2014 PDF

(CIN: L24239MH1964PLC012971)
Registered Office:
P&G Plaza, Cardinal Gracias Road, Chakala, Andheri (E), Mumbai - 400 099
Tel: (91-22) 2826 6000; Fax: (91-22) 2826 7303
Website: www.pg.com/en_IN
Vakils
CONTENTS
BOARD OF DIRECTORS
Mr. R. A. Shah Chairman’s Letter................................................. 1
Chairman
Report of the Directors......................................... 2
Mr. Shantanu Khosla
Managing Director Management Discussion & Analysis...................... 9
Mr. B. S. Mehta Corporate Governance........................................ 12 Consumers

Mr. A. K. Gupta
Auditors’ Report.................................................. 24
Mr. Pramod Agarwal
Ms. Sonali Dhawan Balance Sheet ..................................................... 28
Mr. Shailyamanyu Singh P&G Values
.......................... Statement of Profit & Loss.................................... 29
Integrity
Ms. Preeti Bishnoi Cash Flow Statement........................................... 30 Leadership
Company Secretary
Notes forming part of the Financial Statements..... 32 Ownership
Passion for Winning
Trust
P&G P&G
Brands People
P&G Brands and P&G People are the

foundation of P&G’s success.
P&G People bring the values to life

as we focus on improving the lives
of the world’s consumers.
Annual Report 2013-2014
Dear Shareholders,
I am pleased to share with you that this Financial Year 2013-14 witnessed
us deliver another year of sustained growth and strong results, behind a
sharpened focus on winning with our consumer. It is this dedicated approach
towards value creation that will drive the business for years to come. We
will ensure the right mix of innovation, superior consumer propositions and
operational excellence to drive year on year sustained growth. It is with this
sustained commitment to touch and improve the lives of all our stakeholders
that I stand before you with the recollections of yet another successful year.
Your Company’s strong performance results for the Financial Year 2013-14,
against a backdrop of economic uncertainty, are testament to our focus on
winning with the consumer.
T he Company’s focus on innovation and productivity continued to sustain
growth momentum by delivering total Net Sales of ` 2,047 crores, up 22%
versus year ago.
P rofit After Tax (PAT) for the Financial Year stood at ` 302 crores, up 49% up versus year ago, driven by a
sustained focus on productivity across all key cost buckets.
We have exceeded a historic landmark in Sales of ` 2000 crores. Our Sales growth is driven by the strength
of our Portfolio, superior innovation, pricing and mix.
The Feminine Hygiene business in India continued to deliver sustained growth. It delivered a robust sales
growth of 24%, versus a year ago. The growth was broad based and helped us deliver record shares.
And as the business grows, we continue to improve more lives more completely with P&G’s National
Parivartan Programme (Whisper School Girl Programme) in schools. The program on an average reaches
3.5 million girls annually, providing them with timely menstrual education and product samples. P&G’s
Whisper School Girl Program, over the past 2 decades, has protected millions of adolescent girls in India
from getting trapped in traditional practices of using unhygienic cloth for sanitary protection.
Your Company’s Health Care business sales registered a growth of 11%, versus a year ago. Financial Year
2013-14 was an excellent year with Vaporub reached its highest ever Value share.
The launch of Old Spice is delivering in line with expectations. Strong sales were driven by improved
distribution and brand building innovations like Smell Mantastic where we restaged the Brand character &
created awareness about Old Spice ‘Manly Mantastic’ deodorants.
To ‘touch and improve lives’ is the vision that guides P&G and will continue to do so for generations to come.
At P&G, we look at sustainability as a business driver, and focus on three key sustainability aspects – social
responsibility, environmental sustainability and effective disaster relief efforts.
P&G’s signature corporate sustainability program P&G Shiksha has till date built and supported over 330
schools across the country that will impact the lives of over 600,000 children, in partnership with a number
of NGOs like – Army Wives Welfare Association, Navy Wives Welfare Association, Round Table India, Save
the Children, amongst others.
P&G, over the past year, continued its efforts to provide timely aid and relief to families affected by natural
disasters. Over 15,800 families affected by the Uttarakhand Floods and the Odisha Cyclone, received relief
aid in the form of hygiene kits comprising of P&G products as well as Children’s Safe Drinking Water sachets.
In closing, I would like to re-iterate that as a Company, we are keenly focused on ensuring value creation
and disruptive innovation for our investors and consumers, as we continue to drive operational discipline.
P&G’s dedicated pursuit of leading sustainable development initiatives has empowered us to truly make a
meaningful impact on the lives of the communities around us. Lastly, I would also like to express my gratitude
to all our consumers, customers, employees, business partners and YOU, our valued shareholders for your
unwavering trust in the Company. I look forward to your sustained support and participation in the growth
of your Company as we continue to touch and improve lives.
Mumbai R. A. Shah
August 12, 2014 Chairman
Procter & Gamble Hygiene and Health Care Limited
REPORT OF THE DIRECTORS
Your Directors have the pleasure of presenting Feminine Hygiene Business

