Professional Documents
Culture Documents
ANNUAL REPOR T
w w w. d a b u r. c o m
Report on Corporate Governance
06 Auditors Report
25
Directors Report
13 Financial Statements
31
CHAIRMANS MESSAGE
20
I would like to touch upon some of the key developments that occurred during the year 2005-06.
As you know, we had acquired the Balsara business in the current year. Integration is the key to any
successful acquisition. I am delighted to inform you
that due to the focussed efforts of your Company and
the Balsara team, the integration was successfully completed within the first six months of acquisition. Balsara's home care and oral care products have been well
positioned in the overall Dabur portfolio and have
demonstrated good potential for growth. Also we have
turned a loss making business into a profit making one.
Operational integration completed, the process of merging the three Balsara entities with Dabur is underway
and will further contribute to shareholders' value.
Dabur's Consumer Care Division, which comprises
of the core FMCG business has performed well during the year, driven by new product launches, innovation and marketing initiatives. During the year your
company forayed into the soap category by launching a herbal soap under the Vatika brand. While Dabur
Chyawanprash further consolidated its market share
and continued to be the market leader, its variant
Chyawanshakti was also launched during the year.
Toothpastes emerged as major drivers in the oral care
segment. Focus on South India market added momentum to CCD growth.
Yours sincerely,
V.C. Burman
Chairman
05-06
Chairman
Vice Chairman
Director
Director
Director
Director
Director
Director
Director
Director
Director
PERFORMANCE HIGHLIGHTS
FMCG+Pharma
SALES
(Rs crore)
20
10
PROFIT AFTER
TAX
(Rs crore)
43.1
38.7
34.9
30
27.2
189.08
148.02
40
14.5
80
101.2
120
40
2001 02- 03 04 05-02 03 -04 -05 2006
13.1
160
72
400
0
FMCG
50
64.44
1268.72
800
1148.0
1200
Pharma
200
1369.7
1600
183.8
Mr V C Burman
Dr Anand Burman
Mr Pradip Burman
Mr Amit Burman
Mr P D Narang
Mr Sunil Duggal
HH Maharaja Gaj Singh
Mr R C Bhargava
Mr P N Vijay
Mr Stuart Edward Purdy
Dr S Narayan
1163.2
Dabur's traditional ayurvedic business is undertaken by the Consumer Healthcare Division. This business consistently recorded high growths throughout
the year. With sales of Rs.148.6 crore, it has registered
38.7 per cent growth. This growth has been led by a
number of initiatives like reaching out to the consumers directly through Dabur Ayurvedic centers, organising health camps, vaid meets, collaborating with
the academicia, etc. We identify our healthcare business as one of the growth drivers in future. Increasing
preference for natural remedies is likely to ensure a
sustained demand for our ayurvedic products.
The group's foods business under Dabur Foods
Limited, a wholly owned subsidiary of your Company grew by over 46 per cent to reach sales of Rs.190
crore. Today, many of its products, especially its juices
under the brands Real, Real Activ and Coolers are
found in every household and account for almost 57
per cent of India's juice market. During the year, the
business more than doubled its profit due to scale and
operational excellence and has become a significant
driver of growth of your Company. Changing lifestyles
and modern retail formats are expected to benefit the
foods business in future.
I would also like to share with you your Company's overseas business performance. Overseas business grew at 19% with markets such as GCC growing
at 27% and Egypt at 49%.There is a lot of potential for
Dabur products in the international market. During
the year, your company has reorganised its international business around the focus, potential and opportunistic markets to be able to tap its potential to the
fullest. A subsidiary has been established for Pakistan
market to leverage on Dabur's equity there.
On the operational front, the company's manufacturing unit at Uttaranchal crossed Rs 500 crore production in a span of just 18 months. Your company is
the first company in Uttaranchal to achieve this milestone. It has become the largest employer in the region and has added to the region's economic prosperity. Going ahead further capacity expansion has
been planned for this unit. Also, the Silvassa unit that
came with the acquisition of Balsara is being upgraded/transformed into an EOU to cater to the export
requirements. During the year, the company spent its
time and resources to migrate to an improved ERP
platform- SAP to ensure best business practices. The
target of going live on 1st April 2006 on SAP was successfully met.
The Institute of Companies Secretaries of India
conferred upon Dabur the 'National Award for Excellence in Corporate Governance' for the year2005. The
company's CFO was recognised as one among the best
three CFOs of the country for the year 2005 by Business India. Your company has always made concerted efforts to ensure highest levels of disclosures, transparency and corporate governance. Such recognition
further motivates the Company towards continuing
its efforts in this direction.
A major survey conducted by two reputed HR consulting firms and published in the Business World listed your Company as one of the top ten 'Great Places To
Work'. This is a creditable achievement for your company and recognizes its efforts to empower its employees and keep them fully motivated and aligned with the
Company's goals.
During the year your Company made a bonus issue of one share for every share held thereby rewarding the shareholders for its outstanding growth in the
past few years. The Company also declared a dividend
of 350% on pre-bonus capital, the highest till date.
I would like to take this opportunity to thank all
the employees, vendors and distributors for their commitment and hard work leading to the Company's success. Also I would like to thank the shareholders for
their continuing faith and support. Your company
has performed well in the past and I can assure you
that it will continue to aim for higher achievements
in future too.
1048.5
Dear Shareholders,
BOARD OF DIRECTORS
RETURN ON
CAPITAL
EMPLOYED (%)
MANAGEMENT
DISCUSSION & ANALYSIS
our years ago, Dabur India Limited (Dabur, DIL or the company) had laid down its long-term
plan of transforming to focused
and transformed FMCG player. The
blueprint involved developing and implementing marketing initiatives based
on a clear strategic plan with a restructured brand architecture, continuously introducing a stream of new products
and creating a niche for the company in
the FMCG segment based on the herbal
and natural products platform. In 200506, Dabur has surpassed all the key milestones set out in this plan. Today, these
drivers are firmly entrenched in Dabur
and continue to foster development of
its business strategies and operations,
as is evident in its stand-alone and consolidated results for 2005-06.
Stand-alone performance
of DIL
The highlights of
Dabur India Limiteds
(DILs) stand-alone results for 2005-06 are:
PERFORMANCE HIGHLIGHTS
30
20
10
OPERATING
MARGIN
(%)
RETURN ON NET
WORTH
(%)
250
200
EARNINGS PER
SHARE
(Rs)
20.6
48.6
39.8
185.8
LOAN FUNDS
(Rs crore)
NET WORTH
(Rs crore)
200
100
81.6
261.2
-22.9
-100
-70.3
0
-16.9
415
332.3
100
0
112.3
200
262
300
222.9
400
50
300
398.9
500
81.7
3.3
3.5
2.5
2.3
150
100
5.2
28.3
6.5
12
213.6
12
11
10
10.7
15
45.5
40
employed (ROCE) increased from 38.7 per cent in 2004-05 to 43.1 per cent in 2005-06
Return on net worth (RONW) increased from 44.5 per cent in 2004-05 to 45.5 per cent
in 2005-06
44.5
20
17.8
50
14.8
25
38.6
FMCG
32.3
Pharma
16.2
FMCG+Pharma
NET WORKING
CAPITAL
(Rs crore)
25
20
15
10
11
8
3.3
Coconut oil
Normal Shampoo
Anti-Dandruff
shampoo
Toothpaste
COMPANY INFORMATION
AUDITORS
M/s G. Basu & Co.
Charted Accountants
Internal Auditors
Price Waterhouse Coopers Pvt.Ltd.
Addl. GM (Finance) & Company Secretary
Mr A K Jain
BANKERS
Punjab National Bank
Standard Charted Bank
HSBC Ltd.
State bank of India
ABN Amro Bank
Citibank NA
United Bank of India
HDFC Bank Ltd.
IDBI Bank Ltd.
CORPORATE OFFICE
Dabur India Limited
Dabur Tower, Kaushambi,
Sahibabad, Ghaziabad-201010,
(U.P), India
Dabur caters to the domestic personal care and health care markets through its parent
company, DIL. The foods business operates through its wholly owned subsidiary, Dabur
Foods Limited (DFL). The international operations have been streamlined under another subsidiary called Dabur International Limited (DIntL), which, in turn, has its subsidiaries in focus markets. While the three Balsara companies are being merged into DIL
with effect from 1 April 2006, during 2005-06 they functioned as DILs subsidiaries. Consequently, the full picture of Daburs overall performance can be best seen when viewed
as a consolidated entity.
The salient features of Daburs consolidated performance in 2005-06 are:
Consolidated net sales from operations increased by 23.6 per cent from Rs.1,537 crore
in 2004-05 to Rs.1,900 crore in 2005-06
Consolidated profits after tax (PAT) after accounting for minority interests and exeptional
items grew by 37.5 per cent from Rs.156 crore in 2004-05 to Rs.214 crore in 2005-06
Return on capital employed (ROCE) increased from 31.5 per cent in 2004-05 to 39 per
cent in 2005-06
Return on net worth (RONW) increased from 43.5 per cent in 2004-05 to 46.1 per cent
in 2005-06.
This year Dabur has undertaken a new initiative to prepare and present results as per
US GAAP. The key points thereof are stated in the Financial section.
In the beginning of 2005-06, Dabur had made its first major acquisition the Balsara
business. This consisted of three entities: Balsara Home Products Limited, Balsara Hygiene Products Limited and Besta Cosmetics Limited. Balsaras oral care products complemented Daburs oral care range and its homecare products added a new segment to
Daburs FMCG portfolio. During the year, while the company consolidated and broad
based the core FMCG business with this acquisition, it also strengthened its other growth
drivers the consumer healthcare business and the foods business.
A key initiative undertaken during the year was renewed management focus and a fresh
approach to developing the consumer healthcare business. This business segment, with an 8
per cent share in Daburs overall revenues, is an important part of the companys portfolio, as
it is the foundation of its Ayurvedic and herbal positioning and offers multiple growth avenues
for Daburs healthcare franchise. The reformulated strategy stressed on refurbishing product
profiles, strengthening the sales and distribution channels, re-organising the workforce and
developing the Ayurveda space in a scientific manner. The aim was to generate a quantum
jump in growth and in 2005-06 the revenue from this business increased by 38.7 per cent.
The foods business, under the wholly owned subsidiary Dabur Foods Limited (DFL),
had witnessed impressive growth in the last two years. However, this was largely driven
by the top-line; profitability had been lower than optimal. During 2005-06, with special focus on operations including investments in backward integration, the business has recorded a profit growth in excess of 100 per cent. Consequently, DFL has almost entirely wiped
out its carried forward accumulated losses. With changes happening in consumption habits
and the expected growth momentum in organised retail trade across the country, the foods
business is expected to emerge as a potentially strong portfolio in Daburs business.
After a few dull years, the FMCG sector in India has started to look up and a demand
pick up is evident across most segments of this sector (see chart A). This augurs well for
Dabur, which is well positioned with a diversified and strong suite of products catering
to different target segments and markets.
30
care. With the Balsara acquisition, products under the home care segment have been added
to this SBU. Chart B gives the relative contribution of each category to CCDs sales.
MARKETS
DOMESTIC BUSINESS
Dabur Indias domestic business has been divided into three separate Strategic Business
Units (SBUs): Consumer Care Division (CCD) and Consumer Healthcare Division (CHD),
both of which are directly under DIL, and the foods business, which is undertaken by Dabur
Foods Limited (DFL). In terms of sales in 2005-06, CCD contributed 79 per cent of Daburs
consolidated domestic revenues, while DFL contributed 11 per cent and CHD 9 per cent.
Health
supplements
6
21
Hair care
33
10
Digestives &
Confectionery
8
22
Oral Care
Baby &
Skin Care
CCDs sales have increased by 22 per cent from Rs.1089.9 crore in 2004-05 to Rs.1,328.7
crore in 2005-06. This growth includes sales from Balsara products in the oral care and
the home care segments, which account for 12 per cent of total sales of CCD.
Dabur continued with its time-tested and successful strategy of product promotion
through celebrity endorsements. In 2005-06, key brand endorsements by celebrities included Amitabh Bachchan for Dabur Chyawanprash and Rani Mukherji for Dabur Anmol and Vatika hair care portfolio. The company also signed up Vivek Oberoi to endorse
Babool toothpaste and Dabur Chyawanprash.
The CCD business continues to lay emphasis on developing an efficient distribution
channel and re-organising it according to the changing market requirements. We believe
that the distribution channel has to increasingly cater to a varied set of customers such as
grocery stores, chemists and organised retail outlets. Each of these has different needs,
which can only be addressed by developing specialised teams that are focused on clear
customer classifications and cater to their specific requirements. Dabur has embarked
upon an ambitious programme named DARE (Driving Achievement of Retail Excellence)
to address these varied needs to achieve greater penetration and higher levels of service
for a wide range of customers. The project also focuses on increasing Daburs penetration
into rural markets through a combination of marketing and distribution strategies.
HAIR CARE
Our hair care category consists of hair oils and shampoos. It is the largest category in Daburs
CCD portfolio with a 33 per cent share. For Dabur, 2005-06 was a challenging year in this
category with sales growing by 3.4 per cent.
Daburs hair oil portfolio, excluding institutional sales to the army and other channels,
registered a 7 per cent increase in sales in 2005-06. However, there was poor off-take by
institutional buyers due to issues arising out of VAT implementation in the first quarter
of the year. These have been subsequently resolved. The companys Anmol brand, which
is on the economy platform, did well with sales of the mustard and coconut oil variants
increasing by 13.7 per cent and 33 per cent respectively. Dabur Amla Hair Oil, with a
turnover in excess of Rs.200 crore, grew by 5.2 per cent in 2005-06. Decline in sales of value added coconut oils under the Vatika brand was a dampener in this category. A new
communication package and marketing mix has been designed to re-vitalise this brand.
In shampoos, sales of the Vatika shampoo portfolio grew by 8.7 per cent for the year as
whole. The good news is that by the second half of 2005-06, shampoos emerged from a
phase of severe price cuts to experience a degree of price stabilisation. Consequently, the
second half of 2005-06 saw the Vatika shampoo portfolio grow by 12.7 per cent a significant increase from the 5 per cent growth in the first half of the year.
ORAL CARE
With the Balsara acquisition, the companys oral care offerings now provide a wider choice
to consumers across different price points. The brands are positioned as Dabur Red Toothpaste in the popular segment, Babool in the economy segment and Meswak in the premium segment. In the classical toothpowder category, Dabur has its flagship product,
Dabur Lal Dant Manjan.
During 2005-06, this portfolio (including Balsara sales) increased by 6 per cent. With
its range of existing and acquired brands, Dabur has been able to add market share in the
toothpaste category and is now holding 7 per cent of the toothpaste market. Babool and
Meswak toothpastes grew by 70 per cent and 72 per cent respectively. Babools success
can be largely attributed to a carefully crafted strategy that brought about necessary changes
in the product, its packaging, promotion schemes and advertising. The Meswak brand
was revitalised and found a significant growth in the number of takers despite being in
the premium segment. Red Toothpaste grew by 18.6 per cent to Rs.55 crore in 2005-06,
which contributed to its market share increasing from 2 per cent to 2.8 per cent.
Sales of the toothpowder, Dabur Lal Dant Manjan, have been under pressure because
of a general slowdown in the category attributable to a shift in consumer preference
from toothpowder to toothpastes. While this gradual shift to the toothpaste category may
continue, we have in place a strong toothpaste portfolio to capture the migration and continue the growth momentum in the oral care category as a whole.
HEALTH SUPPLEMENTS
This category recorded a healthy growth of 15 per cent. Sales of Dabur Chyawanprash,
which in value terms is the largest product in this category, grew by 11.8 per cent in 200506. This flagship product was promoted by a new advertisement campaign featuring
Amitabh Bachchan and Vivek Oberoi. The company also did an extensive print campaign
to educate consumers about the holistic benefits of consuming Chyawanprash. As a result, Daburs market share in this category has risen from 60.9 per cent to 62.6 per cent.
During the year, the company launched Dabur Chyawanshakti, a unique mix of 47
herbs and natural ingredients like draksha, ashwagandha and kesar. This health supplement is targeted at working adults to help them tackle work related stress and pressures
of their daily lifestyle.
Dabur Honey also witnessed good growth of 9.4 per cent. Dabur Glucose increased by
40 per cent in value terms and gained significant market share. This was particularly heartening as it occurred at a time when the category itself had shrunk by 5.8 per cent.
DIGESTIVE AND CONFECTIONERIES
This category had a disappointing year, with sales growing by 1.6 per cent in 2005-06. Hajmola candys sales remained almost stagnant a factor that brought down the overall
growth of the category. However, there were bright sparks: Hajmola tablet sales grew by
5.8 per cent; the Pudin Hara brand also did well, with a growth of 15.4 per cent. Within
the Pudin Hara brand, Pudin Hara Pearls and Pudin Hara Liquid grew by 27.2 per cent and
10.6 per cent respectively.
SKIN CARE/BABY OILS
Although it is a small category, Daburs skin care/baby oils had a good year in terms of sales
growth. In 2005-06, sales increased by 34.3 per cent over the previous year and crossed
Rs.100 crore, with skin care products expanding at a much faster clip than baby oils. This
was largely because of Daburs entry into the personal wash segment with the national
launch of its new Vatika Honey & Saffron Soap in September 2005. With this, Dabur made
its first foray into the Rs.4,800 crore Indian soap market. Vatika Honey & Saffron is targeted at the beauty and skin care conscious consumer, who accounts for around 50 per cent
of total soap demand in India. Within the first six months of its launch, the cumulative sales
of this soap were Rs.18.9 crore. Since the product is very competitively priced in its category and offers distinct benefits we expect the positive market response to continue.
Sales of Gulabari, an extract of fragrant red roses, grew by 17.7 per cent in 2005-06. The cold
cream under the Anmol brand, which was test launched last year was successfully extended
to other markets in North, East and Western India. In the Baby Care segment, Dabur Janamghunti
sales increased by 15.1 per cent while that of Dabur Lal Tail increased by 3.1 per cent.
HOME CARE
The Home Care category came to Daburs fold after the Balsara acquisition. Its contribution to CCD sales was the smallest, at 6 per cent, but it was the fastest growing portfolio
with sales growth of 62.9 per cent in 2005-06 over the previous year. Daburs Home Care
brands include Odonil in air fresheners, Odomos in mosquito repellents, Sani Fresh in
surface cleaning and Odopic in the dish washing powders category.
Odomos sales increased by 70 per cent in 2005-06. Odomos has been identified as a
strong brand with significant latent equity and various products will be offered under this
brand with different delivery mechanisms like gels, mats, coils, lotions and liquid vaporisers. The Odomos mosquito repellent cream, which is the original product under this
brand, has been re-furbished and is displaying good growth potential in the market.
Likewise, the Odonil brand is well recognised in the air-fresheners category, and the
company plans to expand the product portfolio under this brand by introducing aerosols
and other contemporary formats. In 2005-06, Odonil sales increased by a healthy 80 per
cent. Sales of Sani Fresh were above expectations as well, with the brand showing good
potential for growth. We believe that with low penetration in most of these categories and
the increasing usage of home care products, there is significant scope of growth in this
segment.
FOODS BUSINESS
DABUR FOODS LIMITED
Dabur Foods Limited (DFL) is a wholly owned subsidiary of Dabur India Limited. DFLs
product range in the market includes juices under three brands (Real, Activ and Coolers),
culinary items like Hommade cooking paste, sauces, and items for institutional sales under the Natures Best brand.
DFLs sales grew by 46.3 per cent in 2005-06 to reach Rs.190 crore. New product launches and institutional channel constituted 24 per cent of this growth. The top-line growth
has been accompanied by a significant increase in profits. PAT for the business increased
by 130.3 per cent from Rs.5.3 crore in 2004-05 to Rs.12.1 crore in 2005-06. In the branded juice market, DFL was the leader with a 57 per cent market share, with the nearest competitor being at 24.5 per cent. Chart C gives Daburs share in the juice market.
3.3
Parle-Appy
NDDB-Safal
13.3
2
56.9
Pepsi-Tropicana
Dabur-Real
24.5
DFLs portfolio of fruit juices can be classified into the sweetened range under the Real brand, and higher end unsweetened range under the Activ brand. The Real brand has
grown by 36.2 per cent. There are nine different flavours available under Real, which includes pineapple, mixed fruit and orange and sweetened nectar range comprising litchi,
guava, mango, apple and cranberry.
The unsweetened or Real Activ brand is targeted at health conscious young adults in
the premium segment, and has had an outstanding performance during 2005-06, with
sales increasing by 98.6 per cent. Sales growth was also fuelled by introduction of new
330 ml packs. The product range has five flavours two of which are fruit juices, and
three being fruit and vegetable blends. Being the creator of this category, we definitely enjoy market leadership and intend to introduce newer variants under Real Activ.
The economy segment of the portfolio consists of Coolers range of fruit beverage especially meant for summer. While Coolers sales increased by 58 per cent in 2005-06 over
2004-05, the base has been fairly small. There are six flavours available in this category:
Aam Panna, Watermelon, Pomegranate, Musk Melon, Lemon Barley and Jamoon. All these
fruits have cooling properties, which protect the body from the ill effects of the summer
heat.
Our culinary category which includes Hommade pastes like garlic and ginger, coconut milk, and tomato puree has also done well, pushing the category sales by 26.2
per cent. We also introduced a new mango drink under the Mango Twist brand and received a very positive response from the market. DFL made a major foray into the export
market recoding export sales of Rs.14.7 crore. The exports can be classified into bulk concentrates (which are largely sold to Middle East and Europe), and branded products (which
go to Australia and also the Middle East). In the year, we received a one star export house
certification from the Government of India.
To strengthen its competitive position in the domestic market, the business has reorganised its sales and distribution teams to focus separately on retail and institutional marketing and sales. The company has also laid stress on investing to improve its manufacturing facilities at its three plants located at Siliguri, Nepal and Jaipur. While the Nepal
plant has been traditionally catering to the needs of this business, the Siliguri plant processes fruit pulp, and Jaipur plant is a blending and packaging plant acquired during 2005-06.
INTERNATIONAL BUSINESS
International business recorded a sales growth of 19per cent from Rs.181.2 crore in 200405 to Rs.216.1crore in 2005-06. This includes the exports of Balsaras portfolio of products in the oral care and private label segments.
Middle East and Egypt performed very well with growth of 27 per cent and 49 per cent
respectively. Sales in Bangladesh grew by 54 per cent led by Vatika and Anmol range of
shampoos. However, performance in the developed markets of UK, USA and CIS coun-
Overseas
2005-2006
2004-2005
2005-2006
2004-2005
Sales
1683.5
1355.7
216.1
181.2
% of total
88.6%
88.2%
11.4%
11.8%
Net Profit*
208.0
148.5
18.6
8.5
% of total
91.8%
94.6%
8.2%
5.4%
MASTER BRANDS
OPERATIONS
Robust manufacturing and supply chain practices support Daburs widened presence in
the FMCG market place with newer and increased product offerings. The company has
been undergoing a structured change in it operations structure, with emphasis on enhancing in-house manufacturing capabilities, utilising innovative procurement tools and
developing an efficient supply chain. A clear reflection of gains from these functions is
the fact that in an inflationary input market scenario, DIL managed to increase its operating profitability margin (PBDIT/Sales) from 14.8 per cent in 2004-05 to 17.8 per cent in
2005-06. The core operations are supported by a strong information technology (IT), human resources (HR) and research and development (R&D) backbone.
MANUFACTURING
The manufacturing strategy has revolved around re-organising the companys production facilities to increase in-house production and leverage maximum benefits from
economies of scale. Over the last few years new plants have been set up and inefficient
ones scaled down, including reduced exposure to third party producers. As an example,
six years ago over 40 per cent of Daburs products were out-sourced; today, only 8 per cent
is outsourced, while 92 per cent of the companys requirements are manufactured inhouse. This has allowed for much greater control on production and stricter adherence
to best in class TQM and TPM practices.
Dabur has nine production facilities organised around three main factories at Baddi (Himachal Pradesh), Pantnagar (Uttaranchal) and Nepal; and six support factories at Sahibabad
(Uttar Pradesh), Jammu, Alwar, Katni, Narendrapur and Jaipur. These plants have stabilised
and are in a position to be ramped up to cater to the companys long-term growth plans.
In addition, during 2005-06, with the acquisition of Balsara, the company inherited
their plants at Baddi and Silvassa. While the Baddi plant manufactures oral care products, Silvassa caters exclusively to exports. A totally integrated plant has been set up in
Jammu to produce the erstwhile Balsaras home-care line of products. All the processes
of these plants have been streamlined with Daburs production systems and procedures.
The company believes in cost and quality leadership through technology and innovation and being the best in the operations domain. These translate into focus on adopting best quality practices, enhancing productivity and improving asset utilisation. Productivity improvements have been achieved by following best TQM and TPM practices,
reaping benefits from economies of scale and increasing the sense of empowerment among
factory-level management. In 2006, for the first time the company hosted a factory heads
conference in Nainital something that created much greater bonding among those who
produce for the company. Some of the productivity gains were also the result of process
improvements. For example, there were gains in productivity by increasing Amla hair oil
batch sizes and reducing Vatika hair oil production cycle time.
These improvements are paying off. Consider, for instance, an example of this the
reduction in wastages as a percentage of turnover, as shown in Chart X.
0.8
0.79
0.75
0.63
INFORMATION TECHNOLOGY
With rapid growth as well as the Balsara acquisition, there was a multitude of IT platforms
for storing and analysing information. The aim of our IT initiative in 2005-06, therefore,
was to bring the operations of the company under one platform a user-friendly cohesive system that would give us maximum value for money in terms of information processing. The system also had to be flexible enough to be integrated with and applied to
any existing system prevailing in any company that could be an acquisition target.
Keeping these objectives in mind, Dabur has installed the SAP ERP R3 system, which
is the basic module. This has gone online, all at once in a big bang approach from 1 April
2006. The decision to invest in the SAP platform was taken six months before its implementation. Hence, in a very short span of time, we have moved from current practices to
the best practice in managing IT. It was not an easy task. Integration required explaining
the usage of new practice to all our employees across functions, ranging from manufacturing plants to sales, to logistics and finance teams. In addition to SAP going online for
Dabur India Limited, it was also rolled out to Balsara. Dabur International and Dabur Nepal
will be integrated by the 1 May 2006. This initiative will be extended to all our international manufacturing and international sales operations in due course.
In addition to the basic module we would be implementing various SAP products for
using stored information for financial reporting and management decision-making. The
SAP Business Warehouse would be used for data retrieval for management information
systems (MIS), with an added functionality of integrating information from various sources.
SAP Business Consolidation System will enable us to report consolidated accounting
numbers after taking care of inter-company transfers. For accounting purposes it is also
multi-GAAP functional. We also intend to install Business Plan Simulation (BPS) software, which would help us in decision management by simulating the impact of any
change in business environment on Dabur.
For our employees we intend to deploy SAP-HR, a human resource information system
that would store each individuals information on the system. Each employees life cycle with
the company, performance appraisal and other information would be available on this system. This would also enable us to leverage technology for training our employees, as the system would flag employees that fit the training needs of a particular module. In doing so, it
would form an integral part of the knowledge management programme for our employees.
As a disaster recovery measure, the entire information stored on our central server at
Daburs Kaushambi office is also stored in at a location in Mumbai.
