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Annual Report 2009-10
Subsidiary Companies

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dickenson
Registered Office:
165/166, Backbay Reclamation,
Mumbai - 400 020.
www.hul.co.in
Contents
Unilever India Exports Limited 01
Unilever Nepal Limited 09
Pond's Exports Limited 23
Daverashola Estates Private Limited 35
Jamnagar Properties Private Limited 42
Brooke Bond Real Estates Private Limited 46
Hindustan Field Services Private Limited 53
(Formerly Known as Hindustan Unilever
Field Services Private Limited)
Lakme Lever Private Limited 63
Levers Associated Trust Limited 71
Levindra Trust Limited 73
Hindlever Trust Limited 75
Directors' Report Unilever India Exports Limited
To the shareholders

DIRECTORS AUDITORS REGISTERED OFFICE

Sridhar Ramamurthy - Chairman M/s. Lovelock & Lewes 165/166, Backbay Reclamation,
Leena Nair Mumbai - 400 020
Hemant Bakshi
S. C. Srinivasan

Your Directors have pleasure in placing before you the Annual Report and the by rotation from the Board of Directors at the forthcoming Annual General
Audited Accounts for the year ended 31st March, 2010 with corresponding Meeting and being eligible, offer themselves for re-appointment.
figures for the 15 months period ended 31st March, 2009. The corresponding
figures for the previous period are, therefore, not comparable with those of RESPONSIBILITY STATEMENT
the current year. The Directors confirm that:
FINANCIAL RESULTS i. in the preparation of the annual accounts, the applicable accounting
Rs. Lakhs standards have been followed and that no material departures have
been made from the same;
12 months 15 months
period ended period ended ii. they have selected such accounting policies and applied them
31st March, 2010 31st March, 2009 consistently and made judgments and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs of
Turnover - - the Company at the end of the financial year and of the profit or loss of
Profit/ (Loss) before taxation 24.54 36.82 the Company for that period;
Profit/ (Loss) after taxation 39.23 (230.60)
Net Profit 686.95 340.74 iii. they have taken proper and sufficient care for the maintenance of
Balance brought forward from adequate accounting records in accordance with the provisions of the
previous year (425.53) (766.27) Companies Act, 1956 for safeguarding the assets of the Company and
Balance carried forward to the for preventing and detecting fraud and other irregularities; and
Balance Sheet 261.42 (425.53) iv. they have prepared the annual accounts on a going concern basis.
DEPOSITS
OPERATIONAL REVIEW The Company has not accepted any fixed deposits from public during the
During the year, the Company did not have any business operations. year under review.
However, the Company is in the process of identifying avenues to generate
income out of the existing assets and exploring other business opportunities. PERSONNEL
The Company had no employees during the year under review and hence
DIVIDEND Section 217(2A) of the Companies Act, 1956 is not applicable.
The Directors do not recommend any dividend for the year under review.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN
DIRECTORS EXCHANGE EARNINGS AND OUTGO
Mr. D. Sundaram and Mr. Gopal Vittal resigned from the Board of Directors of the Since the Company did not undertake any business activity during the year
Company with effect from 13th July, 2009. Mr. Ashok Gupta resigned from the under review, there is nothing to report on conservation of energy,
Board of Directors of the Company with effect from 19th February, 2010. The technology absorption & foreign exchange earnings/outgo.
Board placed on record its appreciation of the services rendered by AUDITORS
Mr. D. Sundaram, Mr. Gopal Vittal and Mr. Ashok Gupta during their tenure as
M/s. Lovelock & Lewes, Chartered Accountants, are liable to retire at the
Directors of the Company. conclusion of the forthcoming Annual General Meeting and being eligible, offer
Mr. Hemant Bakshi and Mr. S. C. Srinivasan who were appointed as Additional themselves for re-appointment. The Board recommends their re-
Directors of the Company with effect from 13th July 2009 and 19th February, 2010 appointment.
respectively, would vacate their office at the forthcoming Annual General ACKNOWLEDGEMENTS
Meeting. Necessary notices have been received from certain members under
The Directors take this opportunity to thank all the stakeholders for their
Section 257 of the Companies Act, 1956 signifying their intention to propose
support and co-operation.
the appointment of Mr. Hemant Bakshi and Mr. S. C. Srinivasan as Directors of
the Company at the said meeting. By Order of the Board
In accordance with the Articles of Association of the Company,
Mr. Sridhar Ramamurthy and Ms. Leena Nair, Directors of the Company retire Place: Mumbai Sridhar Ramamurthy
Date: 17th May, 2010 Chairman

Annual Report 2009-10 01

Profit and Loss Account Unilever India Exports Limited
For the year ended 31st March, 2010

Figures in brackets represent deductions

Rs. Lakhs
Notes For the year ended For the period ended
31st March, 2010 31st March, 2009
INCOME
Other income 1 127.28 256.82
Total 127.28 256.82
EXPENDITURE
Operating expenses 2-3 (71.38) (96.01)
Depreciation (31.36) (41.06)
Interest - (82.93)
Total (102.74) (220.00)
PROFIT/(LOSS) FOR THE YEAR BEFORE TAXATION 24.54 36.82
Taxation for the year - current tax (7.00) (60.00)
- deferred tax 22.06 (191.12)
Taxation adjustment of previous years (0.37) (16.30)
PROFIT/(LOSS) FOR THE YEAR AFTER TAXATION BEFORE EXCEPTIONAL ITEMS 39.23 (230.60)
Exceptional Items (net of tax) 4 647.72 571.34
NET PROFIT 686.95 340.74
Balance brought forward (425.53) (766.27)
Balance carried forward 261.42 (425.53)
Earnings Per Share (Rs.) -Basic & Diluted (Face value of Rs. 10 each) 5 27.37 13.58

For notes, statements, segment information, related party Signatures to pages : 2, 4, 6 to 7

disclosures, accounting policies and additional information
See pages: 4, 6 to 7
In terms of our report of even date
For Lovelock & Lewes Sridhar Ramamurthy
Firm Registration No. 301056E Director
Chartered Accountants S C Srinivasan
Asha Ramanathan Director
Partner Amit Bhasin
Membership No.202660 Company Secretary
Mumbai : 17th May, 2010 Mumbai : 17th May, 2010

Balance Sheet
As at 31st March, 2010
Figures in brackets represent deductions
Rs. Lakhs
Schedule As at As at
31 March, 2010 31 March, 2009
SOURCES OF FUNDS
Shareholders' funds
Capital 1 251.00 251.00
Reserves and surplus 2 3,218.14 3,469.14 2,531.19 2,782.19
3,469.14 2,782.19
APPLICATION OF FUNDS
Fixed assets
Gross block 1,819.99 1,911.66
Depreciation (292.41) (283.08)
Net block 3 1,527.58 1,628.58
Investments 4 - -
Deferred Tax
Deferred Tax Assets 10 24.00 16.18
Deferred Tax Liabilities 11 (228.37) (204.37) (242.61) (226.43)
Current assets, loans and advances
Cash and bank balances 5 3,412.28 2,635.73
Other current assets 6 39.14 15.61
Loans and advances 7 808.84 809.90
4,260.26 3,461.24
Current liabilities and provisions
Liabilities 8 (2,114.33) (2,081.20)
(2,114.33) (2,081.20)
Net current assets 2,145.93 1,380.04
Profit and Loss Account 9 - -
3,469.14 2,782.19

For notes, schedules, contingent liabilities, segment information, related party Signatures to pages: 2, 5 to 7
disclosures, accounting policies and additional information
See pages: 5 to 7
In terms of our report of even date
For Lovelock & Lewes Sridhar Ramamurthy
Firm Registration No. 301056E Director
Chartered Accountants S C Srinivasan
Asha Ramanathan Director
Partner Amit Bhasin
Membership No.202660 Company Secretary
Mumbai : 17th May, 2010 Mumbai : 17th May, 2010

02 Hindustan Unilever Limited

Cash Flow Statement Unilever India Exports Limited
For the year ended 31st March, 2010

Figures in brackets represent deductions

Rs. Lakhs
For the year ended For the period ended
31st March, 2010 31st March, 2009
A Cash Flow from Operating Activities :
Profit/ (Loss) before taxation 24.54 36.82
Adjustments for :
Depreciation 31.36 41.06
(Surplus)/Deficit on disposal of investments (net) - (0.82)
Interest income (115.28) (77.64)
Dividend income - (161.27)
Interest expenditure - 82.93
(83.92) (115.74)
Operating profit before working capital changes (59.38) (78.92)
Adjustments for :
Trade and Other Receivables 18.89 142.44
Trade Payables and Other Liabilities 33.13 (804.13)
52.02 (661.69)
Cash generated from operations (7.36) (740.61)
Income taxes paid (net of refunds) (163.20) (129.39)
Cash flow before Exceptional items (170.56) (870.00)
Exceptional item :
Reversal of Provision on settlement of Legal cases - 322.65
Net Cash used in Operating Activities A (170.56) (547.35)

B Cash Flow from Investing Activities :

Purchase of investments - (7,200.79)
Sale of investments - 9,836.48
Interest received 91.75 77.64
Dividend received - 161.27
Cash Flow before Exceptional items 91.75 2,874.60
Proceeds received on disposal of fixed asset(net of selling expenses) 855.36 855.36 398.17
Net Cash from Investing Activities B 947.11 3,272.77

C Cash Flow from Financing Activities :

Interest paid - (82.93)
Overdrawn bank balances (net) - (26.73)
Net Cash used in Financing Activities C - (109.66)
Net Increase/ (decrease) in Cash and Cash equivalents (A+B+C) 776.55 2,615.76
Cash and Cash equivalents as at 31 March, 2009 (Opening Balance) 2,635.73 19.97
Cash and Cash equivalents as at 31 March, 2010 (Closing Balance) 3,412.28 2,635.73

Note to the Cash Flow Statement:

The Cash Flow Statement has been prepared in accordance with the requirements of Accounting Standard - 3 on "Cash Flow Statement" issued by the Institute of
Chartered Accountants of India.
In terms of our report of even date Signatures to page :3
For Lovelock & Lewes Sridhar Ramamurthy
Firm Registration No. 301056E Director
Chartered Accountants S C Srinivasan
Director
Asha Ramanathan Amit Bhasin
Partner Company Secretary
Membership No.202660
Mumbai : 17th May, 2010 Mumbai : 17th May, 2010

Annual Report 2009-10 03

Notes Unilever India Exports Limited
To Profit and Loss Account

Rs. Lakhs
For the year ended For the period ended
31st March, 2010 31st March, 2009
INCOME
1 Other income
Income from services rendered (Rent) 12.00 17.09
Interest income - bank and other accounts (gross) 113.88 76.24
(Tax deducted at source - Rs. 13.20 lakhs (2009 - Rs. 13.81 lakhs)
Interest income - non trade investments long term (gross) 1.40 1.40
Dividend income - non trade - long term (gross) - 161.27
Surplus on disposal of investments (net) - current - 0.82
127.28 256.82
OPERATING EXPENSES
2 General expenditure
Power, light, fuel and water 0.45 0.29
Rent (net) 0.01 7.94
Rates and taxes 42.02 55.88
Purchased services - 0.08
Auditor's Remuneration
- Audit fees 3.86 3.86
- Tax audit fees 1.93 2.39
Subscriptions 3.64 4.33
Miscellaneous expenses (Note 3) 19.47 21.24
71.38 96.01
3 Miscellaneous expenses includes:
Write off of deposits related to Sales tax matters of Rs. 18.00 lakhs
(2009 - Write off (net) of Rs. 16.57 lakhs)
4 Exceptional Items
Profit on disposal of fixed asset 785.72 303.69
Reversal of Provision on account of settlement of Legal cases - 322.65
Total credit/ (charge) 785.72 626.34
Taxation on the above - credit / (charge) on current tax (138.00) (55.00)
Exceptional items (net of tax) 647.72 571.34
5 Earnings Per Share has been computed as under:
Net Profit/ (Loss) ( Rs. Lakhs) 686.95 340.74
Weighted average number of Equity shares outstanding 2,510,000 2,510,000 2,510,000
Earnings Per Share (Rs.) basic and diluted (Face value of Rs. 10 per share) 27.37 13.58

6 During the year, the Company did not have any business operations. However, the Company is in the process of identifying avenues to generate income out
of the existing assets. Accordingly, the accompanying financial statements have been prepared assuming the Company will continue as a going concern
with the support and funding of the holding company Hindustan Unilever Limited, if any required.
7 Details of production, raw material consumed and value of imported and indigenous material consumed has not been provided as they are not applicable or nil.
8 The Company does not have any business during the current year and is generating revenues out of its existing assets. Currently there is no segment, either
geographical or business and hence no segment reporting is disclosed. This is in line with AS 17 (Segment Reporting).
9 During the previous year, the Company has changed its accounting year to fall in line with that of its holding Company Hindustan Unilever Limited. The
current accounting year is for the period of 12 months starting from 1st April, 2009 to 31st March, 2010 whereas the previous accounting period was for the
period of 15 months starting from 1st January, 2008 to 31st March, 2009. The corresponding figures for the previous period are therefore, not comparable
with those of the current year.

04 Hindustan Unilever Limited

Schedule Unilever India Exports Limited
To Balance Sheet

Rs. Lakhs
As at As at
31st March, 2010 31st March, 2009
1. CAPITAL
Authorised
30,00,000 equity shares of Rs. 10 each 300.00 300.00
Issued and subscribed
25,10,000 equity shares of Rs. 10 each fully paid up
(All shares are held by Hindustan Unilever Limited, the Holding Company and its nominees)
(Ultimate Holding Company-Unilever Plc.) 251.00 251.00
251.00 251.00

Rs. Lakhs
As at As at
31st March, 2010 31st March, 2009
2. RESERVES AND SURPLUS
CAPITAL RESERVES
Capital Subsidy 1.23 1.23
Total Capital Reserves 1.23 1.23
REVENUE RESERVES
Export Profit Reserve 4.45 4.45
General Reserve 2,951.04 2,951.04
Add/(Less):- As per contra (Schedule-9) 261.42 3,212.46 (425.53) 2,525.51
Total Revenue Reserves 3,216.91 2,529.96
TOTAL RESERVES 3,218.14 2,531.19
3. FIXED ASSETS Rs. Lakhs
GROSS BLOCK - AT COST DEPRECIATION NET BLOCK

Cost/ Additions Deduc- Cost/ As at For the Deduc- As at As at As at

Valuation tions/ Valuation 31st year tions/ 31st 31st 31st
as at 31st Transfers as at 31st March, Transfers March, March, March,
March, March, 2009 2010 2010 2009
2009 2010
Land - Freehold 59.39 - - 59.39 - - - - 59.39 59.39
- Leasehold 33.13 - (22.09) 11.04 9.58 0.33 (6.60) 3.31 7.73 23.55
Buildings 1,755.70 - (69.58) 1,686.12 250.61 27.96 (15.43) 263.14 1,422.98 1,505.09
Furniture, fittings &
office equipment 63.44 - - 63.44 22.89 3.07 - 25.96 37.48 40.55
Total- 2010 1,911.66 - (91.67) 1,819.99 283.08 31.36 (22.03) 292.41 1,527.58 1,628.58
- 2009 2,021.64 - (109.98) 1,911.66 257.52 41.06 (15.50) 283.08 1,628.58
Note: (a) Buildings include Rs. 500 (2009 - Rs. 500) being the value of shares in cooperative housing society.
(b) Capital expenditure commitments Rs. Nil (2009 - Rs. Nil). Rs. Lakhs
As at As at
31st March, 2010 31st March, 2009
4 INVESTMENTS
(Long term, Unquoted, unless otherwise stated)
NON TRADE INVESTMENTS AT COST
SHARES
S. C. Johnson Products Private Limited
1,104,000 (2009 - 1,104,000) equity shares of Rs. 5 each fully paid 55.20 55.20
TOTAL 55.20 55.20
Provision for diminution in value of long term investments (55.20) (55.20)
(55.20) (55.20)
TOTAL - -
Rs. Lakhs
As at As at
31st March, 2010 31st March, 2009
5 CASH AND BANK BALANCES
Cash on hand - -
With Scheduled Banks - on current accounts 42.28 85.73
- on deposit accounts 3,370.00 2,550.00
3,412.28 2,635.73

Annual Report 2009-10 05

Schedule Unilever India Exports Limited
To Balance Sheet

Rs. Lakhs
As at As at
31st March, 2010 31st March, 2009
6 OTHER CURRENT ASSETS
Income accrued on deposits 39.14 15.61
39.14 15.61
7 LOANS AND ADVANCES
(Unsecured, considered good unless otherwise stated)
Advances recoverable in cash or in kind or for value to be received:
Considered good 628.02 646.91
Considered doubtful - -
Current taxation (payments in excess of provisions) 180.82 162.99
(Provision for taxation Rs. 2955.29 lakhs (2009 - Rs. 2,809.92 lakhs)
808.84 809.90
8 LIABILITIES
Sundry creditors
Others (Refer note c below) 430.33 397.20
430.33 397.20
Security Deposits (Refer note d below) 1,684.00 1,684.00
2,114.33 2,081.20
a) There are no dues payable to micro, small & medium enterprises.
This information as required to be disclosed under Micro, small and medium
Enterprise Development Act,2006 has been determined to the extent such
parties have been identified on the basis of information available with the
company and has been relied upon by the auditors.
b) There is no amount due and outstanding to be credited to Investor
Education and Protection Fund
c) Includes Rs. 18.77 lakhs (2009 - Rs. 2.51 lakhs) due to the Holding Company
d) Includes Rs. 1,657 lakhs (2009 - Rs. 1,657 lakhs) due to the Holding Company for buildings
9 PROFIT AND LOSS ACCOUNT
Profit and Loss Account Balance 261.42 (425.53)
Less: as per contra (261.42) 425.53
TOTAL - -
10 DEFERRED TAX ASSETS
On certain statutory liabilities 5.86 5.86
On other timing differences 18.14 10.32
24.00 16.18
11 DEFERRED TAX LIABILITIES
On fiscal allowances on fixed assets 228.37 242.61
228.37 242.61
12 CONTINGENT LIABILITIES
Claims made against the Company not acknowledged as debts
Sales tax matters - gross Rs. 419.64 lakhs (2009 - Rs. 867.38 lakhs) 277.01 578.50
Note: Future cash outflows in respect of above are determinable only on receipt of
judgements/ decisions pending with various forums/ authorities.
13. Previous year's figures have been regrouped wherever necessary to
conform to this year's classification.

Statements
Forming part of the Profit and Loss Account
1 Licensed / Installed annual capacity

Licensed Capacity Licensed Capacity plus Installed Capacity

permitted Liberalisation
As at As at As at As at As at As at
31st March, 31st March, 31st March, 31st March, 31st March, 31st March,
2010 2009 2010 2009 2010 2009
Tonnes Tonnes Tonnes Tonnes Tonnes Tonnes
Scheduled :
Marine Products including cultured 2,000 2,000 2,500 2,500 - -
prawns, pomfret, etc.
Note: The capacity mentioned is annual capacity based on maximum utilisation of plant and machinery.
The installed capacity and permitted liberalisation of licensed capacity are as per certificate given by a Director on which the auditors have relied.

06 Hindustan Unilever Limited

Notes Forming Part of the Accounts Unilever India Exports Limited
For the year ended 31st March, 2010

SIGNIFICANT ACCOUNTING POLICIES Investments

Basis of preparation of accounts
The accounts have been prepared to comply in all material aspects with
applicable accounting principles in India and the applicable Accounting
Standards notified u/s 211(3c) of Companies Act,1956 and the relevant
provisions thereof.
Revenue Recognition
Sales are recognised when goods are supplied and are recorded net of trade
discounts, rebates, sales taxes and excise duties (on goods manufactured
and outsourced) but include, where applicable, export incentives such as
duty drawback and premiums on sale of import licences.
Interest on investments are booked on a time proportion basis taking into
account the amounts invested and the rate of interest.
Dividend incomes on investments are accounted for when the right to
receive the payment is established.
Expenditure
Expenses are accounted for on the accrual basis and provision is made for all
known losses and liabilities.
Advertising expenses are charged against the profit of the year to which the
activities relate.
Revenue expenditure on research and development is charged against the
profit of the year in which it is incurred.
Capital expenditure on research and development is shown as an addition to
fixed assets.
Fixed Assets
Fixed assets are stated at cost less depreciation. Depreciation is provided
(except in the case of leasehold land which is being
amortised over the period of lease i.e. 49 years) on the straight line method
and at the rates and in the manner specified in Schedule XIV of
the Companies Act, 1956.
Investments are classified into current and long term investments. Current
investments are stated at the lower of cost and fair value. Long term
investments are stated at cost. A provision for diminution is made to
recognise a decline, other than temporary, in the value of
long term investments.
Inventories
Inventories are valued at the lower of cost, computed on a weighted average
basis, and estimated net realisable value, after providing for cost of obsolescence
and other anticipated losses, wherever considered necessary. Finished goods and
work-in-progress include costs of conversion and other costs incurred in bringing
the inventories to their present location and condition.
Sundry Debtors and Loans and Advances
Sundry Debtors and Loans and Advances are stated after making adequate
provisions for doubtful balances.
Taxes on Income
Current Tax is determined as the amount of tax payable to the taxation
authorities in respect of taxable income for the period.
Deferred Tax is recognised, subject to the consideration of prudence, on
timing differences, being the differences between taxable income and
accounting income, that originate in one period and are capable of reversal
in one or more subsequent periods.
Deferred Tax assets are not recognised on unabsorbed depreciation and
carry forward of losses unless there is virtual certainty
that sufficient taxable profits will be available against which such deferred
tax assets can be realised.
Provisions
A provision is recognised when there is a present obligation as a result of a past
event, it is probable that an outflow of resources will be required to settle the
obligation and in respect of which reliable estimate can be made. Provision is not
discounted to its present value and is determined based on the best estimate
required to settle the obligation at the year end date. These are reviewed at each
year end date and adjusted to reflect the best current estimate.

Related Party Disclosures

1. Enterprise where control exists:
Holding Company : Hindustan Unilever Limited
Unilever PLC (Ultimate Holding Company)
2. Other related parties with whom the Company had transactions
Fellow Subsidiary : Bon Limited*
(has since been merged with Hindustan Unilever Limited w.e.f. April 1, 2009)
Disclosure of transactions between the Company and Related parties and the status of outstanding balances as on 31st March, 2010

Rs. Lakhs
31st March, 2010 31st March, 2009

Holding Company Rent paid - 54.00

Rent received 12.00 15.00
Interest paid on Inter corporate deposit - 82.52
Balances as on 31st March, 2010
Payables / Creditors 18.77 2.51
Security Deposits payable 1,657.00 1,657.00
Fellow Subsidiaries Balances as on 31st March, 2010
Receivable / Debtors - 1.51*

For Lovelock & Lewes Sridhar Ramamurthy

Firm Registration No. 301056E Director
Chartered Accountants S C Srinivasan
Director
Asha Ramanathan Amit Bhasin
Partner Company Secretary
Membership No.202660
Mumbai : 17th May, 2010 Mumbai : 17th May, 2010

Annual Report 2009-10 07

Auditors' Report Unilever India Exports Limited
To the Members of Unilever India Exports Limited

1. We have audited the attached Balance Sheet of Unilever India Exports Limited (the (c)
"Company") as at 31st March, 2010, and the related Profit and Loss Account and Cash
Flow Statement for the year ended on that date annexed thereto, which we have (d)
signed under reference to this report. These financial statements are the
responsibility of the Company's Management. Our responsibility is to express an
opinion on these financial statements based on our audit. (e)
2. We conducted our audit in accordance with the auditing standards generally
accepted in India. Those 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 (f)
supporting the amounts and disclosures in the financial statements. 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.
3. As required by the Companies (Auditor's Report) Order, 2003, as amended by the
Companies (Auditor's Report) (Amendment) Order, 2004 (together the "Order"),
issued by the Central Government of India in terms of sub-section (4A) of Section 227
of 'The Companies Act, 1956' of India (the 'Act') and on the basis of such checks of the
books and records of the Company as we considered appropriate and according to
the information and explanations given to us, we give in the Annexure a statement on
the matters specified in paragraphs 4 and 5 of the Order.
4. Further to our comments in the Annexure referred to in paragraph 3 above, we report
that:
(a) We have obtained all the information and explanations which, to the best of our
knowledge and belief, were necessary for the purposes of our audit;
(b) In our opinion, proper books of account as required by law have been kept by the
Company so far as appears from our examination of those books; Mumbai: 17th May 2010
The Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by
this report are in agreement with the books of account;
In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement
dealt with by this report comply with the accounting standards referred to in sub-
section (3C) of Section 211 of the Act;
On the basis of written representations received from the directors, as on 31st
March, 2010 and taken on record by the Board of Directors, none of the directors is
disqualified as on 31st March, 2010 from being appointed as a director in terms of
clause (g) of sub-section (1) of Section 274 of the Act;
In our opinion and to the best of our information and according to the explanations
given to us, the said financial statements together with the notes thereon and
attached thereto give, in the prescribed manner, the information required by the
Act, and give a true and fair view in conformity with the accounting principles
generally accepted in India:
(i) in the case of the Balance Sheet, of the state of affairs of the company as at
31st March, 2010;
(ii) in the case of the Profit and Loss Account, of the profit for the year ended on
that date; and
(iii) in the case of the Cash Flow Statement, of the cash flows for the year ended on
that date.
For Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountants
Asha Ramanathan
Partner
Membership Number: 202660

Annexure to the Auditor's Report

[Referred to in paragraph 3 of the Auditors' Report of even date to the members of Unilever India Exports Limited on the financial statements for the year ended
31st March, 2010]

1. (a) The Company is maintaining proper records showing full particulars, including Name of the Nature of Amount under Period to which the Forum where
quantitative details and situation, of fixed assets. Statute dues dispute not amount relates the dispute is
(b) The fixed assets are physically verified by the Management according to a phased yet deposited (Assessment year) pending
(Rs.in Lakhs)
programme designed to cover all the items over a period of two years which, in our
opinion, is reasonable having regard to the size of the Company and the nature of Central Sales Sales tax including 346.14 1989 to 2006 Appellate
Tax Act and interest and penalty, Authority-upto
its assets. Pursuant to the programme, a portion of the fixed assets has been Local Sales as applicable commissioner's
physically verified by the Management during the year and no discrepancies Tax Acts level
between the book records and the physical inventory have been noticed. 54.08 1996-1997 High Court
(c) In our opinion and according to the information and explanations given to us, a 2000-2001
substantial part of fixed assets has not been disposed of by the Company during 10. The Company has no accumulated losses as at 31st March, 2010 and it has not
the year. incurred any cash losses in the financial year ended on that date or in the
2. There are no inventories. Consequently, clauses (ii)(a), (ii)(b) and (ii)(c) of the Order immediately preceding financial year.
are not applicable. 11. According to the records of the Company examined by us and the information and
3. (a) The Company has not granted any loans, secured or unsecured, to companies, firms explanations given to us, the Company has not defaulted in repayment of dues to
or other parties covered in the register maintained under Section 301 of the Act. any financial institution or bank or debenture holders as at the balance sheet date.
(b) The Company has not taken any loans, secured or unsecured, from companies, firms 12. The Company has not granted any loans and advances on the basis of security by
or other parties covered in the register maintained under Section 301 of the Act. way of pledge of shares, debentures and other securities.
4. During the year there were no transactions for the purchase of inventory and fixed 13. The provisions of any special statute applicable to chit fund / nidhi / mutual
assets and for the sale of goods and services. Consequently, we are not commenting benefit fund/ societies are not applicable to the Company.
on the internal controls in these areas. 14. In our opinion, the Company is not a dealer or trader in shares, securities,
5. According to the information and explanations given to us, there have been no debentures and other investments.
contracts or arrangements referred to in Section 301 of the Act during the year to be 15. In our opinion and according to the information and explanations given to us, the
entered in the register required to be maintained under that Section. Accordingly, Company has not given any guarantee for loans taken by others from banks or
the question of commenting on transactions made in pursuance of such contracts or financial institutions during the year.
arrangements does not arise. 16. The Company has not obtained any term loans.
6. The Company has not accepted any deposits from the public within the meaning of 17. On the basis of an overall examination of the balance sheet of the Company, in our
Sections 58A and 58AA of the Act and the rules framed there under. opinion and according to the information and explanations given to us, there are no
7. In our opinion, the Company has an internal audit system commensurate with its size funds raised on a short-term basis which have been used for long-term investment.
and nature of its business. 18. The Company has not made any preferential allotment of shares to parties and companies
8. The Central Government of India has not prescribed the maintenance of cost records covered in the register maintained under Section 301 of the Act during the year.
under clause (d) of sub-section (1) of Section 209 of the Act for any of the products of 19. The Company has not issued any debentures during the year.
the Company. 20. The Company has not raised any money by public issues during the year.
9. (a) According to the information and explanations given to us and the records of 21. During the course of our examination of the books and records of the Company,
the Company examined by us, in our opinion, the Company is generally regular carried out in accordance with the generally accepted auditing practices in India,
in depositing the undisputed statutory dues including income-tax, wealth tax, and according to the information and explanations given to us, we have neither
cess and other material statutory dues as applicable with the appropriate come across any instance of fraud on or by the Company, noticed or reported during
authorities. As informed to us provident fund, investor education and the year, nor have we been informed of such case by the Management.
protection fund, employees' state insurance, sales-tax, service tax, customs
duty and excise duty are not applicable to the Company during the year. For Lovelock & Lewes
(b) According to the information and explanations given to us and the records of the Firm Registration Number: 301056E
Company examined by us, the particulars of dues of sales-tax, cess as at 31st March, Chartered Accountants
2010 which have not been deposited on account of a dispute, are as follows: Asha Ramanathan
Partner
Mumbai: 17th May 2010 Membership Number: 202660

