 4676.28 | 4676.28 | 1723.70 | 1723.70 | | ii) Investment in Mutual Funds | 4 | 5020.09 | 5020.09 | 3776.62 | 3776.62 | | Sub-total | - | 9696.37 | 9696.37 | 5500.32 | 5500.32 | | c) Measured at Fair value through Profit or Loss | - | - | - | - | - | | i) Investment in Mutual Funds | 11 | 10299.12 | 10299.12 | 9425.09 | 9425.09 | | ii) Investment in Bonds / Debentures, Certificates of Deposit | 11 | 2612.95 | 2612.95 | 5412.55 | 5412.55 | | iii) Investment in Venture Capital Funds | 4 | 121.96 | 121.96 | 119.25 | 119.25 | | iv) Investment in Equity & Preference Shares | 4 | 39.34 | 39.34 | 39.34 | 39.34 | | Sub-total | - | 13073.37 | 13073.37 | 14996.23 | 14996.23 | | d) Derivatives measured at fair value | - | - | - | - | - | | i) Derivative instruments not designated as hedging instruments | 6 | 2.37 | 2.37 | 4.77 | 4.77 | | ii) Derivative instruments designated as hedging instruments | 6 | 0.53 | 0.53 | 29.38 | 29.38 | | Sub-total | - | 2.90 | 2.90 | 34.15 | 34.15 | | Total financial assets | - | 43412.38 | 43210.01 | 41784.81 | 41718.33 | **SECTION: Financial Instruments and Related Disclosures (Contd.)** | Particulars | Note | Carrying Value | Fair Value | Carrying Value | Fair Value | |---|---|---|---|---|---| | B. Financial liabilities | - | - | - | - | - | | a) Measured at amortised cost | - | - | - | - | - | | i) Cash credit facilities & loans | 16, 20 | 8.00 | 8.00 | 34.27 | 34.27 | | ii) Sales tax deferment loans | 16, 20 | 3.28 | 2.90 | 4.54 | 3.66 | | iii) Trade payables | - | 4797.83 | 4797.83 | 4658.99 | 4658.99 | | iv) Lease Liabilities | 17A | 292.15 | 292.15 | 267.23 | 267.23 | | v) Other financial liabilities | 17B | 2192.79 | 2170.85 | 2280.58 | 2249.76 | | Sub-total | - | 7294.05 | 7271.73 | 7245.61 | 7213.91 | | b) Measured at fair value | - | - | - | - | - | | i) Derivative instruments not designated as hedging instruments | 17B | 2.81 | 2.81 | 4.27 | 4.27 | ``` ``` **SECTION: Financial Liabilities Overview** Derivative instruments designated as hedging instruments: - Contingent Consideration: 412.76, 535.39 - Sub-total: 420.17, 544.00 - Total financial liabilities: 7714.22, 7789.61 **SECTION: C. Financial Risk Management Objectives** Entities comprising the Group have established risk management systems tailored to their respective operations. The following outlines the objectives and processes of the Company, the largest component of the Group. The Company employs a system-based approach to risk management, anchored in policies, procedures, and internal financial controls aimed at early identification, evaluation, and management of key financial risks (market risk, credit risk, and liquidity risk) arising from its business operations and investing and financing activities. The risk management framework aims to ensure that such risks are managed within acceptable and approved parameters in a disciplined manner, in compliance with applicable regulations, and to drive accountability."
"**SECTION: Liquidity Risk** The Group’s current assets total ₹ 41065.54 Crores (2023 - ₹ 39670.89 Crores), including current investments, cash and cash equivalents, and other bank balances of ₹ 20162.10 Crores (2023 - ₹ 22113.05 Crores), against current liabilities of ₹ 13690.40 Crores (2023 - ₹ 13739.41 Crores). The Group may sell instruments held at amortised cost as part of its surplus liquidity management, with net losses from such sales amounting to ₹ 16.37 Crores (2023 - ₹ 49.13 Crores). Other non-current liabilities due between one and three years total ₹ 257.32 Crores (2023 - ₹ 304.94 Crores), and those due after three years amount to ₹ 178.40 Crores (2023 - ₹ 115.42 Crores). The maturity analysis of undiscounted lease liabilities is disclosed under Note 29(xi). The Group’s total equity stands at ₹ 74889.97 Crores (2023 - ₹ 69538.79 Crores), with non-current borrowings of ₹ 1.76 Crores (2023 - ₹ 3.49 Crores). Therefore, liquidity risk does not exist. **SECTION: Market Risk** **SECTION: 1. Foreign Currency Risk** The Group engages in transactions denominated in foreign currencies (mainly US Dollar, Pound Sterling, Euro, and Japanese Yen), which are subject to exchange rate fluctuations. Financial assets and liabilities in foreign currencies, including net investments in foreign operations, are also subject to reinstatement risks. **SECTION: Notes to the Consolidated Financial Statements** **SECTION: 32. Financial Instruments and Related Disclosures (Contd.)** The carrying amounts of foreign currency denominated financial assets and liabilities, including derivative contracts, are as follows: As at 31st March, 2024 (in Crores): - Financial Assets: USD 904.81, Euro 207.41, GBP 202.69, JPY 0, Others 121.16, Total 1436.07 - Financial Liabilities: USD 91.63, Euro 29.87, GBP 1.24, JPY 2.02, Others 14.58, Total 139.34 As at 31st March, 2023 (in Crores): - Financial Assets: USD 1010.94, Euro 312.50, GBP 66.24, JPY 0.27, Others 87.88, Total 1477.83 - Financial Liabilities: USD 129.94, Euro 32.56, GBP 2.44, JPY 8.24, Others 7.17, Total 180.35 *The above does not include the consideration payable to PTC Inc. towards acquisition of business and commercial rights since it is hedged through cash flow hedge [Refer Note 29(xvi)]. The Group uses foreign exchange forward, futures, and options contracts to hedge exposures arising from firm commitments and highly probable forecast transactions. **SECTION: a. Forward Exchange Contracts Outstanding** Designated under Hedge Accounting: As at 31st March, 2024: - Currency: US Dollar, Buy: 13.59, Sell: 98.15 - Currency: Euro, Buy: 11.15, Sell: 0 - Currency: GBP, Buy: 0.02, Sell: 0 - Currency: JPY, Buy: 36.03, Sell: 0 Not Designated under Hedge Accounting: As at 31st March, 2024: - Currency: US Dollar, Buy: 0, Sell: 76.45 - Currency: Euro, Buy: 1.24, Sell: 12.74 - Currency: JPY, Buy: 203.75, Sell: 0 **SECTION: Notes to the Consolidated Financial Statements** **SECTION: 32. Financial Instruments and Related Disclosures (Contd.)** **SECTION: b. Currency Options Outstanding** Designated under Hedge Accounting: - Currency: US Dollar, Buy: 0, Sell: 8.00 Hedges of foreign currency risk and derivative financial instruments are managed by each entity within the Group. The Company and a subsidiary have established risk management policies to hedge cash flow volatility arising from exchange rate fluctuations through various contracts. The proportion of forecast transactions to be hedged is based on transaction size and market conditions. **SECTION: The Movement in the Cash Flow Hedging Reserve** Particulars: - At the beginning of the year: (1.23) - Changes in the fair value of effective portion of matured cash flow hedges: (6.44) - Changes in fair value of effective portion of outstanding cash flow hedges: (9.02) - Amounts transferred to the Statement of Profit and Loss: (20.53) - Amounts transferred to initial cost of non-financial assets: 10.85 - At the end of the year: (4.50) **SECTION: Notes to the Consolidated Financial Statements** **SECTION: 32. Financial Instruments and Related Disclosures (Contd.)** **SECTION: Foreign Currency Sensitivity** For every percentage point increase/decrease in the underlying exchange rate of outstanding foreign currency denominated assets and liabilities, the profit before tax for the year ended 31st March, 2024 would decrease/increase by ₹ 4.30 Crores (2023 - ₹ 2.72 Crores). **SECTION: 2. Interest Rate Risk** The Group is virtually debt-free, and its deferred payment liabilities do not carry interest, resulting in negligible exposure to interest rate risk. The Group’s investments are primarily in bonds, fixed deposits, and debt mutual funds, with temporary mark-to-market movements. **SECTION: 3. Other Price Risk** The Group holds certain investments in equity for long-term value, measured at fair value through Other Comprehensive Income."
"The value of these investments as at 31st March, 2024 is ₹ 4676.28 Crores (2023 - ₹ 1723.70 Crores). **SECTION: Credit Risk** Each entity within the Group manages its own credit risk. The Company primarily invests in government securities, fixed deposits with highly rated banks, and mutual fund schemes. The Group’s investments held at amortised cost stood at ₹ 14447.05 Crores (2023 - ₹ 16422.36 Crores). The Company’s customer base is large and diverse, limiting credit concentration risk. **SECTION: Notes to the Consolidated Financial Statements** **SECTION: 32. Financial Instruments and Related Disclosures (Contd.)** The Group’s exposure to trade receivables, net of expected loss provisions, stood at ₹ 4025.82 Crores (2023 - ₹ 2956.17 Crores). The movement of the expected loss provision is as follows: Particulars: - Opening Balance: 240.86 - Provisions made (net): 14.81 - Utilisation for impairment: 23.73 - Closing Balance: 232.19 **SECTION: D. Fair Value Measurement** The following table presents the fair value hierarchy of financial assets and liabilities measured at fair value on a recurring basis: Particulars: - Financial assets measured at amortised cost: - Investment in Bonds/Debentures: 7277.90 (2024), 8225.70 (2023) - Investment in Mutual Funds: 362.91 (2024), 337.99 (2023) - Loans: 2.91 (2024), 4.19 (2023) - Other Financial assets: 361.50 (2024), 3691.75 (2023) Sub-total: 8005.22 (2024), 12259.63 (2023) - Financial assets measured at Fair value through OCI: - Investment in Equity shares – Quoted: 4673.86 (2024), 1721.28 (2023) - Investment in Equity shares – Unquoted: 2.42 (2024), 2.42 (2023) Sub-total: 9696.37 (2024), 5500.32 (2023) - Financial assets measured at Fair value through Profit or Loss: - Investment in Mutual Funds: 10299.12 (2024), 9425.09 (2023) - Investment in Bonds/Debentures: 2612.95 (2024), 5412.55 (2023) Sub-total: 13073.37 (2024), 14996.23 (2023) - Derivatives measured at fair value. ``` ``` **SECTION: Financial Instruments and Related Disclosures** **SECTION: A. Financial Assets** - Derivative instruments not designated as hedging instruments: - Hierarchy (Level): 2 - Fair Value: 2.37 (As at 31st March, 2024), 4.77 (As at 31st March, 2023) - Derivative instruments designated as hedging instruments: - Hierarchy (Level): 2 - Fair Value: 0.53 (As at 31st March, 2024), 29.38 (As at 31st March, 2023) - Sub-total: - Fair Value: 2.90 (As at 31st March, 2024), 34.15 (As at 31st March, 2023) - Total financial assets: - Fair Value: 30,777.86 (As at 31st March, 2024), 32,790.33 (As at 31st March, 2023) **SECTION: B. Financial Liabilities** - Particulars, Hierarchy (Level), Fair Value, As at 31st March, 2024, As at 31st March, 2023 - Measured at amortised cost: - Sales tax deferment loans*: - Hierarchy (Level): 3 - Fair Value: 1.38 (As at 31st March, 2024), 2.40 (As at 31st March, 2023) - Other Financial liabilities*: - Hierarchy (Level): 3 - Fair Value: 130.48 (As at 31st March, 2024), 172.78 (As at 31st March, 2023) - Lease Liabilities*: - Hierarchy (Level): 3 - Fair Value: 230.61 (As at 31st March, 2024), 213.37 (As at 31st March, 2023) - Loans*: - Hierarchy (Level): 3 - Fair Value: – (As at 31st March, 2024), 0.21 (As at 31st March, 2023) - Sub-total: - Fair Value: 362.47 (As at 31st March, 2024), 388.76 (As at 31st March, 2023) - Measured at fair value: - Derivative instruments not designated as hedging instruments: - Hierarchy (Level): 2 - Fair Value: 2.81 (As at 31st March, 2024), 4.27 (As at 31st March, 2023) - Derivative instruments designated as hedging instruments: - Hierarchy (Level): 2 - Fair Value: 4.60 (As at 31st March, 2024), 4.34 (As at 31st March, 2023) - Contingent Consideration: - Hierarchy (Level): 3 - Fair Value: 412.76 (As at 31st March, 2024), 535.39 (As at 31st March, 2023) - Sub-total: - Fair Value: 420.17 (As at 31st March, 2024), 544.00 (As at 31st March, 2023) - Total financial liabilities: - Fair Value: 782.64 (As at 31st March, 2024), 932.76 (As at 31st March, 2023) *Represents fair value of non-current financial instruments."
"**SECTION: Reconciliation of Fair Value Movement of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis and Categorised within Level 3 of the Fair Value Hierarchy** - As at 31st March, 2024: - Financial Assets at FVTPL: 39.34 - Financial Assets at FVTOCI: 2.42 - Financial Liabilities at FVTPL: 535.39 - Opening Balance: - 39.34, 2.42, 535.39, 20.00 - Additions during the year: - –, –, –, 39.34 - Sale / Transfer / Settlement during the year: - –, –, 130.49, 20.00 - Gain / (Loss) during the year recognised in Other Income: - –, –, (5.08), – - Gain / (Loss) during the year recognised in Other Comprehensive Income: - –, –, (2.78), (2.32) - Closing Balance: - 39.34, 2.42, 412.76, 39.34 **SECTION: Fair Value Hierarchy** Fair value of the financial instruments is classified in various fair value hierarchies based on the following three levels: - Level 1: Quoted prices (unadjusted) in active market or Net Asset Value (NAV) for identical assets or liabilities. - Level 2: Inputs other than quoted price included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices). - Level 3: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs). **SECTION: Independent Auditor’s Report** To the Members of ITC Limited **SECTION: Report on the Audit of the Consolidated Ind AS Financial Statements** **SECTION: Opinion** We have audited the accompanying consolidated Ind AS financial statements of ITC Limited (hereinafter referred to as “the Holding Company”), its subsidiaries (the Holding Company and its subsidiaries together referred to as “the Group”), its associates and joint ventures comprising of the consolidated Balance Sheet as at March 31, 2024, the consolidated Statement of Profit and Loss, including other comprehensive income, the consolidated Statement of Cash Flows and the consolidated Statement of Changes in Equity for the year then ended, and notes to the consolidated Ind AS financial statements, including a summary of material accounting policies and other explanatory information (hereinafter referred to as “the consolidated Ind AS financial statements”). In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of reports of other auditors on separate financial statements and on the other financial information of the subsidiaries, associates and joint ventures, the aforesaid consolidated Ind AS financial statements give the information required by the Companies Act, 2013, as amended (“the Act”) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the consolidated state of affairs of the Group, its associates and joint ventures as at March 31, 2024, their consolidated profit including other comprehensive income, their consolidated cash flows and the consolidated statement of changes in equity for the year ended on that date. **SECTION: Basis for Opinion** We conducted our audit of the consolidated Ind AS financial statements in accordance with the Standards on Auditing (SAs), as specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the ‘Auditor’s Responsibilities for the Audit of the Consolidated Ind AS Financial Statements’ section of our report. We are independent of the Group, associates, joint ventures in accordance with the ‘Code of Ethics’ issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the consolidated Ind AS financial statements. **SECTION: Key Audit Matters** Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated Ind AS financial statements for the financial year ended March 31, 2024. For each matter below, our description of how our audit addressed the matter is provided in that context. **Key Audit Matter: Revenue Recognition** Our audit procedures included the following: - Assessed the Group’s revenue recognition accounting policies in line with Ind AS 115 (“Revenue from Contracts with Customers”) and tested thereof."
"- Evaluated the integrity of the general information and technology control environment and testing the operating effectiveness of key IT application controls over recognition of revenue. - Tested the effectiveness of such controls over revenue cut off at year-end. - On a sample basis, tested supporting documentation for sales transactions recorded during the year which included sales invoices, customer contracts and shipping documents. - Performed an increased level of substantive testing in respect of sales transactions recorded during the period closer to the year end and subsequent to the year end. - Compared revenue with historical trends and where appropriate, conducted further enquiries and testing. - Assessed disclosures in financial statements in respect of revenue, as specified in Ind AS 115. **Key Audit Matter: Impairment Assessment of Capital Work in Progress (Hotel) and Valuation of Inventories (Residential Apartments)** Our audit procedures included the following: - Obtained understanding of the Company’s policy on assessment of impairment of PPE and determination of net realizable value for inventory and assumptions used by the management including design and implementation of controls. - Obtained and read the projections / estimated selling price / future cashflows along with sensitivity analysis thereof. - Discussed and obtained from component auditor of WLPL their assessment of potential indicators of impairment of PPE and recoverable value of inventory. - Evaluated management’s methodology, assumptions and estimates used in the calculations. - Compared projections shared by the management in previous year with the actuals for the year ended March 31, 2024. - Performed sensitivity analysis around impact on future cash flows due to changes in key assumptions considered by management. - Verified the arithmetical accuracy of the future cash flow model including comparison with approved budgets. - Assessed the recoverability of PPE with regard to the value in use and net realizable value of inventory. **SECTION: Information Other than the Financial Statements and Auditor’s Report Thereon** The Holding Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Annual Report, but does not include the consolidated Ind AS financial statements and our auditor’s report thereon. Our opinion on the consolidated Ind AS financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the consolidated Ind AS financial statements, our responsibility is to read the other information and, in doing so, consider whether such other information is materially inconsistent with the consolidated Ind AS financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. **SECTION: Responsibilities of Management for the Consolidated Ind AS Financial Statements** The Holding Company’s Board of Directors is responsible for the preparation and presentation of these consolidated Ind AS financial statements in terms of the requirements of the Act that give a true and fair view of the consolidated financial position, consolidated financial performance including other comprehensive income, consolidated cash flows and consolidated statement of changes in equity of the Group including its associates and joint ventures in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. The respective Board of Directors of the companies included in the Group and of its associates and joint ventures are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of their respective companies and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgements and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated Ind AS financial statements by the Directors of the Holding Company, as aforesaid."
"In preparing the consolidated Ind AS financial statements, the respective Board of Directors of the companies included in the Group and of its associates and joint ventures are responsible for assessing the ability of their respective companies to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so. Those respective Board of Directors of the companies included in the Group and of its associates and joint ventures are also responsible for overseeing the financial reporting process of their respective companies. **SECTION: Auditor’s Responsibilities for the Audit of the Consolidated Ind AS Financial Statements** Our objectives are to obtain reasonable assurance about whether the consolidated Ind AS financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated Ind AS financial statements. As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional skepticism throughout the audit. We also: - Identify and assess the risks of material misstatement of the consolidated Ind AS financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. - Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. - Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Holding Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls. - Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. - Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group and its associates and joint ventures to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated Ind AS financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group and its associates and joint ventures to cease to continue as a going concern. ``` ``` **SECTION: Evaluation of Consolidated Ind AS Financial Statements** Evaluate the overall presentation, structure, and content of the consolidated Ind AS financial statements, including the disclosures, and whether they represent the underlying transactions and events in a manner that achieves fair presentation. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group and its associates and joint ventures of which we are the independent auditors and whose financial information we have audited, to express an opinion on the consolidated Ind AS financial statements. We are responsible for the direction, supervision, and performance of the audit of the financial statements of such entities included in the consolidated Ind AS financial statements. For the other entities included in the consolidated Ind AS financial statements, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision, and performance of the audits carried out by them. We remain solely responsible for our audit opinion. We communicate with those charged with governance of the Holding Company and such other entities included in the consolidated Ind AS financial statements regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit."
"We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated Ind AS financial statements for the financial year ended March 31, 2024, and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. **SECTION: Other Matter** (a) We did not audit the financial statements and other financial information, in respect of twenty-four subsidiaries, whose financial statements include total assets of ₹ 8,009.91 crores as at March 31, 2024, and total revenues of ₹ 3,666.49 crores and net cash inflows of ₹ 43.60 crores for the year ended on that date. **SECTION: Independent Auditor’s Report** These financial statements and other financial information have been audited by other auditors, whose reports have been furnished to us by the management. The consolidated Ind AS financial statements also include the Group’s share of net profit of ₹ 27.61 crores for the year ended March 31, 2024, as considered in the consolidated Ind AS financial statements, in respect of nine associates and three joint ventures, whose financial statements and other financial information have been audited by other auditors and whose reports have been furnished to us by the management. Our opinion on the consolidated Ind AS financial statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries, joint ventures, and associates, is based solely on the reports of such other auditors. Certain of these subsidiaries are located outside India whose financial statements and other financial information have been prepared in accordance with accounting principles generally accepted in their respective countries and which have been audited by other auditors under generally accepted auditing standards applicable in their respective countries. The Holding Company’s management has converted the financial statements of such subsidiaries located outside India from accounting principles generally accepted in their respective countries to accounting principles generally accepted in India. We have audited these conversion adjustments made by the Holding Company’s management. Our opinion in so far as it relates to the balances and affairs of such subsidiaries located outside India is based on the report of other auditors and the conversion adjustments prepared by the management of the Holding Company and audited by us. Our opinion above on the consolidated Ind AS financial statements, and our report on Other Legal and Regulatory Requirements below, is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors. **SECTION: Report on Other Legal and Regulatory Requirements** 1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, based on our audit and on the consideration of the report of the other auditors on separate financial statements and the other financial information of the subsidiary companies, associate companies, and joint ventures incorporated in India, as noted in the ‘Other Matter’ paragraph, we give in the “Annexure 1” a statement on the matters specified in paragraph 3(xxi) of the Order. 2. As required by Section 143(3) of the Act, based on our audit and on the consideration of the report of the other auditors on separate financial statements and the other financial information of subsidiaries, associates, and joint ventures, as noted in the ‘Other Matter’ paragraph, we report, to the extent applicable, that: 1. We / the other auditors whose report we have relied upon have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated Ind AS financial statements; 2."
"In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidation of the financial statements have been kept so far as it appears from our examination of those books and reports of the other auditors. Insofar as the modification on maintaining an audit trail in the accounting software is concerned, refer paragraph (i) (vi) below; 3. The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss including the Statement of Other Comprehensive Income, the Consolidated Statement of Cash Flows, and Consolidated Statement of Changes in Equity dealt with by this Report are in agreement with the books of account maintained for the purpose of preparation of the consolidated Ind AS financial statements; 4. In our opinion, the aforesaid consolidated Ind AS financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended. **SECTION: Independent Auditor’s Report (continued)** (e) On the basis of the written representations received from the directors of the Holding Company as on March 31, 2024, taken on record by the Board of Directors of the Holding Company and the reports of the statutory auditors who are appointed under Section 139 of the Act, of its subsidiary companies, associate companies, and joint ventures, none of the directors of the Group’s companies, its associates, and joint ventures, incorporated in India, is disqualified as on March 31, 2024 from being appointed as a director in terms of Section 164 (2) of the Act; (f) The modification arising from the maintenance of the audit trail on the accounting software is as stated in the paragraph (i) (vi) below on reporting under Rule 11(g); (g) With respect to the adequacy of the internal financial controls with reference to consolidated Ind AS financial statements of the Holding Company and its subsidiary companies, associate companies, and joint ventures, incorporated in India, and the operating effectiveness of such controls, refer to our separate Report in “Annexure 2” to this report; (h) In our opinion and based on the consideration of reports of other statutory auditors of the subsidiaries, associates, and joint ventures incorporated in India, the managerial remuneration for the year ended March 31, 2024 has been paid / provided by the Holding Company, its subsidiaries, associates, and joint ventures incorporated in India to their directors in accordance with the provisions of section 197 read with Schedule V to the Act; (i) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the report of the other auditors on separate financial statements as also the other financial information of the subsidiaries, associates, and joint ventures, as noted in the ‘Other Matter’ paragraph: 1. The consolidated Ind AS financial statements disclose the impact of pending litigations on its consolidated financial position of the Group, its associates, and joint ventures in its consolidated Ind AS financial statements – Refer Note 29(iv)(a) to the consolidated Ind AS financial statements; 2. The Group, its associates, and joint ventures did not have any material foreseeable losses in long-term contracts including derivative contracts during the year ended March 31, 2024; 3. There has been no delay in transferring amounts required to be transferred to the Investor Education and Protection Fund by the Holding Company, its subsidiaries, associates, and joint ventures, incorporated in India during the year ended March 31, 2024; 4."
"a) The respective managements of the Holding Company and its subsidiaries, associates, and joint ventures which are companies incorporated in India whose financial statements have been audited under the Act have represented to us and the other auditors of such subsidiaries, associates, and joint ventures respectively that, to the best of its knowledge and belief, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Holding Company or any of such subsidiaries, associates, and joint ventures to or in any other person or entity, including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the respective Holding Company or any of such subsidiaries, associates, and joint ventures (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; b) The respective managements of the Holding Company and its subsidiaries, associates, and joint ventures which are companies incorporated in India whose financial statements have been audited under the Act have represented to us and the other auditors of such subsidiaries, associates, and joint ventures respectively that, to the best of its knowledge and belief, no funds have been received by the respective Holding Company or any of such subsidiaries, associates, and joint ventures from any person or entity, including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Holding Company or any of such subsidiaries, associates, and joint ventures shall, whether directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and c) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances performed by us and that performed by the auditors of the subsidiaries, associates, and joint ventures which are companies incorporated in India whose financial statements have been audited under the Act, nothing has come to our or other auditor’s notice that has caused us or the other auditors to believe that the representations under sub-clause (a) and (b) contain any material misstatement. v) The final dividend paid by the Holding Company, its subsidiaries, its associates, and a joint venture incorporated in India during the year in respect of the same declared for the previous year is in accordance with section 123 of the Act to the extent it applies to payment of dividend. The interim dividend declared and paid during the year by the Holding Company and its subsidiaries until the date of the respective audit report of such Holding Company is in accordance with section 123 of the Act. As stated in Note B of Statement of Changes in Equity to the consolidated Ind AS financial statements, the respective Board of Directors of the Holding Company, its subsidiaries, its associates, and a joint venture, incorporated in India have proposed final dividend for the year which is subject to the approval of the members of the respective companies at the respective ensuing Annual General Meeting. The dividend declared is in accordance with section 123 of the Act to the extent it applies to declaration of dividend. vi) Based on our examination which included test checks and that performed by the respective auditors of the subsidiaries, associates, and joint ventures which are companies incorporated in India whose financial statements have been audited under the Act, except for the instances disclosed in note 29 (xix) to the consolidated Ind AS financial statements, the Holding Company, subsidiaries, associates, and joint ventures have used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software. Further, during the course of our audit, we and respective auditors of the above-referred subsidiaries, associates, and joint ventures did not come across any instance of audit trail feature being tampered with, in respect of accounting software where the audit trail has been enabled. **SECTION: Annexure 1** Referred to in paragraph 1 under the heading “Report on Other Legal and Regulatory Requirements” of our report of even date."