0.68
0.6
0.4
01-02
02-03
03-04
04-05
05-06
All the plants have GMP certification. More significantly, four units including glucose,
honey and Chyawanprash plants at Baddi and at Uttaranchal have Hazard Analysis and
Critical Control Point (HACCP) certification, which requires adherence to significantly
more stringent standards. The fruit juice plant at Nepal also has the HACCP certification.
In some of the formulations there is the issue of presence of heavy metals. To tackle the issue of heavy metals in certain formulations, a major quality initiative has been taken by
installing atomic-absorption-spectrophotometer in its plants at Baddi, Uttaranchal and
Sahibabad. This is used to test all products before despatch to prevent the presence of
heavy metals beyond prescribed range in the companys products.
Your company continues to remain committed towards preserving and protecting the
environment. The plants have efficient effluent treatment systems that prevent air, water
and noise pollution. Dabur also took a lead in rain water harvesting, which is being implemented in three units, in addition to preserving and utilising artesian wells in Uttaranchal.
PROCUREMENT
As the company grows in scale with a more diverse portfolio of products that include herbal
and ayurvedic formulations, the specialised procurement function gains utmost importance.
At Dabur, procurement has been regularly utilising customised IT tools, innovating on purchase negotiations and procurement systems like reverse auctions. These initiatives have
led to the gradual decrease in material cost to sales ratio in the last few years.
The challenge in procurement is to predict the commodity price cycle and make strategic purchases. Dabur has built a fairly strong knowledge base in this domain. Empowered
with technical tools of analysis, the procurement team has regularly made strategic buys
and sells in the commodity market optimising on long term prices, while maintaining the
minimum levels of inventory necessary to prevent stock outs.
A second initiative being undertaken is to reduce material costs by venturing down the value chain and eliminating a layer of middlemen. In effect, this initiative aims at building direct
relationships with the actual supplier by becoming directly visible to suppliers supplier.
RECOGNITION
with each individuals goals and performance. This year, the scorecard covered 325 managers. Using the Balanced Scorecard, the company has modified key performance indicators (KPIs) of the variable pay plan, which have been communicated to employees.
The company has also hired top class persons from among the best management institutes. In 2005-06 we recruited 17 such Management Trainees. They are undergoing rigorous training under the Young Managers Development Programme (YMDP), where each
is put through a years cross-functional training programme while being mentored by a
member of the senior management.
During the year under review several other HR initiatives were undertaken, both at the
corporate as well as the plant level. We provided learning opportunities to our employees through various programmes such as Prayas, Leading and Facilitating Performance,
and Campus to Corporate. An audiovisual-based module, SPORT, was used to train our
own frontline sales personnel as well as those on the rolls of our stockists. Approximately 2,000 people have been trained through this module in 2005-06. A competency-based
selection tool was also developed for selecting the right set of front line employees.
In 2005-06, we were successfully able to integrate Balsara into our fold, which included
the Balsara manpower and its HR policies and processes. At the plant level, the company
enjoyed excellent industrial relations across all manufacturing locations in India.
SUPPLY CHAIN
The supply chain function at Dabur comprises production planning, despatch, warehousing and transportation. Since the front end of the supply chain ends at the Clearing
Forwarding Agent (CFA) or the stockist, production planning and despatch is done to meet
the requirements of the CFA. This is done across all the units on a weekly basis in terms
of SKUs. Decisions on warehousing and transportation rely on the despatch product mix
and underlying dynamics of the transport markets.
The entire supply chain has been knit together into an efficient unit through Project
Garuda an initiative that integrates IT tools and compensation schemes that measure
the health of the supply chain. In this, the first year of its implementation, Project Garuda lays down a set of measurable parameters to test the health of the supply chain. The
system is divided into two tiers and puts in an evaluation mechanism for each element of
the supply chain from forecasting and production planning to inventory management.
By utilising this matrix as a tool for monitoring performance, the company has been able
to devise a variable pay structure that penalises negative deviations.
On the IT front, there is complete internal networking through a new SAP platform.
The company is exploring to move forward and reach out to stockists and integrate them
into Daburs ERP. This will go a long way to improve the quality of forecasts provided for
production planning.
During 2005-06, significant efficiency gains were realised from central ownership of
warehousing and reverse auctions for transportation. Daburs ability to continuously service diverse markets while maintaining negative working capital bears testament to the
efficiency of its supply chain management.
HUMAN RESOURCES
Recognizing that people are key constituents of Dabur and represent the DNA of the organisation, we have been constantly raising our own standards of being an employeefriendly organisation. The year under review witnessed a significant achievement: of being listed as a Great Place to Work, in a survey conducted by Grow Talent & Company
and Great Place to Work Institute, USA. Dabur was listed as the 10th Great Place to Work.
The results were published in Business World dated February2006.
Dabur has adopted the Balance Scorecard for performance evaluation and strategy deployment. This tool ensures balanced performance by managers across multiple dimensions financial performance, customer management, internal business processes and
innovation and learning and helps in sharper alignment of overall business strategy
Research and Development (R&D) provides Dabur with critical edge in the market. The
activities are focused around two basic domains. First, to continuously develop new products; and second, to test and guarantee their efficacy.
R&D activities include research on Ayurvedic and herbal products, organic substances,
phytochemicals, tissue culture, foods, cosmetics, oral care and other personal care. During 2005-06, the company displayed its efficiencies in terms of high speed to market by
successfully developing its Vatika Honey & Saffron soap. The entire development process
from concept to delivery in the market was carried out in-house and at very fast pace. The
companys products regularly go through clinical research and toxicity studies. This is
done in collaboration with external organisations like the Dabur Dhanwantry hospital in
Chandigarh and a number of other renowned institutions.
Through its agronomy department, Dabur has continued with its initiative of preserving herbs and plants in the endangered list, especially those that the company uses in its
formulations. Specific plants are identified; the company then develops sufficient scientific knowledge of such plants; and then promotes their contract or corporate farming. So
far, 14 such plants have been identified and the knowledge base built. Some examples of
these interventions include corporate or contract farming of ghorbotch, brahmi, chiraita
and pipli. The company has also leased in two wasteland areas to develop these herbs
Sandila in Uttar Pradesh and a private public partnership initiative in Uttaranchal.
FINANCIALS
The abridged financials of Dabur India Limited (DIL) for the year 2005-06 including revenue, expenditure and profits, are presented in Table 2.
2004-05
Growth
1,369.7
1,268.7
8.0%
Net Sales
Other Income
5.4
11.5
-53.5%
Total Revenue
1,375.0
1,280.2
7.4%
Total Expenditure
1,131.7
1,092.3
3.6%
EBIDTA
243.3
187.9
29.5%
Depreciation
19.1
17.1
11.4%
Amortisation
4.3
1.5
185.9%
Interest
5.7
4.3
31.6%
PBIT
220.0
169.3
29.9%
10
PBT
214.4
165.0
29.9%
11
21.8
13.0
67.7%
12
Deffered Tax
4.0
4.0
0%
13
188.6
148.0
27.4%
14
Exceptional item
0.51
0.0
15
PAT
189.1
148.0
27.7%
16
EPS
3.3
2.58
27.9%
17
EPS (Diluted)
3.27
2.57
27.2%
As can be seen in Table 2, DIL continues to pursue its path of profitable growth. With
the renewed strength of its brands, the company recorded a 8 per cent growth in net sales,
from Rs.1,268.7 crore in 2004-05 to Rs.1,369.7 crore in 2005-06. This healthy top-line
growth, accompanied by efficiencies in manufacturing and supply chain, has contributed
to a 29.5 per cent growth in operating profits (EBIDTA) from Rs.187.9 crore in 2004-05 to
Rs.243.3 crore 2005-06.
DIL continues to operate with negative working capital accompanied by reduction in
inventory and sundry debtors levels.
Profit after tax (PAT) increased by 27.7 per cent during the year from Rs.148.0 crore in
2004-05 to Rs.189.1 crore in 2005-06. As evident in Table 3, all profitability ratios of the
company have increased in the year under review.
There has been a significant improvement in operating margin (EBDITA/Total sales),
which grew from 14.8 per cent in 2004-05 to 17.8 per cent in 2005-06. Net profit margin
(PAT/Total sales) has also grown from 11.7 per cent in 2004-05 to 13.8 per cent in 2005-06.
Improved margins have been primarily driven by two factors. First, due to efficiency
gains at our plants translating into better operating margins be it wastage reduction, fiscal incentives or economies of scale. Second, procurement led initiatives that have resulted
RISK MANAGEMENT
2004-05
EBDITA/sales
17.8%
14.8%
PBT/sales
15.6%
13%
PAT/sales
13.8%
11.7%
ROCE
43.1%
38.7%
RONW
45.5%
44.5%
Consolidated Financials
Table 4 gives the abridged financials of Dabur on a consolidated basis.
2004-05
Growth
1,899.6
1,537.0
23.6%
Net Sales
Other Income
13.4
9.2
45.6%
Total Revenue
1,913.0
1,546.2
23.7%
Total Expenditure
1,608.8
1,328.1
21.1%
EBIDTA
304.2
218.0
39.5%
Depreciation
26.9
28.0
(4.0)%
Amortisation
4.3
1.5
186.6%
Interest
16.4
12.4
32.2%
PBIT
273.0
188.5
44.8%
10 PBT
256.6
176.1
45.7%
26.5
15.1
75.5%
3.5
4.0
(12.5)%
13 PAT
226.6
157
44.3%
14 Exceptional Item
(12.7)
0.00
15 Minority Interest
0.3
(1.2)
214.2
155.8
37.5%
17 EPS
3.74
2.72
37.5%
18 EPS (Diluted)
3.71
2.71
36.9%
The net sales of the company on a consolidated basis registered a growth of 23.6 per
cent from Rs.1, 537 crore in 2004-05 to Rs.1, 899.6 crore in 2005-06. Consolidated net profit (PAT after minority interest and exceptional items) also posted a strong growth of 37.5
per cent increasing from Rs.155.8 crore in 2004-05 to Rs.214.2 crore in 2005-06.
As seen in Table 5, all profitability ratios calculated on a consolidated basis have shown
a marked improvement in 2005-06.
2004-05
16%
14.2%
PBT/ sales
13.5%
11.5%
PAT/sales
11.3%
10.1%
39%
31.5%
46.1%
43.5%
EBDITA/ sales
ROCE
RONW
31.03.2006
31.03.2005
1720.0
1368.4
Cost of Revenue
944.8
759.9
Gross Profit
775.2
608.5
Net Income
219.0
161.2
Basic
3.8
2.8
Diluted
3.8
2.8
1040.4
943.8
48.9
13.9
41.0
43.8
31.03.2006
31.03.2005
214.2
155.8
Revenue*
Total Assets
*Revenues as per US GAAP are net of VAT/Sales tax and excise duty
8.6
(7.3)
(0.3)
2.5
6.0
Others
1.0
(0.3)
219.0
161.2
Dabur has a robust and well-structured risk management system in place. The entire system is driven by its people and the process goes deep down into lower layers of management. The Chief Risk Officer (CRO) of the company, who is responsible for and ensures
Effective Risk Management both risk identification and mitigation, champions the risk
management system. A team of risk officers at each company location supports the CRO.
Each employee is entitled to identify risk and report it to the concerned risk officer who
in turn reports it to the CRO.
The risks are reported in the Risk Register and classified in terms of their impact and
probability of occurrence. The Risk Register is an inventory of risks affecting Dabur covering its various functions like marketing, operations, regulatory affairs, finance and human resource development. The risks are further mapped in terms of mitigation action to
be taken and the people responsible for taking the actions. The Risk Register is reviewed
periodically by senior management and is presented to the Audit Committee on a quarterly basis.
While we have a systematic risk identification and mitigation framework in place, there
are certain business risks, which are external and intrinsic to the company. Over these risks
the company has very little control. Some of these include a general downturn in market
demand conditions, loss of value to the ayurveda equity due to false claims about the
product constitution or efficacy, look-alike products in the market, escalation in raw material prices and changes in regulatory frameworks pertaining to health related issues.
In the past, all our transactional data was stored in a central server at our corporate office
in Ghaziabad, UP. One of the important risk reduction initiatives taken during the year was
setting up of a disaster recovery site in Mumbai where all the data is stored as a back up.
Dabur has a robust internal audit and control system which is a process overseen by
the Board of Directors, management and other personnel, and provides reasonable assurance regarding the effectiveness and efficiency of operations, reliability of financial
reporting, and compliance with applicable laws and regulations.
Price Waterhouse Coopers is the internal auditor for the company and its subsidiaries.
The Companys Internal Audit function is staffed with qualified and experienced people. The Standard Operating Procedures (SOPs) put in place by the company are in line
with the best global practices, and have been laid down across the process flows, along
with authority controls for each activity. Dabur has implemented the COSO framework
for internal controls and adequacy of internal audit. Under this framework, various risks
facing the company are identified and assessed routinely across all levels and functions
and suitable control activities are designed to address and mitigate the significant risks.
CAUTIONARY STATEMENT
Statements in this management discussion and analysis describing the companys objectives, projections, estimates and expectations may be forward looking statements
within the meaning of applicable laws and regulations. Actual results may differ substantially or materially from those expressed or implied. Important developments that
could affect the companys operations include a downward trend in the domestic FMCG industry, rise in input costs, exchange rate fluctuations, and significant changes in
political and economic environment in India, environment standards, tax laws, litigation and labour relations.
s a Company, Dabur believes in good governance in true spirit, beyond merely complying with mandatory requirements. The Companys commitment towards adoption of sound governance, at par with global standards, on
a sustained basis is evident from the fact that it had put in place systems and procedures well before it had become
mandatory. This attitude of Dabur has strengthened the bond of trust with its stakeholders.
In recognition of Companys efforts, The Institute of Company Secretaries of India (ICSI) has honoured Dabur with
its most prestigious National award for excellence in Corporate Governance for the year 2005. This award recognizes our commitment in adopting best practices towards Boards independence & Governance; Transparency and Disclosure Compliances; Consistent Stakeholders Value Enhancement and Risk management Systems. This Award has
motivated the Company to strive for still better governance.
This chapter, along with the chapters on Management Discussion and Analysis and Additional Shareholders Information, reports Daburs compliance with the revised Clause 49 and highlights the additional initiatives taken in line
with international best practices.
BOARD OF DIRECTORS
The Board of Directors met 4 times during the year on 28th April, 2005, 26th July 2005, 24th October, 2005 and 27th January, 2006. The maximum gap between any two meetings was less than 3/4 months as stipulated under clause 49.
As mandated by the Clause 49, none of the Directors are members of more than ten Board level committees nor are they
Chairman of more than five committees in which they are members.
Table 1 gives the details of the Board as on 31st March 2006.
Statutory audit firm or the internal audit firm that is associated with the company;
Legal firm(s) and consulting firm(s) that have a material association with the company.
Are not material suppliers, service providers or customers or lessors or lessees of the company, which may affect independence of the Director.
Are not substantial shareholders of the company i.e. do not own two percent or more of the block of voting shares.
The Board has established procedures to enable the Board to periodically review compliance reports of all laws applicable to the company, prepared by the company as well as steps taken by the company to rectify instances of noncompliances.
Category #
Attendance Particulars
Number of
Board Meetings
Held
Attended
Last
AGM
V C Burman
PD / NED
Yes
Pradip Burman
PD / ED
No
Dr.Anand Burman
PD / NED
Yes
Amit Burman*
PD / NED
Yes
P D Narang
ED
Yes
12
Sunil Duggal
ED
Yes
HH Gaj Singh
ID
No
P N Vijay
ID
Yes
S.Narayan**
ID
No
R C Bhargava
ID
No
12
Stuart E Purdy
ID
Yes
The current policy of the company is to have a Chairman Mr. V.C. Burman and a Chief Executive Officer (CEO) Mr
Sunil Duggal. There are clear demarcations of responsibility and authority between the two.
The Chairman is responsible for mentoring the core management team and in transforming the company into a world
class, next generation organization that is dedicated to the well being of each and every household not only within India but also across the globe. Also as the chairman of the board he is responsible for all the board matters. He is also responsible for formulating the corporate strategy along with the BOD.
The CEO is responsible for implementation of corporate strategy, brand equity planning, external contacts, and other management matters. He is also responsible for achieving the annual business plan.
# PD - Promoter Director
NED - Non-Executive Director
ID - Independent Non-Executive Director
ED - Executive Director
*Ceased to be an Executive Director from 1st May,2005
**Appointed as a member from 26th July,2005
The viz matrix gives the detailed skill set required for becoming a board member as specified by the BOD.
Status
No of shares held
V C Burman
PD / NED
10000
Dr Anand Burman
PD / NED
74000
Amit Burman
PD / NED
ID
4000
R C Bhargava
ID
Stuart E Purdy
ID
P N Vijay
ID
S.Narayan
ID
As mandated by the revised Clause 49, the independent Directors on Daburs Board:
Apart from receiving Directors remuneration, do not have any material pecuniary relationships or transactions with
the company, its promoters, its Directors, its senior management or its holding company, its subsidiaries and associates which may affect independence of the Director.
Are not related to promoters or persons occupying management positions at the board level or at one level below
the board.
Have not been an executive of the company in the immediately preceding three financial years.
Are not partners or executives or were not partners or executives during the preceding three years of the:
Essential
Desirable
Strategy/Business Leadership
Corporate Strategy
Consultant
Corporate law
Experience in trade/consumer
related laws
Finance
FMCG experience
FMCG experience
Retired Beaurocrat
Basic understanding of
Finance and Business.
Ayurvedic specialist
Basic understanding of
finance and business
Sitting Fees
Superannuation
Stock Option
Commission
Total
165000
8864000
9029000
8513489
704999
9218488
Dr.Anand Burman
60000
60000
Amit Burman*
30000
282651
22500
335151
P D Narang
11415483
900423
14344656
26660562
Sunil Duggal
11453494
748796
13505098
25707388
HH Gaj Singh
15000
15000
300000
300000
S Narayan**
45000
45000
R C Bhargava
150000
150000
Stuart E Purdy
135000
135000
Total
900000
31665117
2376718
27849754
8864000
71655589
P N Vijay
During 2005-2006 the company did not advance any loans to any of its Directors.
Mr P D Narang and Mr Sunil Duggal were issued 781973 and 773559 Stock Options respectively during the year having vesting period spread from 1 to 5 years and exercisable over a period of 3 years after vesting. The Options are exercisable at par.
Pursuant to the approval of shareholders in the Annual General Meeting held on 9th September, 1998 and subsequently on 5th September 2002, in addition to the above remuneration certain Directors are entitled to severance fee as
contained in the resolution passed in the aforesaid meeting on cessation of their employment and directorship with the
company. The notice period for the three executive Directors namely Mr. Pradip Burman, Mr. P.D. Narang, and Mr. Sunil
Duggal is 3 months.
Two erstwhile employees (relieved from their duties on 30th April, 2005) are relatives of Directors of Dabur. Mr.
Mohit Burman, son of Mr. V. C. Burman (Chairman), joined as General Manager, Sales and Marketing of the Company on 12th September, 1997. Gross remuneration paid to him for 2005-2006 was Rs.269667 as per approval of the
shareholders and the Government. Mr. Chetan Burman, son of Mr. Pradip Burman (Executive Director), joined the
Company on 1st February, 1996 as Deputy General Manager, Sales and Marketing. Gross remuneration paid to him
for 2005-06 was Rs.233867 as per approval of the shareholders and the Government. Both of them have resigned on
30th April, 2005.
CODE OF CONDUCT
Daburs Board has laid down a code of conduct for all Board members and senior management of the company. The code
of conduct is available on the website of the company www.dabur.com. All Board members and senior management
personnel have affirmed compliance with the Code of Conduct. A declaration signed by the Chief Executive Officer
(CEO) to this effect is enclosed at the end of this report.
RISK MANAGEMENT
Dabur has established robust risk assessment and minimization procedures, which are reviewed by the Board periodically. At Dabur we have a structure in place to identify and mitigate the various risks faced by the company from time
to time. At every board meeting, the risk register is reviewed by the board, new risks are identified, the same are then assessed, controls are designed, put in place and enforced through the process owner and a fixed timeline is set for achieving the same.
The company has adopted COSO framework for internal control. Under this framework risks are identified as per
each process flow and control systems instituted to ensure that the risks in each business process is mitigated. The Chief
Risk Officer (CRO) is responsible for the overall risk governance in the company and reports directly to the Management
Committee (MANCOM), which consists of various functional heads. The Board provides oversight and reviews the risk
management policy quarterly.
Audit Committee report for the year ended 31st March, 2006
To the shareholders of Dabur India Limited:
Each member of the audit committee is an independent Director, according to the definition laid down in the Clause
49 of the Listing Agreement with the relevant stock exchanges.
The Management is responsible for the Companys internal controls and financial reporting process. The independent auditors are responsible for performing an independent audit of the Companys financial statements in accordance
with the Indian GAAP (generally accepted accounting principles) and for issuing a report thereon. The committee is responsible for overseeing the processes related to the financial reporting and information dissemination.
In this regard the Committee discussed with the companys internal auditors and independent auditors the overall
scope and plan for their respective audits. The Committee also discussed the results of their examinations, their evaluation of the Companys internal controls and the overall quality of financial reporting. The Management also presented to the committee, the companies financial statements and also represented that the companys financial statements
had been drawn in accordance with the Indian GAAP.
Based on its review and discussions conducted with the management and the independent auditors, the audit committee believes that the Companys financial statements are fairly presented in conformity with Indian GAAP in all material aspects.
The Committee has also reviewed the internal controls put in place to ensure that the accounts of the Company are
properly maintained and that the accounting transactions are in accordance with prevailing laws and regulations. In
conducting such reviews, the committee found no material discrepancy or weakness in the Internal Control Systems
of the Company. The Committee has also reviewed Management Discussion and Analysis, Statement of Significant
Related Party Transactions, Directors Responsibility Statement, compliance relating to financial statements and draft
auditors report.
The Committee is recommending to the board the re-appointment of M/s G Basu & Co., Chartered Accountants as
statutory auditors of the company, M/s Bansal & Co., Chartered Accountants and M/s Waring & Partners, Chartered Accountants as Branch Auditors for Alwar Division and London Branch respectively to carry out audit of the accounts of
the company and of respective division/branch for the financial year 2006-07.
In conclusion, the committee is sufficiently satisfied that it has complied with the responsibilities as outlined in the
Audit Committees responsibility statement.
Signed
New Delhi
April 25, 2006
P N Vijay
Chairman, Audit Committee
a) Audit Committee
As on 31st March 2006, the Audit Committee comprises of four independent Directors. They are Mr. P N Vijay (Chairman), Mr. Stuart E Purdy, Mr. R. C. Bhargava and Dr. S. Narayan. The Audit Committee held seven meetings during 200506 on 27th April 2005, 26th July, 2005, 25th August, 2005, 24th October, 2005, 10th November, 2005, 27th January, 2006
and 27th February, 2006. The time gap between any two meetings was less than four months. The details of the audit
committee are given in Table 3:
Status
No.of Meetings
Held
Attended
Chairman
Member
Member
Dr.S Narayan)(ID)*
Member
The Director responsible for the finance function, the head of internal audit and the representative of the statutory
auditors, internal auditors and cost auditors are permanent invitees to the audit committee. Mr. A K Jain, Additional
General Manager (Finance) & Company Secretary is the secretary to the committee.
All members of the Audit Committee have accounting and financial management expertise. Mr. P N Vijay, Chairman
of the Audit Committee, has accounting and financial management expertise. The Chairman of the Audit Committee
attended the Annual General Meeting (AGM) held on 15th July 2005 to answer shareholder queries.
The functions of the Audit Committee include the following:
Oversight of the companys financial reporting process and the disclosure of its financial information to ensure that
the financial statement is correct, sufficient and credible.
Recommending to the Board, the appointment, re-appointment and, if required, the replacement or removal of the
statutory auditor and the fixation of audit fees.
Approval of payment to statutory auditors for any other services rendered by the statutory auditors.
Reviewing, with the management, the annual financial statements before submission to the board for approval, with
particular reference to:
Matters required to be included in the Directors Responsibility Statement to be included in the Boards report in terms of clause (2AA) of section 217 of the Companies Act, 1956.
Changes, if any, in accounting policies and practices and reasons for the same.
Major accounting entries involving estimates based on the exercise of judgment by management.
Significant adjustments made in the financial statements arising out of audit findings.
Compliance with listing and other legal requirements relating to financial statements.
Disclosure of any related party transactions.
Qualifications in the draft audit report.
Reviewing, with the management, the quarterly financial statements before submission to the board for approval.
Reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal control
systems.
Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department,
staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal
audit.
Discussion with internal auditors any significant findings and follow up there on.
Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected
fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board.
Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as postaudit discussion to ascertain any area of concern.
To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders
(in case of non payment of declared dividends) and creditors.
To review the functioning of the Whistle Blower mechanism, in case the same is existing.
Carrying out any other function as is mentioned in the terms of reference of the Audit Committee.
The Audit Committee is empowered, pursuant to its terms of reference, to:
Investigate any activity within its terms of reference and to seek any information it requires from any employee.
Obtain legal or other independent professional advice and to secure the attendance of outsiders with relevant experience and expertise, when considered necessary.
Dabur has systems and procedures in place to ensure that the Audit Committee mandatorily reviews:
Management discussion and analysis of financial condition and results of operations.
Statement of significant related party transactions (as defined by the audit committee), submitted by management.
Management letters / letters of internal control weaknesses issued by the statutory auditors.
Internal audit reports relating to internal control weaknesses.
The appointment, removal and terms of remuneration of the Chief internal auditor shall be subject to review by the
Audit Committee.
The uses/applications of funds raised through public issues, rights issues, preferential issues by major category (capital expenditure, sales and marketing, working capital, etc), as part of the quarterly declaration of financial results
(whenever applicable).
On an annual basis, statement certified by the statutory auditors, detailing the use of funds raised through public issues, rights issues, preferential issues for purposes other than those stated in the offer document/prospectus/notice
(whenever applicable).
The audit committee is also presented with the following information on related party transactions (whenever
applicable):
A statement in summary form of transactions with related parties in the ordinary course of business.
Details of material individual transactions with related parties which are not in the normal course of business.
Details of material individual transactions with related parties or others, which are not on an arms length basis along
with managements justification for the same.
The name of Compensation Committee was changed to Remuneration cum Compensation Committee on 28th April,
2005 after dissolving the Remuneration Committee and merging it with the Compensation Committee.
As of 31st March 2006, the Remuneration cum Compensation Committee comprises of Mr. P N Vijay (Chairman) and
Mr. Stuart E Purdy, being independent Directors and Mr. V C Burman, being Non Executive Promoter Director.
The Remuneration cum Compensation Committee held six meetings during 2005-06 on 28th April, 2005, 26th July
2005, 24th October, 2005, 10th November, 2005, 25th November, 2005 and 27th January, 2006. Table 4 gives the details.
Status
No.of Meetings
Held
Attended
Mr P N Vijay (ID)
Chairman
Member
Mr V C Burman (PD/NED)*
Member
The Remuneration cum Compensation Committee of the Company recommends to the Board the compensation
terms of executive Directors, approves and evaluates the executive Directors and senior management compensation
plans, policies and programs of the Company. The responsibilities of the Committee include:
Framing and implementing on behalf of the Board and on behalf of the shareholders, a credible and transparent policy on remuneration of executive Directors including ESOP, pension rights and any compensation payment.
Considering, approving and recommending to the Board the changes in designation and increase in salary of the executive Directors.
Ensuring that remuneration policy is good enough to attract, retain and motivate the Directors.
Bringing about objectivity in determining the remuneration package while striking a balance between the interest
of the Company and the shareholders.
