Professional Documents
Culture Documents
PROJECT REPORT ON
“AN EVALUATIVE ANALYSIS OF CORPORATE
GOVERNANCE POLICIES AND PRACTICES”
ROURKELA COLLEGE
ROURKELA
SAMBALPUR UNIERSITY
1
CERTIFICATE
2
DECLARATION
I, DEBARAJ BEHERA hereby declare that the project report entitled “AN
EVALUATIVE ANALYSIS OF CORPORATE GOVERNANCE POLICIES AND
PRACTICES ” submitted to the department of Commerce, Rourkela Collegein
fulfillment of the partial requirement for the award of degree of Bachelor of
Commerce, is a record of original research work done by me, and that it has not
formed before for the award of any Degree, Diploma, Associate ship, Fellowship
or any other similar titles.
3
ACKNOWLEDGEMENT
To list who all have helped me is difficult because they are so numerous and
the depth is so enormous.
I would also like to express my sincere gratitude towards my project guide Mrs.
Bandana Soreng whose guidance and care made the project successful.
DEBARAJ BEHERA
4
CONTENTS
01 Certificate 2
02 Declaration 3
03 Acknowledgement 4
Chapter 1
04 (Introduction) 6-7
Chapter 2 8
05 (Literature review)
Chapter 3 9-16
06 (Research & Methodology)
Chapter 4 17-25
07 (Company Profile)
Chapter 5 26-39
08 ( Data analysis
and Interpretation)
09 (Suggestions & Conclusion) 40-41
10 Bibliography 42
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CHAPTER 1
INTRODUCTION
Corporate governance is a term that refers broadly to the rules, processes,or
laws by which business are operated, regulated, and controlled. The term can
refer to internal factors defined by the officers, stockholders or constitutional
of a corporation, as well as to external forces such as consumers groups, clients,
and government regulations.
Corporate governance plays very vital role in protecting the interest of various
stakeholders in capital market. Corporate frauds like of Enron, World Com at
global level and frauds done by promoters of Satyam computers and Global trust
bank at India have open the eyes of investor and now investor are becoming
cautious day by day while investing in stock market.
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INTRODUCTION OF NESTLE INDIA LIMITED COMPANY
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CHAPTER 2
LITERATURE REVIEW
Since Nestle began over 143 years ago, Nestle’s success with product
innovations and business acquisitions has turned it in to the largest Food
company in the World. As the years have passed, the Nestle family has grown
to include chocolates, soups, coffee, cereals, frozen products, yoghurts , mineral
water and other food products. Beginning in the 70s, Nestle has continued to
expand its product portfolio to include pet foods, pharmaceutical products and
cosmetics too. (Bountypat,2008)
Today ,Nestle markets a great number of products, all with one thing in
common: the high quality for which Nestle has become renowned through out
the world. The Company’s strategy is guided by several fundamental principles.
Nestle’s existing products grow through innovation and renovation while
maintaining a balance in geographic activities and product lines. Long term
potential is never sacrificed for short term performance. The company’s priority
is to bring the best and most relevant products to people, wherever they are,
whatever their needs , throughout their lives. Taste of Nestle India each
Countries where Nestle sell products. Nestle is based on the principle of
decentralization , which means each Country is responsible for the efficient
running of its business- including the recruitment of its staff. That’s not to say
that every operating company can do as it wishes. Headquarters in Vevey sets
the overall strategy and ensures that it is carried out. It’s an approach that is
best summed up as: ‘centralize what you must you must ,decentralize what you
can’. Nestle is a company which is present in all over the world but It has
difference and unique motto to deal in all over the world. Nestle believes that
they should think about their organizations globally but they deal with people
by interacting with them locally.
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CHAPTER 3
RESEARCH AND METHODOLOGY
Secondary Data has been gathered through the internet and published data. The
web sites visited
➢ www. nestle.com
➢ www. google.com
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❖ LIMITATIONS OF THE STUDY
➢ The time period provide for the project was not sufficient enough to
gather data for a big organization.
