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You can view the entire text of Notes to accounts of the company for the latest year
No Data Available
Year End :2019-03 

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2019

(All amounts in INR lakhs, unless otherwise stated)

Note 26 Capital management

The Company manages its capital to ensure that the Company will be able to maximize the return to stakeholders through efficient allocation of capital towards expansion of business, optimization of working capital requirements and deployment of surplus funds into various investment options. The Company does not have long-term debt and uses the operational cash flows and equity to meet its capital requirements.

The Company is not subject to any externally imposed capital requirements

(a) The management of the Company reviews the capital structure of the Company on regular basis. As part of this review, the management of the Company considers the cost of capital and the risks associated with the movement in the working capital.

The following table summarizes the capital of the Company:

Particulars

As at March 31, 2019

As at March 31, 2018

Share capital

42,05.55

42,05.55

Other equity

40,52,65.85

34,43,06.34

40,94,71.40

34,85,11.89

(b) Dividend

Particulars

For the year ended 31 March, 2019

For the year ended 31 March, 2018

(i) Equity shares Final dividend for the year ended March 31, 2018 of INR 75 (for the year ended March 31, 2017 - INR 70) per fully paid equity share

3,15,41.65

2,94,38.88

(ii) Dividends not recognised at the end of the reporting year In addition to the above dividends, the Board of directors have recommended the final dividend of INR 105 per fully paid equity share (for the year ended March 31 , 2018 INR 75 per share). This proposed dividend is subject to the approval of shareholders in the ensuing annual general meeting.

4,41,58.31

3,15,41.65

Note 27 Segment information

The Company's business activity falls within a single operating segment namely "Nutrition". The Board of Directors of the Company, which has been identified as being the chief operating decision maker (CODM), evaluates the Company's performance, allocate resources based on the analysis of the various performance indicator of the Company as a single unit. Therefore, there is no reportable segment for the Company as per the requirement of IND AS 108 "Operating Segments".

Geographical Information

The "Geographical Segments" comprises of domestic segment which includes sales to customers located in India and the overseas segment includes sales to customers located outside India.

Revenue from external customers

For the Year ended For the Year ended March 31, 2019

March 31, 2018

Within India

44,32,94.62

40,95,42.85

Outside India

3,49,05.91

2,81,62.49

47,82,00.53

43,77,05.34

Revenue from Major Customers :

There is no customer having revenue amounting to 10% or more of Company's total revenue.

Note 28 Related party disclosures

In accordance with the requirements of Indian Accounting Standard (Ind AS) - 24 'Related Party Disclosures' the names of the related party where control exists/able to exercise significant influence along with the aggregate transactions and year-end balance with them as identified by the management in the ordinary course of business and on arms' length basis are given below:

A. Promoter Companies

Horlicks Limited, UK (Subsidiary of GlaxoSmithKline Pic UK) holds 43.16% of equity shares of the Company. (Refer note 11 (a)) GlaxoSmithKline Pte Ltd, Singapore (Subsidiary of GlaxoSmithKline Plc UK) holds 29.29% of equity shares of the Company. (Refer Note 11 (a))

B. Other related parties in GlaxoSmithKline Group which are under Common Control and with whom transactions have taken place during the year-

(a) Glaxo Operations UK Limited

(b) GlaxoSmithKline Asia Private Limited

(c) GlaxoSmithKline Bangladesh Limited

(d) GlaxoSmithKline Brasil Ltd

(e) GlaxoSmithKline Consumer Healthcare Pakistan Limited

(f) GlaxoSmithKline Consumer Healthcare Re Ltd

(g) GlaxoSmithKline Consumer Private Limited (h) GlaxoSmithKline Consumer Trading Ser(HO) (i) GlaxoSmithKline Export Ltd

(j) GlaxoSmithKline Limited

(k) GlaxoSmithKline Pakistan Limited

(I) GlaxoSmithKline Pharmaceuticals Limited

(m) GlaxoSmithKline Pic

(n) GlaxoSmithKline Re. Ltd.

(o) GlaxoSmithKline Services Unlimited

(p) GSK Augus UK

(q) GSK CH (Ireland) Ltd

(r) GSK CH (LP) (Bangkok)

(s) Horlicks Limited

(t) PT Sterling Products Indonesia

(u) SB Corporate Centre

(v) SmithKline Beecham Corporation

(w) SmithKline Beecham (Pvt) Ltd, Sri Lanka

(x) Sterling Drugs (Malaya) Sdn Bhd

(y) GlaxoSmithKline Trading Services Limited

(Z) GSK Consumer Healthcare Philippines Inc

(AA) GlaxoSmithKline Consumer Healthcare Japan K.K.