To frame the ESPS/ESOS and recommend the same to the Board/Shareholders for their approval and to implement
the Scheme approved by the Shareholders.
To suggest to Board/Shareholders changes in the ESPS/ESOS.
To decide the terms and conditions of Employees Share Purchase Scheme (ESPS) and Employees Stock Option
Scheme (ESOS) which inter-alia include the following:
Quantum of options to be granted under the Scheme per employee and in aggregate;
Vesting Period;
Conditions under which option vested in employees may lapse in case of termination of employment for misconduct;
Exercise period within which the employee should exercise the option and that option would lapse on failure to exercise the option within the exercise period;
Specified time period within which the employee shall exercise the vested options in the event of termination or resignation of an employee;
Right of an employee to exercise all the options vested in him at one time or at various points of time within
the exercise period;
Procedure for making a fair and reasonable adjustment to the number of options and to the exercise price in
case of rights issues, bonus issues and other corporate actions;
Grant, vest and exercise of option in case of employees who are on long leave;
Procedure for cashless exercise of options;
Forfeiture/cancellation of Options granted;
All other issues incidental to the implementation of ESOS.
Any allied matter(s) out of and incidental to these functions and not herein above specifically provided for.
Details of queries and grievances received and attended by the Company during the year 2005-06 is given in Table 6.
Pending
as on 1st
April,2005
Received
during
the year
Answered
during
the year
Pending
as on 31st
March,2006
Nil
38
38
Nil
2. Non-receipt of Dividend
Nil
Nil
3. Dematerialisation /
Rematerialisation of shares
Nil
30
30
Nil
Nil
23
23
Nil
Nil
Nil
Nil
54
6
Nil
54
6
Nil
Nil
Nil
Nil
6. Others
Nil
Nil
Nil
Nil
Nil
153
153
Nil
Total
Shareholders/Investor Grievance and Share Transfer Committee Report for the year ended 31st March,
2006
Remuneration policy
The remuneration paid to the non-executive Directors of the Company is decided by the Board of Directors on the recommendations of the Remuneration cum Compensation Committee.The existing remuneration policy of the Company is directed towards rewarding performance, based on review of achievements on a periodical basis. The remuneration policy is in consonance with the existing industry practice. As per the shareholders approval obtained at the Annual General Meeting of the Company held on 5th September, 2002, commission is paid at the rate not exceeding one
per cent of the net profits per annum of the Company, calculated in accordance with the provisions of Sections 198, 349
and 350 of the Companies Act, 1956.
1. Non-executive Chairman
Besides sitting fees, the non-executive Chairman is also entitled to commission out of profits of the Company as approved by the Board and within the overall limits prescribed by the Companies Act, 1956.
2. Independent Directors
Non-executive independent Directors are paid sitting fees for attending the meetings of the Board of Directors and committees thereof within the prescribed limits.
3. Executive Directors
Remuneration of the executive Directors consists of a fixed component and a variable performance incentive. The Remuneration cum Compensation Committee makes annual appraisal of the performance of the executive Directors based
on a detailed performance evaluation and recommends the compensation payable to them, within the parameters approved by the shareholders, to the Board for their approval.
Remuneration cum Compensation Committee Report for the year ended 31st March, 2006
New Delhi
April 25, 2006
P N Vijay
Chairman, Shareholders/Investor Grievance and Share Transfer Committee
P N Vijay
Chairman,Remuneration cum Compensation Committee
c) Nomination Committee
Subsidiary Companies
Daburs Nomination Committee consists of Mr. V C Burman, non-executive promoter Director, Mr. Pradip Burman, executive promoter Director, Mr. Stuart E. Purdy, independent Director and HH Maharaja Gaj Singh, independent Director. The Nomination Committee did not meet during the year under review.
The functions of the Nomination Committee include:
To identify and recommend candidates to the Board of Directors for appointment as members of the Board.
To engage the services of consultants and seek their help in the process of identifying candidates for appointments
to the Board.
The revised Clause 49 defines a material non-listed Indian subsidiary as an unlisted subsidiary, incorporated in India, whose turnover or net worth (i.e. paid up capital and free reserves) exceeds 20% of the consolidated turnover or net
worth respectively, of the listed holding company and its subsidiaries in the immediately preceding accounting year.
Dabur does not have a material non-listed Indian subsidiary.
Management
Management Discussion and Analysis
Annual Report has a detailed Chapter on Management Discussion and Analysis which forms part of this report.
Disclosures
d) Shareholders/Investor Grievance and Share Transfer Committee
The Committee consists of three members, Mr. P N Vijay (Chairman), Mr. V C Burman and Mr. P D Narang. The Committee met four times in the year under review on 27th April, 2005, 26th July 2005, 24th October, 2005 and 27th January 2006. Table 5 gives the details.
Table 5: Attendance Details of Dabur's Shareholders/Investor Grievance and Share Transfer Committee
Name of Members (Category)
Status
No.of Meetings
Disclosures on materially significant related party transactions i.e. transactions of the Company of material nature, with its
promoters, the Directors or the management, their subsidiaries or relatives, etc. that may have potential conflict with the interests of the Company at large.
Dealings in Companys shares on the part of persons in management have been reported to Board periodically and
whenever required to the Stock Exchanges. The material, financial and commercial transactions where persons in management have personal interest exclusively relate to transactions involving Key Management Personnel forming part of
the disclosure on related parties referred to in Note in Schedule P to Annual Accounts which was reported to Board of
Directors.
Held
Attended
Mr P N Vijay (ID)
Chairman
Member
Mr P D Narang (ED)
Member
1. Subsidiaries:
- Collaterals and guarantees have been given by the Company on behalf of Dabur Foods Ltd amounting to Rs.37.50 crores.
- Goods worth Rs.2.49 crores were purchased from Dabur International Ltd.
- Goods worth Rs.3.30 crores were sold to Dabur International Limited.
- Share application money of Rs. 21.78 crores has been given to Dabur International Ltd.
- Sale of investments for an amount of Rs. 21.85 crores was made by the Company to Dabur International Ltd.
- Dabur Foods Ltd. was given a loan of Rs.8.25 crores by the company.
- Dabur International Ltd. was given a loan of Rs.27.00 crores by the company.
- Balsara Home Products Ltd. was given a loan of Rs.5.00 crores by the company.
- Dabur Foods Ltd. had repayed the Loan of Rs.5.25 crores given by the company.
- Balsara Home Products Ltd. had repayed the Loan of Rs.5.00 crores given by the company.
Mr. A K Jain, Additional General Manager (Finance) and Company Secretary, is the Compliance Officer.
The committee supervises the mechanism for redressal of investor grievances and ensures cordial investor relations.
Apart from looking into redressal of shareholders and investors complaints like transfer of shares, non-receipt of annual reports, non-receipt of dividend and allied matters, the committee performs the following functions:
Transfer/Transmission of shares/Debentures.
Split-up/Sub-division and Consolidation of shares, debentures, letters of rights, renewals, letters of allotment, call
notices.
Issue of new and duplicate share/debentures certificates.
Registration of Power of Attorneys, Probate Letters of transmission or similar other documents.
Grant extension of time for making allotment/First Call/Second and Final Call Payments.
To open/close Bank Account(s) of the Company for depositing share/debenture application, allotment and call
monies, authorize operation of such account(s) and issue instructions to the Bank from time to time in this regard.
To look into the redressing of shareholder and investors complaints like transfer of shares, non-receipt of balance
sheet, non-receipt of declared dividends etc.
3. Associates:
- Services for an amount of Rs.1.80 crores by Jetways Travels Pvt. Ltd. (Travel Agency) were received by the
company. Such services were rendered at market rates.
2002-2003
Dabur has followed the guidelines of accounting standards laid down by the Institute of Chartered Accountants of India (ICAI) in preparation of its financial statements.
Financial Year
Category *
Date
Time
2001-2002
AGM
5th September,2002
11.00 AM
AGM
Same as above
2nd August,2003
9.30 AM
2003-2004
EGM
Same as above
2nd August,2003
2.00 PM
2003-2004
AGM
Same as above
6th July,2004
11.00 AM
2004-2005
AGM
Same as above
15th July,2005
11.00 AM
Dabur has complied with all the requirements of regulatory authorities. No penalties/strictures were imposed on the
Company by stock exchanges or SEBI or any statutory authority on any matter related to capital market during the last
three years.
The following Special Resolutions were taken up in the last three AGMs, and were passed with requisite majority.
2003-2004
Special Resolution passed through postal ballot to de-list the companys equity shares from The Delhi Stock Exchange
Association Ltd., The Uttar Pradesh Stock Exchange Association Ltd., The Calcutta Stock Exchange Association Ltd.,
The Ludhiana Stock Exchange Association Ltd., Magadh Stock Exchange Association, Bangalore Stock Exchange
Ltd., The Jaipur Stock Exchange Ltd. and The Stock Exchange, Ahmedabad.
2004 2005
Keeping of records at the place other than registered office of the Company.
2005 2006
Reappointment of Mr Sunil Duggal as Whole-time Director of the Company.
Appointment of Mr Amit Burman as Whole-time Director in Dabur Foods Limited.
Appointment of Mr Mohit Burman as Whole-time Director in Balsara Home Products Limited.
Appointment of Mr Chetan Burman as Executive Director in Dabur Nepal Private Limited.
Postal Ballot
Whistle-Blower Policy
In line with the best international governance practices, Dabur has put in place a system through which employees and
business associates may report unethical business practices at work place without fear of reprisal. The Company has
set up a direct touch initiative under which all employees / business associates have direct access to the Chairman of the
Audit Committee and also to a three member direct touch team established for this purpose. The whistle blower protection policy aims to:
Allow and encourage employees and business associates to bring to the management notice concerns about suspected unethical behavior, malpractice, wrongful conduct, fraud, violation of policies.
During the year under review, in pursuance to section 192A of the Companies Act, 1956 and Companies (Passing of the
Resolution by Postal Ballot) Rules, 2001, postal ballot was conducted seeking approval of the shareholders for
1. Capitalization of Share Premium Account and issue of bonus shares in the ratio of 1:1 to existing equity shareholders of the company.
2. Increase in authorized share capital of the Company from Rs.50,00,00,000/- to Rs.1,25,00,00,000/3. Amendment in Clause V of the Memorandum of Association of the Company.
4. Amendment in Article 4 of the Articles of Association of the Company
The result of postal ballot was published in The Statesman, Delhi and Rashtriya Sahara Hindi on 22nd December 2005.
Mr. V.K. Jhalani, Chartered Accountant was appointed as Scrutinizer for conducting the postal ballot process. He reported the vote count on 21st December, 2005. The results of the ballot are given below:
The above mechanism has been appropriately communicated within the Company across all levels and has been
displayed on the Companys intranet as well as on companys website www.dabur.com. The Audit Committee periodically reviews the existence and functioning of the mechanism.
Dividend Policy
To bring transparency in the matter of declaration of dividend and to better protect the interests of investors, Dabur has
adopted a Dividend Policy which has been displayed on the Companys website, www.dabur.com.
Shareholders
Reappointment/Appointment of Directors
As per the articles of association of Dabur, one-third of its Directors retire every year and, if eligible, offer themselves for
re-election at every Annual General Meeting. Consequently, Dr. Anand Burman, Mr. Sunil Duggal, Mr P N Vijay and His
Highness Maharaja Gaj Singh would retire this year and being eligible, offer themselves for re-appointment in accordance with the provisions of the Companies Act, 1956. Their brief CVs are given below:
Dr. Anand Burman: M.Sc., Ph.d. (University of Kansas, USA) was born in 1952 and was appointed as a member on the
Board in 1986. He is the promoter Director and currently holds the Vice chairmans position on the Board of Directors.
The current shareholding of Dr. Anand Burman in the Company is 74000 shares.
Mr. Sunil Duggal: M.B.A. (IIM, Kolkata) was born in 1957 and joined the Board in 2000. He is currently the Chief Executive Officer of the Company.
His current shareholding in the Company is 469676 shares.
Mr. P N Vijay: Post Graduate from IIT, Chennai was born in 1951 and joined the Board in 2001. He is a leading expert
in stock market.
He currently has no shareholding in the Company.
His Highness Maharaja Gaj Singh: M.A. (Oxford) was born in 1948 and joined the Board in 1993. He is the Founder
and Managing Trustee of various philanthropic Institutions and religious charitable Trusts associated with education
and women welfare. He is the chief patron of certain renowned educational societies.
His current shareholding in the Company is 4000 shares.
Date
28th July,2005
Audited Financial Results for the quarter / half year ended on 30th September,2005
26th October,2005
Unaudited Financial Results for the quarter / Nine months ended on 31st December,2005
29th January,2006
The quarterly, half yearly and annual financial statements are promptly and prominently displayed on the Companys web site i.e. www.dabur.com. The Company also displays the official news releases and presentations made to
institutional investors and to analysts on this website. Further, the Company has also been complying with SEBI regulations for filing of its financial results under the EDIFAR system. These are available on the SEBI web-site www.sebiedifar.nic.in.
In Favour
No. of Votes
1992
222942103
99.98%
0.00%
Invalid Ballots
52340
0.02%
Total Receipts
222994443
100.00%
Against
No. of Votes
1992
In Favour
221977628
99.55%
964275
0.43%
Invalid Ballots
52605
0.02%
Total Receipts
222994508
100.00%
Against
Book Closure
The dates of book closure are from 23rd June, 2006 to 8th July, 2006 inclusive of both days.
No. of Votes
Dividend Payment
1992
In Favour
221977473
99.55%
Against
964375
0.43%
Invalid Ballots
52660
0.02%
Total Receipts
222994508
100.00%
An interim dividend of Re.1.50 per equity share was paid on 14th November, 2005 and final dividend of Rs. 1.00 per
equity share will be paid on 12th July, 2006 subject to approval by the shareholders at the Annual General Meeting.
Listing
At present, the equity shares of the Company are listed on Mumbai Stock Exchange (BSE) and the National Stock
Exchange (NSE). The annual listing fees for the financial year 2005-2006 to NSE and BSE has been paid.
No. of Votes
1992
In Favour
Against
ISIN No:
INE016A01026
221976563
99.55%
500096
964375
0.43%
DABUR
53570
0.02%
Bloomberg Code:
DABUR IB
Reuters Code:
DABU.BO
Invalid Ballots
Total Receipts
222994508
100.00%
The Chairman after receiving the Scrutinizers Report announced that the Special Resolutions at Item No.1 to 4 of
the Postal Ballot Notice were duly passed with the requisite majority and directed that the resolutions be recorded in the
minute book recording the proceedings of general meetings of the members.
Compliance
Table B: High,low and volume of Daburs shares for 2005-06 at BSE and NSE
Mandatory requirements
MUMBAI STOCK EXCHANGE
Dabur is fully compliant with the applicable mandatory requirements of the revised Clause 49.
Date
High (Rs.)
Low (Rs.)
Volume
High (Rs.)
Low (Rs.)
Volume
60.75
54.50
2,700,658
60.47
54.50
6,169,601
Apr-05
May-05
65.22
55.50
2,110,625
65.50
58.15
5,563,490
Compliance status
Jun-05
68.50
62.57
5,728,947
69.90
60.00
6,624,221
49 (I)
Yes
Jul-05
78.12
63.00
5,681,302
81.00
63.32
14,549,406
49(IA)
Yes
Aug-05
79.85
71.30
2,382,438
80.00
69.05
9,998,422
49 (IB)
Yes
Sep-05
84.85
71.37
2,497,428
84.75
74.62
7,778,446
49 (IC)
Yes
Oct-05
93.20
77.50
6,103,536
94.70
79.00
18,637,984
49 (ID)
Yes
Nov-05
90.77
81.20
3,380,733
91.00
81.15
10,882,802
49 (II)
Yes
Dec-05
105.90
85.12
4,558,362
106.05
85.25
14,792,191
49 (IIA)
Yes
Jan-06
119.00
102.27
6,696,522
119.90
102.32
23,707,112
49 (IIB)
Yes
Feb-06
120.00
107.00
7,710,303
120.10
101.65
22,009,984
49 (IIC)
Yes
Mar-06
125.95
109.25
25,697,384
125.90
109.85
30,236,000
49 II(D)
Yes
49 (IIE)
Yes
49 (III)
Yes
IV. Disclosures
49 (IV)
Yes
49 (IV A)
Yes
49 (IV B)
Yes
49 (IV C)
Not Applicable
49 (IV D)
Yes
(E) Management
49 (IV E)
Yes
(F) Shareholders
49 (IV F)
Yes
V. CEO/CFO Certification
49 (V)
Yes
49 (VI)
Yes
VII. Compliance
49 (VII)
Yes
Particulars
I.
Board of Directors
Note:The value of Dabur share has been adjusted to half of its market price for April`05 to Jan`06 to give effect to bonus of 1:1 allotted on 27/01/06.
Dabur
200
150
100
BSE Sensex
50
April
May
June
August September
July
October
November December
January
2005
February
March
2006
Note:Daburs adjusted closing price and BSE Sensex indexed to 100 as on 1st April 2005.
Distribution of Shareholding
Table C and D lists the distribution of the shareholding of the equity shares of the Company by size and by ownership
class as on 31st March, 2006.
c) Remuneration Committee
Dabur has a Remuneration cum Compensation Committee that comprises of three members, two members being independent directors and one being non executive director. The Chairman of the Committee is an independent director.
d) Half-yearly Declaration
Dabur prepared a half-yearly report of financial performance in the year under review including a section on Management Discussion and Analysis. The half-yearly report was sent to all shareholders.
e) Audit Qualifications
Physical form
No.of
No.of
share
shares
holders
up to 5000
5001 10000
The Auditors have raised no qualification for the Financial Statements of the Company.
Total
The performance evaluation of non-executive directors is done through a peer-to-peer performance evaluation of the
Board of Directors. The Directors are marked on a scale of 1 to 5, with respect to three broad parameters namelyguiding strategy, monitoring management performance and development /compensation and statutory compliance & Corporate Governance.
g) Whistle Blower Policy
Dabur has whistle-blower policy in place. The details with regard to the functioning of the whistle-blower policy have
been mentioned earlier in this report.
Dematerialisation form
No.of
No.of
share
shares
holders
Total
number
of share
holders
% of
share
holders
28728819
82712
98.99%
5834
6991316
76878
26
194000
403
3056844
429
0.51%
3250844
0.57%
97000
415
534234805
419
0.50%
534331805
93.20%
5864
7282316
77696
566020468
83560
100.00%
35720135
6.23%
573302784 100.00%
As on 31st March,2006
As on 31st March,2005
No.of
share
Holders
% of
share
Holders
No.of
shares
held
% of
share
Holding
No.of
share
holders
Directors,promoters
and family members
34
0.04%
426004818
74.31%
31
0.07% 224174178
FIIs
51
0.06%
55620603
9.70%
32
0.07%
17740997
6.19%
Mutual Funds
44
0.05%
8354761
1.46%
37
0.08%
3011414
1.05%
Financial Institutions/Banks
29
0.03%
27529700
4.80%
0.02%
11995874
4.19%
NRIs
2418
2.89%
4064240
0.71%
1959
4.18%
2819833
0.98%
Corporates
1675
2.00%
9170725
1.60%
957
2.04%
4524985
1.58%
93.54%
22152432
7.73%
Financial Calendar
Individuals
79309
94.91%
42557937
7.42%
43836
Total
83560
100.00%
573302784
100.00%
46861
For the year ended 31st March, 2006, results were announced on:
Total
% of
number
share
of shares holding
% of
share
holders
No.of
% of
shares
share
held holding
78.27%
Trading in equity shares of the Company in dematerialized form became mandatory from 31st May, 1999. To facilitate
trading in demat form, in India, there are two depositories i.e. National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). Dabur has entered into agreement with both these depositories. Shareholders can open their accounts with any of the Depository Participant registered with these depositories.
As on 31st March, 2006, about 98.73% shares of the Company were held in dematerialized form.
The equity shares of the Company are frequently traded at Mumbai and National Stock Exchange.
Name
of the
Director
Status
Directorship
Committee
Membership
V C Burman
PD/NED
Shareholders/Investors
Grievance Committee
Outstanding GDRs/ADRs/Warrants/Options
Committee
Chairmanship
Remuneration cum
Compensation Committee
The Company has 66,91,484 outstanding Options as on 31st March, 2006 with vesting period from 1 to 5 years from the
date of grant.
Dabur Ayurvedic
Specialities Limited
PD/NED
Audit Committee
Shareholders/Investors
Grievance Committee
Dabur Pharmaceuticals
Limited
Dabur Overseas Limited
Dabur Oncology Plc
Hindustan Motors
Limited
PradipBurman
PD/ED
Ayurvet Limited
All share transfer and other communications regarding share certificates, change of address, dividends, etc should be
addressed to Registrar and Transfer Agents.
Shareholders/Investor Grievance and Share Transfer Committee is authorised to approve transfer of
shares in the physical segment. With effect from January 2004. Mr. A K Jain and Mr. R B Sachan, has been
delegated the responsibility of approving transfer and transmission of shares and other related matters.
Such transfers now take place on fortnightly basis. All share transfers are completed within statutory time
limit from the date of receipt, provided documents meet the stipulated requirement of statutory provisions
in all respects.
Audit Committee
PD/NED
Audit Committee
E-medlife.com Limited
PLANT LOCATIONS
Sahibabad
Baddi
Unit I & II
22,Site IV,Industrial Area,Sahibabad,Ghaziabad (U.P.) Tel:0120 3982000,3001000:Fax:0120 2779048
Pasadensa Foods
Limited
Remuneration Committee
Q H Talbros Limited
Remuneration Committee
Unit III
Plot No.5/1,Site IV,Sahibabad 201 010,Ghaziabad (U.P.) Tel:0120 3982000,3001000:Fax:0120 2779048
Chyawanprash Unit
PVR Ltd.
Alwar
Katni
Jammu
Uttaranchal
MCS Limited,
Sri Venkatesh Bhawan
W-40 Okhla Industrial Area, Phase II, New Delhi 110020
Phone: 011-41406149/51/52, 41609386, 41709885, Fax: 011-41709881
Mr. A K Jain
Additional General Manager (Finance) and Company Secretary,
Dabur India Limited, Punjabi Bhawan, 10, Rouse Avenue,
New Delhi 110 002., Tel: 011 42786000, Fax: 011 2322 2051
Certification by Chief Executive Officer and Chief Financial Officer of the Company
We, Sunil Duggal, Chief Executive Officer and Rajan Varma, Chief Financial Officer, of Dabur India Limited, to the best
of our knowledge and belief certify that:
1. We have reviewed the Balance Sheet and Profit and Loss Account of the company for the year ended 31st March, 2006
and all its schedule and notes on accounts, as well as the Cash Flow Statement.
2. To the best of our knowledge and information:
a. these statements do not contain any materially untrue statement or omit to state a material fact or contains
statement that might be misleading;
b. these statements together present a true and fair view of the companys affairs and are in compliance with
existing accounting standards, applicable laws and regulations.
3. We also certify, that based on our knowledge and the information provided to us, there are no transactions entered
into by the company, which are fraudulent, illegal or violate the companys code of conduct.
4. The companys other certifying officers and we are responsible for establishing and maintaining internal controls
for financial reporting and procedures for the company, and we have evaluated the effectiveness of the companys
internal controls and procedures pertaining to financial reporting.
5. The companys other certifying officers and we have disclosed, based on our most recent evaluation, wherever
applicable, to the companys auditors and thru them to the audit committee of the companys board of Directors:
a. All significant deficiencies in the design or operation of internal controls, which we are aware and have taken
steps to rectify these deficiencies;
b. Significant changes in internal control over financial reporting during the year;
c. Any fraud, which we have become aware of and that involves management or other employees who have a
significant role in the companys internal control systems over financial reporting;
d. Significant changes in accounting policies during the year.
We further declare that all board members and senior management have affirmed compliance with the code
of conduct for the current year.
New Delhi
April 25, 2006
Signed
Sunil Duggal
CEO, Dabur India Limited
Signed
Rajan Varma
CFO, Dabur India Limited
ED
Shareholders/Investors
Grievance Committee
Audit Committee
Name
of the
Director
Status
Directorship
Committee
Membership
Committee
Chairmanship
Name
of the
Director
Status
Directorship
Committee
Membership
Audit Committee
Remuneration cum
compensation
committee
Dabur Ayurvedic
Specialities Ltd.
Dabur Foods Limited
Audit Committee
Audit Committee
Eicher Limited
Remuneration
Committee
Dabur Pharma Limited
Shareholders
Grievance Committee
Shareholders/Investors
Grievance Committee
Audit Committee
Shareholders/Investors
Grievance Committee
Audit Committee
Audit Committee
Audit Committee
Remuneration cum
Compensation
Committee
Balsara Home
Products Limited
Besta Cosmetics Limited
Eagle Insurance
Company Ltd.
ED
Dr. S Narayan *
ID
Remuneration Committee
R C Bhargava
ID
Audit Committee
Audit Committee
Audit Committee
Audit Committee
Optimus Outsourcing
Co. Ltd.
Audit Committee
Shareholders/Investors
Grievance Committee
Maruti Suzuki
Tourism Finance
Corporation of India Limited
Audit Committee
Audit Committee
ID
P N Vijay
Audit Committee
ILFS Limited
ID
Multi Commodity
Exchange of India Ltd.
Audit Committee
HH Mah.Gaj Singh
Committee
Chairmanship
Audit committee
Shareholders/Investors
Grievance Committee
Audit Committee
DIRECTORS REPORT 13
Annual Report 2005-06
Fixed Deposits
To,
The Members,
Your Directors have pleasure in presenting the 31st Annual Report on the business and operations of the Company together with the Audited Accounts for the year ended 31st March, 2006.
Financial Results
Nature of business
2004-05
1375.03
1280.22
Subsidiaries
214.36
165.02
0.29
214.65
165.02
During the year Balsara Hygiene Products Limited, Balsara Home Products Limited and Besta Cosmetics Limited became subsidiary companies of the Company. During the year in view of the restructuring in the investment portfolio
Dabur Nepal Private Limited, Dabur Overseas Limited have ceased to be direct subsidiaries and have now become indirect subsidiaries through Dabur International Limited.
As required under the provisions of Section 212 of the Companies Act, 1956, a statement of the holding company's
interest in the subsidiary companies is attached as 'Annexure 2' and form part of this report.
In terms of approval granted by the Central Government under Section 212(8) of the Companies Act, 1956, copy of
Balance Sheet, Profit and Loss Account, Report of the Board of Directors and the Report of the Auditors of the subsidiary
companies have not been attached with the Balance Sheet of the Company.
The Company will make available these documents/details upon request by any Shareholder of the Company or
Subsidiary interested in obtaining the same. The Annual accounts of the Subsidiary Companies are also available for
Inspection by the Shareholders at the Head Office of the Company and also that of its Subsidiaries. However, pursuant
to Accounting Standard AS-21 issued by the Institute of Chartered Accountants of India, Consolidated Financial Statements presented by the Company includes the financial Information of its Subsidiaries. The following information in
aggregate for each Subsidiary are also being disclosed (a) capital (b) reserves (c) total assets (d) total liabilities (e) details of investment (except in case of investment in subsidiaries) (f) turnover (g) profit before taxation (h) provision for
taxation (i) profit after taxation (j) proposed dividend. The said information is given in 'Annexure 3' and form part of
this report.