the 50th Annual Report and the Audited Accounts Feminine Hygiene business recorded the
of the Company for the Financial Year ended 11th consecutive year of strong double-digit
June 30, 2014. growth. This business has been a growth engine
for your Company, with all the variants of
FINANCIAL RESULTS Whisper sanitary napkins posting strong
growth. Whisper further fortified its market
(Figures in ` crores)
leadership position by achieving it’s highest-ever
2013/14 2012/13
value share.
Sales including Excise 2063 1697 During the Financial Year under review, a number
of strategic initiatives were designed to meet the
Net Sales (less excise duty) 2047 1685
consumers’ needs across segments. The top-tier
Profit before tax 460 286 consumers were delighted by our longer length
Profit after tax 302 203 Whisper Ultra product, with the promise of all
day long protection. On Whisper Choice, your
Proposed Dividend plus tax Company continued its focus on driving increased
thereon 104 95
usage of sanitary napkins particularly among
Transfer to General Reserve 30 20 non-users and increased availability. Continuing
our relentless focus on superior products for
Balance carried forward 663 495
our consumers, your Company also drove the
“thin” product form within the existing mid-tier
DIVIDEND
consumers and non-users in the form of Whisper
The Directors are pleased to recommend a Choice Ultra.
dividend of ` 27.5 for each Equity Share of ` 10
each for the Financial Year ended June 30, 2014.
BUSINESS PERFORMANCE
Your Company delivered another year of strong
performance in the Financial Year 2013-14,
despite challenging economic conditions –
particularly volatility in the Rupee and inflationary
market conditions. By balancing the needs of
the consumer, the customer and the Members,
we are delighted to report very strong financial
results for your Company. Your Company
achieved a strong double-digit sales growth
during the Financial Year 2013-14. Sales for
the Financial Year increased by 22 per cent to
` 2,047 crores as against ` 1,685 crores during
the previous year. Earnings after tax increased
by 49 per cent to ` 302 crores as against
` 203 crores during the previous year.
Your Company also continued its disproportionate Cash generation continued to be strong arising
focus on the Point of Market Entry consumer. The from significant improvements in the business
Whisper School program reached nearly 4 million performance, efficiencies and cost savings across
menstruating girls across private and government the organization and a continued efficient
schools, educating them about sanitary hygiene collection system. Your Company managed
and its importance. Not only did the program investments prudently by deployment of the
reach out to more potential consumers, but it surplus funds after ensuring that such investments
also increased its depth by reaching out to small satisfy the Company’s criteria of safety and
towns. security.
Health Care Business Following the successful integration of Old Spice