"**SECTION: Re: ITC Limited (the “Holding Company”)** In terms of the information and explanations sought by us and given by the Holding Company and the books of account and records examined by us in the normal course of audit and to the best of our knowledge and belief and based on the consideration of the report of respective auditors of the subsidiary companies, associates, and joint ventures incorporated in India, we state that: (xxii) There are no qualifications or adverse remarks by the respective auditors in their report on Companies (Auditors Report) Order, 2020 of the companies included in the consolidated Ind AS financial statements. As indicated in Note 29 (iii)(d) of the consolidated Ind AS financial statements, in respect of a joint venture, consolidated based on management accounts, the audit report under Companies (Auditors Report) Order, 2020 of the company has not been issued till the date of our auditor’s report. **SECTION: Annexure 2** To the Independent Auditor’s Report of even date on the Consolidated Financial Statements of ITC Limited. **SECTION: Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)** In conjunction with our audit of the consolidated financial statements of ITC Limited (hereinafter referred to as the “Holding Company”) as of and for the year ended March 31, 2024, we have audited the internal financial controls with reference to consolidated financial statements of the Holding Company and its subsidiaries (the Holding Company and its subsidiaries together referred to as “the Group”), its associates, and joint ventures, which are companies incorporated in India, as of that date. **SECTION: Management’s Responsibility for Internal Financial Controls** The respective Board of Directors of the companies included in the Group, its associates, and joint ventures, which are companies incorporated in India, are responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Holding Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation, and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the respective company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013. **SECTION: Auditor’s Responsibility** Our responsibility is to express an opinion on the Holding Company’s internal financial controls with reference to consolidated financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, specified under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls, both, issued by ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to consolidated financial statements were established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to consolidated financial statements and their operating effectiveness. Our audit of internal financial controls with reference to consolidated financial statements included obtaining an understanding of internal financial controls with reference to consolidated financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms of their reports referred to in the Other Matters paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls with reference to consolidated financial statements."
"**SECTION: Meaning of Internal Financial Controls With Reference to Consolidated Financial Statements** A company’s internal financial control with reference to consolidated financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control with reference to consolidated financial statements includes those policies and procedures that: 1. Pertains to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; 2. Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company. ``` ``` **SECTION: Internal Financial Controls** Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. **SECTION: Inherent Limitations of Internal Financial Controls With Reference to Consolidated Financial Statements** Because of the inherent limitations of internal financial controls with reference to consolidated financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Projections of any evaluation of the internal financial controls with reference to consolidated financial statements to future periods are subject to the risk that the internal financial controls may become inadequate due to changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. **SECTION: Opinion** In our opinion, the Group, its associates, and joint ventures, which are companies incorporated in India, have maintained in all material respects, adequate internal financial controls with reference to consolidated financial statements, and such internal financial controls were operating effectively as at March 31, 2024, based on the internal control over financial reporting criteria established by the Holding Company considering the essential components of internal control stated in the Guidance Note issued by the ICAI. **SECTION: Other Matters** Our report under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal financial controls with reference to consolidated financial statements of the Holding Company, in so far as it relates to these ten subsidiaries, eight associates, and two joint ventures, which are companies incorporated in India, is based on the corresponding reports of the auditors of such subsidiaries, associates, and joint ventures incorporated in India."
"**SECTION: Report Details** For S R B C & CO LLP Chartered Accountants ICAI Firm Registration Number: 324982E / E300003 per Arvind Sethi Partner Place of Signature: Kolkata Membership Number: 89802 Date: May 23, 2024 UDIN: 24089802BKEJFF5612 ITC Limited REPORT AND ACCOUNTS 2024 339 **SECTION: Ten Years at a Glance** **SECTION: Standalone Operating Results FY15 - FY24** Year ended 31st March, FY15, FY16, FY17, FY18, FY19, FY20, FY21, FY22, FY23, FY24 - Gross Sales Value (net of rebates & discounts): 57799, 60196, 64174, 67082, 75309, 76097, 74979, 90104, 106625, 108425 - Gross Revenue from sale of products & services: 49965, 51582, 55002, 43957, 45221, 46324, 48151, 59101, 69481, 69446 - Total Income: 51932, 53714, 57434, 46460, 48269, 49821, 51776, 62336, 72689, 73644 - EBITDA: 13474, 13715, 14578, 15541, 17306, 17904, 15523, 18934, 23944, 24479 - PBT: 13998, 14434, 15503, 16439, 18444, 19299, 17164, 19830, 24677, 26323 - Exceptional items: , , , 413, , (132), , 73, , (7), , - PBT after Exceptional Items: 13998, 14434, 15503, 16852, 18444, 19167, 17164, 19830, 24750, 26316 - Tax: 4390, 5106, 5302, 5628, 5980, 4031, 4133, 4772, 5997, 5894 - PAT: 9608, 9328, 10201, 11223, 12464, 15136, 13032, 15058, 18753, 20422 - Interim + Proposed Dividends: 6030, 8233, 6945, 7577, 8498, 12477, 13230, 14172, 19255, 17163 - Earnings Per Share, Actual (`): 12.05, 11.61, 8.43, 9.22, 10.19, 12.33, 10.59, 12.22, 15.15, 16.39 - Adjusted (`) @: 8.03, 7.74, 8.43, 9.22, 10.19, 12.33, 10.59, 12.22, 15.15, 16.39 - Dividend Per Share, Actual - Ordinary (`): 6.25, 6.50, 4.75, 5.15, 5.75, 10.15, 10.75, 11.50, 12.75, 13.75 - Actual - Special (`): , 2.00, , , , , , 2.75, , , , - Adjusted - Ordinary (`) @: 4.17, 4.33, 4.75, 5.15, 5.75, 10.15, 10.75, 11.50, 12.75, 13.75 - Adjusted - Special (`) @: , 1.33, , , , , , 2.75, , , , **SECTION: Gross Sales Value (net of rebates & discounts)** Has been provided to facilitate comparison as the figures of Gross Revenue from sale of products & services and Total Income are not comparable consequent to the introduction of Goods & Services Tax with effect from 1st July 2017, which replaced Central Excise (other than National Calamity Contingent Duty on cigarettes), Value Added Tax etc. * Including Dividend Distribution Tax, where applicable. @ To facilitate like-to-like comparison, adjusted for 1:2 Bonus Issue in FY17. Note: Financials for FY21 & FY22 were impacted by unprecedented disruptions in certain operating segments of the Company due to the COVID-19 pandemic. **SECTION: Standalone Equity, Liabilities and Assets FY15 - FY24** As at 31st March, FY15, FY16, FY17, FY18, FY19, FY20, FY21, FY22, FY23, FY24 - Equity†, Share capital: 802, 805, 1215, 1220, 1226, 1229, 1231, 1232, 1243, 1248 - Other equity: 29934, 40851, 44126, 50180, 56724, 62800, 57774, 60168, 66351, 70985 - Shareholders’ funds (Net Worth): 30736, 41656, 45341, 51400, 57950, 64029, 59005, 61400, 67594, 72233 - Non-current liabilities, Borrowings: 39, 26, 18, 11, 8, 6, 5, 5, 3, 2 - Deferred tax liabilities (Net): 1632, 1867, 1872, 1918, 2044, 1618, 1728, 1667, 1621, 2084 - Non-current liabilities (others) ^: 108, 127, 155, 195, 174, 493, 669, 543, 628, 593 - Current liabilities, Borrowings &: 14, 16, 8, 7, 3, 2, …, 1, 1, 2 - Proposed dividend (including tax): 6030, , , , , , , , , , - Current liabilities (others) ^: 5637, 6339, 6822, 8850, 9619, 9087, 10173, 11477, 12415, 12414 - Total Equity and Liabilities: 44196, 50031, 54216, 62381, 69798, 75235, 71580, 75093, 82262, 87328 - Non-current assets, Property, plant and equipment, intangible assets (including capital work-in-progress, intangible assets under development), investment property and right-of-use assets ^: 16293, 16430, 18417, 20592, 21888, 23298, 25521, 25688, 25871, 26830 - Non-current investments: 2442, 6853, 8486, 13494, 14071, 13456, 12937, 15657, 16364, 22822 - Non-current assets (others): 1506, 3515, 2776, 3792, 4269, 1974, 1306, 2806, 4824, 1605 - Current assets, Current investments: 5964, 6471, 10100, 9903, 12507, 17175, 14047, 11625, 16357, 11917 - Cash and cash equivalents and Other bank balances: 7589, 5639, 2747, 2595, 3769, 6843, 4002, 3878, 3831, 6218 - Current assets (others): 10402, 11123, 11690, 12005, 13294, 12489, 13767, 15439, 15015, 17936 - Total Assets: 44196, 50031, 54216, 62381, 69798, 75235, 71580, 75093, 82262, 87328 - Net Worth Per Share (`) §: 25.56, 34.51, 37.33, 42.12, 47.27, 52.09, 47.94, 49.82, 54.39, 57.86 $ FY16 to FY24 as per Ind AS; previous GAAP for FY15. † Equity includes impact of 1:2 Bonus Issue (` 403 Crores) in FY17."
"^ Includes right-of-use assets and lease liabilities from FY20 upon transition to Ind AS-116, “Leases”. & To facilitate like-to-like comparison, figures for earlier years have been regrouped in line with amendments to Schedule III to the Companies Act, 2013. § To facilitate like-to-like comparison, adjusted for 1:2 Bonus Issue in FY17. **SECTION: REPORT AND ACCOUNTS 2024** 9038603057799 9731629660196 **SECTION: Financial Highlights** Gross Sales Value, ₹ Crores, PAT, ₹ Crores - 1250, 5849, 75309 - 1247, 7760, 971284 - 1323, 0749, 7914728 - 1417, 2901, 0415994 - 1583, 7106, 62519123 - 1716, 3108, 42520967 **SECTION: Segment Revenue - FMCG - Others** FY, ₹ Crores - FY15: 8.03 - FY16: 12.96 - FY17: 85.01 - FY18: 7.74 - FY19: 30.69 - FY20: 285.22 - FY21: 21.60 - FY22: 8.43 - FY23: 265.10 - FY24: 15.72 **SECTION: Segment EBITDA - FMCG - Others** FY, ₹ Crores - FY15: 9.22 - FY16: 45.61 - FY17: 2236.21 - FY18: 10.19 - FY19: 688.12 - FY20: 4646.93 - FY21: 12.33 - FY22: 9141.51 - FY23: 10.15 - FY24: 10.75 **SECTION: Dividend** ₹ Crores, Earnings Per Share and Dividend Per Share, ₹ Per Share - 3418, Ordinary Dividend: 1937 - Special Dividend: , **SECTION: Notes:** - Financials for FY21 & FY22 were impacted by unprecedented disruptions in certain operating segments of the Company due to the COVID-19 pandemic. - EPS and DPS have been adjusted for impact of corporate action to facilitate like-to-like comparison. - FY16 to FY24 as per Ind AS; previous GAAP for FY15. **SECTION: Business Responsibility** **SECTION: REPORT AND ACCOUNTS 2024** **SECTION: and Sustainability Report** **SECTION: Glossary** **SECTION: SECTION A: GENERAL DISCLOSURES** **SECTION: I. Details of the Listed Entity:** 1. Corporate Identity Number (CIN) of the Company: L16005WB1910PLC001985 2. Name of the Company: ITC Limited 3. Year of Incorporation: 1910 4. Registered office address: Virginia House, 37 Jawaharlal Nehru Road, Kolkata 700 071 5. Corporate office address: 6. E-mail id: enduringvalue@itc.in 7. Telephone: +91 33 2288 9371 8. Website: www.itcportal.com 9. Financial year for which reporting is being done: 2023-24 10. Name of the Stock Exchange(s) where shares are listed: National Stock Exchange of India Limited (‘NSE’), BSE Limited (‘BSE’), and The Calcutta Stock Exchange Limited (‘CSE’) 11. Paid-up capital: ₹1248.47 Crores (As on 31.03.2024) 12. Name and contact details of the person who may be contacted in case of any queries on the BRSR report: Ms. Madhulika Sharma CSO Madhulika.sharma@itc.in +91 33 2288 9371 13. Reporting boundary: The disclosures are on a standalone basis. This report is prepared on a standalone basis. The reporting boundary for the current year has been revised as compared to the previous year i.e. from consolidated basis to standalone basis for the environmental indicators presented in Principle 6 of the report. The change is not material. 14. Name of assurance provider: Messrs. KPMG Assurance and Consulting Services LLP 15. Type of assurance obtained: Reasonable Assurance for BRSR Core indicators **SECTION: II. Products/Services** ``` ``` **SECTION: 16. Details of Business Activities (Accounting for 90% of the Entity’s Turnover)** Main Activities: 1. **FMCG**: Cigarettes, Branded Packaged Foods (Staples & Meals, Snacks, Dairy & Beverages, Biscuits & Cakes, Chocolates, Coffee & Confectionery), Personal Care Products, Education and Stationery Products, Safety Matches and Agarbattis. **% of Turnover**: 44.06% 2. **Hotels**: Hoteliering. **% of Turnover**: 4.28% 3. **Agri-Business**: Agri-commodities such as wheat, rice, spices, coffee, soya, and leaf tobacco. **% of Turnover**: 12.12% 4. **Paperboards, Paper & Packaging**: Paperboards, Specialty Paper & Packaging including flexibles. **% of Turnover**: 9.41% --- **SECTION: Business Responsibility and Sustainability Report** --- **SECTION: REPORT AND ACCOUNTS 2024** --- **SECTION: 17. Products/Services Sold by the Entity (Accounting for 90% of the Entity’s Turnover)** Products/Services Data: 1. **Cigarettes**: NIC Codes - 12003, 21002, 46307. **% of Total Turnover**: 44.06% 2. **Others**: Branded Packaged Foods, Education and Stationery Products, Personal Care Products, Safety Matches and Agarbattis. NIC Codes - 10202, 10304, 10308, 10501, 10504, 10509, 10611, 10613, 10616, 10712, 10732, 10733, 10739, 10740, 10750, 10792, 10795, 10798, 20231, 20233, 20234, 20236, 20237, 20239, 46411, 46491, 46496, 46497, 46909. **% of Total Turnover**: 30.13% 3. **Hoteliering**: NIC Codes - 55101, 56101, 56301, 74909, 47110, 47190, 68200, 77400, 79900, 96010, 96020, 96905, 94990, 49223. **% of Total Turnover**: 4.28% 4. **Agri-commodities**: NIC Codes - 12001, 10209, 10302, 10304, 10406, 10611, 10795, 46201, 46207, 46301, 46305, 46306, 47300, 47737, 71200. **% of Total Turnover**: 12.12% 5. **Paperboards and Specialty Paper**: NIC Codes - 17015, 17016, 17093, 17022, 17029, 22203. **% of Total Turnover**: 9.41% --- **SECTION: III."
"Operations** The Company’s businesses and operations are spread across the country. Details of plant locations, including hotels owned/operated by the Company, are provided under the section ‘Shareholder Information’ in the Company’s Report and Accounts 2024. --- **SECTION: 18. Number of Locations Where Plants and/or Operations/Offices of the Entity Are Situated** Locations Data: - **National**: 107 Plants, 52 Offices, Total: 159 - **International**: 0 Plants, 1 Office, Total: 1 --- **SECTION: 19. Markets Served by the Entity** **a. Number of Locations** - **National (No. of States)**: 28 States and 7 Union Territories - **International (No. of Countries)**: 105 Countries **b. Contribution of Exports as a Percentage of Total Turnover**: FY 2023-24: 9.11% **c. Brief on Types of Customers**: ITC is one of India’s foremost private sector companies and a diversified conglomerate with businesses spanning FMCG, Hotels, Paperboards, Paper & Packaging, Agri Businesses, and Information Technology. The Company operates across all three sectors of the economy – Agri, Manufacturing, and Services, covering B2C, B2B, and D2C segments. The Company’s portfolio includes over 25 world-class Indian brands, representing an annual consumer spend of over ₹32,000 crores and reaching over 250 million households in India. --- **SECTION: IV. Employees** **20. Details as at the End of Financial Year** **a. Employees and Workers (Including Differently Abled)** Employees Data: 1. **Permanent Employees**: Total: 24,567, No. (B): 21,804, % (B/A): 89%, No. (C): 2,763, % (C/A): 11% 2. **Other than Permanent Employees**: Total: 30,679, No. (B): 25,729, % (B/A): 84%, No. (C): 4,950, % (C/A): 16% 3. **Total Employees**: Total: 55,246, No. (B): 47,533, % (B/A): 86%, No. (C): 7,713, % (C/A): 14% 4. **Permanent Workers**: Total: 12,745, No. (B): 11,966, % (B/A): 94%, No. (C): 779, % (C/A): 6% 5. **Other than Permanent Workers**: Total: 30,386, No. (B): 25,518, % (B/A): 84%, No. (C): 4,868, % (C/A): 16% 6. **Total Workers**: Total: 43,131, No. (B): 37,484, % (B/A): 87%, No. (C): 5,647, % (C/A): 13% **Note**: Definition of employee clustering is as under: - Permanent employees include permanent workers, management, and non-management staff. Workers are a subset of employees. - Other than Permanent Employees include Service Provider Personnel (SPP), Fixed Term Contract (FTC), and Fixed Term Retainer (FTR). - Permanent Workers include only Workers who are on the rolls of the Company. - Other than Permanent Workers include SPP and FTC (Worker). - Trainees and apprentices have not been included in the Workforce. --- **b. Differently Abled Employees and Workers** Differently Abled Employees Data: 1. **Permanent**: Total: 44, No. (B): 37, % (B/A): 84%, No. (C): 7, % (C/A): 16% 2. **Other than Permanent**: Total: 458, No. (B): 360, % (B/A): 79%, No. (C): 98, % (C/A): 21% 3. **Total Differently Abled Employees**: Total: 502, No. (B): 397, % (B/A): 79%, No. (C): 105, % (C/A): 21% 4. **Permanent Workers**: Total: 40, No. (B): 33, % (B/A): 83%, No. (C): 7, % (C/A): 18% 5. **Other than Permanent Workers**: Total: 308, No. (B): 263, % (B/A): 85%, No. (C): 45, % (C/A): 15% 6. **Total Differently Abled Workers**: Total: 348, No. (B): 296, % (B/A): 85%, No. (C): 52, % (C/A): 15% --- **SECTION: 21. Participation/Inclusion/Representation of Women** Representation Data: - **Board of Directors**: Total: 16, No. and Percentage of Females: 3, 18.75% - **Key Managerial Personnel**: Total: 5, No. and Percentage of Females: 0, 0% --- **SECTION: 22. Turnover Rate for Permanent Employees and Workers** In FY 2023-24, the overall attrition across employees was 9%. Gender-wise attrition stood at 9% for male employees and 15% for female employees. Turnover Data: - **FY 2023-24**: - Permanent Employees: Male: 9%, Female: 15%, Total: 9% - Permanent Workers: Male: 5%, Female: 15%, Total: 5% --- **SECTION: V. Holding, Subsidiary and Associate Companies (Including Joint Ventures)** **23. Names of Holding/Subsidiary/Associate Companies/Joint Ventures (As on 31.03.2024)** Companies Data: 1. **ITC Infotech India Limited**: Subsidiary, 100.00%, No 2. **ITC Infotech Limited**: Subsidiary, 100.00%, No 3. **ITC Infotech (USA), Inc.**: Subsidiary, 100.00%, No 4. **Indivate Inc.**: Subsidiary, 100.00%, No 5. **ITC Infotech Do Brasil LTDA.**: Subsidiary, 100.00%, No 6. **ITC Infotech Malaysia SDN. BHD.**: Subsidiary, 100.00%, No 7. **ITC Infotech France SAS**: Subsidiary, 100.00%, No 8. **ITC Infotech GmbH**: Subsidiary, 100.00%, No 9. **ITC Infotech de México, S.A. de C.V.**: Subsidiary, 100.00%, No 10. **ITC Infotech Arabia Limited**: Subsidiary, 100.00%, No 11. **Surya Nepal Private Limited**: Subsidiary, 59.00%, No 12. **Surya Nepal Ventures Private Limited**: Subsidiary, 59.00%, No 13. **Technico Agri Sciences Limited**: Subsidiary, 100.00%, No 14. **Technico Pty Limited**: Subsidiary, 100.00%, No 15. **Technico Technologies Inc.**: Subsidiary, 100.00%, No 16."
"**Technico Asia Holdings Pty Limited**: Subsidiary, 100.00%, No 17. **Technico Horticultural (Kunming) Co. Limited**: Subsidiary, 100.00%, No 18. **Srinivasa Resorts Limited**: Subsidiary, 68.00%, No 19. **Fortune Park Hotels Limited**: Subsidiary, 100.00%, No 20. **Landbase India Limited**: Subsidiary, 100.00%, No 21. **Bay Islands Hotels Limited**: Subsidiary, 100.00%, No 22. **WelcomHotels Lanka (Private) Limited**: Subsidiary, 100.00%, No 23. **Russell Credit Limited**: Subsidiary, 100.00%, No 24. **Greenacre Holdings Limited**: Subsidiary, 100.00%, No 25. **Wimco Limited**: Subsidiary, 100.00%, No 26. **Gold Flake Corporation Limited**: Subsidiary, 100.00%, No 27. **ITC Integrated Business Services Limited**: Subsidiary, 100.00%, No 28. **MRR Trading & Investment Company Limited**: Subsidiary, 100.00%, No 29. **North East Nutrients Private Limited**: Subsidiary, 76.00%, No 30. **Prag Agro Farm Limited**: Subsidiary, 100.00%, No 31. **Pavan Poplar Limited**: Subsidiary, 100.00%, No 32. **ITC IndiVision Limited**: Subsidiary, 100.00%, No 33. **ITC Fibre Innovations Limited**: Subsidiary, 100.00%, No 34. **ITC Hotels Limited**: Subsidiary, 100.00%, No 35. **Logix Developers Private Limited**: Joint Venture, 27.90%, No 36. **ITC Filtrona Limited**: Joint Venture, 50.00%, No 37. **Maharaja Heritage Resorts Limited**: Joint Venture, 50.00%, No 38. **Gujarat Hotels Limited**: Associate, 45.78%, No 39. **International Travel House Limited**: Associate, 48.96%, No 40. **Russell Investments Limited**: Associate, 25.43%, No 41. **Divya Management Limited**: Associate, 33.33%, No 42. **Antrang Finance Limited**: Associate, 33.33%, No 43. **ATC Limited**: Associate, 47.50%, No 44. **Delectable Technologies Private Limited**: Associate, 39.32%, No 45. **Mother Sparsh Baby Care Private Limited**: Associate, 26.50%, No 46. **Sproutlife Foods Private Limited**: Associate, 44.74%, No --- **SECTION: VI. CSR Details** 1. **Whether CSR is Applicable as per Section 135 of Companies Act, 2013**: Yes 2. **Turnover of the Company for the Year Ended 31st March, 2024**: ₹69,446.20 crores 3. **Net Worth of the Company as at 31st March, 2024**: ₹69,035.30 crores --- **SECTION: VII. Transparency and Disclosures Compliances** **25. Complaints/Grievances on Any of the Principles (Principles 1 to 9) Under the National Guidelines on Responsible Business Conduct (NGRBC)** Complaints Data: - **Communities**: Yes, 6 complaints, 6 pending - **Investors and Shareholders**: Yes, 0 complaints, 0 pending - **Employees and Workers**: Yes, 18 complaints, 1 pending - **Customers**: Yes, 21 complaints, 995 pending - **Value Chain Partners**: Yes, No complaints --- **SECTION: Stakeholder Grievance Redressal Mechanism in Place** **Communities**: ITC’s Social Investments Programme (SIP) team conducts annual community engagement to capture views, issues, complaints, and grievances of community members. During 2023-24, 42 community engagements were held across major states. --- **SECTION: Investors and Shareholders** The Company has an Investor Service Centre (ISC) registered with SEBI as Category II Share Transfer Agent. ISC has effective systems for prompt redressal of investor grievances. --- **SECTION: Employees and Workers** The Company seeks to address employee concerns through its Grievance Redressal Policy, ensuring open discussions on grievances related to human rights and labor practices. ``` ``` **SECTION: Customer Engagement and Feedback** Robust systems have been put in place across ITC Businesses to continuously engage with consumers for gathering feedback and addressing their concerns in a timely manner. A dedicated customer interactions team is in place to address any product-related queries or complaints. Several communication channels, such as email, telephone, and feedback forms, are provided to consumers. Additionally, the Company has an online reputation management team that interacts with consumers via social media channels and responds to their queries in real time. A Customer Relationship Management (CRM) platform has been implemented for capturing customer complaints, queries, feedback, and suggestions received across channels. The CRM platform also provides consumer insights for bringing about process-related changes and system enhancements to improve CSAT scores. **Contact Information:** - Customers can reach out to ITC via the following emails in the ITC Portal: - webmaster@itc.in - contactus@itc.in - itccares@itc.in - Customers can also raise their grievances via brand-specific websites. **SECTION: Value Chain Partners** As per the Company’s Code of Conduct for Suppliers and Service Providers, they are expected to report any actual or suspected breach of the Code to the concerned manager at ITC. Suppliers and Service Providers are encouraged to report any known or suspected improper behavior of ITC employees. Such reports are treated confidentially. **SECTION: Overview of Material Responsible Business Conduct Issues** Please indicate material responsible business conduct and sustainability issues pertaining to environmental and social matters that present a risk or an opportunity to your business, rationale for identifying the same, and the approach to adapt or mitigate the risk along with its financial implications. **SECTION: Business Responsibility Report and Accounts 2024 and Sustainability Report** **Meetings Data:** | S. No."