18.08
13.00
4.00
4.00
3.70
188.87
147.97
125.23
81.12
0.83
1.82
0.57
314.67
231.74
With the acquisition of Balsara Group of companies, the Company has entered in the Home Care business. Detailed discussion on the Company's nature of business is covered under the chapter Management Discussion and Analysis which
forms part of this report.
Dabur Foods Limited, a wholly owned subsidiary, has during the year extended its activities into manufacturing of
fruit juices/pulps in addition to its existing business of trading in these products. There has been no change in the nature of business of other subsidiary companies during the year.
2005-06
During the year the Company has not accepted any fixed deposits from the public. However, as on 31st March, 2006
the Company had unclaimed deposits of Rs.7.53 lacs due to 51 depositors. In addition to this an amount of Rs.5.57
lacs is outstanding as unclaimed towards interest accrued and due to 524 depositors. During the year, the Company has deposited a sum of Rs.1,23,768/- towards unclaimed deposits and interest in the Investors Education & Protection Fund.
Auditors' Report
Appropriation to:
General Reserve
25.20
25.15
42.99
28.63
57.33
42.96
14.07
9.77
175.00
125.23
Total
314.67
231.74
The observations of Auditors in their report read with the relevant notes to accounts in Schedule P are self-explanatory
and do not require further explanation.
Dividend
An interim dividend of Re.1.50 per share (i.e. 150%) was declared and paid during the year. The Board of Directors has
recommended a final dividend of Re.1 per share (i.e.100%) to the members for their approval. The final dividend, if approved, will be paid to members within the period stipulated by the Companies Act, 1956. The Dividend Payout Ratio
for the current year (inclusive of corporate tax on dividend distribution) will be 60.57%.
Particulars of Employees
Particulars of employees as required under Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 as amended are given in 'Annexure 5 and form part of this report.
A. Conservation of energy:
a)
Various energy conservation techniques were initiated at large scale and successfully implemented.
Maintained / controlled the mixing of Fuel & Air ratio resulting into maximization of boiler efficiency.
Corporate Governance
Online monitoring of Boiler Efficiency through LAN resulting into improvement of Efficiency by 3%.
Power Capacitor Bank of 100 KVAR installed at Alwar to maintain the Power Factor.
It has always been the Company's endeavour to excel through better Corporate Governance and fair and transparent
practices, many of which have already been in place even before they were mandated by the law of the land. The Company complies with all the provisions of revised clause 49 of the Listing Agreement.
The Compliance Report on Corporate Governance forms part of this Annual Report. The Auditors certificate on the
compliance of Corporate Governance Code embodied in Clause 49 of the Listing Agreement is attached as Annexure 1
and form part of this Report.
Directors
b)
During the period Dr Anand Burman and Mr Amit Burman have resigned from the executive directorship of the Company, although they continue to remain non-executive members on the Board of the Company.
At the ensuing Annual General Meeting Dr Anand Burman, His Highness Maharaja Gaj Singh, Mr Sunil Duggal and
Mr P N Vijay will retire by rotation and being eligible offer themselves for reappointment in terms of provisions of Articles of Association of the Company.
The brief resume/details relating to directors who are to be appointed/re-appointed are furnished in the explanatory statement to the notice of the ensuing annual general meeting.
Additional investments and proposals, if any, being implemented for reduction of consumption of energy:Efficiency Monitoring System planned at Pant Nagar to check and control the steam generation efficiency. Commissioning is expected by May'06. This system works by controlling the ratio of fuel and air.
c)
Impact of measures at (a) and (b) above for reduction of energy consumption and consequent impact on the
cost of production of goods:The energy conservation measures taken during the year have resulted into yearly saving of approximately Rs.130 lacs and thereby lowered the cost of production by the equivalent amount. These measures
have also lead to better pollution control, reduced maintenance time and cost, improved hygienic condition and consistency in quality and improved productivity.
d)
Total energy consumption and energy consumption per unit of production as per Form A
That in the preparation of the annual accounts, the applicable accounting standards have been followed and no
material departures have been made from the same;
That they had selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the
end of the financial year and of the profit of the Company for that period;
That they had taken proper and sufficient care for the maintenance of adequate accounting records in accordance
with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;
That they had prepared the annual accounts on a going concern basis.
Auditors
M/s G. Basu & Company, Chartered Accountants, Statutory Auditors, M/s Bansal & Company, Branch Auditors of Alwar
Division and M/s Waring & Partners, Branch Auditors of London Branch of the Company retire at the conclusion of ensuing Annual General Meeting and being eligible offer themselves for reappointment as statutory auditors & branch auditors respectively.
Cost Auditor
M/s Ramanath Iyer & Company, Cost Accountants were reappointed as Cost Auditors to conduct cost audit of the accounts maintained by the Company in respect of its Formulations and Cosmetics & Toiletries products for the financial
year 2006-07.
B. Technology Absorption:
Efforts made in technology absorption as per Form B is attached herewith as Annexure 7.
C Foreign Exchange earnings and outgo:
i)
Activities and initiatives relating to exports:
The impetus on international business continued to gain momentum. This was done through sharper strategic focus & superior deployment strategies. The acquisition of Balsara business gave access to market&
product segments, which further strengthened the business. Continued attention & resource deployment
was done on Brand development with specific emphasis on "Dabur" & " Vatika" brands. Local celebrities
were used in Brand promotion in markets like Pakistan & Egypt.
As part of the strategic exercise seven 'focus' and eight "potential" markets were identified for resource
Investment.
Work continued to develop the Developed Market Health care & Oral strategies through the High end
Private label route. Towards that work continued to prepare Dabur facilities for Medicines & Health Care
Products Regulatory Agency (MHRA) as also FDA compliant manufacturing bases.
To provide focus on International Business as a growth engine, the Business has been split with 2 business heads located respectively in Dubai & India.
ii)
Development of New markets for Products & Services:
In continuation with the focus & potential markets exercise, & with a view to consolidate the opportunities
offered by Balsara integration markets in "Arabia" like Sudan, Morocco, Libya, Jordan, those in CIS like Russia, Ukraine & other markets like Ghana were developed for growths. Marketing Offices manned by Dabur
employees were set up in some of these markets with a view to get closer to the Consumer & Customer
In Pakistan avenues for local trading/manufacturing would be evaluated & actioned for a much wider
portfolio of products next year. The positive experience with the launch of Sarson Amla in Pakistan gave
further confidence in the potential of the market.
iii)
Export Plans:
Organic & inorganic growth will be pursued in the coming & future years to bolster sales growths & gain
economies of scale, thereby boosting profitability.
Health care & Oral Care through the private label route will be a thrust area with necessary R&D &
backroom inputs.
Pakistan, Bangladesh & Nigeria would take major investments & expected to grow substantially. In
addition a major thrust is being put in the Russian & select CIS markets to tap the oral care & Health Care opportunities.
Manufacturing consolidation is also planned to be completed in United Arab Emirates with a new
state of the art plant in Dubai Investment Park.
Total Foreign Exchange used during 2005-06: Rs.536.18 lacs.
Total Foreign Exchange Earned during 2005-06: Rs.2658.21 lacs.
14 DIRECTORS REPORT
Dabur India Limited
aforesaid SEBI Regulations, are given in the Annexure 8 attached herewith and form part of this report.
Annexure '1'
Operations Review
For detailed operational review kindly refer to Management Discussion and Analysis covered under Corporate Governance, which forms part of this Annual Report.
To,
The Members of Dabur India Limited
Environmental Review
The company has a defined environmental policy which is being followed rigorously by one and all across the organization. There were no environmental issues at any of the Dabur plants and the statutory compliance was in line with
Governmental requirements.
The Pollution Control parameters as defined by the State Pollution Control Board were totally adhered and effluent
discharge level was well within the prescribed limits. Air pollution has been tested and was in line with the requirement. Noise pollution level was contained by fixing all the generators in sound proof acoustic enclosures.
Industrial Relations
The Company has taken various steps to improve productivity across organization. Industrial relations remained harmonious across all manufacturing locations in India.
Acknowledgements
Your Directors place on record their gratitude to the Central Government, State Governments and Company's Bankers
for the assistance, co-operation and encouragement they extended to the Company. For the continuing support and unstinting efforts of Investors, Dealers, Business Associates and Employees in ensuring an excellent all around operational
performance, your directors also wish to place on record their sincere thanks and appreciation.
We have examined the compliance of conditions of corporate governance by Dabur India Limited, for the year ended on
31st March, 2006, as stipulated in clause 49 of the Listing Agreement of the said Company with the stock exchanges.
The compliance of conditions of corporate governance is the responsibility of the management. Our examination is
limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of the Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the
Company.
In our opinion and to the best of our information and according to the explanations given to us, we certify that the
Company has complied with the conditions of Corporate Governance as stipulated in the above mentioned Listing
Agreement.
We state that no investor grievance is pending for a period exceeding one month against the Company as per the
records maintained by the Shareholders/ Investors Grievance Committee.
We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the management has conducted the affairs of the Company.
For G Basu & Co
Chartered Accountants
S.LAHIRI
Partner
Membership No. 51717
New Delhi
25th April 2006
New Delhi
25th April, 2006
Annexure '2'
Statement pursuant to Section 212 of the Aompanies Act,1956 relating to subsidiary companies
1
*Dabur
Nepal
Pvt.Ltd.
*Dabur
Overseas
Ltd.
Dabur
Foods
Ltd.
Dabur
International
Ltd.
*Dabur
Egypt
Ltd.
*Asian
Consumer
Care Pvt.Ltd.
*Pasadensa
Foods
Ltd.
*Weikfield
International
(UAE) Ltd.
*African
Consumer
Care Ltd.
Balsara
Home
Products Ltd.
Balsara
Hygiene
Products Ltd.
*Besta
Cosmetics
Ltd.
20,000,000 Equity
Shares of Rs.10
Each fully
Paid Up
1,000,000 Equity
Shares of Pens
Sterling 1 Each
fully Paid Up
12,290,711
equity shares of
Rs 10 each fully
paid up
3,862,100
equity shares of
Rs 10 each fully
paid up
Extent of Holding
100%
100%
94.18%
99.52%
31/03/2006
31/03/2006
31/03/2006
31/03/2006
31/03/2006
31/03/2006
31/03/2006
31/03/2006
31/03/2006
31/03/2006
31/03/2006
31/03/2006
Rs.12,10,18,111
Rs 5,75,60,758
AED 47,38,681
Rs.13,88,61,289
(Rs.32,77,374)
(Rs.14,81,28,846)
Rs.5,83,99,567
AED 48,86,993
Annexure '3'
Details of Subsidiary Companies
(Amount in Lacs)
Particulars
Dabur Foods
Ltd.
Pasadensa
Foods Ltd.
499.08
NR 798.52
2,000.00
500.00
2,906.82
AED 239.30
194.47
AED 16.01
95.85
BDT 149.77
159.10
ND 440.49
234.67
USD 5.26
223.08
USD 5
1,305.00
388.08
90.00
5,980.85
NR 9569.36
-271.12
-298.65
1,508.04
AED 124.15
424.69
AED 34.96
-93.31
BDT -145.80
-136.93
ND -379.11
30.27
USD 0.68
-10.60
USD -0.24
-32.24
1,163.98
26.92
3. Total Assets
15,961.56
NR 25538.50
5,970.71
2,221.90
9,376.02
AED 771.88
1,644.94
AED 135.42
617.45
BDT 964.76
302.27
ND 836.88
820.30
USD 18.39
234.50
USD 5.26
8,945.47
1,976.15
186.74
4. Total Liabilities
15,961.56
NR 25538.50
5,970.71
2,221.90
9,376.02
AED 771.88
1,644.94
AED 135.42
617.45
BDT 964.76
302.27
ND 836.88
820.30
USD 18.39
234.50
USD 5.26
8,945.47
1,976.15
186.74
12.49
NR 19.98
500.21
3,194.28
AED 262.97
195.06
USD 4.37
80.29
731.94
19,481.76
NR 31170.82
19,253.41
727.03
7,713.93
AED 635.05
3,341.43
AED 275.08
1,443.36
BDT 2255.25
802.07
ND 2220.63
1,324.96
USD 29.70
19,156.53
171.39
121.83
604.03
NR 966.45
1,370.37
1.32
570.43
AED 46.96
-31.82
AED - 2.62
-56.31
BDT -87.98
-105.43
ND -291.90
85.91
USD 1.93
-4.21
USD -0.09
1,514.56
7.56
115.35
105.54
NR 168.86
160.21
-1.32
5.50
8.59
125.95
40.33
28.86
498.49
NR 797.58
1,210.16
570.43
AED 46.96
-31.82
AED - 2.62
-61.80
BDT -96.56
-105.43
ND -291.9
85.91
USD 1.93
-4.21
USD -0.09
1,388.61
-32.77
86.48
1.Capital
2 Reserves
5. Details of Investments
6. Turnover
Dabur Nepal
Pvt. Ltd.
Balsara Hygeine
Products Ltd
Besta Cosmetics
Ltd
DIRECTORS REPORT 15
Annual Report 2005-06
Annexure '4'
Disclosure regarding Employees Stock Option Plan pursuant to the SEBI (Employees Stock Option Scheme
and Employees Stock Purchase Scheme) Guidelines, 1999 and forming part of the Directors' Report for the
year ended 31st March, 2006.
For the Year
Cumulative
54,14,927
79,75,537
1.
2.
Pricing formula:
3.
Options vested:
2,31,679
9,52,303
4.
Options exercised:
2,31,679
9,34,803
5.
2,31,679
14,36,562
6.
Options lapsed/Cancelled:
7.
8.
17,504
3,49,250
None
None
Rs.2,31,679/-
Rs.14,36,562/-
None
11
Rs.3.27
12.
The Company had been using intrinsic value method of accounting ESOP expenses as prescribed by SEBI (Employees Stock Option
Scheme and Employees Stock Purchase Scheme) Guide Lines 1999,to account for stock options issued under Dabur ESOS 2000,the
Company's stock option scheme.Under this method,compensation expenses is recorded on the basis of excess of the market price
of share at the date of grant of option over exercise price of the option.
As allowed by the above referred SEBI Guidelines the company has decided to continue to apply the intrinsic value method of accounting and the disclosure required as per para 12 (l) of the Guidelines are given herein below:(Rs.in lacs)
9.
10
i. Senior managerial :
66,91,484
66,91,484
685.99
678.99
Mr P D Narang
781973
Mr Sunil Duggal
773559
Mr Charanjit Mohan
Executive Director-Operations
370498
Mr V S Sitaram
Executive Director-CCD
260416
Mr Nitin Ghadiyar
Executive Director-CHD
324718
Mr N Venkatakrishnan
Executive VP - Commercial
221112
Mr Jude Magima
Executive VP - CPPD
286887
Mr A Sudhakar
221112
Mr S Raghunandan
280438
Mr Devender Garg
280438
Mr Rajan Varma
190436
Mr P D Narang
781973
Mr Sunil Duggal
773559
amounting to 5% or
Mr Charanjit Mohan
Executive Director-Operations
370498
more of options
Mr Nitin Ghadiyar
Executive Director-CHD
324718
Expected life
personnel
18908.37
18915.37
13.
Basic
Diluted
As reported
3.30
3.27
As adjusted
3.30
3.27
Impact on EPS
0.0001
0.0001
Re.1
14.
Rs.110.73
Rs.110.47
The fair value of each option is estimated using the Black Scholes model after applying the following weighted average assumptions:5.84
1 to 5 years
granted during
Mr Jude Magima
Executive VP - CPPD
286887
2.04
that year:
Mr S Raghunandan
280438
250
Mr Devender Garg
280438
Rs.111.73
Annexure '5'
Statement of particulars of employees pursuant to the provisions of Section 217(2A) of the Companies Act,1956 read with Companies (Particulars of Employees) Rules,1975 and forming part of the Directors' Report for the year
ended 31st March,2006
Name
Designation/
Nature of Duties
Qualifications
Experience
(in yrs)
Remuneration
Date of
Appointment
Age
(in yrs)
Particulars of Last
employment
Ananthanarayan S.
M Sc,MMS
23
6,722,650
11/01/2004
47
M Sc,M Phil.
18
2,250,728
04/25/2005
44
Bhujbal Dilip
B Sc,MBA
29
2,827,177
04/01/2002
52
Director
13
335,151
12/09/1997
37
BBA
10
233,867
01/02/1996
34
--
13
269,667
12/09/1997
37
Burman Pradip
Director
B.Sc.(Mech.Engg.),MIT (USA)
39
9,218,488
11/02/2002
63
Chairman
42
8,864,000
01/07/1963
69
B Tech,M Tech
22
2,361,992
05/16/2002
45
10
Deshpande S.W.
Head of Manufacturing
BE,PGDM
34
4,556,596
04/01/2005
56
11
Duggal Sunil
BE(H),PGDBM
25
12,202,290
05/20/1995
49
12
Garg Devendra
B Sc,PGDM
18
4,113,661
12/03/1993
41
13
Garg Rajiv
B Sc.- Engg.
33
2,950,196
07/31/1993
57
14
Ghadiyar Nitin
27
6,360,843
26/10/2004
48
15
Ghosh P.C.(*)
B Sc.- Engg.
34
1,234,295
10/01/2002
54
16
Head - Corporate QA
B Tech,ME
33
1,103,627
18/12/2002
56
17
B Tech,PGDM
18
1,473,708
09/01/2005
40
18
Gunawant Deepika
Manager - Regulatory
21
4,033,590
07/01/2004
45
ACGB
19
Krishnan V.
B Sc.- Engg.,MBA
20
3,119,367
04/22/2004
42
20
Magima Jude
MA (Eco)
21
4,166,154
02/25/2002
42
21
Mahmood Naeem
BBA
11
2,392,750
03/08/2004
34
22
Mohan Charanjit
BE
32
7,887,426
07/26/1999
52
23
Narang P.D.
B Com,CA,MIIA,CS
30
12,315,906
07/01/1983
52
24
Raghunandan S.
BE,PGDM
17
4,301,846
06/05/2002
41
25
Sitaram V.S.(*)
B Tech,PGDM
25
1,558,705
01/18/2006
48
26
Sudhakar A.
30
3,999,977
09/17/2001
55
27
Varma Rajan
B Com (Hons),CA
33
5,063,025
11/01/2000
56
28
Venkatakrishnan N.
B Com (Hons),CS,ICWA,CA
20
4,134,924
02/06/2003
45
Notes:
1
2
3
4
5
Gross remuneration shown above is subject to tax and comprises salary including arrears, allowances, rent, medical reimbursements, leave travel benefits, provident fund, superannuation fund & gratuity under LIC scheme in terms of actual expenditure incurred by the
Company and commission.
All the employees have adequate experience to discharge the responsibilities assigned to them.
None of the employees mentioned above is a relative of any director except Mr Mohit Burman & Mr Chetan Burman who are the sons of Mr V C Burman & Mr Pradip Burman respectively.
Asterisk against a name indicates that the employee was in service for part of the year.
The nature of employment is on contractual basis except in the case of directors whose terms have been approved by shareholders and relatives of directors whose terms have been approved by the Central Government.
16 AUDITORS REPORT
Dabur India Limited
Annexure '6'
FORM - A
(See Rule 2)
2004-05
1. Electricity
a) Purchased
Units
21641998
15724186
89451865
63388569
4.13
4.03
4158856
4754389
2.79
3.13
8.23
6.96
34226465
33112705
Nil
Nil
3. In case of imported technology (imported during the last 5 years reckoned from the beginning of this financial year)
following information may be furnished:
Not applicable
Annexure '8'
Group for interse transfer of shares under clause 3(e) of Securities & Exchange Board of India (Substantial Acquisition
of Shares and Takeovers) Regulations,1997
1. Mr Ashok Chand Burman
29. Poonmudi
3. A C Burman HUF
Total cost
6. Ms Sujata Burman
Cost/Unit (Rs.)
2. Coal (specify quality and where used)
Quantity (tonnes)
Nil
Nil
3. Furnace Oil
Quantity (tonnes)
Total cost
Average rate per tonne (Rs)
5561
5645
106950230
75822911
8. Mr Amit Burman
19230.82
13431.39
4. Others/internal generation
HSD
Quantity (Kilo ltr)
239
761
Total cost
5305338
16874078
22176.45
22176.15
LDO
Quantity (Kilo ltr)
B.
211
356
Total cost
4822504
7910683
22820.86
22191.41
The Company is engaged in production of variety of products,hence the figures of consumption per unit of production
are not ascertainable.
Annexure '7'
FORM - B
(See Rule 2)
Up gradation of manufacturing
Amla Pisthi Mfg.process through
Hamilton Kettles at Katni.
Guar Gum Flakers with latest Technology.
Rs.Nil
Rs.663 lacs
Rs.663 lacs
0.48%
productivity.
S E C T I O N II
17
18
CONSOLIDATED FINANCIALS 25
Auditors Report
To the Members of Dabur India Limited,
Rs.in lacs
We have audited the attached Balance Sheet of Dabur India Limited as at 31st March, 2006 and its Profit & Loss
Account and the Cash Flow Statement for the year ended on that date attached thereto. These financial statements
are the responsibility of the companys management. Our responsibility is to express an opinion on these financial statements based on our audit.
Name of
Statute
We conducted our audit in accordance with auditing standards generally accepted in India. These standards
require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes, examining on a test basis, evidence supporting the amounts
and disclosures in the financial statement. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as, evaluating the overall financial statement presentation. We
believe that our audit provides a reasonable basis for our opinion.
Sales Tax
-do-
-do-
-do-
i.
As required by the Companies (AuditorsReport) Order 2003 issued by the Central Government in terms of section 227 (4A) of the Companies Act, 1956, we enclose herewith in the annexure a statement of the matter specified therein.
We hereby report that the report on the accounts of Alwar and London branches audited by the branch auditors were received and properly dealt with by us while preparing our report.
ii.
Period to
which the
amount
relates
Forum where
the dispute is
pending
4.88
2002-03
Dy.Commissioner (Appeal)
9.63
2002-03
-do-
28.60
1991-2002
Classification of L.D.M.
89.00
1990-93
High Court
-do-
Classification of L.D.M.
1.44
1993-94
High Court
-do-
Classification of Gulabari
0.74
1999-00
Dy.Commissioner (Appeals)
-do-
Classification of LDM
0.03
2000-01
Dy.Commissioner (Appeals)
-do-
117.63
2001-02
Dy. Commissioner
-do-
120.09
2002-03
Dy. Commissioner
-do-
0.57
2002-03
-do-
2.84
2001-02
-do-
3.70
2002-03
-do-
0.49
1986-87
High Court
-do-
0.45
1997-98
-do-
7.20
1991-92
-do-
0.43
1998-99
-do-
31.90
2000-01
Tribunal
-do-
9.86
2001-02
Tribunal
-do-
Check Post
0.14
2004-05
Dy.Commissioner Assessment
b) In the case of Profit and Loss Account, of the Profit for the year ended on that date; and
-do-
Check Post
0.37
2004-05
Tribunal
c) In the case of cash flow statement, of the cash flows for the year ended on that date.
-do-
Check Post
0.42
2004-05
Dy.Commissioner Assessment
-do-
Check Post
0.60
2004-05
-do-
40.00
2000-01
High Court
-do-
0.45
1999-00
Dy. Commissioner
-do-
Non-filing of Form-F
0.60
1998-99
Dy. Commissioner
-do-
4.47
2001-02
iii. We have obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purpose of audit.
iv. In our opinion, proper books of accounts, as required by law have been kept by the Company so far as appears
from our examination of books of accounts.
v.
The Balance Sheet and Profit and Loss Account dealt with by this report are in agreement with the books of
accounts.
vi. Balance Sheet and Profit & Loss Account have been prepared in due compliances of Accounting Standards
referred to in sub section (3C) of section 211 of Companies Act, 1956.
vii. On the basis of written representations received from the directors as on 31st March, 2006 and taken on record
by the Board of Directors, we report that none of the directors of the company is disqualified for the Office of
the director within the meaning of section 274 (1) (g) of the Companies Act, 1956.
viii. In our opinion and according to the information and explanations given to us, the said accounts read with
other notes appearing in Schedule P give the information required by the Companies Act, 1956, in the
manner so required and give a true and fair view in conformity with the accounting principles generally
accepted in India.
a)
In the case of Balance Sheet, of the State of Affairs of the company as at 31st March, 2006, and,
S.LAHIRI
Partner, Membership No. 51717
New Delhi
25th April 2006
Annexure to the auditors' report as referred to in para i of the said report of even date.
1 a) The Company has maintained proper records showing full particulars including quantitative details and
situation of fixed assets.
b) The fixed assets have been physically verified by the Management at reasonable intervals. No material discrepancies between book records and the physical inventories have been noticed on such verification.
c) Fixed assets disposed of during the year were not material enough to affect the going concern identity of
the company.
Amount
34.80
1998-99
ITAT
-do-
138.87
2002-03
Excise Duty
514.60
1993-2001
Dy.Commissioner
-do-
23.44
1998-2004
Commissioner- Appeals
-do-
0.82
1996
Dy.Commissioner
-do-
2.42
1998
Tribunal
c) As has been stated to us, due dates of realization of principal due of existing loans are yet to commence.
-do-
Hajmola Candy
113.07
2004-05
d) The company has not taken any loan, secured or unsecured from companies, firms and other parties covered in register under section 301 of the Act maintained by the company.
-do-
174.75
1994-2003
Commissioner-Appeals
-do-
0.30
2002-2003
Tribunal
-do-
0.38
2004-05
Commissioner
-do-
388.96
1994-2000
Commissioner
2 a) The inventories have been physically verified at reasonable intervals by the management.
b) The procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.
c) On the basis of our examination of the records of inventory, we are of the opinion that the company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks
and book records were not material and have been properly dealt with in the books of accounts.
3 a) The company has granted unsecured advances of the nature of loan aggregating Rs.3000 lacs to two body
corporates covered in register maintained under section 301 of the act. However, total number of advances
at any point of time during the year was three involving maximum due of Rs. 3500 lacs.
b) Terms and conditions of the loans are prima-facie not prejudicial to the interest of the company.
In our opinion and according to the information and explanations given to us there is an adequate internal
control system commensurate with the size of the company and the nature of its business for purchase of
inventory and fixed assets and on the sale of goods. During the course of our audit no major weakness has
been noticed in the internal controls. We have not observed any failure on the part of the company to correct major weakness in internal control system.
Excise Duty :-
-do-
Import of Honey
1.78
2000
Commissioner - Appeals
5 a) Based on audit procedures applied by us and according to the information and explanations provided by
the management, we are of the opinion that contracts or arrangements referred to in section 301 of the Act
have been entered in the register maintained under that section.
-do-
Removal of Input
5.91
2000-01
Commissioner-Appeals
-do-
MOT charges
0.23
2003
Tribunal
b) According to information and explanations given to us, the transactions of purchase and sale of goods/services made in pursuance of such contracts or arrangements have been made at prices which are reasonable
having regard to prevailing market prices at the relevant time.
-do-
67.55
2000-03
Commissioner-Appeals
-do-
42.02
2000-03
Commissioner-Appeals
In our opinion and according to information and explanations given to us, the company has complied
with the provisions of section 58A and 58AA or any other relevant provision of the Act and rules framed
thereunder where applicable. Neither CLB nor RBI or National Company Law Tribunal or any other
Tribunal/court has passed any adverse order against company.
-do-
Valuation of Paclitaxel
963.99
1995-2000
Settlement Commission
-do-
Valuation of Docetaxel/Paclitaxel
498.34
1997-2003
Tribunal
In our opinion the company has an internal audit system commensurate with its size and nature
of its business.