(AB) GlaxoSmithKline Consumer Nigeria Pic

(AC) Novartis Consumer Health SA (Switzerland)

(AD) GSK Pharmaceuticals Kenya Ltd

C. Trusts under Control of the Board of the Trustees -

(a) GlaxoSmithKline Consumer Healthcare Ltd Sr. Staff Gratuity Fund

(b) GlaxoSmithKline Consumer Healthcare Ltd Employees Gratuity Fund

(c) GlaxoSmithKline Consumer Healthcare Ltd Provident Fund

(d) GlaxoSmithKline Consumer Healthcare Ltd Indian Sr. Executives SAF

D. Key Management Personnel

(a) Navneet Saluja, Managing Director (Appointed in the role w.e.f. January 01, 2018)

(b) Anup Dhingra, Director Operation

(c) Shanu Saksena, Company secretary and area ethics and compliance officer

(d) Manoj Kumar, Managing Director (upto December 31, 2017)

(e) Vivek Anand, Finance Director and Chief Financial Officer

E. Key management personnel compensation

For the year ended March 31, 2019

For the year ended March 31, 2018

Short-term employment benefits

19,53.14

14,32.72

Post-employment benefits

79.24

1,15.97

Employee share-based payment

2,97.07

2,71.97

F. Transaction with related parties

The following transactions occurred with related parties during the year:

Particulars

For the year ended March 31 , 2019

For the year ended March 31 , 2018

Promoter Company

Companies under Common Control

Key Management Personnel

Trust under the control of Board of trustees

Total

Promoter Company

Companies under Common Control

Key Management Personnel

Trust under the control of Board of trustees

Total

Sale of goods (Exports)

-

1,07,94.27

-

-

1,07,94.27

-

1,30,07.26

-

-

1,30,07.26

GlaxoSmithKline Trading Services Limited

-

52,75.45

-

52,75.45

-

-

-

-

GlaxoSmithKline Consumer Trading Ser(HO)

-

13.65

-

13.65

2,04.50

-

-

2,04.50

SmithKline Beecham (Pvt) Ltd, Sri Lanka

-

34,38.91

-

34,38.91

44,70.82

-

-

44,70.82

GlaxoSmithKline Bangladesh Limited

-

8,78.69

-

8,78.69

74,74.71

-

-

74,74.71

GlaxoSmithKline Consumer Healthcare Pakistan Limited

-

11,8757

-

11,87.57

8,43.20

-

-

8,43.20

Others

-

-

-

-

14.03

-

-

14.03

Sale of raw materials/ packing materials

-

19.15

-

-

19.15

-

2,03.89

-

-

2,03.89

GlaxoSmithKline Bangladesh Limited

-

19.15

-

-

19.15

-

2,03.89

-

2,03.89

Value of goods sold on consignment basis (gross)

-

16,69,05.88

-

-

16,69,05.88

-

14,44,24.06

-

-

14,44,24.06

GlaxoSmithKline Asia Private Limited

-

12,73,63.41

-

12,73,63.41

10,86,96.37

-

-

10,86,96.37

GlaxoSmithKline Pharmaceuticals Limited

-

2,41,39.97

-

2,41,39.97

2,18,80.32

-

-

2,18,80.32

GlaxoSmithKline Consumer Private Limited

-

1,54,02.50

-

1,54,02.50

1,38,47.37

-

-

1,38,47.37

Services received (Paid / Payable)

-

4.07

-

-

4.07

-

4.06

-

-

4.06

GlaxoSmithKline Pharmaceuticals Limited

-

4.07

-

4.07

4.06

-

-

4.06

Purchase of Fixed Assets

-

3,14.95

-

-

3,14.95

-

-

-

-

-

GlaxoSmithKline Plc

-

3,14.95

-

-

3,14.95

-

-

-

-

Service Revenue (Received / Receivable) **

89.14

9,57.06

-

-

10,46.20

91.91

8,97.18

-

-

9,89.09

GlaxoSmithKline Services Unlimited

-

37.21

-

-

37.21

-

20.37

-

20.37

GlaxoSmithKline Asia Private Limited

_

1,53.26

_

_

1,53.26

_

-

_

GlaxoSmithKline Pharmaceuticals Limited

-

1,77.61

-

-

1,77.61

-

-

-

GlaxoSmithKline Pte. Ltd.