08 Hindustan Unilever Limited

Directors' Report
To the shareholders
Dear Shareholders,
The Directors have pleasure in presenting the Annual Report together with the Audited
Accounts of your Company for the financial year ended 15th July, 2009 (31st Asadh, 2066).
COMPANY PERFORMANCE 2008-09 (2065-66)
Building on the robust performance of the last 2 years, Unilever Nepal Ltd. posted sterling
business results for the year ended July 15, 2009. The Company achieved 22.4% growth in
Sales rising to NRs. 2.6 billion, while net earnings grew by about 32.5% to reach NRs. 444
million. This excellent result was achieved in the backdrop of record inflation, severe power
cuts, one of the worst floods in the history of the country and an extremely volatile &
uncertain economic & socio-political environment - both at home & abroad. The growth that
the Company has witnessed this year has been broad based with nearly two out of every
three brands recording double digit growth. We now have 4 brands in our portfolio with
annual sales in excess of NRs. 250 million.
With great pride, we attribute our growth and performance to our resilience to the crises
and resolution to outperform expectations - which we have achieved through increased
engagement of our employees.
During the financial year 2008-2009, the company was challenged by increasing costs of
raw & packing materials due to higher global oil prices, chemical and other commodity
prices. With the country experiencing disruptions in power supply over more than 1/3 of
the year, our dependency on captive generated electricity increased which, of course,
caused unwanted increased costs. Moreover, the Koshi Embankment failure caused by one
of the worst ever floods in the history of Nepal, forced us to route our products to the Far
Eastern Belt via India, increasing the transportation costs. This put pressure on our gross
margins that we were able to partially offset via cost optimization projects in the Supply
Chain and by increasing mix of high value categories & products in our sales portfolio.
Gross Margin as a % of Turnover, as a consequence, declined about 1% as we protected our
consumers from the full impact of the higher input and conversion costs - thereby
creating value for our consumers in a period of high inflation!
The strength of our leading brands, deep distribution reach, innovations unleashed during
the year backed by increased Market Activations and sustained investment behind these
brands allowed us to enjoy double digit volume growth in these difficult times - despite
the competitive environment continuing to intensify across categories. Our Investments
behind Brands & Trade (Advertising and Promotional Expenditure) increased by 7.5% again
in absolute terms but declined 1.4% as a percentage of sales.
During the year, the Company has contributed Rs. 591 million towards the national
exchequer on account of various government levies, taxes & import duties. This is an
increase of 24% over 2007-08. During the year, out of every NRs. 100 value created by the
Company, NRs. 45 was distributed to the Government.
MARKETING
Our growth has been achieved by ensuring that consumers know about our products and the
reasons to buy them. During such tough times, we feel that it is more important, not less, to
invest in keeping our brands at the forefront of consumers' minds. Trade marketing
investment - the money we spend with our customers and distributors to ensure that our
products reach shoppers in the most effective way - continued to increase in 2008-2009.
We consciously rationalized our advertising spends on Television during more than 1/3 of the
year when the country was reeling under the impact of 16-20 hrs power cut thereby
rendering Television advertising meaningless. We, therefore, diverted these funds to
alternative communication channels - less prone to adverse impact of power cuts. We also
channeled these funds to provide real value to our consumers by shielding them from the
entire burden of increased material and conversion costs in a high inflationary environment.
During the year, UNL embarked on a massive water quality mapping exercise. Based on
findings of this exercise as well as other consumer insights, product formulations were
improved to more closely match consumers' preferences.
During the year 2008-09, various interesting campaigns, consumer promotions and re-
launches of various brands were executed to bring alive our brands in the hearts & minds
of our consumers.
ACTIVATION
Engaging With Consumers
LIFEBUOY
In order to promote hand-washing habit among the people of Nepal, Lifebuoy
implemented various activities. Hand-washing promotion was taken to the Point of
Consumption by placement of Lifebuoy branded Hand washing stickers at hundreds of
public washrooms in hospitals, clinics, schools, offices etc reminding washroom users the
importance of hand washing and highlighting Lifebuoy soap. Lifebuoy also partnered with
UNICEF to promote hand washing by telecasting the famous "Meena's Three Wishes"
cartoon. This was indeed an important campaign in terms of creating awareness among
the rural population where people are ignorant about the facts of hand washing. This was
followed through with a full fledged campaign including radio and print highlighting the
importance of 'prevention of diseases' as compared to 'treatment of diseases'.
On the occasion of World Health Day, a radio activation program was initiated for Lifebuoy
through a SMS campaign. In this activation, simple questions relating to prevention of
diseases were asked and the correct answers received gifts hampers from Lifebuoy
through a lucky draw.
CLINIC PLUS
Clinic Plus Shampoo organized an All-Nepal competition called "Clinic Plus Healthy Hair
Contest". The objective was to promote the health connotation of the shampoo brand
coupled with mother-daughter bonding. It was a successful contest with about 1800
participants taking part from across Nepal. There were altogether 5 regional mother-
daughter duos winning the Regional rounds ultimately leading to a mother-daughter pair
as National Winners of the "Clinic Plus Healthy Hair Contest".
Unilever Nepal Limited
FAIR & LOVELY
On the occasion of International Women's Day, Fair & Lovely organized an International
Women's day campaign to celebrate & pay tribute to women for their positive contribution
to society. The campaign was built around testimonials from famous women sharing their
stories of success and communicating the importance of self-confidence and a strong aim in
life for women.
SUNSILK
Sunsilk reinforced its hair care expert image through beauty parlor activation. Various
activities were initiated to create a word-of-mouth campaign through local beauticians
where parlors across Nepal were provided with free Sunsilk Shampoo samples, product
information brochures, Sunsilk branded towels and aprons. The Sunsilk brochure
contained information regarding different variants of Sunsilk as well as step-by-step
techniques for the latest hair-dos.
WHEEL
Wheel Washing Powder was used to drive the Fabric Wash portfolio in order to promote
conversion of laundry soap users to powders. As part of this initiative, Wheel Powder
communication was localized through real-life testimonials in local dialects across
Nepal. Moreover, to associate Wheel as a family brand and maintain brand saliency, an
innovative photographic contest was held on the colourful occasion of Holi. The essence
of this activation labeled Wheel Holi Hungama was to "Enjoy your Holi to the fullest
without worrying about getting your clothes dirty as Wheel washing powder is there to
take care of it".
For Wheel OK Laundry Soap, a special radio campaign called "Laxmiji" was initiated
portraying a smart housewife who prefers Wheel OK as it delivers unmatched washing
and hence brighter clothes. She is not attracted by cheap soaps because she believes that
there is a clear difference between cheap laundry soaps and Wheel OK. This campaign
has helped Wheel OK regain its market leadership in the branded Laundry Soap segment.
CONSUMER PROMOTION
Providing value addition to Consumers
Clinic Plus 200 ml + Clinic All Clear Hair Oil 75ml This consumer promotion endeavoured to deliver a
complete solution for healthy hair by linking hair nourishment with dandruff protection.
Fair & Lovely + Eye Shadow
Fair & Lovely delighted its consumers by offering an Eye Shadow as a special gift to
enhance their fairness & highlight their beautiful eyes.
Pepsodent 40gm + Toothbrush Free This consumer promotion was designed to instill in
lower income consumers the habit of brushing their teeth with a toothbrush.
Lifebuoy 90gm + Wheel Sachet This consumer offer was designed to help Wheel Washing
Powder penetrate the Lifebuoy user household and upgrade laundry bar users to washing
powder.
Wheel 160gm + Lifebuoy orange 42gm This consumer promotion was part of the Hand
Washing Campaign designed to inculcate the habit of washing hands with soap in the
lower income consumer segment
RE-LAUNCHES
Winning Consumers through Innovations & New Product Introductions
LIFEBUOY
The biggest product range re-launch of the year was done with Lifebuoy on "Clinically
Proven Real Health Benefit" platform. A strong message of "Nepal will be healthy" by
inculcating the habit of washing your hand five times in a day was disseminated. This
habit can prevent deadly diseases like diarrhoea and cholera which have been creating
havoc in many parts of Nepal.
CLOSE UP
Close Up12gm was launched in big nose pack at Rs 5/- targeting low income consumer
group who could not afford premium quality gel based toothpaste. The launch was
supported with local TVC, radio, print ad and sachet hanger. The communication tailored
to demonstrate the affordability & perception of convenience. (e.g. half a month
brushing with 12gm sachet)
Close Up was also re-launched to strengthen the freshness credential.
OUTREACH PROGRAMS
In view of the prolonged electricity load shedding in the country, outdoor branding
assumed a crucial role in communicating and constantly reminding the consumers about
our products this year. Consequently, total outdoor branding space was increased by 65%
with billboard space increasing 35% and shopboards increasing by 108%! This record
expansion of outdoor branding space was strategically balanced between the urban and
media dark rural areas throughout the country. In addition to the expansion of outdoor
space various launches & re-launch of brands were supported through the properly
planned outdoor support.
With the objective of winning consumers at the Point of Purchase, several in-store
activities were done with appropriate communication support at Point of Purchase.
Consumer promotions, launches & re-launches were also strategically supported by the
various in-store communication materials to deliver a synergistic communication thrust
at various consumer touch points e.g. branded sachet hangers were widely distributed in
the semi urban & rural areas to support the introduction of Close Up Mini & Wheel sachet
pack and boost its visibility.
Being the market leader in practically all the categories it operates in, Unilever Nepal
has been pioneering various initiatives to expand the market. As part of the same
initiative, Unilever Nepal continued to expand its Haat Bazar (Rural Weekly Market)
Annual Report 2009-10 09
Directors' Report
To the shareholders
Operations to create first hand experience and awareness on the use and benefits of
Shampoo & Fairness Cream among non-users in rural areas. Along with providing direct
product experience, we introduced a special educational film to educate and make rural
consumers aware about health & hygiene as well as all our brands. Consequently, this
unique operation was expanded to hundreds of Haat Bazaars bringing more than a
hundred thousand consumers in contact with our brands.
CUSTOMER DEVELOPMENT
Opportunity in Uncertainty
Turning uncertainty into opportunity was the rallying call of the Customer Development
Team for delivering our strong sales performance during 2008-09.
The threat of global meltdown hitting Nepal via reduced remittance as well as
inflationary pressures reducing consumer spending power was a major problem for the
business. The break-down of supply lines to major markets of eastern Nepal following
wash-out of the Koshi embankment was another challenge for the Customer
Development Team. Due to high transportation cost to reach this market via India,
product supply to this region was adversely affected for nearly 6 months. Following boom
in the real estate sector, capital diversion from our Distributors led to some of our major
Distributors quitting our business. Consequently, 50% of a major business territory like
Kathmandu Valley was left unserviced for 3 months following the exit of 3 major
Distributors in this area. Moreover, frequent Bandhs & Highway blockades in various parts
of the country led to a loss of 10% of the Distributor Sales Representative working days.
This gloomy scenario, however, could not dampen the spirit of our sales team who despite
all odds, demonstrated once again that 'when the going gets tough, the tough get going'!
Through our strong commitment to exceed targets despite all odds, teamwork,
meticulous planning & co-ordination from the factories right up to the point of
distribution, timely interventions in the market, we exceeded expectations in our sales
growth.
Given the complexities & challenges in the environment, we consciously decided to keep things simple
and focus on execution. By clear focus on basic selling including Distributors' Sales Representatives
productivities, achievement of secondary sales targets, outstanding activity execution and monitoring
price stability in the market, our team delivered the double digit growth target.
To overcome the difficult circumstances in Trade due to the situation prevailing in the
country, we continued to improve hygiene factors e.g. ensuring visibility & transparency
of various Trade Schemes to retailers throughout the country via the discipline of Monthly
Price List circulation. To ensure that our consumers & retail partners did not suffer as a
result of supply line disruptions in light of frequent Bandh & highway blockades, we
introduced Customer Call Centre. This helped to promptly respond to out-of-stock
situations in Trade. Furthermore, we constantly kept on reviewing product offerings and
adjusting prices & promotions - to catch the down traders, re-stimulate demand at the
first signs of stagnating sales and reduce focus on unprofitable products.
Our integrated training programs have significantly upgraded the skill and quality of our
sales team making them more proficient in understanding the business and developing
the Customers. During the year we reconnected the Sales Team with Company and Brand
profitability while linking it to Customer profitability. This has helped to improve Brand
and Distributor profitability as well as strengthen our relationship with our distributors.
Moving a step further, we have started-off joint business planning with our partners as a
means of improving collaboration and performance.
Since we truly believe that our growth can only be achieved if our Distributors also grow,
our Sales Team shared their own training experiences with the Distributors' Sales Teams
which helped to build great team spirit among both the Company & Distributors' sales
teams. This also helped our Distributors to grow their own people to facilitate growth of
their businesses. Going forward we will continue to invest in further building the quality
& capability of our Distributors' Sales Teams.
We also tailored our activation programs not only to win trade recommendation at Point-
of-Purchase but also to build, develop and nurture long and sustainable relationship with
our valued Customers. There were a number of programs and platforms where we
promoted a culture of camaraderie with our Retailers which has helped to develop a
strong bond between the Retailers and the Distributors as well as Company personnel. We
are committed to cementing these relationships reflecting mutual trust as seen by our
presence in Vitality stores in Key Retail Accounts and Beauty Zones in Cosmetic Stores.
Some of the other key successes during the year were:
Building sustainable distribution models in Rural Nepal. The earlier mind-set of Rural
Distributors was to look for financial support from Unilever Nepal to service far-flung, hard
to access rural markets. However, our team was successfully able to change the mind-set
with a demonstration in the market on how the Distributors could earn more on their own by
finding ways to tap into the burgeoning rural demand and thereby selling more in the same
hard to access markets. As a result, the company stopped providing subsidies at most of the
places. Instead, the Distributors are not only more serious about market servicing but have
also improved service levels in some of the markets.
Stabilization of the Distribution Expansion project undertaken a year ago leading to 70%
direct coverage in the Urban Nepal. Despite the increase in re-distribution costs, the
Distributors were satisfied by their cash flow improving significantly as a result of the nearly
50% increase in sales through the retail channel where they sell completely on cash terms.
Consolidation of presence in specific key channels thru category dominance as reflected
by the drastic improvement in Market Shares and Weighted Distribution.
SUPPLY CHAIN
We recognize that in a rapidly changing marketplace our products must be there for our
customers, suitably priced, whenever and wherever they are demanded. This requires
better planning and closer collaboration with our suppliers, customers and distributors to
get our products from the factory to the shopping outlet. Consequently, the business
revamped its Supply-chain operations by institutionalizing monthly Sales & Operation
10 Hindustan Unilever Limited
Unilever Nepal Limited
planning (S&OP) meetings for seamless integration of Sales Forecast, Production Planning
and Raw & Packaging Material Sourcing, Consumer Promotions, Media Strategy and Market
Activation. Key stakeholders of the Supply-Chain now swear by monthly S & OP meetings
which revolutionized their method of working.
In anticipation of disruptions arising in the Supply Chain from frequent Bandhs & Road
Blockades, credit terms and inventory levels were temporarily extended but by the close
of the year had been restored to normal levels. Despite the challenging & difficult local
environment, Customer Service level improved to 89% compared to 84% last year and out
of stocks were lower compared to FY 2007-2008.
MANUFACTURING
With disproportionate volume growth being the major target for the business, our
manufacturing systems were geared up to support our aspirations for achieving extra
ordinary growth.
We focused on 3 major thrusts for achieving this high volume growth: (i) flog the existing
capacities to the fullest (ii) create new capacities with minimum capital investment (iii)
invest on automation to improve productivity & quality.
With full servicing of the Big Nose line and training of the operators, we managed to
produce at 95 % efficiency of this line which helped to boost the Fair & Lovely growth. In
view of the surging demand for tube capacity, we resurrected an old tube line &
commissioned it with minimal investment to augment the tube production capacity. At
the same time, we used the S& OP meetings to focus more on the tube line plans resulting
in almost 30% growth in Fair & Lovely tube output. The installed capacity for shampoo
sachets was augmented and operating efficiencies improved via planned maintenance &
training leading to a 42% jump in the output of Shampoo sachets. 2 new FFS machines
were commissioned for additional Detergent Powder capacity which ensured quality of
products at a much higher productivity.
SAFETY & ENVIRONMENT
The focus Safety & Environment continued with the same vigor & the targets for the year
were achieved fully. We continued to have a year free from any major accident at the
Factory & Occupational Health was given a boost with appointment of a qualified doctor
as Medical officer who now visits the factory daily. Under the Vitality drive, the entire
population of Factory team has been covered by a full medical check-up & the follow up
on the small number of cases requiring attention continues.
QUALITY
With increasing competition in the market place, the superior quality of our brands gives
us a leading edge over others. In order to exploit this advantage, we worked on ensuring
'Quality on the Shelves' as compared to the earlier 'Quality at Factory' concept - with
emphasis being on delighting the consumers. Hence we have now started focusing on the
quality of our products at our Depots, at our Distributors' end & in the Retail shops. Our
QA team now monitors product quality at all these places, through regular, structured
field visits, giving us the correct picture of our product quality as the consumer sees it in
the shops. While the on-line quality inspections and monitoring of defects / rejections at
the Factory continues, the consumer-oriented focus on ensuring Quality at the Retail
level has proven to be crucial in upholding the quality of all our brands.
NURTURING OUR PEOPLE FOR GROWTH
HUMAN RESOURCES
Developing the mind, Harnessing the Heart
Ignite the passion and persistence of your people, empower them with knowledge and
experience, instill a strong sense of belongingness through autonomy and inclusion - they
will flourish, season and hone their abilities taking the company to soaring heights. After
all it is this specific resource that personifies the very entity we call Unilever Nepal!
During the year we devoted significant resources and efforts in engaging and rallying the
teams behind the Company goals through offsite meetings involving all employees. Such
initiative has not only led to a common understanding of the Company's targets but has
also instilled a sense of belonging, and triggered personal accountability which was
crucial to combating the dire circumstances. After all, it was the energy and
commitment of our people that has catalyzed growth of our business in the face of
widespread uncertainties during the year.
In Unilever Nepal, we believe that the growth of our people will help our company grow.
It is this conviction that has encouraged us to intensify our efforts in developing our
people and nurturing their needs. The rough year did not put brakes on our investment in
training and development. On the contrary, we actually scaled up formal classroom
training as well as operational visits abroad to learn best practices from other parts of
Unilever. During the year, training man-days for our employees surged 222% over the
previous year. Similarly, training initiatives for workers were also ramped up significantly
during the year. We have also developed our distributors' sales strength all over the
country with proper skills development, boosting their business growth and increasing
their income generation.
In addition to giving our people continuous opportunities for professional growth, we are
also committed to supporting their personal growth and development. We make a genuine
effort to accommodate the special needs of our people in times of personal crises and help
them pursue their passions. This is our way of showing our employees that they matter to the
Company and will always be supported to help them be their best personally and
professionally. It is, therefore, no surprise that numerous difficulties & challenges could not
deter our employees from finding innovative means to win in the market.
We further aspired towards harnessing the hearts of our employees by arranging 3
months package training on Computer literacy for all workmen, employees and their
family members as well as one computer for their household upon completion of the
training program through the Welfare Fund. Thus we not only invest in employees but
also try to enrich their overall lives!
Directors' Report
To the shareholders
The Leadership Team has recently carried out an extensive performance-potential
mapping of employees with the objective of grooming the next generation of leaders.
This has helped the company in identifying possible future leaders so as to invest in their
skills and fast track their careers, preparing them for future challenges. Such initiative
will in turn reduce the company's dependency on expatriate managers.
We backed up the above initiatives by continuing our recruitment drive by employing
additional 9% of our 2007-08 personnel strength. Furthermore, new recruits were
empowered with early responsibilities in terms of overseeing businesses with Turnover
larger than many established companies in Nepal.
On the Industrial Relations front, the 2 years of wage settlement period with the Union
expired in September 2009 and amicable dialogue is progressing with the Union and
Management for a fresh settlement. We are committed to reaching a fair and mutually
beneficial agreement.
The Board would like to place on record their appreciation to all workmen as well as
employees at all levels for their hard work, dedication and commitment.
FINANCIAL REVIEW
Working Capital improved dramatically through focused Inventory Control & astute Credit
Management, while Capital Investment was once again controlled to 0.6 % of Turnover -
through improvements in production line efficiency & technical up-gradations especially
in the areas of smaller SKUs of Fairness Cream and Shampoo leading to significant
improvement in Cash Flow. Cash flows of the business were consistently high overall. But
the fourth quarter benefited in particular from the restoration of working capital norms
and strong growth in this period.
Our net cashflow from operating activities was NRs. 649.5. million this year up from
NRs. 224.4 million last year.
DIVIDEND
To commemorate its 15th anniversary of operations in Nepal, the Company has decided to
reward its share-holders. The Company celebrates its 15th year anniversary in Nepal in
2009. As such, a commemorative dividend of NRs. 50 per share is being proposed to
reward its shareholders - apart from proposed normal dividend of NRs. 400 per share for
the year (including an interim dividend payment of Rs. 325 per share). Total dividends for
the year will amount to a record NRs. 450 per share at a payout ratio of 93.3% with a
healthy increase of 38.5% over previous year. If approved, the dividend will be paid to the
shareholders who are registered or get registered in the books of the Company within
seven (7) days from the book closure date, which will be notified. Earnings per share rose
32.5% from NRs. 364 during 2007-2008 to NRs. 482 during 2008-2009.
Keeping in view the investment needs of the business to support its growth, we remain
committed to a high dividend payout policy for the year and for the foreseeable future.
Awards
The Company has been awarded "Runner Up - Best Presented Accounts Award for 2008-09
in the manufacturing sector by the Institute of Chartered Accountants of Nepal which was
announced on July 20, 2009 (Shrawan 5, 2066).
CORPORATE SOCIAL RESPONSIBILITY
The commitment to make a difference
Unilever Nepal is adding vitality to life not only through its brands but more importantly
through its direct community involvements. We deem it to be our responsibility to
contribute to the betterment of the society - a commitment we seek to fulfill everyday.
The CSR policy implemented last year by Unilever Nepal has begun to unlock community
potential by engaging with reliable and competent community leaders.
During the year, Unilever Nepal focused on two of the three key areas of our Corporate
Social Responsibility Policy (CSR) - health & hygiene as well as education & capability
building - in the areas surrounding our Factory premises.
i. Construction of Library Room at Mahendra Higher Secondary School Chattiwan:
Under this initiative, Unilever Nepal financed the building of a Library at Mahendra
Higher Secondary School with a student population of 800 students and located in
Chattiwan, Makwanpur - one of the highest populated and poorest VDCs at a cost of
Rupees One Million. Though the VDC is only 25 kms from Hetauda, it is considered a
remote place due to poor infrastructure and access.
ii. Science Laboratory room at Mahendra Kiran Madhyamick Vidyalaya, Basamadi We
have also financed building a Science Laboratory room at Mahendra Kiran
Madhyamick Vidyalaya at Basamadi-5 having 750 students at an expenditure of
Rupees Five Hundred Thousand.. Earlier, we had also contributed necessary
materials & equipments for the Science Laboratory.
iii. Providing access to clean water
Access to clean water is necessary to improve quality of life. We have financed &
overseen project management aspect of the installation of a deep tube well - for the
local community people of Basamadi-5 where our Factory is located. The total
investment in this project was Rupees One Million Four Hundred & Forty Thousand.
This project will directly benefit over 3000 people of Basamadi-5. We are now
evaluating the feasibility of supporting installation of a reservoir water tank from
which local people will get connection to their existing distribution system.
iv. Health Clinics for Local people
Over the last couple of years, we have been providing financial support for the
operation of a health centre at Basamadi-5 with the help of Rural Improvement Forum
of Nepal (RIFON). RIFON has conducted 86 indoor health clinics at Basamadi and 24
health clinics conducted in and around Makwanpur. From these health clinics total of
5700 people have received medical consultation from different doctors during
Unilever Nepal Limited
FY 2008-09. RIFON also distributed medicines worth Rs. 1,78,000 for the poor and
aged people. During the year, we contributed Rupee One Million towards this program.
v. Vocational Training for Local Youths.
We also contributed in the areas of vocational training for the local youth. Under
this we have sent 6 students for 2 years technical training on scholarship. Our target
of scholarship was for 14 students; but we received application of only 6 interested
candidates from the local school. These students are studying at Balaju School of
Engineering & Technology, Kathmandu under "UNL scholarship program". Our
objective is to provide technical training to those students who have passed Class
10, so that, they meet the eligibility criteria to get employment opportunities at
any place of the country and abroad. This will help to convert unskilled manpower
to semi-skilled manpower.
vi. To Share Because We Care
Nepal has experienced many difficulties including natural disasters like floods. We
make every effort to contribute to emergency response efforts to relieve the
sufferings of the victims. e.g. the Company donated Rupee One Million to the Prime
Minister's Relief Fund for the Koshi Flood victims. Along with Company, all workmen
and employees also contributed One Day's Salary to the District Natural Calamities
Committee at Makwanpur.
During the year 2009-10, additional projects have been earmarked for expanding
our CSR program. Looking forward to 2010 and beyond, we hope to continue to build
on our past success and to continue to have a positive and sustainable impact on the
lives of the people who live in our communities.
BUSINESS RISKS & FUTURE OUTLOOK
Unilever Nepal Ltd. has weathered storms in the past. As we march into the future, we
remain committed to exceeding your expectations by delivering sustained growth and
touching new highs. We will do this by focusing on the consumer, providing superior
performing products that your Company is known for, engaging in best in class consumer
programs and making meaningful contributions to the society and environment.
Geographically, we see tremendous opportunity to expand the business in rural Nepal
and to capitalize on the rural economic growth followed by huge surge in remittances.
We are, therefore, optimistic about the growth prospects in our outlook for 2009-2010.
However, we remain cautious of renewed volatility of global commodity prices,
unrestrained inflationary pressures, reduction in remittance & tourist inflows as well as
the possibility of escalation of unrest in the country.
We feel confident that the strong heritage of Hindustan Unilever & the wider Unilever
group worldwide as well as unique richness of its brand portfolio which is well positioned
across wide spectrum of prices, strong tradition of consumer relevant, value added
innovation which in tough times are always rewarded by the consumers will hold us in
good stead during the tough times ahead and provide us a unique competitive advantage
compared to the rest of the industry. This will also require the Company to fire on all
cylinders as well as further innovative thinking, agility & speed in anticipating and
responding to the changes. We remain committed towards developing our business in
Nepal for the long term and to secure returns above the expectations of our stakeholders
- notwithstanding increasingly difficult market & socio-political conditions.
DIRECTORS
Post conclusion of 15th Annual General Meeting, Mr. Shambhu Prasad Poudyal had
completed his 4 years term from the position of Director as a representative of General
Public shareholders. The Board places on record its appreciation of the contribution of
Mr. Shambhu Prasad Poudyal during his tenure as a Director of the Company.
Mr. Sashi Raj Pandey, Managing Director of Shree Investment and Finance Company Ltd.
has become a member of Board of Directors of your company to fill up the above vacancy
with effect from 14th December, 2008 as a representative of general public shareholders
who was elected as unopposed candidate from the Company's 15th Annual General
Meeting held on 12th November, 2008.
ACKNOWLEDGEMENT
On behalf of the Board I would like to thank Kamran Bakr and his executive team for their
continued leadership excellence and thank employees across Nepal for their
achievement in delivering such strong results. My thanks go also to my Board colleagues
for their continued support and guidance. The Board never takes for granted the support
of our shareholders and we thank you for your ongoing confidence in our Company. In
what appears to be another challenging year for Nepal and the world, the Board believes
that the strategies the Company continues to pursue are the right ones and that the
Management team is exceptionally qualified to lead the Company to continued success.
The Board would like to thank various Government agencies as well as our Retailers,
Wholesalers, Distributors, Suppliers of Goods & Services, Clearing and Forwarding Agents
and all other business associates and acknowledge their efficiency and continued support
in promoting such healthy growth in the Company's business. The Board desires to place
on record their appreciation to all workmen and employees at all levels for hard work,
dedication and commitment.
Finally, the Board would like to reiterate its confidence in the valuable contributions of
its employees which makes it possible for the Company to maintain the strong growth
despite the numerous challenges in the country.
By Order of the Board
Dhaval Buch
7th September, 2009 Chairman
Annual Report 2009-10 11
Auditors' Report Unilever Nepal Limited
To The Shareholders Of Unilever Nepal Limited

FINANCIAL STATEMENTS AND MANAGEMENT'S RESPONSIBILITY
We have audited the accompanying financial statements of Unilever Nepal Limited
which comprise the balance sheet as of 31 Ashad, 2066 (15 July 2009) and the
income statement, statement of changes in equity and cash flow statement for the
year then ended and significant accounting policies and other explanatory notes.
These financial statements are the responsibility of the company's management.
AUDITOR'S RESPONSIBILITY
Our responsibility is to express an opinion on these financial statements based on
our audit. We conducted our audit in accordance with Nepal Standards on Auditing.
Those 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 statements. 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.
REPORT ON THE REQUIREMENTS OF COMPANY ACT 2063
We have obtained satisfactory information and explanations asked for, which to the
best of our knowledge and belief were necessary for the purpose of our audit; the
financial statements including the Balance sheet, the Income Statement and the
Cash flow Statement have been prepared in accordance with the provision of the
Company Act 2063, and they are in agreement with the books of accounts of the
company; and the accounts and records of the company are properly maintained in
accordance with the prevailing laws.
To the best of our information and according to the explanations given to us, in
the course of our audit, we did not come across cases where the board of directors
or any director or any office bearers of the company has acted contrary to the
provisions of law or caused loss or damage to the company or misappropriated
funds of the company.
OPINION
In our opinion, the financial statements give a true and fair view of the financial
position of the company as of 31 Ashad, 2066,(15 July 2009) and its financial
performance and cash flows for the year then ended in accordance with Nepal
Accounting Standards and Company Act 2063.
Madan Krishna Sharma
Partner
Date :September 9,2009 CSC & Co.
Place : Kathmandu Chartered Accountants

Additional Disclosure
As per Section 109(4) of Company Act, 2063
1. Details of Share Forfeiture: significant accounting policies and Notes, additional disclosure as per section
No shares have been forfeited till date. 109(4) of Company Act 2063 and preliminary statutory Audit report issued by
2. Transactions with subsidiaries: Statutory Auditors (CSC and Co.) and recommended their adoption by the Board of
The Company has no subsidiaries. Directors. The audit committee also recommended the appointment/
remuneration of Statutory Auditor for the next fiscal years.
3. Information provided to the company by its substantial share holders in the
previous financial year :- (**) During the year, total amount of Rs. 30,000 was paid as meeting fees to Mr.
B.B. Thapa & Mr. R.B. Shrestha. Moreover, travel expenses of all Audit Committee
Hindustan Unilever Ltd. which is the majority share holder provided the members for attending the Audit Committee meetings are borne by the Company,
company all information related to new product innovations, marketing mix, whenever required.
information on price movements of commodities, system related information
and technology etc. No information was provided to the company by any 10. Amount receivable by the company from Directors, Managing Director,
other substantial share holder. substantial shareholders and their close relatives and
associated firms, companies etc.
4. Share Purchase by Directors and Officials of the company during the year:-
Nil Nil
5. Information received on the personal interest of Directors and their close 11. Remuneration, allowances and facilities given to Directors, Managing
relatives in any agreement/contract entered into by the company:- Director, Chief Executive Officer and Officials during the year:-
Mr. Ravi Bhakta Shrestha, Director and representative of JV partner Sibkrim (Rs/Lacs)
Land and Industrial Company Pvt. Ltd. has business relation with the Company
S.No. Particulars Directors MD Managers/
through 3rd party operations. Officers
6. Detail of share buy back during the year :-The company did not buy back its 1. Meeting Fee 1.43 - -
own shares during the year. 2. Salary & Allowance - 151.8(*) 298.5
7. Details of internal control systems:- 3. Car facility No Yes Yes
4. Accomodation No Yes Note(b)
The internal control system of the Company conforms to global standards and
5. Insurance coverage No No Yes
follows Unilever international guidelines. This includes: 6. Number of persons 6 1 52
a) Operation Manuals, procedures and guidelines for systematic conduct of
operations. (*)Includes other benefit like performance based reward/bonus and post retirement
benefits as per company's rules and service conditions.
b) Financial policy and accounting guidelines.
c) Monthly and Quarterly positive assurance reports to Parent Company on Notes:-
internal checks and control system. a) Office car with driver, fuel and maintenance are provided to Managing
d) Independent internal audit carried out by KPMG. Director, Factory Manager and local Managers. Pick up and drop facility
e) Periodic review of internal control systems by Management and Audit is provided to ex-pat Managers. The local Managers are also provided
Committee. with `car loan' facility with fuel as per the company policy.
8. Total Management expenses during the year : Rs/Lacs b) Furnished rented accomodation or HRA provided to ex-pat Managers as
per option from individuals. Air passage is provided for ex-pat
Employee expenses during the full year 654.44 Managers and their family for visiting their hometown as per terms and
Administrative expenses during the fiscal year 343.39 conditions of employment.
9. List of Audit Committee members, their functions, remuneration and c) Travel expenses of Directors, whenever required for attending the
facilities:- Board meetings, are borne by the Company.
Name Remuneration 12. Unclaimed Dividends :-
Mr. Bharat Bahadur Thapa ** Chairman Total unclaimed dividend is Rs. 82.93 Lacs as on Asadh 31, 2066.
Mr. Ashok Gupta ** Member
Mr. Ravi Bhakta Shrestha ** Member 13. Other matters required to be disclosed in the director's report by the
Company Act 2063 or other laws in force :
During the year, the audit committee reviewed the internal audit report and the Nil
actions initiated for resolving the issues. Audit committee also reviewed the
Business Risks status and reviewed the actions initiated by Management to mitigate 14. Other relevant issues:
and address such Business Risks. The audit committee reviewed Annual Accounts, Nil

12 Hindustan Unilever Limited

Profit and Loss Account Unilever Nepal Limited
For the year ended 31st Ashad, 2066 (15th July, 2009)

Figures in brackets represent deductions

(All Figures in NRs)
Schedule Current Year Previous Year

Sales Income 10 2,625,826,798 2,144,589,477

Less: Cost of Sales 11 (1,696,557,185) (1,362,272,164)
Gross Profit 929,269,613 782,317,313
Distribution Cost (63,220,518) (48,205,399)
Administrative Expenses 12 (63,402,409) (60,750,035)
Promotional Expenses (269,979,234) (251,188,507)
Operation Profit 532,667,452 422,173,372
Other Income 13 87,399,225 54,389,596
Interest Expenses (26,738) (129,055)
Profit/Loss in sale of Fixed Assets (50,735) -
Provision for Staff Bonus (56,362,655) (43,312,174)
Operating Profit before Tax 563,626,549 433,121,739
Income Tax (119,583,788) (98,000,000)
Current Tax Expense (121,454,000) (98,000,000)
Deferred Tax Income 1,870,212 -
Net Profit for the year 444,042,761 335,121,739
Previous Year's Balance 188,410,900 142,717,140
Income Tax Provision for the Year 2003-04 (36,658,343) -
Deferred Tax Adjustment 9,799,521
Total Profit Available for Appropriation 595,795,318 487,638,400
Proposed Dividend - (299,227,500)
Total Transferred to Reserve & Retained Earning 595,795,318 188,410,900

Dhaval Buch, Chairman
Sashi Raj Pande, Director
A. B. Thapa
Corp. Affairs, HR Manager
& Company Secretary
Ashok Gupta, Director Shrijeet Mishra, Director Ravi Bhakta Shrestha, Director
Bharat Bahadur Thapa, Director Kamran Bakr, Managing Director Soumitra Bhowmick, Commercial Manager
As per our report of even date
For CSC & Co.
Chartered Accountants
Madan Krishna Sharma ,FCA
Partner
Kathmandu

Balance Sheet
For the year ended 31st Ashad, 2066 (15th July, 2009) Figures in brackets represent deductions
(All Figures in NRs)
Schedule Current Year Previous Year

CAPITAL & LIABILITIES

Shareholders Fund
Share Capital 1 92,070,000 92,070,000
Reserves & Retained Earning 2 595,795,318 188,410,900
Grand Total 687,865,318 280,480,900
Fixed Assets
Gross Block 3 361,063,202 364,625,902
Less: Depreciation (239,426,460) (229,736,119)
Net Block 121,636,742 134,889,783
Assets under Construction 5,031,621 5,328,055
Non Current Assets Held For Sale 17,477,367 -
Total 144,145,730 140,217,838
Investments
Government Securities - -
Fixed Deposit 248,650,000 183,650,000
Total 248,650,000 183,650,000
Deferred Tax-Assets 11,669,733 9,799,521
Total 11,669,733 9,799,521
Current Assets
Inventories 4 247,317,307 410,116,557
Trade and Other Receivables 5 106,501,549 148,132,838
Cash & Bank Balance 6 382,049,195 98,988,795
Pre-paid, Advance, Loans & Deposits 7 56,329,247 87,066,331
Total 792,197,298 744,304,521
Less Current Liabilities & Provisions
Trade and Other Payables 8 266,701,196 299,147,948
Short Term Loans - -
Provisions 9 242,096,247 498,343,032
Total 508,797,443 797,490,980
Net Current Asset 283,399,855 (53,186,459)
Grand Total 687,865,318 280,480,900
Significant accounting policies & Notes to Account -Sch -14
Schedule 1 to 14 forms Integral parts of Financial Statements.
Dhaval Buch, Chairman Ashok Gupta, Director Shrijeet Mishra, Director Ravi Bhakta Shrestha, Director
Sashi Raj Pande, Director Bharat Bahadur Thapa, Director Kamran Bakr, Managing Director Soumitra Bhowmick, Commercial Manager
A. B. Thapa As per our report of even date
Corp. Affairs, HR Manager For CSC & Co.
& Company Secretary Chartered Accountants
Madan Krishna Sharma ,FCA
Partner
Kathmandu

Annual Report 2009-10 13

Cash Flow Statement Unilever Nepal Limited
For the year ended 31, Ashad 2066 ( 15th July, 2009)

Figures in brackets represent deductions

(All Figures in NRs)
Current Year Previous Year

A Cash Flow from Operating Activities :

Net Profit 444,042,761 335,121,739
Adjustment
Add:-
-Depreciation 12,669,079 20,650,892
-Interest 26,738 129,055
-Provision for Income taxes 119,583,788 -
-Increase in other Provisions 16,826,382 104,242,933
-Loss in Sale/Written off of Fixed Assets 50,735 -
-Interest Received (11,848,502) (8,113,161)
Cash flow prior to change in working capital 581,350,981 452,031,458
Changes in Working Capital
-Decrease(increase) in current assets 235,167,623 (124,031,516)
-Increase ( Decrease) in current liabilities (32,446,752) (1,670,597)
-Interest payments (26,738) (129,055)
-Provisions(Decrease) - -
-Advance Income Tax Paid (134,510,185) (101,800,000)
Net Changes in Working Capital 68,183,948 (227,631,168)
Net cash flow from operation: 649,534,929 224,400,290
B Cash flow from Investment
-Sale/(purchase) of Fixed Assets (16,647,706) (11,934,631)
-Fixed Deposit (65,000,000) 30,000,000
-Sale of Govt Securities - -
-Interest/Dividend Received 11,848,502 8,113,161
Net cash flow from Investment: (69,799,204) 26,178,530
C Cash flow from Financial Activities
-Dividend Distribution (296,675,325) (253,192,500)
Net cash flow from financial activities: (296,675,325) (253,192,500)
Gross increase in cash/(Decrease) (A+B+C) 283,060,400 (2,613,680)
Opening Cash and Bank Balance 98,988,795 101,602,475
Closing Cash and Bank Balance 382,049,195 98,988,795

14 Hindustan Unilever Limited

Statement of Changes in Equity Unilever Nepal Limited
For the year ended 31st Ashad, 2066 (15th July, 2009)

(All Figures in NRs)

Particulars Share Captital Accumulated Total
Profit
Balance as at 32 Ashad 2064 92,070,000 142,717,140 234,787,140
(16th July 2007)
Changes in Accounting Policy - -
Restated Balance 92,070,000 142,717,140 234,787,140
Surplus on revaluation properties
Deficit on revaluation of Investments
Currency translation differences
Net gain/losses not recognised in the income statement
Net profit for the period 335,121,739 335,121,739
Dividend (299,227,500) (299,227,500)
Issue of share capital
Balance as at 31 Ashad 2065 (15th July 2008) 92,070,000 178,611,379 270,681,379
Balance as at 31 Ashad 2065 92,070,000 188,410,900 280,480,900
(15th July 2008)
Change in Accounting Policy(Deferred Tax Adj.) - -
Restated Balance 92,070,000 188,410,900 280,480,900
Surplus on revaluation of properties
Deficit on revaluation of Investments
Currency translation differences
Net gain/losses not recognised in the income statement
Net profit for the period 444,042,761 444,042,761
Prior Year Adjustment (Income Tax Provision for the Year 2003-04) (36,658,343) (36,658,343)
Dividend
Issue of share capital
Balance as at 31 Ashad 2066 92,070,000 595,795,318 687,865,318
(15th July 2009)
Dhaval Buch Ashok Gupta Shrijeet Mishra
Chairman Director Director
Ravi Bhakta Shrestha Sashi Raj Pande Bharat Bahadur Thapa
Director Director Director
Kamran Bakr Soumitra Bhowmick A. B. Thapa
Managing Director Commercial Manager Corp. Affairs, HR Manager & Company Secretary

As per our report on even date

For CSC & Co.
Chartered Accountants
Madan Krishna Sharma ,FCA
Partner
Kathmandu

Schedules to Balance Sheet

For the year ended 31st Ashad, 2066 (15th July, 2009) Figures in brackets represent deductions
(All Figures in NRs)
Current Year Previous Year

1. CAPITAL
Authorised Capital
3,000,000 Ordinary Shares of Rs 100 Each 300,000,000 300,000,000
Issued and Subscribed & Paid up Capital
920,700 Ordinary Shares of Rs 100/- each 92,070,000 92,070,000
Of the above:
I) 736,560 shares are held by Hindustan Unilever Limited, India.
ii) 46,035 share are held by Sibkrim Land & Industrial Co. Pvt. Ltd, Nepal
iii) 138,105 Shares are held by Public
2. Reserve and Retained Earning
Retained Earning
Transferred from Profit & Loss Account 595,795,318 188,410,900
Total 595,795,318 188,410,900

Annual Report 2009-10 15

Schedules Unilever Nepal Limited
For the year ended 31st Ashad, 2066 (15th July, 2009)
Figures in brackets represent deductions
3. FIXED ASSETS (All Figures in NRs)

GROSS BLOCK DEPRECIATION NET BLOCK

Depreciation Cost as at Additions Deductions Cost as at As at For the Deductions As at As at As at
Rates % 15.07.2008 15.07.2009 15.07-2008 year 15.07.2009 15.07.2009 15.07.2008

Land - 5,615,140 - - 5,615,140 - - - - 5,615,140 5,615,140

Building 5.0 114,766,970 - - 114,766,970 55,393,581 2,968,670 - 58,362,251 56,404,719 59,373,389
Plant & Machinery 15.0 219,955,584 13,813,061 (20,166,193) 213,602,452 154,871,222 8,119,974 (2,688,828) 160,302,370 53,300,083 65,084,361
Furniture & fixtures 25.0 14,040,045 657,116 (340,647) 14,356,514 12,005,828 487,873 (289,912) 12,203,789 2,152,725 2,034,217
Motor vehicle 20.0 3,054,727 - - 3,054,727 2,464,459 269,018 - 2,733,477 321,250 590,268
Computers 25.0 7,193,436 2,473,963 - 9,667,399 5,001,027 823,546 - 5,824,573 3,842,826 2,192,409
As at 15th July, 2009 364,625,902 16,944,140 (20,506,840) 361,063,202 229,736,119 12,669,081 (2,978,740) 239,426,460 121,636,742 134,889,784
Capital Work-in-Progress 5,328,055 16,647,706 (16,944,140) 5,031,621 - - - - 5,031,621 5,328,055
As at 15th July, 2009 369,953,957 33,591,846 (37,450,980) 366,094,823 229,736,119 12,669,081 (2,978,740) 239,426,460 126,668,363 140,217,839

(All Figures in NRs)