➢ Besides this ,it was very difficult to carry out the whole analysis on the basis
of limited scope of study.
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NEED FOR CORPORATE GOVERNANCE
➢ It lays down the framework for creating long term trust between
companies and the external providers of capital.
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❖ FEATURES OF CORPORATE GOVERNANCE :
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❖ IMPORTANCE OF CORPORATE GOVERNANCE :
➢ It also provides a structure through which the objectives of the company are
set.
➢ It enhances the long term value of the company for its shareholders and all
other patrons.
➢ It ensures purity and quality of product after the product leaves the factory.
➢ Boards are accountable to the company and shareholders ,so the society as a
whole is benefited.
➢ It prepares a small enterprise for growth and helps to secure new business
opportunities when they arise.
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❖ OBJECTIVES OF CORPORATE GOVERNANCE
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THEORY OF CORPORATE GOVERNANCE
1. AAGENCY THEORY:
The managers act as agents of the corporation .Managers are responsible for
carrying out the objectives of the corporation. Corporate governance is control of
management through designing the structures and processes.
2. STEWARDSHIP THEORY :
3.STAKEHOLDER THEORY:
The company are not for shareholders but it is for stakeholders also. This theory
assumes that stakeholders are capable and willing to negotiate and bargain with
one another. The manager has a great role to integrate the self-interests of the
stakeholders.
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CHAPTER 4
COMPANY PROFILE
Although Nestle has been associated with India since the beginning of the
century through the importing and trading of infant food and condensed
milk, manufacturing in India only began with the setting up of the factory
in Moga in 1962. The first product to be manufactured was Milkmaid. In the
last 35 years the company has shown rapid progress and has increased its
product range to 80 products as of October 1997. Nestle India Ltd. now
ranks 22nd amongst India’s most valuable companies. It’s gross revenue has
increased from Rs 1001.1 crore to Rs. 1213.8 crores in 1996. This remarkable
growth has been achieved through-
Nestle India Ltd. Wants to further increase its operations in India and
has started construction of its sixth Factory at Bicholim, Goa for the
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manufacture of culinary products ( a key thrust area ) for this purpose.
A key factor for Nestlé’s success has been its quest for continuous
improvement through ushering in greater productivity and more efficiency in
everyday operations. Despite the infrastructure impediments in India, Nestle
has set itself high standards of business performance. This is reflected through
the essence of the company- it’s mission statement.
Nestle’s Mission
“To be in every way the leading company in the Indian food industry and a
good corporate citizen by providing our consumers with superior quality
products, our shareholders with rapid growth &fair returns and our employees
with a challenging and satisfying work environment.”
VISION:
To rapidly build Nestle India as the respected and trustworthy leading food,
nutrition, health and wellness company ensuring long-term sustainable and
profitable growth.
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NESTLE Group Background
Nestle SA, Switzerland is amongst the world's largest food and beverages
companies. The company is progressively evolving from a respected,
trustworthy food and beverage company to a respected, trustworthy food,
beverage, nutrition, health and wellness company. This objective is
encapsulated in “ Good Food, Good Life”. The principal activities of the group
encompass: beverages, milk products ,nutrition and ice cream; prepared dishes
and cooking aids; chocolate, confectionery and biscuits; water; and pet care . It
has 511 factories in 86 countries around the world.
Nestle India is one of the leading companies in the FMCG space in India. The
company is acknowledged amongst India’s ‘Most Respected companies’.
Nestle products are sold throughout India and are also exported to Russia,
Hungary, Japan, USA and several other countries. These include certain
international products like Nescafe and Lactogen, For three years in
succession (from 1999-2000 to 2001-2002), Nestle India was recognised with
the top Exporter Award for export of Instant Coffee, and for export of all
coffees to Russia and CIS Countries.