89.14

-

-

-

89.14

91.91

-

91.91

GlaxoSmithKline Export Ltd

-

16.96

-

-

16.96

-

1,39.85

-

1,39.85

GlaxoSmithKline Plc

-

1,14.70

-

-

1,14.70

-

1,18.82

-

1,18.82

GlaxoSmithKline Consumer Healthcare Pte Ltd

-

1,59.00

-

-

1,59.00

-

2,97.83

-

2,97.83

Others

-

2,98.32

-

-

2,98.32

-

3,20.31

-

3,20.31

Payments/payable on behalf of fellow subsidiaries (received / receivable)

-

19,20.90

-

-

19,20.90

-

74,64.38

-

-

74,64.38

GlaxoSmithKline Consumer Healthcare Pte Ltd

-

18.62

-

-

18.62

-

-

-

GlaxoSmithKline Plc

-

11,38.57

-

-

11,38.57

-

26,38.43

-

26,38.43

GlaxoSmithKline Pharmaceuticals Limited

-

-

-

-

-

-

32,62.34

-

32,62.34

GlaxoSmithKline Consumer Private Limited

-

7,63.71

-

-

7,63.71

-

15,63.61

-

15,63.61

Payments/payable on behalf of fellow subsidiaries (paid / payable)

-

1,18,81.91

-

-

1,18,81.91

-

50,93.42

-

-

50,93.42

GlaxoSmithKline Asia Private Limited

-

1,07,64.80

-

1,07,64.80

-

50,93.42

-

-

50,93.42

GlaxoSmithKline Pharmaceuticals Limited

-

11,17.11

-

11,17.11

-

-

-

-

Reimbursements of expenses (Paid / Payable)

-

8,83.23

-

-

8,83.23

-

9,88.70

-

-

9,88.70

GlaxoSmithKline Asia Private Limited

-

8,83.23

-

-

8,83.23

-

9,88.70

9,88.70

Business auxiliary service commission *

_

2,85,28.47

_

_

2,85,28.47

_

2,36,11.59

-

-

2,36,11.59

GlaxoSmithKline Asia Pvt Ltd.

-

2,31,77.77

-

-

2,31,77.77

-

1,88,1759

1,88,17.59

GlaxoSmithKline Pharmaceuticals Limited

-

29,87.33

-

-

29,87.33

-

26,43.97

26,43.97

GlaxoSmithKline Consumer Private Limited

-

23,63.37

-

23,63.37

21,50.03

-

-

21,50.03

Rent paid *

-

2,27.61

-

-

2,27.61

-

2,26.16

-

-

2,26.16

GlaxoSmithKline Asia Private Limited

-

2,27.61

-

2,27.61

2,26.16

-

-

2,26.16

Rent received *

-

1.20

-

-

1.20

-

1.10

-

-

1.10

GlaxoSmithKline Asia Private Limited

-

1.20

-

1.20

1.10

-

-

1.10

Licence agreement (royalty paid / payable) *

51,17.45

1,03,56.01

-

-

1,54,73.46

-

1,43,59.71

-

-

1,43,59.71

Horlicks Limited

51,17.45

-

-

51,17.45

-

-

-

GlaxoSmithKline Asia Private Limited

-

1,03,56.01

-

-

1,03,56.01

-

1,43,59.71

-

-

1,43,59.71

Dividend paid

2,28,53.99

-

-

-

2,28,53.99

2,13,30.39

-

-

-

2,13,30.39

Horlicks Limited

1,36,14.18

-

-

1,36,14.18

1,27,06.57

-

1,27,06.57

GlaxoSmithKline Pte. Ltd.