Current Year Previous Year

4. Inventories
Raw Materials 108,329,561 145,015,262
Stock In Transit 18,224,367 49,673,653
Packing Materials 45,501,382 68,241,828
Work-in-progress 3,929,617 7,474,433
Finished Goods - Manufactured 51,560,495 111,394,642
Finished Goods - Traded - -
Stores, Spares & Parts, etc 8,827,428 8,494,888
Promotional Items 4,955,267 13,832,661
Others 5,989,190 5,989,190
Total 247,317,307 410,116,557
5. Receivables (Sundry Debtors)
Secured Debtors 105,947,774 148,132,838
Unsecured Debtors - -
Debtors above six months - -
Other Receivables (Interest) 1,485,960 -
Less : Doubtful Debts (932,185) -
Total 106,501,549 148,132,838
6. Cash & Bank Balances
Cash Balance 36,827 39,033
Bank Balance 382,012,368 98,949,762
Total 382,049,195 98,988,795
7. Loans, Advances and Deposits
Loan and Advances
Staff Advance 3,785,432 3,611,136
Directors/ Managing Director - -
Officers - -
Others - -
Trade/Security Deposits 478,000 480,000
Advance Duty drawback/LDT 17,081,616 24,086,713
Less: Provision (17,081,616) (17,081,616)
Letter of Credit and Bank Guarantee Margins - -
Advance to Suppliers & Others 50,380,866 74,464,330
Pre-paid Expenses 1,684,949 1,505,768
Total 56,329,247 87,066,331
8. Trade and Other Payables
Short Term Loan
Secured :
Unsecured: - -
Total Short Term Loan - -
Deposits(Retention Money)
Sundry Creditors 252,398,604 287,839,131
Interest Payable on Loan - -
Advance from customer& Others - -
Deferred Liabilities
- Provident Fund 1,672,279 841,881
- Others - -
Deposits from Customers 400,000 400,000
Unclaimed Dividend 8,292,652 6,782,033
Amount payable to NLW Fund - -
TDS Payable & Others 3,937,661 3,284,903
Total 266,701,196 299,147,948

16 Hindustan Unilever Limited

Schedules Unilever Nepal Limited
For the year ended 31st Ashad, 2066 (15th July, 2009)

(All Figures in NRs)

Current Year Previous Year

9. Provisions
Provision for Royalty 8,937,522 7,655,268
Provision for
Staff Housing 73,678,866 74,133,596
Provision for Gratuity Fund - -
Provision for Pension Fund - -
Provision for Staff Bonus 56,362,655 43,312,174
Proposed Dividend - 299,227,500
Provision for Income Tax 537,964,559 379,852,216
Less: Advance Tax Deposit (508,229,773) (373,719,588)
Other Provisions 73,382,418 67,881,866
Total 242,096,247 498,343,032

Schedules
To Profit & Loss Account for the period Shrawan 1,2065 to 31st Ashad, 2066
(16th July, 2008 to 15th July, 2009)
Figures in brackets represent deductions
(All Figures in NRs)
Current Year Previous Year

10. SALES
Domestic - Manufactured 2,625,826,798 2,144,589,477
Net Sales 2,625,826,798 2,144,589,477
11. COST OF SALES
1. Material Consumed
A) Raw Material Op Stock 194,688,915 161,301,397
Purchases 1,063,776,387 978,510,574
Closing stock (Including Stock in Transit) (126,553,928) (194,688,915)
Consumption (A) 1,131,911,374 945,123,056
B) Packing Material Op Stock 68,241,828 38,703,004
Purchases 293,149,178 285,790,435
Closing stock (45,501,382) (68,241,828)
Consumption (B) 315,889,624 256,251,611
TOTAL MATERIAL CONSUMED (A+B) 1,447,800,998 1,201,374,667
2. Work In Process - Opening 7,474,433 2,841,074
- Closing (3,929,617) (7,474,433)
Net change in WIP 3,544,816 (4,633,359)
Total Material Cost of Finished Products (1+2) 1,451,345,814 1,196,741,308
Other Manufacturing Expenses
Salaries and Wages 29,935,034 30,331,642
PF contribution 2,091,252 2,253,157
Processing Charges 71,080,768 70,800,038
Welfare and Canteen 4,354,967 3,672,852
Electricity , Fuel ,Power & water 32,508,920 26,196,951
Repairs and Maintenance 18,325,156 17,175,143
Godown Rent 1,575,687 1,102,470
Insurance Charges 3,296,988 3,026,748
Quality Control charges 407,528 711,227
Royalty 10,514,733 9,006,199
Depreciation Bldg., P&M 11,088,642 18,622,151
TOTAL OTHER MANUFACTURING EXP 185,179,675 182,898,578
TOTAL MANUFACTURING COSTS 1,636,525,489 1,379,639,886
Finished Goods
Opening Stocks - Manufactured 111,592,191 94,024,655
- Traded - 199,814
Total 111,592,191 94,224,469
Closing Stocks - Manufactured 51,560,495 111,592,191
- Traded - -
Total 51,560,495 111,592,191
Variance 60,031,696 (17,367,722)
TOTAL COST OF SALES 1,696,557,185 1,362,272,164

Annual Report 2009-10 17

Schedules Unilever Nepal Limited
To Profit & Loss Account for the period Shrawan 1,2065 to 31st Ashad, 2066
(16th July, 2008 to 15th July, 2009)
(All Figures in NRs)
Current Year Previous Year

12. ADMINISTRATION OVERHEADS

Salaries 24,763,626 21,574,084
Contribution to PF & Pension fund 1,527,007 1,833,064
Rent 2,698,082 2,870,375
Power Light ,Fuel & Water 687,185 749,420
Travelling 8,478,616 13,331,957
Audit Fees & Expenses. 766,434 826,253
Taxes & Fees 7,467 20,367
Bank Charges 90,771 159,172
Miscellaneous Expenses 10,585,859 4,939,784
Depreciation-Computer,Car ,F&F 1,580,437 2,028,740
Telephone Expenses 2,413,015 2,660,905
Printing & Stationery/EDP Exps. 2,737,402 2,668,748
Purchased Service 4,293,839 4,244,274
Transportation of Employees 2,772,669 2,842,892
Total 63,402,409 60,750,035
13. OTHER INCOME
Sale of scrap, containers, drums etc 5,120,968 4,521,251
Interest received 11,848,502 8,113,161
Service Charges-Marketing of Unilever Products 66,968,946 39,303,871
Others 3,460,809 2,451,313
Total 87,399,225 54,389,596

Schedule - 14
SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS
A. The Company
Unilever Nepal Limited ("Company") is a public limited company listed in the Nepal Stock Exchange Ltd incorporated under the Companies Act, 2021 of
Nepal. The registered office of the Company and the principal place of business are located at Basamadi VDC-5, Makawanpur, Nepal.
The main objectives of the company are to manufacture, sell and distribute Detergents, Scourers, Laundry Soaps, Soap Noodles, Toilet Soap and
Personal products.

B. Accounting Policies
Significant accounting policies are summarized below:

1. Accounting Convention
The financial statements are prepared under the historical cost convention in accordance with applicable mandatory Nepal Accounting Standards
and relevant provisions of the Companies Act, 2063.

2. Revenue Recognition
Sales are recognized net of returns when goods are supplied in accordance with terms of sale. Sales comprise of sale price of goods excluding VAT.
Breakage and leakage claims from customers are charged as expenses upon approval.
Income earned from rendering Management & Marketing services to a Private Ltd. Company in Nepal for marketing and selling of Unilever
products has been shown under the head "Other Income" Separately.

3. Fixed Assets and Depreciation

— Fixed assets are stated at cost less depreciation. Cost includes inward freight, duties and taxes other than recoverable from the
Government, and expenses incidental to acquisition.
— Depreciation on Fixed Assets has been provided on written down value method at rates specified in Schedule II of the Income Tax Act 2058.
The corresponding rates at which the assets are depreciated are as follows:

18 Hindustan Unilever Limited

Schedules Unilever Nepal Limited
To Profit & Loss Account for the period Shrawan 1,2065 to 31st Ashad, 2066
(16th July, 2008 to 15th July, 2009)

Depreciation
Rate (%)
Building 5
Plant & Machinery 15
Furniture & Fixture 25
Motor Vehicles 20
Computer Accessories 25

4. Inventories
Inventories are valued at actual cost (on Weighted Average basis) or estimated net realizable value, whichever is lower, after providing
for cost of obsolescence and other anticipated losses, where considered necessary.

5. Foreign Currency Transactions

Transactions in foreign exchange, other than those covered by forward contracts, are accounted for at the exchange rates prevailing
on the date of transactions. Assets and Liabilities, if any, remaining unsettled at the end of the year, other than those covered by
forwards contracts, are translated at the closing rates. Realized gains and losses on Foreign Exchange transactions are recognized in
the Profit and Loss account.

6. Retirement benefits
— Liability of Gratuity to employees is determined on the basis of actuarial valuation and included in the salary & wages. Such fund
has been deposited with Citizen Investment Trust.
— Contributions to defined contribution schemes such as Provident Fund are charged to profit & Loss Account as incurred.
— In respect to local employees, periodic provident fund contributions are deposited with Karmachari Sanchaya Kosh. Contributions
to provident & Pension Funds of managers/officers seconded from Hindustan Unilever Limited, have been paid into the
provident/pension funds maintained by Hindustan Unilever Limited, Mumbai.

7. Income Tax
— Current income tax is recognized on the basis of the Income Tax Act 2058 and amendments thereto.
— Deferred tax amount is recognized subject to the consideration of the prudence on the tax effect of timing difference between the
taxable income and accounting income computed for the current accounting year and reversal of earlier year timing difference.
— Deferred Tax assets are recognized and carried forward to the extent there is a reasonable certainty except arising from carry
forward losses which are recognized to the extent that there is virtual certainty that sufficient future taxable income will be
available against such deferred tax assets.

8. Cash flow statement

Cash flows are reported using the indirect method, whereby net profit before tax is adjusted for the effects of transactions of a non-cash
nature and any deferrals of accruals of past or future cash receipts or payments. The cash flows from regular revenue generating & investing
activities of the company are segregated.

9. Staff Bonus
Staff Bonus has been provided at 10% of the net profit after such bonus.

10. Housing Fund

The balance in the housing fund, up to 2004/05 contribution, reached to Rs. 7.47 crores. Considering the existing number of employees the
accumulated fund is adequate to provide housing facilities to all the employees. However, the company has followed a policy to provide
housing loans to its employees through a bank under the company's guarantee. Accordingly, provision for employees housing fund as per
sec.41 of the Labour Act, 2048 has not been made from 2005-06 and onwards.

11. Production at third party Manufacturing Locations

The company has made arrangements for manufacturing of its licensed products with other third party manufacturers against payment of
fixed conversion cost only. The purchase value of materials, Conversion cost paid to such manufacturers and stock of inventories (material
as well as finished goods) related to such activity have been accounted in the books of the company.

Annual Report 2009-10 19

Statement Unilever Nepal Limited
Forming Part of the Profit and Loss Account
For the year ended 31st Ashad, 2066 (15th July, 2009)
C. Notes to Account

1. Non-current asset held for sale

Plant & Machinery having net book value of Rs. 174.77 lacs related with Ice Cream business has been shown under non-current assets held for sale as
the Company has decided to abandon the Ice-Cream project and a detailed plan is being worked out for fair & equitable exit from the business.

2. Deferred Taxation:
Deferred tax income of Rs. 1,870,212 has been recognized for deferred taxes after considering the effect of temporary differences.
Deferred tax income of Rs. 9,799,521 has been credited directly to equity after considering temporary difference, as it relates to prior periods.
Deferred taxes are calculated on temporary differences using an effective tax rate of 20% (previous year rate: 20%)
The items attributable to deferred tax assets/(liabilities) and their movement are as follows:

Balance Movement Balance

7/16/2008 During the year 7/15/2009
Property, plant and Equipment 10,444,208 967,571 11,411,779
Manufactured finished goods (644,688) 413,469 (231,218)
Provision for leave encashment - 27,978 27,978
Provision for IRB for HUL deputed - - -
Employees - 461,194 461,194
Total 9,799,521 1,870,212 11,669,733

3. Related Party Transactions:

Parent Third Key Mgt. Total Outstanding
Company Party Personnel transaction as on 31/3/2066
Purchase of Raw Materials 300,634,818 - - 300,634,818 (56,775,882)
Processing Charges - 71,080,768 - 71,080,768 (10,265,842)
Distribution Charges - 45,59,231 - 45,59,231 (5,31,330)
Remuneration Paid - - 30,798,679 30,798,679 62,35,537

Names of related parties and description of relationship:

1 Hindustan Unilever Limited Parent Company

2 Sibkrim Land Ind. Co. Pvt. Ltd Shareholder of the Company
3 Ganga Soap & Chemical Ind. Pvt. Ltd. Third party
4 National Soap Industries Pvt. Ltd. Third party
5 Unique Soap & Chemical Industries Third party

4. Key Management Personnel compensation

Particulars Amount (NRs.)

A. Short-term employee benefits 27,892,447

B. Post Employment benefits 2,906,232
C. Other Long term benefits Nil
D. Termination Benefits Nil
E. Share based payment Nil

20 Hindustan Unilever Limited

Statement Unilever Nepal Limited
Forming Part of the Profit and Loss Account
For the year ended 31st Ashad, 2066 (15th July, 2009)

5. Operating Lease
1. The future minimum lease payments under no cancellable operating lease are as follows:

Ganga Soap & Unique Soap Total

Particulars Chemical Ind.Pvt. Ltd. Industries
Not later than one year; 1,650,000 430,000 2,080,000
Later than one year and not later than five years; 6,600,000 1,720,000 8,320,000
Later than five years. 2,887,500 752,500 3,640,000
Total 11,137,500 16,942,500 28,080,000

2. The company has entered into agreements with Ganga Soap & Chemicals Industries Pvt. Ltd. and Unique Soap Industries for production of goods at
their location. For such purpose the company has provided plant and machineries to these parties on lease which are operating leases as per NAS 15.

Licensed Capacity Installed Capacity

Current Previous Current Previous
Year Year Year Year
6. 1 Licensed/Installed Annual capacities (Metric Tonnes)
*Detergents/Scourers/Laundry 36,250 36,250 35,500 35,500
Toilet Soaps 10,000 10,000 10,000 10,000
Personal Products 8,281 8,281 7,781 7,781
Soap Noodles 11,660 11,660 11,660 11,660
Tea 5,000 5,000 - -
Vanaspati 10,000 10,000 - -

The installed capacities are as per certificate given by the management on which the auditors have relied.

Current Previous
Year Year
6.2 Production/Purchases of Finished Goods (Metric Tonnes)
*Detergents/Scourers/Laundry 15,204 17,997
Toilet Soaps 5,783 5,887
Personal Products 3,099 2,410
Soap Noodles - -
Tea - -
Vanaspati - -
Total 24,086 26,294
* Produced at third Party locations

Current Year Previous Year

M.T. NRs. M.T. NRs.

6.3 Sales
*Detergents/Scourers/Laundry 15,417 713,789,228 17,917 665,232,413
Toilet Soaps 6,081 881,114,031 5,902 714,976,805
Personal Products 3,183 1,030,923,539 2,424 764,380,259
Soap Noodles - - - -
Tea - - - -
Vanaspati - - - -
Total 24,682 2,625,826,797 26,243 2,144,589,477

Annual Report 2009-10 21

Statement Unilever Nepal Limited
Forming Part of the Profit and Loss Account
For the year ended 31st Ashad, 2066 (15th July, 2009)

Current Year Previous Year

M.T. NRs. M.T. NRs.

6. 4 Closing Stock
*Detergents/Scourers/Laundry 601 18,166,795 814 26,962,885
Toilet Soaps 175 16,893,485 473 46,643,255
Personal Products 117 16,500,216 202 37,788,502
Soap Noodles - - - -
Tea - - - -
Vanaspati - - - -
Total 893 51,560,496 1,489 111,394,642

*Produced at third party manufacturing locations

Current Year Previous Year

M.T. NRs. M.T. NRs.

6. 5 Material Consumed
Raw, Chemicals, Perfumes etc. 21,239 1,131,911,374 23,579 945,123,056
Packing Materials - 315,889,623 - 256,251,610
Net Change in WIP 28 (3,544,816) (113) (4,633,359)
Finished Goods Variance 596 (60,031,696) (112) (17,367,722)
Total 21,863 1,511,377,510 23,354 1,179,373,585

7. Rounding off and Comparative Figures

The financial statements are presented in Nepalese Rupees, rounded off to the nearest rupee. Where necessary, amounts shown for the previous year have
been reclassified to facilitate comparison.

22 Hindustan Unilever Limited

Directors' Report Pond's Exports Limited
To the shareholders

DIRECTORS AUDITORS REGISTERED OFFICE

Sridhar Ramamurthy - Chairman M/s. Lovelock & Lewes New No.18, (Old No.123)
Shrijeet Mishra G. N. Chetty Road,
V. Balaraman T. Nagar, Chennai - 600 017
S. C. Srinivasan
Samardeep Subandh

Your Directors have pleasure in placing before you the Annual Report and the
Audited Accounts for the year ended 31st March, 2010 with corresponding figures
for the 15 months period ended 31st March, 2009. The corresponding figures for
the previous period are, therefore, not comparable with those of the current year.
FINANCIAL RESULTS Rs. Lakhs
12 months 15 months
period ended period ended
31st March, 2010 31st March, 2009
Turnover 6690.52 10472.79
Profit/(Loss) before tax and
exceptional items 195.24 (643.15)
Exceptional Items (net of tax) (240.35) (283.17)
Balance brought forward from
previous year (1389.24) (352.40)
Balance carried forward
to Balance Sheet (1514.46) (1389.24)
OPERATIONAL REVIEW
The Leather business returned to operating profitability during the year
after a focused restructuring exercise, despite severe recessionary trends in
the EU. China continues to attract large volumes from the EU and the USA
due to its well developed components market and significant cost
advantages compared to India's advantages of good quality leather and
ability to service small / complex orders. In order to drive synergy, both
upper and shoes divisions of the business were successfully combined to
focus on cost competitiveness and provide better customer services.
In recognition of the Company's export performance, the Council for Leather
Exports has given an award in the footwear component category.
In the coming year, the business continues to face the challenge of recessionary
trends in Europe, combined with steep appreciation of Rupee. The Company is
taking various initiatives to protect both sales and profits through addition of
new customers, optimising the China Design Centre tie-up, Cost Effectiveness
programmes and continuing cost control.
DIVIDEND
The Directors do not recommend any dividend for the year under review.
DIRECTORS
Mr. D. Sundaram resigned from the Board of Directors of the Company with effect
from 13th July, 2009. Mr. Ashok Gupta and Mr. Rishi Pardal resigned from the Board
of Directors of the Company with effect from 22nd March, 2010. The Board placed
on record its appreciation for the services rendered by them during their tenure as
the Directors of the Company.
Mr. Sridhar Ramamurthy was appointed as Additional Director of the Company with
effect from 13th July, 2009. Mr. Samardeep Subandh and Mr. Shrijeet Mishra were
appointed as Additional Directors of the Company with effect from 22nd March, 2010.
These Directors would vacate office at the forthcoming Annual General Meeting as
per Section 260 of the Companies Act, 1956. Necessary notices have been received
from certain members under Section 257 of the Companies Act, 1956 signifying
their intention to propose the appointment of Mr. Sridhar Ramamurthy, Mr.
Samardeep Subandh and Mr. Shrijeet Mishra, as Directors of the Company at the said
Annual General Meeting.
Consequent to the resignation of Mr. D. Sundaram from the Board,
Mr. Sridhar Ramamurthy was appointed as the Chairman of the Board of Directors.
In accordance with the Articles of Association of the Company and the Companies
Act, 1956, Mr. V. Balaraman and Mr. S. C. Srinivasan, Directors of the Company
retire by rotation from the Board of Directors at the forthcoming Annual General
Meeting and being eligible, offer themselves for re-appointment.
Mr. Santosh Somani was appointed as the wholetime Company Secretary of the
Company by the Board of Directors with effect from 13th July, 2009 in place of
Mr. S. Raghunathan who resigned with effect from 13th July, 2009. The Board
placed on record its appreciation of the services rendered by him during his
tenure as Secretary of the Company.
RESPONSIBILITY STATEMENT
The Directors confirm that:
i. in the preparation of the annual accounts, the applicable accounting
standards have been followed and that no material departures have been
made from the same;
ii. they have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs of
the Company at the end of the financial year and of the profit or loss of
the Company for that period;
iii. they have 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; and
iv. they have prepared the annual accounts on a going concern basis.
AUDIT COMMITTEE
The Audit Committee met four times this year on 10th May, 2009,
13th July, 2009, 6th November, 2009 and 22nd March, 2010.
The Audit Committee constituted under Section 292A of the Companies
Act, 1956 was reconstituted during the year consequent to the resignation
of Mr. D. Sundaram and Mr. Rishi Pardal. The Audit Committee currently
consists of Mr. Sridhar Ramamurthy, Mr. V. Balaraman, Mr. Samardeep Subandh
and Mr. S. C. Srinivasan as members. Mr. Sridhar Ramamurthy acts as the
Chairman of the Committee.
DEPOSITS
The Company has not accepted any fixed deposits from public during the year
under review.
PERSONNEL
The particulars of employees who attract provision under Section 217(2A) of
the Companies Act, 1956 are annexed to this Report.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN
EXCHANGE EARNINGS AND OUTGO
Details of Energy Conservation (required as per the Company's disclosure of
particulars in the Report of the Board of Directors Rules, 1988) are given in
Annexure to this Report.
AUDITORS
M/s. Lovelock & Lewes, Chartered Accountants, are liable to retire at the
conclusion of the forthcoming Annual General Meeting and being eligible, offer
themselves for re-appointment. The Board recommends their re-appointment.
SAFETY, HEALTH, ENVIRONMENT AND QUALITY
The Company is committed to excellence in safety, health, environment and
quality management. It accords the highest priority to the health and safety
of its employees, customers and other stakeholders as well as to the
protection of the environment. The management of the Company is strongly
focused on continuous improvement in these areas which are fundamental
to the sustainable growth of the Company.
ACKNOWLEDGEMENTS
The Directors take this opportunity to thank all the stakeholders for their
support and co-operation.
By Order of the Board
Place: Mumbai Sridhar Ramamurthy
Date: 24th May, 2010 Chairman

Annual Report 2009-10 23

Annexure to the Directors' Report Pond's Exports Limited

Disclosure of Particulars With Respect To Conservation Of Energy

Period ended Period ended

CONSERVATION OF ENERGY 31/03/2010 31/03/2009
A POWER AND FUEL CONSUMPTION
1 Electricity
(a) Purchased
Unit Lakh KWH 0.62 5.25
Total Amount Rs. Lakhs 3.22 19.31
Rate / Unit Rs. 5.19 3.68
(b) Own Generation
(i) Through own generator
Amount
Unit Lakh KWH 0.15 0.23
Unit per ltr of diesel oil KWH 1.24 1.95
Cost per unit Rs. 11.41 18.67
(ii) Through steam turbine / generator
2 COAL Nil Nil
(Quality C and D grade used in boilers)
Quantity Tonnes
Total Cost Rs. Lakhs
Average Rate Rs.
3 FURNACE OIL Nil Nil
Quantity KI
Total Cost Rs. Lakhs
Average Rate Rs.
4 OTHERS (Rice husk, coffee husk, Nil Nil
Coconut shells, etc.)
Quantity Tonnes
Total Cost Rs. Lakhs
Average Rate Rs.
5 OTHER / INTERNAL GENERATION Nil Nil
a Natural Gas
Quantity ('000 Scm)
Total Cost Rs. Lakhs
Rate / Unit Rs.
b H.S.D. oil for transport etc., Nil Nil
Quantity KI
Total Cost Rs. Lakhs
Average Rate Rs.
c Petrol for transport etc., Nil Nil
Quantity KI
Total Cost Rs. Lakhs
Average Rate Rs.

Electricity Furnace Oil Coal

CONSERVATION OF ENERGY (Kwh/Pair)
B Consumption per unit of production
Leather Shoes / Upper Nil Nil Nil
Previous year 2.71 Nil Nil

Period ended Period ended

CONSERVATION OF ENERGY 31/03/2010 31/03/2009
C Foreign Exchange Earnings and Outgo
Form C
I Earnings in Foreign Exchange Rs. Lakhs 5616.61 8913.10
II Foreign Exchange Outgo Rs. Lakhs 558.05 1518.05

Information as per Section 217(2-A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 and forming part of the
Directors' Report for the year ended 31st March, 2010
Name Age Qualification Date Of Designation /Nature Of Duties Remuneration Received Exper- Last Employment
Employment Gross Net ience Name of the Employer
1 2 3 4 5 6 7 8 9

* Fazlullah S M 58 B.Sc 17/08/1983 General Manager - Leather Exports, Chennai 5,107,494 3,633,273 36 Finishing Technician, Kannivkkam, Presidency Kid Leather (P) Ltd
* Haidry Md Wasim 50 DIP 01/03/1993 Business Manager - Shoes 1,842,895 1,187,026 26 Group Superintendent - Tannery, Bata India Limited
Rajangam David V 44 BE 01/07/1988 Commercial Manager 3,663,059 2,608,476 21 -
Ramesh Hande 46 FICWA 05/02/2007 Commercial Manager - Leather Exports, Chennai 2,910,376 2,133,651 26 Dy. General Manager - Commercial, Godrej Agrovet Ltd

* Employed for only part of the year

Remuneration Received Gross includes salary, allowances, commission, performance linked variable pay disbursed, taxable value of perquisites and Company's contribution to provident fund.
Remuneration received net includes salary, allowances and commission, less income tax and employees' contribution to provident fund - Remuneration excludes provisions for/contributions to
pension, gratuity and leave encashment, special awards, payments made in respect of earlier years including those pursuant to settlements during the year, payments made under voluntary
retirement schemes and stock options granted. However, contribution to pension in respect of employees who have opted for contribution defined scheme has been included - Nature of
employment is contractual for employees - Other terms and conditions as per Company's Rules - None of these employees is related to any Director of the Company.

By Order of the Board

Place: Mumbai Sridhar Ramamurthy

Date: 24th May, 2010 Chairman

24 Hindustan Unilever Limited

Auditors' Report Pond's Exports Limited
To the members of Pond's Exports Limited

1. We have audited the attached Balance Sheet of Pond's Exports Limited (the "Company")
as at 31st March 2010, and the related Profit and Loss Account and Cash Flow Statement
for the year ended on that date annexed thereto, which we have signed under
reference to this report. These financial statements are the responsibility of the
Company's Management. Our responsibility is to express an opinion on these financial
statements based on our audit.
2. We conducted our audit in accordance with the auditing standards generally
accepted in India. Those 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 statements. 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.
3. As required by the Companies (Auditor's Report) Order, 2003, as amended by the
Companies (Auditor's Report) (Amendment) Order, 2004 (together the "Order"),
issued by the Central Government of India in terms of sub-section (4A) of Section 227
of 'The Companies Act, 1956' of India (the 'Act') and on the basis of such checks of the
books and records of the Company as we considered appropriate and according to
the information and explanations given to us, we give in the Annexure a statement on
the matters specified in paragraphs 4 and 5 of the Order.
4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that:
(a) We have obtained all the information and explanations which, to the best of our
knowledge and belief, were necessary for the purposes of our audit;
(b) In our opinion, proper books of account as required by law have been kept by the
Company so far as appears from our examination of those books;
(c) The Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt
with by this report are in agreement with the books of account;
(d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow
Statement dealt with by this report comply with the accounting standards
referred to in sub-section (3C) of Section 211 of the Act;
(e) On the basis of written representations received from the directors, as on 31st
March 2010 and taken on record by the Board of Directors, none of the
directors is disqualified as on 31st March 2010 from being appointed as a
director in terms of clause (g) of sub-section (1) of Section 274 of the Act;
(f) In our opinion and to the best of our information and according to the
explanations given to us, the said financial statements together with the
notes thereon and attached thereto give, in the prescribed manner, the
information required by the Act, and give a true and fair view in conformity
with the accounting principles generally accepted in India:
(i) in the case of the Balance Sheet, of the state of affairs of the company as
at 31st March 2010;
(ii) in the case of the Profit and Loss Account, of the loss for the year ended
on that date; and
(iii) in the case of the Cash Flow Statement, of the cash flows for the year
ended on that date.
For LOVELOCK & LEWES
Firm Registration No. 301056E
Chartered Accountants
A J Shaikh
Place: Chennai Partner
Date: 24th May, 2010 Membership No. 203637

Annexure to the Auditor's Report

Referred to in paragraph 3 of the Auditors' Report of even date to the members of Pond's Exports Limited on the financial statements for the year ended 31st March 2010

1. (a) The Company is maintaining proper records showing full particulars, including appropriate authorities. There are no outstanding dues in respect of the above
quantitative details and situation, of fixed assets. items that are more than six months old as at the balance sheet date.
(b) The fixed assets are physically verified by the Management according to a phased (b) According to the information and explanations given to us and the records of the
programme designed to cover all the items over a period of two years which, in our Company examined by us, the particulars of dues of income-tax, sales-tax, wealth-
opinion, is reasonable having regard to the size of the Company and the nature of its tax, service-tax, valued added tax, customs duty, excise duty and cess as at 31st
assets. Pursuant to the programme, fixed assets were physically verified by the March 2010 which have not been deposited on account of a dispute, are as follows:
Management during the previous year and no material discrepancies between the
book records and the physical inventory have been noticed. Name of the Nature of Amount Period to which Forum where
(c) In our opinion and according to the information and explanations given to us, a Statute dues (Rs.'000) the amount the dispute is
substantial part of fixed assets has not been disposed of by the Company during the year. relates pending
2. (a) The inventory (excluding stocks with third parties) has been physically verified Central Excise duty 402 1999-2004 Customs Excise &
by the Management during the year. In respect of inventory lying with third Excise Act including penalty Service Tax
parties, these have substantially been confirmed by them. In our opinion, the Appellate Tribunal,
frequency of verification is reasonable. Chennai
(b) In our opinion, the procedures of physical verification of inventory followed by
the Management are reasonable and adequate in relation to the size of the 10. The Company has accumulated losses amounting to Rs. 151,075 thousands as at
Company and the nature of its business. 31st March, 2010, which is more than fifty percent of its net worth. The Company
(c) On the basis of our examination of the inventory records, in our opinion, the has also incurred cash losses in the financial year ended on that date and in the
Company is maintaining proper records of inventory. The discrepancies noticed on immediately preceding financial year.
physical verification of inventory as compared to book records were not material. 11. According to the records of the Company examined by us and the information and
3. (a) The Company has not granted any loans, secured or unsecured, to companies, firms explanation given to us, the Company has not defaulted in repayment of dues to
or other parties covered in the register maintained under Section 301 of the Act. any financial institution or bank or debenture holders as at the balance sheet date.
(b) The Company has not taken any loans, secured or unsecured, from companies, firms 12. The Company has not granted any loans and advances on the basis of security by
or other parties covered in the register maintained under Section 301 of the Act. way of pledge of shares, debentures and other securities.
4. In our opinion and according to the information and explanations given to us, there is 13. The provisions of any special statute applicable to chit fund / nidhi / mutual
an adequate internal control system commensurate with the size of the Company benefit fund/ societies are not applicable to the Company.
and the nature of its business for the purchase of inventory, fixed assets and for the 14. In our opinion, the Company is not a dealer or trader in shares, securities,
sale of goods and services. Further, on the basis of our examination of the books and debentures and other investments.
records of the Company, and according to the information and explanations given to 15. In our opinion and according to the information and explanations given to us, the
us, we have neither come across nor have been informed of any continuing failure to Company has not given any guarantee for loans taken by others from banks or
correct major weaknesses in the aforesaid internal control system. financial institutions during the year.
5. According to the information and explanations given to us, there have been no 16. The Company has not obtained any term loans.
contracts or arrangements referred to in Section 301 of the Act during the year to be 17. On the basis of an overall examination of the balance sheet of the Company, in our
entered in the register required to be maintained under that Section. Accordingly, opinion and according to the information and explanations given to us, there are
the question of commenting on transactions made in pursuance of such contracts or no funds raised on a short-term basis which have been used for long-term
arrangements does not arise. investment.
6. The Company has not accepted any deposits from the public within the meaning of 18. The Company has not made any preferential allotment of shares to parties and companies
Sections 58A and 58AA of the Act and the rules framed there under. covered in the register maintained under Section 301 of the Act during the year.
7. In our opinion, the Company has an internal audit system commensurate with its size 19. The Company has not issued any debentures during the year.
and nature of its business. 20. The Company has not raised any money by public issues during the year.
8. We have broadly reviewed the books of account maintained by the Company in respect of 21. During the course of our examination of the books and records of the Company,
products where, pursuant to the Rules made by the Central Government of India, the carried out in accordance with the generally accepted auditing practices in India,
maintenance of cost records has been prescribed under clause (d) of sub-section (1) of Section and according to the information and explanations given to us, we have neither
209 of the Act, and are of the opinion that prima facie, the prescribed accounts and records come across any instance of fraud on or by the Company, noticed or reported
have been made and maintained. We have not, however, made a detailed examination of the during the year, nor have we been informed of such case by the Management.
records with a view to determine whether they are accurate or complete.
9. (a) According to the information and explanations given to us and the records of the For LOVELOCK & LEWES
Company examined by us, in our opinion, except dues in respect of service tax, Firm Registration No. 301056E
the Company is generally regular in depositing the undisputed statutory dues Chartered Accountants
including provident fund, investor education and protection fund, employees' A J Shaikh
state insurance, income-tax, sales-tax, valued added tax, wealth tax, customs Place: Chennai Partner
duty, excise duty, cess and other material statutory dues as applicable with the Date: 24th May, 2010 Membership No. 203637

Annual Report 2009-10 25

Profit and Loss Account Pond's Exports Limited
For the year ended 31st March, 2010

Figures in brackets represent deductions

Rs.'000
Schedule For the year ended For the period ended
31st March, 2010 31st March, 2009
INCOME
Sales 15 669,052 1,047,279
Other Income 16 662 2,186
669,714 1,049,465
EXPENDITURE
Operating Expenses 17 - 19 (635,980) (1,080,382)
Depreciation (2,936) (3,785)
Interest (11,274) (29,613)
(650,190) (1,113,780)
PROFIT/(LOSS) FOR THE YEAR/PERIOD BEFORE TAXATION AND EXCEPTIONAL ITEMS 19,524 (64,315)
Deferred Tax (8,011) (9,852)
Fringe Benefit Tax - (1,200)
PROFIT/(LOSS) FOR THE YEAR/PERIOD AFTER TAXATION
AND BEFORE EXCEPTIONAL ITEMS 11,513 (75,367)
Exceptional Items(net of tax) -Refer Note 23 in Schedule 20 (24,035) (28,317)
NET LOSS (12,522) (103,684)
Balance brought forward (138,924) (35,240)
(151,446) (138,924)
Loss Per Share (Rs.) - Basic and Diluted (Face Value of (1.28) (10.58)
Rs. 10 each) (Refer Note 22 of Schedule 20)
Notes on Accounts 20

Schedules 15 to 20 annexed are an integral part of this Profit & Loss account.
This is the Profit & Loss account referred to in our report of even date. On behalf of the Board
For LOVELOCK & LEWES R Sridhar
Firm Registration No. 301056E Chairman
Chartered Accountants
A. J. Shaikh
Partner S C Srinivasan
Membership No.203637 Director
Chennai Mumbai
Date: 24th May, 2010 Date: 24th May, 2010

Balance Sheet Figures in brackets represent deductions

As at 31st March, 2010 Rs.'000
Schedule As at As at
31 March, 2010 31 March, 2009
SOURCES OF FUNDS
Shareholders' Funds
Capital 1 98,001 98,001
Reserves and Surplus 2 - -
98,001 98,001
Loan Funds
Secured Loans 3 104,906 116,381
Unsecured Loans 4 13,480 45,488
118,386 161,869
216,387 259,870
APPLICATION OF FUNDS
Fixed Assets 5
Gross Block 62,025 63,081
Depreciation (21,823) (19,432)
Net Block 40,202 43,649
Investments 6 50 50
Deferred Tax
Deferred Tax Asset 7 21,213 25,349
Current Assets, Loans and Advances
Inventories 8 59,521 125,791
Sundry Debtors 9 77,536 77,514
Cash and Bank Balances 10 6,420 13,293
Loans and Advances 11 43,058 49,547
186,535 266,145
Current Liabilities and Provisions
Liabilities 12 (181,613) (211,184)
Provisions 13 (1,075) (2,692)
(182,688) (213,876)
Net Current Assets 3,847 52,269
Profit & Loss Account 14 151,075 138,553
216,387 259,870
Notes on Accounts 20

Schedules 1 to 14 and 20 annexed are an integral part of this Balance Sheet.

This is the Balance Sheet referred to in our report of even date. On behalf of the Board
For LOVELOCK & LEWES R Sridhar
Firm Registration No. 301056E Chairman
Chartered Accountants
A. J. Shaikh
Partner S C Srinivasan
Membership No.203637 Director
Chennai Mumbai
Date: 24th May, 2010 Date: 24th May, 2010

26 Hindustan Unilever Limited

Cash Flow Statement Pond's Exports Limited
For the year ended on 31st March, 2010

Rs. '000
For the year ended For the period ended
31st March, 2010 31st March, 2009
A. Cash Flow from Operating Activities :
Profit/(Loss) before exceptional item and taxation 19,524 (64,315)
Adjustments for :
Depreciation 2,936 3,785
Deficit on Sale of Fixed Assets/Asset write off 949 11
Profit on restatement of foreign currency (344) (2,359)
Interest Income (245) (306)
Dividend Income - (325)
Interest Expenditure 11,274 29,613
14,570 30,419
Operating profit before Working Capital Changes 34,094 (33,896)
Adjustments for :
Trade and Other Receivables 6,512 61,081
Inventories 66,270 62,050
Trade Payables and Other Liabilities (30,845) (9,711)
41,937 113,420
Cash generated from operations 76,031 79,524
Compensation paid under Voluntary Retirement Scheme (27,910) (37,666)
Income Taxes Paid (including Tax Deducted at Source Rs. 13(000),
Previous Year Rs. 37(000) (43) (1,330)
Net Cash from operating Activities.............................. A 48,078 40,528
B. Cash Flow from Investing Activities :
Purchase of Investments - (72,500)
Sale of Investments - 72,500
Purchase of fixed assets (439) (2,347)
Sale of Fixed Assets - 155
Interest received 245 306
Dividend received - 325
Net Cash used in Investing Activities.......................................... B (194) (1,561)
C. Cash Flow from Financing Activities :
Interest paid (11,274) (29,613)
Inter corporate deposit ((paid)/received) (30,000) 15,000
Bank overdrafts, Export Packing Credit etc. (net) (13,483) (12,059)
Net Cash used in Financing Activities............................. C (54,757) (26,672)
Net Increase/(Decrease) in Cash and Cash equivalents... (A+B+C) (6,873) 12,295
Cash and Cash equivalents as at 1st April (Opening Balance) 13,293 998
Cash and Cash equivalents as at 31st March (Closing Balance) 6,420 13,293

This is the Cash Flow Statement referred to in our report of even date.