Nestle set up its operations in India, as a trading company in 1959 and began
manufacturing at the Moga factory in 1962 .The production started with the
manufacturer of Milkmaid and other products were gradually brought in to the
fold. Nestle India Limited was formally incorporated in 1978 prior to which
the manufacturing license was issued in the name of the Food Specialties
Limited. The corporate office is located at Gurgaon and the registered office at
M-5A, cannaught circus, New Delhi.
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At present Nestle has 7 manufacturing units countrywide which are
successfully engaged in meeting the domestic as well as the exports demand. In
addition there are several co packing units. Manufacturing units are located at,
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❖ HISTORY AND GROWTH
In 1959, on 28th March , the Company was incorporated at New Delhi. The company was promoted by Nestle
Alimentana S.A. through a wholly Owned subsidiary Nestle Holding Ltd. In 1989 The name of the company was
changed from ‘Food Specialties Ltd.’ To ‘ Nestle India Ltd.’ On 24th March.
• The company first unit at Moga stated in 1961 for manufacturing milk products.
• 1990
-During the year company entered into Chocolate business by introducing Nestle premium chocolates.
• In 1991, they started the production of Soya based products through a joint venture with the BM Khaitan
group.
• 1993
-Samalkha factory was commissioned during the year and underwent expansion for cereal based products.
-196,07,054 shares 47,51,625 No. Of Equity shares of Rs 10 each allotted to M/s. Nestle SA Switzerland to raise the
stake to 51%. 128,55,429 bonus shares issued in prop. 1:4.
• 1994
-During the year company launched a number of new products viz., Cerelac Soya , Milkmaid, Dessert Mixes,
Maggo Tonit’s Special Cooking Based, Maggi 1-2-3 noodles.
• In April 2000 they entered the liquid milk and iced tea markets.
• 2006 marked the year when the company set up its 7th factory at Pantnagar in Uttarakhand.
• The company opened another plant in Karnataka in 2011 bringing up its total plants in India to eight.
• In October 2020 , Nestle India announced investment of Rs. 2,600 crores for a new plant at Sanand in
Gujarat. Initial phase of production commenced from 1 October 2021.
❖ Factories
2.Choladi (Tamilnadu )
The factory in Choladi started production in 1967 .Situated about 60 miles from Calicut , the factory today has 81
employees and produces 1.5% of the total turnover of Nestle India. It is a 100 percent export oriented unit which
processes freshly picked tea leaves in to soluble instant tea.
3.Nanjagud (Karnataka):
Production in this factory began in 1989 with the manufacturer of Nestle instant coffee and Sunrise. Today in
addition to instant coffee the factory also manufacturing health beverages. The plant to manufacture MILo was also
commissioned at this factory. This factory employs 145 people and is cited as a model in terms of environmental
protection for its installations to purify waste water as well as for its provisions for recycling coffee wastes.
4.Samalakha (Haryana):
This factory was set up in 1993. Located 70 kilometres from Delhi, it manufactures weaning cereals, culinary
products, health beverages and milk products. Recently the expansion of manufacturing capacity for Milkmaid
Dessert Mixes was undertaken at this factory as this new and unique product category is viewed to have great
potential in the future.
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5.Ponda (Goa):
This Kit-Kat factory was set up in Goa in 1995 at a cost of Rs. 50 crores. It represented a major step by Nestle
towards becoming the Number 1 chocolates and confectionery company in India.
6.Bicholim(Goa):
The construction work at this new factory is progressing with speed. This factory will soon commence the
manufacturer of culinary products, which is a key thrust area for the company and will include latest technological
improvements relating to this category of products.
KEY OBJECTIVES
Production
• To optimize production costs while enhancing product quality so as to make Nestle products even more
competitive in the market place.
People
• To help employees to retain a long-term perspective and integrate them fully with the company’s business
goals.
Finance
• To maintain profit levels above the average for the Food industry in India.