92,39.81

-

-

-

92,39.81

86,23.82

-

-

-

86,23.82

Remuneration paid

-

-

23,29.45

-

23,29.45

-

-

18,20.66

-

18,20.66

Manoj Kumar

-

-

-

-

-

5,84.56

-

5,84.56

Anup Dhingra

-

6,47.84

-

6,47.84

-

4,83.27

-

4,83.27

Vivek Anand

-

4,13.03

-

4,13.03

-

3,03.62

-

3,03.62

Shanu Saksena

-

1,55.52

-

1,55.52

-

1,11.74

-

1,11.74

Navneet Saluja

-

11,13.06

-

11,13.06

-

3,37.47

-

3,37.47

Annual contributions made by the Company

-

-

-

95,63.60

95,63.60

-

-

-

88,68.73

88,68.73

GlaxoSmithKline Consumer Healthcare Ltd Provident Fund

-

-

93,13.63

93,13.63

-

-

-

85,30.93

85,30.93

GlaxoSmithKline Consumer Healthcare Ltd Sr. Staff Gratuity Fund

-

-

-

-

-

-

-

GlaxoSmithKline Consumer Healthcare Ltd Indian Sr. Executives SAF

-

-

-

2,49.97

2,49.97

-

-

3,37.80

3,37.80

Payments made by the Company to the employees on behalf

-

-

-

24,61.26

24,61.26

-

-

-

39,68.84

39,68.84

of Trust towards their settlement

GlaxoSmithKline Consumer Healthcare Ltd Provident Fund

-

-

93.20

93.20

-

-

24,60.79

24,60.79

GlaxoSmithKline Consumer Healthcare Ltd Sr. Staff Gratuity Fund

-

-

6,35.95

6,35.95

-

-

8,44.82

8,44.82

GlaxoSmithKline Consumer Healthcare Ltd Employees Gratuity Fund

-

-

4,76.78

4,76.78

-

-

4,40.01

4,40.01

GlaxoSmithKline Consumer Healthcare Ltd Indian Sr. Executives SAF

-

-

12,55.33

12,55.33

-

-

2,23.22

2,23.22

Recoveries made from Trusts on account of settlement and

-

-

-

21,70.77

21,70.77

-

-

-

41,96.71

41,96.71

Investments

GlaxoSmithKline Consumer Healthcare Ltd Provident Fund

-

-

98.96

98.96

-

-

27,01.81

27,01.81

GlaxoSmithKline Consumer Healthcare Ltd Sr. Staff Gratuity Fund

-

-

5,35.37

5,35.37

-

-

8,25.12

8,25.12

GlaxoSmithKline Consumer Healthcare Ltd Employees Gratuity Fund

-

-

3,75.69

3,75.69

-

-

4,39.18

4,39.18

GlaxoSmithKline Consumer Healthcare Ltd Indian Sr. Executives SAF

-

-

11,60.75

11,60.75

-

-

2,30.60

2,30.60

*Amount is inclusive of taxes

** In respect of service fees which is on net basis, the gross value is INR 1,35,68.26 lakhs (March 31, 2018 INR 90,26.54 lakhs) as per details below :

Particulars

For the year ended For the year ended March 31, 2019 March 31, 2018

GlaxoSmithKline Services Unlimited

2,85.28

1,56.17

Glaxo Operations UK Limited

4,71.38

3,95.00

GlaxoSmithKline Pte. Ltd.

6,83.41

7,04.66

GlaxoSmithKline Export Ltd

1,30.00

10,72.15

GlaxoSmithKline Consumer Healthcare Pte Ltd

12,19.00

22,80.68

GlaxoSmithKline Plc

7,64.37

7,77.65

Others

1,00,14.82

36,40.23

G. Outstanding balances arising from sales/purchases of goods and services

The following balances are outstanding at the end of the reporting year in relation to transactions with related parties:

Particulars

As at March 31,2019

As at March 31, 2018

Promoter Company und

Companies ler Common Control

Key Management Personnel

Trust under the control of Board of trustees

Total

Promoter Company unc

Companies ler Common Control

Key Management Personnel

Trust under the control of Board of trustees

Total

Balances as at year end - receivables (Net)

-

47,17.86

-

17,57.60

64,75.46

3,12.49

82,14.52

-

16,52.69

1,01,79.70

GlaxoSmithKline Asia Private Limited

-

16,43.60

-

-

16,43.60

-

15,66.61

-

-

15,66.61

SmithKline Beecham (Pvt) Ltd, Sri Lanka

-

8,24.50

-

-

8,24.50

-

9,33.62

-

-

9,33.62

GlaxoSmithKline Pte. Ltd.