On the basis of records produced we are of the opinion that prima facie cost records and accounts prescribed by the Central Government under section 209 (i) (d) of the Companies Act, 1956 in respect of
products of the company covered under the rules under said section have been maintained. However
we are neither required to carry out nor have carried out any detailed examination of such accounts and
records.
9 a) According to information and explanations given to us, the company is depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, employees state insurance , income tax, sales tax, wealth tax, service tax, custom duty, excise duty, cess and other
statutory dues to the extent applicable to it.
b) There is no disputed due on account of wealth tax, service tax and cess. Dues on account of sales tax/
income tax/ excise duty disputed by the company and not being paid, vis--vis forums where such disputes are pending are mentioned below.
Rs. in lacs
Name of
Statute
Amount
Period to
which the
amount
relates
Forum where
the dispute is
pending
27.78
1996-97
-do-
-do-
25.88
1997-98
-do-
-do-
27.05
1998-99
-do-
-do-
-do-
70.35
1999-2000
-do-
-do-
12.36
2000-01
10
Based on the audit procedures and on the information and explanations given by the management, we are
of the opinion that the company has not defaulted in repayment of dues to any financial institution, bank
or debenture holder.
11
The company has not granted any loan or advance secured by pledge of share, debenture or other security.
12
Based on our examination of the records and evaluations of the related internal controls, we are of the opinion that proper records have been maintained of the transactions and contracts relating to shares, securities, debentures and other investments dealt in by the company and timely entries have been made in the
records. We also report that the company has held the shares, securities, debentures and other investments
in its own name except for those pending transfer in Companys name.
13
The company has given guarantees for loans taken by others from banks or financial institutions. The terms
and conditions there-of are not prima facie prejudicial to the interest of the company.
14
The term loans taken by the company have been applied for the purpose for which they were raised.
15
No fund raised on short term basis has been used by the company for long term investment.
16
The company has made preferential allotment of shares under their ESOP scheme to the parties covered in
the register maintained under section 301 of the Companies Act, 1956 during the year. The price at which
these shares were issued are not prima-facie prejudicial to the interest of the company.
17
The Company has not issued any secured debenture during the year.
18
The Company has not raised any fund through public issue during the year
19
Based upon the audit procedures performed and information and explanations given by the management,
we report that no fraud on or by the company has been noticed or reported during the course of our audit.
20
S.LAHIRI
Partner, Membership No. 51717
New Delhi
25th April 2006
18 FINANCIAL STATEMENTS
Dabur India Limited
Profit and Loss Account for the year ended 31st March,2006
Schedule
As at 31st
March,2006
(Rs.in lacs)
As at 31st
March,2005
(Rs.in lacs)
Income :
Sources of funds :
136,968.29
126,871.51
535.02
1,150.32
137,503.31
128,021.83
57,511.22
54,365.36
Shareholders' funds:
A) Share Capital
Schedule
Other Income
A
B
5,733.03
39,053.84
2,864.20
44,786.87
30,943.15
Total Income
33,807.35
Expenditure :
Cost of Materials
Loan Funds:
2,689.48
4,248.86
A) Secured Loans
1,923.23
1,570.38
Manufacturing Expenses
3,745.55
2,919.46
B) Unsecured Loans
134.29
3,292.60
9,830.78
8,208.56
39,394.05
39,488.95
Financial Expenses
565.87
429.57
IB
426.24
149.33
1,904.59
1,709.92
116,067.78
111,520.01
21,435.53
16,501.82
1,808.11
1,300.00
400.00
399.83
Excise Duty
EB
Total
2,057.52
4,862.98
1,671.50
1,277.51
48,515.89
39,947.84
Depreciation
Total Expenditure
Application of Funds :
34,129.37
32,672.44
14,245.69
13,511.83
EB
(a) Inventories
27,507.77
27,094.25
137.75
370.25
0.00
18,857.17
14,801.99
51.20
0.00
18,908.37
14,801.99
12,522.97
8,112.18
28.61
0.00
7.62
(5.30)
2,694.25
4,928.27
3,804.41
1,065.38
Fringe Benefit
19,160.61
11,560.90
Deferred
19,883.68
131.74
Current
10,376.66
6,400.96
28,436.22
25,197.18
56.93
0.00
0.00
82.58
0.00
182.50
31,509.26
23,173.94
Interim Dividend
4,299.29
2,862.89
Appropriations
EA
5,733.03
4,296.30
602.97
374.14
804.06
602.56
19.27
0.00
19,342.06
23,838.05
(b) Provisions
11,388.94
8,384.94
30,731.00
32,222.99
2,550.00
2,515.08
17,500.64
12,522.97
31,509.26
23,173.94
Basic
3.30
2.58
Diluted
3.27
2.57
Basic
573,149,195
572,839,426
Diluted
577,524,999
575,809,845
IA
(2,294.78)
(7,025.81)
3,287.48
581.04
No of Shares
Total
48,515.89
39,947.84
Notes to Accounts
Rs.Lacs
21,435.53
16,501.82
Extraordinary Items
Add:
Depreciation
1,904.59
(69.33)
4.18
426.24
149.34
369.67
195.91
Interest
1,709.92
565.87
Dividend Received
429.57
3,197.03
2,488.92
24,632.57
18,990.74
0.48
160.13
96.09
407.38
69.33
0.00
Dividend Received
165.90
567.51
24,466.67
18,423.23
227.56
(6,279.88)
(152,824.68)
6,067.63
143,260.48
0.48
160.13
(2,750.83)
(14,784.45)
2.31
1.71
(253.87)
(330.49)
606.72
(8.50)
(2,532.61)
(86.01)
Increase/(Decrease) in Debtors
(2,234.83)
768.42
4,552.00
(7,498.63)
(8,570.82)
(6,855.40)
(13,944.63)
(6,037.66)
2,740.39
(123.34)
1,075.51
(4,879.57)
1,065.38
1,188.72
23,391.16
23,302.80
3,804.41
1,065.38
563.68
439.34
2,186.09
1,277.09
V.C.Burman
P.D.Narang
Sunil Duggal
A.K.Jain
New Delhi
25th April 2006
(5,607.94)
785.73
1,850.64
S.Lahiri
Partner
(3,324.80)
25.93
(1,241.67)
Tax Paid
20,698.77
1,215.10
Increase/(Decrease) in Inventories
Interest Paid
19,434.49
(44.97)
2,604.03
(3,151.40)
Payment Of Dividend
3,955.31
887.60
1,205.54
Less:
Chairman
Director
Director
Addl.General Manager (Finance)
& Company Secretary
FINANCIAL STATEMENTS 19
Annual Report 2005-06
Schedules annexed to and forming part of the accounts for the year ended 31st March,2006
As at 31st
March,2006
(Rs.in lacs)
As at 31st
March,2005
(Rs.in lacs)
As at 31st
March,2006
(Rs.in lacs)
As at 31st
March,2005
(Rs.in lacs)
1,168.01
561.29
1,923.23
1,570.38
9.00
15.92
125.29
470.75
Commercial papers
2,000.00
805.93
134.29
3,292.60
Authorised :
Secured By :
1250000000
12,500.00
5,000.00
12,500.00
5,000.00
5,733.03
2,864.20
5,733.03
2,864.20
Notes :
1. Authorized share capital during the year increased by Rs.7500 lacs.
2. Equity shares issued & subscribed includes following issues for consideration
other than cash :A) 4548000 equity shares of Rs.10 each fully paid up were issued pursuant
to the scheme of amalgamation (without payment being recieved in cash).
B) 18202080 equity shares of Rs.10 each fully paid up were issued as bonus
shares by way of capitalisation of free reserves to shareholders in the ratio
of 4 equity shares for every share held as on 1st december,1993.
C) During the year the company has issued 286651392 equity shares of
Re.1 each shares by way of alloting one bonus share against each one
share held by a shareholder.
3 Pursuant to section 94 of Companies Act 1956,equity shares of Rs.10 were
sub-divided in equity shares of Re.1/- each on Dec 15,2000 by way of issue of
10 shares against each share formerly held by a shareholder.
4 231679 ( previous year170661) equity shares of Re.1 each were issued during
the year 2005-06 under employees stock option scheme".
5. 6691484 ( previous year 1534740) equity shares of Re.1 each are outstanding
under "employee stock option scheme" as on 31st March 2006
Total
Notes:
1. Maximum amount of commercial papers outstanding during the period
Rs.5000 (previous year Rs.2000)
2. External commercial borrowings repayble within a year Rs nil
(previous year Rs.805.93)
A.Current Liabilities :
Capital Reserve :
As per last account
1,628.36
1,628.36
19.27
1,647.63
5,758.08
5,665.90
2,866.51
2,891.57
5,665.90
159.88
3,051.45
92.18
1,628.36
Acceptance
4,933.26
9388.39
1,037.21
873.87
2,574.26
2731.76
10,594.82
10627.95
51.24
53.71
4.33
2.14
12.65
47.24
121.19
96.42
7.53
10.69
5.57
5.88
56.93
56.93
56.93
Unpaid dividend
0.00
General Reserve :
As per last account
10,061.14
7,546.06
2,550.00
12,611.14
2,515.08
17,500.64
19,342.06
10,061.14
12,522.98
B.Provisions :
For dividend (proposed) - final
915.66
728.81
3,503.78
279.03
4,419.44
1,007.84
176.46
4,242.98
Total
92.18
39,053.84
915.66
30,943.15
5,733.03
4,296.30
804.06
602.56
480.00
360.00
18.50
208.09
Brought forward
2,917.99
2,171.59
2,178.36
1,300.00
5,096.35
3,471.59
743.00
553.60
For taxation :
4,353.35
755.22
1,009.09
23,838.05
Total
11,388.94
2,917.99
8,384.94
30,731.00
32,222.99
1671.50
1277.51
Secured by:
A) Loan amounting to Rs.1338.72 ( in term of original agreement)
First charge on the movable and immovable assets inlcuding plant
and machinery of the Company ( present and future) situated at
plot no.5/1 and 5/13,site IV,industrial area,Sahibabad,Ghaziabad
VRS Payment
74.55
57.19
6.01
131.74
Total
131.74
137.75
1539.76
1139.76
Depreciation Block
Net Block
As At
01.04.2005
Additions
2005-2006
Transfer/
Adjustment
2005-2006
As at
31.03.2006
Upto
01.04.2005
Adjustment
2005-2006
Upto
31.03.2006
As at
31.03.2006
As at
31.03.2005
Leasehold Land
748.33
6.70
755.03
35.80
8.79
44.59
710.44
712.53
Freehold Land
291.38
3.64
60.73
234.29
234.29
291.38
9,495.14
557.72
10,052.86
2,624.41
288.15
2,912.56
7,140.30
6,870.73
14,318.11
1,527.33
1,304.59
14,540.85
7,231.48
933.31
772.67
7,392.12
7,148.73
7,086.63
2,406.56
508.14
279.77
2,634.93
1,701.87
246.16
268.82
1,679.21
955.72
704.69
772.07
189.22
185.93
775.36
347.72
134.05
107.43
374.34
401.02
424.35
Furniture Fixtures
2,618.58
151.28
36.86
2,733.00
1,330.85
170.46
21.82
1,479.49
1,253.51
1,287.73
Patents
1,095.97
1,095.97
239.70
123.67
363.37
732.60
856.27
0.22
0.22
0.22
0.22
926.08
1,502.30
1,121.52
1,306.86
1,306.86
926.08
Total
32,672.44
4,446.33
2,989.40
34,129.37
13,511.83
1,904.59
1,170.74
14,245.69
19,883.69
19,160.61
Previous Year
27,450.18
9,043.48
3,821.22
32,672.44
11,955.85
1,709.92
153.94
13,511.83
19,160.61
15,494.33
Livestock
Capital Work in Progress
Note:Capital work in progress includes advance against capital goods Rs.1075.84 (previous year Rs.588.47).
20 FINANCIAL STATEMENTS
Dabur India Limited
Schedules annexed to and forming part of the accounts for the year ended 31st March,2006
Number
As at 31st
March,2006
(Rs.in lacs)
As at 31st
March,2005
(Rs.in lacs)
C. Share Application money pending allotment
(Subscription of 600000 equity shares of Dabur International Ltd
of Pound 1 each at a price of Rs.363 per share INC)
Schedule G - Investments
A
Current investments
Quoted-other than trade
Total
(17,259,242.05)
0.00
1,775.00
0.00
0.00
6,121,645.75
(8,025,741.82)
871.00
1,080.00
100,000.00
1,000.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
12,160,294.80
0.00
1,716.00
(5,069,567.91)
4,510,477.84
(8,395,600.71)
0.00
0.00
500.00
0.00
0.00
27,507.77
27,094.25
23,442.97
4,091.79
4,342.80
22,712.46
4,381.79
4,617.80
3,464.00
4,383.16
2,059.37
1,957.67
Stock In Process
794.39
614.82
Finished Goods
5,243.14
5,846.92
Considered Good
12,802.57
0.00
23.62
219.51
119.89
11.98
143.51
231.49
119.89
11.98
23.62
219.51
2,670.63
2,694.25
4,708.76
4,928.27
28.63
18.90
3,661.55
950.23
49.71
38.09
61.32
49.73
0.95
0.95
2.25
0.00
0.00
0.00
0.00
In Current Accounts
In Fixed Deposit Accounts
0.00
0.00
3,804.41
7.48
18,059.56
1,065.38
18,796.22
4.79
4.79
50,000.00
105.00
105.00
270,000.00
27.00
1,350.00
0.00
6.50
3,000.00
758.39
901.04
4,353.53
2,910.44
1,326.52
847.15
Advances To Employees
158.16
170.53
434.39
990.91
345.67
Total (A+B)
161.06
0.00
699.07
20,000,000.00
2,000.00
1,000.00
1,000,000.00
2,287.50
2,287.50
3,862,100.00
11,650.73
0.00
12,290,711.00
3,404.55
0.00
431,800.00
Notes
1. In the opinion of board,the current assets,loans and advances have realizable
value at least equal to the amount at which they are stated.
2. Loans and advances
A. Debts due from director/officer of the company
B. Maximum amount due from director/office of the company
At any time during the year
3. Additional disclosure as per clause 32 of listing agreement
A. Loans and advances to subsidiaries
Dabur Foods Ltd; amount outstanding
Maximum outstanding during the year
Dabur International Ltd; amount outstanding
Maximum outstanding during the year
Balsara Home Products Ltd
Maximum outstanding during the year
B. Loans and advances to associates
580.89
10,376.66
6,400.96
28,436.22
25,197.18
0.00
0.00
0.00
0.00
300.00
300.00
2,700.00
2,700.00
0.00
500.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
65.62
18.75
84.37
46.87
18.75
65.62
0.00
Raw Materials
0.00
26.99
11,560.90
0.00
27,094.25
27,534.76
Inventories
522.00
17,103.15
A. Current Assets :
0.00
2,178.00
Considered Doubtful
0.00
Notes :
Aggregate Book Value of Unquoted Investments
Aggregate Book Value of Quoted Investments
Aggregate Market Value of Quoted Investments (Based on 31st March 2006 Quotes)
Notes :
1 All Equity shares are fully paid up.
2 Provision for dimunition in long term trade investment pertains to investment in Dabon
International Pvt.Ltd.
3 Disclosure of shareholding in subsidiaries/step down subsidiaries is as follows:
Name of Subsidiaries
% Stake
Dabur International Ltd
100% held by Dabur India Limited
Dabur Foods Ltd.
100% held by Dabur India Limited
Pasadensa Foods Ltd
100% held by Dabur Foods Ltd
African Consumercare Ltd
90% held by Dabur International Ltd
Dabur Overseas Ltd
100% held by Dabur International Ltd
Asian Consumer Care Pvt Ltd
76% held by Dabur International Ltd
Besta Cosmetics Ltd
2.13% held by Balsara Home Products Ltd
49.89% held by Balsara Hygeine Products Ltd
47.98% held by Dabur India Ltd
Balsara Hygeine Products Ltd
99.52% held by Dabur India Ltd
Balsara Home Products Ltd
94.18% held by Dabur India Ltd
5.82% held by Balsara Hygeine Products Ltd
Dabur Egypt Ltd.
24% held by Dabur International Ltd
76% held by Dabur Overseas Ltd
Weikfield International (UAE) Ltd
38.41% held by Dabur International Ltd
Dabur Nepal Pvt.Ltd
97.5% held by Dabur International Ltd
As at 31st
March,2005
(Rs.in lacs)
0.00
As at 31st
March,2006
(Rs.in lacs)
15.00
0.02
0.02
3.00
0.01
0.01
250.00
0.03
0.03
650.00
0.07
0.07
500.00
0.05
0.05
515.42
575.33
3503.78
279.03
1.43
0.00
4017.77
854.36
91.17
685.99
3240.61
3287.48
338.94
515.42
581.04
FINANCIAL STATEMENTS 21
Annual Report 2005-06
Schedules annexed to and forming part of the accounts for the year ended 31st March,2006
For the year ended
31st March,2006
(Rs.in lacs)
Reimbursement Of Expenses
A. Sales :
132,454.64
Export Sales
122,023.32
4,513.65
4,848.19
136,968.29
126,871.51
5.85
240.98
540.97
108.36
1.53
4.18
Rent Realised
( Tax Deducted At Source Rs.Nil Previous Year Rs.Nil)
13.46
19.27
196.78
187.59
Total
159.63
Notes :
0.48
0.50
Royalty
( Tax Deducted At Source Rs.Nil Previous Year Rs.14.22)
26.36
254.62
Miscellaneous Receipts
84.46
76.68
10.41
96.09
396.97
69.33
535.02
30.79
320.50
44.65
Total
6.07
663.00
48.06
35.66
Donation
Export Subsidy
Sale Of Scrap
8.13
B. Other Income :
11.55
89.08
26.99
39,394.05
39,488.95
0.00
0.00
367.21
365.85
57.34
70.21
247.73
71.31
305.07
141.52
Bank Charges
260.80
288.05
Total
565.87
429.57
18.75
18.75
1,150.32
Notes :
1. Dividend from Current Investments
0.48
0.50
0.00
159.63
685.99
278.50
Total
326.49
407.49
195.91
426.24
130.58
149.33
Opening Stock
4,383.16
4,257.19
25,015.34
22,388.50
29,398.50
26,645.69
3,464.00
25,934.50
4,383.16
A. ACCOUNTING POLICIES
Significant accounting policies are summarized below:
Opening Stock
1,491.43
793.12
1.
Accounting Convention: The accounts have been prepared in accordance with the historical cost convention.
14,454.12
11,140.25
2.
15,945.55
11,933.37
3.
Impairment of Assets : The company identifies impairable fixed assets based on cash generating unit concept at the
year-end in term of para-5 to 13 of AS -28 issued by ICAI for the purpose of arriving at impairment loss thereon, if
any, being the difference between the book value and recoverable value of relevant assets. Impairment loss when
crystallizes is charged against revenue of the year.
4.
Investments : Current investments are held at lower of cost and NAV/Market value. Long term investments are held
at cost less diminution, if any, in carrying cost of investment other than temporary in nature.
Loss, if any, sustained by any subsidiary is not recognized.
5.
Deferred Entitlement on LTC : In terms of the opinion of the Expert Advisory Committee of the ICAI, the Company
has provided liability accruing on account of deferred entitlement towards LTC in the year in which the employees
concerned render their services.
6.
Inventories: Stocks are valued at lower of cost or net realizable value. Basis of determination of cost remain as follows:
G Raw materials, Packing materials, stores & Spares On FIFO Basis
G Work-in-process
At cost of input plus overhead upto the stage of completion.
G Finished goods
At cost of input plus appropriate Overhead.
7.
Research and Development Expenses: Contributions towards scientific research expenses are charged to the Profit & Loss Account in the year in which the contribution is made.
8.
Retirement Benefits: Liabilities in respect of retirement benefits to employees are provided for as follows:G Leave Salary of employees on the basis of payment advice from Life Insurance Corporation of India from whom
Company has taken coverage in this connection.
G Gratuity Liability on the basis of payment advice from Life Insurance Corporation of India from whom the Companys gratuity trust has taken the Group Gratuity Insurance Policy.
G Liability for superannuation fund on the basis of the premium paid to the Life Insurance Corporation of India
in respect of employees covered under Superannuation Fund Policy.
G VRS, if paid, is charged to revenue in the year of payment.
9.
1,728.47
14,217.08
1,491.43
16,935.43
10,441.94
22,456.43
614.82
1,116.98
5,846.92
4,549.22
6,461.74
5,666.20
794.39
614.82
5,243.14
5,846.92
Closing Stock :
Stock-In-Process
Finished Products
6,037.53
Increase(-)/Decrease in stock in process & finished goods
Total
6,461.74
424.21
(795.54)
57,511.22
54,365.36
2,627.96
2,169.48
731.90
307.39
Building
51.12
88.19
27.34
27.62
252.44
279.36
54.79
47.42
3,745.55
2,919.46
6,053.70
4,849.68
861.31
724.90
2,208.23
1,924.07
707.54
709.91
9,830.78
8,208.56
629.23
506.58
67.76
92.03
Others
Processing Charges
Total
192.53
195.97
11,173.54
10,527.22
4,050.33
3,287.48
1,256.61
1,236.78
Sales Tax
15,165.85
17,178.91
1,485.94
1,405.88
687.43
702.26
261.11
251.55
Security Expenses
146.02
136.22
General Expenses
3,114.19
3,053.69
9.00
6.85
Directors' Fees
Auditors' Remuneration:
Audit Fee
Branch Auditors' Fee
11.22
9.36
7.04
7.23
10. Income Tax & Deferred Taxation: The liability of company on account of income tax is estimated considering the provisions of the Income Tax, 1961. Deferred tax is recognized subject to the consideration of prudence, on time differences
being the difference between taxable income and accounting income that originate in one year and capable of reversal
in one or more subsequent years.
11. Contingent Liabilities: Disputed liabilities and claims against the company including claims raised by fiscal authorities (e.g. Sales Tax, Income Tax, Excise etc.), pending in appeal/court for which no reliable estimate can be made of the
amount of the obligation or which are remotely poised for crystallization are not provided for in accounts but disclosed
in notes to accounts.
However, present obligation as a result of past event with possibility of outflow of resources, when reliably estimable,
is recognized in accounts.
12. Foreign Currency Translation:
G In respect of foreign branches/offices, the company has adopted integral foreign operation approach as per revised AS 11 and accordingly revenue items have been converted at average of month end exchange rates during the year. Fixed assets have been converted at the rates prevailing on dates of purchase. Assets & Liabilities
other than fixed assets are converted at the year-end exchange rate. Exchange gain or loss arising out of above
is charged to Profit & Loss Account.
G Receivables/payables (excluding for fixed assets) in foreign currencies are translated at the exchange rate ruling at the year end date and the resultant gain or loss, is accounted for in the Profit & Loss Account.
G Capital as well as revenue implication of exchange fluctuation, charged or credited to revenue, are disclosed
in notes to accounts.
13. Employee Stock Option Purchase (ESOP): Aggregate of quantum of option granted under the scheme in monetary
term has been shown as Employees Stock Option Scheme outstanding in Reserve and Surplus head of the Balance
Sheet by way of debiting deferred Employee Compensation under ESOP as per guideline to the effect issued by SEBI.
14. Miscellaneous Expenditure:
G Technical know-how fee paid to Technical Collaborators upto 31.03.2004 are being amortized equally over a
22 FINANCIAL STATEMENTS
Dabur India Limited
Schedules annexed to and forming part of the accounts for the year ended 31st March,2006
G
B.
1.
2.
3.
period of six years. Subsequent expenses are charged to revenue in the year of incurrence.
Deferred Employees Compensation under ESOP are being amortized on straight line basis over vesting year.
Employee compensation in respect to option granted to subsidiary company employees is being reimbursed
by subsidiary companies to holding company.
5D
Imported
Building constructed on leasehold land included in the value of building shown in Fixed Assets Schedule:
As at 31st March 2006
As at 31st March 2005
Cost/Revalued
6757.63
5378.72
Written Down
4781.37
3607.73
5E
6.
31.03.2005
31.03.2006
Value
Value
Value
Value
0.73
308.64
1.39
31.56
0.21
31.75
0.30
Indigenous
25745.98
99.27
21953.89
98.61
14917.41
99.79
10717.58
99.70
Total
25934.50
100.00
22262.53
100.00
14948.97
100.00
10749.33
100.00
2005-06
2004-05
2.06
1.41
1.94
1.66
Total
3.60
3.47
Managerial Remuneration under section 198 of the Companies Act,1956 paid or payable during the year,to the Directors:
31.03.2006
31.03.2005
158.45
286.54
88.64
38.80
19.73
26.92
Residential Accommodation
95.08
97.40
4.72
8.12
Salary
a) Further to para A(3) above, company has assessed recoverable value of cash generating units (CGUs) based on
value-in-use method which for each CGU worked out to much higher than corresponding book value of net
fixed assets thereby not warranting further exercise of arriving at their net-selling-price. This further confirmed
absence of exigency of making any provision against impairment loss.
b) CGUs include Narenderpur plant, Sahibabad plant, Baddi plants, Jammu plants and Rudrapur Plant all
belonging to FMCG segments.
c) Annual discount rate considered for arriving at value-in-use of assets of each CGUs is 6.50% i.e the average
interest rate of external borrowing plus risk factor @ 2.00 % per annum.
4.
31-03-2006
31-03-2005
14.95
4.30
Interest
13.49
25.65
Salary
0.00
111.55
69.72
52.09
98.16
193.59
Raw Materials
152.95
310.75
154.84
41.02
Capital Goods
130.23
75.10
438.02
261.71
Royalty/Technical Consultancy
Dividend
7B
2631.85
3682.77
26.36
35.59
0.00
0.00
2658.21
3718.36
220.51
Total
707.54
709.91
31.03.2006
31.03.2005
21435.53
14801.82
26.99
0.00
21462.52
707.54
Directors fees
7A
14801.82
709.72
9.00
716.54
6.85
716.57
Less:Capital Profit
19.27
0 .00
22159.49
15518.39
88.64
38.80
Unit
Quantity
Value
Tonnes
14915.24
(11676.65)
2610.45
(1820.66)
Vegitables Oils
Tonnes
10376.90
(6533.87)
5293.98
(3705.13)
Tonnes
5782.65
(4698.38)
7144.41
(7117.96)
Tonnes
17378.12
(13314.55)
8479.39
(5670.35)
Assorted
2406.26
(3948.43)
31.62
317.15
5C
23.77
Computation of net profit in accordance with Section 198 and section 309 (5) of the Companies Act,1956 and calculation of Directors commission :
Contingent Liabilities:
a) Claims against the company not acknowledged as debts:
i.
In respect of civil suits filed against the company Rs. 235.13 (previous year Rs.251.71)
ii.
In respect of claims by employees Rs.0.50 (previous year Rs 0.50)
iii. In respect of letters of credit Rs. Nil (previous year Rs.1366.66)
iv. In respect of Bank Guarantees executed Rs .811.41 (previous year Rs.576.62)
v.