"| Material Issue | Indicate whether Risk or Opportunity (R/O) | Rationale for Identifying the Risk/Opportunity | In case of Risk, Approach to Adapt or Mitigate | Financial Implications of the Risk or Opportunity (Indicate Positive or Negative Implications) | |--------|------------------------------|---------------------------------------------|------------------------------------------------|------------------------------------------------|-------------------------------------------------------------------------------------------------| | 1 | Climate Change | Risk | Climate-related physical and transition risks may impact business operations, sourcing, supply chain, and increase compliance costs. | - Risk Mitigation Strategy: Physical Risk Management: Usage of contemporary climate risk modeling tools for identifying high-risk/vulnerable sites and agri value chains, and undertaking detailed assessments for developing locally contextual adaptation plans, risk mitigation strategies, and measures for improving climate resilience. - Promotion of climate-smart agriculture and development of heat/drought-tolerant and high-yielding varieties to improve productivity by adopting micro-region-specific agronomic practices. | - Potential impact: As average temperatures rise, extreme weather events are expected to grow in severity and frequency, significantly impacting the Company’s operations, physical assets, and agri value chains. These may lead to complete or partial outages of operations. Further, these events may adversely impact the availability and quality of agri raw materials, consequently affecting the production and sales of the Company’s products. - Vagaries of weather caused by climate change may impact crop cycles, output, and productivity, resulting in disruption of operations/supply chain. - Availability of water for operations and agri value chains may be adversely impacted by erratic precipitation patterns. - Transition risks associated with climate change may also impact the Company’s operations. | **SECTION: Business Responsibility and Sustainability Report** **SECTION: Report and Accounts 2024** **Meetings Data:** | S. No. | Material Issue | Indicate Risk or Opportunity (R/O) | Rationale for Identifying the Risk/Opportunity | In case of Risk, Approach to Adapt or Mitigate | Financial Implications of the Risk or Opportunity (Indicate Positive or Negative Implications) | |--------|------------------------------|-------------------------------------|------------------------------------------------|------------------------------------------------|-------------------------------------------------------------------------------------------------| | 1 | Water Stewardship | Transition Risk | Adoption of a water stewardship approach to achieve water security for all stakeholders within defined catchment areas of units located in high water stress areas. | - Supply chain diversification and contingency planning. - Map risks arising from the climate crisis, build adaptive capacity, and invest in mitigative measures to strengthen resilience across the value chain. | - Continue to focus on energy conservation, improving energy productivity, and enhancing the share of renewables in ITC’s total energy requirement as part of ITC’s Sustainability 2.0 targets. - Strengthen governance mechanisms for reviewing performance and progress against Sustainability 2.0 targets through the Sustainability Compliance and Review Committee (SCRC). - Adopt the Life-Cycle Assessment (LCA) approach to evaluate potential environmental impacts of products during their entire lifecycle. | **SECTION: Business Responsibility Report and Accounts 2024 and Sustainability Report** **Meetings Data:** | S. No. | Material Issue | Indicate Risk or Opportunity (R/O) | Rationale for Identifying the Risk/Opportunity | In case of Risk, Approach to Adapt or Mitigate | Financial Implications of the Risk or Opportunity (Indicate Positive or Negative Implications) | |--------|------------------------------|-------------------------------------|------------------------------------------------|------------------------------------------------|-------------------------------------------------------------------------------------------------| | 2 | Product and Plastic Packaging | Risk | Difficulty in complying with current or future regulations on plastic packaging and/or failure to meet commitments on packaging and the environment. | - Going beyond compliance wherever possible: - Ensuring plastic neutrality ahead of regulatory targets through source segregation programs, creating replicable, scalable, and sustainable models of solid waste management, and developing viable recycling options for Multi-Layered Plastic (MLP) packaging. - Additionally, undertaking third-party assurance of underlying data related to plastic waste generation and collection. - Ensuring a robust compliance management system supported by internal and external process review. - Partnering with upstream players and suppliers for ensuring supply of recycled plastic for meeting regulatory/market demand for increasing recycled content in plastic packaging. - Harnessing the enterprise strengths of ITC in driving cutting-edge innovation to offer sustainable alternatives to single-use plastics. - Pursuing sustainable packaging initiatives like reduction in plastic packaging intensity and improving recyclability of plastic packaging. | - Potential impact of non-compliance with plastic waste management regulations could lead to imposition of environmental compensation, negatively impacting the Company’s reputation. - Stricter government laws around usage of plastics, including bans, may give rise to multiple challenges such as redesign of product packaging, shelf life, and product distribution-related issues. - Disruptions in the supply chain for recycled plastic or plastic packaging substitutes as required by law could impact the Company’s ability to comply, produce, and distribute products. - Inability to provide sustainable alternatives could negatively impact consumer sentiment."
"| **SECTION: Business Responsibility and Sustainability Report** **SECTION: Report and Accounts 2024** **Meetings Data:** | S. No. | Material Issue | Indicate Risk or Opportunity (R/O) | Rationale for Identifying the Risk/Opportunity | In case of Risk, Approach to Adapt or Mitigate | Financial Implications of the Risk or Opportunity (Indicate Positive or Negative Implications) | |--------|------------------------------|-------------------------------------|------------------------------------------------|------------------------------------------------|-------------------------------------------------------------------------------------------------| | 3 | Talent Management | Risk | Difficulty in attracting and retaining high-quality talent in a highly competitive market. | - Strengthening and communicating ITC’s talent proposition about ‘Building Winning Businesses. Building Business Leaders. Creating Value for India’. - Providing meaningful and challenging roles that enrich individual capability and act as a powerful incentive to stay, learn, and grow. - Building a robust talent pipeline across responsibility levels through requisite quality in key roles, depth of bench, and reliable succession plans. - Investments in capability building of managers through access to the best-in-class upskilling programs and development interventions. - Recognizing and nurturing specialism so that employees who wish to focus on niche, business-critical skills can continue to grow in their area of expertise. - Benchmarking compensation to the relevant market periodically, ensuring strong alignment with short-term and long-term performance, particularly at senior levels and ring-fencing top talent. - Ensuring the talent quotient in the Company remains healthy and vibrant through annual segmentation supported by differential rewards and progression opportunities for industry-leading talent. - Energizing and nurturing pride in membership through frequent leadership outreach to managers. | - Potential impact: Lack of requisite quality of management personnel could adversely affect business operations and long-term growth prospects. - Talent attrition beyond acceptable levels may impact the ability to effectively fulfill organizational goals and customer expectations. | **SECTION: Business Responsibility Report and Accounts 2024 and Sustainability Report** **SECTION: Management and Process Disclosures** The National Guidelines for Responsible Business Conduct (NGRBC) as brought out by the Ministry of Corporate Affairs advocates nine principles referred to as P1-P9 as given below: | Principle | Description | |-----------|-------------| | P1 | Businesses should conduct and govern themselves with integrity, and in a manner that is ethical, transparent, and accountable. | | P2 | Businesses should provide goods and services in a manner that is sustainable and safe. | | P3 | Businesses should respect and promote the well-being of all employees, including those in their value chains. | | P4 | Businesses should respect the interests of and be responsive to all its stakeholders. | | P5 | Businesses should respect and promote human rights. | | P6 | Businesses should respect and make efforts to protect and restore the environment. | | P7 | Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent. | | P8 | Businesses should promote inclusive growth and equitable development. | | P9 | Businesses should engage with and provide value to their consumers in a responsible manner. | **SECTION: Disclosure Questions** 1. a. Whether your entity’s policy/policies cover each principle and its core elements of the NGRBCs. (Yes/No) b. Has the policy been approved by the Board? (Yes/No) c. Web Link of the Policies, if available 2. Whether the entity has translated the policy into procedures. (Yes / No) 3. Do the enlisted policies extend to your value chain partners? (Yes/No) 4. Name of the national and international codes/certifications/labels/standards (e.g., Forest Stewardship Council, Fairtrade, Rainforest Alliance, Trustea) standards (e.g., SA 8000, OHSAS, ISO, BIS) adopted by your entity and mapped to each principle. | Principle | Policy and Management Processes | |-----------|---------------------------------| | P1 | Yes | | P2 | Yes | | P3 | Yes | | P4 | Yes | | P5 | Yes | | P6 | Yes | | P7 | Yes | | P8 | Yes | | P9 | Yes | ITC has a comprehensive set of Board-approved Policies that cover NGRBC principles (P1 to P9) and the underlying core elements. To achieve its Sustainability 2.0 vision, the Company continues to strengthen its management approach, guided by a comprehensive set of Sustainability Policies implemented across the organization. The Company continues to strengthen mechanisms for engagement with key stakeholders, identification of material sustainability issues, and progressively monitoring and mitigating impacts along the value chain of each Business. The overall responsibility for ensuring the implementation of Sustainability Policies resides with the Divisional / Strategic Business Unit (SBU) Chief Executives and the Heads of Corporate Functions, who work with their respective management teams."
"Various committees designated with specific responsibilities have also been constituted for operationalizing these Policies. The Sustainability Compliance Review Committee, comprising senior members of management, has the overall responsibility to monitor and evaluate compliance with these Policies. The responsibility for implementing ITC’s CSR Policy rests with the Corporate Social Investments Programme (SIP) Team. **SECTION: Specific Commitments, Goals, and Targets** In line with its Sustainability 2.0 agenda, ITC has set short to medium targets for key priority areas like climate change, water stewardship, plastic waste and circular economy, sustainable agriculture, biodiversity conservation, and sustainable livelihoods. **SECTION: Performance Against Commitments, Goals, and Targets** To achieve these targets, all ITC Units have established management systems that entail regular monitoring of environmental KPIs, development of an environmental management plan, and reviewing progress regularly to ensure that Businesses are on track with respect to the agreed roadmap. For more information on annual performance against the Sustainability 2.0 targets, refer to the ‘Sustainability 2.0 Ambitions’ section of ITC Sustainability Report 2024. **SECTION: Governance, Leadership, and Oversight** **Statement by Director Responsible for the Business Responsibility Report** Please refer to the ‘Chairman’s Message’ section in ITC Sustainability Report 2024. **Details of the Highest Authority Responsible for Implementation and Oversight of the Business Responsibility Policy** The CSR and Sustainability Committee of the Board, chaired by the Chairman & Managing Director, reviews and oversees the implementation of the Sustainability Policies of the Company annually. In addition, the CSR and Sustainability Committee and the Board of Directors also review the progress of implementation of the Company’s CSR Programs on a half-yearly basis. **Composition of the CSR and Sustainability Committee as of 31st March 2024:** | Sl. No. | Name of the Director | Designation/Nature of Directorship | DIN of the Director | |---------|----------------------|-----------------------------------|---------------------| | 1 | S. Puri (Chairman of the Committee) | Chairman & Managing Director | 00280529 | | 2 | M. Gupta | Non-Executive Director | 06638754 | | 3 | R. Jain | Non-Executive Director | 07442202 | | 4 | S. Panray | Non-Executive Director | 09251023 | | 5 | N. Rao | Independent Director | 06954879 | | 6 | A. K. Seth | Independent Director | 08504093 | | 7 | M. Shankar | Independent Director | 06374957 | At the highest level, the Board of Directors of the Company has the primary role of trusteeship to protect and enhance shareholder value through strategic supervision of ITC. As trustees, the Board ensures that the Company has clear goals aligned to shareholder value and its growth, and also in line with its Sustainability agenda. The CMC of the Company is the management body responsible for compliance with the Sustainability Policies of the Company. The CMC has constituted the SCRC, which monitors and evaluates compliance with these Policies and places a quarterly report thereon for review by the CMC. The Chief Executives of Divisions / SBUs, through members of the respective Management Committees, and Heads of Corporate Functions are responsible for ensuring the implementation of the Sustainability Policies of the Company within their respective Division / SBU / Corporate Function and communication of these Policies to the employees. In addition, the CSO of the Company is responsible for periodic review of material issues, scanning the external environment for evolving sustainability trends and regulations, monitoring the progress on sustainability targets, and facilitating the Businesses & Corporate Functions in implementing sustainability initiatives. The CSO reports to the Group Head of Sustainability, who is also a CMC Member and the Chairman of the SCRC. The CSO provides progress report-backs on the Company’s sustainability initiatives to the senior leadership of the Company. **SECTION: Business Responsibility and Sustainability Report** **SECTION: Report and Accounts 2024** **Details of Review of NGRBCs by the Company:** | Subject for Review | Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee | Frequency (Annually/Half-yearly/ Quarterly/Any other – please specify) | |--------------------|------------------------------------------------|------------------------------------------------| | Performance against above policies and follow-up action | Any other Committee | On a quarterly basis | | Compliance with statutory requirements of relevance to the principles, and rectification of any non-compliances | Any other Committee | On a quarterly basis | The Company is in compliance with the applicable laws and regulations. **Independent Assessment/Evaluation of Policies** ITC has a robust review mechanism supported by both external and internal audits covering the implementation of key policies. ITC has been obtaining independent third-party assurance for its Sustainability Reports since 2004."
"In the reporting year, the authenticity of the data and systems disclosed in the Sustainability Report 2024 has been assured by an independent third-party assurance provider; the assurance has been provided as per the International Standard for Assurance Engagements (ISAE) 3000 at the ‘Reasonable Assurance’ level. ``` ``` **SECTION: Green House Gas (GHG) Inventory** ITC has computed its Green House Gas (GHG) inventory, including GHG emissions, biogenic emissions, and GHG removals, in accordance with ISO 14064:2018. The GHG inventory of FY 2023-24 has been verified at the ‘Reasonable Assurance’ level by an independent third-party assurance provider. Relevant third-party assessments and certifications are conducted across Business Units periodically. **SECTION: Business Responsibility REPORT AND ACCOUNTS 2024 and Sustainability Report** **SECTION: Section C: Principle-wise Performance Disclosure** **SECTION: Principle 1** Businesses should conduct and govern themselves with integrity, and in a manner that is ethical, transparent, and accountable. **SECTION: Essential Indicator** 1. **Percentage coverage by training and awareness programmes on any of the principles during the financial year:** - **Segment:** Board of Directors - **Total Number of Training and Awareness Programmes Held:** 5 - **Topics/Principles covered under the Training and its Impact:** The Directors are briefed on the sustainability initiatives of the Company from time to time. The Directors are also updated on changes/developments in the domestic/global corporate and industry scenario including those pertaining to statutes/legislation & economic environment and on matters affecting the Company, to enable them to take well-informed and timely decisions. During the financial year 2023-24, the Directors and KMP of the Company were briefed/updated on the following: - Overview of the Company’s businesses and ITC’s globally acknowledged sustainability initiatives provided to newly appointed Directors. - Review by the CSR and Sustainability Committee of the implementation of the Sustainability Policies, including framework and approach relating thereto. - CSR initiatives including the Company’s CSR Programmes and Sustainability 2.0 Vision & roadmap. - Strategy of Corporate Communications covering external stakeholders like media. - Periodic review of the Company’s businesses. - **%age of Persons in Respective Category covered by the Awareness Programmes:** 100% 2. **Details of fines/penalties/punishment/award/compounding fees/settlement amount paid in proceedings (by the entity or by directors/KMPs) with regulators/law enforcement agencies/judicial institutions, in the financial year:** - **NGRBC Principle:** Penalty/Fine - **Name of the Regulatory/Enforcement Agencies/Judicial Institutions:** Nil - **Amount (In INR):** Nil - **Brief of the Case:** Nil - **Has an Appeal been preferred? (Yes/No):** No **SECTION: Business Responsibility and Sustainability Report** **SECTION: REPORT AND ACCOUNTS 2024** **SECTION: Non-Monetary** - **NGRBC Principle:** Imprisonment - **Name of the Regulatory/Enforcement Agencies/Judicial Institutions:** Nil - **Brief of the Case:** Nil - **Has an Appeal been preferred? (Yes/No):** No **SECTION: 3. Appeal/Revision Details** Of the instances disclosed in Question 2 above, details of the Appeal/Revision preferred in cases where monetary or non-monetary action has been appealed: - **Case Details:** Not applicable **SECTION: 4. Anti-Corruption or Anti-Bribery Policy** The Company’s Code of Conduct covers aspects relating to anti-corruption and anti-bribery. The ITC Code of Conduct can be accessed on the Company’s corporate website at [ITC Code of Conduct](https://www.itcportal.com/about-itc/values/index.aspx#sectionb5). **SECTION: 5. Disciplinary Action Against Directors/KMPs/Employees/Workers** - **Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law enforcement agency for the charges of bribery/corruption:** - **FY 2023-24:** Directors: Nil, KMPs: Nil, Employees: Nil, Workers: Nil - **FY 2022-23:** Directors: Nil, KMPs: Nil, Employees: Nil, Workers: Nil **SECTION: 6. Complaints Regarding Conflict of Interest** - **Number of complaints received in relation to issues of conflict of interest of the Directors:** - **FY 2023-24:** Nil - **FY 2022-23:** Nil **SECTION: 7. Corrective Action on Issues Related to Fines/Penalties** Provide details of any corrective action taken or underway on issues related to fines/penalties/action taken by regulators/law enforcement agencies/judicial institutions, on cases of corruption and conflicts of interest: Not Applicable. **SECTION: 8. Accounts Payables** - **Number of days of accounts payables:** - **FY 2023-24:** 43.50 - **FY 2022-23:** 40.60 **SECTION: 9. Openness of Business** Provide details of concentration of purchases and sales with trading houses, dealers, and related parties along with loans and advances & investments, with related parties: - **Concentration of Purchases:** - a. Purchases from trading houses as % of total purchases: 0.29% - b. Number of trading houses where purchases are made: 57 - c. Purchases from top 10 trading houses as % of total purchases from trading houses: 82.94% - **Concentration of Sales:** - a. Sales to dealers/distributors as % of total sales: 80.40% - b. Number of dealers/distributors to whom sales are made: 6718 - c."
"Sales to top 10 dealers/distributors as % of total sales to dealers/distributors: 7.41% - **Share of RPTs:** - a. Purchases (Purchases with related parties/Total Purchases): 3.17% - b. Sales (Sales to related parties/Total Sales): 2.70% - c. Loans & advances (Loans & advances given to related parties/Total loans & advances): 0.96% - d. Investments (Investments in related parties/Total Investments made): 18.08% **SECTION: Leadership Indicators** **SECTION: 1. Awareness Programmes Conducted for Value Chain Partners** - **Total number of awareness programmes held:** 5 - **Topics/principles covered under the training:** - Environment, Social, Governance (ESG) Landscape: Global & Indian including National Guidelines on Responsible Business Conduct (NGRBC) Principles and SEBI’s BRSR Core Value Chain Reporting Requirements - Environmental Compliance - Fair Business Practices - Corporate Governance and Ethics - Occupational Health and Safety - Fair Labour Practices and Human Rights - **%age of value chain partners covered (by value of business done with such partners) under the awareness programmes:** 100% identified Critical Tier-1 value chain partners **SECTION: 2. Conflict of Interests Management** Does the entity have processes in place to avoid/manage conflict of interests involving members of the Board? Yes. The ITC Code of Conduct requires the Directors, Senior Management, and employees to avoid situations in which their personal interests could conflict with the interests of the Company. **SECTION: Principle 2** Businesses should provide goods and services in a manner that is sustainable and safe. **SECTION: Essential Indicators** 1. **Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the environmental and social impacts of product and processes to total R&D and capex investments made by the entity:** - **Specific R&D to total R&D:** 13.3% - **Specific Capex to total Capex:** 30.0% **SECTION: Note 1: R&D** The Company’s state-of-the-art ITC Life Sciences and Technology Centre (LSTC) in Bengaluru is at the core of driving science-led product innovation to support and build ITC’s portfolio of world-class brands. **SECTION: Note 2: Capex Investments** Specific Capex includes investments in the areas of renewable energy, green buildings, energy-efficient equipment, pollution control equipment, water management, and treatment systems. **SECTION: 2.a. Sustainable Sourcing Procedures** Yes, there are procedures in place for sustainable sourcing. ITC has a Board approved Policy on ‘Sustainable Supply Chain and Responsible Sourcing’ and a ‘Code of Conduct for Suppliers and Service Providers’. **SECTION: 2.b. Percentage of Inputs Sourced Sustainably** ITC’s key agri value chains are certified as per global standards like Rainforest Alliance (RFA), Forest Stewardship Council®, Fairtrade, India Organic, USDA Organic, and Bio-Suisse. **SECTION: 3. Product Reclamation Processes** - **Plastics:** ITC first achieved Plastic Neutrality in FY 2021-22 by implementing an integrated solid waste management programme. - **E-waste:** Not applicable. - **Hazardous waste:** Not applicable. - **Other waste:** All ITC Units have established systems and procedures to ensure that waste is disposed of through authorised agencies in line with applicable regulations. **SECTION: 4. Extended Producer Responsibility (EPR)** Yes, ITC is in compliance with the requirements of Extended Producer Responsibility (EPR) under the Plastic Waste Management Rules, 2016 (as amended). **SECTION: Leadership Indicators** **SECTION: 1. Life Cycle Perspective/Assessments (LCA)** Has the entity conducted Life Cycle Perspective/Assessments (LCA) for any of its products or services? Yes. ``` ``` **SECTION: Sustainability Strategy** In line with the overall strategy to embed principles of sustainability into the various stages of product or service life cycle, ITC initiated Life Cycle Assessments (LCA) of its products and services in 2010. The objective was to evaluate the impacts and identify areas for improvement in the value chain. LCA studies have been carried out for some of the Company’s key products from Paperboards and Specialty Papers Business, Personal Care Products Business, Branded Packaged Foods Business, and Matches & Agarbattis Business to identify additional opportunities to reduce environmental impact across the value chain. These assessments have enabled the identification of concrete solutions towards more efficient packaging designs and loading efficiencies in transportation. Studies conducted on the selected products also provided valuable insights which are duly considered for new product development and design. Additionally, during the year, capacity building programmes were conducted for practitioners across ITC Businesses and LSTC to further strengthen the application of LCAs at the product design stage itself, including interventions related to using alternative raw materials/formulations, manufacturing processes, and minimizing use phase and end-of-life impacts."
"**SECTION: Details of LCAs done in the last two years** Meetings Data: NIC code, Name of Product/Service, % of total turnover contributed, Boundary for which the Life Cycle Perspective/Assessment was conducted, Whether conducted by Independent External Agency, Results Communicated in Public Domain (Yes/No) If yes, Provide the web-link 46496, Classmate Notebook, -, Cradle-to-grave, Yes, No 20237, Savlon Powder Handwash, -, Cradle-to-grave, Yes, No 20237, Savlon Liquid Handwash, -, Cradle-to-grave, Yes, No 20239/46491, Nimyle Floor Cleaner, -, Cradle-to-gate, Yes, No 17016, CFKE Paperboard, -, Cradle-to-gate, Yes, No 17016, OmegaBev Vio Paperboard, -, Cradle-to-Gate with end-of-life, Yes, No 20238/46491, Mangaldeep Sandal Agarbatti, -, Cradle-to-Grave, Yes, No **SECTION: Social and Environmental Concerns** If there are any significant social or environmental concerns and/or risks arising from the production or disposal of your products/services, as identified in the Life Cycle Perspective/Assessments (LCA) or through any other means, briefly describe the same along with action taken to mitigate the same. No significant social or environmental risks were identified from the LCA studies carried out. **SECTION: Recycled or Reused Input Material** Percentage of recycled or reused input material to total material (by value) used in production (for manufacturing industry) or providing services (for service industry): During FY 2023-24, the Kovai Unit of ITC’s Paperboards & Specialty Papers Business sourced nearly 89,000 tonnes of waste paper from external sources, which constituted over 71% of the Unit’s total input materials. Additionally, ITC continues to integrate recycled plastic content in packaging across its leading brands. Input Material Data: Indicate input material, Recycled or re-used input material to total material FY 2023-24, FY 2022-23 Waste Paper used in Kovai Mill, Recycled Paper used: ~ 89,000 tonnes, Recycled Paper used: ~ 84,000 tonnes Use of Recycled Plastic Content, Recycled plastic content used in packaging: ~ 170 tonnes, Recycled Plastic content used in packaging: ~ 98 tonnes **SECTION: Business Responsibility and Sustainability Report** Of the products and packaging reclaimed at the end of life of products, amount (in metric tonnes) reused, recycled, and safely disposed: During FY 2023-24, the Company collected and sustainably managed more than 70,000 tonnes of plastic waste across the Country. The amount of plastic waste managed exceeded the amount of plastic packaging utilized by ITC during the year, enabling the Company to sustain its plastic neutrality status for the third year in a row. Waste Management Data: FY 2023-24, Re-used, Recycled, Safely Disposed Plastics (including packaging), -, ~ 31,000 tonnes, ~39,000 tonnes FY 2022-23, -, ~ 27,500 tonnes, ~ 32,500 tonnes E-waste, NA, NA, NA Hazardous waste, NA, NA, NA Other waste, NA, NA, NA NA: Not applicable **SECTION: Reclaimed Products and Packaging Materials** Reclaimed products and their packaging materials (as percentage of products sold) for each product category. Please refer to responses to Questions 3 and 4 above. **SECTION: Employee Well-being Measures** Details of Measures for the Well-being of Employees: Category, Total (A), Health Insurance (B), Accident Insurance (C), Maternity Benefits (D), Paternity Benefits (E), Day Care Facilities (F) Permanent Employees, 21,804, 21,804 (100%), 21,804 (100%), NA, 10,324 (47%), - Female, 2,763, 2,763 (100%), 2,763 (100%), 2,763 (100%), NA, 2,763 (100%) Total, 24,567, 24,567 (100%), 24,567 (100%), 2,763 (100%), 10,324 (47%), 2,763 (100%) **SECTION: Measures for the Well-being of Workers** Category, Total (A), Health Insurance (B), Accident Insurance (C), Maternity Benefits (D), Paternity Benefits (E), Day Care Facilities (F) Permanent Workers, 11,966, 11,966 (100%), 11,966 (100%), NA, 486 (4%), - Female, 779, 779 (100%), 779 (100%), 779 (100%), NA, 779 (100%) Total, 12,745, 12,745 (100%), 12,745 (100%), 779 (100%), 486 (4%), 779 (100%) **SECTION: Spending on Employee Well-being** Spending on measures towards the well-being of employees and workers (including permanent and other than permanent) in the following format: FY 23-24, FY 22-23 Cost incurred on well-being measures as a % of total revenue of the company, 0.1%, 0.1% **SECTION: Retirement Benefits** Details of Retirement Benefits, for Current FY and Previous Financial Year: Benefits, No. of Employees Covered as a % of Total Employees, No. of Workers Covered as a % of Total Workers, Deducted and Deposited with the Authority (Y/N/N.A.) PF, 100%, 100%, Y, 100%, 100%, Y Gratuity, 100%, 100%, Y, 100%, 100%, Y ESI, 10%*, 17%*, Y, 12%*, 20%*, Y Others, please specify, NA, NA, NA, NA, NA, NA * Covers all eligible employees **SECTION: Accessibility of Workplaces** Are the premises/offices of the entity accessible to differently-abled employees and workers, as per the requirements of the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by the entity in this regard."