-

-

-

-

3,12.49

-

-

3,12.49

GlaxoSmithKline Bangladesh Limited

-

-

-

-

-

14,76.09

-

-

14,76.09

GlaxoSmithKline Plc

-

5,95.44

-

-

5,95.44

-

21,12.10

-

-

21,12.10

GlaxoSmithKline Trading Services Limited

-

6,20.88

-

-

6,20.88

-

-

-

-

GlaxoSmithKline Consumer Healthcare Ltd Sr. Staff

-

-

10,71.46

10,71.46

-

-

8,99.64

8,99.64

Gratuity Fund

GlaxoSmithKline Consumer Healthcare Ltd Employees

-

-

-

5,91.56

5,91.56

-

-

-

7,53.05

7,53.05

Gratuity Fund

GlaxoSmithKline Consumer Healthcare Ltd Indian Sr.

-

-

-

94.58

94.58

-

-

-

Executives SAF

Others

-

10,33.44

-

-

10,33.44

-

21,26.10

-

-

21,26.10

Balances as at year end - payables (Net)

12,45.52

1 ,76,48.24

-

7,12.33

1,96,06.09

-

1,38,84.14

-

6,92.79

1,45,76.93

GlaxoSmithKline Asia Private Limited

-

1,01,89.63

-

-

1,01,89.63

-

1,08,83.41

-

1,08,83.41

GlaxoSmithKline Pharmaceuticals Limited

-

59,86.37

-

-

59,86.37

-

24,4713

-

24,47.13

Horlicks Limited

11,50.67

-

-

-

11,50.67

-

-

-

GlaxoSmithKline Pte. Ltd.

94.85

-

-

-

94.85

-

-

-

GlaxoSmithKline Consumer Healthcare Ltd Provident

-

-

-

7,12.33

7,12.33

-

6,69.17

6,69.17

Fund

GlaxoSmithKline Consumer Healthcare Ltd Indian Sr.

-

-

-

-

-

-

-

-

23.62

23.62

Executives SAF

Others

-

14,72.24

-

-

14,72.24

-

5,53.60

-

5,53.60

Note 29 Contingent liabilities

Income tax

1,45,61

051

40,33.61

Critical judgement

The amounts shown above represent the best possible estimates of pending litigations/disputes arrived at on the basis of available information taking into account the specific circumstances of each matter and relevant external advice. The timing and probability of the outflow and expected reimbursements, if any, with regard to these matters, depends on the receipt of Judgements/ decisions pending with various forums/authorities. The Company engages reputed professional advisors to protect its interests and has been advised that it has strong legal positions against such disputes.

Note 30 Commitments

(a) Capital commitments

Particulars

As at March 31, 2019

As at March 31, 2018

Capital expenditure contracted for at the end of the reporting year but not recognised as liabilities is as follows:

Property, plant and equipment (net of Capital Advance of INR 1,57.17 lakhs (March 31, 2018 INR 10.26 lakhs) and not provided for)

6,65.65

4,52.64

Intangible assets

51.14

-

(b) Non-cancellable operating leases

The Company has entered into non-cancellable operating leases in respect of office premises, which range for a period between 1 -5 years. The terms of the said leases include terms for renewal, increase in rents in future periods for premises and terms of cancellation.

The Company has identified and classified certain cancellable job work arrangements as operating leases as per Ind AS 17 "Leases". Since it was impracticable to bifurcate payments for the lease (i.e. the right to use the asset) and payments for other elements in the arrangement (mainly includes cost of inputs and services), the payments made has been considered as lease payments and shown under rent expenses.

Commitments for minimum lease payments in relation to non-cancellable operating leases are payable as follows:

Particulars

For the year ended March 31, 2019

For the year ended March 31, 2018

Within one year

31.26

1.40

Later than one year but not later than five years

NIL

NIL

Later than five years

NIL

NIL

With respect of all operating leases:-

Particulars

For the year ended March 31, 2019

For the year ended March 31, 2018

Lease payment recognised in the Statement of Profit and Loss

2,17,81.49

2,13,63.83

Sub lease payment received/receivable recognised in the Statement of Profit and Loss Note 31 Earnings per equity share

4.20

4.85

Particulars

For the year ended March 31, 2019

For the year ended March 31,2018

(a) Profit attributable to the equity shareholders of the Company (INR lakhs)

9,82,80.40

7,00,10.22

(b) Weighted average number of shares used as the denominator

Weighted average number of shares used as the denominator for calculating basic and diluted earnings per share