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NEW PRODUCT LAUNCHES
• Milk product
• Chocolate and Confectionery
• Beverages
• Culinary
• Food Service.
Milk products
This category which comprises of condensed milk, baby milk foods, milk powders,
acidified infant food, and other milk products, showed a slump in 1996 as sales of
Milk products fell from Rs. 31.4 crores in 1995 to Rs.31.2 crores in the said year .
Consumer off take remained depressed throughout this year as a consequence of
high price increases necessitated by substantial increases (+50%) in the cost of
basis raw materials ( fresh milk), over the past two year.
However Nestle retained its leadership in the infant food market with Cerelac
Lactogen and Nestum and even introduced a new flavor of cerelac-Cerelac Rice in
1996.
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Chocolates and Confectionery
The company also has a strong presence in the chocolates & Confectionery
business. With a more than 18 per cent market share, it is the second largest
confectionery company in India. The company sells its world famous kit Kat brand
in India along with some other brands such as Nestle Munch (wafer chocolate),
Nestle milk bar, POLO (mint confectionery) etc. The chocolate & Confectionery
division contributes 14 per cent to the company’s revenues.
Beverages
This year has been very successful in the beverages market for Nestle. The sales of
beverages has increased from Rs 323.3 crores in 2002 to Rs 398.8 crores in 2003.
Nestle Flagship Nescafe which was pegged at Rupees 1040 per kilogram before
the launch of Tata café, met with stiff competition from Tata café priced at
Rupees 550 per kg once it was introduced.
Tata café claimed to have garnered a market share of 17% by December 1996.
This forced Nestle to cut prices of Nescafe to Rupees 840 per kg. However
Nescafe still retains 83% market share in the Rs 177 crores market for pure
instant coffee.
Culinary Products
The market in culinary products had witnessed a high growth consequent to
aggressive pricing decisions on existing products and the introduction of a
variety of new products to match the needs of the Indian Housewife. Encouraged
by this success Nestle launched Maggi Macoroni Snack in three flavors- chicken,
Masala and Tomato.
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CHAPTER-5
43
FINANCIAL RESULTS AND OPERATIONS (Rs in Millions)
2011 2010
Gross Revenue 51,672 43,581
Profit Before interest and taxation 9,610 8,052
Interest 14 16
Impairment loss and fixed assets(Net) 103 3
Provision for contingences(Net) 323 305
Provision For tax 2620 2387
Key Ratio
Earnings per Share (Rs.) 67.94 55.39
Dividend per Share (Rs.) 48.50 42.50
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TOTAL INCOME
EBIT %
18.5
18
17.5
EBIT %
17
16.5
16
2007 2008 2009 2010 2011
Net Income
60000
50000
40000
30000
Net Income
20000
10000
0
2007 2008 2009 2010 2011
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Dividends
Final dividend of Rs 12.50 per equity share of the face value of Rs.10/- year 2011,
amounting to Rs. 1,205 Million.
This is in addition to the two Interim Dividends for 2011, aggregating to Rs. 36.00 per
equity share, paid in May 2011 and 2011 (amounting to Rs. 3,471 Million).
The total payout for 2011 would be Rs. 5,470 Million (including the corporate
dividend tax). Further dividends will continue to be based on the need of the
company to deploy internal accruals for business expansion and an appropriate debt
equity ratio.