On behalf of the Board

For LOVELOCK & LEWES R Sridhar

Firm Registration No. 301056E Chairman
Chartered Accountants
A. J. Shaikh S C Srinivasan
Partner Director
Membership No.203637
Chennai Mumbai
Date: 24th May, 2010 Date: 24th May, 2010

Annual Report 2009-10 27

Schedules Pond's Exports Limited
Forming part of the Balance Sheet as at 31st March, 2010

Rs. '000
As at As at
31st March, 2010 31st March, 2009
1. CAPITAL
Authorised
10,000,000(Previous Year 10,000,000) Equity Shares of Rs 10 each 100,000 100,000
Issued and Subscribed
9,800,147(Previous Year 9,800,147) Equity Shares of Rs. 10 each fully called and paid
(All Shares are held by Hindustan Unilever Limited, the holding company and its nominees) 98,001 98,001
98,001 98,001
2. RESERVES AND SURPLUS
General Reserve
As per last Balance Sheet 371 371
Less : Profit and Loss Account as per contra (371) - (371) -
- -

Rs. '000
As at As at
31st March, 2010 31st March, 2009
3. SECURED LOANS
Export Packing Credit
- secured by hypothecation of stocks, book debts, etc. 104,906 116,381
104,906 116,381
4. UNSECURED LOANS
From Hindustan Unilever Limited, the holding company 10,000 40,000
Bank overdraft - Book 3,480 5,488
13,480 45,488

5. FIXED ASSETS Rs. '000

GROSS BLOCK AT COST DEPRECIATION NET BLOCK

Cost Additions Deduc- Cost As at Additions Deduc- As at As at As at

As at tions as at 31st 1st April, tions/ 31st 31st 31st
1st April, March, 2009 Adjust- March, March, March,
2009 2010 ments 2010 2010 2009

Freehold Land 1,116 - - 1,116 - - - - 1,116 1,116

Buildings 13,803 - (113) 13,690 2,610 367 (22) 2,955 10,735 11,193
Plant and Machinery 40,158 214 (1,153) 39,219 12,555 2,110 (395) 14,270 24,949 27,603
Furniture, Fittings and
Office Equipment 8,004 225 (229) 8,000 4,267 459 (128) 4,598 3,402 3,737
Total 63,081 439 (1,495) 62,025 19,432 2,936 (545) 21,823 40,202 43,649
Previous Year 61,355 2,347 (621) 63,081 16,102 3,785 (455) 19,432

Rs. '000
As at As at
31st March, 2010 31st March, 2009
6. INVESTMENTS
(Long term, unquoted, non-trade, at cost)
Name of Fund Scheme
IDFC Mutual Fund IDFC Liquid Fund - Daily Dividend (Units Purchased
and sold during the year Nil) (Previous Year 24,995)
Unit Trust Of India 5,000 Master Gain 92 of Rs 10/each 50 50
50 50
7. DEFERRED TAX ASSET
On fiscal allowances on fixed assets 2,308 1,201
On Voluntary Separation Scheme 16,562 20,894
On others 2,343 3,254
21,213 25,349

28 Hindustan Unilever Limited

Schedules Pond's Exports Limited
Forming part of the Balance Sheet as at 31st March, 2010 (contd.)

Rs. '000
As at As at
31st March, 2010 31st March, 2009
8. INVENTORIES
(at lower of cost and net realisable value)
Stores and spare parts, etc. 140 3,245
Raw materials 41,558 77,762
Packing materials 855 1,609
Work-in-progress 9,486 26,267
Finished goods 7,482 16,908
59,521 125,791
9. SUNDRY DEBTORS (unsecured)
Considered good
Over 6 months old 26,963 18,473
Others 50,573 59,041
77,536 77,514
Considered doubtful
Over 6 months old 5,880 4,556
Others - -
5,880 4,556
83,416 82,070
Less: Provision for doubtful debts (5,880) (4,556)
77,536 77,514
10. CASH AND BANK BALANCES
Cash on hand 129 255
With Scheduled banks - on current accounts 6,291 3,038
- on Fixed Deposits - 10,000
6,420 13,293
11. LOANS AND ADVANCES
(Unsecured, considered good unless otherwise stated)
Advances recoverable in cash or in kind or for value to be received 28,835 43,360
Deposits with Customs, Port Trust, Excise, etc. 1,126 29,961 689 44,049
Less: Provn for Doubtful Deposits & Advances - (344)
Gain on Mark to Market relating to outstanding Forward Covers 7,210 -
Advance Tax paid (including Tax Deducted at Source) 5,887 5,842
Less: Provision tax Rs. 25,871(000), Prev year Rs. 25,871(000)
43,058 49,547
12. LIABILITIES
Sundry Creditors
Total outstanding dues of micro and small enterprises* - -
Total outstanding dues of creditors other than micro and small enterprises 179,131 179,131 195,314 195,314
Other Liabilities 2,482 5,183
Loss on Mark to Market relating to outstanding Forward Covers - 10,687
181,613 211,184
* Refer Note No.17 on Schedule 20
13. PROVISIONS
Provision for Compensated Absences 163 1,088
Provision for Jubilee Award Benefit 468 1,160
Provision for Fringe Benefit Tax 444 444
Less: FBT Advance Tax Rs. 5,159 (000), Prev Year Rs. 5,159(000)
1,075 2,692
14. PROFIT AND LOSS ACCOUNT
Balance as per Profit & Loss Account 151,446 138,924
Less: General Reserve per contra (371) (371)
151,075 138,553

Annual Report 2009-10 29

Schedules Pond's Exports Limited
Forming part of Profit and Loss Account for the period ended 31st March, 2010

Rs. '000
Year ended Period ended
31st March, 2010 31st March, 2009
INCOME
15. Sales 672,387 1,054,686
Less: Excise duty (3,335) (7,407)
669,052 1,047,279
Sales include export incentives 60,335 89,454
16. Other income
Interest received on Fixed Deposits 245 306
[Tax Deducted at Source - Rs. 13(000) , Previous year Rs. 37(000)]
Dividend Received - 325
Miscellaneous Income 417 1,555
662 2,186
OPERATING EXPENSES
17. Materials consumed
Raw Materials consumed 378,659 716,287
Packing Materials consumed 15,880 29,772
Purchase of goods 3,257 5,281
18. General Expenditure
Salaries, Wages, Bonus, etc. 33,896 67,640
Contribution to Provident and Other Funds 2,918 8,365
Workmen and Staff Welfare Expenses 2,643 4,626
Processing Charges 94,554 124,751
Consumption of Stores and Spare Parts 2,890 1,183
Repairs and Maintenance - Buildings 842 982
- Plant and Machinery 2,318 2,556
- Others 525 103
Power, Light, Fuel and Water 657 1,021
Rent 5,088 7,190
Rates and Taxes 502 707
Carriage and Freight 22,956 38,859
Agents' Commission and Brokerage 5,116 11,300
Provision for doubtful debts and advances 1,324 549
Travelling and Motor Car Expenses 5,561 10,480
Deficit on Fixed Assets scrapped, etc. 949 11
Miscellaneous Expenses (Refer Note 13 on Schedule 20) 27,918 50,907
19. Stocks
Opening Stocks - Work-in-progress 26,267 14,934
- Finished goods 16,908 24,646
Closing Stocks - Work-in-progress (9,486) (26,267)
- Finished goods (7,482) (16,908)
Excise duty (Increase)/ Decrease of Finished Goods 1,320 1,407
635,980 1,080,382

20. NOTES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED 31ST MARCH, 2010
1. Significant Accounting Policies
(a) Basis of Accounting
The Financial Statements are prepared to comply in all material aspects with all the applicable accounting principles in India, the applicable
accounting standards notified under Section211(3C) of the Companies Act, 1956 and the relevant provisions of the Companies Act, 1956.
Expenses are accounted for on accrual basis and provision is made for all known losses and liabilities.
(b) Fixed Assets and Depreciation
Fixed Assets are stated at cost less depreciation. Depreciation is provided from the date the assets are put to use on straight line method at the
rates and in the manner specified under Schedule XIV of the Companies Act, 1956, except
a) For Computers and Related assets which are depreciated over 4 years and
b) For Motor Vehicles which are depreciated over 5.7 years
Fixed assets costing Rs. 5,000 or less are fully depreciated in the year of acquisition.
Impairment loss is provided to the extent the carrying amount of assets exceed their recoverable amount. Recoverable amount is the higher of
an asset’s net selling price and its value in use. Value in use is the present value of estimated future cash flows expected to arise from the
continuing use of an asset and from its disposal at the end of its useful life. Net selling price is the amount obtainable from the sale of an asset in
an arm’s length transaction between knowledgeable, willing parties, less the costs of disposal.
(c) Investments
Investments are classified into current and long term investments. Current investments are stated at the lower of cost and fair value .Long-term
Investments are stated at cost. A provision for diminution is made to recognise a decline, other than temporary, in the value of long-term
investments.

30 Hindustan Unilever Limited

Notes Pond's Exports Limited
Forming part of the Accounts for the year ended 31st March, 2010 (contd.)

(d) Inventories
Inventories are valued at the lower of cost, computed on a weighted average basis, and estimated net realisable value, after providing for cost
of obsolescence and other anticipated losses, wherever considered necessary. Finished goods and work-in-progress include costs of conversion
and other costs incurred in bringing the inventories to their present location and condition.
(e) Sundry Debtors and Loans
Sundry Debtors and Loans and Advances are stated after making adequate provisions for doubtful balances.
(f) Foreign Currency Transactions
Foreign Currency transactions are accounted at the exchange rates prevailing at the date of the transaction. Gains and losses resulting from the
settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies are recognised in
the profit and loss account.
Forward exchange contract outstanding as at the period end on account of firm commitment/highly probable forecast transaction are marked
to market and the resultant gain/loss is dealt in the profit and loss account.
(g) Revenue Recognition
Sales are recognised when goods are supplied and are recorded net of trade discounts, rebates, sales tax and excise duty. Sales also includes
export incentives which are accounted on accrual basis.
(h) Employee Benefits:
The Contributions to defined contribution schemes such as Provident Fund and Employee State Insurance Corporation are charged to the Profit
and Loss account as incurred. In respect of certain employees, Provident Fund contributions are made to a Trust administered by the Holding
Company, Hindustan Unilever Limited. The remaining contributions are made to a government administered Provident Fund towards which the
Company has no further obligation beyond its monthly contribution. Gratuity is the Defined Benefit Obligation and the gratuity fund assets are
being controlled by separate independent trust for entire Hindustan Unilever Limited and its subsidiaries including Pond's Export Limited. The
Liability of other short term employee benefits like Leave Encashment is determined as the undiscounted amount of short term employee
benefits expected to be paid in exchange for the services rendered by employees and is recognized during the period when the employee
renders the service.
(i) Taxes on Income
Current tax including Fringe Benefit Tax is determined as the amount of tax payable to the taxation authorities in respect of taxable income for
the period. Deferred tax is recognised, subject to the consideration of prudence, on timing differences, being the difference between taxable
income and accounting income that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax assets
are not recognised on unabsorbed depreciation and carry forward of losses unless there is a virtual certainty that sufficient future taxable
income will be available against which such deferred tax assets can be realised.
(j) Provisions
A provision is recognised when there is a present obligation as a result of past event and it is probable that an outflow of resources will be
required to settle the obligation, in respect of which reliable estimate can be made. Provision is not discounted to its present value and is
determined based on the best estimate required to settle the obligation at the year end date. These are reviewed at each year end date and
adjusted to reflect the best current estimate.
(k) Earning Per Share
The earnings considered in ascertaining the Company’s Earnings per share comprises the Net-Profit/Loss after tax. The number of shares used
in Basic Earnings per share is weighted average number of shares outstanding during the year.

Rs. '000
As at As at
31st March, 2010 31st March, 2009
2. Contingent Liabilities
Claims made against the company not acknowledged as debts
a) Excise matters 501 501
b) Outstanding Letters of Credit/Acceptances/Shipping Guarantees/Customs BG 12,322 1,571

Pairs
Licensed Capacity Installed Capacity*
2009-10 2008-09 2009-10 2008-09
3. Licensed and Installed Capacity
Footwears, Shoe uppers and Other Components 600,000 600,000 600,000 600,000

*Installed capacity is as certified by the management and relied upon by the auditors, being a technical matter. Consequent to the closure of Tindivanam,
Mettuplayam and Pondichery factories the Licenced & Installed Capacities have been reduced in the previous year

Annual Report 2009-10 31

Notes Pond's Exports Limited
Forming part of the Accounts for the year ended 31st March, 2010 (contd.)

Year ended Period ended

31st March, 2010 31st March, 2009
Pairs Rs. '000 Pairs Rs. '000

4. Production and Sales

Production*
Footwears, Shoe Uppers and Other Components 1,161,902 - 2,139,910 -
Sales
Footwears, Shoe Uppers and Other Components 1,178,913 662,283 2,136,391 1,013,892
Others - 6,769 - 33,387
669,052 1,047,279
* includes production of 1,161,902 pairs carried out by third parties. (Previous year 1,920,090 pairs) ;
Socks production and sales of 3,28,530 pairs ( previous year 8,05,925 pairs)

Year ended Period ended

31st March, 2010 31st March, 2009
Pairs Rs. '000 Pairs Rs. '000
5. Closing Stocks
Footwears, Shoe Uppers and Other Components 11,362 7,482 28,373 16,908
6. Raw Materials Consumed
Leather (Square feet) 2,381,210 239,871 3,948,574 419,932
Outsoles 325,720 31,310 558,788 61,405
Others* - 107,478 - 234,950
378,659 716,287

* Represents items which in value individually account for less than 10% of the total value of raw materials consumed.

Year ended Period ended

31st March, 2010 31st March, 2009
% Rs. '000 % Rs. '000
7. Value of Imported and Indigenous materials consumed
Raw Materials
Imported 17% 64,115 19% 133,463
Indigenous 83% 314,544 81% 582,824
378,659 716,287
Spare parts and components (including stores)
Indigenous 100% 2,890 100% 1,183
2,890 1,183
Packing Materials
Indigenous 100% 15,880 100% 29,772
15,880 29,772
8. Value of imports on CIF basis
(excluding purchases from canalising agencies and imported items purchased locally)
Raw Materials 49,467 135,977
Packing Materials 179 50
49,646 136,027
9. Purchase of Goods
Leather Goods 3,257 5,281
3,257 5,281
10. Earnings in Foreign Exchange (accrual basis)
Exports at FOB 548,919 858,671
Others 12,742 32,639
11. Expenditure in Foreign Currency (on cash basis)
Travelling 593 1,973
Agents' Commission 2,450 5,976
others 3,116 7,829
12. Auditors' Remuneration (included in Miscellaneous Expenses)
Audit fees 385 385
Tax Audit fees 285 285
Fees for other services 34 35
Reimbursement of out-of-pocket expenses 18 66
722 771

32 Hindustan Unilever Limited

Notes Pond's Exports Limited
Forming part of the Accounts for the year ended 31st March, 2010 (contd.)

13. Miscellaneous Expenses include -

(a) Rs. 6,579(000) (Previous Year - Rs 10,381(000) being the company's share of various expenses incurred by Hindustan Unilever Limited, the holding
company, for use of common facilities.
b) Sales promotion of Rs. 3,943 (000) (Previous Year - Rs 12,418(000)).
('c) Purchased services of Rs. 9,116(000) (Previous Year - Rs 18,183(000))
Rs.In '000s
Year ended Period ended
31st March, 2010 31st March, 2009
14. Managerial Remuneration*:
Salaries 458 -
Performance Linked Bonus 100 -
Contribution to Provident Fund 55 -
Other Perquisites 422 -
1,035 -
*Refer Note No.25

15. Interest paid on bank accounts Rs. 5,072 (000) (Previous year Rs 11,193(000)) and on unsecured loans Rs. 6,202 (000) (Previous year Rs 18,420(000))

16. The net difference in foreign exchange (i.e., the difference between the spot rates on the date of the transactions and the actual rates at which the
transactions are settled/applicable rates at the period end) credited to the profit and loss account is Rs. 5,605(000) (Previous year - Net debit of
Rs. 3,854(000)).

17. The Company has not received any memorandum (as required to be filed by the suppliers with the notified authority under Micro, Small and Medium
Enterprises Development Act, 2006) claiming their status as micro, small or medium enterprises. Consequently, the amount paid/ payable to these
parties is considered to be nil.

18. The company has only one reportable segment which is manufacturing of "Footwears, Shoe Uppers and Other Components". Accordingly, the figures
appearing in these financial statements relate to "Footwears, Shoe Uppers and Other Components" segment.

19. Disclosure of Related Party transactions as per Accounting Standard 18

Holding Company : Hindustan Unilever Limited

Key Management Personnel : Mr. Ramesh Hande, Manager (with effective from November 6th, 2009)

Rs. '000
Year ended Period ended
31st March, 2010 31st March, 2009

Details of transactions with Related Party:

Holding Company Interest on Unsecured Loans 6,202 18,420
Share of expenses for use of common facilities (included in Miscellaneous Expenses) 6,579 10,381
Sale of DEPB/Focus Product Licenses 14,455 14,071
Salaries, Wages, Bonus, etc 1,035 -
Balance outstanding as at the year end:
- Unsecured Loans 10,000 40,000
- Payables 82,518 86,119
Remuneration paid to Key Management Personnel - Refer Note No.14.

20. The company's significant leasing arrangements are in respect of operating leases for premises (residential, office, godown, etc.). These leasing
arrangements are not non-cancellable and are usually renewable by mutual consent on mutually agreeable terms. The aggregate lease rentals payable are
charged as Rent to Profit and Loss Account.

Defined Benefit Plan

21 Gratuity is a defined benefit obligation and gratuity fund assets are being controlled by separate independent Trusts for entire Hindustan Unilever Limited
and its subsidiaries including Pond's Exports Limited. These trusts maintain their assets at the group level and do not have assets identifiable specifically
for Pond's Exports Limited. Thus all the disclosures required by Accounting Standard 15(revised)" Accounting for Employee Benefits in the Financial
Statement of Employers" have been made in Hindustan Unilever Limited's Financial Statement.

Annual Report 2009-10 33

Notes Pond's Exports Limited
Forming part of the Accounts for the year ended 31st March, 2010 (contd.)

Year ended Period ended

31st March, 2010 31st March, 2009
22 Earnings Per Share has been computed as under:
Net Loss (Rs. '000) (12,522) (103,684)
Weighted average number of Equity Shares outstanding 9,800,147 9,800,147
Loss Per Share (Rs.) - Basic and Diluted (Face Value of Rs. 10 per share) (1.28) (10.58)

Rs.In '000s
Year ended Period ended
31st March, 2010 31st March, 2009
23 Exceptional Items
1) Restructuring Cost - Compensation under Voluntary Separation Scheme 27,910 37,666
2) Jubilee - Benefit - 253
Net Exceptional Items 27,910 37,919
Taxation on the above - Credit/(Charge) on Deferred Tax 3,875 9,602
Exceptional Items (net of tax) 24,035 28,317

24 Agency Commission is netted off with liability no longer required written back amounting to Rs. 2,539(000) (Prev. Yr. Rs 4,677(000).

25 The Company has appointed Mr. Ramesh Hande as Manager under Section 269 of the Companies Act, 1956, after obtaining requisite approvals of the Board
of Directors and Shareholders of the Company effective 06th November 2009. Remuneration paid to Mr. Ramesh Hande from that date is being borne by the
holding company on account of him providing services to the Marine Business of the holding company.

26 Certain disputes have been raised by the workmen which are subjudice. In the opinion of the Company's management, the ultimate liability to the
Company, if any, with respect to such claims would not have a material effect on these financial statements.

27 Having regards to plans under consideration and the continued support of the Company's Holding Company, Hindustan Unilever Limited, the accounts have
been prepared on a going concern basis.

28 The figures in the Profit and Loss Account are for the twelve months ended March 31, 2010, while those for the previous period are for the fifteen months
ended March 31, 2009 and hence are not comparable.

29 Previous period's figures have been regrouped wherever necessary to conform to this year's classification.

34 Hindustan Unilever Limited

Directors' Report Daverashola Estates Private Limited
To the shareholders

DIRECTORS AUDITORS REGISTERED OFFICE

R. K. Mutreja M/s. Lovelock & Lewes 165/166, Backbay Reclamation,

Saswata Dhar Mumbai - 400 020

Your Directors have pleasure in placing before you the Annual Report and the ii. they have selected such accounting policies and applied them
Audited Accounts for the year ended 31st March, 2010 with corresponding consistently and made judgments and estimates that are reasonable
figures for the 15 months period ended 31st March, 2009. The corresponding and prudent so as to give a true and fair view of the state of affairs of
figures for the previous period are, therefore, not comparable with those of the Company at the end of the financial year and of the profit or loss of
the current year. the Company for that period;
FINANCIAL RESULTS iii. they have taken proper and sufficient care for the maintenance of
Rs. Thousands adequate accounting records in accordance with the provisions of the
12 months 15 months Companies Act, 1956 for safeguarding the assets of the Company and
period ended period ended for preventing and detecting fraud and other irregularities; and
31st March, 2010 31st March, 2009 iv. they have prepared the annual accounts on a going concern basis.
Income - -
COMPLIANCE CERTIFICATE
Expenditure - (54)
Net Profit/ (Loss) - (1,69) In accordance with Section 383A of the Companies Act, 1956 and the
Balance brought forward from Companies (Compliance Certificate) Rules 2001, the Company has obtained
previous year (33,72) (32,03) a Certificate from a Secretary in wholetime practice for the financial year
Balance carried forward to the ended 31st March, 2010 confirming that the Company has complied with all
Balance Sheet (33,72) (33,72) the provisions of the Companies Act, 1956. Copy of the Compliance
Certificate is annexed to this Report.
OPERATIONAL REVIEW DEPOSITS
The Company has been exploring the opportunities to enter into joint The Company has not accepted any fixed deposits from public during the
venture with lead industry player with suitable expertise to enter into year under review.
business activities.
PERSONNEL
DIVIDEND
The Company had no employees during the year under review and hence
The Directors do not recommend any dividend for the year under review. Section 217(2A) of the Companies Act, 1956 is not applicable.
DIRECTORS CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN
Mr. Ashok Gupta and Mr. R. K. Agrawal resigned from the Board of Directors of EXCHANGE EARNINGS AND OUTGO
the Company with effect from 17th March, 2010. Mr. T. S. Venkateswaran, who Since the Company did not undertake any business activity during the year
was appointed as an Additional Director during the year, resigned from the under review, there is nothing to report on conservation of energy,
Board of Directors with effect from 3rd May, 2010. The Board placed on record technology absorption & foreign exchange earnings/outgo.
its appreciation of the services rendered by Mr. Ashok Gupta, Mr. R. K. Agrawal
and Mr. T. S. Venkateswaran during their tenure as Directors of the Company. AUDITORS
Mr. R. K. Mutreja who was appointed as Additional Director of the Company M/s. Lovelock & Lewes, Chartered Accountants, are liable to retire at the
with effect from 17th March, 2010, would vacate his office at the conclusion of the forthcoming Annual General Meeting and being eligible, offer
forthcoming Annual General Meeting. Necessary notice has been received themselves for re-appointment. The Board recommends their re-appointment.
from certain members under Section 257 of the Companies Act, 1956 ACKNOWLEDGEMENTS
signifying their intention to propose the appointment of Mr. R. K. Mutreja as
Director of the Company at the said meeting. The Directors take this opportunity to thank all the stakeholders for their
support and co-operation.
In accordance with the Articles of Association of the Company and the
Companies Act, 1956, Mr. Saswata Dhar, Director of the Company retires by
rotation and being eligible, offers himself for re-appointment at the
forthcoming Annual General Meeting.
RESPONSIBILITY STATEMENT
By Order of the Board
The Directors confirm that:
i. in the preparation of the annual accounts, the applicable accounting
Place: Mumbai R. K. Mutreja Saswata Dhar
standards have been followed and that no material departures have
Date: 3rd May, 2010 Director Director
been made from the same;

Annual Report 2009-10 35

Annexure to the Directors' Report Daverashola Estates Private Limited
[Pursuant to Sec.383A(1) of the Companies Act, 1956]
Compliance Certificate
To the Members of Daverashola Estates Private Limited
I have examined the registers, records, books & papers of DAVERASHOLA ESTATES PRIVATE 21. There was no redemption of preference shares or debentures during the said period.
LIMITED (the Company) as required to be maintained under the Companies Act, 1956 (the
22. There were no instances in the company requiring to keep the abeyance rights to
Act) and the rules made there under and also the provisions contained in the
dividends, right shares and bonus shares pending registration of transfer of shares.
Memorandum and Articles of Association of the Company for the financial year ended 31st
March, 2010. In my opinion and to the best of my information and according to the 23. The company has not accepted / not invited any deposits under Section 58A for the
examinations carried out by me and explanations furnished to me by the Company, the period under the report.
officers & the agents, I certify that in respect of the aforesaid year under review:
24. The company has not borrowed any amount from directors, members, public,
1. The company has kept and maintained all the registers as stated in Annexure 'A' to financial institutions, banks and others during the financial year under review.
this certificate as per the provisions and the rules made there under and all the
25. The company has not made any loans or advances or given guarantees or provided
entries therein have been duly recorded.
securities to other bodies corporate and consequently no entries have been made in
2. The company has filed the forms and returns as stated in Annexure 'B' to this the register kept for the purpose.
certificate with the Registrar of Companies, Regional Director, Central
26. The company has not altered the provisions of Memorandum with respect to the
Government, Company Law Board and other authorities with the time prescribed
situation of the company's registered office form one state to another during the
under the Act and the rules made there under.
said period.
3. The company being private limited company has the minimum prescribed paid-up
27. The company has not altered the provisions of Memorandum with respect to the
capital & maximum number of members during the period under review was 3
objects of the company during the said period.
(Three) excluding its present & past employees & the company during the period
under scrutiny: 28. The company has not altered the provisions of Memorandum with respect to the
name of the company during the said period.
i) has not invited public to subscribe for its shares or debentures; and
29. The company has not altered the provisions of Memorandum with respect to the
ii) has not invited or accepted any deposits from persons other that its members,
capital of the company during the period under scrutiny.
directors or their relatives.
30. The company has not altered its Articles of Association in the period under the
4. The Board of Directors duly met 4 times (Four times) on 10/05/2009, 07/08/2009,
report.
5/11/2009 and 17/03/2010 in respect of which meetings proper notices were given
and the proceedings were properly recorded and signed in the Minutes Book 31. There was / were no prosecution initiated against or show cause notices received
maintained for the purpose. by the company and no fines and penalties or any other punishment was imposed on
the company in the period under the report, for offences under the Act.
5. The company has not closed its Register of Members within the meaning of Section
154 during the said period under the report. 32. The company has not received any security from its employees during the period
under certification.
6. The Annual General Meeting for the financial year ended on 31st March, 2009 was held on
22nd June, 2009 after giving notice to the members of the company & the resolutions 33. The Company has not deducted any contribution towards Provident Fund during the
passed thereat were recorded in the minute book maintained for the purpose. said period.
7. No extra ordinary general meeting was held during the said period.
Sachin Chhadawa
8. The company has not advanced any loans to its directors or persons or firms or Place: Mumbai Practising Company Secretary
companies referred to under section 295 of the Act. Date: 3rd May, 2010 FCS 5619 C P No 4617
9. The company has not entered into any contracts within the provisions of Section 297
of the Act.
ANNEXURE "A"
10. The company was not required to make any entries in the register maintained under
section 301 of the Act. Following Registers are maintained by the company: -

11. As there were no instances falling within the purview of section 314 of the Act, the 1. Register of Members u/s 150.
company was not required to obtain any approvals from the Board of directors, 2. Register of Directors, Managing Director etc. u/s 303.
members or Central Government.
3. Register of Director's shareholding u/s 307.
12. The Company has not issued any duplicate share certificates during the said period.
4. Register of disclosure of interest u/s 301.
13. The company has :
5. Register of charges u/s 143.
(i) delivered certificates on lodgment transfer of shares in accordance with the
provisions of the Act; 6. Register of Share Transfer.

(ii) not declared any dividend including interim dividend for the period under the report; 7. Books of Accounts: As regards compliance of Section 209, 210 and 211 of the Act is
concerned while giving this certificate, I have relied on the report of the Statutory
(iii) since no dividend was declared during the said period under compliance, no Auditors of the company.
need to post warrants to any of its shareholders;
Following books are maintained by the company: -
(iv) not required to transfer any amounts in unpaid dividend account, application
money due to refund, matured deposits, matured debentures and the interest 1. Board Meeting Minutes Book.
accrued thereon which have remained unclaimed or unpaid for a period of 2. General Meeting Minutes Book.
seven years to Investor Education and Protection Fund does not arise since
there is no dividend declared or default in the repayment of deposits; ANNEXURE "B"
(v) duly complied with the requirements of Section 217 of the Act. Forms & returns to be filed by the company with the Registrar of Companies, Regional
14. The Board of Directors of the Company is duly constituted and the appointment of Directors, Central Government or other authorities during the financial year ended 31st
directors, additional directors, alternate directors and directors to fill the casual March, 2010
vacancies has been duly made. A] Registrar of Companies
15. The company has not appointed Managing Director / Whole-time Director / Manager
for the said period under the report.
Sr. Form No./ Filed under For /As on Date of Whether If delay in
16. The company has not appointed any sole selling agents for the period under the
No. Return Section filing / filed in filing
report.
Document prescribed whether
17. As informed, there were no matters requiring any approvals of the Central Date time requisite
Government, Company Law Board, Regional Directors, Registrar and such other additional
authorities as may be prescribed under the various provisions of the Act, for the Fee paid
period under the report. Yes/No

18. The directors have disclosed their interest in other firms / companies to the Board of
Directors pursuant to the provisions of the Act to the extent and wherever 1 Form 23AC 220 31/03/2009 21/08/2009 No Yes
applicable. 2 Form 66 383A 31/03/2009 21/08/2009 No Yes
19. The company has neither issued nor allotted any equity shares, debentures or any 3 Form 20B 159 22/06/2009 20/08/2009 Yes No
other securities during the said period. 4 Form 32 303(2) 22/06/2009 13/08/2009 No Yes
20. The company has not bought back any shares during the said period.
B] Regional Director or any other authority: Nil

36 Hindustan Unilever Limited

Auditors' Report
To the Members of Daverashola Estates Private Limited
1. We have audited the attached Balance Sheet of Daverashola Estates Private
Limited (the 'Company') as at 31st March, 2010, and the related Profit and
Loss Account and Cash Flow Statement for the year ended on that date
annexed thereto, which we have signed under reference to this report.
These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial
statements based on our audit.
2. We conducted our audit in accordance with the auditing standards generally
accepted in India. Those 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
statements. 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.
3. As required by the Companies (Auditor's Report) Order, 2003 as amended by
Companies (Auditor's Report) (Amendment) Order, 2004 (together the
'Order'), issued by the Central Government of India in terms of sub-section
(4A) of Section 227 of 'The Companies Act, 1956' of India (the 'Act') and on the
basis of such checks of the books and records of the Company as we
considered appropriate and according to the information and explanations
given to us, we give in the Annexure a statement on the matters specified in
paragraphs 4 and 5 of the said Order.
4. Further to our comments in the Annexure referred to in paragraph 3 above,
we report that:
(a) We have obtained all the information and explanations which, to the best
of our knowledge and belief, were necessary for the purposes of our audit;
Annexure to the Auditor's Report
[Referred to in paragraph 3 of the Auditors' Report of even date to the members of Daverashola Estates Private Limited on the financial statements for the year ended
31st March, 2010]
1. (a) The Company is maintaining proper records showing full particulars
including quantitative details and situation of fixed assets.
(b) The fixed assets of the Company have been physically verified by the
management during the year and no material discrepancies between the
book records and the physical inventory have been noticed. In our
opinion, the frequency of verification is reasonable.
(c) In our opinion and according to the information and explanations given
to us, a substantial part of fixed assets has not been disposed of by the
Company during the year.
2. There are no inventories. Consequently, clauses (ii)(a), (ii)(b) and (ii)(c) of
the Order are not applicable.
3. The Company has neither granted nor taken any loans, secured or unsecured,
to/from companies, firms or other parties covered in the register maintained
under Section 301 of the Act. Consequently, clauses (iii)(b), (iii)(c), (iii)(d),
(iii)(f) and (iii)(g) of the Order are not applicable.
4. During the year there were no transactions for the purchase of inventory and
fixed assets and for the sale of goods and services. Consequently, we are not
commenting on the internal controls in these areas.
5. In our opinion and according to the information and explanations given to us,
there are no contracts or arrangements referred to in Section 301 of the Act
during the year to be entered in the register required to be maintained under
that Section. Consequently, clause (v)(b) of the Order is not applicable.
6. The Company has not accepted any deposits from the public within the meaning
of Sections 58A and 58AA of the Act and the rules framed there under.
7. The Company has an internal audit system. However, since there is no
business operation during the year, no internal audit was carried out.
8. The Central Government of India has not prescribed the maintenance of cost
records under clause (d) of sub-section (1) of Section 209 of the Act for any of
the products of the Company.
9. (a) According to the information and explanations given to us and the
records of the Company examined by us, 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 material statutory dues are not applicable to the Company during
the year. Consequently, clause 9 (b)of the Order is not applicable.
10. The company has accumulated losses as at 31st March, 2010. The Company
has no cash loss in the current financial year, however there was cash loss
incurred in the immediately preceding financial period.
Daverashola Estates Private Limited
(b) In our opinion, proper books of account as required by law have been kept
by the Company so far as appears from our examination of those books;
(c) The Balance Sheet, Profit and Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of account;
(d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow
Statement dealt with by this report comply with the accounting
standards referred to in sub-section (3C) of Section 211 of the Act;
(e) On the basis of written representations received from the directors, as on
31st March, 2010 and taken on record by the Board of Directors, none of the
directors is disqualified as on 31st March, 2010 from being appointed as a
director in terms of clause (g) of sub-section (1) of Section 274 of the Act;
(f) In our opinion and to the best of our information and according to the
explanations given to us, the said financial statements together with
the notes thereon and attached thereto give, in the prescribed manner,
the information required by the Act, and give a true and fair view in
conformity with the accounting principles generally accepted in India:
(i) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2010;
(ii) in the case of the Profit and Loss Account, of the nil profit/loss for
the year ended on that date; and
(iii) in the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
For Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountants
Asha Ramanathan
Partner
Mumbai : 3rd May, 2010 Membership No: 202660
11. According to the records of the Company examined by us and the information
and explanation given to us, the Company has not defaulted in repayment of
dues to any financial institution or bank or debenture holders as at the
Balance Sheet date.
12. The Company has not granted any loans and advances on the basis of security
by way of pledge of shares, debentures and other securities.
13. The provisions of any special statute applicable to chit fund / nidhi / mutual
benefit fund/societies are not applicable to the Company.
14. In our opinion, the Company is not a dealer or trader in shares, securities,
debentures and other investments.
15. In our opinion and according to the information and explanations given to us,
the Company has not given any guarantee for loans taken by others from
banks or financial institutions during the year.
16. The Company has not obtained any term loans.
17. On the basis of an overall examination of the Balance Sheet of the Company,
in our opinion and according to the information and explanations given to us,
there are no funds raised on a short-term basis which have been used for
long-term investment.
18. The Company has not made any preferential allotment of shares to parties
and companies covered in the register maintained under Section 301 of the
Act during the year.
19. The Company has not issued any debentures.
20. The Company has not raised any money by public issues during the year.
21. During the course of our examination of the books and records of the
Company, carried out in accordance with the generally accepted auditing
practices in India, and according to the information and explanations given
to us, we have neither come across any instance of fraud on or by the
Company, noticed or reported during the year, nor have we been informed of
such case by the management.
For Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountants
Asha Ramanathan
Partner
Mumbai : 3rd May, 2010 Membership No: 202660
Annual Report 2009-10 37
Profit and Loss Account Daverashola Estates Private Limited
For the year ended 31st March, 2010