"As part of its commitment to enhancing diversity, ITC places particular emphasis on representation and inclusion of differently-abled persons. Most of the divisional head-quarters have enabling infrastructure such as: - Elevators enabled with Braille signages for persons with visual difficulty - Ramps, tactile pavers, and handrails to facilitate movement of persons with motor disability - Accessible parking places - Accessible washrooms **SECTION: Equal Opportunity Policy** Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016? If so, provide a web-link to the policy. Yes, the Company has a Policy on Diversity, Equity, and Inclusion which clearly articulates its emphasis on Equal Opportunity. The said Policy clearly states ITC’s commitment towards providing equal opportunity. It also emphasizes the Company’s Zero Tolerance Policy on discrimination, inter alia, on the grounds of disability. The aforesaid Policy can be accessed at this link. **SECTION: Return to Work and Retention Rates** Return to work and Retention rates of permanent employees and workers that took parental leave: Gender, Permanent Employees Return to Work, Retention Rate, Permanent Workers Return to Work, Retention Rate Male, 100%, 87%, NA, NA Female, 100%, 93%, 100%, 92% Total, 100%, 88%, 100%, 92% **SECTION: Grievance Mechanism** Is there a mechanism available to receive and redress grievances for the following categories of employees and workers? If yes, give details of the mechanism in brief. Category, Yes/No (If Yes, then give details of the mechanism in brief) Permanent Workers, Yes, ITC’s Grievance Redressal Procedure is available to employees and workers. The objective of the policy is to facilitate open and structured discussion on employees’ work-related grievances with the intent of ensuring that the grievance is dealt with in a fair and just manner whilst being in compliance with the Company’s policies. ITC’s open-door practices encourage an amicable and fair resolution of grievances. Employees are encouraged to first discuss the grievance with their immediate reporting authority and attempt to arrive at a resolution before invoking a formal grievance redressal mechanism. In Unionised Units, grievances of workmen are also taken up for discussion by Union Office Bearers and resolved through dialogue with human resources managers and other designated managers. Units also have Committees with joint representation of workers and managers, which address grievances raised by one or more workers. In addition, many Units have forums where workers interact with the unit leadership team in small groups and share any suggestions or grievances they may have, for resolution. The Company’s Whistleblower Policy is also available for the permanent employees. Other than Permanent Workers, The Whistleblower Policy of the Company encourages all employees to bring to the Company’s attention instances of illegal or unethical conduct, actual or suspected incidents of fraud, actions that affect the financial integrity of the Company, or actual or suspected instances of leak of unpublished price sensitive information that could adversely impact the Company’s operations, business performance, and/or reputation. In terms of the said Policy, the Company investigates such incidents, when reported, in an impartial manner and takes appropriate action to ensure that the requisite standards of professional and ethical conduct are always upheld. This Policy can be accessed on the Company’s corporate website at https://www.itcportal.com/whistleblower-policy. **SECTION: Membership in Associations or Unions** Membership of employees and workers in association(s) or Unions recognised by the listed entity: Category, FY 2023-24, No. of Employees/ Workers in Respective Category, %, FY 2022-23, No. of Employees/ Workers in Respective Category, % Total Permanent Employees, 24,567, 10,372, 42%, 23,725, 10,222, 43% - Male, 21,804, 10,215, 47%, 21,337, 10,113, 47% - Female, 2,763, 157, 6%, 2,388, 109, 5% Total Permanent Workers, 12,745, 10,372, 81%, 12,602, 10,222, 81% - Male, 11,966, 10,215, 85%, 11,948, 10,113, 85% - Female, 779, 157, 20%*, 654, 109, 17%* *A vast majority of women workers are based in manufacturing units which currently do not have union representation. These are units that were commissioned in the recent past. ITC believes that all employees are important stakeholders in the enterprise, and it is imperative to build a culture of mutual trust and respect, interdependence, and meaningful engagement. This approach helps in building, strengthening, and sustaining harmonious employee relations across the organisation. It is ITC’s policy to respect the dignity of the individual and the freedom of employees to lawfully organise themselves into interest groups, independent of supervision by the management, and to ensure that employees are not discriminated against for exercising this freedom in a lawful manner and consistent with ITC’s core values."
"**SECTION: Training for Employees and Workers** Details of training given to Employees and Workers: Category, Total (A), On Health and Safety Measures, On Skill Upgradation, Total (D), On Health and Safety Measures, On Skill Upgradation Employees, No., %, No., % Male, 21,804, 12,174, 56%, 21,337, 9,914, 46% Female, 2,763, 1,409, 51%, 2,388, 877, 37% Total, 24,567, 13,583, 55%, 23,725, 10,791, 45% Workers, No., %, No., % Male, 11,966, 9,007, 75%, 11,948, 6,832, 57% Female, 779, 685, 88%, 654, 524, 80% Total, 12,745, 9,692, 76%, 12,602, 7,356, 58% Note: The above includes formal Induction training upon joining and refresher trainings (Once in 3 years). Other forms of EHS trainings on the job, like safety briefings, tool box talks, drills etc. which would have covered most of the employees and workers have not been included. **SECTION: Performance and Career Development Reviews** Details of Performance and Career Development Reviews of Employees and Workers: Category, Current Financial Year, No. (B), % (B/A), Previous Financial Year, No. (D), % (D/C) Employees, Total (A), , , Total (C), , , Male, 21,804, 19,690, 90%, 21,337, 17,560, 82% Female, 2,763, 2,712, 98%, 2,388, 2,283, 96% Total, 24,567, 22,402, 91%, 23,725, 19,843, 84% Workers, Total (A), , , Total (C), , , Male, 11,966, 9,852, 82%, 11,948, 8,171, 68% Female, 779, 728, 93%, 654, 549, 84% Total, 12,745, 10,580, 83%, 12,602, 8,720, 69% **SECTION: Health and Safety Management System** Health and Safety Management System: a. Whether an Occupational Health and Safety Management System has been implemented by the Entity? Yes, ITC has implemented an occupational health and safety management system in all its Factories, Hotels, Offices, and Warehouses. ITC endeavours that Environment, Health & Safety (EHS) standards at all its units are ahead of applicable legislation and regulations, Standards and Codes, and are benchmarked against international best practices across sectors in which it operates. ITC’s approach to occupational health & safety standards is articulated in the Board approved Environment, Health and Safety Policy. It is based on an EHS management system that emphasizes enhancing EHS performance by setting objectives and targets and continually monitoring key performance indicators. Further, the Company promotes a culture of safety through behaviour change programmes and by providing appropriate training to employees as well as service providers’ employees, while continually investing in state-of-the-art technology and in developing human capital. EHS requirements are integrated at the design stage for all new investments. Compliance with EHS standards during the construction phase as well as in the operation phase of ITC units, Hotels, Warehouses, and Offices is ensured by implementing project EHS management systems and through established EHS management systems with designated roles and responsibilities for competent resources, respectively. b. What are the processes used to identify work-related hazards and assess risks on a routine and non-routine basis by the entity? ITC has identified the EHS Risk Management framework as one of the integral steps towards building a robust safety management system in all its factories, hotels, offices, and warehouses. This framework entails a set of processes for continual risk identification, assessment, and mitigation, with active participation of the workforce in each of its facilities. Shop floor processes in this regard include hazard spotting tours, suggestion schemes, daily briefings, and periodic EHS Committee meetings in which employees participate. In addition, all ITC Units undergo periodic Environment, Health & Safety audits at the Business as well as Corporate level which endeavours to identify additional latent risks besides verifying compliance with standards. Several national awards and certifications acknowledge ITC’s commitment and efforts towards providing a safe and healthy workplace to all. **SECTION: Reporting Work-related Hazards** Whether you have processes for workers to report the work-related hazards and to remove themselves from such risks. (Y/N) ``` ``` **SECTION: Safety and Health Management** A system is in place across ITC factories, hotels, and offices for workers to spot and report work-related hazards and offer suggestions for improvements. Necessary training is given to all employees in recognizing hazards and issues. Joint inspections by management representatives and employees on the shop floor are carried out at regular intervals, and respective corrective and preventive measures are undertaken to mitigate the identified risks. To create an open and transparent safety culture across ITC Units, employees are encouraged to participate and discuss safety-related issues in forums like periodic EHS Committee meetings and Departmental Open Forums. **SECTION: Access to Medical and Healthcare Services** **Do the employees/workers of the entity have access to non-occupational medical and healthcare services?"
"(Yes/No)** Yes, permanent employees and their family members have access to the Company-provided or Company-supported medical benefits. Workers have access to medical benefits through Company-provided group insurance policies, Company-funded medical support, and where applicable, statutory benefits under the Employees’ State Insurance Act. **SECTION: Details of Safety Related Incidents** **Safety Incident/Number** Category, FY 2023-24, FY 2022-23 Lost Time Injury Frequency Rate (LTIFR) (per one million-person hours worked) Employees: 0.05, 0.07 Workers: 0.09, 0.12 Total recordable work-related injuries Employees: 3, 4 Workers: 7, 8 No. of fatalities Employees: 0, 0 Workers: 0, 1 High consequence work-related injury or ill-health (excluding fatalities) Employees: 0, 0 Workers: 0, 1 *Including the contract workforce. Note: For Question 11, Employees include only permanent employees, permanent workers, and other than permanent employees, whereas workers include only SPPs (Service Providers Personnel). Trainees/Apprentices not included. **SECTION: Measures for a Safe and Healthy Workplace** In line with the Company’s Environment, Health and Safety Policy, safety as a value-led concept has been institutionalized by inculcating a sense of ownership at all levels and driving behavioral change, leading to the creation of a cohesive safety culture. ITC has put in place comprehensive health and safety protocols for the safety and well-being of its stakeholders. ITC endeavors that EHS standards at all its units are ahead of applicable legislations, regulations, and standards and codes, and are benchmarked against international best practices across the diverse sectors in which it operates. ITC continues to strengthen its safety processes, adopting globally recognized best practices, and ensuring that facilities are designed, constructed, operated, and maintained in an inherently safe manner. ITC will continue to undertake efforts for creating a safe working environment and a strong safety culture by: - Integrating safety at the design stage itself and ensuring it through design reviews, stage inspections, and pre-commissioning audits, thereby strengthening the engineering control measures through ‘design for safety’ principles. - Conducting pre-commissioning and periodic operational audits during construction and operational stages respectively. - Implementing behavior-based safety initiatives to facilitate engagement for collaborative work on improving safety performances. - Adoption of keystone behaviors by individual units to demonstrate collective commitment and create a shared vision of safety and discipline. **SECTION: Business Responsibility and Sustainability Report** **REPORT AND ACCOUNTS 2024** - Embracing and leveraging the digital landscape for safety management systems. - Identifying solutions for strengthening the safety culture aligned with the goal of ‘Zero Accidents’. **SECTION: Complaints by Employees and Workers** Employees are encouraged to report work area-related safety issues through various programs like hazard identification processes, suggestion schemes, and EHS Committees. | Filed during the Year | Pending Resolution at the end of Year | Remarks | |---|---|---| | Working Conditions | 12 | 1 | | Health & Safety | 0 | 0 | **SECTION: Assessments for the Year** % of your plants and offices that were assessed (by entity or statutory authorities or third parties) Health and safety practices: 100% Working Conditions: 100% **SECTION: Corrective Actions for Safety-Related Incidents** Internal audits of ITC units at Divisional as well as Corporate level are being conducted on a periodic basis. Corrective and preventive measures are taken based on the findings. Detailed investigations are carried out for all accidents to identify the root causes and to understand the measures required to prevent recurrence. Accident investigation findings with corrective and preventive measures form part of the report presented to the Corporate Management Committee (monthly) and the Board of Directors (quarterly). The learnings from all accidents are disseminated across the organization at periodic intervals and formal compliance obtained. **SECTION: Leadership Indicators** 1. **Does the entity extend any life insurance or any compensatory package in the event of death of (A) Employees (Y/N) (B) Workers (Y/N)?** Yes. In the unfortunate event of the death of an employee including workers, the Company extends financial support to family members of the employee. 2. **Provide the measures undertaken by the entity to ensure that statutory dues have been deducted and deposited by the value chain partners.** The Company ensures that statutory dues as payable by service providers for their employees are deposited on time and in full through periodic audits and controls. 3. **Provide the number of employees/workers having suffered high consequence work-related injury/ill-health/fatalities (as reported in Q11 of Essential Indicators above), who have been rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment.** | Total no. of affected Employees/Workers | No."
"of Employees/Workers that are rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment | |---|---| | Employees | 0 | 0 | | Workers | 0 | 2 | 0 | 1 | **SECTION: Transition Assistance Programmes** **Does the entity provide transition assistance programmes to facilitate continued employability and the management of career endings resulting from retirement or termination of employment? (Yes/No)** ITC continually invests in human capital development which includes building skills and capabilities that are contemporary while providing employees with a diversity of experiences. These enhance the employability of the workforce and enable a smooth transition to alternate opportunities where sought. The Company has in place a programme called ‘Making New Choices’ for retiring staff. In addition, the Company provides pension benefits and post-retiral medical benefits for those members of staff who qualify. Workers are provided with pension benefits, as per requirements of the relevant statute. **SECTION: Assessment of Value Chain Partners** ITC’s Policy on Sustainable Supply Chain and Responsible Sourcing ensures integration of sustainability in its supply chains. ITC’s suppliers/value-chain partners are expected to adopt the principles enumerated in ITC’s Code of Conduct for Suppliers and Service Providers. ITC reserves the right to verify compliance with the Code of Conduct for Suppliers and Service Providers at any time through appropriate audit and assessment mechanisms, including self-certification. Health and safety audits conducted at ITC’s own manufacturing sites cover all contract workers within ITC’s operational premises. Additionally, ITC conducts third-party desktop assessments of its Critical Tier-1 suppliers which include key aspects on Occupational Health and Safety, amongst other assessment criteria. | % of value chain partners (by value of business done with such partners) that were assessed | Critical Tier-1 Suppliers | Health and safety practices | 40% | Working Conditions | |---|---|---|---|---| **SECTION: Corrective Actions for Value Chain Partners** ITC’s Sectoral EHS Guidelines are shared by Businesses with their value chain partners, and periodic training is given to their concerned personnel. Periodic audits by ITC are conducted for some of its key value chain partners against the Sectoral EHS guidelines. Corrective and preventive measures are recommended based on the audit findings. **SECTION: Stakeholder Engagement** **Describe the processes for identifying key stakeholder groups of the entity.** In line with the Board approved Policy on Stakeholder Engagement, ITC has evolved a structured framework for identifying and engaging with its key stakeholders across the value chain. ITC’s engagement approach is anchored on the principles of materiality, completeness, and responsiveness. The engagement approach takes into cognizance the fact that each stakeholder group is unique and has a distinctive set of priorities. Insights gathered from stakeholder engagements help validate the Company’s performance and shape new perspectives. Note: For details on ITC’s Process of Stakeholder Engagement, refer to ‘Stakeholder Engagement’ section of ITC Sustainability Report 2024. **SECTION: Stakeholder Groups and Engagement Frequency** | Stakeholder Group | Whether identified as Vulnerable & Marginalized Group (Yes/No) | Channels of communication | Frequency of engagement | Purpose and scope of engagement including key topics and concerns raised during such engagement | |---|---|---|---|---| | Providers of financial capital | No | For more details on consultation mechanisms and key issues discussed with the stakeholder groups, refer to ‘Strengthening Relationships with All Stakeholders’ section of ITC Sustainability Report 2024 | | | | Government and regulatory authorities | No | | | | | Customers | No | | | | | Employees | No | | | | | Farmers | Yes | | | | | Value chain partners | No | | | | | Media | No | | | | | Civil Society | No | | | | | Local communities | Yes | | | | **SECTION: Consultation Processes with Stakeholders** 1. **Provide the processes for consultation between stakeholders and the Board on economic, environmental, and social topics or if consultation is delegated, how is feedback from such consultations provided to the Board.** ITC believes that an effective stakeholder engagement process is necessary for achieving its sustainability goal of inclusive growth. In this context, the Company has laid down a four-layered mechanism to deal with the aspect of stakeholder engagement. The Board, through the CSR and Sustainability Committee, inter alia, reviews, monitors, and provides strategic direction to the Company’s CSR and sustainability practices towards fulfilling its Triple Bottom Line objectives. Half-yearly reports on the progress made by the Company in this regard are placed by the CMC before the CSR and Sustainability Committee."
"The CMC in turn has constituted the Sustainability Compliance Review Committee (SCRC), comprising senior members of management, which evaluates and monitors compliance with the Policy formulated in this connection. The SCRC places a quarterly report on the subject before the CMC. The Company has a practice of periodically assessing employee engagement through a Company-wide survey. Since 2016, the Company has made a concerted effort to assess and improve engagement. The impact is visible in the consistent improvement of engagement over the years. 2. **Whether stakeholder consultation is used to support the identification and management of environmental, and social topics (Yes/No). If so, provide details of instances as to how the inputs received from stakeholders on these topics were incorporated into policies and activities of the entity.** Yes, the Company believes that an effective stakeholder engagement process is necessary for achieving its sustainability goal of inclusive growth. Accordingly, the Company anchors stakeholder engagement on the following principles: - Materiality – Prioritized consideration of the economic, environmental, and social impacts identified to be important to the stakeholders as well as the organization. - Completeness – Understanding key concerns of stakeholders and their expectations. - Responsiveness – Responding coherently and transparently to such issues and concerns. The Company has put in place systems and procedures to identify, prioritize, and address the needs and concerns of its stakeholders across Businesses and Units in a continuous, consistent, and systematic manner. It has implemented mechanisms to facilitate effective dialogues with all stakeholders across Businesses, identify material concerns, and their resolution in an equitable and transparent manner. These measures have helped the Company develop strong relationships, which have stood the test of time. **SECTION: Examples of Stakeholder Input Incorporation** 1. **Investors:** The Company engages extensively with the investor ecosystem i.e., analysts representing institutional equity investors, fund/portfolio managers in top FIIs, Domestic Mutual Funds, FPIs, Private Insurance Companies, etc. The Company hosted its second ‘Investor Day’ event for the investor community to provide deeper insights into ITC’s Corporate Strategy and operating segments including inter alia, the ‘ITC Next Strategy’ which incorporates Sustainability 2.0 as a significant strategic pillar of the organization. The event was hosted in hybrid mode with over 100 physical attendees and 400+ overall attendees. The Company continues to communicate quarterly performance takeaways through press releases and detailed Investor presentations along with post-result calls with analysts. Key highlights of the performance are also being shared with the shareholders by e-mail. The Investors section of the Company’s website is also being updated on an ongoing basis. The Company is well-recognized for its ESG credentials and is acknowledged as one of the pioneers of adopting the Triple Bottom Line philosophy in India. 2. **Customers & Value Chain Partners:** Customers, Consumers, and Value Chain Partners are some of ITC’s core stakeholders. Various tech-enabled avenues have been deployed to constantly receive feedback and ideas from these stakeholders. A specialized team, ‘Team Synthesis’, has progressively evolved from being a ‘Customer Interactions’ team to a ‘Customer Experience’ team to ‘Stakeholder Experience Team’, and now into a ‘Stakeholder Experience Management Team’. In its current avatar, in addition to keeping customer centricity as the base, SOPs and policies are designed and implemented in such a manner that the experience of all stakeholders is taken into equitable consideration. This has not just helped in achieving better experience for customers as well as the employees, but has also made every stakeholder accountable for the team’s and the organization’s growth. Rapidly evolving consumer needs are constantly being monitored through social listening, in-depth immersions, and are being carefully synthesized to transform into relevant solutions. A few key initiatives that demonstrate the above are: - The entire customer experience process has been incentivized for the associates, team leaders, as well as for the Quality Analysts (QAs) in such a manner that each month they accumulate certain points for their monthly performance based on objective and quantitative parameters. This has given the primary stakeholders (the associates) an opportunity to perform better. The parameters include factors like ideation (KAIZEN) and initiatives taken beyond tasks to improve the process continuously. - The scenarios related to matters like environment, product, packaging, ergonomics, quality engineering, etc. highlighted by the customers are answered as per the respective brand teams, and any new or unique scenario highlighted by the customers is shared with the respective stakeholders as a VOC (Voice of Customer). 3. **Community:** Presented ahead are some of the instances where inputs received from stakeholders were incorporated into interventions."
"Core Area Perspective Plan (CAPP) is done in ITC’s catchments to understand the need of the communities and design the interventions based on that. A comprehensive community needs assessment was earlier undertaken in 2015-16 in ITC’s core areas, that is, factory and agri-catchments. Based on this, the CAPP 1.0 was developed. While we keep revisiting the needs, based on regular stakeholder engagements, CAPP 2.0 was taken up in FY 2021-22 which also focused on ITC’s core catchments across 21 factories and 7 agri locations. The objectives of CAPP 2.0 were: - Revisit coverage and community needs in the changed external context; - Assess reasons for not achieving the earlier planned outcomes (if any); - Re-strategize MSK themes and approach based on the findings. As a follow-up to the second CAPP 2.0 done in FY 2021-22, household surveys are conducted every year on a lower sample to re-assess and reaffirm the continued relevance of the needs identified and accordingly cognize for the same in the future plans. In FY 2023-24, over 6,000 households across 4 states were covered. Forming large-scale long-term partnerships with Government to amplify reach & scale is one of the core tenets of SIP’s implementation approach. In this case, stakeholder feedback was received through consultations and interactions and they were duly incorporated during renewal/extension of the partnership. During the year, some PPPs with government ended and discussions were initiated on what changes and additions need to be considered in the next phase of partnership. - In Madhya Pradesh: Climate Smart Village (CSV) programme is being implemented in 1,500 villages by ITC directly. Considering the need for replicating CSVs across the state, ITC organized field visits for the State Agricultural Department. Post visits, discussions were taken up on how the CSV model can be replicated by the Government. ITC presented its CSV approach to the Department’s state and district level officials. Post the meetings, an MoU was signed to replicate ITC’s CSV model in the entire state starting with six districts in Phase-1. The CSV approach will be replicated by the Government staff with ITC’s support for capability building. On-ground delivery of the programme has since been initiated. ``` ``` **SECTION: Engagement in Andhra Pradesh** ITC was working with Women Development and Child Welfare in the area of Early Childhood Education and Care (ECCE) in 13 districts. ITC trained Integrated Child Development Services (ICDS) Supervisors who cascaded the training to Anganwadi Sevikas. After successfully implementing the programme in 13 districts, it was decided to replicate the approach across the entire state. Accordingly, a MoU was signed with the Department during FY 2023-24 to expand the partnership statewide. **SECTION: Engagement with Vulnerable/Marginalized Stakeholder Groups** ITC’s SIP adopts a bottoms-up approach to identify and address the emerging needs of the community. Below are instances where community needs were addressed through modifications in ongoing programme components or by introducing new interventions: 1. **Vocational Training for Unemployed Youth**: ITC provides vocational training to unemployed youth from marginalized sections. In Pune, unemployed women from two villages faced high travel costs to the skill centre. In response, ITC established a temporary community-level vocational skilling centre in their villages, training 27 youth, including 20 women, in electrical trade. 2. **Toilet Construction and ODF Status**: In ITC catchments, toilets were constructed, and areas were declared Open Defecation Free (ODF). However, many earlier constructed toilets were single pit. The community expressed the need for double pit toilets to ensure usability. ITC collaborated with the local Swachh Bharat Mission team to help households retrofit their toilets, sustaining the ODF status. 3. **Drought Support in Karnataka**: ITC has partnered with the Watershed Development Department of Karnataka for drought-proofing. In response to severe drought in North Karnataka, ITC implemented drought support interventions in Balagavi, Kalaburagi, and Yadgir, providing irrigation support, liquid fertiliser application through drones, and fodder support to approximately 2,200 poor households. 4. **Crop Residue Management in Punjab**: Since 2018, ITC has implemented a Crop Residue Management programme in Kapurthala district to help farmers incorporate stubble into soil. Recognizing the need for options to sell stubble, ITC piloted a project with rural entrepreneurs, extending it to 73 entrepreneurs in 2023-24, handling 1,900 tons of residue for fodder and ethanol purposes. **SECTION: Business Responsibility Report and Accounts 2024** **SECTION: Principle 5 - Human Rights** **SECTION: Essential Indicators** 1."