Dividend Rates
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
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Earning per share
80
70
60
50
40
Earning per share
30
20
10
0
2008 2009 2010 2011
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Profit and loss Account of Nestle India limited as on December 2011
Expenditure
Material consumed and purchase 24,570,317 21,386,673
of goods
Manufacturing and other 16,465,167 13,563,778
Expenses
Interest 13,985 16,430
Depreciation 1,112,692 923,601
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Deferred Tax -48,838 81,836
Fringe benefit Tax 15,213 82,496
2,619,730 2,387,446
Dividends
Interim 3,470,966 2,217,561
Final proposed 1,205,196 1,156,989
Special - 723,118
Corporate Dividend Tax 794,713 696,398
General Reserve 655,003 534,082
Surplus carried to the balance 1,425,203 1,001,053
sheet
Basic and diluted Earnings per 67 .94 55 .39
share(in Rupee)
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Balance Sheet Of Nestle India Limited as on December 2011
2011 2010
Shareholders’ funds
Share capital 964,157 964,157
Reserves and surplus 4,848,493 3,769,340
Net worth 5,812,650 4,733,497
Investments
Current assets Loan and advances
Inventories 4,987,379 4,349,117
Sundry debtors 641,863 455,933
Cash and Bank balance 1,555,863 1,936,893
Loans and advances 1,380,487 1,237,589
14,223,846 11,847,828
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CURRENT RATIO
Current ratio may be defined as the relationship between current assets and current
liabilities. This ratio also known as working capital ratio is a measure of general liquidity
and is most widely used to make the analysis of a short-term financial position or
liquidity of a firm. It is calculated by dividing the total of current assets by total of the
current liabilities.
Current Assets
Current Ratio =
Current liabilities
8 Work- in-progress
9 Prepaid Expenses
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INTERPRETATION OF CURRENT RATIO
A relatively high current ratio is an indication that the firm is liquid and has the ability to
pay its current obligations in time as and when they become due. On the other hand, a
relatively low current ratio represents that the liquidity position of the firm is not good
and the firm shall not be able to pay its current liabilities in time without facing
difficulties. An increase in the current ratio represents the improvement in the liquidity
position of a firm while a decrease in the current ratio indicates that there has been
deterioration in the liquidity position of the firm.
CURRENT RATIO FOR NESTLE INDIA LIMITED FOR LAST TWO YEARS
The current ratio for the company in the year 2010 was 0.67 and for the year 2011 was
0.60. So the current ratio for the firm has decreased by 0.07 which indicates that the
company’s liquidity position is decreasing. The main reason for this is the rise in the
current liabilities of the company from 11,847,828 in 2010 to 14,223,846 in 2011.There
may not be sufficient funds to pay liabilities.
QUICK RATIO
Quick Ratio, also known as Acid Test or liquidity ratio, is the most precise test of liquidity
than the current ratio. The term ‘liquidity’ refers to the ability of the firm to pay its short
term obligations as and when they become due. The two determinant of current ratio,
as a measure of liquidity, are current assets and current liabilities.
Quick assets
Quick ratio =
Current liabilities
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Quick/ liquid Assets Current liabilities
Cash in hand Outstanding or Accrued expenses
Usually, a high acid test ratio is an indication that a company is liquid and has the ability
to meet its current or liquid liabilities in time and on the other hand a low quick ratio
represents that the company’s liquidity position is not good.
Hence the quick ratio of the company in 2011 was .251 and 2010 was .306 shows that
the quick ratio of the company has decreased by .55 because the company has
purchased assets by the bank balance as the company has not taken any loan during the
year so the quick ratio of the company decreased.
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Manufacturing And Other Expenses
2011(rs in thousands) 2010(rs is thousands)
Employee cost
Salaries, wages, bonus, 3,982,657 2,853,949
pension, gratuity etc.
Contribution to provident 126,811 102,088
and other fund
Staff welfare expenses 214,360 189,771
4,323,828 3,145,808
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development 143,122 114,490
expanses
Market Research 86,636 96,591
Deficit on fixed assets
sold/ written off 30,548 27,260
Insurance 13,281 16,563
Miscellaneous expenses 422,239 410,823
16,465,167 13,563,778
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INVENTORY TURNOVER OR STOCK TURNOVER RATIO
Every firm has to maintain certain level of inventory of finished goods so as to be able to
meet the requirements of the business. But the level of inventory should neither be too
high nor too low.