Figures in brackets represent deductions

Rs. Thousands
Notes For the year ended For the period ended
31st March, 2010 31st March, 2009
EXPENDITURE
Operating expenses 6 - (54)
Depreciation - -
Total - (54)
LOSS BEFORE TAXATION - (54)
Taxation adjustments of previous year (net) (Refer - (115)
note 9 of Schedule 7)
NET PROFIT/(LOSS) - (169)
Balance brought forward (3,372) (3,203)
LOSS AFTER TAXATION CARRIED FORWARD (3,372) (3,372)
Earnings Per Share (Rs.) Basic and Diluted (Refer Note 2 of Schedule 7) - (0.76)
(Face Value of Shares - Rs. 10 each)

For notes, segment information, related party disclosures, accounting 7

policies and additional information
The schedules referred to above form an integral part of the Profit and Loss Account.
In terms of our report of even date
For Lovelock & Lewes R. K. Mutreja
Firm Registration No. : 301056E Director
Chartered Accountants
Asha Ramanathan Saswata Dhar
Partner Director
Membership No.202660
Place: Mumbai Place: Mumbai
Date: 3rd May, 2010 Date: 3rd May, 2010

Balance Sheet
As at 31st March, 2010 Figures in brackets represent deductions
Rs. Thousands
Schedule As at As at
31 March, 2010 31 March, 2009
SOURCES OF FUNDS
Shareholders' funds
Capital 1 2,217 2,217
Reserves and surplus 2 42,925 42,925
45,142 45,142
APPLICATION OF FUNDS
Fixed assets
Gross block 3 44,642 44,642
Depreciation - -
Net block 44,642 44,642
Capital advances - 44,642 - 44,642
Current assets, loans and advances
Loans and advances 4 50 50
50 50
Current liabilities and provisions
Liabilities 5 (2,922) (2,922)
(2,922) (2,922)
Net current assets (2,872) (2,872)
Profit and Loss Account 3,372 3,372
45,142 45,142

For notes, segment information, related party disclosures, accounting 7

policies and additional information

The schedules referred to above form an integral part of the Balance sheet.
In terms of our report of even date
For Lovelock & Lewes R. K. Mutreja
Firm Registration No. : 301056E Director
Chartered Accountants
Asha Ramanathan Saswata Dhar
Partner Director
Membership No.202660
Place: Mumbai Place: Mumbai
Date: 3rd May, 2010 Date: 3rd May, 2010

38 Hindustan Unilever Limited

Cash Flow Statement Daverashola Estates Private Limited
For the year ended on 31st March, 2010

Rs . Thousands
2009-10 2008-09

A Cash Flow from Operating Activities :

Loss before taxation - (54)
Adjustments for :
Depreciation -
Interest - - -
Operating Profit before Working Capital Changes - (54)
Adjustments for :
Trade and Other Receivables -
Inventories -
Trade Payables and Other Liabilities - - 169
Cash generated from operations - 115
Taxes Paid (including Fringe Benefit Tax) - (115)
Net Cash from Operating Activities A - -
B Cash Flow from Investing Activities :
Purchase of fixed assets - -
Sale of fixed assets - -
Net Cash from/ used in Investing Activities B - -
C Cash Flow from Financing Activities :
Interest paid - -
Proceeds from Borrowings - -
Repayment of Borrowings - -
Net Cash used in Financing Activities C - -
Net Increase / (decrease) in Cash and Cash equivalents (A+B+C) - -
Cash and Cash equivalents as at 1st April, 2009 - -
(Opening Balance)
Cash and Cash equivalents as at 31st March, 2010 - -
(Closing Balance)

Notes to the Cash Flow Statement

The Cash Flow Statement has been prepared in accordance with the requirements of Accounting
Standard-3-"Cash Flow Statement" issued by the Institute of Chartered Accountants of India.
In terms of our report of even date
For Lovelock & Lewes R. K. Mutreja
Firm Registration No. : 301056E Director
Chartered Accountants
Asha Ramanathan Saswata Dhar
Partner Director
Membership No.202660
Place: Mumbai Place: Mumbai
Date:3rd May, 2010 Date: 3rd May, 2010

Annual Report 2009-10 39

Schedule Daverashola Estates Private Limited
To Balance Sheet At at 31st March, 2010

Rs. Thousands
As at As at
31st March, 2010 31st March, 2009
1 CAPITAL
Authorised :
500,000 Equity shares of Rs 10 each 5,000 5,000
Issued, Subscribed and Paid up :
221,700 Equity shares of Rs 10 each fully paid 2,217 2,217
[all shares are held by Hindustan Unilever Limited, the Holding Company
and its nominees] (Ultimate Holding company-Unilever Plc.)
Of the above,171,700 Shares have been issued pursuant to a scheme of
arrangement of demerger for a consideration other than cash. (Also refer note 5 of Schedule 7)
2,217 2,217
2 Reserves & Surplus
Securities Premium Account 42,925 42,925
42,925 42,925

3. FIXED ASSETS Rs. Thousands

GROSS BLOCK - AT COST DEPRECIATION NET BLOCK

As at Additions Deduc- As at 31st As at Additions Deduc- As at As at As at

at 1st tions/ March, at 1st tions/ 31st 31st 31st
April, Transfers 2010 April, Transfers March, March, March,
2009 2009 2010 2010 2009

Tangible Asset
Land - Leasehold 44,642 - - 44,642 - - - - 44,642 44,642
31st March, 2010 44,642 - - 44,642 - - - - 44,642 44,642
31st March, 2009 44,642 - - 44,642 - - - - 44,642 -

Notes:
1 The title deed of Leasehold Land acquired on demerger of Daverashola Properties of Hindustan Unilever Limited, amounting to Rs. 44,642 ('000) is in
the process of being transferred in the name of the Company.
2 Under the Gudalur Janmam Estates (Abolition and Conversion into Ryotwari) Act, 1969, the right and title to leasehold land may be altered at a later
date, the nature and effect of which cannot be ascertained at present.
However, appropriate steps have been taken to protect the Company's interest.

Rs. Thousands
As at As at
31st March, 2010 31st March, 2009
4. LOANS AND ADVANCES
(Unsecured, considered good)
Advance Tax [Payments in excess of provision, including Fringe Benefit Tax] 50 50
50 50
5. LIABILITIES
Sundry creditors
Others (Refer Note 3 of Schedule 7) 2,922 2,922
2,922 2,922

Schedule
To Profit and Loss Account For the year ended 31st March, 2010
Rs. Thousands
For the Year Ended For the Period Ended
31st March, 2010 31st March, 2009
6. OPERATING EXPENSES
General expenditure
Audit Fees - 54
- 54

40 Hindustan Unilever Limited

Notes Daverashola Estates Private Limited
Forming part of the accounts for the year ended 31st March, 2010

Schedule 7
Notes forming part of the accounts for the year ended 31st March, 2010
1 SIGNIFICANT ACCOUNTING POLICIES
(i) Basis for preparation of accounts
The accounts have been prepared to comply in all material aspects with the applicable accounting principles in India, the applicable accounting
standards notified under Section 211(3C) of the Companies Act, 1956 of India (the 'Act' ) and the relevant provisions thereof. Necessary disclosures
required by Schedule VI to the said Act have been made wherever necessary/applicable.
(ii) Fixed Assets
Fixed Assets are stated at cost less accumulated depreciation, if any. Cost includes all incidental expenditure, wherever applicable.
(iii) Taxes on Income
Current tax is determined as the amount of tax payable in respect of taxable income for the period.
Deferred tax is recognised, subject to the consideration of prudence, on timing differences, being the difference between taxable income and
accounting income that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax assets are not
recognised on unabsorbed depreciation and carry forward of losses unless there is virtual certainty that sufficient future taxable income will be
available against which such deferred tax assets can be realised.
2 Earnings Per Share has been computed as under: Rs. Thousands
For the year ended For the period ended
31st March, 2010 31st March, 2009

Net Profit / (Loss) (Rs '000s) - (169)

Weighted average number of Equity shares outstanding 221,700 221,700
Earnings Per Share - Basic and Diluted (Face value of Rs. 10 per share) - (0.76)
3 There are no Micro, Small and Medium Enterprises to whom the Company owes dues, which are outstanding for more than 45 days as at the Balance Sheet
date. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the
extent such parties have been identified on the basis of the information available with the Company. This has been relied upon by the auditors.
4 Having regard to plans under consideration, and the continued support of the Company's Holding Company, Hindustan Unilever Limited, the accounts
have been prepared on a 'going concern basis'.
5 Pursuant to the Scheme of Arrangement for demerger of Janman Property of Hindustan Unilever Limited to the Company, with effect from 1st November,
2006, as sanctioned by the Honourable High Court of Mumbai on 9th February, 2007, the Janman leasehold land has been transferred to the Company at a
consideration of 1,71,700 equity shares of face value of Rs. 10/- each at a premium of Rs. 250/- per share.
6 Segmental Reporting
Consequent to the demerger and transfer of the Janmam leasehold land (refer note 5 of schedule 7) to the Company from 9th February, 2007, the single
primary reportable business is that of "Land development".
The Company is considered to be operating in one geographical segment.
7 Related Party Transactions
Holding Company Hindustan Unilever Limited
Unilever PLC, the Ultimate Holding Company
Disclosure of transactions between the Company and Holding Company and the status of outstanding balances as at 31st March, 2010.
There are no Related Party Transactions during the current and previous year
Rs. Thousands
For the year ended For the period ended
31st March, 2010 31st March, 2009

Balances outstanding as at the year end:

Payable/Creditors 2,922 2,922

8 Auditors' Remuneration
Rs. Thousands
For the year ended For the period ended
31st March, 2010 31st March, 2009

(i) Audit fees - 54

9 Taxation adjustments of previous periods include interest, etc.
10 During the previous year, the Company had changed its accounting year to fall in line with that of its holding Company, Hindustan Unilever Limited. The
current accounting year is for the period of 12 months starting from 1st April 2009 to 31st March 2010 whereas the previous accounting period was for the
period of 15 months starting from 1st January 2008 to 31st March 2009. The corresponding figures for the previous period are therefore, not comparable
with those of the current year.

For Lovelock & Lewes R. K. Mutreja

Firm Registration No. : 301056E Director
Chartered Accountants
Asha Ramanathan Saswata Dhar
Partner Director
Membership No.202660
Place: Mumbai Place: Mumbai
Date: 3rd May, 2010 Date: 3rd May, 2010

Annual Report 2009-10 41

Directors' Report Jamnagar Properties Private Limited

To the shareholders

DIRECTORS AUDITORS REGISTERED OFFICE

Prasad Pradhan M/s. Lovelock & Lewes 165/166, Backbay Reclamation,

R. K. Mutreja Mumbai - 400 020

Your Directors have pleasure in placing before you the Annual Report and RESPONSIBILITY STATEMENT
the Audited Accounts for the year ended 31st March, 2010 with The Directors confirm that:
corresponding figures for the period ended 31st March, 2009. The
corresponding figures for the previous period are, therefore, not i. in the preparation of the annual accounts, the applicable accounting
comparable with those of the current year. standards have been followed and that no material departures have
been made from the same;
FINANCIAL RESULTS Rs. Lakhs ii. they have selected such accounting policies and applied them
12 months 15 months consistently and made judgments and estimates that are reasonable
period ended period ended and prudent so as to give a true and fair view of the state of affairs of
31st March, 2010 31st March, 2009 the Company at the end of the financial year and of the profit or loss of
the Company for that period;
Income - - iii. they have taken proper and sufficient care for the maintenance of
Expenditure-Amortisation (11.45) (14.31) adequate accounting records in accordance with the provisions of the
Profit/ (Loss) (11.45) (14.31) Companies Act, 1956 for safeguarding the assets of the Company and
Balance brought forward from for preventing and detecting fraud and other irregularities; and
previous year (28.59) (14.28)
Balance carried forward to the iv. they have prepared the annual accounts on a going concern basis.
Balance Sheet (40.04) (28.59) DEPOSITS
The Company has not accepted any fixed deposits from public during the
OPERATIONAL REVIEW year under review.
The Company has been exploring the opportunities for formation of joint
venture with lead industry player with suitable expertise to enter into PERSONNEL
business activities. The Company had no employees during the year under review and hence
Section 217(2A) of the Companies Act, 1956 is not applicable.
DIVIDEND
The Directors do not recommend any dividend for the year under review. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN
EXCHANGE EARNINGS AND OUTGO
DIRECTORS Since the Company did not undertake any business activity during the year
Mr. R. Bagga resigned from the Board of Directors of the Company with under review, there is nothing to report on conservation of energy,
effect from 13th July, 2009. Mr. Ashok Gupta and Mr. R. K. Agrawal technology absorption & foreign exchange earnings/outgo.
resigned from the Board of Directors of the Company with effect from
19th March, 2010. Mr. T. S. Venkateswaran, who was appointed as an AUDITORS
Additional Director during the year, resigned from the Board Directors of M/s. Lovelock & Lewes, Chartered Accountants, are liable to retire at the
the Company with effect from 3rd May, 2010. The Board places on record conclusion of the forthcoming Annual General Meeting and being eligible, offer
its appreciation of the services rendered by them during their tenure as themselves for re-appointment. The Board recommends their re-appointment.
the Directors of the Company.
ACKNOWLEDGEMENTS
Mr. Prasad Pradhan and Mr. R. K. Mutreja who were appointed as Additional
The Directors take this opportunity to thank all the stakeholders for their
Directors of the Company with effect from 19th March, 2010, would vacate their
support and co-operation.
office at the forthcoming Annual General Meeting. Necessary notices have been
received from certain members under Section 257 of the Companies Act, 1956
By Order of the Board
signifying their intention to propose the appointment of Mr. Prasad Pradhan and
Mr. R. K. Mutreja as Directors of the Company at the said meeting.
Place: Mumbai Prasad Pradhan R. K. Mutreja
The Board of Directors of the Company has appointed Mr. Bhupesh Gouniyal Date: 3rd May, 2010 Director Director
as the wholetime Company Secretary of the Company.

42 Hindustan Unilever Limited

Auditors' Report
To the Members of Jamnagar Properties Private Limited
1. We have audited the attached Balance Sheet of Jamnagar Properties Private
Limited (the 'Company') as at 31st March, 2010, and the related Profit and
Loss Account for the year ended on that date annexed thereto, which we have
signed under reference to this report. These financial statements are the
responsibility of the Company's management. Our responsibility is to express
an opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with the auditing standards generally
accepted in India. Those 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
statements. 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.
3. As required by the Companies (Auditor's Report) Order, 2003 as amended by
Companies (Auditor's Report) (Amendment) Order, 2004 (together the
'Order'), issued by the Central Government of India in terms of sub-section
(4A) of Section 227 of 'The Companies Act, 1956' of India (the 'Act') and on the
basis of such checks of the books and records of the Company as we
considered appropriate and according to the information and explanations
given to us, we give in the Annexure a statement on the matters specified in
paragraphs 4 and 5 of the said Order.
4. Further to our comments in the Annexure referred to in paragraph 3 above,
we report that:
(a) We have obtained all the information and explanations which, to the best
of our knowledge and belief, were necessary for the purposes of our audit;
Annexure to the Auditor's Report
[Referred to in paragraph 3 of the Auditors' Report of even date to the members of Jamnagar Properties Private Limited on the financial statements for the year ended
31st March, 2010]
1. (a) The Company is maintaining proper records showing full particulars
including quantitative details and situation of fixed assets.
(b) The fixed assets of the Company have been physically verified by the
management during the year and no material discrepancies between the
book records and the physical inventory have been noticed. In our
opinion, the frequency of verification is reasonable.
(c) In our opinion and according to the information and explanations given
to us, a substantial part of fixed assets has not been disposed of by the
Company during the year.
2. There are no inventories. Consequently, clauses (ii)(a), (ii)(b) and (ii)(c) of
the Order are not applicable.
3. The Company has neither granted nor taken any loans, secured or unsecured,
to/from companies, firms or other parties covered in the register maintained
under Section 301 of the Act. Consequently, clauses (iii)(b), (iii)(c), (iii)(d),
(iii)(f) and (iii)(g) of the Order are not applicable.
4. During the year there were no transactions for the purchase of inventory and
fixed assets and for the sale of goods and services. Consequently, we are not
commenting on the internal controls in these areas.
5. In our opinion and according to the information and explanations given to us,
there are no contracts or arrangements referred to in Section 301 of the Act
during the year to be entered in the register required to be maintained under
that Section. Consequently, clause (v)(b) of the Order is not applicable.
6. The Company has not accepted any deposits from the public within the
meaning of Sections 58A and 58AA of the Act and the rules framed there
under.
7. The Company has an internal audit system. However, since there is no
business operation during the year, no internal audit was carried out.
8. The Central Government of India has not prescribed the maintenance of cost
records under clause (d) of sub-section (1) of Section 209 of the Act for any of
the products of the Company.
9. (a) According to the information and explanations given to us and the
records of the Company examined by us, 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 material statutory dues are not applicable to the Company during
the year. Consequently, clause 9 (b) of the Order is not applicable.
10. As the Company is registered for a period less than five years, clause (x) of the
Order is not applicable to the Company for the current year.
Jamnagar Properties Private Limited
(b) In our opinion, proper books of account as required by law have been kept
by the Company so far as appears from our examination of those books;
(c) The Balance Sheet and Profit and Loss Account dealt with by this report
are in agreement with the books of account;
(d) In our opinion, the Balance Sheet and Profit and Loss Account dealt with
by this report comply with the accounting standards referred to in sub-
section (3C) of Section 211 of the Act;
(e) On the basis of written representations received from the directors, as on
31st March, 2010 and taken on record by the Board of Directors, none of
the directors is disqualified as on 31st March, 2010 from being appointed as
a director in terms of clause (g) of sub-section (1) of Section 274 of the Act;
(f) In our opinion and to the best of our information and according to the
explanations given to us, the said financial statements together with
the notes thereon and attached thereto give, in the prescribed manner,
the information required by the Act, and give a true and fair view in
conformity with the accounting principles generally accepted in India:
(i) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2010;
(ii) in the case of the Profit and Loss Account, of the loss for the year
ended on that date.
For Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountants
Asha Ramanathan
Partner
Mumbai : 3rd May, 2010 Membership No: 202660
11. According to the records of the Company examined by us and the information
and explanation given to us, the Company has not defaulted in repayment of
dues to any financial institution or bank or debenture holders as at the
Balance Sheet date.
12. The Company has not granted any loans and advances on the basis of security
by way of pledge of shares, debentures and other securities.
13. The provisions of any special statute applicable to chit fund / nidhi / mutual
benefit fund/societies are not applicable to the Company.
14. In our opinion, the Company is not a dealer or trader in shares, securities,
debentures and other investments.
15. In our opinion and according to the information and explanations given to us,
the Company has not given any guarantee for loans taken by others from
banks or financial institutions during the year.
16. The Company has not obtained any term loans.
17. On the basis of an overall examination of the Balance Sheet of the Company,
in our opinion and according to the information and explanations given to us,
there are no funds raised on a short-term basis which have been used for
long-term investment.
18. The Company has not made any preferential allotment of shares to parties
and companies covered in the register maintained under Section 301 of the
Act during the year.
19. The Company has not issued any debentures.
20. The Company has not raised any money by public issues during the year.
21. During the course of our examination of the books and records of the
Company, carried out in accordance with the generally accepted auditing
practices in India, and according to the information and explanations given
to us, we have neither come across any instance of fraud on or by the
Company, noticed or reported during the year, nor have we been informed of
such case by the management.
For Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountants
Asha Ramanathan
Partner
Mumbai : 3rd May, 2010 Membership No: 202660
Annual Report 2009-10 43
Profit and Loss Account Jamnagar Properties Private Limited
For the year ended 31st March, 2010

Figures in brackets represent deductions

(Rs.)
Schedule For the year ended For the period ended
31st March, 2010 31st March, 2009
Income - -
Expenditure
Amortisation 2 1,145,038 1,431,298
Loss for the period 1,145,038 1,431,298
Balance brought forward 2,859,869 1,428,571
Profit and Loss Account Deficit carried forward to Balance Sheet 4,004,907 2,859,869
Loss Per Share (Rs.) basic and diluted (Refer Note 5 of Schedule 3) (0.23) (0.29)
(Face Value of Shares - Rs. 10 each)

The schedules referred to above form an integral part of the Profit and Loss Account.

Balance Sheet
As at 31st March, 2010 Figures in brackets represent deductions
(Rs.)
Schedule As at As at
31 March, 2010 31 March, 2009
SOURCES OF FUNDS
Shareholders' Fund
Capital 1 50,000,000 50,000,000
Total 50,000,000 50,000,000
APPLICATION OF FUNDS
Fixed Assets
Gross block 2 50,000,000 50,000,000
Amortisation (4,004,907) (2,859,869)
Net block 45,995,093 47,140,131
Profit And Loss Account 4,004,907 2,859,869
Total 50,000,000 50,000,000

For notes, segment information, related party disclosures, accounting 3

policies and additional information
The schedules referred to above form an integral part of the Balance sheet.
In terms of our report of even date

For Lovelock & Lewes Prasad Pradhan

Firm Registration No. : 301056E Director
Chartered Accountants
Asha Ramanathan R. K. Mutreja
Partner Director
Membership No.202660
Place: Mumbai Place: Mumbai
Date:3rd May, 2010 Date: 3rd May, 2010

Schedules
Forming part of the Balance sheet as at 31st March, 2010
(Rs.)
As at As at
31 March, 2010 31 March, 2009
Schedule 1
CAPITAL
Authorised
5,000,000 Equity shares of Rs. 10 each 50,000,000 50,000,000
Issued and subscribed
5,000,000 Equity shares of Rs. 10 each fully paid 50,000,000 50,000,000
[all shares are held by Hindustan Unilever Limited , the Holding Company and its nominees]
(Ultimate Holding company - Unilever Plc.)
All the above shares have been issued pursuant to the Scheme of Arrangement of demerger
for a consideration other than cash. (Also refer Note 3 of Schedule 3)
50,000,000 50,000,000

44 Hindustan Unilever Limited

Schedules Jamnagar Properties Private Limited

Forming part of the Balance sheet as at 31st March, 2010

2. FIXED ASSETS
Refer Note 2(b) and 3 of Schedule 3 (Rs.)
GROSS BLOCK - (AT COST) AMORTISATION NET BLOCK

As at Additions Deduc- As at 31st As at Additions Deduc- As at As at As at

at 1st tions/ March, at 1st tions/ 31st 31st 31st
April, Transfers 2010 April, Transfers March, March, March,
2009 2009 2010 2010 2009

Tangible Asset
Leasehold land 50,000,000 - - 50,000,000 2,859,869 1,145,038 - 4,004,907 45,995,093 47,140,131
Total 50,000,000 - - 50,000,000 2,859,869 1,145,038 - 4,004,907 45,995,093 47,140,131
Previous Period 50,000,000 - - 50,000,000 1,428,571 1,431,298 - 2,859,869 47,140,131

Schedule 3
Notes forming part of the accounts for the year ended 31st March, 2010
1 The Company was incorporated on 16th October, 2006, as a result of demerger of the Jamnagar properties of Hindustan Unilever Limited, the
Holding Company, at Jamnagar under a Scheme of Arrangement.

2 Significant Accounting Policies

a Basis for preparation of accounts
The accounts have been prepared to comply in all material aspects with applicable accounting principles in India, the applicable accounting
standards notified under Section 211(3C) of the Companies Act, 1956 of India (the 'Act') and the relevant provisions thereof. Necessary disclosures
required by Schedule VI to the said Act have been made wherever necessary/applicable.
b Fixed Assets
Leasehold land is stated at cost less accumulated amortisation. Amortisation is over the lease period of 44 years.

3 Pursuant to the Scheme of Arrangement for demerger of Jamnagar leasehold land & building of Hindustan Unilever Limited to the Company, with effect
from 1st November, 2006, as sanctioned by the Honourable High Court of Mumbai on 9th February, 2007, the Jamnagar leasehold land and building has
been transferred to the Company at a consideration of 5,000,000 fully paid equity shares of face value of Rs. 10/- each. The said consideration has been
entirely apportioned to land, since in the view of the management, the value of building is Nil as it is not in a usable condition and no further consents from
appropriate authorities are necessary as the scheme has been approved by the Honourable High Court.

4 Having regard to plans under consideration, and the continued support of the Company's Holding Company, Hindustan Unilever Limited, the accounts have
been prepared on a 'going concern basis'.

5 Earnings Per Share has been computed as under:

For the year ended For the period ended
31st March, 2010 31st March, 2009
Net Profit / (Loss) (1,145,038) (1,431,298)
Weighted average number of Equity shares outstanding 5,000,000 5,000,000
Earnings Per Share - Basic and Diluted (Face value of Rs. 10 per share) (0.23) (0.29)

6 Related Party Disclosures

Holding Company Hindustan Unilever Limited
Unilever PLC, the Ultimate Holding Company
There are no Related Party Transactions during the current and the previous year.

7 Segment Reporting
The Company is in the business to develop, build, and construct thereon residential, commercial complexes, townships and such similar complexes for sale or
self use or for earning rental income therein by letting out individual units comprised in such buildings. The entire operations are governed by the same set of
risks and returns. Hence, the operations have been considered as representing a single business segment. The Company is considered to be operating in one
geographical segment. The said treatment is in accordance with the guiding principles enunciated in the Accounting Standard on Segment Reporting (AS - 17)

8 During the previous year, the Company had changed its accounting year to fall in line with that of its holding Company, Hindustan Unilever Limited. The
current accounting year is for the period of 12 months starting from 1st April, 2009 to 31st March, 2010 whereas the previous accounting period was for the
period of 15 months starting from 1st January, 2008 to 31st March, 2009. The corresponding figures for the previous period are therefore, not comparable
with those of the current year.

For Lovelock & Lewes Prasad Pradhan

Firm Registration No. : 301056E Director
Chartered Accountants
Asha Ramanathan R. K. Mutreja
Partner Director
Membership No.202660
Place: Mumbai Place: Mumbai
Date:3rd May, 2010 Date: 3rd May, 2010

Annual Report 2009-10 45

Directors' Report Brooke Bond Real Estates Private Limited

To the shareholders

DIRECTORS AUDITORS REGISTERED OFFICE

T. Rajgopal M/s. Lovelock & Lewes 165/166, Backbay Reclamation,

S. C. Srinivasan Mumbai - 400 020
R. K. Mutreja

Your Directors have pleasure in placing before you the Annual Report and the Mr. Nitin Shah was appointed as the Manager of the Company by the Board
Audited Accounts for the year ended 31st March, 2010 with corresponding of Directors of the Company at its Meeting held on 3rd May, 2010 with
figures for the 15 months period ended 31st March, 2009. The corresponding effect from 3rd May, 2010, subject to the approval of Members in the
figures for the previous period are, therefore, not comparable with those of General Meeting. The Board of Directors recommends his appointment at
the current year. the forthcoming Annual General Meeting.
FINANCIAL RESULTS Rs. Lakhs RESPONSIBILITY STATEMENT
12 months 15 months The Directors confirm that:
period ended period ended i. in the preparation of the annual accounts, the applicable accounting
31st March, 2010 31st March, 2009 standards have been followed and that no material departures have
been made from the same;
Income - -
Expenditure 409.85 53.42 ii. they have selected such accounting policies and applied them
Profit/ (Loss) before tax (409.85) (53.42) consistently and made judgments and estimates that are reasonable
Taxation for the year 158.26 (247.27) and prudent so as to give a true and fair view of the state of affairs of the
Profit/ (Loss) after taxation (251.59) (300.69) Company at the end of the financial year and of the profit or loss of the
Balance brought forward from Company for that period;
previous year (300.69) - iii. they have taken proper and sufficient care for the maintenance of
Balance carried forward to adequate accounting records in accordance with the provisions of the
Balance Sheet (552.28) (300.69) Companies Act, 1956 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities; and
OPERATIONAL REVIEW iv. they have prepared the annual accounts on a going concern basis.
The Company is exploring the possibilities of setting up a Special Economic DEPOSITS
Zone at Bangalore and is in the process of obtaining requisite statutory
The Company has not accepted any fixed deposits from public during the
approvals for the purpose.
year under review.
DIVIDEND
PERSONNEL
The Directors do not recommend any dividend for the year under review.
The Company had no employees during the period under review and
DIRECTORS hence Section 217(2A) of the Companies Act, 1956 is not applicable.
Mr. D. Sundaram, Mr. Ashok Gupta and Mr. R. K. Agrawal resigned from the CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN
Board of Directors of the Company with effect from 13th July, 2009, EXCHANGE EARNINGS AND OUTGO
19th March, 2010 and 3rd May, 2010 respectively. Mr. T. S. Venkateswaran,
Since the Company did not undertake any business activity during the year
who was appointed as an Additional Director during the year, resigned from
under review, there is nothing to report on conservation of energy,
the services of the Board with effect from 3rd May, 2010. The Board placed
technology absorption & foreign exchange earnings/outgo.
on record its appreciation of the services rendered by them during their
tenure as Directors of the Company. AUDITORS
Mr. S. C. Srinivasan and Mr. R. K. Mutreja who were appointed as Additional M/s. Lovelock & Lewes, Chartered Accountants, are liable to retire at the
Directors of the Company with effect from 13th July, 2009 and 19th March, 2010 conclusion of the forthcoming Annual General Meeting and being eligible, offer
respectively, would vacate their office at the forthcoming Annual General themselves for re-appointment. The Board recommends their re-appointment.
Meeting. Necessary notices have been received from certain members under
Section 257 of the Companies Act, 1956 signifying their intention to propose ACKNOWLEDGEMENTS
the appointment of Mr. S. C. Srinivasan and Mr. R. K. Mutreja as Directors of The Directors take this opportunity to thank all the stakeholders for their
the Company at the said meeting. support and co-operation.
In accordance with the Articles of Association of the Company and the
Companies Act, 1956, Dr. T. Rajgopal retires from the Board of Directors at
the forthcoming Annual General Meeting and being eligible, offers himself By Order of the Board
for re-appointment.
The Board of Directors of the Company has appointed Ms. Mahalakshmi Ravishankar Place: Mumbai R. K. Mutreja S. C. Srinivasan
as the wholetime Company Secretary of the Company. Date: 3rd May, 2010 Director Director

46 Hindustan Unilever Limited

Auditors' Report
To the Members of Brooke Bond Real Estates Private Limited
1. We have audited the attached Balance Sheet of Brooke Bond Real Estates
Private Limited (the 'Company') as at 31st March, 2010, and the related Profit
and Loss Account and Cash Flow Statement for the year ended on that date
annexed thereto, which we have signed under reference to this report.
These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial
statements based on our audit.
2. We conducted our audit in accordance with the auditing standards generally
accepted in India. Those 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
statements. 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.
3. As required by the Companies (Auditor's Report) Order, 2003 as amended by
Companies (Auditor's Report) (Amendment) Order, 2004 (together the
'Order'), issued by the Central Government of India in terms of sub-section
(4A) of Section 227 of 'The Companies Act, 1956' of India (the 'Act') and on the
basis of such checks of the books and records of the Company as we
considered appropriate and according to the information and explanations
given to us, we give in the Annexure a statement on the matters specified in
paragraphs 4 and 5 of the said Order.
4. Furthertoourcommentsin theAnnexure referred toin paragraph 3 above, we reportthat:
(a) We have obtained all the information and explanations which, to the best
of our knowledge and belief, were necessary for the purposes of our audit;
(b) In our opinion, proper books of account as required by law have been kept
by the Company so far as appears from our examination of those books;
Annexure to the Auditor's Report
[Referred to in paragraph 3 of the Auditors' Report of even date to the members of Brooke Bond Real Estates Private Limited on the financial statements for the year ended
31st March, 2010]
1. (a) The Company is maintaining proper records showing full particulars
including quantitative details and situation of fixed assets.
(b) The fixed assets of the Company have been physically verified by the
management during the year. In our opinion, the frequency of verification
of the fixed assets by the management is reasonable. The discrepancies,
which were material have been properly dealt with in the books of account
(c) In our opinion and according to the information and explanations given
to us, a substantial part of fixed assets has not been disposed of by the
Company during the year.
2. There are no inventories. Consequently, clauses (ii)(a), (ii)(b) and (ii)(c) of
the Order are not applicable.
3. The Company has neither granted nor taken any loans, secured or unsecured,
to/from companies, firms or other parties covered in the register maintained
under Section 301 of the Act. Consequently, clauses (iii)(b), (iii)(c), (iii)(d),
(iii)(f) and (iii)(g) of the Order are not applicable.
4. During the year there were no transactions for the purchase of inventory and
fixed assets and for the sale of goods and services. Consequently, we are not
commenting on the internal controls in these areas.
5. In our opinion and according to the information and explanations given to us,
there are no contracts or arrangements referred to in Section 301 of the Act
during the year to be entered in the register required to be maintained under
that Section. Consequently, clause (v)(b) of the Order is not applicable.
6. The Company has not accepted any deposits from the public within the meaning
of Sections 58A and 58AA of the Act and the rules framed there under.
7. The Company has an internal audit system. However, since there is no
business operation during the year, no internal audit was carried out.
8. The Central Government of India has not prescribed the maintenance of cost
records under clause (d) of sub-section (1) of Section 209 of the Act for any of
the products of the Company.
9. (a) According to the information and explanations given to us and the
records of the Company examined by us, in our opinion, the Company is
generally regular in depositing the undisputed statutory dues such as
income tax and other material statutory dues as applicable with the
appropriate authorities. As informed to us, provident fund, investor
education and protection fund, employees' state insurance, sales-tax,
wealth tax, service tax, custom duty, excise duty and cess are not
applicable to the Company during the year.
(b) According to the information and explanations given to us and the records
of the Company examined by us, there are no outstanding dues of income
Brooke Bond Real Estates Private Limited
(c) The Balance Sheet, Profit and Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of account;
(d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow
Statement dealt with by this report comply with the accounting
standards referred to in sub-section (3C) of Section 211 of the Act;
(e) On the basis of written representations received from the directors, as on
31st March, 2010 and taken on record by the Board of Directors, none of
the directors is disqualified as on 31st March, 2010 from being appointed as
a director in terms of clause (g) of sub-section (1) of Section 274 of the Act;
(f) In our opinion and to the best of our information and according to the
explanations given to us, the said financial statements together with
the notes thereon and attached thereto give, in the prescribed manner,
the information required by the Act, and give a true and fair view in
conformity with the accounting principles generally accepted in India:
(i) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2010;
(ii) in the case of the Profit and Loss Account, of the loss for the year
ended on that date; and
(iii) in the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
For Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountants
Asha Ramanathan
Partner
Mumbai : 3rd May, 2010 Membership No: 202660
tax as at 31st March, 2010 which have not been deposited on account of any
dispute. As informed to us, wealth tax, sales tax, service tax, customs duty,
excise duty and cess are not applicable to the Company.
10. As the Company is registered for a period less than five years, clause (x) of the
Order is not applicable to the Company for the current year.
11. According to the records of the Company examined by us and the information and
explanations given to us, the Company has not defaulted in repayment of dues to
any financial institution or bank or debenture holders as at the Balance Sheet date.
12. The Company has not granted any loans and advances on the basis of security
by way of pledge of shares, debentures and other securities.
13. The provisions of any special statute applicable to chit fund / nidhi / mutual
benefit fund/societies are not applicable to the Company.
14. In our opinion, the Company is not a dealer or trader in shares, securities,
debentures and other investments.
15. In our opinion and according to the information and explanations given to us,
the Company has not given any guarantee for loans taken by others from
banks or financial institutions during the year.
16. The Company has not obtained any term loans.
17. On the basis of an overall examination of the Balance Sheet of the Company,
in our opinion and according to the information and explanations given to us,
there are no funds raised on a short-term basis which have been used for
long-term investment.
18. The Company has not made any preferential allotment of shares to parties
and companies covered in the register maintained under Section 301 of the
Act during the year.
19. The Company has not issued any debentures.
20. The Company has not raised any money by public issues during the year.
21. During the course of our examination of the books and records of the
Company, carried out in accordance with the generally accepted auditing
practices in India, and according to the information and explanations given to
us, we have neither come across any instance of fraud on or by the Company,
noticed or reported during the year, nor have we been informed of such case
by the management.
For Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountants
Asha Ramanathan
Partner
Mumbai : 3rd May, 2010 Membership No: 202660
Annual Report 2009-10 47
Profit and Loss Account Brooke Bond Real Estates Private Limited
For the year ended 31st March, 2010

(Rs.)
Schedule For the Year ended For the Period ended
31st March, 2010 31st March, 2009
INCOME - -
Total - -
EXPENDITURE
Operating Expenses 6 1,311,399 2,062,764.00
Depreciation 3 39,514,864 3,167,034.17
Finance Charges 159,247 112,345.89
Total 40,985,510 5,342,144
Loss before Taxation (40,985,510) (5,342,144)
Taxation for the year - Current Tax - -
- Deferred Tax (Refer Note 8 of Schedule 7) 14,121,931 (24,727,000)
Deferred tax adjustments of previous year 1,704,541 -
Loss after Taxation (25,159,038) (30,069,144)
Balance brought forward (30,069,144) -
Profit and Loss Account balance carried to Balance Sheet (55,228,182) (30,069,144)
Basic & Diluted Earnings Per Share (1.94) (4.99)
(Refer Note 7 of Schedule 7)
For notes, segment information, related party disclosures, accounting 7
policies and additional information
The schedules referred to above form an integral part of the Profit and Loss Account.
In terms of our report of even date
For Lovelock & Lewes
Firm Registration No. : 301056E R. K. Mutreja
Chartered Accountants Director
Asha Ramanathan S. C. Srinivasan
Partner Director
Membership No.202660
Place: Mumbai Place: Mumbai
Date: 3rd May 2010 Date:3rd May 2010

Balance Sheet
As at 31st March, 2010 (Rs.)
Schedule As at As at
31st March, 2010 31st March, 2009
SOURCES OF FUNDS
Shareholders' fund
Capital 1 129,460,000 129,460,000
Loan funds
Unsecured Loan 2 3,000,000 1,500,000
Deferred Tax 8,900,528 24,727,000
(Refer Note 2(c) and 8 of Schedule 7)
Total 141,360,528 155,687,000
APPLICATION OF FUNDS
Fixed Assets 3
Gross block 129,360,000 129,360,000
Less: Depreciation (42,681,898) (3,167,034)
Net block 86,678,102 126,192,966
Current Assets, loans and advances
Cash and Bank Balances 4 587,261 393,436
Current liabilities
Liabilities 5 (1,133,017) (968,546)
Net current Assets (545,756) (575,110)
Profit And Loss Account 55,228,182 30,069,144
Total 141,360,528 155,687,000
For notes, segment information, related party disclosures, accounting 7
policies and additional information
The schedules referred to above form an integral part of the Balance Sheet.
In terms of our report of even date
For Lovelock & Lewes
Firm Registration No. : 301056E R. K. Mutreja
Chartered Accountants Director
Asha Ramanathan S. C. Srinivasan
Partner Director
Membership No.202660
Place: Mumbai Place: Mumbai
Date: 3rd May, 2010 Date: 3rd May, 2010

48 Hindustan Unilever Limited

Cash Flow Statement Brooke Bond Real Estates Private Limited

For the year ended on 31st March, 2010

(Rs.)
31st March, 2010 31st March, 2009

A CASH FLOW FROM OPERATING ACTIVITIES

Loss before taxation (40,985,510) (5,342,144)
Adjustments for:
Depreciation 39,514,864 3,167,034
Finance Charges 159,247 39,674,111 112,346
Operating loss before Working Capital changes (1,311,399) (2,062,764)
Adjustments for Changes in Working Capital.
Trade payables and other liabilities 5,224 856,200
Cash generated from Operations (1,306,175) (1,206,564)
Taxes Paid - -
Net Cash used in Operating Activities (1,306,175) (1,206,564)
B CASH FLOW FROM INVESTING ACTIVITIES - -
C CASH FLOW FROM FINANCING ACTIVITIES
Loan taken 1,500,000 1,500,000
Issue of Share capital - -
Net cash from financing activities 1,500,000 1,500,000
Net Increase/(Decrease) in Cash and Cash equivalents 193,825 293,436
Cash and Cash equivalents as on 1st April, 2009 393,436 100,000
Cash and Cash equivalents as on 31st March,2010 587,261 393,436
Cash and cash equivalent comprise of:
Balance with Scheduled banks on
- current accounts 587,261 393,436
Cash and cash equivalent at the end of the year 587,261 393,436

Note to the Cash Flow Statement

The Cash Flow Statement has been prepared in accordance with the requirement of Accounting Standard - 3 - "Cash Flow Statement" notified under Section
211(3C) of the Companies Act, 1956.