"**Training on Human Rights Issues**: - **Category**: Employees - **2023-24**: - Permanent: 24,567 (100%) - Other than Permanent: 30,679 (100%) - Total Employees: 55,246 (100%) - **2022-23**: - Permanent: 23,725 (100%) - Other than Permanent: 26,099 (100%) - Total Employees: 49,824 (100%) 2. **Minimum Wages Paid**: - **Category**: Employees - **2023-24**: - Permanent: 24,567 (310 equal to minimum wage, 1%) - Other than Permanent: 30,679 (10,963 equal to minimum wage, 36%) - **2022-23**: - Permanent: 23,725 (41 equal to minimum wage, 0.2%) - Other than Permanent: 26,099 (8,819 equal to minimum wage, 34%) **SECTION: Remuneration Details** - **Median Remuneration/Wages**: - **Category**: - Male: 13 (1,100,000) - Female: 3 (1,075,000) - **Key Managerial Personnel**: 5 (8,257,940) - **Workers**: 11,966 (5,086,15) **SECTION: Human Rights Commitment** ITC has a long-standing commitment to human rights, reflected in its Code of Conduct. The Company has policies on human rights applicable to employees, suppliers, and service providers. These policies ensure adherence to applicable laws and uphold the spirit of human rights. **SECTION: Grievance Redressal Mechanism** ITC encourages amicable resolution of grievances through open-door practices. Employees can discuss grievances with their reporting authority or submit a Grievance Redressal Form to the HR Manager. The ITC Whistleblower Policy allows reporting of unethical conduct, ensuring investigations are conducted impartially. **SECTION: Complaints Statistics** - **FY 2023-24**: - Sexual Harassment: Filed: 5, Pending: 0 - Discrimination at Workplace: Filed: 0, Pending: 0 - Child Labour: Filed: 0, Pending: 0 - Forced Labour: Filed: 0, Pending: 0 **SECTION: Mechanisms to Prevent Retaliation** ITC maintains a workplace free from harassment, with zero tolerance for such conduct. Complainants are protected from retaliation, and committees are established to investigate complaints. **SECTION: Human Rights in Business Agreements** Yes, human rights requirements are included in business agreements and contracts, ensuring compliance with standards related to EHS, human rights, and labour practices. **SECTION: Assessments Conducted** - **% of Plants and Offices Assessed**: - Child Labour: 100% - Forced Labour: 100% - Sexual Harassment: 100% - Discrimination at Workplace: 100% **SECTION: Corrective Actions** Details of corrective actions taken to address significant risks/concerns are referenced in the response to Question 10 of Principle 5 under essential indicators. **SECTION: Leadership Indicators** 1. **Business Process Modifications**: ITC’s Code of Conduct covers human rights aspects and engages with stakeholders to support human rights and social development. 2. **Human Rights Due Diligence**: The scope includes manufacturing locations, hotels, offices, and value chain partners. 3. **Accessibility for Differently Abled Visitors**: The entity's premises are accessible as per the Rights of Persons with Disabilities Act, 2016. ``` ``` **SECTION: Accessibility** Most of our establishments are accessible to differently abled persons (including visitors), with facilities like Persons with Disabilities (PWD) friendly entrance, wheelchair, braille systems, and tactile pavers. Accessible washroom is available for the visitors. **SECTION: 4. Details on assessment of value chain partners** ITC’s Policy on Sustainable Supply Chain and Responsible Sourcing ensures integration of sustainability in its supply chains. ITC’s suppliers/value-chain partners are expected to adopt the principles enumerated in ITC’s Code of Conduct for Suppliers and Service Providers. ITC reserves the right to verify compliance with the Code of Conduct for Suppliers and Service Providers at any time through appropriate audit and assessment mechanisms, including self-certification. ITC periodically coordinates third-party Human Rights impact assessments for the tobacco farm supply chain. Additionally, ITC conducts third-party desktop assessments of its Critical Tier-1 suppliers, which include key aspects on Human Rights, Labour Rights, and Occupational Health and Safety, amongst other assessment criteria. For more details, refer to the response to Question 1 (Principle 5) under leadership indicators. **SECTION: Value Chain Partners Assessment Data** % of value chain partners (by value of business done with such partners) that were assessed: - Critical Tier-1 Suppliers - Sexual Harassment: 40% - Discrimination at workplace - Child Labour - Forced Labour/Involuntary Labour - Wages - Others – please specify *All ITC Businesses have identified Critical Tier-1 suppliers based on aspects like buy value, ESG risk exposure, importance to business continuity, among others. ITC’s Sustainable Supply Chain Programme is focused on working closely with the set of identified critical suppliers. **SECTION: 5. Corrective Actions for Significant Risks/Concerns** Please refer to responses to Questions 1 and 4 of Principle 5 under Leadership Indicators. **SECTION: Business Responsibility REPORT AND ACCOUNTS 2024 and Sustainability Report** **SECTION: Principle 6** Businesses should respect and make efforts to protect and restore the environment. **SECTION: Essential Indicators** **SECTION: 1."
"Total Energy Consumption and Intensity** | Parameter | FY 2023-24 | FY 2022-23 | |-----------|-------------|-------------| | From renewable sources | | | | Total electricity consumption (A) | 1,083,968 | | | Total fuel consumption (B) | 11,910 | 10,337 | | Energy consumption through other sources (C) | 175 | 189 | | Total energy consumed from renewable sources (A+B+C) | 13,168 | 11,494 | | From non-renewable sources | | | | Total electricity consumption (D) | 1,011 | 1,023 | | Total fuel consumption (E) | 12,058 | 14,234 | | Energy consumption through other sources (F) | 0 | 0 | | Total energy consumed from non-renewable sources (D+E+F) | 13,069 | 15,257 | | Total energy consumed (A+B+C+D+E+F) | 26,237 | 26,751 | | Energy intensity per rupee of turnover | 374 | 381 | | Energy intensity per rupee of turnover adjusted for PPP | 856 | 862 | | Energy intensity in terms of physical output* | 23.01 | 23.59 | | Energy intensity (optional) | | *Since ITC is a conglomerate with multiple businesses wherein physical output is reported in different units of measurement, hence the data for energy intensity in terms of physical output (tonnes of production) is reported only for PSPD which accounts for more than 80% of ITC’s total energy consumption. For data of other Divisions, refer to the ‘Climate Change’ section of ITC’s Sustainability Report 2024. ITC’s energy consumption data has been assured at the ‘Reasonable Level’ by an independent third-party assurance provider. **SECTION: 2. Designated Consumers under PAT Scheme** Does the entity have any sites/facilities identified as designated consumers (DCs) under the Performance, Achieve and Trade (PAT) Scheme of the Government of India? (Y/N) If yes, disclose whether targets set under the PAT scheme have been achieved. In case targets have not been achieved, provide the remedial action taken, if any. Three Units of ITC’s Paperboards and Speciality Papers Business and twelve Hotels of Hotels Business are covered under the PAT scheme. The details of Units under PAT scheme is available at https://beeindia.gov.in/en/programmesperform-achieve-trade/pat-notifications. ITC has made significant investments in reducing energy consumption, and accordingly, the performance of the Company’s Units covered far exceeds the energy efficiency targets fixed under the PAT scheme. The Bhadrachalam Unit is the first pulp and paper mill and the second unit in the country overall, to be rated GreenCo Platinum+ by CII, as part of the Green Company rating system. Note: Details of the energy efficiency initiatives measures implemented during the year are included in ‘Disclosure on Conservation of Energy and Technology Absorption’ section of the Report of the Board of Directors & Management Discussion and Analysis in ITC Report and Accounts 2024. **SECTION: Business Responsibility and Sustainability Report** **SECTION: REPORT AND ACCOUNTS 2024** **SECTION: 3. Water Disclosures** | Parameter | FY 2023-24 | FY 2022-23 | |-----------|-------------|-------------| | Water withdrawal by source (in million kilolitres) | | | | (i) Surface water | 28.2 | 27.2 | | (ii) Groundwater | 5.2 | 4.8 | | (iii) Third party water | 1.7 | 1.8 | | (iv) Seawater/desalinated water | 0 | 0 | | (v) Others | 0 | 0 | | Total volume of water withdrawal (in million kilolitres) | 35.1 | 33.8 | | Total volume of water consumption (in million kilolitres) | 13.3 | 13.8 | | Water intensity per rupee of turnover (in kilolitres/Crore INR) | 189 | 197 | | Water intensity per rupee of turnover adjusted for PPP (in kilolitres/Million USD) | 433 | 446 | | Water intensity in terms of physical output* (in kilolitres/tonne of production) | 8.33 | 8.87 | *Since ITC is a conglomerate with multiple businesses wherein physical output is reported in different units of measurement, hence the data for water intensity in terms of physical output (tonnes of production) is reported only for PSPD which accounts for ~70% of ITC’s total water consumption. For data of other Divisions, refer to the ‘Water Security’ section of ITC’s Sustainability Report 2024. There is a reclassification of ‘Rainwater’ under ‘surface water’ and ‘externally supplied wastewater’ under ’third party’ for FY 2023 data, without any change in total water withdrawal. ITC’s water withdrawal and consumption data has been assured at the ‘Reasonable Level’ by an independent third-party assurance provider. Over the years, ITC has created rainwater harvesting potential through extensive investments in its Integrated Watershed Development Projects."
"The programme promotes the development and management of local water resources in water-stressed areas by facilitating community participation in planning and implementing such measures, whilst building, reviving, and maintaining water-harvesting structures. As on 31st March 2024, ITC’s watershed development projects covering over 1.6 million acres of land created a total rainwater harvesting potential (RWH) of nearly 55 million kl (cumulative), which is over four times the net water consumed by ITC’s operations. **SECTION: 4. Water Discharged** | Parameter | FY 2023-24 | FY 2022-23 | |-----------|-------------|-------------| | Water discharge by destination and level of treatment (in million kilolitres) | | | | (i) To Surface water | 11.5 | 11.7 | | No treatment | 0 | 0 | | With treatment – please specify level of treatment | Secondary | Secondary | | (ii) To Groundwater | 0 | 0 | | No treatment | NA | NA | | With treatment – please specify level of treatment | NA | NA | | (iii) To Seawater | 0 | 0 | | No treatment | NA | NA | | With treatment – please specify level of treatment | NA | NA | | (iv) Sent to third-parties | 10.4 | 8.3 | | No treatment | 0 | 0 | | With treatment – please specify level of treatment | Tertiary | Tertiary | | Total water discharged (in million kilolitres) | 21.9 | 20.0 | ITC’s water discharge data has been assured at the ‘Reasonable Level’ by an independent third-party assurance provider. **SECTION: Business Responsibility REPORT AND ACCOUNTS 2024 and Sustainability Report** **SECTION: 5. Zero Liquid Discharge Mechanism** Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and implementation. ITC’s approach to water stewardship focuses on reducing water intake by utilizing treated wastewater within the process, thereby reducing demand for fresh water. ITC Units have put in place necessary systems to comply with the Consent to Operate (CTO) conditions including Zero Liquid Discharge, where applicable. 35 Units of ITC including 13 hotels have achieved zero effluent discharge. **SECTION: 6. Air Emissions (Other than GHG emissions)** | Parameter | Please specify unit | FY 2023-24 | FY 2022-23 | |-----------|---------------------|-------------|-------------| | NOx | Tonnes | 2,345 | 2,380 | | SOx | Tonnes | 2,390 | 3,600 | | Particulate matter (PM) | Tonnes | 562 | 705 | | Persistent organic pollutants (POP) | NA | NA | NA | | Volatile Organic Compounds (VOC) | NA | NA | NA | | Hazardous Air Pollutants (HAP)* | Tonnes | 8.4 | 8 | *The data is for PSPD Bhadrachalam Unit’s Hydrogen Sulphide emissions (HS)2. **SECTION: 7. Greenhouse Gas Emissions (Scope 1 and Scope 2)** | Parameter | Please specify unit | FY 2023-24 | FY 2022-23 | |-----------|---------------------|-------------|-------------| | Total Scope 1 emissions | kilo tonnes of CO2 equivalent | 1,141 | 1,350 | | Total Scope 2 emissions | kilo tonnes of CO2 equivalent | 231 | 231 | | Total Scope 1 and Scope 2 emissions per rupee of turnover | tonnes of CO2 equivalent/Crore INR | 20 | 22 | | Total Scope 1 and Scope 2 emission intensity per rupee of turnover adjusted for PPP | tonnes of CO2 equivalent/Million USD | 45 | 51 | | Total Scope 1 and Scope 2 emission intensity in terms of physical output* | tonnes of CO2 equivalent/tonne of production | 1.10 | 1.29 | *Since ITC is a conglomerate with multiple businesses wherein physical output is reported in different units of measurement, hence the data for Scope 1 and Scope 2 emission intensity in terms of physical output (tonnes of production) is reported only for PSPD which accounts for more than 75% of ITC’s total Scope 1 and Scope 2 emissions. For data of other Divisions, refer to the ‘Climate Change’ section of ITC’s Sustainability Report 2024. ITC’s GHG emissions (Scope 1 and Scope 2) data has been assured at the ‘Reasonable Level’ by an independent third-party assurance provider. ITC’s PSPD has large-scale Farm Forestry programmes promoting sustainable forest management with the primary aim of securing pulpwood requirement for Business continuity. ITC also has a large-scale Social Forestry programme, which, in addition to sequestering carbon, also benefits the stakeholders by improving productivity of wasteland, and de-risking poor rural households by diversifying farm portfolios through promotion of tree-based farming."
"During FY 2023-24, the Farm and Social Forestry programmes have together sequestered over 5.5 million tonnes of CO2. **SECTION: 8. Projects Related to Reducing Greenhouse Gas Emission** ITC has undertaken a target of 50% reduction in Specific GHG Emissions (% Reduction in Scope 1 & 2 emission per Unit of Production) by 2030 as part of its Sustainability 2.0 ambitions. Accordingly, actions are being undertaken to reduce greenhouse gas emissions by investing in energy efficiency and increasing the share of renewable energy. Energy efficiency: All ITC Units focus on energy efficiency through process improvements and investment in new technologies. Over the years, ITC has implemented measures like installation of Vapour Absorption Machines (VAM), Automation in tube cleaning system of Heating, Ventilation and Air Conditioning (HVAC), and installation of energy-efficient equipment such as chillers, AHUs, motors, fans, pumps, and agitators. In FY 2023-24, the investments in energy conservation equipment have resulted in energy savings of about 500 TJ, which is equivalent to over 50,000 tonnes of GHG emissions. In line with ITC’s focus on accelerating digitalisation across Businesses, ITC’s PSPD is implementing several transformative projects leveraging Industry 4.0 technologies across key business areas, to enhance productivity, reduce carbon footprint, achieve strategic cost efficiencies, and superior product performance. **SECTION: Business Responsibility and Sustainability Report** **SECTION: REPORT AND ACCOUNTS 2024** **SECTION: Renewable Energy** ITC has invested in renewable energy projects, for both renewable electricity and renewable thermal requirements. ITC has invested in several solar electricity projects during the year. Augmentation of Renewable Energy assets with commissioning of two offsite solar power plants, of capacity 13.5 MW in Uttar Pradesh and 14.5 MW in Karnataka. With investments over the years, ITC has increased its renewable energy capacity to over 200 MW. Based on the investments in renewable electricity and renewable thermal projects, ITC has been able to increase its renewable energy share to 50%, seven years ahead of its 2030 target. **SECTION: 9. Waste Management** | Parameter (in kilo tonnes) | FY 2023-24 | FY 2022-23 | |----------------------------|-------------|-------------| | Plastic waste (A)* | - | - | | E-waste (B) | 0.09 | 0.11 | | Bio-medical waste (C) | 0.01 | 0.01 | | Construction and demolition waste (D)# | 12 | 6 | | Battery waste (E) | 0.13 | 0.15 | | Radioactive waste (F) | -** | 0.001 | | Other Hazardous waste (G) | 22 | 18 | | Other Non-hazardous waste (H) | 696 | 682 | | Total (A+B+C+D+E+F+G+H) | 730 | 706 | | Waste intensity per rupee of turnover | 10 | 10 | | Waste intensity per rupee of turnover adjusted for PPP | 24 | 23 | | Waste intensity in terms of physical output& | 0.64 | 0.63 | *Plastic waste is reported under Non-hazardous waste. **Insignificant quantity of radioactive waste was generated. ***Waste re-used is reported under waste recycled. **SECTION: Construction and Demolition (C&D) Waste** There is an increase in C&D waste on account of multiple new Projects being executed across ITC. &Since ITC is a conglomerate with multiple businesses wherein physical output is reported in different units of measurement, hence the data for waste intensity in terms of physical output (tonnes of production) is reported only for PSPD which accounts for more than 80% of ITC’s total waste generation. For data of other Divisions, refer to the ‘Towards Circularity’ section of ITC’s Sustainability Report 2024. ITC’s waste data has been assured at the ‘Reasonable Level’ by an independent third-party assurance provider. In FY 2023-24, ITC continued to recycle over 99% of waste from its operations. In addition to this, the Company’s PSPD recycled over 89,000 tonnes of externally sourced waste paper, thereby creating a positive environmental footprint. The Company also collected and sustainably managed more than 100% of its post-consumer plastic packaging waste. **SECTION: Business Responsibility REPORT AND ACCOUNTS 2024 and Sustainability Report** **SECTION: 10. Waste Management Practices** ``` ``` **SECTION: Waste Management Practices** The Company has initiated measures across Units to ensure waste minimisation, segregation of waste at source, and recycling. During the year, the recycling level reached over 99%. Additionally, over 89,000 tonnes of externally sourced waste paper was used as raw material during the year. ITC follows a proactive approach to manage hazardous chemicals by actively looking for alternatives, which not only helps keep its operations safe but also ensures the safest products for customers."
"This approach is demonstrated in pioneering practices implemented by ITC, such as Elemental Chlorine Free (ECF) bleaching and ozone bleaching technology in India in its Paper Business, and switching from solvent-based inks to water-based ones in its Packaging and Printing Business. For more details, refer to the ‘Chemical Safety Management’ section of ITC Sustainability Report 2024. **SECTION: Operations in Ecologically Sensitive Areas** ITC’s existing operations/offices comply with applicable environmental regulations of the Country and operate as per Consent to Operate (CTO) conditions from the Central and State Pollution Control Boards in line with guidelines issued by the Ministry of Environment, Forest and Climate Change, Government of India. **SECTION: Environmental Impact Assessments** Details of environmental impact assessments of projects undertaken by the entity based on applicable laws in the current financial year: - **Project Name:** Proposed Mill Expansion Plan (MEP) to increase Paper/Board capacity at ITC Limited, PSPD Unit Bhadrachalam - **EIA Notification No.:** EIA Notification 2006 - **Date:** September 2023 - **Conducted by independent external agency:** Yes - **Results communicated in public domain:** Yes - **Relevant Web link:** Link **SECTION: Compliance with Environmental Laws** ITC’s existing operations/offices comply with applicable environmental regulations of the Country and operate as per CTO conditions from the Central and State Pollution Control Boards. **SECTION: Leadership Indicators** 1. **Water Withdrawal, Consumption, and Discharge in Areas of Water Stress (in kilolitres)** ITC has developed a water risk assessment methodology for identifying water-stressed areas based on WRI Aqueduct’s Baseline Water Stress and Central Ground Water Board’s (India) groundwater block classification. Site-level assessments for water stress sites are done periodically using the above assessment framework, and sites for interventions are prioritized based on stakeholder consultation and business needs. ITC’s water stewardship goals are available in the ‘Sustainability 2.0 Ambitions’ section of ITC Sustainability Report 2024. **SECTION: Business Responsibility and Sustainability Report** **SECTION: REPORT AND ACCOUNTS 2024** **SECTION: Water Withdrawal, Consumption, and Discharge Details** For each facility/plant located in areas of water stress, provide the following information: - **Name of the area:** Kapurthala, Saharanpur, Ranjangaon, Kothagudem, Bengaluru, and Kovai - **Nature of operations:** Manufacture of FMCG products and Paperboards & Specialty Papers **SECTION: Water Withdrawal, Consumption, and Discharge Data** | Parameter | FY 2023-24 | FY 2022-23 | |---|---|---| | Water withdrawal by source (in million kilolitres) | | | | (i) Surface water | 28.1 | 27.2 | | (ii) Groundwater | 0.1 | 0.1 | | (iii) Third party water | 0.5 | 0.5 | | (iv) Seawater/desalinated water | 0 | 0 | | (v) Others | 0 | 0 | | Total volume of water withdrawal (in million kilolitres) | 28.7 | 27.8 | | Total volume of water consumption (in million kilolitres) | 8.4 | 9.3 | | Water intensity per rupee of turnover (Water consumed/turnover) (in kilolitre/crore INR) | 121 | 132 | | Water discharge by destination and level of treatment (in million kilolitres) | | | | (i) Into Surface water | 10.5 | 10.7 | | No treatment | 0 | 0 | | With treatment – please specify level of treatment | Secondary | Secondary | | (ii) Into Groundwater | 0 | 0 | | No treatment | NA | NA | | With treatment – please specify level of treatment | NA | NA | | (iii) Into Seawater | 0 | 0 | | No treatment | NA | NA | | With treatment – please specify level of treatment | NA | NA | | (iv) Sent to third-parties | 9.8 | 7.7 | | No treatment | 0 | 0 | | With treatment – please specify level of treatment | Tertiary | Tertiary | | Total water discharged (in million kilolitres) | 20.3 | 18.5 | ITC’s water withdrawal, discharge, and consumption data have been assured at the ‘Reasonable Level’ by an independent third-party assurance provider."
"**SECTION: Scope 3 Emissions & Intensity** | Parameter | Unit | FY 2023-24 | FY 2022-23 | |---|---|---|---| | Total Scope 3 emissions (Break-up of the GHG into CO2, CH4, N2O, HFCs, PFCs, SF6, NF3, if available) | Kilo tonnes of CO2 equivalent | 253 | 295 | | Total Scope 3 emissions per rupee of turnover | Tonnes of CO2 equivalent/crore INR | 3.60 | 4.21 | | Total Scope 3 emission intensity (optional) – the relevant metric may be selected by the entity | - | - | - | The scope of coverage for Scope 3 emissions is mentioned in the ‘Climate Change’ section of ITC Sustainability Report 2024. Note: The Scope 3 emission for FY 2023-24 has reduced due to lower exports of some Agri commodities and substituting imported raw materials with domestically sourced raw materials. **SECTION: Business Responsibility and Sustainability Report** **SECTION: Impact on Biodiversity** With respect to the ecologically sensitive areas reported at Question 11 of Essential Indicators above, provide details of significant direct & indirect impact of the entity on biodiversity in such areas along with prevention and remediation activities. For details on the Company’s approach to Biodiversity Management, refer to the ‘Biodiversity Management’ section of ITC Sustainability Report 2024. **SECTION: Resource Efficiency Initiatives** If the entity has undertaken any specific initiatives or used innovative technology or solutions to improve resource efficiency or reduce impact due to emissions/effluent discharge/waste generated, please provide details of the same as well as the outcome of such initiatives. The Company has undertaken a number of initiatives and deployed innovative technologies across its operations for improving resource efficiency and minimizing environmental impact. For details, refer to ‘Disclosure on Conservation of Energy and Technology Absorption’ forming part of the Report of the Board of Directors & Management Discussion and Analysis in ITC Report and Accounts 2024, and ‘Climate Change’, ‘Water Security’, ‘Towards Circularity’, ‘Chemical Safety Management’, and ‘Air Emissions Management’ sections of ITC Sustainability Report 2024. **SECTION: Business Continuity and Disaster Management Plan** Yes, all Businesses in ITC have Business Continuity Plans duly approved by the Management Committee of the respective Businesses. Such Business Continuity Plans have been made comprehensive to include all facets of operations and are being tested at pre-determined intervals. **SECTION: Environmental Impact Mitigation Measures** Disclose any significant adverse impact to the environment arising from the value chain of the entity. ITC has a Board-approved Policy on ‘Sustainable Supply Chain and Responsible Sourcing’ and a ‘Code of Conduct for Suppliers and Service Providers’. The Code is shared and accepted by supply chain partners and service providers. ITC has a robust process of evaluating its Suppliers and Service Providers before engaging with them, proactively making them aware of its expectations/requirements, and seeking commitment for compliance through contractual agreements. Additionally, ITC facilitates its value chain partners in handling any adverse impacts. For example, managing hazardous chemicals is not only important within ITC factories but also in the supply chain. Within the supply chain, farmers working with hazardous pesticides is an area of special attention. ITC’s approach is to eliminate or reduce the use of hazardous pesticides. Intensive training is conducted on Integrated Pest Management (IPM), which helps adopt a holistic approach in reducing pesticide usage as well as substituting such pesticides with nature-based solutions. The training programmes also cover the safe handling of pesticides used and the responsible management of waste generated. **SECTION: Value Chain Partners Assessment** Percentage of value chain partners (by value of business done with such partners) that were assessed for environmental impacts. Key value chain partners like third-party manufacturers are encouraged to adopt management practices detailed under International Standards such as ISO 9001, ISO 14001, OHSAS 18001, and ITC’s Environment, Health and Safety (EHS) Guidelines. Contract manufacturing agreements also include aspects of EHS. Systems are in place for monitoring and reporting on key Third-Party Manufacturers’ (TPMs) environmental performance, including energy, water, and waste management. ITC’s leading Agri value chains are assessed for certification standards such as Forest Stewardship Council® (FSC)®, Rainforest Alliance, Sustainable Tobacco Programme (STP 2.0), G.A.P., etc. These standards, among others, also include environmental criteria. Additionally, ITC conducts third-party assessment of its Critical Tier-1 suppliers on an ongoing basis, and this assessment covers key aspects of environmental compliance and management practices. 40% of ITC’s Critical Tier-1 suppliers have been assessed so far. **SECTION: Public Policy Advocacy** Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent."