In respect of Sales Tax under appeal Rs.592.65 (previous year Rs.956.69))
vi. In respect of excise duty disputes pending with various judicial authorities Rs.2798.56 (previous year Rs.2131.93).
vii. In respect of Corporate Guarantees given by the Company Rs. 14759.72 (previous year Rs.14148.94)
viii. In respect of Income tax under appeal Rs.173.67 (previous year Rs.326.22)
ix. Estimated Amount of contract remaining to be executed on capital Account Rs.441.49 (previous year Rs.588.47).
b)
31.03.2005
188.52
NOTES TO ACCOUNTS
Loans and Advances include Rs.48.64 (Previous year Rs.48.64)paid by the Company to Excise authorities on behalf of Sharda Boiron Laboratories Limited, now known as SBL Limited, in respect of excise duty demand of Rs.68.13
raised by the District Excise Officer, Ghaziabad, against the Company and Sharda Boiron Laboratories Limited. The
Honble Supreme Court of India had concurred with the order of the District Excise Officer, Ghaziabad.
The Company had filed the review petition before Division Bench of the Honble Supreme Court of India, which
was also decided against the Company. Pursuant to the indemnity bond executed by M/s Sharda Boiron Laboratories Limited in favour of the Company and as per the terms and conditions of the contract executed with them, the
recovery proceedings have been initiated by the Company against Sharda Boiron Laboratories Limited for Rs.48.64
by invoking the arbitration clause. The matter is pending before Honble High Court of Delhi for the appointment
of an arbitrator. The balance amount of Rs.21.46, along with interest demanded by the Excise Authorities has been
paid directly by Sharda Boiron Laboratories Limited to Excise Authorities. During the year 1991-92 the company
had received a refund of Rs.5.95, pursuant to the decision of Honble Supreme Court in this regard. Necessary adjustments in respect of recovery/refund will be made as per the arbitration proceedings.
31.03.2006
25934.49
(22262.53)
Glass Containers
Pcs In Lacs
1017.76
(869.35)
2198.58
(1743.60)
Plastic Containers/Caps/Jar
Pcs In Lacs
5660.96
(3798.52)
4914.42
(3254.45)
Assorted
3429.28
(2319.40)
Assorted
2134.87
(1390.47)
Assorted
1539.92
(1734.02)
14217.07
(10441.94)
Installed
Capacity
Production
Opening Stock
Closing Stock
Sale
Class Of Goods
Unit
Capacity
Qty
Qty
Value
Qty
Value
Qty
Value
Hair Oils
Kilo-Ltrs
20000.00
(20000.00)
13261.90
(9004.38)
416.53
(71.08)
475.02
(81.51)
717.35
(416.53)
771.14
(475.02)
12961.09
(8658.93)
26809.57
(17208.39)
Chyawanprash
Tonnes
22000.00
(20000.00)
11049.86
(11151.19)
611.47
(365.51)
665.88
(318.08)
248.21
(611.47)
262.88
(665.88)
11413.13
(10905.22)
15006.62
(13665.36)
Honey
Tonnes
6000.00
(6000.00)
4531.64
(3746.18)
126.71
(57.54)
162.28
(67.69)
142.05
(126.71)
136.19
(162.28)
4516.30
(3677.02)
7814.50
(7046.99)
Tonnes
7200.00
(7200.00)
3292.45
(1884.96)
143.63
178.03
170.13
(143.63)
176.29
(178.03)
3265.96
(1741.33)
6318.88
(3389.39)
Hajmola
Tonnes
6000.00
(6000.00)
4006.07
(3829.46)
419.15
(272.89)
423.62
(279.27)
324.94
(419.15)
506.57
(423.62)
4100.28
(3683.19)
7264.94
(6103.18)
Asava - Arishta
Kilo-Ltrs
12000.00
(12000.00)
6153.92
(5642.48)
811.67
(454.93)
316.42
(240.50)
556.11
(811.67)
250.19
(316.42)
6409.47
(5285.75)
5315.99
(4163.31)
Others
2038.74
(1667.57)
2113.42
(2038.74)
36107.81
(28754.56)
Total
4259.99
(2654.61)
4216.67
(4259.99)
104638.31
(80331.17)
7C
Unit
Kilo-Ltrs
Tonnes
Hajmola
Tonnes
Others
Total
Note:Figures In Brackets Are For Previous Period.
Qty
3793.95
(7828.39)
7803.91
(9883.50)
1100.84
(1541.38)
Opening Stock
Value
4061.28
(8669.11)
5946.62
(7737.74)
1123.20
(1701.55)
5804.32
(4348.02)
16935.43
(22456.43)
Qty
164.73
(470.49)
360.40
(300.19)
35.39
(23.92)
Closing Stock
Value
198.83
(517.50)
326.91
(304.52)
44.00
(32.16)
1017.21
(1040.41)
1586.95
(1894.59)
Qty
150.34
(164.73)
288.68
(360.40)
30.89
(35.39)
Sale
Value
163.18
(198.83)
256.98
(326.91)
62.29
(44.00)
606.31
(1017.21)
1026.47
(1586.95)
Qty
3808.34
(8134.16)
7875.62
(9823.30)
1105.34
(1529.92)
Value
7195.90
(15759.01)
13345.14
(16613.72)
2110.84
(3039.22)
11788.94
(11128.39)
32329.99
(46540.34)
FINANCIAL STATEMENTS 23
Annual Report 2005-06
Schedules annexed to and forming part of the accounts for the year ended 31st March,2006
8.
9.
Particulars of small-scale industries have been furnished to the extent such parties have been identified on the basis of
information available with the Company.The name of small scale industries to whom the Company owes any sum
which is outstanding as on 31st March 2006 for more than 30 days are :4R Health Care Products
Hi Tech Packers
A N Products
10.
The company's freehold land situated at Sahibabad measuring about 7.58 acres was acquired by U.P. Government under Land Acquisition Act and the State Government had allotted and given possession of about 4.72
acres of land on lease to the Company in lieu of acquired land. The company has filed a claim for compensation of Rs.572.42 before the Office of Special Land Acquisition Officer, Ghaziabad against the land so acquired.
However, keeping in view the generally accepted accounting practice, the same claim has not been considered in the books of accounts.
Abhimanyu Containers
Jainex India
Prem Industries
Adchem Industries
Printex Centre
Agi Glaspac
Print-N-Wrap
Ajanta Packaging
Krishna Industries
Krishna Printers
PSN Chemicals
(Domestic Subsidiary)
Reliplast Pvt.Ltd.
(Domestic Subsidiary)
[Domestic Subsidiary]
11. A.
(a)
Name of related party and nature of related party relationship where control exists:
(i)
Subsidiaries
Baya Traders
Responsive Industries
Mahabir Industries
[Domestic Subsidiary]
[Domestic Subsidiary]
Mandagini Agencies
MC Packaging P
Satish Enterprises
Mega Packages
Mega Packers
Merlin Printer
Morisha Enterprises
N.K.Gossain &
Speciality Valves
Echel Engg.Components
Sudha Rasayan
Faridabad Plastics
V P Poly Udyog
Om Packaging
G S Engineering Works
Orgachemie Agencies
P.M.C.Machines P.Ltd.
Vipul Plastics
H S Enterprises
Penguin Plasti
a)
b)
Relatives of Key
Management personnel
a) Pradip Burman
R C Burman
Chetan Burman
Asha Burman
c) P. D. Narang
d) Sunil Duggal
(iii) Associate entities over which Key Management Personnel are able to exercise significant influence:
Balance as on 31.03.2006
61.32
141.67
0.95
0.95
Previous year:
a)
b)
Balance as on 31.03.2005
49.73
114.41
0.95
0.95
[iv]
Subsidiary
Fellow
Subsidiaries
Associates
Key Mgt.
Personnel
Relatives Of Key
Mgt. Personnel
Total
Outstanding
As On 31.03.2006
248.68
(96.45)
5986.22
(5706.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
6234.9
(5802.45)
506.24
(93.53)
Sale of Goods
371.35
(820.36)
907.85
(718.08)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
1279.20
(1538.44)
298.30
(686.22)
Sale of Assets
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
6.47
(0.00)
0.00
(0.00)
6.47
(0.00)
0.00
(0.00)
2185.37
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
2185.37
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
180.00
(159.75)
0.00
(0.00)
0.00
(0.00)
180
(159.75)
0.00
(2.57)
4025.00
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
4025.00
(0.00)
3082.50
(0.00)
Rent Paid
0.00
(0.00)
0.00
(0.00)
6.00
(6.00)
0.00
(0.00)
0.00
(0.00)
6.00
(6.00)
0.00
(0.00)
8.75
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
8.75
(0.00)
0.00
(0.00)
2178.00
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
2178
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
340.71
(472.65)
125.98
(169.01)
466.69
(641.66)
0.00
(0.00)
1025.00
(0.00)
0.00
(0.00)
3.50
(0.00)
0.00
(0.00)
0.00
(0.00)
1028.50
(0.00)
0.00
(0.00)
90.74
(0.00)
0.43
(0.00)
0.00
(0.00)
278.50
(195.91)
0.00
(0.00)
369.67
(0.00)
(0.00)
(0.00)
3750.00
(4614.38)
3365.00
(1883.13)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
7115
(6497.50)
7115
(6497.50)
Dividend Recd.
0.00
(159.36)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(159.36)
0.00
(0.00)
Royalty Received
0.00
(207.75)
26.36
(46.87)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
26.36
(254.62)
57.26
(171.66)
Purchases of Goods
Sale of Investments
Receiving of Services
Loans Given
The amounts or appropriate proportions of outstanding items pertaining to related parties at the balance sheet date and provisions for doubtful debts due from such parties at that date - nil (previous year nil)
Amounts written off or written back in the year in respect of debts due from or to related to parties nil (previous year nil).
12 Exchange loss works out to Rs 80.43 ( Previous Year Rs.58.05) net of gain which has been charged to Profit & Loss
Account.
13 Information (to the extent applicable) pursuant to AS 19 issued by ICAI:
The future minimum lease payment under non-cancelable operating lease :(i)
Not later than 1 year
(ii) Later than 1 year not later than 5 year
(iii) Later than 5 year
9.60
8.10
Nil
14 The treatment of share issue expenses has been changed during the year by way of charging the same in revenue as
against former practice of amortizing same equally over 10 years. This reduced the profit of the year by Rs. 43.87.
15 Sundry Creditors include Rs.75.13 (previous year nil) being dues to subsidiaries.
2005-2006
18908.37
7.62
18915.99
2004-2005
14801.99
5.30
14796.69
573149195
577524999
572839426
575809845
3.30
3.27
2.58
2.57
24 FINANCIAL STATEMENTS
Dabur India Limited
Schedules annexed to and forming part of the accounts for the year ended 31st March,2006
17 Information pursuant to AS 24 on discontinued operations:
Particulars
Hair Oil
Baddi
MSY Unit
Baddi
Daburgram Unit
March,04
Nov,2000
July,2003
FMCG
FMCG
FMCG
33.37
(33.37)
28.35
(28.35)
44.27
(44.27)
Discontinued since
4.21
(4.21)
0.01
(0.01)
0.32
(0.32)
0.00
(-5.3)
0.00
(-1.79)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(-0.01)
0.00
(0.00)
0.00
(0.00)
0.00
(-71.46)
0.00
(-0.47)
0.00
(-3.97)
0.00
(24.14)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
Note :
19
Rs.1325.25
Rs.1274.05
Rs.51.20
Registration Details:
Registration No.
7908
State Code :
55
31.03.2006
Nil
0.00
(0.00)
Right Issue
Nil
0.00
(0.00)
Private Placement
1.
2.
Part of fixed assets belonging to discontinued operations under reference have been used for new plants set up in relevant premises.Such assets have been left out
Bonus Issue
III
286651
Nil
7924689
Total Assets
7924689
Sources of Funds:
Paid up capital
Reserve & Surplus
Current
Period
OTHERS
Previous
Period
Current
Period
Previous
Period
Current
Period
133406
122541
3562
4331
136968
122541
3562
4331
136968
167150
Application of Funds:
126872
126872
1988368
Investments
2750777
-229478
Misc Expenditure
328748
RESULT
Segment result
13429
Previous
Period
Inter-segment sales
133406
192323
Unsecured Loans
REVENUE
Total Revenue
3905384
Secured Loans
FMCG
External Sales
573303
21478
16405
523
527
22001
16932
IV
13174
Turnover
13696829
Operating profit
Total Expenditure
11606778
21478
16405
523
527
22001
16932
551
415
15
15
566
430
Interest income
Income Tax(Current + Deferred+FBT)
Profit from ordinary activities
20927
15990
508
512
2578
1700
18857
14802
20927
15990
508
512
18908
14802
70630
67377
844
1164
71474
68541
4354
2910
30049001
Product Description
Ayurvedic Medicines
Total assets
70630
67377
844
1164
75828
71451
Segment liabilities
29826
35121
149
187
29975
35308
4353
2918
34328
38226
2944
5316
1904
1710
3241
515
35121
Capital expenditure
2944
5316
Depreciation
1858
1656
250%
Generic names of three Principal Products/Services of company (as per monetary terms):
51
Total liabilities
3.30
Dividend Rate %
OTHER INFORMATION
Segment assets
1890837
214553
149
46
187
54
Secondary segment
As the company also exports,the secondary segment for the company is based on the location of customers's.Out of the total sales of
Rs.136968 (Rs.126872) ,the export sales is of Rs.4514 ( Rs.4848 ) and domestic sale is Rs.132454 ( Rs.122024)
33059001
Product Description
Hair Oils
33061000
Product Description
Dentifrices
Signatures to the Schedules "A" to "P" Annexed to and forming part of the Accounts.
As per our report of even date attached
V.C.Burman
P.D.Narang
Sunil Duggal
A.K.Jain
S.Lahiri
Partner
New Delhi
25th April 2006
Chairman
Director
Director
Addl.General Manager (Finance)
& Company Secretary
c)
In the case of the consolidated cash flow statement, of the cash flows of Dabur India Ltd. group for the year ended
on that date.
We have audited the attached consolidated balance sheet of Dabur India Limited group, as at 31st March, 2006 and also the consolidated profit and loss account and the consolidated cash flow statement for the year ended on that date annexed thereto.
These financial statements are the responsibility of the Dabur India Ltd.s management and have been prepared by
the management on the basis of separate financial statements and other financial information regarding components.
Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with the auditing standards generally accepted in India. These standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are prepared, in all material aspects, in accordance with an identified financial reporting frame work and are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by
the management, as well as, evaluating the overall financial statement presentation. We believe that our audit provides
a reasonable basis for our opinion.
We did not audit the financial statements of certain subsidiaries, whose financial statements reflect total assets of
Rs.15566.37 lacs as at 31st March, 2006, the total profit of Rs.2778.11 lacs and cash flows (net) amounting to Rs.425.05
lacs for the year ended 31st March, 2006. These financial statements and other financial information have been audited
by other auditors whose reports have been furnished to us, and our opinion is based solely on the report of other auditors.
We report that the consolidated financial statements have been prepared by the Dabur India Ltd.s management in
accordance with the requirements of AS-21 on consolidated financial statement issued by the Institute of Chartered
Accountants of India.
Based on our audit and on consideration of reports of other auditors on separate financial statements and on the other financial information of the components, and to the best of our information and according to the explanations given
to us, we are of the opinion that the attached consolidated financial statements give a true and fair view in conformity
with the accounting principles generally accepted in India.
a) In the case of the consolidated balance sheet, of the state of affairs of Dabur India Ltd. group as at 31st March, 2006.
b) In the case of the consolidated profit and loss account, of the profit of Dabur India Ltd. group for the year ended on
that date; and
Profit and Loss Account for the year ended 31st March,2006
Schedule
Schedule
As at 31st
Marc,006
(Rs.in lacs)
As at 31st
March,2005
(Rs.in lacs)
5,733.03
2,864.20
43,972.79
49,705.82
Minority Interest
B2
546.08
920.62
191,293.68
154,615.95
80,772.30
65,942.25
3,372.14
4,280.40
5,711.24
4,050.37
14,495.75
10,848.34
56,522.85
47,691.25
Financial Expenses
1,638.73
1,243.59
IB
426.24
149.53
2,692.46
2,800.01
165,631.71
137,005.74
25,661.97
17,610.21
2,185.80
1,509.88
399.83
Current
33,528.98
Deferred
353.04
36,393.18
Fringe Benefit
463.31
0.00
22,659.82
15,700.50
1,522.04
Loan Funds:
(A) Secured Loans
8,080.01
9,705.16
2,352.75
5,383.23
EB
1,715.06
1,277.51
62,399.72
54,281.12
Total
Application Of Funds :
-1,274.05
0.00
21,385.77
15,700.50
Minority Interest
-32.47
119.89
21,418.24
15,580.61
14,092.86
8,979.40
56.93
0.00
Fixed Assets :
(A) Gross Block
153,695.33
1,336.68
Manufacturing Expenses
Total Expenditure
Shareholders' Funds:
189,957.00
Expenditure :
Depreciation
Sources Of Funds :
Income :
Excise Duty
0.00
82.58
0.00
182.50
72,148.62
48,148.63
20,903.32
18,698.43
148.53
0.00
51,245.30
29,450.20
-51.83
-26.26
35,664.73
24,798.83
Interim Divided
4,303.03
2,862.89
Investments
4,213.15
23,329.02
EB
131.72
137.77
(A) Inventories
Appropriation/Allocation
5,733.03
4,296.30
602.98
374.14
804.06
602.56
0.00
3.25
21,277.84
20,312.92
7,435.01
7,589.28
5,117.22
1,473.29
13,301.93
11,377.22
47,132.00
40,752.71
EA
19.27
0.00
5.31
1.75
2,610.94
2,565.08
21,586.11
14,092.86
35,664.73
24,798.83
(A) Liabilities
30,280.64
30,443.32
13,329.29
9,526.30
43,609.93
39,969.62
Basic
3.74
2.72
3,522.07
783.09
Diluted
3.71
2.71
3,287.48
581.04
No Of Shares
Basic
573,149,195
572,839,426
Diluted
577,524,999
575,809,845
IA
P
62,399.72
54,281.12
Notes To Accounts
V.C.Burman
P.D.Narang
Sunil Duggal
A.K.Jain
S.Lahiri
Partner
New Delhi
25th April 2006
Chairman
Director
Director
Addl.General Manager (Finance)
& Company Secretary
Schedules annexed to and forming part of the accounts for the year
ended 31st March,2006
As At 31st
March 2006
(Rs.In Lacs)
As At 31st
March 2005
(Rs.In Lacs)
22,659.82
17,610.21
Add:
Share Capital
178.54
264.17
Depreciation
9.38
75.00
2,692.46
2,800.01
Share Premium
65.85
108.87
Capital Reserve
126.91
126.91
15.15
91.55
426.24
149.53
General Reserve
777.16
195.91
Interest
1,615.15
1,243.59
5,576.87
4,497.92
28,236.69
22,108.12
964.41
546.08
1,522.04
1,090.91
Less:
216.10
Term Loans :
Dividend Received
0.48
0.50
GE Capital Services
1845.99
Interest Received
10.28
0.00
Deferred Payment
253.41
82.16
755.22
1,009.09
5225.39
7,523.00
8,080.01
9,705.16
48.13
48.13
1021.92
800.00
9.58
16.06
0.00
75.00
883.44
96.39
407.38
211.91
0.00
II
319.06
Operating Profit Before Working Capital Changes
407.88
27,917.63
21,700.24
964.92
5,028.47
(102.11)
304.20
(273.66)
Companies
Security Deposit From Dealers And Others
(8,983.98)
589.14
27,328.48
Interest Paid
Directors
1,604.87
Other Loans :
25,351.55
1,222.18
Corporation Limited
Term Loan - From Banks
999.47
Tax Paid
2,649.11
1,668.57
1,205.54
887.60
(3,651.31)
5,459.52
3,778.35
21,868.96
21,573.20
125.30
754.67
Commercial Papers
0.00
2,000.00
0.00
805.93
(7,287.80)
(7,852.75)
1,171.02
500.02
(4,826.98)
(153,206.88)
6,067.63
143,260.48
0.48
0.50
(4,875.65)
(17,298.63)
2.31
8,050.56
12,206.55
1,037.21
874.67
1.71
7,394.54
4,220.69
13,272.32
12,578.32
38.00
672.46
(457.43)
(2,297.61)
1,878.15
Dividend Payable
(1.76)
(266.86)
273.63
325.78
(3,024.01)
1,589.68
62.66
39.08
(88.24)
(750.08)
Deposits - Others
55.43
47.24
121.19
96.42
Acceptance
Current Liabilities :
5383.23
148.35
2352.75
Total
(8,612.56)
(6,817.40)
(13,349.39)
(4,822.23)
Credited By :
3,643.93
(547.66)
-Unpaid Dividend
1,473.29
2,020.95
7.53
10.37
1,473.29
5.57
6.20
30,280.64
30,443.32
Payment Of Dividend
Cash Used(-)/+(Generated) In Financing Activities (C)
5,117.22
Schedules annexed to and forming part of the accounts for the year
ended 31st March,2006
As At 31st
March 2006
(Rs.In Lacs)
Provisions :
For Dividend (Proposed) - Final
As At 31st
March 2005
(Rs.In Lacs)
5,733.03
4,296.30
804.06
602.56
122.00
328.94
For Taxation
Authorised :
1250000000 Equity Shares Of Re.1 Each
(Previous Year 500000000 Equity Shares Of Re.1 )
Issued And Subscribed:
573302784 Equity Shares Of Re.1 Each Fully Called Up
(Previous Year- 286249052 Equity Shares Of Re.1)
12,500.00
12,500.00
5,000.00
5,000.00
5,733.03
5,733.03
2,864.20
2,864.20
Total (A + B)
Depreciation
Technical Knowhow Fees
1,799.51
5,758.08
420.71
56.93
10,450.49
34.74
14,092.86
915.66
33,528.98
13,329.29
9,526.30
43,609.93
39,969.62
536.05
3,762.45
Note : Authorized Share Capital During The Year Increased By Rs.7500 Lacs
Capital Reserve
Share Premium Account
Employees Housing Reserve Fund
Capital Redemption Reserve :
General Reserve :
Legal Reserve
Profit And Loss Account
Employee Stock Option Scheme Outstanding
Total
755.08
5,915.12
1715.08
1277.51
0.00
0.00
1715.08
1277.51
74.55
57.19
6.01
131.74
131.74
137.75
1583.34
1139.76
Depreciation
Net Block
Opening
Balance
Inherited from
new subsidiary
Additions
Transfer/
Adjustment
Closing
Balance
Opening
Balance
Inherited from
new subsidiary
For the
Year
Transfer/
Adjustment
Closing
Balance
As on
31.03.2006
As on
31.03.05
645.65
192.46
3.64
60.73
781.02
0.00
0.00
0.00
0.00
0.00
781.02
645.65
748.33
0.82
115.79
0.00
864.94
35.80
0.24
9.87
0.00
45.91
819.03
712.53
12,801.93
1,452.20
1,011.25
(6.45)
15,271.83
3,635.41
174.37
498.34
(2.62)
4,310.73
10,961.09
9,166.52
23,006.00
922.19
4,633.18
1,429.41
27,131.96
10,166.45
221.17
1,705.88
737.93
11,355.56
15,776.39
12,839.55
Vehicles
1,145.68
163.88
242.59
302.74
1,249.41
478.12
61.87
201.19
162.31
578.88
670.54
667.56
3,828.73
597.44
382.89
245.50
4,563.56
1,905.28
316.66
329.07
100.80
2,450.21
2,113.35
1,923.45
Computers
2,534.56
0.00
532.60
194.43
2,872.73
1,802.82
0.00
257.60
268.81
1,791.61
1,081.12
731.74
Patents
1,095.97
16.90
0.00
0.00
1,112.87
239.70
5.35
125.36
0.00
370.41
742.46
856.27
0.22
0.00
0.00
0.00
0.22
0.00
0.00
0.00
0.00
0.00
0.22
0.22
938.81
0.00
1,500.11
1,134.24
1,304.68
0.00
0.00
0.00
0.00
0.00
1,304.68
938.81
1,402.75
10.30
15,582.35
0.00
16,995.40
434.85
0.00
(434.85)
0.00
0.00
16,995.40
967.90
48,148.63
3,356.19
24,004.40
3,360.60
72,148.62
18,698.43
779.66
2,692.46
1,267.23
20,903.32
51,245.30
29,450.20
Live Stock
Capital Work In Progress
Goodwill
Total
Note :Capital work-in-progress includes advance agaisnt capital goods Rs.1075.84 (previous year Rs.588.47).
Schedules annexed to and forming part of the accounts for the year ended 31st March,2006
As At 31st
March 2006
(Rs.In Lacs)
As At 31st
March 2005
(Rs.In Lacs)
Schedule G- Investments
A
As At 31st
March 2006
(Rs.In Lacs)
As At 31st
March 2005
(Rs.In Lacs)
153.84
25.98
324.51
253.31
7,110.50
7,335.97
7,435.01
7,589.28
49.45
27.91
2.25
123.25
4,621.98
1,105.33
137.28
84.40
219.07
131.45
86.24
0.95
0.95
5,117.22
1,473.29
33,830.07
29,375.49
1,660.41
2,742.52
5,914.13
3,690.49
Advances To Suppliers
2,084.01
2,471.18
Advances To Employees
324.48
344.72
434.84
992.80
2,884.06
1,135.51
13,301.93
11,377.22
47,132.00
40,752.71
CURRENT INVESTMENTS
0.00
0.00
'Cash In Hand
- Remittance-In-Transit & Cheques-In-Hand
0.00
0.00
6,121,645.75
(8,025,741.82)
873.34
100,000.00
1,000.00
1,080.00
0.00
0.00
0.00
0.00
0.00
0.00
12,160,294.80
1,716.00
0.00
(5,069,567.91)
0.00
4,510,477.84
500.00
0.00
0.00
(8,395,600.71)
0.00
1,000.00
0.00
0.00
522.00
0.00
Total (A+B)
0.00
0.00
0.00
0.00
0.00
0.00
50,000.00
270,000.00
-
105.00
27.00
0.00
105.00
1,350.00
6.50
15.00
0.02
0.02
3.00
0.01
0.01
250.00
0.03
0.03
650.00
0.07
0.07
500.00
0.05
0.05
1.26
0.21
0.07
0.00
0.01
0.00
12.49
12.06
0.00
17,473.29
4,240.13
23,329.02
26.99
0.00
4,213.14
23,329.02
- Raw materials
7,753.23
8,068.03
4,820.50
3,646.80
- Stock in process
1,402.38
746.23
- Finished goods
7,301.73
7,851.86
21,277.84
20,312.92
Considered good
324.51
253.31
Considered doubtful
153.84
25.98
478.35
279.30
18.75
Total
4.79
9 5% Special Bond
65.62
4.79
479,400.00
18.75
65.62
TOTAL
In Current Accounts
0.00
IV)
III)
B.
1,775.00
(17,259,242.05)
0.00
1,000.00
515.42
575.33
3503.78
279.03
1.43
0.00
4017.77
854.36
91.17
685.99
3240.61
3287.48
338.94
515.42
581.04
Schedules annexed to and forming part of the accounts for the year ended 31st March,2006
For the year ended
31st March,2006
(Rs.in lacs)
Donation
331.37
257.90
A. Sales :
720.00
597.97
145.82
44.08
9.88
65.85
108.87
171,140.50
134,423.64
18,816.50
19,271.69
189,957.00
153,695.33
B. Other Income :
Export Subsidy
172.37
44.65
Rent Realised
17.30
21.10
Sale Of Scrap
278.78
276.60
0.48
0.50
18.54
530.63
170.39
96.39
396.96
10.42
211.91
89.08
26.99
56,522.85
47,691.25
389.33
402.33
Others
735.70
419.36
Bank Charges
513.70
421.90
1,638.73
1,243.59
10.28
1,336.68
920.62
18.75
685.99
18.95
326.49
Less:Transferred To
Opening Stock
Ii)
278.50
407.49
195.91
130.58
Director Remuneration
7,154.31
5,912.78
138.26
Total
426.24
149.53
Subsidiaries
Iii)
Add :Purchases
Iii)
38,693.11
32,233.70
45,985.68
38,146.48
7,227.27
38,758.41
7,154.31
Opening Stock
Ii)
3,009.44
2,105.61
305.85
A. ACCOUNTING POLICIES
Significant accounting policies are summarized below:
Subsidiaries
Iii)
Add :Purchases
Iii)
26,831.23
18,235.57
30,146.52
20,341.18
4,254.78
25,891.74
3,009.44
15,385.77
1.