In terms of our report of even date

For Lovelock & Lewes
Firm Registration No. : 301056E R. K. Mutreja
Chartered Accountants Director
Asha Ramanathan S. C. Srinivasan
Partner Director
Membership No.202660
Place: Mumbai Place: Mumbai
Date:3rd May, 2010 Date: 3rd May, 2010

Annual Report 2009-10 49

Schedules Brooke Bond Real Estates Private Limited
Forming part of the Balance sheet as at 31st March, 2010

(Rs.)
As at As at
31st March, 2010 31st March, 2009
Schedule 1
CAPITAL
Authorised
14,000,000 Equity Shares of Rs. 10 each 140,000,000 140,000,000
Issued, Subscribed, and Paid-up
12,946,000 Equity shares of Rs. 10 each fully paid. 129,460,000 129,460,000
[all shares are held by Hindustan Unilever Limited, the Holding Company and its nominees]
(Ultimate Holding Company - Unilever PLC.)
All the above shares have been issued pursuant to the Scheme of Arrangement of demerger
for a consideration other than cash. (Also refer Note 3 of Schedule 7)
129,460,000 129,460,000
Schedule 2
UNSECURED LOANS
From Hindustan Unilever Limited, the Holding Company 3,000,000 1,500,000
3,000,000 1,500,000
Schedule 3
FIXED ASSETS (Rs.)
GROSS BLOCK DEPRECIATION NET BLOCK

Cost as Additions Deduc- Cost as As at Additions Deduc- As at As at As at

as at 1st tions as at 31st at 1st (Refer tions/ 31st 31st 31st
April, March, April, note 4 of Adjus- March, March, March,
2009 2010 2009 Schedule 7) tment 2010 2010 2009

Tangible Assets
Freehold land (*) 17,392,176 - - 17,392,176 - - - - 17,392,176 17,392,176
Buildings(*) 50,690,603 - - 50,690,603 481,981 832,109 - 1,314,090 49,376,513 50,208,622
Furniture and fixtures
& office equipment 33,930,292 - - 33,930,292 1,865,216 15,318,703 - 17,183,919 16,746,373 32,065,076
Plant and Machinery 26,750,001 - - 26,750,001 770,114 22,816,847 - 23,586,961 3,163,040 25,979,887
Motor Vehicles 596,928 - - 596,928 49,723 547,205 - 596,928 - 547,205
Total 129,360,000 - - 129,360,000 3,167,034 39,514,864 - 42,681,898 86,678,102 126,192,966
Previous period - 129,360,000 - 129,360,000 - 3,167,034 - 3,167,034 126,192,966

Notes:
(*) The title deeds of immovable properties, acquired on transfer of business/undertakings are in the process of being transferred in the name of the Company.

(Rs.)
As at As at
31st March, 2010 31st March, 2009
Schedule 4
CASH AND BANK BALANCES
Balance with Scheduled banks
- on current account 587,261 393,436
587,261 393,436
Schedule 5
LIABILITIES
Sundry Creditors (Including dues to Micro,
Small and Medium Enterprises Rs. NIL. Refer Note 9 of Schedule 7) - 2,548
Payable to Hindustan Unilever Limited, the Holding Company 1,116,992 902,346
Other liabilities 16,025 63,652
1,133,017 968,546

Schedules
Schedules to Profit and Loss Account for the year ended 31st March, 2010
(Rs.)
For the year ended For the period ended
31st March, 2010 31st March, 2009
Schedule 6
OPERATING EXPENSES
Rates & Taxes 1,227,781 1,498,360
Professional fees 44,120 561,800
Miscellaneous Expenses 39,498 2,604
1,311,399 2,062,764

50 Hindustan Unilever Limited

Notes Brooke Bond Real Estates Private Limited

Forming part of the accounts for the year ended 31st, March 2010

Schedule 7
Notes forming part of the accounts for the year ended 31st March 2010

1. The Company was incorporated on 1st October, 2007 with its main objective to develop, build, and construct thereon residential, commercial complexes,
townships, Information Technology Parks, Special Economic Zones and such similar complexes for sale or self use or for earning rental income therein by
letting out individual units comprised in such buildings.

2. Significant Accounting Policies

a Basis for preparation of accounts
The accounts have been prepared to comply in all material aspects with the applicable accounting principles in India, the applicable accounting
standards notified under Section 211(3C) of the Companies Act, 1956 of India (the 'Act' ) and the relevant provisions thereof. Necessary disclosures
required by Schedule VI to the said Act have been made wherever necessary/applicable.
b Fixed Assets
Fixed Assets are stated at cost less accumulated depreciation. Depreciation is provided on a straight line method and at the rates and in the manner
specified in Schedule XIV of the Companies Act, 1956, except Motor vehicles which are depreciated over a period of seven years.
Fixed assets costing Rs. 5,000 or less are fully depreciated in the year of acquisition.
c Taxes on Income
Current tax is determined as the amount of tax payable in respect of taxable income for the period.
Deferred tax is recognised, subject to the consideration of prudence, on timing differences, being the difference between taxable income and
accounting income that originate in one period and are capable of reversal in one or more subsequent periods.

3. Pursuant to the Scheme of Arrangement for demerger of Brookefields freehold land and structures/building and other assets of Hindustan Unilever Limited
to the Company, with effect from 1st September, 2008, as sanctioned by the Honourable High Court of Mumbai on 25th July, 2008, the Brookefields
freehold land and structures/building and other assets have been transferred to the Company at a consideration of 12,936,000 fully paid equity shares of
face value of Rs. 10/- each.

4. Depreciation for the year includes additional depreciation on certain assets amounting to Rs. 35,461,097 (previous period - Nil), which the company has
ascertained as no longer usable in the normal course of business.

5. Segment Reporting
The Company is in the business to develop, build, and construct thereon residential, commercial complexes, townships, Information Technology Parks,
Special Economic Zones and such similar complexes for sale or self use or for earning rental income therein by letting out individual units comprised in such
buildings. The entire operations are governed by the same set of risks and returns. Hence, the operations have been considered as representing a single
business segment. The Company is considered to be operating in one geographical segment. The said treatment is in accordance with the guiding
principles enunciated in the Accounting Standard on Segment Reporting (AS -17).

6. Related party Disclosures

Related party disclosures, as required by AS-18, "Related Party Disclosures", are given below
Enterprises where control exists
Hindustan Unilever Limited (HUL) is the holding company.
Unilever PLC, the Ultimate Holding Company

Related Party Transactions with Holding Company - HUL (Rs.)

For the year ended For the period ended
Nature of Transaction 31st March, 2010 31st March, 2009
Issue of Equity Share Capital - 129,360,000
Purchase of Fixed Assets - 129,360,000
Unsecured Loans taken 1,500,000 1,500,000
Settlement of Liability 71,424 790,000
Finance Charges 159,247 112,346
Outstanding Balances:
- Payable at the year end:
Unsecured Loans taken 3,000,000 1,500,000
Current Liabilities 1,116,992 902,346

(Rs.)
7. Earnings Per Share has been computed as under: As at As at
31st March, 2010 31st March, 2009
Net Profit / (Loss) (25,159,038) (30,069,144)
Weighted average number of Equity shares outstanding 12,964,000 6,024,105
Earnings Per Share - Basic and Diluted (1.94) (4.99)
(Face value of Rs. 10 per share)

Annual Report 2009-10 51

Notes Brooke Bond Real Estates Private Limited

Forming part of the accounts for the year ended 31st March, 2010 (contd.)

8. Deferred Tax
The Company has recognised deferred tax asset on unabsorbed depreciation and carried forward business losses amounting to Rs. 3,775,260/-.
(Including Rs. 1,704,541 in respect of the previous year)
(Rs.)
As at As at
31st March, 2010 31st March, 2009
Deferred Tax Liability
Timing difference between book depreciation and depreciation as per Income Tax Act, 1961. 12,675,788 24,727,000
Less: Deferred Tax Asset
Unabsorbed depreciation and carried forward business losses
- Current Year (2,070,719) -
- Previous Year (1,704,541) -
Recognised Deferred Tax Liability 8,900,528 24,727,000

9. Micro, Small and Medium Enterprises

There are no Micro, Small and Medium Enterprises to whom the Company owes dues, which are outstanding for more than 45 days as at the Balance Sheet
date. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the
extent such parties have been identified on the basis of the information available with the Company. This has been relied upon by the
auditors.

10. Having regard to plans under consideration, and the continued support of the Company's Holding Company, Limited, the accounts have been prepared on a
'going concern basis'.

11. During the previous year, the Company had changed its accounting year to fall in line with that of its holding Company, Hindustan Unilever Limited. The
current accounting year is for the period of 12 months starting from 1st April 2009 to 31st March 2010 whereas the previous accounting period was for the
period of 15 months starting from 1st January 2008 to 31st March 2009. The corresponding figures for the previous period are therefore, not comparable
with those of the current year.

For Lovelock & Lewes

Firm Registration No. : 301056E R. K. Mutreja
Chartered Accountants Director
Asha Ramanathan S. C. Srinivasan
Partner Director
Membership No.202660
Place: Mumbai Place: Mumbai
Date:3rd May, 2010 Date: 3rd May, 2010

52 Hindustan Unilever Limited

Directors' Report Hindustan Field Services Private Limited
(Formerly Known as Hindustan Unilever Field Services Private Limited)

To the shareholders

DIRECTORS AUDITORS REGISTERED OFFICE

Hemant Bakshi M/s. Lovelock & Lewes Dakshina, 8th Floor, Plot No. 2,
Sudarshan Kasturi Sector 11, CBD Belapur Navi Mumbai - 400 614
Manish Tiwary
Oskar Kirchner
Charles Tillentelo Johnstone
Douglas Raymond Smollan

Your Directors have pleasure in placing before you the Annual Report and the Audited
Accounts for the year ended 31st March, 2010. Since the last Annual Report and the
Audited Accounts were presented for the 15 months period ended 31st March, 2009,
consequent to the change in the Accounting year of the company, the financial details of
the current year are not comparable. However, the figures for the previous period of 15
months ended 31st March, 2009 are re-stated along side, for reference.
Rs. Lakhs
FINANCIAL RESULTS
12 months 15 months
period ended period ended
31st March, 2010 31st March, 2009
Total Income 5,089.50 5,708.93
Expenditure 4,624.66 5,541.60
Profit before tax 464.83
Net profit 303.43
Dividend (incl. tax on
distributed profits) 272.01
Transfer to General Reserve 30.34
Profit & Loss account
balance carried forward 1.07
OPERATIONAL REVIEW
The Company in two years of operations for the Modern Trade Channel has rolled out the
new initiative of "Perfect Stores" and has successfully met action standards. During the
year your Company has also secured letters of intent for servicing new channels viz.
a) Assisted Selling Channel - for managing the counters for brands 'Lakme' and
Ponds. All the Beauty Counters for Lakme and Ponds will be enabled with a
state-of-the-art technology to capture real time information. This is expected
to yield significant business benefits.
b) General Trade - for merchandising and converting them into "Better Stores".
The Better Stores project involves use of some innovative and state-of-the-art
technology. All the Hand-held Terminals deployed in the field are GPS and GPRS enabled.
This ensures tracking of place and quality of merchandiser working on a real time basis.
The Field team are equipped to take photos and proof of visibility mounted resulting in a
robust and swift audit mechanism. This will enable flow of quick actionable MIS to drive
speed and quality of execution.
The new business initiatives have been successfully launched within a short span of time.
DIVIDEND
The Board of Directors have recommended a dividend of Rs. 18.6 per equity share of the
face value of Rs. 10/- each of the Company for the year ended 31st March, 2010,
amounting to Rs. 232.50 lacs. The dividend, if approved by the shareholders will be paid
to the shareholders whose names appear on the Register of Members as on the date of the
ensuing Annual General Meeting.
DIRECTORS
In accordance with the Articles of Association of the Company and the Companies Act,
1956, Mr. Charles Tillentelo Johnstone and Mr. Manish Tiwary retire from the Board of
Directors at the forthcoming Annual General Meeting and being eligible, offer themselves
for re-appointment.
RESPONSIBILITY STATEMENT
The Directors confirm that:
(i) in the preparation of the annual accounts, the applicable accounting
standards have been followed and that no material departures have been
made from the same;
(ii) they have selected such accounting policies and applied them consistently and
made judgments and estimates that are reasonable and prudent so as to give a
true and fair view of the state of affairs of the Company at the end of the
financial year and of the profit or loss of the Company for that period;
(iii) they have 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; and
(iv) they have prepared the annual accounts on a going concern basis.
AUDIT AND COMPLIANCE COMMITTEE
The Audit Committee constituted under Section 292 A of the Companies Act. 1956, met
twice during the year and reviewed the Corporate Governance and Audit Report.
The Audit Committee comprises of Mr. Sudarshan Kasturi as the Chairman of the
Committee and Mr.Charles Tillentelo Johnstone and Mr. Rajan Zachariah as the Members
of the Committee.
COMPLIANCE CERTIFICATE
In accordance with Section 383A of the Companies Act, 1956 and the Companies
167.33 (Compliance Certificate) Rules 2001, the Company has obtained a Certificate from a
25.28 Secretary in wholetime practice for the financial year ended 31st March, 2010 confirming
that the Company has complied with all the provisions of the Companies Act, 1956. Copy
of the Compliance Certificate is annexed to this Report.
23.37
1.91 DEPOSITS
The Company has not accepted any deposits from the public during the year under review.
- PERSONNEL
The Company continues to believe in investing in people and its people oriented policy
has proven exemplary demonstration in performance and best results. During the year,
the Company has invested in various capability building initiatives and recognition
schemes, to augment its wealth in people investment. The particulars of employees who
attract provision under Section 217(2A) of the Companies Act, 1956 are annexed to this
report. The Board of Directors wish to place on record its deep appreciation towards the
contribution made by the Company's employees at various levels and their commitment
in delivering excellent business performance.
CONSERVATION OF ENERGY & TECHNOLOGY ABSORPTION
The requirements of Section 217(1) (e), in so far as conservation of energy is concerned,
are not applicable to your Company.
1) Efforts, in brief, made towards technology absorption, adoption and innovation:
The Company maintains interaction with Hindustan Unilever Limited and Global
Smollan Holdings. This is facilitated through a well co-ordinated management
exchange programme.
2) Benefits derived as a result of the above efforts:
The Company has derived significant benefits with the roll out of best in class field
marketing technology. This has resulted in improvement of Perfect Stores and
improved management decision-making based on the availability of real-time
information, enabled through leading edge technology
3) Imported technology - Not Applicable
FOREIGN EXCHANGE EARNINGS AND OUTGO
Foreign Exchange Earnings : NIL
Foreign Exchange Outgo : Rs. 152.60 Lacs
AUDITORS
M/s. Lovelock & Lewes, Chartered Accountants, are liable to retire at the conclusion of the
forthcoming Annual General Meeting and being eligible, offer themselves for re-
appointment. The Board recommends their re-appointment.
By Order of the Board
Place: Mumbai Hemant Bakshi Oskar Kirchner
Date: 6th May, 2010 Director Director

Annexure to the Directors' Report

Information as per Section 217(2-A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 and forming part of the Directors' Report for the year
ended 31st March, 2010

Name Age Qualification Date Of Designation /Nature Of Duties Remuneration Received Exper- Last Employment
Employment Gross Net ience Name of the Employer
1 2 3 4 5 6 7 8 9

Vidyasagar RR 52 MMS 01/01/2008 Client Director 7,119,800 5,121,718 33 Senior Sales Officer, Ravalgaon Sugar Farm
Ignatius Rodrigues 48 PG 01/01/2008 Business Unit Manager 3,604,548 2,837,984 26 Hindustan Unilever Limited
*Hemanta Bhadri 49 PG 01/01/2008 Regional Field Manager 2,262,298 1,629,930 25 International Best Foods
Nagendra R 49 PG 01/01/2008 Operations Director 3,116,346 2,311,499 25 Hindustan Unilever Limited
*H N Arun Kumar 40 PG 01/01/2008 Regional Field Manager 2,332,098 1,802,988 18 Hindustan Unilever Limited

*Employed for part of the period

Remuneration Received Gross includes salary, allowances, commission, performance linked variable pay disbursed, taxable value of perquisites and Company's contribution to provident fund.
Remuneration received net includes salary, allowances and commission, less income tax and employees' contribution to provident fund - Remuneration excludes provisions for/contributions to
pension, gratuity and leave encashment, special awards, payments made in respect of earlier years including those pursuant to settlements during the year, payments made under voluntary
retirement schemes and stock options granted. However, contribution to pension in respect of employees who have opted for contribution defined scheme has been included - Nature of
employment is contractual for employees - Other terms and conditions as per Company's Rules - None of these employees is related to any Director of the Company.

Annual Report 2009-10 53

 Hindustan Field Services Private Limited
Annexure to the Directors' Report (Formerly Known as Hindustan Unilever Field Services Private Limited)
[Pursuant to Sec.383A(1) of the Companies Act, 1956]
Compliance Certificate
To the Members of Hindustan Field Services Private Limited
I have examined the registers, records, books & papers of HINDUSTAN FIELD SERVICES 23. The company has not accepted / not invited any deposits under Section 58A for the
PRIVATE LIMITED (the Company) as required to be maintained under the Companies Act, said period under the report.
1956 (the Act) and the rules made there under and also the provisions contained in the 24. The company has not borrowed any amount from directors, members, public,
Memorandum and Articles of Association of the Company for the financial year ended 31st financial institutions, banks and others during the financial year under review.
March, 2010. In my opinion and to the best of my information and according to the
25. The company has not made any loans or advances or given guarantees or provided
examinations carried out by me and explanations furnished to me by the Company, the
securities to other bodies corporate and consequently no entries have been made in
officers & the agents, I certify that in respect of the aforesaid year under review:
the register kept for the purpose.
1. The company has kept and maintained all the registers as stated in Annexure 'A' to
26. The company has not altered the provisions of Memorandum with respect to the situation
this certificate as per the provisions and the rules made there under and all the
of the company's registered office form one state to another during the said period.
entries therein have been duly recorded.
27. The company has not altered the provisions of Memorandum with respect to the
2. The company has filed the forms and returns as stated in Annexure 'B' to this
objects of the company during the said period.
certificate with the Registrar of Companies, Regional Director, Central
Government, Company Law Board and other authorities with the time prescribed 28. The company has altered the provisions of Memorandum with respect to the name
under the Act and the rules made there under. of the company during the said period.
3. The company being private limited company has the minimum prescribed paid-up 29. The company has not altered the provisions of Memorandum with respect to the
capital & maximum number of members during the said period was 3 (Three) excluding capital of the company during the said period under scrutiny.
its present & past employees & the company during the said period under scrutiny: 30. The company has altered its Articles of Association in the said period under the
i) has not invited public to subscribe for its shares or debentures; and report.
ii) has not invited or accepted any deposits from persons other that its members, 31. There was / were no prosecution initiated against or show cause notices received
directors or their relatives. by the company and no fines and penalties or any other punishment was imposed on
the company in the said period under the report, for offences under the Act.
4. The Board of Directors duly met 4 times (Four times) on 28/04/2009, 21/08/2009,
27/11/2009 and 18/02/2010 in respect of which meetings proper notices were given 32. The company has not received any security from its employees during the said
and the proceedings were properly recorded and signed including the circular period under certification.
resolutions passed in the Minutes Book maintained for the purpose. 33. The Company has duly deposited both the employee's & employer's contribution to
5. The company has not closed its Register of Members within the meaning of Section Provident Fund with the prescribed authorities pursuant to Section 418 of the Act.
154 during the said period under the report.
6. The Annual General Meeting for the financial year ended on 31st March, 2009 was
Sachin Chhadawa
held on 24th June, 2009 after giving notice to the members of the company & the
Place: Mumbai Practicing Company Secretary
resolutions passed thereat were recorded in the minute book maintained for the
Date: 6th May, 2010 FCS 5619 C P No 4617
purpose.
Encl: Annexures "A" & "B"
7. 2 (Two) extra ordinary general meeting was held on 19th December, 2009 and 29th
January, 2010 during the year under review.
8. As informed, the company has not advanced any loans to its directors or persons or ANNEXURE "A"
firms or companies referred to under section 295 of the Act.
9. The company has complied with the provisions of section 297 of the Act in respect of Following Registers are maintained by the company: -
contracts specified in that section. 1. Register of Members u/s 150.
10. The company was not required to make any entries in the register maintained under 2. Register of Directors, Managing Director etc. u/s 303.
section 301 of the Act.
11. As there were no instances falling within the purview of section 314 of the Act, the 3. Register of Director's shareholding u/s 307.
company was not required to obtain any approvals from the Board of directors, 4. Register of disclosure of interest u/s 301.
members or Central Government.
5. Register of charges u/s 143.
12. The Company has not issued any duplicate share certificates during the period
under scrutiny. 6. Register of Share Transfer.
13. The company has : 7. Books of Accounts: As regards compliance of Section 209, 210 and 211 of the Act is
(i) Delivered all the certificates on lodgment of transfer of securities in concerned while giving this certificate, I have relied on the report of the Statutory
accordance with the provisions of the Act; Auditors of the company.
(ii) Distributed the dividend (declared at Annual General Meeting held on Following books are maintained by the company: -
24.06.2009) directly from the Company's Bank Account within 30 days from the
date of declaration thereof; 1. Board Meeting Minutes Book.
(iii) Directly paid the dividend from the Company's Bank Account within 30 days, 2. General Meeting Minutes Book.
hence no dividend amount remain unpaid;
(iv) not required to transfer any amounts in unpaid dividend account, application ANNEXURE "B"
money due to refund, matured deposits, matured debentures and the interest Forms & returns to be filed by the company with the Registrar of Companies, Regional
accrued thereon which have remained unclaimed or unpaid for a period of Directors, Central Government or other authorities during the financial year ended 31st
seven years to Investor Education and Protection Fund does not arise since March, 2010
there is no dividend declared or default in the repayment of deposits;
A] Registrar of Companies
(v) duly complied with the requirements of Section 217 of the Act.
14. The Board of Directors of the Company is duly constituted and the appointments of Sr. Form No./ Filed under For /As on Date of Whether If delay in
directors, additional directors, alternate directors and directors to fill the casual No. Return Section filing / filed in filing
vacancies have been duly made. Document prescribed whether
15. The company has not appointed Managing Director / Whole-time Director / Manager Date time requisite
for the said period under the report. additional
Fee paid
16. The company has not appointed any sole selling agents for the said period under the Yes/No
report.
17. As informed, there were no matters requiring any approvals of the Central 1 Form 20B 159 24/06/2009 21/08/2009 Yes No
Government, Company Law Board, Regional Directors, Registrar and such other
authorities as may be prescribed under the various provisions of the Act, for the said 2 Form 23AC 220 31/03/2009 21/08/2009 No Yes
period under the report. 3 Form 66 383A 31/03/2009 21/08/2009 No Yes
18. The directors have disclosed their interest in other firms / companies to the Board 4 Form 32 303(2) 24/06/2009 13/08/2009 No Yes
of Directors pursuant to the provisions of the Act to the extent and wherever
applicable. 5 Form 23 192 19/12/2009 11/01/2010 Yes No
19. The company has not issued shares during the said period and complied with the 6 Form 23 192 29/01/2010 05/03/2010 No Yes
provisions of the Act. 7 Form 18 146 29/01/2010 08/03/2010 No Yes
20. The company has not bought back any shares during the said period. 8 Form 1B 21 19/12/2009 11/01/2010 Yes No
21. There was no redemption of preference shares or debentures during the said period. 9 Form 1A 21 N.A. 30/11/2009 Yes No
22. There were no instances in the company requiring to keep the abeyance rights to
dividends, right shares and bonus shares pending registration of transfer of shares. B] Regional Director or any other authority: Nil

54 Hindustan Unilever Limited

Auditors' Report
To the Members of Hindustan Field Services Private Limited
(Formerly known as Hindustan Unilever Field Services Private Limited)
1. We have audited the attached Balance Sheet of Hindustan Field Services Private
Limited (the "Company") as at March 31, 2010, and the related Profit and Loss
Account and Cash Flow Statement for the year ended on that date annexed thereto,
which we have signed under reference to this report. These financial statements are
the responsibility of the Company's Management. Our responsibility is to express an
opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with the auditing standards generally
accepted in India. Those 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 statements. 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.
3. As required by the Companies (Auditor's Report) Order, 2003, as amended by the
Companies (Auditor's Report) (Amendment) Order, 2004 (together the "Order"),
issued by the Central Government of India in terms of sub-section (4A) of Section 227
of 'The Companies Act, 1956' of India (the 'Act') and on the basis of such checks of the
books and records of the Company as we considered appropriate and according to the
information and explanations given to us, we give in the Annexure a statement on the
matters specified in paragraphs 4 and 5 of the Order.
4. Further to our comments in the Annexure referred to in paragraph 3 above, we report
that:
(a) We have obtained all the information and explanations which, to the best of our
knowledge and belief, were necessary for the purposes of our audit;
(b) In our opinion, proper books of account as required by law have been kept by the
Company so far as appears from our examination of those books;
Annexure to the Auditor's Report
Referred to in paragraph 3 of the Auditors' Report of even date to the members of Hindustan Field Services Private Limited (Formerly known as Hindustan Unilever Field
Services Private Limited) on the financial statements for the year ended March 31, 2010.
1. (a) The Company is maintaining proper records showing full particulars, including
quantitative details and situation, of fixed assets.
(b) The fixed assets are physically verified by the Management according to a
phased programme designed to cover all the items over a period of two years
which, in our opinion, is reasonable having regard to the size of the Company
and the nature of its assets. Pursuant to the programme, a portion of the fixed
assets has been physically verified by the Management during the year and no
material discrepancies between the book records and the physical inventory
have been noticed.
(c) In our opinion and according to the information and explanations given to us, a
substantial part of fixed assets has not been disposed of by the Company during
the year.
2. There are no inventories. Consequently, clauses (ii)(a), (ii)(b) and (ii)(c) of the Order
are not applicable.
3. The Company has neither granted nor taken any loans, secured or unsecured,
to/from companies, firms or other parties covered in the register maintained under
Section 301 of the Act. Consequently, clauses (iii)(b), (iii)(c), (iii)(d), (iii)(f) and
(iii)(g) of the Order are not applicable.
4. In our opinion and according to the information and explanations given to us, having
regard to the explanation that certain items purchased are of special nature for
which suitable alternative sources do not exist for obtaining comparative
quotations, there is an adequate internal control system commensurate with the
size of the Company and the nature of its business for the purchase of fixed assets.
Further, on the basis of our examination of the books and records of the Company,
and according to the information and explanations given to us, we have neither
come across nor have been informed of any continuing failure to correct major
weaknesses in the aforesaid internal control system.
5. According to the information and explanations given to us, there have been no
contracts or arrangements referred to in Section 301 of the Act during the year to be
entered in the register required to be maintained under that Section. Accordingly,
the question of commenting on transactions made in pursuance of such contracts or
arrangements does not arise.
6. The Company has not accepted any deposits from the public within the meaning of
Sections 58A and 58AA of the Act and the rules framed there under.
7. In our opinion, the Company has an internal audit system commensurate with its size
and nature of its business.
8. The Central Government of India has not prescribed the maintenance of cost records
under clause (d) of sub-section (1) of Section 209 of the Act for any of the products of
the Company.
9. (a) According to the information and explanations given to us and the records of
the Company examined by us, in our opinion, the Company is generally regular
in depositing the undisputed statutory dues including provident fund,
employees' state insurance, income-tax, service tax and other material
Hindustan Field Services Private Limited
(Formerly Known as Hindustan Unilever Field Services Private Limited)
(c) The Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt
with by this report are in agreement with the books of account;
(d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow
Statement dealt with by this report comply with the accounting standards
referred to in sub-section (3C) of Section 211 of the Act;
(e) On the basis of written representations received from the directors, as on March
31, 2010 and taken on record by the Board of Directors, none of the directors is
disqualified as on March 31, 2010 from being appointed as a director in terms of
clause (g) of sub-section (1) of Section 274 of the Act;
(f) In our opinion and to the best of our information and according to the
explanations given to us, the said financial statements together with the
notes thereon and attached thereto give, in the prescribed manner, the
information required by the Act, and give a true and fair view in conformity
with the accounting principles generally accepted in India:
i. in the case of the Balance Sheet, of the state of affairs of the company as
at March 31, 2010;
ii. in the case of the Profit and Loss Account, of the profit for the year
ended on that date; and
iii. in the case of the Cash Flow Statement, of the cash flows for the year
ended on that date.
For Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountants
Asha Ramanathan
Mumbai Partner
Date: 6th May, 2010 Membership Number: 202660
statutory dues as applicable with the appropriate authorities. As informed to
us, investor education and protection fund, sales-tax, wealth tax, custom
duty, excise duty and cess are not applicable to the Company during the year .
(b) According to the information and explanations given to us and the records of the
Company examined by us, there are no dues of income-tax, and service-tax as at
March 31, 2010 which have not been deposited on account of any dispute. As
informed to us, sales-tax, wealth tax, custom duty, excise duty, and cess are not
applicable to the Company during the year .
10. As the Company is registered for a period less than five years, clause (x) of the
order, is not applicable for the year.
11. According to the records of the Company examined by us and the information and
explanation given to us, the Company has not defaulted in repayment of dues to
any financial institution or bank or debenture holders as at the balance sheet date.
12. The Company has not granted any loans and advances on the basis of security by
way of pledge of shares, debentures and other securities.
13. The provisions of any special statute applicable to chit fund / nidhi / mutual
benefit fund/ societies are not applicable to the Company.
14. In our opinion, the Company is not a dealer or trader in shares, securities,
debentures and other investments.
15. In our opinion and according to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from banks or
financial institutions during the year.
16. The Company has not obtained any term loans.
17. On the basis of an overall examination of the balance sheet of the Company, in our
opinion and according to the information and explanations given to us, there are no
funds raised on a short-term basis which have been used for long-term investment.
18. The Company has not made any preferential allotment of shares to parties and
companies covered in the register maintained under Section 301 of the Act during
the year.
19. The Company has not issued any debentures.
20. The Company has not raised any money by public issues during the year.
21. During the course of our examination of the books and records of the Company,
carried out in accordance with the generally accepted auditing practices in India,
and according to the information and explanations given to us, we have neither
come across any instance of fraud on or by the Company, noticed or reported during
the year, nor have we been informed of such case by the Management.
For Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountants
Asha Ramanathan
Mumbai Partner
Date: 6th May, 2010 Membership Number: 202660
Annual Report 2009-10 55
Profit and Loss Account Hindustan Field Services Private Limited
(Formerly Known as Hindustan Unilever Field Services Private Limited)

For the year ended 31st March, 2010

Rupees
Schedule 12 months ended 15 months ended
March 31, 2010 March 31, 2009
INCOME
Service Income Gross of [Tax deducted at source Rs. 11,334,885
(Previous Period Rs. 13,556,604) and Net of Service Tax Rs. 51,891,451
(Previous Period Rs. 69,124,000)] 10 503,800,329 565,593,633
Other Income 11 5,149,815 5,299,938
508,950,144 570,893,571
EXPENDITURE
Operating expenses 12 459,947,232 550,919,773
Depreciation 2,519,104 3,035,388
Interest - 204,952
462,466,336 554,160,113
Profit Before Taxation 46,483,808 16,733,458
Provision for Taxation
Current Tax 16,547,070 9,912,033
Fringe Benefit Tax 8,555,000
Deferred Tax (406,739) (4,262,066)
(Refer Note 2(g) and 10 of Schedule 13)
Profit After Taxation 30,343,477 2,528,491
Profit and Loss account balance brought forward - -
30,343,477 2,528,491
Appropriations :-
Final Dividend - Proposed 23,250,000 1,998,000
Tax On Dividend 3,951,338 339,560
27,201,338 2,337,560
Transfer to General Reserve 3,034,348 190,931
Profit and loss Account Balance Carried to Balance Sheet 107,791 -
30,343,477 2,528,491
Earnings Per Share Basic and Diluted ( Refer Note 7 of Schedule 13) 24.27 3.67
(face value of Rs 10 each)
Notes to the Financial Statements 13
The Schedules referred to herein above form an integral part of the Profit & Loss Account.
In terms of our report of even date
For Lovelock and Lewes
Firm Registration Number: 301056E Oskar Kirchner
Chartered Accountants Director
Asha Ramanathan Hemant Bakshi
Partner Director
Membership No. 202660
Place: Mumbai Place: Mumbai
Date: 6th May, 2010 Date: 6th May, 2010

Balance Sheet
As at 31st March, 2010 Rupees
Schedule As at As at
31st March, 2010 31st March, 2009
SOURCES OF FUNDS
Shareholders' Funds
Capital 1 12,500,000 12,500,000
Reserves and Surplus 2 3,333,070 190,931
15,833,070 12,690,931
APPLICATION OF FUNDS
Fixed Assets 3
Gross Block 11,765,562 8,012,117
less Depreciation 5,141,322 2,976,713
Net Block 6,624,240 5,035,404
Capital work in progress 22,154,382 -
28,778,622 5,035,404
Deferred Tax (Refer Note 2(g) and 10 of Schedule 13)
Deferred Tax Asset 5,044,101 4,492,038
Deferred Tax Liability (375,296) (229,972)
4,668,805 4,262,066
Current Assets, Loans and Advances
Sundry Debtors 4 66,048,611 41,974,665
Bank Balances 5 158,487,390 114,039,657
Loans and advances 6 14,172,906 10,671,658
Other Current Assets 7 162,299 620,820
238,871,206 167,306,800
Current Liabilities and Provisions
Liabilities 8 216,063,258 150,368,994
Provisions 9 40,422,305 13,544,345
256,485,563 163,913,339
Net Current Assets (17,614,357) 3,393,461
15,833,070 12,690,931

Notes to the Financial Statements 13

The Schedules referred to herein above form an integral part of the Balance Sheet.
In terms of our report of even date
For Lovelock and Lewes
Firm Registration Number: 301056E Oskar Kirchner
Chartered Accountants Director
Asha Ramanathan Hemant Bakshi
Partner Director
Membership No. 202660
Place: Mumbai Place: Mumbai
Date: 6th May, 2010 Date: 6th May, 2010

56 Hindustan Unilever Limited

Cash Flow Statement Hindustan Field Services Private Limited
(Formerly Known as Hindustan Unilever Field Services Private Limited)

For the year ended on 31st March, 2010

Rupees
12 months ended 15 months ended
March 31, 2010 March 31, 2009
A Cash Flow from Operating Activities :
Profit before taxation 46,483,808 16,733,458
Adjustments for :
Deficit/(Surplus) on disposal of Fixed Assets (51,244) 90,336
Interest on Loan - 204,952
Depreciation 2,519,104 3,035,388
Interest income on Fixed Deposits (5,095,699) (2,627,839) (5,149,900) (1,819,225)
Operating Profit before Working Capital Changes 43,855,969 14,914,234
Adjustments for Changes in Working Capital:
Trade and Other Receivables (24,096,380) (47,667,696)
Trade Payables and Other Liabilities 65,640,085 41,543,705 161,075,779 113,408,083
Cash generated from operations 85,399,674 128,322,316
Taxes Paid (20,525,884) (22,673,015)
Net Cash from Operating Activities (A) 64,873,790 105,649,302
B Cash Flow from Investing Activities :
Purchase of Fixed Assets (23,882,966) (8,332,867)
Interest received 5,554,220 4,367,455
Sale of Fixed Assets 240,249 60,719
Net Cash from (used) in Investing Activities (B) (18,088,497) (3,904,693)
C Cash Flow from Financing Activities :
Loan Taken - 8,000,000
Repayment of Loan - (8,000,000)
Interest on loan paid - (204,952)
Issue of Share Capital - 12,400,000
Dividend Paid ( Including Dividend Distribution Tax ) (2,337,560) -
Net Cash from / used in Financing Activities (C) (2,337,560) 12,195,048
Net Increase / (decrease) in Cash and Cash equivalents (A+B+C) 44,447,733 113,939,657
Cash and Cash Equivalents at the beginning of the year / period 114,039,657 100,000
Cash and Cash equivalents at the end of the year / period (Refer notes below) 158,487,390 114,039,657
Notes
1 Cash and Cash Equivalents comprise of:
Balance With Scheduled banks in
- current accounts 79,162,223 20,069,657
- Fixed Deposit 79,325,167 93,970,000
158,487,390 114,039,657

2 The above Cash Flow Statement has been prepared under the Indirect method set out in Accounting Standard-3- "Cash Flow Statement" issued by the
Institute of Chartered Accountants of India.
3 Figures in the brackets indicate cash outgo.
4 Previous period's figures have been regrouped / restated wherever necessary to conform to current year classification.