"ITC’s Policy on Responsible Advocacy provides the framework for necessary interface with Government/Regulatory Authorities on matters concerning various sectors in which the Company operates. The Company’s engagement with the relevant authorities is guided by the values of commitment, integrity, transparency, and the need to balance the interests of diverse stakeholders. The Company works with apex industry institutions that are engaged in policy advocacy as well as various other forums. The Company had active affiliations with 89 such trade and industry chambers/associations. **SECTION: Trade and Industry Affiliations** | S. No. | Name of the trade and industry chambers/associations | Reach of trade and industry chambers/associations | |---|---|---| | 1 | ASSOCHAM | National | | 2 | All India Management Association | National | | 3 | Confederation of Indian Industry | National | | 4 | Madras Management Association | State | | 5 | Indian Merchants Chamber of Commerce | National | | 6 | Mahratta Chamber of Commerce, Industries & Agriculture | State | | 7 | PHD Chamber of Commerce & Industry | National | | 8 | Bombay Management Association | State | | 9 | Federation of Indian Chambers of Commerce & Industry | National | | 10 | Retailers Association of India | National | **SECTION: Anti-Competitive Conduct** The Company has not engaged in any anti-competitive conduct. **SECTION: Public Policy Positions Advocated** | S. No. | Public Policy Advocated | Method Resorted for such Advocacy | Whether Information Available in Public Domain? | Frequency of Review by Board | Web Link, if available | |---|---|---|---|---|---| | 1 | The Company’s Policy on Responsible Advocacy approved by the Board provides the framework for necessary interface with Government/Regulatory Authorities on matters concerning various sectors in which the Company operates. | The Company works with apex industry institutions that are engaged in policy advocacy, like the Confederation of Indian Industry, Federation of Indian Chambers of Commerce & Industry, Associated Chambers of Commerce and Industry of India, and various other forums including regional Chambers of Commerce. | For more details, refer to ‘Report of the Board of Directors & Management Discussion and Analysis’ section forming part of ITC’s Report and Accounts 2024. | Annually | - | **SECTION: Inclusive Growth and Equitable Development** Businesses should promote inclusive growth and equitable development. **SECTION: Social Impact Assessments** 1. Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws in the current financial year: - **Name and Brief Details of Project:** Not Applicable 2. Provide Information on Project(s) for which Ongoing Rehabilitation and Resettlement (R&R) is being Undertaken by your Entity: - **S. No.** | **Name of Project for which R&R is ongoing** | **State** | **District** | **No. of Project Affected Families (PAFs)** | **% of PAFs covered by R&R** | **Amount paid to PAFs in the FY (In INR)** - Not Applicable 3. Describe the mechanisms to receive and redress grievances of the community. ITC’s Social Investments Programme (SIP) adopts a bottom-up approach by keeping community needs and priorities as the key driver of all its interventions. Detailed and structured community engagements are planned every 4-5 years to revisit the changing needs of the community and the emerging priorities which feed into designing new interventions and re-designing ongoing and new programmes. Regular community interactions are undertaken by the internal state-level programme teams and the implementing partners to discuss, identify, and address any issues, complaints, and grievances of the community members pertaining to the interventions of the Social Investments Programme. SIP has also formalised and internalised the process of undertaking and recording such community interactions in line with the new SEBI requirements on Business Responsibility and Sustainability Reporting. During 2023-24, 42 such community engagements were held across all major states where SIP programmes are implemented. 6 grievances (mainly as requests for further interventions and scope of improvement) were reported. The SIP state teams have taken cognisance of all the relevant concerns, and applicable actions have been incorporated in plans for the upcoming year. 4. Percentage of input material (inputs to total inputs by value) sourced from suppliers: - **FY 2023-24** | **FY 2022-23** - Directly sourced from MSMEs/small producers: 24.99% | 17.65% - Directly from within India: 92.41% | 91.64% 5."
"Job creation in smaller towns – Disclose wages paid to persons employed (including employees or workers employed on a permanent or non-permanent/on contract basis) in the following locations, as % of total wage cost: - **Location** | **FY 2023-24** | **FY 2022-23** - Rural: 10% | 11% - Semi-urban: 15% | 15% - Urban: 17% | 17% - Metropolitan: 58% | 57% **SECTION: CSR Projects in Aspirational Districts** Provide the following information on CSR projects undertaken by your entity in designated aspirational districts as identified by government bodies: | State | Aspirational District | Amount (Rs. In Lakhs) | |---|---|---| | Telangana | Bhadradri Kothagudem | 1,082.08 | | Uttarakhand | Haridwar | 592.00 | | Madhya Pradesh | Vidisha | 266.60 | | Assam | Darrang | 241.12 | | Odisha | Malkangiri | 226.34 | | Rajasthan | Baran | 212.73 | | Rajasthan | Jaisalmer | 195.77 | | Bihar | Begusarai | 125.11 | | Haryana | Nuh | 121.16 | | Karnataka | Yadgir | 92.23 | | Chhattisgarh | Sukma | 89.85 | | Madhya Pradesh | Damoh | 86.35 | | Multiple* (12 States) | Multiple* | 974.19 | *Spends in balance 50 Aspirational Districts of the total 62 where ITC had CSR projects. **SECTION: Preferential Procurement Policy** Do you have a preferential procurement policy where you give preference to purchase from suppliers comprising marginalized/vulnerable groups? (Yes/No): ``` ``` **SECTION: Policy on Sustainable Supply Chain and Responsible Sourcing** The Board approved Policy on Sustainable Supply Chain and Responsible Sourcing defines the supply chain partners, which includes farmers. ITC is committed to collaborating with farmers to make them more sustainable and help build their adaptive capacity and resilience to emerging risks like climate change, water stress, and other extreme weather events. ITC is also raising awareness and working with farmers on crop quality, safety, protection, integrity, and traceability, as applicable. **SECTION: Procurement from Marginalized/Vulnerable Groups** Farmers, including women farmers and small landholders, have been identified as marginalized/vulnerable groups. **SECTION: Percentage of Total Procurement by Value** During FY 2023-24, ITC consumed over 2.4 million tonnes of agri raw materials, which is nearly 72% of overall raw materials’ consumption. **SECTION: Benefits Derived from Intellectual Properties** Not Applicable. **SECTION: Corrective Actions on Intellectual Property Disputes** Not Applicable. **SECTION: Details of Beneficiaries of CSR Projects** In the social sector, the two most important stakeholders of ITC are: - Rural communities with whom the Company’s Agri-Businesses have forged long and enduring partnerships. - Communities residing in close proximity to our manufacturing units, situated in urban and semi-rural locations. **SECTION: Business Responsibility and Sustainability Report** The beneficiaries of ITC’s CSR programmes mostly belong to the underprivileged sections of society and small & marginal farmers who face the challenges of securing sustainable livelihoods. These challenges are addressed through the Two Horizon approach of making today’s dominant source(s) of livelihoods sustainable and strengthening capabilities for tomorrow. The Two Horizon strategy ensures an integrated approach to development involving several interventions. **SECTION: CSR Projects Beneficiaries Data** | CSR Projects | No. Of Beneficiaries From CSR Projects (2023-24) | % Of Beneficiaries From Vulnerable And Marginalised Groups | |--------------|--------------------------------------------------|-----------------------------------------------------------| | Climate Smart Agriculture | 10.50 Lakhs | SC / ST – 19%; Female – 19% | | Natural Resources Management - Water Stewardship | 60,600 | SC / ST – 11%; Female – 22% | | On-Farm Livelihood Diversification - Social Forestry | 10,800 | SC / ST – 34%; Female – 28% | | Off-Farm Livelihood Diversification - Improved Animal Husbandry Practices | 2.33 Lakhs | SC / ST – 19%; Female – 40% | | Support to Education | 4.10 Lakhs | Children – 100%; ~50% Girl Children | | Skilling of Youth | 12,500* | SC / ST – 31%; Female – 49% | | Improving Health & Sanitation - Household Sanitation | 6,600 | - | | Improving Health & Sanitation - Waste Management | 25 Lakhs | - | | Improving Health & Sanitation - Mother and Child Health and Nutrition | 14.61 Lakhs | - | | Women Empowerment | 8.17 Lakhs** | SC / ST – 5% | * Includes 1,300 candidates who were trained through other centres after mobilisation by ITC. ** Includes Self Help Group (SHG) members and Financial Literacy programme SHG members. **SECTION: Exclusions** Excludes farmers covered under NITI Aayog partnership programme or any other PPPs."
"**SECTION: 2030 Targets for Key Initiatives** | Objective | Initiatives | UoM | Target 2030 | Achieved till FY 2023-24 | |-----------|-------------|-----|-------------|--------------------------| | Horizon I - Sustainable Livelihoods Today | Climate Smart Agriculture | Lakh Acres | 40 | 27.94 | | Climate Smart Village Area (Sub-part of above) | Lakh Acres | 30 | 19 | | Natural Resources Management to conserve and replenish natural resources critical for agriculture | Lakh Acres | 22 | 16.38 | | Water harvesting structures (including ground water recharge structures) | Nos. | 50,000 | 32,400 | **SECTION: Business Responsibility and Sustainability Report** | Objective | Initiatives | UoM | Target 2030 | Achieved till FY 2023-24 | |-----------|-------------|-----|-------------|--------------------------| | Storage Potential | Million KL | 60 | 54.26 | | Crop Water Use Efficiency | Million KL | 2,000 | 1,090 | | Bio-Diversity Conservation | Lakh Acres | 10 | 4.70 | | Livelihood Diversification to improve incomes and de-risk livelihoods from climate change | On-farm livelihood Diversification – Social Forestry | Lakh Acres | 6.30 | 4.90 | | Off-farm livelihood diversification - Improved Animal Husbandry Practices | Household Coverage | 10 | 7 | | Institutional Support for risk mitigation and reduction of costs of cultivation | Link farmers with Government programmes | No. of Linkages | 50 | 24.75 | | Agri Business Centres | Nos. | 2,000 | 1,158 | | Farmer Producer Organisations | Nos. | 4,000 | 1,660 | **SECTION: Horizon II - Creating Capabilities for Tomorrow** | Objective | Initiatives | UoM | Target 2030 | Achieved till FY 2023-24 | |-----------|-------------|-----|-------------|--------------------------| | Support to Education for improving quality of education and creating conducive learning environment | Improvement in learning outcomes – Children covered | No. in Lakhs | 20 | 15.31 | | Infrastructure support to Government Schools and Anganwadis | Nos. | 4,000 | 3,914 | | Skilling of youth for enabling livelihood and employability | Vocational Training – Youth trained | No. in Lakhs | 2.25 | 1.12 | | Provide access to sanitation and waste management services to improve habitats | Improving Health & Sanitation - Household Toilets constructed | Nos. | 40,000 | 43,804 | | Improving Health & Sanitation - Waste Management (SWM) | No. of Households | 75 | 50.59 | | Provide healthcare and nutrition services to women and children | Beneficiaries covered under Maternal Child Health & Nutrition programme | Nos. in Lakhs | 15 | 14.61 | | Empowering women for reduction in economic and social discrimination | Women covered through livelihood and other microenterprises | Nos. in Lakhs | 2.50 | 1.92 | **SECTION: Business Responsibility and Sustainability Report** **SECTION: Principle 9** Businesses should engage with and provide value to their consumers in a responsible manner. **SECTION: Essential Indicators** 1. **Consumer Complaints Mechanism**: A well-established system continues to be in place for dealing with consumer feedback. Consumers are provided multiple options to connect with the Company through email, telephone, website, social media, feedback forms, etc. The Company’s Businesses have a dedicated consumer response cell to respond to their queries and receive feedback on products to continuously improve upon its products and services. 2. **Turnover of Products/Services**: All products/services of the Company contain relevant information as required under applicable laws. 3. **Number of Consumer Complaints**: | Category | FY 2023-24 | Remarks | FY 2022-23 | Remarks | |----------|------------|---------|------------|---------| | Data privacy | 0 | - | 0 | - | | Advertising | 15 | 1 | 13 | 0 | | Cyber-security | 0 | - | 0 | - | | Delivery of essential Services* | 591 | 135 | 521 | 0 | | Restrictive Trade Practices* | 967 | 38 | 726 | 0 | | Unfair Trade Practices* | 28 | 8 | 13 | 0 | | Others* | 20 | 394 | 1,829 | 17 | 573 | 1,648 | *Definition of complaints under various categories is given below. **SECTION: Category** - Delivery of Essential Services - Restrictive Trade Practices - Unfair Trade Practices - Others **SECTION: Product Recalls on Safety Issues** | Number | Reasons for recall | |--------|--------------------| | Voluntary Recalls | Nil | | Forced Recalls | Nil | **SECTION: Cyber Security Framework** A Cyber Security Committee, led by the Chief Information Officer (CIO), is established to focus specifically on cyber security risks."
"Its primary responsibility is to monitor emerging practices and technologies and provide recommendations to enhance the security of the organisation’s IT systems and infrastructure. The Chief Information Security Officer (CISO) ensures that the cyber security systems remain effective and up-to-date. **SECTION: Corrective Actions on Advertising and Essential Services** Robust systems have been put in place to identify the issues faced by consumers and ensure timely resolution. Efforts are in place to continually strengthen the quality assurance system and improve delivery timelines. **SECTION: Data Breaches Information** - a. Number of instances of data breaches: Nil - b. Percentage of data breaches involving personally identifiable information of customers: Nil - c. Impact, if any, of the data breaches: Nil **SECTION: Leadership Indicators** 1. **Channels for Product Information**: | Products/Initiative | Link | |---------------------|------| | ITC Corporate Website | https://www.itcportal.com | | ITC’s Businesses | https://www.itcportal.com/businesses/index.aspx | | ITCstore.in | https://itcstore.in | | ITC Brands | https://www.itcportal.com/brands-microsite/default.aspx | | Bingo! on Instagram | https://www.instagram.com/bingo_snacks/ | | YiPPee! on Instagram | https://www.instagram.com/sunfeast_yippee/ | | Aashirvaad on Instagram | https://www.instagram.com/aashirvaad/ | | Sunfeast Dark Fantasy on Instagram | https://www.instagram.com/sunfeastdarkfantasy/ | | Mom’s Magic on Instagram | https://instagram.com/sfmomsmagic/ | | Classmate on Instagram | https://instagram.com/classmatebyitc/ | | ITC: Creating Enduring Value for India | https://youtu.be/VwnE4eN_BTk | 2. **Consumer Education on Safe Usage**: All Businesses of the Company comply with the regulations and relevant voluntary codes concerning marketing communications, including advertising, promotion, and sponsorship. The Company’s communications are aimed at enabling consumers to make informed purchase decisions. 3. **Mechanisms for Disruption Notification**: The Company is not engaged in providing essential services. However, necessary mechanisms are in place to inform consumers if any major discontinuation happens in relation to its products and services. 4. **Product Information Display**: ITC’s Businesses have an established system for monitoring customer satisfaction and ensuring that their feedback is addressed systematically. **SECTION: Independent Practitioners’ Reasonable Assurance Report** To the Directors of ITC Limited, Assurance report on the sustainability disclosures in the Business Responsibility and Sustainability Reporting (BRSR) Core attributes of ITC Limited for the period 1 April 2023 to 31 March 2024. **SECTION: Opinion** We have performed a reasonable assurance engagement on whether the Company’s sustainability disclosures in the Identified Sustainability Information for the period 1 April 2023 to 31 March 2024 has been prepared in accordance with the reporting criteria. **SECTION: Basis for Opinion** We conducted our engagement in accordance with International Standard on Assurance Engagements (ISAE) 3000 (Revised). Our responsibilities under those standards are further described in the “Our responsibilities” section of our report. **SECTION: Other Information** Management and the Board of Directors are responsible for the other information. The other information comprises the information included in the Company’s Annual Report. **SECTION: Other Matter** The BRSR for the period from 1 April 2022 to 31 March 2023 was not subject to limited/reasonable assurance engagement. **SECTION: Intended Use or Purpose** ``` ``` **SECTION: Introduction** The ISI and our reasonable assurance report are intended for users who have reasonable knowledge of the BRSR Core attributes, the reporting criteria, and ISI. Users should have read the information in the ISI with reasonable diligence and understand that the ISI is prepared and assured at appropriate levels of materiality. Our opinion is not modified in respect of this matter. **SECTION: Responsibilities for the identified Sustainability Information (ISI)** The management of the Company acknowledges and understands their responsibility for: - Designing, implementing, and maintaining internal controls relevant to the preparation of the ISI that is free from material misstatement, whether due to fraud or error. - Selecting or establishing suitable criteria for preparing the ISI, taking into account applicable laws and regulations related to reporting on the ISI, identification of key aspects, engagement with stakeholders, content, preparation, and presentation of the ISI in accordance with the reporting criteria. - Disclosure of the applicable criteria used for preparation of the ISI in the relevant report/statement. - Preparing/properly calculating the ISI in accordance with the reporting criteria. - Ensuring the reporting criteria is available for the intended users with relevant explanation. - Establishing targets, goals, and other performance measures, and implementing actions to achieve such targets, goals, and performance measures. - Providing details of the management personnel who take ownership of the ISI disclosed in the report. - Ensuring compliance with law, regulation, or applicable contracts. - Making judgments and estimates that are reasonable in the circumstances. - Identifying and describing any inherent limitations in the measurement or evaluation of information subject to assurance in accordance with the reporting criteria."
"- Preventing and detecting fraud. - Selecting the content of the ISI, including identifying and engaging with intended users to understand their information needs. - Informing us of other information that will be included with the ISI. - Supervising other staff involved in the preparation of the ISI. Those charged with governance are responsible for overseeing the reporting process for the Company’s ISI. **SECTION: Inherent limitations in preparing the ISI** The preparation of the Company’s BRSR information requires the management to establish or interpret the criteria, make determinations about the relevancy of information to be included, and make estimates and assumptions that affect the reported information. Measurement of certain amounts and BRSR Core metrics, some of which are estimates, is subject to substantial inherent measurement uncertainty, for example, GHG emissions, water footprint, energy footprint. Obtaining sufficient appropriate evidence to support our opinion/conclusion does not reduce the uncertainty in the amounts and metrics. **SECTION: Our responsibilities** - Planning and performing the engagement to obtain reasonable assurance on the sustainability disclosures in the BRSR Core that are free from material misstatement, whether due to fraud or error, in accordance with the Reporting Criteria. - Forming an independent opinion based on the procedures we have performed and the evidence we have obtained. - Reporting our reasonable assurance opinion to the Directors of ITC Limited. **SECTION: Exclusions** Our assurance scope excludes the following and therefore we will not express a conclusion on the same: - Operations of the Company other than those mentioned in the “Scope of Assurance”. - Aspects of the BRSR and the data/information (qualitative or quantitative) other than the ISI. - Data and information outside the defined reporting period, i.e., from 1 April 2023 to 31 March 2024. - Statements that describe expression of opinion, belief, aspiration, expectation, aim, or future intentions provided by the Company. **SECTION: Summary of the work we performed as the basis for our conclusion** We exercised professional judgment and maintained professional skepticism throughout the engagement. We designed and performed our procedures to obtain evidence that is sufficient and appropriate to provide a basis for our reasonable assurance opinion. The nature, timing, and extent of the procedures selected depended on our judgment, including an assessment of the risks of material misstatement of the information subject to reasonable assurance, whether due to fraud or error. We identified and assessed the risks of material misstatement through understanding the information subject to reasonable assurance and the engagement circumstances. We also obtained an understanding of the internal control relevant to the information subject to reasonable assurance in order to design procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on the effectiveness of internal controls. In carrying out our engagement, we: - Assessed the suitability of the criteria used by the Company in preparing the reasonable assurance information. - Evaluated the appropriateness of reporting policies, quantification methods, and models used in the preparation of the information subject to reasonable assurance and the reasonableness of estimates made by the Company. - Performed substantive testing of data related to ISI, limited to 20 operational locations of the Company. - Evaluated the overall presentation of the information subject to reasonable assurance. **SECTION: Business Responsibility and Sustainability Report** **SECTION: REPORT AND ACCOUNTS 2024** **SECTION: Annexure – 1** **SECTION: BRSR Core attributes** | BRSR Indicator | Type of Assurance | |----------------|-------------------| | P1 E8 - Number of days of accounts payable | Reasonable | | P1 E9 - Concentration of purchases & sales done with trading houses, related parties Loans and advances & investments with related parties | Reasonable | | P3 E1c - Spending on measures towards well-being of employees and workers – cost incurred as a % of total revenue of the company | Reasonable | | P3 E11 - Details of safety related incidents including lost time injury frequency rate, recordable work-related injuries, no."
"of fatalities | Reasonable | | P5 E3b - Gross wages paid to females as % of wages paid | Reasonable | | P5 E7 - Complaints filed under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, including complaints reported, complaints as a % of female employees, and complaints upheld | Reasonable | | P6 E1 - Details of total energy consumption (in Joules or multiples) and energy intensity | Reasonable | | P6 E3 - Provide details of the following disclosures related to water: water withdrawal by source, volume of water consumption, water intensity metrics | Reasonable | | P6 E4 - Provide the following details of water discharged: water discharge by destination and level of treatment | Reasonable | | P6 E7 - Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity | Reasonable | | P6 E9 - Provide details related to waste management by the entity | Reasonable | | P8 E4 - Input material sourced from the following sources as % of total purchases Directly sourced from MSMEs/small producers and from within India | Reasonable | | P8 E5 - Job creation in smaller towns | Reasonable | | P9 E7 - Instances involving loss/breach of data of customers as a percentage of total data breaches or cybersecurity events | Reasonable | **SECTION: ITC Infotech's ""ORBITNEXT"" with Blazeclan** ITC Infotech signed a definitive agreement to acquire 100% shareholding of Blazeclan Technologies Private Limited – a born-in-the-cloud consulting company providing Cloud services on AWS, Azure, and GCP. The acquisition reiterates the company’s commitment to help clients steer their digital transformation journey and deliver business outcomes built on the foundation of strong Cloud capabilities. **SECTION: Sustained momentum of capability-led growth and differentiation** FY 2023-24 marked the sustained growth and global expansion of ITC Infotech, through capability-led strategic partnerships with key clients, towards the next orbit of its growth and differentiation. ITC Infotech stayed relevant to the evolving business priorities of its clients by jointly investing in their growth and transformation agendas. **SECTION: We Enhanced the Portfolio of Differentiated Capabilities** ITC Infotech’s portfolio of client and industry-focused capabilities includes Data & Analytics, Direct to Consumer (D2C), Open Hospitality (Hotels-in-a-Box), PLM-led Digital Thread Solutions, Digital Manufacturing, SAP S/4 HANA, and Cloud, amongst others. The company continued to invest in institutionalizing delivery excellence and building focused capabilities to drive client relevance, scale, and differentiation. The company remained committed to pursuing inorganic opportunities in strategic priority areas to augment and scale its portfolio of capabilities. **SECTION: Our Capabilities Received Sustained Recognition from Analysts** ITC Infotech's investments in building technology-led solutions and offerings in future-focused capabilities were acknowledged in global benchmarking reports across analyst firms. The company was recognized as ‘Disruptor’ across several Avasant RadarViewTM service provider benchmarking reports, including ‘Digital CX Services’, ‘Data Management and Advanced Analytics’, ‘Manufacturing Smart Industry’, ‘Internet of Things’, ‘End-user Computing’, ‘Digital Workplace’, and ‘Intelligent Automation’. The company was recognized as ‘Disruptor’ by HfS in ‘Horizons: Retail and CPG Service Providers, 2023’. The company received two ISG ‘Star of ExcellenceTM’ Awards in the categories of ‘Universal ISV/Cloud Vendor Ecosystem’ and ‘Industry Award for CPG + Retail’. **SECTION: Focus on Large Deals enabled our Global Expansion** ITC Infotech’s focus on large deals, including the Strategic Partner Agreement with PTC Inc. in FY 2022-23 to start a new Service Line, ‘DxP Services’; and the multi-year, multi-million deal in FY 2023-24 from an existing marquee client, enabled it to strengthen its portfolio of capabilities, bolster its mid-term revenue growth, and enabled its global expansion. **SECTION: View of Our Expanded Global Footprint** To support the growing business and client requirements, during the year, ITC Infotech expanded its global footprint by setting up new subsidiaries in Mexico and Saudi Arabia as well as a new Branch in British Columbia (Canada). **SECTION: Employee-centricity is at the Core of our Strategy** ITC Infotech sustained its investments in attracting, training, and retaining high-quality talent, particularly in niche and future-focused technologies to support the evolving business priorities of its clients and to help them succeed in the global technology landscape. The company strengthened its employee-centric and high-performance work culture through a comprehensive employee value proposition which drives holistic well-being and growth. The company continued to build leadership strength through curated leadership development programs and strengthened employee competencies through domain & technology-led training and career development programs."