17,331.74
19,784.12
813.84
1,212.78
7,784.26
5,219.54
834.47
9,432.57
6,432.32
Stock-In-Process
1,506.17
746.23
Finished Products
7,190.02
7,851.87
8,696.19
8,598.10
Closing Stock :
Increase(-)/Decrease In Stock In
The consolidated financial statements have been prepared on the basis of AS-21, issued by ICAI read with the following basic assumptions:
736.38
(2,165.77)
80,772.30
65,942.25
3,548.77
2,740.15
1,083.63
545.60
I.
The financial statements of the parent company and its subsidiary companies have been combined on a line-byline basis by adding together the book values of like items of assets, liabilities, income and expenses, after fully eliminating intra-group balances and intra-group transactions and resulting in unrealized profits or losses.
Investments of parent company in subsidiaries are eliminated against respective proportionate stake of parent company therein on the respective dates when such investments were made by way of debiting/crediting the difference
of the two in goodwill/ capital reserve except for DNPL where the same is adjusted against share premium account.
In respect of foreign subsidiaries, rise in the value of stake of parent company in terms of reporting currency upto
the date of commercial production (i.e. the date, their assets were due for capitalization) on account of exchange
fluctuation has been credited to capital reserve. Subsequent generation of reserve other than that of the nature of
capital reserve including gain/ loss arising on account of translating the transactions of the year, year-end assets and
liabilities of the foreign subsidiaries for the purpose of consolidating with parent company's assets at exchange rates
ruling on year-end-date has been recognized as reserve specifically earmarked for the purpose.
II
The consolidated financial statements are prepared by adopting uniform accounting policies for like transactions
and other events in similar circumstances and are presented to the extent possible, in the same manner as the parent company's separate financial statements unless stated otherwise.
156.77
118.57
202.15
120.57
Others
392.22
315.69
327.70
209.79
5,711.24
4,050.37
Processing Charges
10,057.40
6,978.67
1,110.58
818.88
2,432.48
2,226.64
895.29
824.15
14,495.75
10,848.34
Directors' Remuneration
III. Minority interest, where lying, in the net income of consolidated subsidiaries have been adjusted against the income of the group so as to arrive at net income attributable to the parent company. Minority interest consisting of
equity attributable to them on the date such investments were made by the parent company and movement in their
equity since the date of parent subsidiary relationship has been disclosed in the consolidated financial statement
separately from liability and equity of shareholders of parent company.
IV Current assets/liabilities and income/ expenses of overseas subsidiaries have been translated in reporting currency in terms of exchange rates prevailing on year-end date and average rate respectively on the basis of non-integral
operation approach as per revised AS-11.
Fixed assets of the overseas subsidiaries have been accounted for in terms of the exchange rate prevailing at the
point of commencement of production of relevant subsidiaries pertaining to assets appearing since that point of
time and at purchase price (including cost of installation) for remaining fixed assets.
2
Accounting Convention:
The accounts have been prepared in accordance with the historical cost convention.
a.
1,031.21
738.89
117.81
119.00
Insurance
341.84
304.40
14,306.39
11,996.24
6,405.88
4,339.22
35.18
1,383.09
1,702.74
22,168.21
20,375.91
2,098.76
1,891.14
928.14
876.31
407.62
404.17
Security Expenses
186.55
141.51
General Expenses
5,731.71
3,645.47
9.00
6.80
71.55
51.55
Sales Tax
Freight And Forwarding Charges
Cartage And Coolie
Commission,Discount And Rebate
Advertising And Publicity
Directors' Fees
Auditors' Remuneration:
Principles of consolidation:
The Consolidated Financial Statement relates to Dabur India Limited (the parent company) and Dabur Foods Ltd.
Balsara Home Products Ltd., Balsara Hygiene Products Ltd., Besta Cosmetics Ltd., (all four wholly owned subsidiary
companies incorporated in India 50% stake .in last named entity held by Balsara Hygiene Products Ltd. and 2% by
Balsara Home Products Ltd.) Dabur International Ltd., (wholly owned body corporate incorporated in Isle of MAN),
Dabur Overseas Ltd. (a subsidiary body corporate incorporated in British Virgin Island 100% stake wherein is held
by Dabur International Ltd.), Dabur Nepal Pvt. Ltd. (a subsidiary body corporate incorporated in Nepal, 97.5% stake
wherein is held by Dabur International Ltd.), Pasadensa Foods Ltd. (a wholly owned subsidiary company incorporated in India, 100% stake wherein is held by Dabur Foods Ltd.,), Dabur Egypt Ltd. (a wholly owned subsidiary body
corporate incorporated in Egypt, 76% & 24% of stake wherein are held by Dabur Overseas Ltd. and Dabur International Ltd. respectively), Asian Consumercare Pvt. Ltd. (a subsidiary body corporate incorporated in Bangladesh,
76% stake wherein is held by Dabur International Ltd.), Weikfield International (UAE) (a subsidiary body corporate incorporated in UAE, 38.41% stake wherein is held by Dabur International Ltd. which has control of composition of board of directors of the former being raison d'etre of subsidiary status) and African Consumer Care Ltd (
a subsidiary body corporate incorporated in Nigeria, 90% stake wherein is held by Dabur International Ltd).
b.
Fixed assets are stated at carrying amount subject to deduction of accumulated depreciation.
Cost includes inward freight, duties, and taxes and expenses incidental to acquisition and installation.
Depreciation has been provided at rates provided in schedule XIV of Companies Act.
In respect of the parent company, Dabur Foods Ltd & Asian Consumer care Pvt. Ltd. depreciation on fixed assets
has been provided on written down value method, except for Baddi, Katni, 5/1 Sahibabad, Jammu, Rudrapur
unit and Corporate Office of parent company, Dabur Egypt Limited, Balsara Home Products Ltd., Dabur International Limited, Dabur Nepal Pvt. Ltd, Weikfield Limited, Pasadensa Foods Ltd and African Consumercare Ltd
where the depreciation have been provided on straight line method. For Balsara Hygiene Products Ltd., depreciation on fixed asset acquired upto 31.03.1991 has been provided on written down method and subsequent
addition on straight line method. For Besta Cosmetics Ltd. fixed assets acquired upto 31.03.1994 has been provided on written down value method and subsequent addition on straight line method. Fixed Assets of Daman
factory of Balsara Home Products Ltd. has been provided on written down value method.
Patent and trade marks are amortized equally over a period of 10 years.
Impairable assets are identified at the year-end in term of para-5 to 13 of AS -28 issued by ICAI for the purpose of arriving at impairment loss thereon, if any, being the difference between the book value and recoverable value of rel-
Schedules annexed to and forming part of the accounts for the year ended 31st March,2006
b.
evant assets. Impairment loss, when crystallizes, is charged against revenue of the year.
c.
d.
e.
Investments:
Long term investments are held at cost. Provision is made against diminution in carrying cost of investment, if any,
of permanent nature as required under AS-13 issued by ICAI.
Current investments are held at lower of cost and NAV/Market value.
Deferred Entitlement on LTC:
In terms of the opinion of the Expert Advisory Committee of the ICAI, the parent company has provided liability
accruing on account of deferred entitlement towards LTC in the year in which the employees concerned render
their services.
Raw materials, Packing materials, stores & Spares :- On FIFO basis for all units except for Balsara Hygiene Products
Ltd., Balsara Home Products Ltd. and Besta Cosmetics Ltd. where the same are valued at weighted average cost.
g.
Retirement Benefits:
Liabilities in respect of retirement benefits to employees are provided for as follows:
i.
j.
k.
l.
d.
e.
5.
Inventories:
Stocks are valued at lower of cost or net realizable value. Basis of determination of cost remain as follows:
f.
h.
c.
Leave salary of employees of the company on the basis of actuarial valuation/management estimate/insurer's
advice
Sales and purchases are accounted for on the basis of passing of title to the goods.
Sales comprise of sale price of goods including excise duty and sales tax but exclude discount.
All items of incomes and expenses have been accounted for on accrual basis.
Technical know-how fees paid to Technical Collaborators upto 31.03.2004 are being amortized equally over a
period of six years. Subsequent such expenses are charged to revenue in the year of incurrence.
Deferred Employees Compensation under ESOP is being amortized on straight-line basis over vesting period.
Employee compensation in respect to option granted to subsidiary company employees is being reimbursed by
subsidiary companies to holding company.
6B. Transactions with related parties (Consolidated) for the period from 01.04.2005 to 31.03.2006
Associates
Key
Management
Personnel
Relatives
Of Key
Management
Personnel
Total
Outstanding
As On
31.03.2006
0.00
[0.00)
0.00
[0.00]
0.00
[0.00]
0.00
[0.00]
0.00
[0.00]
0.00
[1565.05]
0.00
[0.00]
0.00
[0.00]
0.00
[1565.05]
0.00
[18.93)
Receiving of Services
180.00
[190.66]
0.00
[0.00]
0.00
[0.00]
180.00
[190.66]
0.00
[2.85]
0.00
[200.00]
0.00
[0.00]
0.00
[0.00]
00.00
[200.00]
0.00
[0.00]
Loans Given
00.00
(100.00)
0.00
[0.00]
0.00
[0.00]
00.00
[100.00]
0.00
[200.00]
6.00
[20.77]
0.00
[0.00)
0.00
[0.00]
6.00
[20.77)
0.00
[0.00]
0.00
(0.00)
0.00
(0.00)
0.00
[0.00]
0.00
(0.00)
0.00
[0.00]
Remuneration/Exg./Pension
0.00
[4.28]
532.84
(638.58)
125.98
[169.01]
658.82
[811.87]
0.00
[0.00]
3.50
(0.00)
0.00
(0.00)
0.00
[0.00]
3.50
[0.00]
0.00
[0.00]
0.00
[4.09]
0.00
[0.00]
0.00
[0.00]
0.00
[4.09]
0.00
[0.00]
Donation Given
0.00
[0.00]
0.00
[0.00]
0.00
[0.00]
0.00
[0.00]
0.00
[0.00]
Royalty Received
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
278.50
(195.91)
0.00
(0.00)
278.50
(195.91)
0.00
(0.00)
Sale of assets
0.00
(0.00)
6.47
(0.00)
0.00
(0.00)
6.47
(0.00)
0.00
(0.00)
Purchases of Goods
Sale of Goods
Rent Paid
B: NOTES TO ACCOUNTS
1.
Building constructed on leasehold land included in the value of building shown in Fixed Assets Schedule:
Cost/Revalued
Written Down
2.
None of the assets qualify for the impairment loss for the year (Previous year Rs. NIL) which was adjusted against
the profit & loss account /opening reserve.
3.
a. Further to para A(2)(b) above, recoverable value of cash generating units (CGUs] have been assessed based on
value-in-use method which for each CGUs worked out to much higher than corresponding book value of net assets
thereby not warranting further exercise of arriving at their net-selling-price. This further confirms absence of exigency of making any provision against impairment loss.
b. Beside those referred to in parent company financial statements, each plant of each subsidiary constitutes independent CGU.
c. Annual discount rate considered for arriving at value-in-use of assets pertaining to each CGU are as per interest rate of external borrowing plus risk factor at a rate of two percent per annum.
4.
Contingent Liabilities:
a)
i) Claims not acknowledged as debts:
a) In respect of civil suits filed against the company Rs.338.61 (Previous year 276.82)
b) In respect of claims by employees Rs.0.01 (previous year 0.50)
c) In respect of letters of credit Rs.2119.04 (previous year 3271.92)
ii. In respect of Bank Guarantees executed Rs.2933.96 (previous year 1988.20)
iii. In respect of Sales Tax under appeal Rs.1291.95 (previous year 1042.21)
iv. In respect of excise duty disputes pending with various judicial authorities Rs.2832.24 (previous year
Rs.2227.26)
v. In respect of Corporate Guarantees given by the Company Rs.7644.85 (previous year Rs.14148.94)
vi. In respect of Income tax under appeal Rs.319.79 (previous year Rs.401.25)
vii.Estimated Amount of contract remaining to be executed on capital Account Rs.450.89, net of Advance
(previous year Rs.1064.15)
viii. In respect of Bill Discounting of Company Rs.277.54 (Previous year Rs.535.42)
b) Information pursuant to AS 29 issued by ICAI:
a. Rs. NIL (previous year Rs.89.08) has been provided during the year against disputed liabilities in respect of
amount reliably estimable within the meaning of relevant standards.
R C Burman
Asha Burman
A.C.Burman
[iv] An Enterprise owned by any Director (KMP) of Dabur India Limited / subsidiary:
1. Welltime Housing and Finance Pvt. Ltd.
2. Prayag Commercial Private Limited
m. Miscellaneous Expenditure:
(iii) Associate Entities over which Key Management Personnel are able to exercise significant influence:
1. Welltime Housing and Finance Pvt.Ltd
2. Miracle Commercial Enterprises Pvt Ltd
3.Wakarusa Laboratories Pvt Ltd
4. Jetways Travels Pvt Ltd
5. Gyan Enterprises Pvt.Ltd.
6. Puran Associates Pvt. Ltd
Contingent Liabilities:
Disputed liabilities and claims including claims raised by fiscal authorities, pending in appeal/court, for which no reliable estimate can be made of the amount of obligation or which are remotely poised for crystallization are not provided in accounts but disclosed in notes to accounts. However, present obligation as a result of past event with possibility of outflow of resources, when reliably estimable, is recognized in accounts.
Foreign Currency Translation:
In respect of foreign branches/offices, the company has adopted integral foreign operation approach has been adopted as per revised AS11 and accordingly revenue items have been converted at average of month end exchange rates
during the year. Fixed assets have been converted at the rates prevailing on dates of purchase. Assets & Liabilities
other than fixed assets are converted at the year-end exchange rate. Exchange gain or loss arising out of above is accounted for in Profit & Loss Account.
Receivables/payables (excluding for fixed assets) in foreign currencies are translated at the exchange rate ruling at
the year-end date and the resultant gain or loss is accounted for in the Profit & Loss Account.
Exchange Loss / Gain arising out of transactions of revenue and capital nature are separately disclosed in notes to
accounts.
Capital as well as revenue implication of exchange fluctuation, accounted for in profit and loss account, are disclosed in notes to accounts.
Other Notes to Accounts containing inter-alia explanatory material, except for quantitative particulars pertaining
to foreign subsidiaries disclosure of which is not required under respective statute, are disclosed with the accounts
of different companies under consolidation.
Existing provisions referred to in "a" above relates to nil (Rs.62.64), nil (Rs.26.15) and nil (Rs.0.29)towards liabilities on account of VAT, Sales Tax and Entry Tax respectively to be carried as such at the year end in view of
absence of any additional provision therefor during the year.
Resulting outflows against above liabilities pending before Sales Tax DC/Tribunal/CCT's if any matured are expected to be in subsequent financial year's.
Provisions are made herein for medium risk oriented issues as a measure of abundant precaution.
Remote risk possibility of further cash outflow pertaining to contingent liabilities listed in para 4(a) above
is presumed.
The amounts or appropriate proportions of outstanding items pertaining to related parties at the Balance Sheet date
and provisions for doubtful debts due from such parties at that date - nil (previous year nil)
Amounts written off or written back in the period in respect of debts due from or to related to parties nil (previous year nil).
7.
2005-06
2004-05
21418.24
15580.61
51.83
26.26
0.00
0.00
21470.07
15554.35
Basic
573149155
572839426
Diluted
577524999
575809845
Basic
3.74
2.72
Diluted
3.71
2.71
Schedules annexed to and forming part of the accounts for the year ended 31st March,2006
8
FOODS
ELIMINATIONS
Current Period
Previous Period
Current Period
Previous Period
164490
133264
20573
164490
133264
24732
Current Period
OTHERS
Previous Period
Total Consolidated
Current Period
Previous Period
Current Period
Previous Period
14215
4894
6216
189957
153695
20573
14215
4894
6216
189957
153695
17390
1891
773
678
691
27301
18854
24732
17390
1891
773
678
691
27301
18854
1054
720
519
446
66
78
1639
1244
3002
1910
22660
15700
REVENUE
External Sales
Inter-segment sales
Total Revenue
RESULT
Segment result
Unallocated corporate expenses
Operating profit
Interest expense (Net Of Interest Income)
Interest income
Income Tax(Current + Deferred+FBT)
Profit from ordinary activities
23678
16670
1372
327
612
613
(1274)
23678
16670
1372
327
98823
82271
14572
11615
612
613
21386
15700
2693
3106
96676
89840
5914
3690
OTHER INFORMATION
Segment assets
(19412)
(7152)
98823
82271
14572
11615
(19412)
(7152)
2693
3106
102590
93530
Segment liabilities
46681
44290
9872
9749
(7970)
(2762)
1083
1159
49666
52436
6506
5282
Total liabilities
46681
44290
9872
9749
(7970)
(2762)
1083
1159
56172
57718
Capital expenditure
22504
7876
22504
7876
2125
2353
2692
2801
3241
515
Depreciation
448
316
119
132
9.a) Pursuant to parent Company's take over of 99.52%, 100% and 100% (after considering 52% held indirectly through
Balsara Hygiene Products Ltd.and Balsara Home Products Ltd) stake in Balsara Hygiene Products Ltd, Balsara Home
Products Ltd. and Besta Comsetics Ltd. respectively, with effect from April 01, 2005, following assets and liabilities of respective entities have been incorporated in CFS.
Balsara
Hygiene
Products Ltd
1.
992.98
2737.30
13.89
Accumulated depreciation
430.24
339.12
8.82
562.74
2398.18
5.07
Investments
731.94
1.12
Inventories
1293.65
Sundry Debtors
549.18
5.57
126.27
7.76
819.13
656.20
106.05
0.00
3949.64
92.13
772.90
Capital reserve
102.78
2.57
30.01
Share Premium
660.00
423.85
43.75
45.54
1.24
Secured Loans
1039.62
Un-secured loans
46.75
Current Liabilities
112.30
3673.40
41.99
Provisions
378.50
335.15
45.20
Liabilities
4.
171.39
16436.87
121.83
Total expenses
204.16
15048.26
35.35
10073.54
4249.61
1840.62
Particulars
Hair Oil
Baddi
MSY Unit
Baddi
Daburgram
Unit
March,04
Nov,2000
July,2003
FMCG
FMCG
FMCG
33.37
(33.37)
28.35
(28.35)
44.27
(44.27)
4.21
(4.21)
0.01
(0.01)
0.32
(0.32)
0
(-5.3)
0
(-1.79)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
0.00
(-0.01)
0.00
(0.00)
0.00
(0.00)
Operating activities
0
(-71.46)
0
(-0.47)
0
(-3.97)
Investing Activities
0.00
(24.14)
0.00
(0.00)
0.00
(0.00)
Financial Activities
0.00
(0.00)
0.00
(0.00)
0.00
(0.00)
1 Discontinued since
2 Segment the operation of the
Unit relates to in financial statement
3 Carrying amount of total assets
General Reserve
3.
Besta
Cosmetics
Ltd.
Assets
2.
Balsara
Home
Products Ltd
To above extent,the figures of previous year are not comparable with those of current year.
Note:
12. Extraordinary item represents loss on sale of Long Term Trade Investments amounting to Rs.1274.05.
13. Exchange loss works out to Rs.100.14 (Previous Year Rs. 57.34) net of gain which has been charged to Profit & Loss
Account.
14. Deferred payment credit Rs. 148.35 (previous year Rs. NIL) forming part of unsecured loan is covered by letter of
credit issued by HSBC on behalf of a group company to a supplier of machinery.
15. Grouping and heads of accounts of the subsidiaries have been rearranged in terms of presentation of those of parent company as and when necessary. Besides, figures for previous year have been rearranged/ regrouped as and
when necessary in terms of current year's grouping.
Signatures to the Schedules "A" to "P" Annexed to and forming part of the Accounts.
10. Pursuant to parent Company's enhancement of stake in Dabur Nepal Pvt. Ltd. from 79.96% to 97.5% (stake herein
being held during the year through Dabur International Ltd., another wholly owned subsidiary unlike direct holding in previous year) CFS for the year have been affected as follows :
Particulars
V.C.Burman
P.D.Narang
Sunil Duggal
A.K.Jain
Amount
946.21
87.32
S.Lahiri
Partner
581.41
New Delhi
25th April 2006
Chairman
Director
Director
Addl.General Manager (Finance)
& Company Secretary
We have audited the accompanying consolidated Balance sheet of Dabur India Limited, New Delhi and subsidiaries as
of March 31st, 2006 and related consolidated statement of income, stockholders equity and comprehensive income and
consolidated cash flow for the year then ended as prepared by Management under US GAAP.
These financial statements are the responsibility of the company's management. Our responsibility is to express an
opinion on this financial statement based on our audit.
We conducted our audit in accordance with auditing standard generally accepted in United States of America. These
standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examination on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes assessing the accounting principle used and signif-
icant estimates made by management as well as evaluating the overall financial statement presentation. We believe that
audit provides a reasonable basis for our opinion.
Incorporated herein are the accounts of certain subsidiaries whose accounts audited by other auditors as per law of
the country of incorporation of respective entities. We have relied on these accounts for subsequent translation of them
as per requirement of US GAAP.
In our opinion, the consolidated financial statements referred to above read with notes thereon present fairly, the financial position of Dabur India Limited and subsidiaries as of March 31, 2006, and the result of their operations, comprehensive income and cash flows for the year then ended in conformity with accounting principle generally accepted
in the United States of America.
G. Basu & Co.
Kolkata
Current Assets
INR in Lac
4892.75
1387.94
INR in Lac
Marketable securities
4096.15
4378.09
7435.01
7589.28
Inventories
21617.30
20312.92
11609.50
26106.05
49650.71
59774.28
Operating expenses
33911.52
29530.41
Goodwill
2005-06
2004-05
171996.64
136838.94
Cost of revenues
94475.19
75993.61
Gross profit
77521.45
60845.33
41290.52
34685.14
Revenue
17566.51
967.90
Personnel expenses
6930.40
4964.41
Intangibles
632.02
856.27
3417.85
2830.95
Investments
364.31
357.68
Financial expenses
1638.70
1243.59
53277.46
43724.09
Operating Income
24243.98
17121.24
1916.88
2829.81
104041.95
94316.35
Other income,net
Current Liabilities
7420.77
12890.17
16482.32
17301.91
20300.90
17959.66
44203.99
48151.74
3002.08
2311.21
6837.21
4595.06
Minority interest
9839.29
6906.27
Net income
1171.45
470.39
55214.73
55528.40
565.76
1858.76
875.10
447.21
25119.08
17568.45
2185.80
1509.88
598.48
-198.54
463.31
-32.51
138.01
21904.00
16119.10
Basic
3.82
2.81
Diluted
3.79
2.80
Stockholders' equity
Basic
573149195
572694600
Diluted
577524990
575535148
5733.03
2864.20
4068.97
6158.32
38438.93
27793.90
20.53
112.77
104041.95
94316.35
Retained earning
Accumulated & other comprehensive income
Total liabilities and stock holders' equity
The accompaying notes are an integral part of these consolidated financial statements
The accompaying notes are an integral part of these consolidated financial statements
Balance as of 01.04.2004
No.of Shares
Amount
Additional
paid in capital
286249052
2862.49
5819.38
Comprehensive
income
Accumlated other
comprehensive
income (loss)
2862.49
170661
5819.38
0.00
0.00
Retained earings
(Accumulated
earnings)
Total stockholders'
equity
19840.54
28522.41
-26.60
-26.60
19813.94
28495.81
1.71
1.71
338.94
338.94
-3.25
-3.25
Interim Dividend
-2862.89
-2862.89
Proposed Dividend
-4296.30
-4296.30
-374.14
-374.14
2864.20
6158.32
Bonus Shares
-602.56
16119.10
-9.02
-9.02
-9.02
-28.31
-28.31
-28.31
0.69
0.69
0.69
149.41
149.41
149.41
112.77
112.77
-602.56
16119.10
27793.90
36929.19
96.70
96.70
2.32
2866.51
2.32
-2866.51
0.00
777.16
777.16
0.00
Interim Dividend
-4303.03
-4303.03
Proposed Dividend
-5733.03
-5733.03
-602.98
-602.98
-716.63
-716.63
21904.00
43808.01
Net Income
21904.00
Translation adjustment
-100.10
-100.10
-100.10
3.79
3.79
3.79
4.06
4.06
4.06
21924.53
20.53
5733.03
4068.97
38438.93
The accompaying notes are an integral part of these consolidated financial statements
V.C.Burman
P.D.Narang
Sunil Duggal
A.K.Jain
S.Lahiri
Partner
New Delhi
25th April 2006
Chairman
Director
Director
Addl.General Manager (Finance)
& Company Secretary
70165.46
Consolidated statement of cash flow for the year ended 31st March,2006
INR in Lac
31.03.2006
31.03.2005
21904.00
16119.89
India
100%
India
Egypt
Nigeria
Bangladesh
India
99.52%
3436.80
2830.95
India
100%
2185.80
1509.88
India
598.48
(198.54)
(146.00)
202.63
(55.00)
(407.38)
777.16
338.94
Minority interest
(32.51)
138.01
96.70
(26.60)
14.00
(0.50)
Interest expenses
1638.70
1243.59
54.17
(487.91)
(1304.38)
(5,028.47)
912.93
870.16
d)
e)
Accounts Receivable
Allowances for doubtful account based on direct analysis of receivable against uncollected dues are provided in account.
f)
Inventories :
Finished goods are stated at the lower of cost and net realizable value. Cost is determined using first-in-first
out / weighted average methods for raw materials, packaging materials and stores and spares. Cost includes
the purchase price and attributable costs. Cost in the case of work-in-process and finished goods comprise
direct labour, material costs and production overheads. Allowance for potentially obsolete or slow moving inventory is made on the basis of the management's analysis of inventory levels. Inventories worth INR
21250.87 lac has been encumbered with banks towards security against short-term borrowing.
g)
Investment Securities :
The Group Companies follow investment policies, which are consistent with the provisions of Statements
of Financial Accounting Standard (SFAS) No. 115, "Accounting for certain Investments in Debt and Equity Securities".