42,05,55,38

42,05,55,38

(c) Basic and diluted earnings per share [(a)/(b)]

Total basic and diluted earnings per share attributable to equity holders of the Company (INR)

233.69

166.47

Note 32 Amount remitted in foreign currency for dividend

Particulars

For the year ended March 31, 2019

For the year ended March 31, 2018

a) Number of non-resident shareholders

2

2

b) Number of shares held (Equity shares of INR 10 each)

30,471,992

30,471,992

c) Dividend

2,28,53.99

2,13,30.40

d) Year to which the dividend relates to

April 2017 to March

April 2016 to March

2018

2017

Note 33 Based upon the legal opinion obtained by the Company, there are various interpretation issues and the Company is in the process of evaluating the impact of the recent Supreme Court Judgement in the case of "Vivekananda Vidyamandir vs Regional Provident Fund Commissioner (II), West Bengal in relation to non-exclusion of certain allowances from the definition of "basis wages" of the relevant employees for the purpose of determining contribution to provident fund under the Employees Provident Fund & Miscellaneous provisions Act, 1952.

Note 34 On December 03, 2018, the Board of Directors of GlaxoSmithKline Consumer Healthcare Limited ("Company") approved a Scheme of amalgamation ("the Scheme") between the Company and Hindustan Unilever Limited ("HUL"), their respective shareholders and creditors subject to obtaining requisite regulatory and other approvals. On January 23, 2019, the Competition Commission of India (CCI) approved the proposed amalgamation and the Company has received 'No Objection letter' from Bombay Stock Exchange and National Stock Exchange on February 18, 2019. The Scheme of amalgamation has been filed by the Company and HUL with the respective National Company Law Tribunals at Chandigarh and Mumbai. Presently, the Company is in the process of seeking requisite approvals. With effect from the Appointed Date (as defined in the Scheme), the Company shall stand amalgamated into HUL and its Undertaking shall, pursuant to the provisions of Sections 230 to 232 and other applicable provisions, if any, of the Act, be and stand transferred to and vested in HUL, as a going concern without any further act, instrument, deed, matter or thing so as to become, the undertaking of HUL by virtue of and in the manner provided in the Scheme.

In view of above, these financial statements have been prepared on a going concern basis.

Note 35 The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

Note 36 There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

Note 37 Consequent to introduction of Goods and Services Tax (GST) with effect from July 01, 2017, Central Excise, Value Added Tax (VAT) etc. have been subsumed into GST. In accordance with Indian Accounting Standard, as applicable and Schedule III of the Companies Act, 2013, unlike Excise Duties, levies like GST, VAT, etc. are not part of Revenue. Accordingly, the figures for the year ended March 2018 are not strictly relatable to current year numbers.

Note 38 The previous year figures in the financial statements, including the notes thereto, have been reclassified/regrouped wherever required to confirm to the current year presentation/classification. These are not material and do not affect the previously reported net profit or equity.

Note 39 Events occurring after the reporting period

a) Approval of financial statements - The financial statements were authorised for issue by the Board of Directors on May 10, 2019.

b) Dividend - Refer note 26(b) for the final dividend recommended by the Board of Directors which is subject to the approval of shareholders in the ensuing Annual General Meeting.

For and on behalf of the Board of Directors
P. Dwarakanath Vivek Anand
(DIN:00231713) (DIN: 06891864)
Chairman Director
Navneet Saluja Shanu Saksena
(DIN: 002183350) (Membership No: FCS- 9733)
Managing Director Company Secretary
Kunal Kashyap
(DIN:00231891)
Director
Place: Gurugram Date: May 10, 2019

Note 39 Events occurring after the reporting period

a) Approval of financial statements - The financial statements were authorised for issue by the Board of Directors on May 10, 2019.

b) Dividend - Refer note 26(b) for the final dividend recommended by the Board of Directors which is subject to the approval of shareholders in the ensuing Annual General Meeting.

For and on behalf of the Board of Directors

P. Dwarakanath

Vivek Anand

(DIN: 00231713)

(DIN: 06891864)

Chairman

Director

Navneet Saluja

Shanu Saksena

(DIN: 002183350)

(Membership No: FCS- 9733)

Managing Director

Company Secretary

Kunal Kashyap

(DIN: 00231891) Director

Place: Gurugram Date: May 10, 2019