In terms of our report of even date.

For Lovelock and Lewes Oskar Kirchner
Firm Registration Number: 301056E Director
Chartered Accountants
Asha Ramanathan Hemant Bakshi
Partner Director
Membership No. 202660
Place: Mumbai Place: Mumbai
Date: 6th May, 2010 Date: 6th May, 2010

Annual Report 2009-10 57

Schedule Hindustan Field Services Private Limited
(Formerly Known as Hindustan Unilever Field Services Private Limited)

Annexed to and forming part of the Balance Sheet

as at March 31, 2010.
Rupees
As at As at
March 31, 2010 March 31, 2009
1 CAPITAL
Authorised :
2,000,000 Equity shares of Rs. 10 each 20,000,000 20,000,000
Issued, Subscribed and Paid up :
1,250,000 Equity shares of Rs. 10 each fully paid in cash (Of the above 637, 500 equity shares 12,500,000 12,500,000
of Rs. 10 each are held by Hindustan Unilever Limited and its nominees)
12,500,000 12,500,000
2 Reserves & Surplus
General Reserve
Opening Balance 190,931 190,931
Add: Transferred from Profit and Loss Account 3,034,348 3,225,279 -
Profit and Loss Account 107,791 -
3,333,070 190,931
3. FIXED ASSETS: (Refer Note 2 (d) of schedule 13) Rupees
GROSS BLOCK DEPRECIATION NET BLOCK
As at Additions Deletion / As at 31st Upto For the Deletions Upto As at As at
at 1st during the Adjust- March, 31st Year during 31st 31st 31st
April, Year ments 2010 March, the year March, March, March,
2009 during the 2009 2010 2010 2009
Particulars
year
Furniture and Fixtures 1,147,718 150,336 - 1,298,054 722,470 33,224 - 755,694 542,360 425,248
Office Equipments 1,078,934 88,032 27,000 1,139,966 33,955 55,362 1,423 87,894 1,052,072 1,044,979
Computers 5,785,465 4,058,577 516,500 9,327,542 2,220,288 2,430,518 353,072 4,297,734 5,029,808 3,565,177
TOTAL : 8,012,117 4,296,945 543,500 11,765,562 2,976,713 2,519,104 354,495 5,141,322 6,624,240 5,035,404
CWIP - 22,154,382 - 22,154,382 - - - - 22,154,382 -
Grand Total 8,012,117 26,451,327 543,500 33,919,944 2,976,713 2,519,104 354,495 5,141,322 28,778,622 5,035,404
Previous Period : - 8,332,867 320,750 8,012,117 - 3,035,388 58,675 2,976,713 5,035,404 -
Rupees
As at As at
March 31, 2010 March 31, 2009
4 SUNDRY DEBTORS
(Unsecured, considered good, less than six months)
Other Debts 66,048,611 41,974,665
66,048,611 41,974,665
5 CASH AND BANK BALANCES
With Scheduled banks
in current accounts 79,162,223 20,069,657
in Fixed Deposits 79,325,167 93,970,000
158,487,390 114,039,657
6 LOANS AND ADVANCES
(Unsecured, considered good unless otherwise stated)
Advance recoverable in cash or in kind or for value to be received
4,176,119 2,660,590
Loans and Advances to Employees 1,811,991 3,305,086
Advance Tax and Tax deducted at source [Net of provision for tax
Rs. 35,014,103 (Previous period Rs. 18,467,033)] 8,184,796 4,705,982
14,172,906 10,671,658
7 OTHER CURRENT ASSETS
Interest Accrued 162,299 620,820
162,299 620,820
8 LIABILITIES
Sundry creditors (Including dues to Micro, Small and Medium Enterprises Rs. Nil) 211,702,641 143,585,139
Payable to Hindustan Unilever Limited 765,173 448,400
Payable to Smollan Holdings (Pty) Limited 2,508,275 3,560,486
Other Liabilities 1,087,169 2,774,969
216,063,258 150,368,994
9 PROVISIONS
Pension Fund (Refer Note 6(a) and (b) of Schedule 13) 6,501,543 7,408,337
Other Employee Benefits 506,320 484,603
Gratuity (Refer Note 6(b) of Schedule 13) 6,213,104 3,313,845
Proposed dividend 23,250,000 1,998,000
Tax on dividend 3,951,338 339,560
40,422,305 13,544,345

58 Hindustan Unilever Limited

Schedule Hindustan Field Services Private Limited
(Formerly Known as Hindustan Unilever Field Services Private Limited)
Annexed to and forming part of the
Profit and Loss Account for the year ended March 31, 2010.
Rupees
12 months ended 15 months ended
March 31, 2010 March 31, 2009
10 INCOME
Service Income - Gross of [Tax Deducted at Source Rs. 11,334,885
(Previous Period Rs. 13,556,604)] 555,691,945 634,722,162
Less: Service Tax 51,891,616 69,128,529
503,800,329 565,593,633
11 OTHER INCOME
Exchange Gain (Net) 2,872 150,038
Surplus on fixed assets sold, scrapped, etc 51,244 -
Interest on Fixed Deposits -Gross of [Tax Deducted at source Rs. 700,999
(Previous period 1,061,297)] 5,095,699 5,149,900
5,149,815 5,299,938
12 OPERATING EXPENSES
Salaries, wages, bonus, etc. 124,021,882 158,654,091
Contribution to provident and other funds 11,909,634 19,511,640
Purchased Services 217,301,602 224,294,113
Workmen and staff welfare expenses 12,745,577 23,247,531
Consumables Stores and spares 3,311,104 2,710,094
EDP and IT Cost 8,964,023 16,803,509
Power, light, fuel and water 783,988 1,294,446
Repairs & Maintenance 510,917 875,548
Rent (Refer Note 5 on Schedule 13) 11,306,038 14,677,749
Rates and taxes 98,784 652,709
Communication Expenses 5,978,993 7,111,920
Advertising and sales promotion 63,249 5,007,876
Printing and Stationery 8,999,920 6,577,009
Auditors Remuneration 600,000 600,000
Insurance 55,057 158,595
Travelling and motor car expenses 30,878,673 45,120,679
Consultancy & Legal Fees 17,484,712 19,356,859
Deficit on fixed assets sold, scrapped, etc - 90,336
Miscellaneous Expenses 4,933,079 4,175,069
459,947,232 550,919,773
SCHEDULE "13 "
SCHEDULE FORMING PART OF THE ACCOUNTS FOR THE PERIOD ENDED MARCH 31,2010
1 The Company was incorporated on 14th December, 2007. It is a 51 : 49 Joint Venture between Hindustan Unilever Limited and Smollan Holding (Pty) Limited, to
carry on the business of field services including, but not limited to sales and merchandising services across all channels and categories, trade marketing,
optimisation of instore presence, modern trade, best practices capabilities, market intelligence, brand advisory services, event co-ordination and
merchandising services. The name of the Company has been changed to "Hindustan Field Services Private Limited" with effect from January 21, 2010.
2 Significant Accounting Policies
a Basis of Accounting
The Financial Statement have been prepared to comply in all material aspects with applicable accounting principles in India, the Accounting
Standards notified under sub-section (3C) of Section211 of the Companies Act, 1956 of India and the applicable relevant provisions thereof.
b Revenue Recognition
Income from services rendered is booked based on agreements/arrangements with the concerned parties.
c Expenditure
Expenses are accounted for on the accrual basis and provision is made for all known losses and liabilities.
d Fixed Assets
Fixed Assets are stated at cost less depreciation. Depreciation is provided from the date the assets are put to use on straight line method at the rates
and in the manner specified under Schedule XIV of the Companies Act, 1956 (except for High Tech Computer(HTC) equipments which are depreciated
over 2 to 3 years). Fixed Assets individually costing Rs. 5000 or less are fully depreciated in the year of acquistion.
e Provisions
A provision is recognised when there is a present obligation as a result of a past event for which, it is probable that an outflow of resources will be
required to settle the obligation and in respect of which reliable estimate can be made. Provision is not discounted to its present value and is
determined based on the best estimate required to settle the obligation at the year end date. These are reviewed at each year end date and adjusted
to reflect the best current estimate.
f Employee Benefits
The Contribution to defined contribution schemes such as Provident Fund and ESIC are charged to the Profit and Loss account as incurred. In respect of certain
employees, Provident Fund contributions are made to a trust administered by the holding company Hindustan Unilever Limited. The contributions are made to
the government administered Provident Fund towards which the company has no further obligation beyond the monthly contribution.
Gratuity is a Defined Benefit Obligation and gratuity fund assets are being controlled by a separate independent trust for Hindustan Unilever Limited
and its subsidiaries including Hindustan Field Services Private Limited. These Trusts maintain their assets at the group level and do not have assets
identifiable specifically for Hindustan Field Services Private Limited.
The Liability of other short term Employee Benefits like Leave Encashment is determined as the undiscounted amount of short term employee benefits
expected to be paid in exchange for the services rendered by employees and is recognised during the period when the employee renders the service.

Annual Report 2009-10 59

Schedule Hindustan Field Services Private Limited
(Formerly Known as Hindustan Unilever Field Services Private Limited)
Forming part of the accounts
for the period ended March 31,2010

g Taxes on Income
Current tax is determined as the amount of tax payable in respect of taxable income for the year.
Deferred tax is recognised, subject to the consideration of prudence, on timing differences, being the differences between taxable income and
accounting income, that originate in one period and are capable of reversal in one or more subsequent periods.
h Foreign Currency Translations
Foreign currency transactions are accounted for at the exchange rates prevailing at the date of the transaction. Assets and liabilities at the balance
sheet date are restated at the exchange rate prevailing as on the balance sheet date. Gains and losses resulting from the settlement of such
transactions and from the translation of assets and liabilities denominated in foreign currencies are recognised in the profit and loss account.
3 There are no capital commitments as at the Balance sheet date
4 There are no contingent liabilities as at the Balance sheet date
5 Operating Leases
The Company's significant leasing arraignments are in respect of operating leases for premises (office, godown, etc.) These leasing arrangements which
are not non-cancellable range between 1 to 3 years generally, or longer, and are usually renewable by mutual consent on mutually agreeable terms.
The aggregate lease rentals payable are charged as Rent in the profit and loss account (Refer Schedule 12).
6 Employee Benefits
a Defined Contribution Plan
During the period the company has recognised the following amounts in to the Profit and Loss Account
Rupees
12 months ended 15 months ended
March 31, 2010 March 31, 2009
Employer's Contributions to Provident Fund 5,559,386 5,848,230
Employer's Contributions to Pension Fund 2,857,401 2,632,510
Employer's Contributions to ESIC 671,074 1,075,470
Total 9,087,861 9,556,210

b Defined Benefit Plan

Gratuity is a defined benefit obligation and gratuity fund assets are being controlled by a separate independent trust for Hindustan Unilever Limited
and its subsidiaries including Hindustan Field Services Private Limited. These Trusts maintain their assets at the group level and do not have assets
identifiable specifically for Hindustan Field Services Private Limited. Thus all the disclosures required by Accounting Standard 15 (revised) "
Employees Benefit " have been made in Hindustan Unilever Limited's Financial Statement.
The following amounts have been charged to the Profit & Loss Account. Rupees
12 months ended 15 months ended
March 31, 2010 March 31, 2009
Gratuity 2,961,816 3,313,845
Pension Fund (140,042) 6,641,585
Total 2,821,774 9,955,430

7 Earnings per share

Basic earnings per share has been calculated by dividing the profits for the year/period attributable to equity
shareholders by the weighted average number of equity shares outstanding during the year/period.

12 months ended 15 months ended

March 31, 2010 March 31, 2009
Profit after Tax (Rupees) (A) 30,343,477 2,528,491
Weighted average number of equity shares outstanding during the year/period (B) 1,250,000 688,593
Earnings per Share ( Per Equity Share of Rs. 10 each) Basic and Diluted (A/B) 24.27 3.67

Rupees
8 A Expenditure in Foreign Currency. (on payment basis-net of TDS) 12 months ended 15 months ended
March 31, 2010 March 31, 2009
Consultancy, legal and management fees 14,502,752 14,492,822
Travelling and Motor Car Expenses 37,907 497,680
License Charges 626,256 424,332
Salaries, wages, bonus, etc 93,092 -
Purchased Services - 1,939,963
Total 15,260,007 17,354,797

B 12 months ended 15 months ended

March 31, 2010 March 31, 2009
Number of non resident shareholders 1 -
Number of shares of Rs. 10 each held by them on which dividend was due 612,500 -
Final Dividend (2008-09) (Rupees) 979,020 -
Dividend Remitted (Rupees) 979,020 -

60 Hindustan Unilever Limited

Schedule Hindustan Field Services Private Limited
(Formerly Known as Hindustan Unilever Field Services Private Limited)
Forming part of the accounts
for the period ended March 31,2010
Rupees
9 Auditor Remuneration 12 months ended 15 months ended
March 31, 2010 March 31, 2009
Audit Fees 500,000 400,000
Tax Audit Fees 100,000 200,000
Total 600,000 600,000

10 Deferred Tax - The deferred tax amount comprises of tax effect of timing Rupees
difference on account of :
March 31, 2010 March 31, 2009
Components of Deferred Tax
Deferred Tax Asset
Provision for Leave Encashment 89,431 76,524
Provision for Contribution to Pension Fund 2,209,874 2,518,094
Provision for Bonus to Employees 632,962 771,044
Provision for Gratuity 2,111,834 1,126,376
Deferred Tax Liability
Depreciation (375,296) (229,972)
Deferred Tax Asset (Net) 4,668,805 4,262,066

11 Related Party Disclosures

A Enterprises where control exists
(i) Hoding Company: Hindustan Unilever Limited
(ii) Associate Entities: Global Smollan Holding Limited w.e.f August 21, 2009.
Smollan Holding (Pty) limited upto August 20, 2009.
B Details relating to parties referred in Note 11 (A) above
Rupees
12 months ended 15 months ended
Sr No Name of the Party Nature of Transaction March 31, 2010 March 31, 2009
Income
1 Holding Company Income from services 503,800,329 634,722,162
(Hindustan Unilever Limited) Expenditure
Purchased Services 3,950,198 6,517,000
Workmen And Staff Welfare Expenses - 217,924
EDP and & IT cost 3,182,189 3,326,869
Licence Charges - 1,836,000
Information Collection Cost - 1,584,398
Rent 4,220,000 5,849,999
Communication Expenses - 131,994
Advertising And Sales Promotion - 1,240,774
Printing & Stationery - 145,427
Travelling and Motor Car Expenses 267,473 4,458,497
Consultancy and Legal Fees - 616,934
Miscellaneous Expenses - 3,932
Interest On Loan - 204,952
EPS and EDLI Charges 481,272 -
Relocation Charges 79,900 -
Total 12,181,032 26,134,700
Loans taken and repaid during the year / period - 8,000,000
Reimbursement during the year (Received/Paid) 526,850 -
Employee loans transferred from 136,128 1,615,771
Employee loans transferred to (536,563) -
Pension Paid 3,611,414 -
Dividend Paid 1,018,980 -
Fixed Assets Purchased
Computers - 4,042,500
Share Capital
Issue of share capital - 6,275,000
Balance payable
Consultancy & Legal Fees 248,400 448,400
Travelling And Motor Car Expenses 16,773 -
Rent 500,000 -
Total 765,173 448,400
Balance receivable 66,048,611 41,974,665

Annual Report 2009-10 61

Schedule Hindustan Field Services Private Limited
(Formerly Known as Hindustan Unilever Field Services Private Limited)
Forming part of the accounts
for the period ended March 31,2010
Rupees
12 months ended 15 months ended
Sr No Name of the Party Nature of Transaction March 31, 2010 March 31, 2009
2 Associate [Smollan Expenditure
Holdings (Pty) Limited] Purchased Services - 1,939,963
Hosting Charges - 244,730
Communication Expenses - 179,603
Consultancy & Legal Fees 4,974,334 13,994,285
Total 4,974,334 16,358,581
Dividend 979,020 -
Share Capital
Issue of share capital - 6,125,000
Balance payable
Consultancy & Legal Fees - 3,560,486

12 Segment Reporting
The Company is in to the business of providing marketing and field services for the modern trade practices and beauty advisory in India. The entire
operations are governed by the same set of risks and returns. Hence, the operations have been considered as representing a single business segment. The
Company is considered to be operating in one geographical segment. The said treatment is in accordance with the guiding principles enunciated in the
Accounting Standard on Segment Reporting (AS - 17).

13 Micro, Small and Medium enterprises

There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days at the Balance Sheet
date. The Micro, Small and Medium Enterprises have been identified on the basis of the information available with the Company. This has been relied upon
by the Auditors.

14. Previous period's figures have been regrouped / restated wherever necessary to conform to current year classification.

15. During the previous year, the company had changed its accounting year to fall in line with that of its holding Company, Hindustan Unilever Limited. The
current accounting year is for the period of 12 months starting from 1st April, 2009 to 31st March, 2010 whereas the previous accounting period was for the
period of 15 months starting from 1st January, 2008 to 31st March, 2009. The corresponding figures for the previous period are therefore, not comparable
with those of the current year.

For Lovelock and Lewes

Firm Registration Number: 301056E Oskar Kirchner
Chartered Accountants Director
Asha Ramanathan Hemant Bakshi
Partner Director
Membership No: 202660
Place: Mumbai Place: Mumbai
Date: 6th May, 2010 Date: 6th May, 2010

62 Hindustan Unilever Limited

Directors' Report Lakme Lever Private Limited

To the shareholders

DIRECTORS AUDITORS REGISTERED OFFICE

N. Rajaram M/s. Lovelock & Lewes Shree Niwas House, 1st Floor,
P. B. Balaji H. Somani Marg, Fort,
Mumbai - 400 001

Your Directors have pleasure in placing before you the Annual Report and the
Audited Accounts for the year ended 31st March, 2010. Since this is the first year of
operations of the Company, the financial details for the 4 months period ended
31st March, 2009 are nil.
FINANCIAL RESULTS
For the For 4 months
year ended period ended
31st March, 2010 31st March, 2009
Income 1427.61
Profit/(Loss) before Taxation (878.42)
Profit /(Loss) after Taxation (851.67)
Net Profit/(Loss) (961.67)
Balance brought forward from previous year - -
Balance carried forward to Balance Sheet (961.67)
OPERATIONAL REVIEW
The Company continued operations through acquisition of Company salons from
Hindustan Unilever Limited through a business purchase agreement and
managing franchisee operations. During the course of the year, the Company
also set up owned salons and studios as a part of the business expansion process.
DIVIDEND
The Directors do not recommend any dividend for the year under review.
ALLOTMENT OF EQUITY SHARES:
During the year under review, the Board of Directors at its Meeting held on
13th July, 2009, allotted 5,150,000 Equity Shares of Rs. 10/- each to
Hindustan Unilever Limited. The paid up equity Share capital of the Company
as on the date of this Report is Rs. 52,000,000/-.
DIRECTORS
Mr. D. Sundaram, Mr. Ashok Gupta and Mr. Anil Lal Chopra resigned from the
Board of Directors of the Company with effect from 2nd June, 2009, 15th
March, 2010 and 24th May, 2010 respectively. The Board placed on record its
appreciation of the services rendered by them during their tenure as
Directors of the Company.
Mr. N. Rajaram and Mr. P. B. Balaji, who were appointed as Additional
Directors of the Company with effect from 15th March, 2010 would vacate
their office at the forthcoming Annual General Meeting as per Section 260
of the Companies Act, 1956. Necessary notices have been received from
certain members under Section 257 of the Companies Act, 1956 signifying
their intention to propose the appointment of Mr. N. Rajaram and
Mr. P. B. Balaji, as Directors of the Company at the said meeting.
RESPONSIBILITY STATEMENT
The Directors confirm that:
i. in the preparation of the annual accounts, the applicable accounting
standards have been followed and that no material departures have been
Rs. Lakhs made from the same;
ii. they have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs of
the Company at the end of the financial year and of the profit or loss of
- the Company for that period;
-
- iii. they have 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; and
iv. they have prepared the annual accounts on a going concern basis.
DEPOSITS
The Company has not accepted any fixed deposits from public during the year
under review.
PERSONNEL
The Particulars of employees who attract provision under Section 217(2A) of
the Companies Act, 1956 are annexed to this Report.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN
EXCHANGE EARNINGS AND OUTGO
The requirements of Section 271(1)(e), in so far as conservation of energy is
concerned, are not applicable to the Company.
AUDITORS
M/s. Lovelock & Lewes, Chartered Accountants, are liable to retire at the
conclusion of the forthcoming Annual General Meeting and being eligible,
offer themselves for re-appointment. The Board recommends their re-
appointment.
ACKNOWLEDGEMENTS
The Directors take this opportunity to thank all the stakeholders for their support
and co-operation.
By Order of the Board
Place: Mumbai N. Rajaram P. B. Balaji
Date: 24th May, 2010 Director Director

Annexure to the Directors' Report

Information as per Section 217(2-A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 and forming part of the Directors' Report for the year
ended 31st March, 2010

Name Age Qualification Date Of Designation /Nature Of Duties Remuneration Received Experience Last Employment
Employment Gross Net Name of the Employer
1 2 3 4 5 6 7 8 9

Alpesh Bharat Ashar 34 PGMBA 01/07/2009 Head - Business Development 2,724,968 1,994,554 05 Hindustan Unilever Limited
Rakshit Hargave 41 BTech,MBA 01/07/2009 Chief Operating Officer 7,526,572 5,319,981 16 Hindustan Unilever Limited
Sandeep Sengupta 33 MPM 01/07/2009 Capability Lead&Program Manager,HR Transformation 4,387,807 3,393,854 09 Hindustan Unilever Limited
Shaamain D Souza 31 PGMBA and M.Com. 01/07/2009 Head - Customer Services (LBS) 2,635,548 1,904,812 08 Hindustan Unilever Limited
Shilpa Sinha 35 PG 01/07/2009 Marketing Manager Beauty & Wellness Services 4,752,694 3,504,321 11 Hindustan Unilever Limited

Remuneration Received Gross includes salary, allowances, commission, performance linked variable pay disbursed, taxable value of perquisites and Company's contribution to provident fund.
Remuneration received net includes salary, allowances and commission, less income tax and employees' contribution to provident fund - Remuneration excludes provisions for/contributions to
pension, gratuity and leave encashment, special awards, payments made in respect of earlier years including those pursuant to settlements during the year, payments made under voluntary
retirement schemes and stock options granted. However, contribution to pension in respect of employees who have opted for contribution defined scheme has been included - Nature of
employment is contractual for employees - Other terms and conditions as per Company's Rules - None of these employees is related to any Director of the Company.

Annual Report 2009-10 63

Auditor's Report
To the member of Lakme Lever Private Limited
1. We have audited the attached Balance Sheet of Lakme Lever Private Limited as at
31st March, 2010, and the related Profit and Loss Account and Cash Flow Statement
for the year ended on that date annexed thereto, which we have signed under
reference to this report. These financial statements are the responsibility of the
Company's Management. Our responsibility is to express an opinion on these
financial statements based on our audit.
2. We conducted our audit in accordance with the auditing standards generally
accepted in India. Those 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 statements. 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.
3. As required by the Companies (Auditor's Report) Order, 2003, as amended by the
Companies (Auditor's Report) (Amendment) Order, 2004 (together the "Order"),
issued by the Central Government of India in terms of sub-section (4A) of Section 227
of 'The Companies Act, 1956' of India (the 'Act') and on the basis of such checks of the
books and records of the Company as we considered appropriate and according to
the information and explanations given to us, we give in the Annexure a statement on
the matters specified in paragraphs 4 and 5 of the Order.
4. Without qualifying our opinion, we draw your attention to note 6 of schedule 9
regarding the appropriateness of the going concern basis used for the preparation of
the accounts, as the net worth of the Company has been fully eroded as at 31st
March, 2010 due to losses incurred during the first year of operations and having
regard to approved business plans and cash flow projections, and the continued
support of the Company's Holding Company, Hindustan Unilever Limited, the
accounts have been prepared on a 'going concern basis'.
5. Further to our comments in the Annexure referred to in paragraph 3 above, we report that:
Annexure to the Auditor's Report
Referred to in paragraph 3 of the Auditors' Report of even date to the members of Lakme Lever Private Limited on the financial statements for the year ended
31st March, 2010
1. (a) The Company is maintaining proper records showing full particulars, including
quantitative details and situation, of fixed assets.
(b) The fixed assets are physically verified by the Management according to a
phased programme designed to cover all the items over a period of two years
which, in our opinion, is reasonable having regard to the size of the Company
and the nature of its assets. Pursuant to the programme, a portion of the fixed
assets has been physically verified by the Management during the year and no
material discrepancies between the book records and the physical inventory
have been noticed.
(c) In our opinion and according to the information and explanations given to us, a
substantial part of fixed assets has not been disposed of by the Company
during the year.
2. There are no inventories. Consequently, clause ii(a), ii(b) and ii(c) of the Order are
not applicable.
3. The Company has neither granted nor taken any loans, secured or unsecured,
to/from companies, firms or other parties covered in the register maintained under
Section 301 of the Act. Consequently, clauses (iii)(b), (iii)(c), (iii)(d), (iii)(f), (iii)(g)
of the Order are not applicable.
4. 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 the purchase of fixed assets and for the sale
services. Further, on the basis of our examination of the books and records of the
Company, and according to the information and explanations given to us, we have
neither come across nor have been informed of any continuing failure to correct
major weaknesses in the aforesaid internal control system.
5. (a) According to the information and explanations given to us, there have been no
contracts or arrangements referred to in Section 301 of the Act during the year to be
entered in the register required to be maintained under that Section. Accordingly,
the question of commenting on transactions made in pursuance of such contracts or
arrangements does not arise.
6. The Company has not accepted any deposits from the public within the meaning of
Sections 58A and 58AA of the Act and the rules framed there under.
7. As the Company is not listed on any stock exchange or the paid-up capital and
reserves as at the commencement of the financial year did not exceed Rupees Fifty
Lakhs or the average annual turnover for a period of three consecutive financial
years immediately preceding the financial year did not exceed Rupees Five Crores,
clause (vii) of paragraph 4 of the Companies (Auditor's Report) Order, 2003 is not
applicable for the year.
8. The Central Government of India has not prescribed the maintenance of cost
records under clause (d) of sub-section (1) of Section 209 of the Act for any of the
products of the Company.
9. (a) According to the information and explanations given to us and the records of
the Company examined by us, in our opinion, the Company is generally regular
in depositing the undisputed statutory dues including provident fund, investor
64 Hindustan Unilever Limited
Lakme Lever Private Limited
(a) We have obtained all the information and explanations which, to the best of
our knowledge and belief, were necessary for the purposes of our audit;
(b) In our opinion, proper books of account as required by law have been kept by
the Company so far as appears from our examination of those books;
(c) The Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt
with by this report are in agreement with the books of account;
(d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow
Statement dealt with by this report comply with the accounting standards
referred to in sub-section (3C) of Section 211 of the Act;
(e)On the basis of written representations received from the directors, as on
31st March, 2010 and taken on record by the Board of Directors, none of the
directors is disqualified as on 31st March, 2010 from being appointed as a
director in terms of clause (g) of sub-section (1) of Section 274 of the Act;
(f) In our opinion and to the best of our information and according to the
explanations given to us, the said financial statements together with the
notes thereon and attached thereto give, in the prescribed manner, the
information required by the Act, and give a true and fair view in conformity
with the accounting principles generally accepted in India:
(i) in the case of the Balance Sheet, of the state of affairs of the company as
at 31st March, 2010;
(ii) in the case of the Profit and Loss Account, of the loss for the year ended
on that date; and
(iii) in the case of the Cash Flow Statement, of the cash flows for the year
ended on that date.
For Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountant
Asha Ramanathan
Mumbai Partner
Date : 24th May, 2010 Membership Number: 202660
education and protection fund, employees' state insurance, income-tax,
sales-tax, service tax, customs duty, cess and other material statutory dues as
applicable with the appropriate authorities. As informed to us, wealth tax and
excise duty are not applicable to any of the activities of the Company.
(b) According to the information and explanations given to us and the records of
the Company examined by us, there are no dues of income-tax, sales-tax,
service-tax, customs duty and cess which have not been deposited on account
of any dispute. As informed to us, wealth tax and excise duty are not
applicable to any of the activities of the Company.
10. As the Company is registered for a period less than five years, clause (x) of paragraph 4
of the Companies (Auditor's Report) Order, 2003, as amended by the Companies
(Auditor's Report) (Amendment) Order, 2004, is not applicable for the year.
11. According to the records of the Company examined by us and the information and
explanations given to us, the Company has not defaulted in repayment of dues to
any financial institution or bank or debenture holders as at the balance sheet date.
12. The Company has not granted any loans and advances on the basis of security by way
of pledge of shares, debentures and other securities.
13. The provisions of any special statute applicable to chit fund / nidhi / mutual benefit
fund/ societies are not applicable to the Company.
14. In our opinion, the Company is not a dealer or trader in shares, securities,
debentures and other investments.
15. In our opinion and according to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from banks or
financial institutions during the year.
16. In our opinion, and according to the information and explanations given to us, on an
overall basis, the term loans have been applied for the purposes for which they
were obtained.
17. On the basis of an overall examination of the balance sheet of the Company, in our
opinion and according to the information and explanations given to us, there are no
funds raised on a short-term basis which have been used for long-term investment.
18. The Company has not made any preferential allotment of shares to parties and companies
covered in the register maintained under Section 301 of the Act during the year.
19. The Company has not issued any debentures.
20. The Company has not raised any money by public issues during the year.
21. During the course of our examination of the books and records of the Company,
carried out in accordance with the generally accepted auditing practices in India,
and according to the information and explanations given to us, we have neither
come across any instance of fraud on or by the Company, noticed or reported during
the year, nor have we been informed of such case by the Management.
For Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountants
Asha Ramanathan
Mumbai Partner
Date 24th May, 2010 Membership Number: 202660
Profit and Loss Account Lakme Lever Private Limited
For the year ended 31st March, 2010

Figures in brackets represent deductions

Rs. '000
Notes For the year ended For 4 months period
31st March,2010 ended 31st March,2009
INCOME
Service income 1 141,792 -
Other income 2 969 -
Total 142,761 -
EXPENDITURE
Operating expenses 3-4 (217,165) -
Depreciation (12,459) -
Interest (979) -
Total (230,603) -
PROFIT/(LOSS) FOR THE YEAR BEFORE TAXATION (87,842) -
Taxation for the year - Current tax - -
- Deferred tax 2,675 -
PROFIT/(LOSS) FOR THE YEAR AFTER TAXATION BEFORE EXCEPTIONAL ITEMS (85,167) -
Exceptional Item 5 (11,000) -
PROFIT/ (LOSS) FOR THE YEAR AFTER TAXATION AND EXCEPTIONAL ITEM (96,167) -
Balance brought forward - -
Balance carried forward to the Balance Sheet (96,167) -
Basic and diluted loss per share (in Rupees) 6 (25.67) -
Nominal value per equity share (in Rupees) 10.00 10.00

For notes, additional information and accounting policies, Signatures to pages : 65, 67, 69 and 70
see pages 67, 69 and 70
In terms of our report of even date
For Lovelock & Lewes N. Rajaram
Firm Registration Number: 301056E Director
Chartered Accountants
Asha Ramanathan P B Balaji
Partner Director
Membership Number : 202660
Place: Mumbai Place: Mumbai
Date : 24th May, 2010 Date : 24th May, 2010

Balance Sheet Figures in brackets represent deductions

As at 31st March, 2010 Rs. '000
Schedule As at As at
31st March, 2010 31st March, 2009
SOURCES OF FUNDS
Shareholders' funds
Capital 1 52,000 500
Loan funds
Unsecured loans 2 95,000 -
147,000 500
APPLICATION OF FUNDS
Fixed assets
Gross block 39,243
Depreciation/ Amortisation (12,097)
Net block 3 27,146
Capital work-in-progress (Including capital advances) 20,279 47,425 -
Deferred Tax
Deferred Tax Assets 2,675
(Refer Note 8 of Schedule 9)
Current assets, loans and advances
Sundry debtors 4 9,763 -
Cash and bank balances 5 9,713 500
Loans and advances 6 33,928 -
53,404 500
Current liabilities and provisions
Liabilities 7 (52,671) -
(52,671) -
Net current assets 733 500
Profit and Loss Account 8 96,167 -
147,000 500

Notes to the accounts 9

For schedules, additional information and accounting policies, Signatures to pages : 65, 68 to 70
see pages 68 to 70
In terms of our report of even date
For Lovelock & Lewes N. Rajaram
Firm Registration Number: 301056E Director
Chartered Accountants
Asha Ramanathan P B Balaji
Partner Director
Membership Number : 202660
Place: Mumbai Place: Mumbai
Date : 24th May, 2010 Date : 24th May, 2010

Annual Report 2009-10 65

Cash Flow Statement Lakme Lever Private Limited

For the year ended on 31st March, 2010

Rs. '000
For the year ended For 4 months period
March 31, 2010 ended March 31, 2009
A Cash Flow from Operating Activities :
Profit/ (Loss) before taxation (87,842) -
Adjustments for :
Depreciation/ Amortisation 12,459
Loss on sale of fixed assets 340
Interest expenditure 979 13,778 -
Operating profit before working capital changes (74,064) -
Adjustments for :
Trade and Other Receivables (28,078)
Trade Payables and Other Liabilities 51,250 23,172 -
Cash used in Operating Activities (50,892)
Taxes Paid (7,825)
Net Cash used in Operating Activities A (58,717)
B Cash Flow from Investing Activities :
Purchase of fixed asset (45,635)
Consideration paid for business purchase (22,000)
Non compete fees paid for business purchase (11,000)
Sale of fixed asset 65
Net Cash used in Investing Activities B (78,570) -
C Cash Flow from Financing Activities :
Issue of equity shares to holding company 51,500 500
Long term Bridge Loan received from holding company 95,000
Net Cash from Financing Activities C 146,500 500
Net Increase / (decrease) in Cash and Cash equivalents (A+B+C) 9,213 500
Cash and Cash equivalents as at 31st March, 2009 (Opening Balance) 500 -
Cash and Cash equivalents as at 31st March, 2010 (Closing Balance) 9,713 500

Notes to the Cash Flow Statement:

1 The Cash Flow Statement has been prepared in accordance with the requirements of Accounting Standard - 3 on "Cash Flow Statement" issued by the
Institute of Chartered Accountants of India.
2 Figures in brackets indicate Cash Outgo.