"**SECTION: Reinforcement of our Commitment to Sustainability** ITC Infotech strengthened its Environment Social & Governance (ESG) framework through a structured materiality assessment, aligned to its client, employee, and industry requirements. The company charted out a comprehensive multi-year blueprint, leveraging best-in-class peer and industry benchmarks in ESG. **SECTION: Creating Enduring Institutions** **SECTION: CII-ITC Centre of Excellence for Sustainable Development** To ensure wider adoption of the ‘Triple Bottom Line’ philosophy across the Industry, your Company established the ‘CII – ITC Centre of Excellence for Sustainable Development’ (CESD) in 2006 in collaboration with the Confederation of Indian Industry (CII). The Centre continues to focus on its endeavor to promote sustainable business practices amongst Indian enterprises. The major highlights during the year include the following: **SECTION: Climate Change** - An initiative of the Centre, the CII Climate Action Charter (CCAC) provides a platform for Indian businesses to map Climate Change as a material risk across value chains and develop long-term actions to build resilience. Currently, the Charter has more than 300 signatories from across industry sectors. - The Centre launched the “Industry’s Priorities for COP28, Dubai: Indian Industry Perspective Report” during the Round Table on ‘Decentralised Renewable Energy (DRE) for SDG7: Powering livelihoods with clean energy’ on December 4, 2023, organized by the Centre, Ministry of New and Renewable Energy (MNRE), and International Solar Alliance (ISA). - In collaboration with MoEF&CC, the Centre actively contributed to the formulation of the National Inventory of Greenhouse Gases related to the Industrial Processes and Product Use (IPPU) sector. This collaborative effort was part of India’s Third National Communications (NATCOM) to the United Nations Framework Convention on Climate Change (UNFCCC). - The Centre led efforts to frame a policy paper under the B20 Taskforce on Energy, Climate Change, and Resource Efficiency. The paper was finalized through consultations and shared with the G20 representatives for consideration. 160+ members shared their suggestions for the policy paper. The Taskforce also developed a policy brief on Decarbonisation of Emerging G20 Countries. - During the B20 Summit 2023, 2 sessions on Environment, Social and Governance (ESG) were organized by the Centre including a session on ‘Sustainability & Development Imperatives and the Role of Standards’. The session highlighted the need for sustainability reporting for companies with a simple, clearly defined sustainability standard, ensuring that standards, KPIs, thresholds, and ratings consider applicability, relevance, and prioritization of the Global South. The Centre also released the Policy Paper under B20 India Action Council on ESG in Business emphasizing the imperative for convergence on ESG standards and underscoring the role of the private sector in driving these transformations. **SECTION: ITC Sangeet Research Academy** ITC envisioned that the Company could play a major role in the preservation and propagation of India’s rich musical heritage. The ITC Sangeet Research Academy (ITC SRA) was established in 1977 as an independent Public Charitable Trust with the aim of dissemination of knowledge in traditional forms and techniques of Hindustani classical music. ITC SRA is an embodiment of your company’s sustained commitment to a priceless national heritage. ITC SRA’s driving force is enduring excellence in the education of Hindustani classical Music. The methodology of training is based on the age-old principles of ‘Guru Shishya Parampara’. The Academy is modeled as a professionally-run institution that epitomizes the teaching of Hindustani Raga music. Through its eminent Gurus, it imparts intensive training and quality education in Hindustani classical music to its Scholars. The present Gurus of the Academy are Padma Bhushan Pandit Ajoy Chakrabarty, Padmashri Pandit Ulhas Kashalkar, Pandit Partha Chatterjee, Pandit Uday Bhawalkar, Vidushi Subhra Guha, Shri Omkar Dadarkar, Shri Abir Hossain, and Shri Brajeswar Mukherjee. The focus of the Academy remains the nurturing of exceptionally gifted students carefully hand-picked from across India, who receive full scholarships to reside and pursue music education in the Academy’s campus and in other designated locations under the tutelage of the country’s most distinguished musicians. The Scholars of the Academy have excelled in many ways, receiving national scholarships given by both the Ministry of Human Resources and the Ministry of Culture, Government of India, and qualifying for other prestigious awards and accolades. They perform in very well-attended music festivals organized by the Academy in Kolkata, including the prestigious ITC Sangeet Sammelan. Additionally, through collaborations with organizers all over the country, the Academy presents its Scholars and young musicians in ITC Mini Sangeet Sammelans, concerts, and Baithaks in cities like Kanpur, Chennai, Vadodara, Ahmedabad, Dehradun, etc., enabling the Academy to fulfill its avowed objective of preserving and propagating Hindustani Classical Music."
"The objective of ITC SRA is to create the next generation of masters of Hindustani Classical Music for the continued propagation of a priceless legacy. **SECTION: Awards & Accolades** **SECTION: Major Awards & Certifications 2023-2024** - Mr. Sanjiv Puri, Chairman & Managing Director, was honoured with the ‘Business Leader of the Year Award’ by the All India Management Association. - Mr. Sanjiv Puri, Chairman & Managing Director, was conferred the Best CEO Award in the ‘Large Companies’ category by Business Today. - Mr. Sanjiv Puri, Chairman & Managing Director, was awarded the Transformational Leader Award by the Asian Centre for Corporate Governance and Sustainability. - ITC was declared the winner in the Large Enterprises – Manufacturing Industry category at the ‘Financial Express CFO Awards’. - ITC entered the prestigious ‘A’ List for ‘CDP Water’ and retained the ‘A-’ Leadership in ‘CDP Climate’ for the 3rd consecutive year (Asia & Global average of ‘C’). - ITC became the first Indian company to win the prestigious ‘Global Kaizen Award’ for its Panchla ICML facility at the 5th Edition of the Global KAIZEN™ Awards 2023 at Lisbon, Portugal. - ITC has won the first ‘UNDP-Mahatma Biodiversity Award’ for its human-centric approaches to biodiversity with intensive community engagement. - ITC was conferred the ‘Business Leader of the Year - ESG Award’ at the 50th edition of the ChemTECH Leadership and Excellence Awards 2024. - ITC’s 5 factories - Foods unit at Ranjangaon; Cigarette factories in Ranjangaon, Bengaluru, and Saharanpur; and Green Leaf Threshing unit in Mysuru, received the prestigious AWS Platinum level certification, the highest global recognition for water stewardship. - ITC Hotels was recognized as the best Luxury Hotel Chain for the 5th consecutive year at ‘Travel + Leisure India’s Best Awards 2023’. - ITC Savlon’s Swasth India Mission - Hand Ambassador campaign won 7 trophies and ITC Fiama’s ‘Talking Memes’ campaign won 8 trophies at the ‘Kyoorius Creative Awards’ 2023. - ITC’s Education and Stationery Products Business won a Gold at the ‘Wow Awards Asia’ for the ‘Classmate All Rounder’ competition. - ITC’s Paperboards & Specialty Papers Business was recognized as the Asia-Pacific winner of the ‘Special Award for Sustainability’ at the IDC Future Enterprise Awards 2023 for exemplary digital business models. - ITC’s Packaging Business won 3 prestigious prizes at the WorldStar Awards 2024. The Business also won several national level awards such as the ‘IFCA Star Awards’ and ‘SIES SOP Star Awards’ for excellence in Packaging. - ITC’s Agri Business won the 1st prize in the ‘FICCI Sustainable Agriculture Award’ 2023 for its natural resource management and climate-resilient agriculture programmes. **SECTION: Major Awards & Certifications over the Years** - 12 ITC Hotels became the first in the world to receive the LEED® Zero Carbon Certification; 4 ITC Hotels also became the first in the world to achieve the LEED® Zero Water Certification. ``` ``` **SECTION: Awards and Recognitions** - ITC was awarded the First Prize in the ‘Best Industry for CSR Activities’ category by the Ministry of Jal Shakti, Government of India, at the 3rd National Water Awards 2020. - ITC was conferred the ‘Best Governed Company’ Award in the Listed Segment: Large category by the ICSI at the 20th ICSI National Awards for Excellence in Corporate Governance. - Mr. Sanjiv Puri, Chairman & Managing Director, was honoured with the ‘Distinguished Alumnus Award of the Year 2018’ conferred by IIT, Kanpur in recognition of his achievements of exceptional merit. - Mr. Sanjiv Puri was conferred ‘The IMPACT Person of the Year, 2020’ Award by exchange4media, a leading online news platform. - Mr. Sanjiv Puri was ranked one of India’s Most Valuable CEOs by BW Businessworld. - ITC’s Life Sciences and Technology Centre was ranked ‘Top Innovator’ in India amongst Indian pharma and healthcare private companies. - ITC’s Kovai unit received the Platinum level certification, the highest recognition for water stewardship in the world, based on international benchmarks, from the Alliance for Water Stewardship. - ITC won the prestigious Porter Prize 2017 for ‘Excellence in Corporate Governance and Integration’ and for its exemplary contribution in ‘Creating Shared Value’. - ITC’s leading hygiene brand Savlon bagged 7 awards at the coveted Cannes Lions 2017. - ITC Limited became the 1st company to win the India Today Safaigiri Corporate Trailblazer Award 2016. - ITC’s Paperboards and Specialty Papers units at Bhadrachalam, Bollaram, Kovai, and Tribeni are FSC Chain of Custody certified. - ITC was presented the World Business and Development Award at the Rio+20 UN Summit for its Social and Farm Forestry initiative."
"For other awards and accolades, please refer to www.itcportal.com. **SECTION: ITC Next: Shaping a Future-Ready Enterprise that Puts Nation First** **SECTION: Farmer Empowerment** - Increasing productivity & farmer income, promoting climate-smart agriculture, creating market linkages. - ITCMAARS bringing digital technology to farmers, supporting over 1650 FPOs; covering more than 15 lakh farmers. **SECTION: Water Stewardship** - Over 16 lakh acres covered. - Over 32,400 water harvesting structures built. - Around 15 lakh acres covered under demand side management. **SECTION: Afforestation** - Over 11.6 lakh acres greened. - About 21.2 crore person-days of employment supported. **SECTION: Biodiversity** - Over 4.7 lakh acres restored. **SECTION: Skilling** - Over 1 lakh youth trained. **SECTION: Renewable Energy** - 50% of energy consumed from renewable sources. **SECTION: Climate Smart Agriculture** - Over 10 lakh farmers benefitted. - Around 28 lakh acres covered. **SECTION: Women Economic Empowerment** - Over 1.9 lakh women benefitted. - Financial Literacy programme has covered over 28.5 lakh women. **SECTION: Support to Education** - Over 15 lakh children covered. **SECTION: Health & Sanitation** - Nearly 44,000 Individual Household Toilets constructed. **SECTION: Maternal & Child Healthcare and Nutrition** - Over 14.6 lakh women covered. **SECTION: Livestock Development** - Over 22 lakh milch animals covered. - Over 7 lakh animal owners benefitted. **SECTION: Solid Waste Management** - Over 2.5 crore citizens covered under Well-being Out of Waste. **SECTION: Enduring Value** - Plastic Neutral since 2021-22. - Pioneer of Green Building Movement in India. - 40 Green Buildings &reg; Zero Carbon certified hotels. - World’s first 12 LEED &reg; Zero Carbon data centre. - World’s first LEED &reg; Zero Water certified hotels. - World’s first 4 LEED certified sites in India are ITC Sites. ITC is the only enterprise in the world to be water positive for 22 years, carbon positive for 19 years, and solid waste recycling positive for 17 years. **SECTION: ITC Limited** CIN: L16005WB1910PLC001985 Registered Office: Virginia House, 37 Jawaharlal Nehru Road, Kolkata 700 071 Tel: +91 33 2288 9371 Fax: +91 33 2288 2358 E-mail: isc@itc.in Website: www.itcportal.com **SECTION: NOTICE OF 113TH ANNUAL GENERAL MEETING** NOTICE IS HEREBY GIVEN that the Hundred and Thirteenth Annual General Meeting of the Members of ITC Limited will be held on Friday, 26th July, 2024, at 10.30 a.m. (IST), through Video Conferencing / Other Audio Visual Means, for the transaction of the following businesses: **SECTION: ORDINARY BUSINESS** 1. To consider and adopt the Financial Statements of the Company for the financial year ended 31st March, 2024, the Consolidated Financial Statements for the said financial year and the Reports of the Board of Directors and the Auditors thereon. 2. To confirm Interim Dividend of ` 6.25 per Ordinary Share of ` 1/- each and declare Final Dividend of ` 7.50 per Ordinary Share for the financial year ended 31st March, 2024. 3. To appoint a Director in place of Mr. Sunil Panray (DIN: 09251023) who retires by rotation and, being eligible, offers himself for re-election. 4. To appoint a Director in place of Mr. Supratim Dutta (DIN: 01804345) who retires by rotation and, being eligible, offers himself for re-election. 5. To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: “Resolved that, in accordance with the provisions of Sections 139 and 142 of the Companies Act, 2013, Messrs. S R B C & CO LLP, Chartered Accountants (Registration No. 324982E/E300003), be and are hereby re-appointed as the Auditors of the Company from the conclusion of this Meeting to hold such office for a period of five years till the conclusion of the Hundred and Eighteenth Annual General Meeting at a remuneration not exceeding ` 3,85,00,000/- (Rupees Three Crores and Eighty Five Lakhs only), with authority to the Board of Directors of the Company to decide on such remuneration, for conduct of audit for the financial year 2024-25, payable in one or more instalments, plus goods and services tax as applicable and reimbursement of out-of-pocket expenses incurred.” **SECTION: SPECIAL BUSINESS** **SECTION: 6.** To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: “Resolved that, in accordance with the provisions of Section 152 of the Companies Act, 2013, Dr. Alok Pande (DIN: 10631871) be and is hereby appointed as a Director of the Company, liable to retire by rotation, with effect from the date following the date of this meeting, i.e."
"27th July, 2024, for a period of three years or till such earlier date upon withdrawal by the recommending Institution or to conform with the policy on retirement and as may be determined by the Board of Directors of the Company and/or by any applicable statutes, rules, regulations or guidelines.” **SECTION: 7.** To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: “Resolved that, in accordance with the provisions of Section 152 of the Companies Act, 2013, Mr. Sunil Panray (DIN: 09251023) be and is hereby re-appointed as a Director of the Company, liable to retire by rotation, with effect from 20th December, 2024 for a period of five years or till such earlier date upon withdrawal by the recommending Institution or to conform with the policy on retirement and as may be determined by the Board of Directors of the Company and/or by any applicable statutes, rules, regulations or guidelines.” **SECTION: 8.** To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: “Resolved that, in accordance with the provisions of Section 197 of the Companies Act, 2013, consent be and is hereby accorded to variation in the terms of remuneration payable to Mr. Sumant Bhargavan (DIN: 01732482), Wholetime Director, with effect from 1st October, 2024 for the residual period of his current term of appointment, i.e. up to 11th July, 2025, as set out in the Explanatory Statement annexed to the Notice convening this Meeting.” **SECTION: 9.** To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: “Resolved that, in accordance with the provisions of Section 197 of the Companies Act, 2013, consent be and is hereby accorded to variation in the terms of remuneration payable to Mr. Supratim Dutta (DIN: 01804345), Wholetime Director, with effect from 1st October, 2024 for the residual period of his current term of appointment, i.e. up to 21st July, 2025, as set out in the Explanatory Statement annexed to the Notice convening this Meeting.” **SECTION: 10.** To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: “Resolved that, in accordance with the provisions of Section 197 of the Companies Act, 2013, consent be and is hereby accorded to variation in the terms of remuneration payable to Mr. Hemant Malik (DIN: 06435812), Wholetime Director, with effect from 1st October, 2024 for the residual period of his current term of appointment, i.e. up to 11th August, 2026, as set out in the Explanatory Statement annexed to the Notice convening this Meeting.” **SECTION: 11.** To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: “Resolved that, in accordance with the provisions of Sections 196 and 197 of the Companies Act, 2013, Mr. Sumant Bhargavan (DIN: 01732482) be and is hereby re-appointed as a Director, liable to retire by rotation, and also as a Wholetime Director of the Company with effect from 12th July, 2025 for a period of two years or till such earlier date to conform with the policy on retirement and as may be determined by the Board of Directors of the Company and/or by any applicable statutes, rules, regulations or guidelines, on such remuneration as set out in the Explanatory Statement annexed to the Notice convening this Meeting.” **SECTION: 12.** To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: “Resolved that, in accordance with the provisions of Sections 196 and 197 of the Companies Act, 2013, Mr."
"Supratim Dutta (DIN: 01804345) be and is hereby re-appointed as a Director, liable to retire by rotation, and also as a Wholetime Director of the Company with effect from 22nd July, 2025 for a period of three years or till such earlier date to conform with the policy on retirement and as may be determined by the Board of Directors of the Company and/or by any applicable statutes, rules, regulations or guidelines, on such remuneration as set out in the Explanatory Statement annexed to the Notice convening this Meeting.” **SECTION: 13.** To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: “Resolved that, in accordance with the provisions of Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), consent be and is hereby accorded to the Company for entering into and/or continuing to enter into contracts/arrangements/transactions with British American Tobacco (GLP) Limited, United Kingdom (‘BAT GLP’), a related party in terms of Regulation 2(1)(zb) of the Listing Regulations, for sale of unmanufactured tobacco of Indian origin (including storage/holding charges etc.) and purchase of unmanufactured tobacco of international origins, as set out in the Explanatory Statement annexed to the Notice convening this Meeting and on such terms and conditions as may be mutually agreed between the parties, such that the maximum value of the contracts/arrangements/transactions with BAT GLP, in the aggregate, does not exceed ` 2,350 Crores (Rupees Two Thousand Three Hundred and Fifty Crores only) during the financial year 2025-26. Resolved further that the Board of Directors of the Company (ʻthe Boardʼ, which term shall be deemed to include the Audit Committee) be and is hereby authorised to perform and execute all such acts, deeds, matters and things, including delegation of all or any of the powers conferred herein, as may be deemed necessary, proper or expedient to give effect to this Resolution and for the matters connected therewith or incidental thereto, and also to settle any issue, question, difficulty or doubt that may arise in this regard as the Board in its absolute discretion may deem fit or desirable, subject to compliance with the applicable laws and regulations, without the Board being required to seek any further consent/approval of the Members.” **SECTION: 14.** To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: “Resolved that, in accordance with the provisions of Section 148 of the Companies Act, 2013, the remuneration of Messrs. ABK & Associates, Cost Accountants, appointed by the Board of Directors of the Company as the Cost Auditors to conduct audit of cost records maintained by the Company in respect of ‘Wood Pulp’ and ‘Paper and Paperboard’ products for the financial year 2024-25, at ` 5,00,000/- (Rupees Five Lakhs only) plus goods and services tax as applicable and reimbursement of out-of-pocket expenses incurred, be and is hereby ratified.” **SECTION: 15.** To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: “Resolved that, in accordance with the provisions of Section 148 of the Companies Act, 2013, the remuneration of Messrs. S. Mahadevan & Co., Cost Accountants, appointed by the Board of Directors of the Company as the Cost Auditors to conduct audit of cost records maintained in respect of all applicable products of the Company, other than ‘Wood Pulp’ and ‘Paper and Paperboard’ products, for the financial year 2024-25, at ` 6,50,000/- (Rupees Six Lakhs and Fifty Thousand only) plus goods and services tax as applicable and reimbursement of out-of-pocket expenses incurred, be and is hereby ratified. The Record Date fixed for the purpose of determining entitlement of the Members to the Final Dividend for the financial year ended 31st March, 2024 is Tuesday, 4th June, 2024, and such Dividend, if declared, will be paid between Monday, 29th July, 2024 and Wednesday, 31st July, 2024 to those Members entitled thereto. By Order of the Board ITC Limited R. K. Singhi Executive Vice President & Company Secretary Dated: 23rd May, 2024. **SECTION: NOTES:** 1. Explanatory Statement, pursuant to Section 102 of the Companies Act, 2013 (‘the Act’), relating to the Special Business to be transacted at this Annual General Meeting (‘AGM’) is annexed. Additional information, pursuant to Regulation 36(5) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, with respect to re-appointment of the Auditors of the Company, as proposed under Item No. 5 of this Notice under Ordinary Business, is also provided in the Explanatory Statement. 2."
"Since this AGM is being held through Video Conferencing (‘VC’)/Other Audio Visual Means (‘OAVM’), - Members will not be able to appoint proxies for the meeting, and - Attendance Slip & Route Map are not annexed to this Notice. 3. Corporate Members are requested to send a certified copy of the Board Resolution authorising their representative to attend this AGM, pursuant to Section 113 of the Act, through e-mail at itcagm2024@itc.in or by post to the Investor Service Centre of the Company (ʻISCʼ) at 37 Jawaharlal Nehru Road, Kolkata 700 071. 4. In terms of Section 108 of the Act read with Rule 20 of the Companies (Management and Administration) Rules, 2014, the Resolutions for consideration at this AGM will be transacted through remote e-voting (i.e. facility to cast vote prior to the AGM) and also e-voting during the AGM, for which purpose the Board of Directors of the Company (ʻthe Boardʼ) have engaged the services of National Securities Depository Limited (‘NSDL’). The Board has appointed Mr. R. L. Auddy, Senior Solicitor and Partner, Messrs. Sandersons & Morgans, Advocates & Solicitors, as the Scrutinizer to scrutinize the process of e-voting. Detailed instructions for attending the AGM and also for e-voting are annexed. 5. Remote e-voting will commence at 9.00 a.m. (IST) on Monday, 22nd July, 2024 and will end at 5.00 p.m. (IST) on Thursday, 25th July, 2024, when remote e-voting will be blocked by NSDL. 6. Voting rights will be reckoned on the paid-up value of the shares registered in the name of the Members on Friday, 19th July, 2024 (cut-off date). Only those Members whose names are recorded in the Register of Members of the Company or in the Register of Beneficial Owners maintained by the Depositories as on the cut-off date will be entitled to cast their votes by remote e-voting or e-voting during the AGM. Those who are not Members on the cut-off date should accordingly treat this Notice as for information purposes only. ``` ``` **SECTION: Income-tax Act and Dividend Income** Pursuant to the Income-tax Act, 1961, dividend income is taxable in the hands of the Members, and the Company is required to deduct tax at source from such dividend at the prescribed rates. A separate communication providing detailed information and instructions regarding tax on the Final Dividend for the financial year ended 31st March, 2024, is being sent to the Members. This communication will also be made available on the Company’s corporate website www.itcportal.com. **SECTION: Unclaimed Dividend** Unclaimed dividend for the financial year 2016-17 and the shares in respect of which dividend entitlements remain unclaimed for seven consecutive years will be due for transfer to the Investor Education and Protection Fund of the Central Government on 2nd September, 2024, pursuant to Section 124 of the Act read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016. Members are requested to claim the said dividend, details of which are available on the Company’s corporate website at http://info-dividend-shares.itcportal.com/popup_new.aspx. ISC will not be able to entertain any claim received after 30th August, 2024, in respect of the same. **SECTION: Electronic Communication of AGM Notice** In conformity with the Circulars issued by the Ministry of Corporate Affairs, Government of India, and the Securities and Exchange Board of India, the Notice of this AGM and the Report and Accounts 2024 are being sent only through electronic mode to those Members who have registered their e-mail address with the Company or with the Depositories. Members desirous of obtaining physical copies of the said Notice and the Report and Accounts 2024 may send a request to the Company, mentioning their name and DP ID & Client ID / folio number, through e-mail at isc@itc.in or by post to ISC. **SECTION: Registration of E-mail Address** Members who hold shares in certificate form or who have not registered their e-mail address with the Company or with the Depositories and wish to receive the AGM Notice and the Report and Accounts 2024, or attend the AGM, or cast their votes through remote e-voting or e-voting during the AGM are required to register their e-mail address with the Company at https://eform.itcportal.com. Alternatively, Members may send a letter requesting the registration of their e-mail address, mentioning their name and DP ID & Client ID / folio number, through e-mail at isc@itc.in or by post to ISC."
"**SECTION: Speaker Registration for AGM** Members who would like to express their views or ask questions regarding the agenda item(s) of the meeting may register themselves as a speaker by sending an e-mail to the Executive Vice President & Company Secretary at itcagm2024@itc.in from their registered e-mail address, mentioning their name, DP ID & Client ID / folio number, and mobile number. Only those Members who have registered themselves as speakers by 10.30 a.m. (IST) on Monday, 22nd July, 2024, will be able to express their views / ask questions / seek clarifications at the meeting. The Company reserves the right to restrict the number of questions and/or number of speakers, depending upon the availability of time, for the smooth conduct of the AGM. Further, Members who would like to have their questions/queries responded to during the AGM are requested to send such questions/queries in advance to the Executive Vice President & Company Secretary at itcagm2024@itc.in within the aforesaid time period. **SECTION: Inspection of Registers** The Register of Directors and Key Managerial Personnel and their shareholding under Section 170 of the Act, the Register of contracts with related parties, and contracts and bodies etc. in which Directors are interested under Section 189 of the Act, and the Certificate from the Secretarial Auditors in respect of the Company’s Employee Stock Option Schemes will be available for inspection through electronic mode during the AGM. Members are required to send a request to the Executive Vice President & Company Secretary at itcagm2024@itc.in. **SECTION: Webcasting of AGM Proceedings** The Company will be webcasting the proceedings of the AGM on its corporate website www.itcportal.com. The transcript of the AGM proceedings will also be made available on the Company’s website. **SECTION: Explanatory Statement** Annexed to the Notice convening the Hundred and Thirteenth Annual General Meeting on Friday, 26th July, 2024. **SECTION: Item No. 5 - Re-appointment of Auditors** The Members at the 108th Annual General Meeting (AGM) held on 12th July, 2019, approved the appointment of Messrs. S R B C & CO LLP, Chartered Accountants (‘SRBC’), as the Auditors of the Company for a period of five years from the conclusion of the said AGM. SRBC will complete their present term on conclusion of this AGM. The Board of Directors of the Company (‘the Board’) at the meeting held on 23rd May, 2024, on the recommendation of the Audit Committee (‘the Committee’), recommended for the approval of the Members, the re-appointment of SRBC as the Auditors of the Company for a period of five years from the conclusion of this AGM till the conclusion of the 118th AGM, in terms of Section 139 of the Companies Act, 2013 (‘the Act’) read with the Companies (Audit and Auditors) Rules, 2014. On the recommendation of the Committee, the Board also recommended for the approval of the Members, the remuneration of SRBC for the financial year 2024-25, as set out in the Resolution. SRBC, established in the year 2002, is a member firm in India of Ernst & Young Global Limited and is a part of S. R. Batliboi & Affiliates network of audit firms. As of 31st March, 2024, the said network of audit firms had 120 partners and employed more than 4,300 people. SRBC have given their consent to act as the Auditors of the Company and have also confirmed compliance with the conditions prescribed under Sections 139 and 141 of the Act read with the Rules thereunder. None of the Directors and Key Managerial Personnel of the Company, or their relatives, is interested in this Resolution. The Board recommends this Ordinary Resolution for your approval. **SECTION: Item No. 6 - Appointment of Non-Executive Director** The Board of Directors of the Company (‘the Board’) at the meeting held on 23rd May, 2024, on the recommendation of the Nomination & Compensation Committee, recommended for the approval of the Members, the appointment of Dr. Alok Pande as a Non-Executive Director of the Company, as set out in the Resolution. Dr. Pande, if appointed, will represent the Specified Undertaking of the Unit Trust of India (SUUTI). Additional information in respect of Dr. Pande, including his brief resume, pursuant to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Secretarial Standard on General Meetings, is provided below: Dr. Alok Pande (52), a senior Civil Servant specialized in Finance, is presently Additional Secretary, Department of Investment and Public Asset Management (DIPAM), Ministry of Finance, Government of India."