Short-term readily marketable securities are held at market price at period end. Investment held for long
term in securities where significant influence exists within the meaning of APB- 18, are valued at current
market price and in its absence for unlisted securities at fair value. Investment held for long term not exceeding 20% of common stock of investee are classified as "available for sale securities" under non-current
assets which are carried at historical cost less diminution therein, if deemed of permanent nature. Unrealized gain and losses , net of related tax effect are reported as a separate component of stock holder's equity until realized. Realized gain or losses on sale of securities are computed with reference to their weighted average cost. Realized gains, losses and decline in value on non-readily marketable available-for-sale
securities that are judged to be other than temporary, are included in the statement of income. Interest and
dividend income is recognized when earned.
h)
(2439.45)
(819.59)
6476.76
2341.24
2613.41
2242.15
1069.72
(2240.41)
(1,668.57)
Interest paid
(1638.70)
(1,222.18)
27512.09
39394.8
(7841.71)
(7,134.77)
Purchase of intangibles
(11.55)
(717.99)
Purchase of Securities
(364.80)
500.02
(4089.34)
143,259.86
55.00
4377.00
Dividend received
0.50
(7875.40)
(34,772.73)
2.32
1.71
(5469.40)
3177.40
690.87
(528.57)
(1319.61)
Payment of dividend
(10036.06)
(7,761.23)
(16131.88)
(5,110.69)
3504.81
1387.94
4892.75
Leasehold Land
20 Years
(488.62)
Buildings
10-15 Years
1876.56
6-15 Years
1387.94
10-15 Years
Office Equipment
15 Years
Vehicles
5 Years
The accompaying notes are an integral part of these consolidated financial statements
Assets under construction relate to Uttaranchal and Jammu manufacturing units, which are expected to
be in full operation by Sept 2006. Property, plant & equipment aggregating INR 28241 lac are mortgaged /
hypothecated to bank & financial institutions towards security on loan.
2)
Business - Dabur India Ltd. (DIL) along with its subsidiaries (collectively known as group companies) is a FMCG
Company with its business interest spread across the Globe.
The company was incorporated on 16th September 1975 with the object of manufacturing and marketing FMCG,
Ayurvedic & Pharmaceutical products. The pharmaceutical division of the company was demerged from the existing entity on 1.4.2003. DIL has manufacturing facilities in six States of India. The group companies presently
have manufacturing facilities in seven countries, namely India, Bangladesh, Nepal, Dubai, Sarjah, Egypt & Nigeria. Major markets of the group include India, Middle East, Nepal, Bangladesh, USA, and UK.
The growth of the company has been phenomenal since early ninety rarely shared by any other FMCG company
in this subcontinent.
i)
j)
Goodwill :
Goodwill arises out of consolidation of subsidiaries or merger of body corporate with group companies
being the excess of value of investment over proportionate stake in net assets of subsidiaries / merged entities in terms of book values which are indicated in the consolidated balance sheet. Goodwill is not
amortized but subjected to periodic impairment testing where applicable. Goodwill of business combination working out to negative, is deducted proportionately from the fixed assets of acquired entity.
k)
l)
a)
m)
b)
c)
Country of incorporation
Shareholding
Nepal
100%
Isle of MAN
100%
n)
Dividends
Dividends on common stock are recorded as a liability when recommended by the Board.
o)
Advertising cost
Expenditure on advertising is expensed when incurred.
p)
q)
Revenue recognition :
Customers of the Group Companies consist primarily of large wholesalers and dealers network who sell
directly into the retail channel. Revenue from product sales is recognized when the merchandise is sold or
shipped to customers and all four of the following criteria are met: (i) persuasive evidence that an arrangement exists (ii) delivery of the products has occurred; (iii) the selling price is both fixed and determinable
and (iv) collectibility is reasonably assured.
Provisions for sales discounts, damaged product returns, exchange for expired product are established as
a reduction of product sales revenues at the time such revenues are recognized. Certain charge backs and
rebate programmes extended to customers pursuant to industry standards are recognized as a reduction
from product sales revenues. Besides taxes/duties incidental to sale are recognized as a reduction from product sale revenue.
r)
s)
3)
4)
Income Taxes :
The Group Companies account for deferred taxes under the full liability method, in accordance with the
provisions of SFAS No. 109 "Accounting for Income Taxes". Deferred Tax assets and liabilities are recognized for the future tax consequences attributable to differences between carrying amounts of existing assets and liabilities in the financial statements and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates as on the date of the financial statements. The effect on deferred
tax assets and liabilities of a change in tax rates is recognized in the statement of income in the period of
change. Based on management's judgment, the measurement of deferred tax assets is reduced, if necessary,
by a valuation allowance for any tax benefits for which it is more likely than not that some portion of all of
such benefits will not be realized. Income Tax for current period is estimated and provided as per rule of
country of incorporation of respective entities under consolidation.
Employees' benefit :
Eligible employees of group companies are entitled to gratuity, superannuation and leave salary for which
liabilities are accrued or payment made to appropriate agencies entrusted to provide relevant benefits on
behalf of group companies. Accrued liabilities are ascertained on the basis on actuarial advice / management estimate and when payment is made to the agencies entrusted for the purpose, the same is accounted for as per payments made to these agencies in terms of their advice.
Advertising and Publicity costs during the period amounted to INR 22168 lac.
Changes in Accounting Procedures:
This being the 1st financial period of presentation of account in US GAAP, accounting treatments remain in terms
of latest pronouncement of appropriate bodies and as such the question of disclosure on the changes in accounting procedure does not arise.
8)
Inventories :
Inventories comprises of the following :INR in Lac
2006
2005
Raw Materials
8092.69
8068.03
4820.50
3646.80
Stock in process
1402.38
746.23
Finished goods
7301.73
7851.86
21617.30
20312.92
Total
9)
2005
Fixed deposit
0.00
22.00
0.00
10.31
5914.13
3690.49
Advances to suppliers
2084.01
2471.18
Advance to employees
292.48
310.47
434.84
992.80
2884.04
1135.51
0.00
17473.29
11609.50
26106.05
5)
Business Combination :
a)
On April 1, 2005, the parent company acquired 99.52%, 100% and 100% (50% being held by Balsara Hygiene
Products Limited & 2% by Balsara Home Products Limited) of Balsara Home Products Limited, Balsara Hygiene
Products Limited and Besta Cosmetics Limited respectively by way of acquiring equity shares of INR 10 each
numbering 12290711, 3880800 and 431800 in the respective entities. The total purchase considerations paid
in cash for acquisition of respective investment were INR 3405.00 lac, INR 11651.00 lac and INR 1790.00 lac.
Estimated fair value assigned to assets of new subsidiaries on the date of acquisition were as follows:
Total
10) Property, Plant & Equipment:
Property, Plant & Equipment Comprise of the following :
INR in Lac
2006
2005
FREEHOLD LAND
781.01
645.65
LEASEHOLD LAND
864.94
748.33
INR in Lac
Balsara Home
Products
Limited
Balsara Hygiene
Products
Limited
Besta
Cosmetics
Limited
Current Assets
Cash and Cash equivalents
126.27
549.18
0.00
1293.65
0.00
Inventories
Other current assets
5.58
7.75
656.20
819.12
106.04
2625.30
824.70
113.79
1930.84
562.74
5.07
1.12
731.94
4557.26
2119.38
Investments
15271.82
12801.93
27132.00
23006.00
VEHICLES
1249.40
1145.68
4563.55
3828.73
COMPUTERS
2872.73
2534.56
1304.70
938.81
54040.14
45649.69
-19232.95
-16119.28
-895.70
0.00
33911.50
29530.41
Negative Goodwill
118.86
Net Block
The depreciation expenses relating to Property, Plant and Equipment for the year is 3634.48
Current Liabilities
Short term debt and current portion of long term debt
1039.62
3673.41
11) Investment:
112.30
41.99
335.15
378.50
45.20
5048.18
490.80
87.19
46.75
5094.93
490.80
87.19
45.54
43.75
1.23
305.00
388.08
90.00
b)
6)
2766.00
Retained earning
-3654.21
1196.75
-59.56
4557.26
2119.38
118.86
Current Investment
INR in Lac
0.00
Total liabilities
Stockholders' equity
a)
6.90
4096.20
0.00
4089.30
Excess of purchase consideration over fair value of net assets, accounted for as Goodwill amount to INR
4249.6 lac, INR 10073.54 lac and INR1840.62 lac for three respective entities.
In addition to above note, the group stake in Dabur Nepal Private Limited has been enhanced during the
year by way of enhancing the same to 97.5% from 79.96% formerly held therein by way of acquiring additional 140000 number of shares of INR 10 each in INR at total sum consideration of INR 364.80 Lac.
Pursuant to relevant enhancements share of minority interest in liability side of balance sheet reduced by
INR 1293.00 lac.
(II)
4.80
241.60
Carrying value
246.40
Carrying value
12.50
Nil
12.50
INR in Lac
Cash in hand
Remittance in transit
2006
2005
49.45
27.91
2.25
123.25
4621.98
1105.33
219.07
131.45
0.00
0.00
0.00
0.00
0.00
0.00
4892.75
1387.94
Total
Accounts Receivable :
The Accounts receivable is stated net of allowance for doubtful debts. The group companies maintain an allowance
for doubtful debts on accounts receivable, based on present and prospective financial condition of the customer
receivable after considering historical experience and the current economic environment on case-to-case basis.
Trade account receivable as at March 31,2006, net of allowance for doubtful account of INR 154.97 lac amounts to
INR 7435.00 lac.
INR in Lac
2006
2005
25.98
11.98
273.68
58.08
145.82
44.08
153.84
25.98
Nil
105.00
a)
Goodwill arising out of consolidation of Balsara Home Products Limited, Balsara Hygiene Products Limited and Besta Cosmetic limited due to DIL's owning 99.52% in Balsara Home, 100% in Balsara Hygiene and
48% in Besta Cosmetics. (Balsara Hygiene holding 50% and Balsara Home Products Limited holding 2%
in Besta Cosmetics.). With effect from 1st April 2005, have been reported in business combination in para
5 above.
b)
On September 14, 2003, the parent company acquired 100% stake in Dabur International Limited by way
of acquiring 100000 numbers of shares therein at a consideration of INR 2287.50 Lac. Excess of consideration money over the net asset value of the investee entity amounting to INR 1178.57 lac has been accounted for as Goodwill.
c)
On September 14, 2003, the parent company acquired 38.41% stake in Weikfied international Limited
by way of acquiring 615 number of shares amounting to INR 356.89 Lac. Excess of consideration money over the net asset value of the investee entity amounting to INR 224.03. lac has been accounted for as
Goodwill.
d)
Group stake in Dabur Nepal Private Limited has been enhanced during the year as reported in business
combination in para 5 above for this 140000 number of shares has been acquired at a consideration of INR
364.80 Lac. Consideration money falling short of proportionate worth of net Assets by INR 896 lac gave rise
to negative goodwill of said amount, which has been used, in reducing proportionately carrying amount of
fixed assets.
Cash equivalent represent deposits placed with Banks in the normal course of business operation.
7)
105.00
II)
INR in Lac
2006
2005
Leave salary
122.00
1009.09
700.00
112.99
2006
2005
1112.87
1095.97
Accumulated amortisation
480.85
239.70
632.02
874.67
Dividend payable
235.79
235.79
Taxation
Deposits others
13) Other non-current assets:
Other non-current assets include security deposits & those segment of current assets, which are not due for realization within a period of one year.
INR in Lac
2006
2005
223.52
62.40
0.95
0.95
1660.41
2732.21
32.00
34.25
1916.88
2829.81
Fixed deposit
Post office savings bank for excise regis.
Securty deposits with various authorities
Advance to employees
Total
Name of Bank
- Do -
Amount
in INR Lac
Rate of
interest
per anum
Nature of security
823.70
11.00%
Stocks,movable properties
& guarantee by
Dabur India ltd.
2311.21
148.40
0.00
55.43
0.00
6985.61
3449.35
Common Stock DIL has only one class of common stock i.e. Equity Share of INR 1/ each Shareholders enjoy voting power
in accordance to the number of Equity Shares held by it.
b)
Employees stock exchange option Non-cancelled component of additional paid in share net-off quantum remaining unamortized shown separately under retain additional paid-in capital.
c)
Dividend During the period Interim dividend INR 4299.29 lac @ 150% and Final dividend of INR 5733.03 Lac @
100% have been distributed and proposed respectively.
31st Mar 06
31st Mar 05
1534740
1320658
Granted
5388423
384743
Excercised
231679
170661
Cancelled
6691484
1534740
533.80
11.00%
Do
546.30
11.00%
Do
Hongkong sanghai
banking corporation
479.27
8.50%
Stocks,movable properties
& guarantee by
Dabur India ltd.
GE Capital service
1000.03
10.50%
Asian consumercare
417.04
12.00%
Stocks,book debts,lease
hold property,movable
property,plant,equipment
& personal guarantee of
one of the director.
Weikfield
78.21
5%
Dabur International
Limited
380.28
5%
122.76
253.29
HDFC Bank
222.32
8.75%
Book Debt
HSBC
200.36
8.00%
1293.36
8.00%
Dabur International
Limited
Depopsits of Directors /
Companies
1070.05
8.50%
14.50%
Encumbrance on inventory
Stock / Book Debt
16.06
0.00
14) Borrowing :
a)
Short Term Debt (including current portion of long term debt)
Working capital and short term loan from banks comprises following:
Name of entity
Total
5959.78
Proposed dividend
2006
2005
5733.03
4296.30
804.06
602.56
55.05
117.62
13224.12
12578.32
273.63
325.78
62.66
39.08
20152.55
17959.66
Bank / Inst.
Amount
in INR Lac
Rate of
interest
Nature of
security
Repayment
Terms
Pasadensa
Food Ltd.
GE Capital service
1822.72
10.50%
Movable &
immovable assets
Quarterly
Asian Consumer
Care
23.27
12%
Quarterly
DNPL
253.41
11%
Movable &
immovable assets
Quarterly
DIL
755.22
Int.free
Yearly
DIL
137.88
Int.free
Nil
DIL
9.58
Int.free
Nil
Total
3002.08
Date of
grant
6-Nov-02
30-Apr-03
30-Apr-03
10-Oct-03
10-Oct-03
5-May-04
23-Jul-04
23-Jul-04
23-Jul-04
26-Oct-04
26-Oct-04
26-Oct-04
28-Apr-05
28-Apr-05
28-Apr-05
26-Jul-05
26-Jul-05
26-Jul-05
26-Jul-05
26-Jul-05
26-Jul-05
26-Jul-05
26-Jul-05
26-Jul-05
26-Jul-05
26-Jul-05
26-Jul-05
26-Jul-05
26-Jul-05
26-Jul-05
24-Oct-05
24-Oct-05
24-Oct-05
24-Oct-05
24-Oct-05
24-Oct-05
25-Nov-05
25-Nov-05
25-Nov-05
25-Nov-05
25-Nov-05
25-Nov-05
25-Nov-05
25-Nov-05
25-Nov-05
25-Nov-05
25-Nov-05
25-Nov-05
25-Nov-05
25-Nov-05
25-Nov-05
25-Nov-05
25-Nov-05
25-Nov-05
25-Nov-05
27-Jan-06
27-Jan-06
27-Jan-06
27-Jan-06
27-Jan-06
Number of
options
granted
20000
137500
262500
150006
1549982
74998
7148
87206
150108
34080
5454
71572
136056
95240
12218
52606
30476
101746
111250
18700
4572
6858
3810
3810
2500
2500
18750
106250
9376
53124
6100
7010
6100
6310
1500
1500
4500
13876
13876
121498
8250
8250
8250
85250
4500
13876
13876
121498
49500
143256
143256
1261488
75000
75000
600000
7776
44374
41250
41250
442918
Vesting
period
in Days
1825
1095
1826
1024
1389
1182
729
1094
1825
551
1106
1282
364
364
1643
365
1826
365
1826
980
365
1826
365
1826
365
980
370
735
370
735
372
1825
890
1825
372
890
535
901
1266
1631
535
901
1266
1631
535
901
1266
1631
535
901
1266
1631
901
1266
1631
364
472
838
1203
1568
Vesting
Date
Exercise
price
5-Nov-07
29-Apr-06
29-Apr-08
30-Jul-06
30-Jul-07
31-Jul-07
22-Jul-06
22-Jul-07
22-Jul-09
30-Apr-06
6-Nov-07
30-Apr-08
27-Apr-06
27-Apr-06
27-Oct-09
26-Jul-06
26-Jul-10
26-Jul-06
26-Jul-10
1-Apr-08
26-Jul-06
26-Jul-10
26-Jul-06
26-Jul-10
26-Jul-06
1-Apr-08
31-Jul-06
31-Jul-07
31-Jul-06
31-Jul-07
31-Oct-06
23-Oct-10
1-Apr-08
23-Oct-10
31-Oct-06
1-Apr-08
14-May-07
14-May-08
14-May-09
14-May-10
14-May-07
14-May-08
14-May-09
14-May-10
14-May-07
14-May-08
14-May-09
14-May-10
14-May-07
14-May-08
14-May-09
14-May-10
14-May-08
14-May-09
14-May-10
26-Jan-07
14-May-07
14-May-08
14-May-09
14-May-10
(INR per
share)
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
Market price
as on date
of grant
(INR per
share)
45.10
37.00
37.00
60.55
60.55
79.70
69.95
69.95
69.95
73.35
73.35
73.35
116.85
116.85
116.85
151.45
151.45
151.45
151.45
151.45
151.45
151.45
151.45
151.45
151.45
151.45
151.45
151.45
151.45
151.45
142.65
142.65
142.65
142.65
142.65
142.65
170.55
170.55
170.55
170.55
170.55
170.55
170.55
170.55
170.55
170.55
170.55
170.55
170.55
170.55
170.55
170.55
170.55
170.55
170.55
107.05
107.05
107.05
107.05
107.05
Amount INR
amortized
in 2005-06
92820
868216
993958
1675434
12762716
959056
129846
1055602
1089211
859456
68523
775766
7785324
5449772
154890
2868935
332227
5548847
1212767
379834
249340
74761
207783
41534
136341
50780
1008737
2877530
504422
1438738
195792
45863
81837
41283
48146
20124
95865
175526
124920
849020
175753
104359
74272
595721
95865
175526
124920
849020
1054518
1812136
1289680
8815195
948723
675197
4192760
152290
670197
350910
244441
1971064
c)
Fair value
188.00
188.00
125.00
125.00
HDFC Ltd
A.K.Jain
10.00
10.00
HDFC Ltd
D.K.Upadhyaya
3.00
3.00
HDFC Ltd
J.P.Sharma
8.00
8.00
HDFC Ltd
Naseem Ahmed
5.00
5.00
HDFC Ltd
R.S.Saini
9.00
9.00
291.00
291.00
Canara Bank
1200.00
1200.00
HSBC Ltd.
2550.00
2550.00
Note:
ABNAmro Bank
1945.00
1945.00
i)
Key management personnel include Mr. Pradeep Burman, Dr. Anand Burman, Mr. Amit Burman, Mr. Mohit Burman, Mr. Chetan Burman, Mr. P. D Narang, Mr. Sunil Duggal, Mr. Sanjay Sharma, Mr. T. K gupta, Mr.
Arvind Kumar and Mr. S Ramakrishan all wholetime directors of group companies.
ABNAmro Bank
5666.00
5666.00
400.00
400.00
950.00
950.00
Relatives of key management personnel include Mr. R. C Burman, Mr. A. C Burman and Ms Asha Burman.
HSBC Ltd.
211.00
211.00
Service of INR 180 lac received from Jetways Travels Private Limited and Associates in which one key management personnel exercises significant influence.
b)
Rent paid INR 6 lac to two Associates entities namely Miracle Commercial Enterprises Private Limited and
Wakarusa Laboratories Pvt Limited associateship arising due to exercise of significant influence therein by
key management personnel.
c)
d)
Post retirement benefits to relative of key management personnel INR 125.98 lac.
e)
Repayment of Loan INR 3.50 lac received from Welltime housing & Finance private limited and associates
in which a key management personnel exercises significant influence.
ii)
2005
1228.53
1041.98
88.28
86.22
1316.81
1128.20
VRS Payment
0.00
4.01
0.00
496.44
15.56
24.02
15.56
524.47
1301.25
603.73
Current investment
1.93
0.40
1.93
0.40
0.00
2.00
131.73
131.74
129.80
133.34
1171.45
470.39
31-3-06
Hongkong Bank
811.00
811.00
117806.00
117806.00
Canara Bank
1232.00
1232.00
5361.00
5361.00
ACCL
57528.00
57528.00
420.00
420.00
HSBC Bank,Egypt
27307.00
27307.00
1900.00
1900.00
HSBC
195.00
195.00
HSBC
505.00
505.00
48588.00
48588.00
Guaranteed party
None of the parties favouring whom guarantee have been furnished is related party.
ii)
Non current Loans and Advances includes INR 48.64 lac paid by the Company to Excise authorities on behalf of Sharda Boiron Laboratories Limited, now known as SBL Limited, in respect of excise duty demand
of INR 68.13 Lac raised by the District Excise Officer, Ghaziabad, against the Company and Sharda Boiron
Laboratories Limited. The Hon'ble Supreme Court of India had concurred with the order of the District Excise Officer, Ghaziabad.
The Company had filed the review petition before Division Branch of the Hon'ble Supreme Court of India,
which was also decided against the Company. Pursuant to the indemnity bond executed by M/s. Sharda
Boiron Laboratories Limited in favour of the Company and as per the terms and conditions of the contract
executed with them, the recovery proceedings have been initiated by the Company against Sharda Boiron
Laboratories Limited for INR 48.64 lac by invoking the arbitration clause. The matter is pending before
Hon'ble High Court of Delhi for the appointment of an arbitrator. The balance amount of INR 24.46 lac along
with interest demanded by the Excise Authorities has been paid directly by Sharda Boiron Laboratories
Limited to Excise Authorities. During the year 1991-92 the company has received a refund of INR 5.95 lac,
pursuant to the decision of Hon'ble Supreme Court in this regard. Necessary adjustments in respect of recovery / refund will be made as per the arbitration proceedings.
2006
2005
152729.01
117246.00
18816.48
19271.69
172.37
44.65
278.78
276.60
171996.64
136838.94
2005
4892.75
1387.94
Accounts receivable
7435.01
7589.28
2006
Raw Material consumed
38758.41
30992.17
25891.75
17331.74
15385.77
19784.12
736.39
-2165.78
5711.25
4050.37
4355.46
4630.77
105.00
105.00
16482.32
17301.91
3002.08
2311.21
2005
18.95
-13.52
7972.67
6014.51
94475.19
75993.61
INR in Lac
The group Company is involved in certain claims, fiscal assessments and litigation arising in the ordinary
course of business. Management believes that these claims taken individually, or together, will not have a
material effect on the financial statement of the Company.
Rent
2005
738.89
117.81
119.00
Insurance
341.84
304.40
6441.06
4339.22
2006
1031.21
Commission ,Discount
Advertisement & Publicity
650.09
801.74
22168.21
20375.91
2098.76
1891.14
407.62
876.31
2006
2005
338.62
277.32
928.14
404.17
Current
9378.86
14937.10
Security expenses
186.55
141.51
Non Current
1200.00
1200.00
General expenses
5631.61
3645.47
Directors fees
9.00
6.80
2396.58
3807.34
4443.98
1665.72
450.89
1064.15
b)
Non Current guarantee relates to guarantee furnished by Parent company for INR 1200.00 lac to GE Capital Services India Limited on behalf of Pasedensa Foods Limited against term loan facility obtained by latter from the former.
Auditors' remuneration
71.55
51.55
331.37
257.90
720.00
597.97
Bad debts
145.82
44.08
0.00
89.08
9.88
0.00
41290.52
34685.14
Donation
Total
2006
2005
895.29
824.15
5537.11
4009.68
498.00
130.58
6930.40
4964.41
INR in Lac
2006
2005
17.30
21.10
0.48
0.50
Misc Receipt
540.88
127.10
151.84
407.38
18.54
0.00
146.06
-108.87
Total
875.10
447.21
Rent Realised
Dividend
2005
389.30
402.33
Others
735.70
419.36
Bank charges
513.70
421.90
1638.70
1243.59
Royalty
Interest paid on
Fixed period loan
Total
FOODS
ELIMINATIONS
05-06
04-05
05-06
04-05
148938
118649
18628
12656
05-06
OTHERS
04-05
Total Consolidated
05-06
04-05
05-06
04-05
4431
5534
171997
136839
REVENUE
External Sales
Inter-segment sales
Total Revenue
148938
118649
18628
12656
23447
16939
1793
753
4431
5534
171997
136839
643
673
25883
18365
RESULT
Segment result
Unallocated corporate expenses
Operating profit
Interest expense (Net)
23447
16939
1793
753
1054
720
519
446
643
673
25883
18365
66
78
1639
1244
3248
1311
20996
15809
875
447
Interest income
Income Tax(Current + Deferred)
Profit from ordinary activities
22393
16219
1274
307
577
595
Other Income
Net profit
22393
16219
1274
307
577
595
21871
16257
98823
82271
14572
11615
(19412)
(7152)
2693
3106
96676
89840
7366
4476
OTHER INFORMATION
Segment assets
Unallocated corporate assets
Total assets
98823
82271
14572
11615
(19412)
(7152)
2693
3106
104042
94316
Segment liabilities
46680
44290
9872
9749
(7968)
(2762)
1083
1159
49667
52436
5548
3092
46680
44290
9872
9749
Capital expenditure
22504
7876
3000
2378
302
319
Depreciation
(7968)
c)
Gratuity :
(i)
Dabur India Ltd., Dabur Food Ltd. And Pasedensa Foods Ltd.
These companies have taken comprehensive insurance coverage for payment of gratuity liability to eligible employees from Life Insurance Corporation of India (LIC) for which annual contribution is paid. Under this scheme settlement obligation remains with respective company although LIC administers the fund
and determines annual contribution to be paid. Annual contribution made by DIL Dabur Food Ltd, Pasedensa Foods Ltd. to LIC in this connection amount to INR 277.53 lac.
(ii)
Leave Salary :
i)
Dabur India Ltd. and Dabur Foods Limited and Pasedensa Foods Ltd.
Respective companies provided benefit of leave encashment to employees through annual contribution to
a fund managed by LIC. Under this scheme the settlement obligation remains with the respective companies although LIC administers the fund and determines the annual contribution to be paid.
Total payment made during the year on account of annual contribution to LIC in respect of Leave Salary
amounts to INR 20.53 lac, INR 2.08 lac and INR 1.57 lac by DIL , Dabur Foods Limited and Pasedensa Foods
Ltd. respectively.
1083
1159
55215
55528
22504
7876
116
133
3418
2831
Benefit of superannuation
DIL provides benefit of superannuation towards employees for which it has obtained comprehensive coverage from LIC. Under this scheme the settlement obligation lies with the company although LIC administers the fund and determines the annual contribution to be paid.
Payment made for the period to LIC in this connection amounts to INR 215.75 lac.
b)
(2762)
i.
Valuation of investment under US GAAP at market price as against lower of costs under market value under Indian GAAP leading to comprehensive total income.
ii.
Depreciation on properties based on assessment of actual life span of the assets under US GAAP as against
charging depreciation as per statutory rate under Indian GAAP.
iii.
The Company sold long-term investment in Dabon International Private limited for which it booked a loss
of INR 1301.04 lac in Indian GAAP. These investment had already been derecognised under US GAAP in
2003-04 accounts confirming to principles of US GAAP.
iv.
Above resulted in difference of profit of DIL Group between Indian GAAP and US GAAP by INR 485.80 lac,
the latter being higher.
36) Comprehensive income has been accounted for in respect of income / loss on earned or sustained subsequent to
1st April 2004. Prior period income / loss predominantly arising out of translation adjustments forms part of retained earning.
37) Prior period adjustment: An income of INR 96.70 lac relating to past years tax provision written back.
ii)
38) Difference between Indian GAAP vis a vis US GAAP, if not material, for any head of accounts, has been ignored.
V.C.Burman
P.D.Narang
Sunil Duggal
A.K.Jain
S.Lahiri
Partner
New Delhi
25th April 2006
Chairman
Director
Director
Addl.General Manager (Finance)
& Company Secretary