Inventory turnover ratio will indicate whether the inventory has been efficiently used or
not. The purpose is to see whether only the required minimum funds have been locked
up in the inventory. Inventory turnover ratio indicates the number of times the stock
has been turned over during the period and evaluates the efficiency with which a firm is
able to manage its inventory.
Inventory turnover ratio measures the velocity of conversion of stock into sales.
Usually, a high inventory turnover indicates efficient management of inventory because
more frequently stocks are sold; the lesser amount of money is required to finance the
inventory. A low inventory turnover ratio indicates an inefficient management of
inventory. A low inventory turnover implies over-investment in inventories, dull
business, poor quality of goods, stock accumulation, accumulation of obsolete and slow
moving goods and low profit are compared to total investments.
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INVENTORY TURNOVER RATIO OF NESTLE INDIA LIMITED FOR LAST TWO YEARS
365
Inventory conversion Period =
The Inventory conversion period has shifted from 66 days in 2010 and 59 days in 2011
which shows that the company is efficiently managing their stock and its inventory
turnover has also increased which shows that there is rise in sale.
Net profit ratio establishes a relationship between net profit (after tax) and sales, and
indicates the efficiency of the management in the manufacturing, selling, administrative
and other activities of the firm. This ratio is the overall measure of firm’s profitability
and is calculated as:
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Net profit
Net Profit Ratio = X 100
Sales
The two basic elements of the ratio are net profit and sales. The net profits are obtained
after deducting income-tax and, generally, non-operating income and expenses are
excluded from the net profit for calculating this ratio. Thus, incomes such as interest on
investment outside the business, profit on sale of fixed assets, etc. are excluded
NET PROFIT RATIO OF NESTLE INDIA LIMITED FOR LAST TWO YEARS
There is no much difference in the net profit ratio of year 2010 and year 2011 as the net
profit and the sale has increased in the same proportion so there is not much difference
in the net profit ratio of the company.
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Outsiders funds
Debt-Equity Ratio =
Shareholders’ funds
The two basic components of the ratio are outsiders’ funds i.e., external equities and
shareholders’ funds, i.e. internal equities.
The debt equity ratio is calculated to measure the extent to which debt financing has
been used in the business. The ratio indicates the proportionate claims of owners and
the outsiders against the firm’s assets.
Generally speaking, a low ratio is considered as favorable from the long- term creditors’
point of view because a high proportion of owners fund provides a larger margin of
safety for them. A high debt equity ratio which indicates that the claims of outsider are
greater than those of owners, may not be considered by the creditors because it gives a
lesser margin of safety for them at the time of liquidation of the firm.
DEBT EQUITY RATIO FOR NESTLE INDIA LIMITED FOR LAST TWO YEARS
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SUGGESTIONS AND RECOMMENDATIONS
❖ Company should conduct survey from time to time ,according to which changes can
be introduced in the organization to stay updated in the market.
❖ They should introduce creativity in to the work ,so that the employees can do their
work active mindedly.
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CONCLUSION
NESTLE good food , good life captures the very essence of Nestle and the promises they
commit to themselves every day, everywhere as the leading nutrition, health and wellness
company.
The company’s overall is at a very good position. The company achieves sufficient profit in
past two years. The company maintains low liquidity to achieve the high profitability.
The company distributes dividend every year to its shareholders.
The company grew significantly during these years. There were many new products and
services that were launched during this time . The company enjoys monopoly in various
products, i.e. significant is the name of Maggi noodles in this section . Increased demand
of products helps the company remain strong. The changing lifestyle and concepts of
Indians have contributing much to the growth of the company.
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BIBLIOGRAPHY
❖ www.nestle.in
❖ www.google.com
❖ Gupta, Kamal and Ashok Arora. Fundamentals of Auditing. Tata Mc-Graw Hill
Publishing Co. Ltd., New Delhi.
❖ www. Nestleglobal.com
❖ www. Scribd.com
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