In terms of our report of even date

For Lovelock & Lewes N. Rajaram
Firm Registration Number: 301056E Director
Chartered Accountants
Asha Ramanathan P B Balaji
Partner Director
Membership Number : 202660
Place: Mumbai Place: Mumbai
Date : 24th May, 2010 Date : 24th May, 2010

66 Hindustan Unilever Limited

Notes Lakme Lever Private Limited

To Profit and Loss Account

Rs. '000
For the year ended For 4 months period
March 31, 2010 ended March 31, 2009
INCOME
1 Service Income
Income from own salons 51,271 -
Management fees 84,191 -
Display income 6,250 -
Training income 80 -
141,792 -
2 Other Income
Other income 969 -
969 -
OPERATING EXPENSES
3 Materials Consumed
Material consumed for services 16,183 -
4 General Expenses
Salaries, wages, bonus, etc. 57,046 -
Contribution to provident and other funds 1,561 -
Workmen and staff welfare expenses 2,060 -
Repairs and maintenance - Buildings 634 -
- Office Equipments 381 -
- Others 28 -
Electricity and water expenses 3,100 -
Rent expenses 18,926 -
Rates and taxes 1,517 -
Insurance expenses 266 -
Advertising and sales promotion expenses 63,113 -
Travelling and motor car expenses 9,986 -
Loss on sale of fixed assets 340 -
Purchased services 17,866 -
Auditor's remuneration
- Audit fees 400 -
- Tax audit fees 100 -
Conference expenses 2,008 -
Consultancy fees 7,939 -
Royalty and technical know-how expenses 1,429 -
EDP expenses 6,129 -
Miscellaneous expenses 6,153 -
217,165 -
5 Exceptional Item
Non compete fees paid on business purchased (Refer Note 7 of Schedule 9) 11,000 -
6 Earnings Per Share has been computed as under:
Net Profit/ (Loss) (96,167) -
Weighted average number of equity shares outstanding 3,746,712 -
Loss Per Share (Rs.) basic and diluted (Face value of Rs. 10 per share) (25.67) -
7 Expenditure in foreign currency
- Travel expenditure 729 -
- Purchase of fixed assets 1,445 -
8 CIF Value of Imports
- Import of material consumed for services 1,602 -

9 The Company's significant leasing agreements are in respect of operating leases for Salon premises. These leasing agreements which are not non
cancellable range between 11 months and 10 years generally, or longer, and are usually renewable by mutual consent on mutually agreeable terms. The
aggregate lease rentals payable are charged as Rent under Note 4 to profit and loss account.
10 Directors' Remuneration
"The Company had appointed Mr. Anil Chopra as Director of the Company w.e.f. 1st December, 2008. Consequent to the transfer of the beauty and wellness
business from Hindustan Unilever Limited to the Company, a fixed term contract dated July 2, 2009 had been executed between Hindustan Unilever
Limited and Mr. Anil Chopra, wherein the incumbent has been advising the Company on the business issues. The remuneration to Mr. Anil Chopra under the
above contract amounting to Rs. ('000) 9,754 is being borne by Hindustan Unilever Limited. The Board and the shareholders of the Company have neither
appointed the incumbent as a Whole Time Director, nor made any application in this regard. The management has obtained a legal opinion to the effect
that the incumbent cannot be regarded as a Whole Time Director of the Company being on a fixed term contract of employment that expressly provides
that there shall be, under no circumstances, an employer-employee relationship.

Annual Report 2009-10 67

Schedule Lakme Lever Private Limited

To Balance Sheet

Rs. '000
As at As at
March 31, 2010 March 31, 2009
1. CAPITAL
Authorised
20,000,000 (Previous year: 50,000) equity shares of Rs. 10 each 200,000 500
Issued, subscribed and paid-up
5,200,000 (Previous year: 50,000) equity shares of Rs. 10 each fully
paid up in cash and cash equivalents (all shares are held by Hindustan
Unilever Limited, the holding company and its nominees) 52,000 500
52,000 500
2. UNSECURED LOANS
Long term Bridge Loan from Hindustan Unilever Limited 95,000 -
(Repayable after one year)
95,000 -

Rs. '000
3. FIXED ASSETS Figures in brackets represent deductions
GROSS BLOCK - AT COST DEPRECIATION/ AMORTISATION NET BLOCK

As at Addit- Additions Deletions As at As at For the Deletions As at As at As at

at 1st ions on 31st at 1st Year 31st 31st 31st
April, Business March, April, March, March, March,
Description of Assets 2009 Purchase * 2010 2009 2010 2010 2009

Leasehold improvements - - 19,544 - 19,544 - 724 - 724 18,820 -

Plant and Machinery - 1,462 4,108 (115) 5,455 - 359 (23) 336 5,119 -
Furniture Fixture &
Office equipments - 1,757 2,146 (652) 3,251 - 383 (339) 44 3,207 -
Goodwill - 10,993 - - 10,993 - 10,993 - 10,993 - -
Total - 14,212 25,798 (767) 39,243 - 12,459 (362) 12,097 27,146 -
Previous year total - - - - - - - - - - -
Capital expenditure commitments - Rs (000s') 4,252 (Previous year - Rs. Nil)
*Pursuant to Business Transfer Agreement dated 25th June, 2009 with Hindustan Unilever Limited, the Company has purchased the business of Lakme Beauty Salons w.e.f. 1st June, 2009.
(Refer Note 7 of Schedule 9)
Rs. '000
As at As at
March 31, 2010 March 31, 2009
4. SUNDRY DEBTORS
(Unsecured, considered good, unless otherwise stated)
Over 6 months old - -
Others 9,763 -
9,763 -
5. CASH AND BANK BALANCES
Cash on hand - -
Cheques on hand - 400
With scheduled banks - on current accounts 9,513 100
- on deposit accounts * 200 -
* As margin money with sales tax department
9,713 500

Rs. '000
As at As at
March 31, 2010 March 31, 2009
6. LOANS AND ADVANCES
(Unsecured, considered good unless otherwise stated)
Advances recoverable in cash or in kind or for value to be received - Considered good 26,105 -
Tax Deducted at Source 7,823 -
33,928 -
7. LIABILITIES
Sundry creditors 48,504 -
Interest accrued not due (on Unsecured Loan) 979 -
Other liabilities 3,188 -
There are no dues payable to micro, small & medium enterprises. This information
has been determined on the basis of information available with the company and
has been relied upon by the auditors.
52,671 -
8. PROFIT AND LOSS ACCOUNT
Profit and loss account balance (96,167) -
TOTAL (96,167) -

68 Hindustan Unilever Limited

Schedule Lakme Lever Private Limited

Notes forming part of the accounts for the year ended 31st March, 2010

SCHEDULE TO ACCOUNTS
9. Notes forming part of the accounts for the year ended 31st March, 2010
1 The Company was incorporated on 1st December, 2008 with its main objectives to provide beauty services in the area of skin and hair through own
beauty salons and franchisees, to deal in and promote health, beauty and personal care products and to operate and manage institutes and training
centers in the field of beauty and wellness services.
2 SIGNIFICANT ACCOUNTING POLICIES
Basis of preparation of accounts
The accounts have been prepared to comply in all material aspects with applicable accounting principles in India and the applicable Accounting
Standards notified u/s 211(3c) of Companies Act,1956 and the relevant provisions of the Companies Act, 1956.
Revenue Recognition
Income from own Salons is recognised when services are rendered. Revenue from Sale of Products is recognised on delivery of the products to the
customers. Management fees and Display income are recorded as per the terms of the contract entered with the respective franchisee/ parties.
Income from training imparted is recognised over the training period. These are recorded net of trade discount, rebates, sales tax and service tax as
applicable.
Expenditure
Expenses are accounted for on accrual basis and provision is made for all known losses and liabilities.
Fixed Assets
Fixed assets are stated at cost less accumulated depreciation. Cost includes freight, duties, taxes and incidental expenses related to acquisition and
installation of the fixed assets. Depreciation is provided on the straight line method and at the rates and in the manner specified in Schedule XIV of the
Companies Act, 1956. However assets lying at Salons and Training centers are depreciated over the useful life of the asset which is :
- Plant and Machinery are depreciated over 7 years
- Furniture Fixtures and Office Equipments are depreciated over 5 years
- Developments on leasehold premises are depreciated over 9 years
Goodwill and other intangible assets are stated at cost of acquisition less accumulated amortisation. These are amortised over the useful life of the
asset not exceeding 10 years.
Sundry Debtors and Loans and Advances
Sundry Debtors and Loans and Advances are stated after making adequate provisions for doubtful balances.
Taxes on Income
Current tax is determined as the amount of tax payable in respect of taxable income for the period.
Deferred tax is recognised, subject to the consideration of prudence, on timing differences, being the differences between taxable income and
accounting income that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax assets are not recognised
on unabsorbed depreciation and carry forward of losses unless there is virtual certainty that sufficient future taxable income will be available against
which such deferred tax assets can be realised.
Employee Benefits
The Contributions to defined contribution schemes such as Provident Fund, and ESIC are charged to the Profit and Loss account as incurred. In respect
of certain employees, Provident Fund contributions are made to a Trust administered by the Holding Company, Hindustan Unilever Limited. The
remaining contributions are made to a government administered Provident Fund towards which the Company has no further obligation beyond its
monthly contribution. Gratuity is the Defined Benefit Obligation and the gratuity fund assets are being controlled by separate independent trust for
entire Hindustan Unilever Limited and its subsidiaries including Lakme Lever Private Limited. The Liability of other short term employee benefits like
Leave Encashment is determined as the undiscounted amount of short term employee benefits expected to be paid in exchange for the services
rendered by employees and is recognised during the period when the employee renders the service.
Provisions
A provision is recognised when there is a present obligation as a result of a past event. It is probable that an outflow of resources will be required to settle the
obligation and in respect of which reliable estimate can be made. Provision is not discounted to its present value and is determined based on the best estimate
required to settle the obligation at the year end date. These are reviewed at each year end date and adjusted to reflect the best current estimate.
Foreign currency translations
Foreign currency transactions are accounted at the exchange rates prevailing at the date of the transaction. Gains and losses resulting from the
settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies are recognised in the
profit and loss account. Exchange differences relating to fixed assets are also recognised in profit an loss account.
3 Gratuity, Management pension and officers pension funds assets are being controlled by separate independent Trusts for the entire Hindustan
Unilever Limited and its subsidiaries including Lakme Lever Private Limited. These trusts maintain their assets at the group level and do not have
assets identifiable specifically for Lakme Lever Private Limited. Thus all the disclosures required by Accounting Standard 15 "Accounting for
Retirement Benefits in the Financial Statements of Employers" have been made in the Hindustan Unilever Limited Financial Statement.
4 Segment Reporting
The Company is engaged in providing beauty services through own Beauty Salons and Franchisees. This being the first year of operation, management
has focused on the business of 'providing beauty services' and not on distinguishing whether the services are provided through own salons or
franchisees. Hence, the entire operations of 'providing beauty services' have been considered to be governed by the same set of risks and returns and
representing a single business segment. The Company is considered to be operating in one geographical segment. The said treatment is in accordance
with the guiding principles enunciated in the Accounting Standard on Segment Reporting (AS-17).
5 The Company is in the process of appointing a Company Secretary and a Managing director/ Whole-time director/ Manager as required under sub-
section (1) of Section 383A and under sub-section (1) of Section269 of Companies Act, 1956 respectively.
6 The net worth of the Company has been fully eroded as at 31st March, 2010 due to losses incurred during the first year of operations. Having regard to
approved business plans and cash flow projections, and the continued support of the Company's Holding Company, Hindustan Unilever Limited, the
accounts have been prepared on a 'going concern basis'.
7 Business Purchase
Pursuant to the resolution passed by the Board of Directors of the Company at its meeting held on 29th April, 2009 and based on the Business Purchase
Agreement dated 25th June, 2009 with Hindustan Unilever Limited (the holding company), the Company has purchased the business of Lakme Beauty
salons with effect from 1st June, 2009 in accordance with the terms and conditions set out in the said Agreement for a total consideration of Rs. ('000)

Annual Report 2009-10 69

Schedule Lakme Lever Private Limited

Notes forming part of the accounts for the year ended 31st March, 2010 (contd.)
33,000 (including non compete fees of Rs. ('000) 11,000). The fixed assets and net current assets have been accounted at the net book values as on 1st
June, 2009 as they appeared in the books of the holding company.
8 Deferred Tax
The Company has recognised deferred tax asset on timing difference between Book Depreciation and Depreciation as per Income-tax Act, 1961
amounting to Rs. ('000) 2,675 (Previous Year: Nil) based on reasonable certainty considering approved business plans and cash flow projections. Based
on prudence, the Company has not recognised deferred tax asset on unabsorbed depreciation and carried forward business losses amounting to
Rs. ('000) 26,399 (Previous Year: Nil) as there is no virtual certainty that sufficient future taxable income would be available against which such
deferred tax assets can be adjusted.
9 There are no contingent liabilities as at the Balance sheet date.
10 The figures of the previous period are from 1st December, 2008 to 31st March, 2009.
11 Previous period's figures have been regrouped, wherever necessary to confirm to this year's classification.
12 Related Party Disclosures
1. Enterprise where control exists:
Holding Company : Hindustan Unilever Limited
Unilever PLC. (Ultimate Holding Company)
2. Other related parties with whom the Company
had transactions during the year
i) Fellow Subsidiary : TIGI Linea, LP
TIGI Americas, LP
Disclosure of transactions between the Company and Related parties and the status of outstanding balances as at 31st March, 2010.

Rs. '000
For the Year ended For 4 months period
31st March,2010 ended 31st March,2009
i) Holding Company
Interest on unsecured Loan 979 -
Royalty and technical know-how expenses 1,429 -
Consideration paid on account of business purchase * 22,000 -
Non compete fees paid on account of business purchase 11,000 -
Display income 6,250 -
Management fees 77,431 -
Share capital contribution 51,500 500
Intercorporate deposit - advanced during the year 95,000 -
Receivables at year end 14,421 -
Unsecured loan payable at year end 95,000 -
Payables at year end 1,579 -
* Includes Rs. ('000) 3,219 paid towards fixed assets and Rs. ('000) 7,788 towards current assets.
ii) Fellow Subsidiary
Material consumed for services 1,602 -
Payables 658 -

In terms of our report of even date Signatures to page : 70

For Lovelock & Lewes N. Rajaram
Firm Registration Number: 301056E Director
Chartered Accountants
Asha Ramanathan
Partner P B Balaji
Membership Number : 202660 Director
Place: Mumbai Place: Mumbai
Date : 24th May, 2010 Date : 24th May, 2010

70 Hindustan Unilever Limited

Directors' Report
To the shareholders
DIRECTORS AUDITORS
Leena Nair M/s. Lovelock & Lewes
S. C. Srinivasan
Vivek Subramanian
Ajay Lalvani
Saswata Dhar
Your Directors have pleasure in placing before you the Annual Report and the
Audited Accounts for the year ended 31st March, 2010 with corresponding
figures for the 15 months period ended 31st March, 2009. The corresponding
figures for the previous period are, therefore, not comparable with those of
the current year.
The Company had neither income nor expenditure during the year and all its
out of pocket expenses have been borne by Hindustan Unilever Limited, the
Holding Company. The Company continued to act jointly with Levindra Trust
Limited as the Trustees of the Union Provident Fund, Hindlever Pension Fund,
Hindustan Lever Management Staff Gratuity Fund, Hindlever Limited
Superannuation Fund and Hindustan Lever Educational and Welfare Trust.
RESPONSIBILITY STATEMENT
The Directors confirm that :
i. in the preparation of the annual accounts, the applicable accounting
standards have been followed and that no material departures have
been made from the same;
ii. they have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of the
Company at the end of the financial year and of the profit or loss of the
Company for that period;
iii. they have 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; and
iv. they have prepared the annual accounts on a going concern basis.
Auditor's Report
To the member of Levers Associated Trust Limited
1. We have audited the attached Balance Sheet of Lever Associated Trust
Limited (the 'Company') as at 31st March, 2010, and the related Profit and
Loss Account for the year ended on that date annexed thereto, which we
have signed under reference to this report. These financial statements are
the responsibility of the Company's management. Our responsibility is to
express an opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with the auditing standards generally
accepted in India. Those 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
statements. 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.
3. This report does not contain a statement on the matters specified in
paragraphs 4 and 5 of the Companies (Auditor's Report) Order, 2003, as
amended by the Companies (Auditor's Report) (Amendment) Order, 2004
(together the "Order"), issued by the Central Government of India in terms of
sub-section (4A) of Section 227 of 'The Companies Act, 1956' of India (the 'Act')
since in our opinion and according to the information and explanations given
to us, none of the clauses is applicable in the case of the Company.
4. Further to our comments in paragraph 3 above, we report that:
(a) We have obtained all the information and explanations which, to the best
of our knowledge and belief, were necessary for the purposes of our audit;
(b) In our opinion, proper books of account as required by law have been kept
by the Company so far as appears from our examination of those books;
Levers Associated Trust Limited
REGISTERED OFFICE
165/166, Backbay Reclamation,
Mumbai - 400 020
DIRECTORS
Mr. Dhaval Buch and Mr. Ashok Gupta resigned from the Board of Directors of
the Company with effect from 13th July, 2009 and 18th March, 2010
respectively. The Board placed on record its appreciation of the services
rendered by them during their tenure as Directors of the Company.
Mr. S. C. Srinivasan and Mr. Saswata Dhar, who were appointed as Additional
Directors of the Company with effect from 13th July, 2009 and 18th March, 2010
respectively, would vacate office at the forthcoming Annual General
Meeting. Necessary notices have been received from certain members
under Section 257 of the Companies Act, 1956 signifying their intention to
propose the appointment of Mr. S. C. Srinivasan and Mr. Saswata Dhar as
Directors of the Company at the said meeting.
In accordance with the Articles of Association of the Company and the Companies
Act, 1956, Ms. Leena Nair, Mr. Ajay Lalvani and Mr. Vivek Subramanian,
Directors of the Company retire from the Board of Directors at the
forthcoming Annual General Meeting and being eligible, offer themselves
for re-appointment.
AUDITORS
M/s. Lovelock & Lewes, Chartered Accountants, are liable to retire at the
conclusion of the forthcoming Annual General Meeting and being eligible, offer
themselves for re-appointment. The Board recommends their re-appointment.
ACKNOWLEDGEMENTS
The Directors take this opportunity to thank all the stakeholders for their
support and co-operation.
By Order of the Board
Place: Mumbai Vivek Subramanian S. C. Srinivasan
Date : 29th April, 2010 Director Director
(c) The Balance Sheet and Profit and Loss Account dealt with by this report
are in agreement with the books of account;
(d) In our opinion, the Balance Sheet and Profit and Loss Account dealt with
by this report comply with the accounting standards referred to in sub-
section (3C) of Section 211 of the Act;
(e) On the basis of written representations received from the directors, as
on 31st March, 2010 and taken on record by the Board of Directors, none
of the directors is disqualified as on 31st March, 2010 from being
appointed as a director in terms of clause (g) of sub-section (1) of
Section 274 of the Act;
(f) In our opinion and to the best of our information and according to the
explanations given to us, the said financial statements together with
the notes thereon and attached thereto give, in the prescribed manner,
the information required by the Act, and give a true and fair view in
conformity with the accounting principles generally accepted in India:
(i) in the case of the Balance Sheet, of the state of affairs of the Company
as at 31st March, 2010;
(ii) in the case of the Profit and Loss Account, of nil profit / loss for the year
ended on that date.
For Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountants
Asha Ramanathan
Partner
Mumbai : 29th April, 2010 Membership No: 202660
Annual Report 2009-10 71
Profit and Loss Account Levers Associated Trust Limited

For the year ended 31st March, 2010

(Rs.) (Rs.)

Expenditure Income

Year ended Period ended Year ended Period ended

31st March, 2010 31st March, 2009 31st March, 2010 31st March, 2009
Nil Nil Nil Nil

Balance Sheet (Rs.)

As at 31st March, 2010
As at As at
Schedule 31st March, 2010 31st March, 2009
LIABILITIES
Capital :
Authorised, issued and subscribed :
50,000 Ordinary shares of Rs. 10 each fully paid in cash,
all shares held by Hindustan Unilever Limited and its nominees. 500,000 500,000
[Ultimate Holding Company - Unilever PLC.]
Total 500,000 500,000
ASSETS
Current Assets and Loans and Advances :
Cash and bank balances
Balances with Scheduled Bank on current account 497,900 498,350
Loans and advances
Receivable from Hindustan Unilever Limited, the Holding Company 2,100 1,650
Total 500,000 500,000
For notes, related party disclosures, accounting policies and additional information 1
The schedule referred to above forms an integral part of the Balance Sheet
In terms of our report of even date
For Lovelock & Lewes Vivek Subramanian
Firm Registration Number: 301056E Director
Chartered Accountants
Asha Ramanathan
Partner S. C. Srinivasan
Membership Number : 202660 Director
Place: Mumbai Place: Mumbai
Date : 29th April, 2010 Date : 29th April, 2010

Schedule 1
Notes forming part of the accounts for the year ended 31st March, 2010
1 Significant Accounting Policies
Basis for preparation of accounts
The accounts have been prepared to comply in all material aspects with applicable accounting principles in India, the applicable accounting standards
notified under Section 211(3C) of the Companies Act, 1956 of India (the 'Act') and the relevant provisions thereof. Necessary disclosures required by
Schedule VI to the said Act have been made wherever necessary/applicable.
2 During the previous year, the Company had changed its accounting year to fall in line with that of its holding Company, Hindustan Unilever Limited. The
current accounting year is for the period of 12 months starting from 1st April 2009 to 31st March 2010 whereas the previous accounting period was for the
period of 15 months starting from 1st January 2008 to 31st March 2009. The corresponding figures for the previous period are therefore, not comparable
with those of the current year.
3 Related Party Disclosures
Holding Company Hindustan Unilever Limited
Unilever PLC, the Ultimate Holding Company
Disclosure of transactions between the Company and Holding Company and the status of outstanding balances as at 31st March, 2010
There are no Related Party transactions during the current and the previous year.
(Rs.)
For the year ended For the period ended
31st March, 2010 31st March,2009
Balances outstanding as at the year end:
- Receivables 2,100 1,650

For Lovelock & Lewes Vivek Subramanian

Firm Registration Number: 301056E Director
Chartered Accountants
Asha Ramanathan
Partner S. C. Srinivasan
Membership Number : 202660 Director
Place: Mumbai Place: Mumbai
Date : 29th April, 2010 Date : 29th April, 2010

72 Hindustan Unilever Limited

Directors' Report
To the shareholders
DIRECTORS AUDITORS
P. K. Srivastav M/s. Lovelock & Lewes
Daisy Bharucha
Narayan Jadhav
Your Directors have pleasure in placing before you the Annual Report and the
Audited Accounts for the year ended 31st March, 2010 with corresponding
figures for the 15 months period ended 31st March, 2009. The corresponding
figures for the previous period are, therefore, not comparable with those of
the current year.
The Company had neither income nor expenditure during the year and all its
out of pocket expenses have been borne by Hindustan Unilever Limited, the
Holding Company. The Company continued to act jointly with Levers
Associated Trust Limited as the Trustees of the Union Provident Fund.
RESPONSIBILITY STATEMENT
The Directors confirm that :
i. in the preparation of the annual accounts, the applicable accounting
standards have been followed and that no material departures have
been made from the same;
ii. they have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of the
Company at the end of the financial year and of the profit or loss of the
Company for that period;
iii. they have 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; and
iv. they have prepared the annual accounts on a going concern basis.
Auditor's Report
To the member of Levindra Trust Limited
1. We have audited the attached Balance Sheet of Levindra Trust Limited (the
'Company') as at 31st March, 2010, and the related Profit and Loss Account
for the year ended on that date annexed thereto, which we have signed
under reference to this report. These financial statements are the
responsibility of the Company's management. Our responsibility is to
express an opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with the auditing standards generally
accepted in India. Those 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
statements. 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.
3. This report does not contain a statement on the matters specified in
paragraphs 4 and 5 of the Companies (Auditor's Report) Order, 2003, as
amended by the Companies (Auditor's Report) (Amendment) Order, 2004
(together the "Order"), issued by the Central Government of India in terms of
sub-section(4A) of Section 227 of 'The Companies Act, 1956' of India (the 'Act')
since in our opinion and according to the information and explanations given
to us, none of the clauses is applicable in the case of the Company.
4. Further to our comments in paragraph 3 above, we report that:
(a) We have obtained all the information and explanations which, to
the best of our knowledge and belief, were necessary for the
purposes of our audit;
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination
of those books;
Levindra Trust Limited
REGISTERED OFFICE
165/166, Backbay Reclamation,
Mumbai - 400 020
DIRECTORS
Mr. A. V. S. Raman, Mr. S. Majumdar and Ms. Geetha Ramesh resigned from
the Board of Directors of the Company with effect from 18th February, 2010.
The Board placed on record its appreciation of the services rendered by
them during their tenure as Directors of the Company.
Mr. P. K. Srivastav, Ms. Daisy Bharucha and Mr. Narayan Jadhav, who were
appointed as Additional Directors of the Company with effect from 18th February,
2010, would vacate office at the forthcoming Annual General Meeting. Necessary
notices have been received from certain members under Section 257 of the
Companies Act, 1956 signifying their intention to propose the appointment of
Mr. P. K. Srivastav, Ms. Daisy Bharucha and Mr. Narayan Jadhav as Directors of
the Company at the forthcoming Annual general meeting.
AUDITORS
M/s. Lovelock & Lewes, Chartered Accountants, are liable to retire at the
conclusion of the forthcoming Annual General Meeting and being eligible, offer
themselves for re-appointment. The Board recommends their re-appointment.
ACKNOWLEDGEMENTS
The Directors take this opportunity to thank all the stakeholders for their
support and co-operation.
By Order of the Board
Place: Mumbai Daisy Bharucha Narayan Jadhav
Date: 29th April, 2010 Director Director
(c) The Balance Sheet and Profit and Loss Account dealt with by this
report are in agreement with the books of account;
(d) In our opinion, the Balance Sheet and Profit and Loss Account dealt
with by this report comply with the accounting standards referred
to in sub-section (3C) of Section 211 of the Act;
(e) On the basis of written representations received from the
directors, as on 31st March, 2010 and taken on record by the Board
of Directors, none of the directors is disqualified as on 31st March,
2010 from being appointed as a director in terms of clause (g) of
sub-section (1) of Section 274 of the Act;
(f) In our opinion and to the best of our information and according to
the explanations given to us, the said financial statements
together with the notes thereon and attached thereto give, in the
prescribed manner, the information required by the Act, and give a
true and fair view in conformity with the accounting principles
generally accepted in India:
(i) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2010;
(ii) in the case of the Profit and Loss Account, of nil profit / loss for the
year ended on that date.
For Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountants
Asha Ramanathan
Partner
Mumbai : 29th April, 2010 Membership No: 202660
Annual Report 2009-10 73
Profit and Loss Account Levindra Trust Limited

For the year ended 31st March, 2010

(Rs.) (Rs.)

Expenditure Income

Year ended Period ended Year ended Period ended

31st March, 2010 31st March, 2009 31st March, 2010 31st March, 2009
Nil Nil Nil Nil

Balance Sheet
As at 31st March, 2010
(Rs.)
Schedule As at As at
31st March, 2010 31st March, 2009
LIABILITIES
Capital :
Authorised, issued and subscribed :
50,000 Ordinary shares of Rs. 10 each fully paid in cash,
all shares held by Hindustan Unilever Limited and its nominees. 500,000 500,000
[Ultimate Holding Company - Unilever PLC.]
Total 500,000 500,000
ASSETS
Current Assets and Loans and Advances :
Cash and bank balances
Balances with Scheduled Bank on current account 497,800 498,350
Loans and Advances
Receivable from Hindustan Unilever Limited, the Holding Company 2,200 1,650
Total 500,000 500,000
For notes, related party disclosures, accounting policies and additional information 1
The schedule referred to above forms an integral part of the Balance Sheet
In terms of our report of even date
For Lovelock & Lewes Daisy Bharucha
Firm Registration Number: 301056E Director
Chartered Accountants
Asha Ramanathan
Partner Narayan Jadhav
Membership Number : 202660 Director
Place: Mumbai Place: Mumbai
Date : 29th April, 2010 Date : 29th April, 2010

Schedule 1
Notes forming part of the accounts for the year ended 31st March, 2010
1 Significant Accounting Policies
Basis for preparation of accounts
The accounts have been prepared to comply in all material aspects with applicable accounting principles in India, the applicable accounting standards
notified under Section 211(3C) of the Companies Act, 1956 of India (the 'Act') and the relevant provisions thereof. Necessary disclosures required by
Schedule VI to the said Act have been made wherever necessary/applicable.
2 During the previous year, the Company had changed its accounting year to fall in line with that of its holding Company, Hindustan Unilever Limited. The
current accounting year is for the period of 12 months starting from 1st April 2009 to 31st March 2010 whereas the previous accounting period was for the
period of 15 months starting from 1st January 2008 to 31st March 2009. The corresponding figures for the previous period are therefore, not comparable
with those of the current year.
3 Related Party Disclosures
Holding Company Hindustan Unilever Limited
Unilever PLC, the Ultimate Holding Company
Disclosure of transactions between the Company and Holding Company and the status of outstanding balances as at 31st March, 2010
There are no Related Party transactions during the current and the previous year.
(Rs.)
For the year ended For the period ended
31st March, 2010 31st March,2009
Balances outstanding as at the year end:
- Receivables 2,200 1,650

For Lovelock & Lewes Daisy Bharucha

Firm Registration Number: 301056E Director
Chartered Accountants
Asha Ramanathan
Partner Narayan Jadhav
Membership Number : 202660 Director
Place: Mumbai Place: Mumbai
Date : 29th April, 2010 Date : 29th April, 2010

74 Hindustan Unilever Limited

Directors' Report
To the shareholders
DIRECTORS AUDITORS
Leena Nair M/s. Lovelock & Lewes
Shrijeet Mishra
S. C. Srinivasan
Vivek Subramanian
Your Directors have pleasure in placing before you the Annual Report and the
Audited Accounts for the year ended 31st March, 2010 with corresponding figures
for the 15 months period ended 31st March, 2009. The corresponding figures for
the previous period are, therefore, not comparable with those of the current year.
The Company had neither income nor expenditure during the year and all its
out of pocket expenses have been borne by Hindustan Unilever Limited, the
Holding Company. The Company continued to act jointly with Levers
Associated Trust Limited as the Trustees of the Union Provident Fund,
Hindlever Pension Fund, Hindustan Lever Gratuity Fund, Hindlever Limited
Superannuation Fund and Hindustan Lever Educational and Welfare Trust.
RESPONSIBILITY STATEMENT
The Directors confirm that:
i. in the preparation of the annual accounts, the applicable accounting
standards have been followed and that no material departures have
been made from the same;
ii. they have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of the
Company at the end of the financial year and of the profit or loss of the
Company for that period;
iii. they have 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; and
iv. they have prepared the annual accounts on a going concern basis.
Auditor's Report
To the member of Hindlever Trust Limited
1. We have audited the attached Balance Sheet of Hindlever Trust Limited
(the 'Company') as at 31st March, 2010, and the related Profit and Loss
Account for the year ended on that date annexed thereto, which we have
signed under reference to this report. These financial statements are the
responsibility of the Company's management. Our responsibility is to
express an opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with the auditing standards
generally accepted in India. Those 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 statements. 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.
3. This report does not contain a statement on the matters specified in
paragraphs 4 and 5 of the Companies (Auditor's Report) Order, 2003, as
amended by the Companies (Auditor's Report) (Amendment) Order, 2004
(together the "Order"), issued by the Central Government of India in terms of
sub-section (4A) of Section 227 of 'The Companies Act, 1956' of India (the 'Act')
since in our opinion and according to the information and explanations given
to us, none of the clauses is applicable in the case of the Company.
4. Further to our comments in paragraph 3 above, we report that:
(a) We have obtained all the information and explanations which, to
the best of our knowledge and belief, were necessary for the
purposes of our audit;
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination
of those books;
Hindlever Trust Limited
REGISTERED OFFICE
165/166, Backbay Reclamation,
Mumbai - 400 020
DIRECTORS
Mr. Ashok Gupta resigned from the Board of Directors of the Company with effect
from 19th March, 2010. The Board placed on record its appreciation of the services
rendered by Mr. Ashok Gupta during his tenure as Director of the Company.
Mr. S. C. Srinivasan who was appointed as Additional Director of the
Company with effect from 19th March, 2010, would vacate office at the
forthcoming Annual General Meeting. Necessary notices have been received
from certain members under Section 257 of the Companies Act, 1956
signifying their intention to propose the appointment of Mr. S. C. Srinivasan
as Director of the Company at the said meeting.
In accordance with the Articles of Association of the Company and the
Companies Act, 1956, all the Directors of the Company retire from the Board
of Directors at the forthcoming Annual General Meeting and being eligible,
offer themselves for re-appointment.
AUDITORS
M/s. Lovelock & Lewes, Chartered Accountants, are liable to retire at the
conclusion of the forthcoming Annual General Meeting and being eligible, offer
themselves for re-appointment. The Board recommends their re-appointment.
ACKNOWLEDGEMENTS
The Directors take this opportunity to thank all the stakeholders for their
support and co-operation.
By Order of the Board
Place: Mumbai Vivek Subramanian S. C. Srinivasan
Date : 29th April, 2010 Director Director
(c) The Balance Sheet and Profit and Loss Account dealt with by this
report are in agreement with the books of account;
(d) In our opinion, the Balance Sheet and Profit and Loss Account dealt
with by this report comply with the accounting standards referred
to in sub-section (3C) of Section 211 of the Act;
(e) On the basis of written representations received from the
directors, as on 31st March, 2010 and taken on record by the Board
of Directors, none of the directors is disqualified as on 31st March,
2010 from being appointed as a director in terms of clause (g) of
sub-section (1) of Section 274 of the Act;
(f) In our opinion and to the best of our information and according to
the explanations given to us, the said financial statements
together with the notes thereon and attached thereto give, in the
prescribed manner, the information required by the Act, and give a
true and fair view in conformity with the accounting principles
generally accepted in India:
(i) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2010;
(ii) in the case of the Profit and Loss Account, of nil profit / loss for
the year ended on that date.
For Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountants
Asha Ramanathan
Partner
Mumbai: 29th April, 2010 Membership No: 202660
Annual Report 2009-10 75
Profit and Loss Account Hindlever Trust Limited

For the year ended 31st March, 2010

(Rs.) (Rs.)

Expenditure Income

Year ended Period ended Year ended Period ended

31st March, 2010 31st March, 2009 31st March, 2010 31st March, 2009
Nil Nil Nil Nil

Balance Sheet
As at 31st March, 2010
(Rs.)
Schedule As at As at
31st March, 2010 31st March, 2009
LIABILITIES
Capital :
Authorised, issued and subscribed :
50,000 Ordinary shares of Rs. 10 each fully paid in cash,
all shares held by Hindustan Unilever Limited and its nominees. 500,000 500,000
[Ultimate Holding Company - Unilever PLC.]
Total 500,000 500,000
ASSETS
Current Assets and Loans and Advances:
Cash and bank balances
Balances with Scheduled Bank on current account 497,900 498,350
Loans and Advances
Receivable Hindustan Unilever Limited, the Holding Company 2,100 1,650
Total 500,000 500,000
For notes, related party disclosures, accounting policies and additional information 1
The schedule referred to above forms an integral part of the Balance Sheet
In terms of our report of even date
For Lovelock & Lewes Vivek Subramanian
Firm Registration Number: 301056E Director
Chartered Accountants
Asha Ramanathan
Partner S. C. Srinivasan
Membership Number : 202660 Director
Place: Mumbai Place: Mumbai
Date : 29th April, 2010 Date : 29th April, 2010

Schedule 1
Notes forming part of the accounts for the year ended 31st March, 2010
1 Significant Accounting Policies
Basis for preparation of accounts
The accounts have been prepared to comply in all material aspects with applicable accounting principles in India, the applicable accounting standards
notified under Section 211(3C) of the Companies Act, 1956 of India (the 'Act') and the relevant provisions thereof. Necessary disclosures required by
Schedule VI to the said Act have been made wherever necessary/applicable.
2 During the previous year, the Company had changed its accounting year to fall in line with that of its holding Company, Hindustan Unilever Limited. The
current accounting year is for the period of 12 months starting from 1st April 2009 to 31st March 2010 whereas the previous accounting period was for the
period of 15 months starting from 1st January 2008 to 31st March 2009. The corresponding figures for the previous period are therefore, not comparable
with those of the current year.
3 Related Party Disclosures
Holding Company Hindustan Unilever Limited
Unilever PLC, the Ultimate Holding Company
Disclosure of transactions between the Company and Holding Company and the status of outstanding balances as at 31st March, 2010
There are no Related Party transactions during the current and the previous year.
(Rs.)
For the year ended For the period ended
31st March, 2010 31st March,2009
Balances outstanding as at the year end:
- Receivables 2,100 1,650

For Lovelock & Lewes Vivek Subramanian

Firm Registration Number: 301056E Director
Chartered Accountants
Asha Ramanathan
Partner S. C. Srinivasan
Membership Number : 202660 Director
Place: Mumbai Place: Mumbai
Date : 29th April, 2010 Date : 29th April, 2010

76 Hindustan Unilever Limited

Contents
Unilever India Exports Limited 01
Unilever Nepal Limited 09
Pond's Exports Limited 23
Daverashola Estates Private Limited 35
Jamnagar Properties Private Limited 42
Brooke Bond Real Estates Private Limited 46
Hindustan Field Services Private Limited 53
(Formerly Known as Hindustan Unilever
Field Services Private Limited)
Lakme Lever Private Limited 63
Levers Associated Trust Limited 71
Levindra Trust Limited 73
Hindlever Trust Limited 75
 Serving our consumers,
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Annual Report 2009-10
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