"He holds a Bachelor Degree in Engineering (Mechanical) from the Motilal Nehru National Institute of Technology, Allahabad, and has also completed Fellow Programme in Management (Doctorate) from the Indian Institute of Management, Bangalore, in the area of capital markets. Dr. Pande joined the Indian Postal Service in 1994. In his career spanning over 29 years, he has held various positions in the Government of India, including Joint Secretary - DIPAM, and Director - Department of Financial Services (DFS) in the Ministry of Finance. As Joint Secretary, he handled the IPO of the Life Insurance Corporation of India and played a key role in the listing of three Government companies viz., Mazagon Dock Shipbuilders Limited, Indian Railway Finance Corporation Limited, and RailTel Corporation of India Limited. As Director - DFS, he was instrumental in the launch and execution of the Pradhan Mantri Jan Dhan Yojana. Dr. Pande has also handled the IT Project of the Department of Posts, Ministry of Communications, as Deputy Director General. Presently, Dr. Pande is on the Board of Advisors of SUUTI and a Director on the Boards of Indian Bank, AI Assets Holding Limited, AI Engineering Services Limited, and AI Airport Services Limited. He was earlier on the Board of Indian Overseas Bank from 2011 to 2016. He is not a Member of any Board Committee of these companies. Apart from Indian Bank, he has not been a Director of any other listed entity during the last three years. In addition to sitting fees for attending the meetings of the Board & its Committees and coverage under Personal Accident Insurance, Dr. Pande, similar to the other Non-Executive Directors, would be entitled to remuneration by way of commission ranging between ₹ 1,00,00,000/- and ₹ 1,30,00,000/- per annum, as may be determined by the Board. Dr. Pande, pursuant to Section 152 of the Companies Act, 2013 (‘the Act’), has given his consent to act as a Director of the Company, and requisite Notice, pursuant to Section 160 of the Act, proposing his appointment as a Director of the Company has been received; he also possesses appropriate skills, expertise, and competencies in the context of the Company’s businesses, particularly in the areas of financial management, administrative experience, and stakeholder engagement. Dr. Pande neither holds any share in the Company (in individual capacity or on a beneficial basis for any other person) nor is he related to any of the Directors or Key Managerial Personnel of the Company. None of the Directors and Key Managerial Personnel of the Company, or their relatives, is interested in this Resolution. The Board recommends this Ordinary Resolution for your approval. **SECTION: Item No. 7 - Re-appointment of Non-Executive Director** The Members on 15th December, 2021, approved the appointment of Mr. Sunil Panray as a Non-Executive Director of the Company for a period of three years with effect from 20th December, 2021. Mr. Panray, who represents Tobacco Manufacturers (India) Limited, a subsidiary of British American Tobacco p.l.c., will complete his present term on 19th December, 2024. The Board of Directors of the Company (‘the Board’) at the meeting held on 23rd May, 2024, on the recommendation of the Nomination & Compensation Committee (the Committee), recommended for the approval of the Members, the re-appointment of Mr. Panray as a Non-Executive Director of the Company, as set out in the Resolution. The Committee and the Board are of the view that given the contribution to Board processes by Mr. Panray and his knowledge, time commitment, experience, and performance, his continued association would benefit the Company; he also possesses appropriate skills, expertise, and competencies in the context of the Company’s businesses, particularly in the areas of industry knowledge, strategic insight, and business management. In addition to sitting fees for attending the meetings of the Board & its Committees and coverage under Personal Accident Insurance, Mr. Panray, similar to the other Non-Executive Directors, would be entitled to remuneration by way of commission ranging between ₹ 1,00,00,000/- and ₹ 1,30,00,000/- per annum, as may be determined by the Board. Mr. Panray, pursuant to Section 152 of the Companies Act, 2013 (‘the Act’), has given his consent to act as a Director of the Company, and requisite Notice, pursuant to Section 160 of the Act, proposing his re-appointment as a Director of the Company has been received. Additional information in respect of Mr."
"Panray, pursuant to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Secretarial Standard on General Meetings, is appearing in the Report and Accounts under the sections ‘Your Directors’ and ‘Report on Corporate Governance’. He has not been a Director of any other listed entity. Mr. Panray and his relatives are interested in this Resolution. None of the other Directors and Key Managerial Personnel of the Company, or their relatives, is interested in this Resolution. The Board recommends this Ordinary Resolution for your approval. **SECTION: Item Nos. 8, 9 & 10 - Variation in Remuneration of Wholetime Directors** The Board of Directors of the Company (‘the Board’) at the meeting held on 23rd May, 2024, on the recommendation of the Nomination & Compensation Committee, recommended for the approval of the Members, variation in the terms of remuneration payable to Messrs. B. Sumant, S. Dutta, and H. Malik, Wholetime Directors, with effect from 1st October, 2024, as detailed hereunder. The proposed variation in remuneration is based on the Company’s remuneration strategy of being market competitive, performance-driven, and long-term oriented, while recognizing the enduring impact of leadership talent on business performance. The said variation in remuneration also cognizes market benchmarks, compensation trends, and the Company’s context. Meetings Data: Name of the Director, Period, Basic / Consolidated Salary per month - Mr. B. Sumant, From 1st October, 2024 till the respective date of completion of their current term of appointment, ₹ 17,00,000/- - Mr. S. Dutta, ₹ 15,00,000/- per Director - Mr. H. Malik, * with annual increment not exceeding 7.5% of the applicable Basic / Consolidated Salary, as may be determined by the Board. The Wholetime Directors will be eligible to receive the first such increment effective 1st October, 2025. All other terms of remuneration of the Wholetime Directors, as approved by the Members, will remain unchanged. The aggregate of the remuneration and perquisites/benefits, including contributions towards Provident Fund, Superannuation Fund, and Gratuity Fund, payable to the Chairman & Managing Director and the Wholetime Directors of the Company taken together, shall be within the limit prescribed under the Companies Act, 2013. Additional information in respect of Messrs. Sumant, Dutta, and Malik, pursuant to the Secretarial Standard on General Meetings, is appearing in the Report and Accounts under the sections ‘Your Directors’ and ‘Report on Corporate Governance’. Messrs. Sumant, Dutta, and Malik and their relatives are interested in these Resolutions relating to variation in their respective remuneration. None of the other Directors and Key Managerial Personnel of the Company, or their relatives, is interested in these Resolutions. The Board recommends these Ordinary Resolutions for your approval. **SECTION: Item Nos. 11 & 12 - Re-appointment of Wholetime Directors** The Members at the 110th Annual General Meeting (‘AGM’) held on 11th August, 2021, approved the re-appointment of Mr. Sumant Bhargavan as a Wholetime Director of the Company for a period of three years with effect from 12th July, 2022. Mr. Sumant will complete his present term on 11th July, 2025. Further, the Members at the 111th AGM held on 20th July, 2022, approved the appointment of Mr. Supratim Dutta as a Wholetime Director of the Company for a period of three years with effect from 22nd July, 2022. Mr. Dutta will complete his present term on 21st July, 2025. The Board of Directors of the Company (‘the Board’) at the meeting held on 23rd May, 2024, on the recommendation of the Nomination & Compensation Committee, recommended for the approval of the Members, the re-appointment of Messrs. Sumant and Dutta as Directors and also as Wholetime Directors of the Company, as set out in the Resolutions relating to their respective re-appointment. The individual remuneration of Messrs. Sumant and Dutta is detailed below: (I) Basic / Consolidated Salary: - ₹ 17,00,000/- per month for Mr. B. Sumant - ₹ 15,00,000/- per month for Mr. S. Dutta, with annual increment not exceeding 7.5% of the applicable Basic / Consolidated Salary, as may be determined by the Board. Messrs. Sumant and Dutta will be eligible to receive the first such increment effective 1st October, 2025, in line with the Resolutions proposed under Item Nos. 8 and 9 of this Notice read with the Explanatory Statement thereto. (II) Performance Bonus: Not exceeding 200% of Basic / Consolidated Salary, payable annually for each financial year, as may be determined by the Board."
"**SECTION: Long Term Incentives** Annual value not exceeding 0.05% of the net profits of the Company for the immediately preceding financial year [computed in accordance with Section 198 of the Companies Act, 2013 (‘the Act’)], as may be determined by the Board. **SECTION: Perquisites** In addition to the aforesaid Basic / Consolidated Salary, Performance Bonus, and Long Term Incentives, Messrs. Sumant and Dutta shall each be entitled to perquisites like gas, electricity, water, furnishings, leave travel concession for self and family, club fees, personal accident insurance, sampling of the Company’s products and services, etc., in accordance with the rules of the Company, the monetary value of such perquisites being limited to ₹ 10,00,000/- per annum, for the purpose of which limit perquisites shall be valued as per the provisions of the Income-tax Act, 1961 (‘IT Act’) and the Rules thereunder, wherever applicable, and in absence of any such provision, perquisites shall be valued at actual cost. However, the following shall not be included in the aforesaid perquisite limit: ``` ``` **SECTION: Remuneration and Perquisites** - Rent free accommodation owned/leased/rented by the Company, or Housing Allowance in lieu thereof, as per the rules of the Company. - Contributions to Provident Fund and Superannuation Fund up to 27% of salary and contribution to Gratuity Fund up to 8.33% of salary, as defined in the rules of the respective Funds, or up to such other limit as may be prescribed under the IT Act and the Rules thereunder for this purpose. - Perquisite value in terms of the IT Act and the Rules thereunder upon exercise of Options and/or Stock Appreciation Rights granted under the Company’s Employee Stock Option Schemes and/or Employee Stock Appreciation Rights Scheme. - Medical expenses for self and family as per the rules of the Company. - Use of chauffeur-driven Company car and telecommunication facilities at residence. - Encashment of unavailed leave as per the rules of the Company. - Costs and expenses incurred in connection with transfer/retirement as per the rules of the Company. The aggregate of the remuneration and perquisites/benefits, including contributions towards Provident Fund, Superannuation Fund, and Gratuity Fund, payable to Messrs. Sumant and Dutta along with the Chairman & Managing Director and the other Wholetime Director(s) of the Company taken together, shall be within the limit prescribed under the Act. Messrs. Sumant and Dutta, pursuant to Section 152 of the Act, have given their consents to act as Directors of the Company, and requisite Notices, pursuant to Section 160 of the Act, proposing their re-appointment as Directors of the Company have been received. Additional information in respect of Messrs. Sumant and Dutta, pursuant to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Secretarial Standard on General Meetings, is appearing in the Report and Accounts under the sections ‘Your Directors’ and ‘Report on Corporate Governance’. Messrs. Sumant and Dutta have not been Directors of any other listed entity. Messrs. Sumant and Dutta and their relatives are interested in the Resolutions relating to their respective re-appointment. None of the other Directors and Key Managerial Personnel of the Company, or their relatives, is interested in these Resolutions. The Board recommends these Ordinary Resolutions for your approval. **SECTION: Item No. 13** Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) read with the Company’s Policy on Related Party Transactions provides that entering into material transactions with a related party which, either individually or taken together with previous transaction(s) during a financial year, exceed ₹ 1,000 Crores or 10% of the annual consolidated turnover of the Company as per the last audited financial statements, whichever is lower, requires approval of the Members of the Company. As the Members are aware, the Company, in order to further its business interests, enters into various transactions with its related parties, including British American Tobacco (GLP) Limited, United Kingdom (‘BAT GLP’). The estimated value of transactions with BAT GLP during the financial year 2025-26 is expected to exceed the materiality threshold as stated above. Accordingly, the Board of Directors of the Company (‘the Board’) at the meeting held on 23rd May, 2024, on the recommendation of the Audit Committee, recommended for the approval of the Members, entering into material related party contracts/arrangements/transactions in the ordinary course of business and on arm’s length basis with BAT GLP during the financial year 2025-26, as set out in the Resolution. **SECTION: Details of contracts/arrangements/transactions** Meetings Data: Sl."
"No., Particulars, Details of contracts/arrangements/transactions 1, Name of the related party, BAT GLP, a subsidiary of British American Tobacco p.l.c. (‘BAT PLC’). 2, Nature of relationship, The Company is an associate of Tobacco Manufacturers (India) Limited, which is a subsidiary of BAT PLC. By virtue of the same, BAT PLC and its subsidiaries are related parties of the Company. **SECTION: Nature and material terms of the transaction** Nature of the proposed transaction, Estimated value for the financial year 2025-26 - Sale of unmanufactured tobacco of Indian origin (including storage/holding charges etc.), ₹ 2,335 Crores * - Purchase of unmanufactured tobacco of international origins, ₹ 15 Crores * Contract(s) with BAT GLP are executed for supply of unmanufactured tobacco in terms of which delivery of such goods may span across multiple financial years. The value of supplies under the aforesaid contract(s) executed during the financial year 2025-26, together with outstanding transactions under contracts signed in previous years, will not exceed ₹ 2,350 Crores during the financial year 2025-26. **SECTION: Tenure of the transaction** Financial year 2025-26 **SECTION: Nature of concern or interest** Financial **SECTION: Value of the transaction** Up to ₹ 2,350 Crores **SECTION: Percentage of the Company’s annual consolidated turnover for the immediately preceding financial year that is represented by the value of the proposed transaction** 3.08% of the Company’s annual consolidated turnover for the financial year 2023-24 **SECTION: Justification as to why the related party transaction is in the interest of the Company** The Company has been engaged in development, procurement, and supply of unmanufactured tobacco over the last several decades. The Company’s vast experience and strategic capabilities that it has developed in this area have enabled it to become the largest exporter of unmanufactured tobacco from India. The Company has been exporting unmanufactured tobacco to BAT GLP for the past several years. The proposed transactions will aid the growth of the Company’s business. **SECTION: Details of valuation or other external party report, if such report has been relied upon** Not applicable **SECTION: Any other information that may be relevant** None None of the Directors and Key Managerial Personnel of the Company, or their relatives, is interested in this Resolution. Members may note that pursuant to the provisions of the Listing Regulations, all related parties of the Company (whether such related party is a party to the above-mentioned transaction or not) shall not vote to approve this Resolution. The Board recommends this Ordinary Resolution for your approval. **SECTION: Item Nos. 14 & 15** The Board of Directors of the Company (‘the Board’) at the meeting held on 15th April, 2024, on the recommendation of the Audit Committee, approved the appointment and remuneration of Messrs. ABK & Associates, Cost Accountants, to conduct audit of cost records maintained by the Company in respect of ‘Wood Pulp’ and ‘Paper and Paperboard’ products, and Messrs. S. Mahadevan & Co., Cost Accountants, to conduct audit of cost records maintained in respect of the other applicable products of the Company, including Antiseptic Liquid, Flexibles, Soyabean Oil, Facewash, Handwash, Vegetable and Fruit wash, Floor Cleaner, Hand Sanitizer, and Coffee, for the financial year 2024-25. In terms of Section 148 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, remuneration of the Cost Auditors is required to be ratified by the Members of the Company. None of the Directors and Key Managerial Personnel of the Company, or their relatives, is interested in these Resolutions. The Board recommends these Ordinary Resolutions for your approval. By Order of the Board ITC Limited R. K. Singhi Executive Vice President & Company Secretary Dated: 23rd May, 2024. **SECTION: INSTRUCTIONS FOR ATTENDING THE AGM AND ALSO FOR E-VOTING** **SECTION: I. Instructions for attending the AGM through VC/OAVM** (a) Members who wish to attend this AGM through VC/OAVM are requested to follow the steps enumerated under (II) below for login to the NSDL e-voting system. After login, click on the ‘VC/OAVM’ link appearing under ‘Join Meeting’ against the Electronic Voting Event Number (‘EVEN’) of ITC Limited. (b) The facility for the Members to join this AGM through VC/OAVM will be available from 30 minutes before the time scheduled for the meeting and may close not earlier than 30 minutes after the commencement of the meeting. (c) Members are requested to login to the NSDL e-voting system using their laptops/desktops/tablets with stable Wi-Fi or LAN connection for better experience."
"Members logging in from mobile devices or through laptops/desktops/tablets connecting via mobile hotspot or with low bandwidth may experience audio/video loss due to fluctuation in their respective network. **SECTION: II. Instructions for remote e-voting** **SECTION: Step 1: Access to NSDL e-voting website** **SECTION: (A) For Individual Members holding shares in dematerialised form:** For Members holding shares in demat account with NSDL If you are registered for ‘IDeAS’ facility, you are required to follow the below-mentioned steps: 1. Launch internet browser by typing the URL: https://eservices.nsdl.com and click on ‘Beneficial Owner’ tab under the ‘IDeAS’ section. 2. Insert your existing user ID, password/OTP, and the verification code as shown on the screen. 3. After login, click on ‘Access to e-voting’ under value-added services and you will be able to see the e-voting page. 4. Click on ‘evote’ link available against ITC Limited or ‘e-voting service provider - NSDL’ and proceed to Step 2 to cast your vote. If you are not registered for ‘IDeAS’, you are required to follow the below-mentioned steps: 1. Launch internet browser by typing the URL: https://evoting.nsdl.com and click on ‘Shareholder/Member - Login’. 2. Insert your existing user ID, password/OTP, and the verification code as shown on the screen, and agree to the terms and conditions by clicking the box. 3. After authentication, you will be re-directed to NSDL e-services website wherein you will be able to see the e-voting page. 4. Click on ‘evote’ link available against ITC Limited or ‘e-voting service provider - NSDL’ and proceed to Step 2 to cast your vote. You may also download the NSDL Mobile App ‘NSDL Speede’ by scanning the following QR code, for e-voting: App Store & Google Play For Members holding shares in demat account with Central Depository Services (India) Limited (‘CDSL’) If you are registered for ‘Easi/Easiest’ facility, you are required to follow the below-mentioned steps: 1. Login at www.cdslindia.com and click on ‘My Easi New (Token)’, or launch internet browser by typing the URL: https://web.cdslindia.com/myeasitoken/home/login. 2. Insert your existing user ID and password. 3. After OTP based authentication and login, you will be able to view the e-voting menu. 4. Click on ‘evote’ link available against ITC Limited or ‘e-voting service provider - NSDL’ and proceed to Step 2 to cast your vote. You can also directly access the e-voting page by clicking on ‘E Voting’ on the home page of www.cdslindia.com with your demat account number and PAN. After OTP based authentication and login, select ‘NSDL’ as the e-voting service provider and proceed to Step 2 to cast your vote. **SECTION: For Members logging in through the websites of their Depository Participants** 1. Login to your demat account, using the login credentials, through the concerned Depository Participant registered with NSDL/CDSL. 2. Click on the option available for e-voting. You will be re-directed to NSDL e-services website wherein you will be able to see the e-voting page. 3. Click on ‘evote’ link available against ITC Limited or ‘e-voting service provider - NSDL’ and proceed to Step 2 to cast your vote. Members who are unable to retrieve their user ID or password are advised to use ‘Forgot User ID’/‘Forgot Password’ option(s) available on the websites of the respective Depositories/Depository Participants. **SECTION: (B) For Non-Individual Members holding shares in dematerialised form and Members holding shares in certificate form:** If you are holding shares in dematerialised form and are registered for NSDL ‘IDeAS’ facility, you can login at https://eservices.nsdl.com with your existing IDeAS login and click on ‘Access to e-voting’ to proceed to Step 2 to cast your vote. Other Members, including Members holding shares in certificate form, are required to follow the below-mentioned steps: 1. Launch internet browser by typing the URL: https://evoting.nsdl.com and click on ‘Shareholder/Member - Login’. 2. Insert your user ID, password, and the verification code as shown on the screen. User ID: - For Members holding shares in demat account with NSDL: 8 character DP ID followed by 8 digit Client ID. For example, if your DP ID is IN300*** and Client ID is 12******, then your user ID is IN300***12******. - For Members holding shares in demat account with CDSL: 16 digit Beneficiary ID. For example, if your Beneficiary ID is 12**************, then your user ID is 12**************. - For Members holding shares in certificate form: EVEN followed by your folio number registered with the Company. For example, if the EVEN is 101456 and your folio number is 01/12***, then your user ID is 1014560112***. Password: 1."
"If you are already registered with NSDL for remote e-voting, you should use your existing password for login. Members may also use OTP based login. 2. If you are using NSDL e-voting system for the first time, you would need to use your ‘initial password’ for login, which has been communicated to you by the Company. 3. If you are unable to retrieve the ‘initial password’, or have forgotten your password: - Click on ‘Forgot User Details / Password?’, if holding shares in dematerialised form, or - Click on ‘Physical User Reset Password?’, if holding shares in certificate form. You may also send an e-mail requesting for password at evoting@nsdl.com, mentioning your name, PAN, registered address, and your DP ID & Client ID/folio number. Agree to the terms and conditions by clicking the box. Click on ‘Login’. Home page of remote e-voting opens. **SECTION: Step 2: Cast your vote on NSDL e-voting website** 1. Select the EVEN of ITC Limited. 2. Now you are ready for remote e-voting as ‘Cast Vote’ page opens. 3. Cast your vote by selecting the appropriate option and click on ‘Submit’. Thereafter click on ‘Confirm’ when prompted; upon confirmation, your vote is cast and the message ‘Vote cast successfully’ will be displayed. **SECTION: Other Instructions** 1. Corporate and Institutional Members (companies, trusts, societies etc.) are required to send a scanned copy (in PDF/JPG format) of the relevant Board Resolution/appropriate authorisation to the Scrutinizer through e-mail at rla.itcscrutinizer@gmail.com with a copy marked to NSDL at evoting@nsdl.com. 2. Those who become Members of the Company after sending the Notice but on or before 19th July, 2024 (cut-off date) may write to NSDL at evoting@nsdl.com or to the Company at isc@itc.in requesting for user ID and password. On receipt of user ID and password, the steps under ‘Step 2: Cast your vote on NSDL e-voting website’ should be followed for casting of vote. 3. In case of any query, you may refer to the Frequently Asked Questions for Shareholders and e-voting User Manual for Shareholders available under the Downloads section of NSDL’s e-voting website www.evoting.nsdl.com. You may also contact the following persons for any query/grievance: 1. Mr. Amit Vishal, Deputy Vice President, National Securities Depository Limited, Trade World, ‘A’ Wing, 4th Floor, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai 400 013 at telephone no. 022-4886 7000 or at e-mail ID AmitV@nsdl.com; 2. Mr. T. K. Ghosal, Head of ISC, at telephone nos. 1800-345-8152 (toll free) or 033-2288 6426/0034 or at e-mail ID tunal.ghosal@itc.in. You may also send your queries to the e-mail ID isc@itc.in. **SECTION: III. Instructions for e-voting during the AGM** 1. The procedure for e-voting during the AGM is the same as mentioned under (II) above for remote e-voting. 2. The aforesaid facility will be available only to those Members who participate in the AGM and who do not cast their votes by remote e-voting prior to the AGM. Members who cast their votes by remote e-voting will not be entitled to cast their votes again. **SECTION: General Information** 1. There will be one vote for every DP ID & Client ID/folio number irrespective of the number of joint holders. ``` ``` **SECTION: Technical Assistance for Meeting and E-Voting** In case the Members require any technical assistance with respect to attending the meeting or e-voting during the meeting, they may contact the helpline numbers mentioned above under Clause (c) of ‘Other Instructions’ for remote e-voting. Individual Members holding shares in dematerialised form may also reach out for any technical issue related to login through their respective Depositories, i.e. NSDL and CDSL, as follows: - **NSDL**: e-mail at evoting@nsdl.com or call at telephone no. 022-4886 7000. - **CDSL**: e-mail at helpdesk.evoting@cdslindia.com or call at telephone no. 1800-225-533 (toll free). **SECTION: Voting Results Declaration** The Results of voting will be declared within two working days from the conclusion of the AGM and the Resolutions will be deemed to be passed on the date of the AGM, subject to receipt of requisite number of votes. The declared Results, along with the Scrutinizer’s Report, will be available forthwith on the Company’s corporate website www.itcportal.com under the section ‘Investor Relations’ and on the website of NSDL. Such Results will also be forwarded to the National Stock Exchange of India Limited, BSE Limited, and The Calcutta Stock Exchange Limited, where the Company’s shares are listed. ```"