The Company’s Health Care sales posted a double- into your Company, Financial Year 2013-14
digit growth again this Financial Year behind the was a strong year for the brand, with business
strength of its strong portfolio, which includes results exceeding management expectations.
Vicks VapoRub, Vicks Cough Drops, Vicks Action This was behind our strong marketing efforts
500 and Vicks Inhaler. The growth was driven by and investments in advertising and distribution
combination of product initiatives and increased expansion. The marketing campaign has been
investment behind proven equity advertising. successful in restaging the brand and has been
Vicks VapoRub had a record year posting the recognized with multiple external awards over
highest ever market share. Vicks Inhaler business the past year.
was the fastest growing in the Vicks franchise.
Vicks will continue to innovate to ensure it stays We continue with our efforts to grow this brand
the most trusted cough and cold care solution behind strong innovation, including significant
in India. packaging upgrades as well as the launch of new
outstanding fragrances.
Overall, the Company continued to focus on
driving consumer meaningful innovations backed CORPORATE SOCIAL RESPONSIBILITY
by distribution expansion and strong advertising Building business by improving lives
support thereby delivering consistent growth.
P&G’s continued focus on purpose-inspired
Earnings have also benefited from focus on mix,
growth, drives us to not only serve our
pricing and productivity.
consumers with unique and superior product
propositions, but also to touch and improve their
lives by contributing towards the communities
we operate in. This dedicated commitment is
the driving force behind our Corporate Social
Responsibility initiatives like ‘P&G Shiksha’ and
‘Project Parivartan’.
Over the past decade, P&G’s sustainability mantra

‘to touch and improve the lives of consumers,
now and for generations to come’ has
inspired an enduring CSR strategy supported
by three pillars – P&G Shiksha, The Whisper
School program (Education) & Project Parivartan sales towards this movement. P&G Shiksha
(Transformation) and Timely Disaster Relief. While has till date made a cumulative donation of
P&G Shiksha and Project Parivartan provide over ` 32 crores towards building new schools,
children from underprivileged backgrounds providing critical infrastructural amenities at
with access to basics like health and education, existing schools or reviving non-operational
P&G’s disaster relief activities aim to rehabilitate government schools.
and empower the victims of natural disasters by
providing them with daily essential commodities In the course of the past year, Save the Children
and safe drinking water. in partnership with P&G Shiksha has expanded
its impact. Six Kasturba Gandhi Balika Vidyalayas
P&G’s Project Parivartan continued its efforts (KGBV) and fourteen primary and middle
in providing essential menstrual health and schools were supported through the provision
hygiene education to girl children across the of sports kits and laboratory equipment, which
country. Over the past year alone, the program has enhanced the self-confidence and the
reached out to over 3.5 million girls in schools learning abilities of the girl children. Additionally
across the country. through this partnership, Baal Sansads and
School Management Committees (SMCs) have
P&G’s signature corporate sustainability program also been strengthened through capacity building
P&G Shiksha has till date built and supported of its members, to monitor the activities of
over 330 (+110 since last year) schools across schools for ensuring quality education. These
the country that will impact the lives of over initiatives have thus resulted in a positive
600,000 (+180,000 since last year) children, change in the overall environment of KGBVs, for
in partnership with a number of NGOs like – example, teachers have started taking initiatives
Army Wives Welfare Association, Navy Wives in practicing innovative pedagogical methods
Welfare Association, Round Table India, Save (such as promoting an effective use of the library
the Children, amongst others. These partners facility, project work, story building as well as
serve as specialists, lending their expertise to an overall better planning and execution of
particular aspects of the education system. The multi-level teaching).
NGO Round Table India for example is dedicated
towards constructing educational infrastructure P&G continues its association with a local school
and supporting schools across India. The NGO (adopted under the P&G Shiksha program) to
Save the Children focuses on girl child’s education promote the education of girl children in Mewat.
by aiding government funded programs like the The students are provided holistic support in the
Kasturba Gandhi Balika Vidhyalayas. Similarly, the form of uniforms, library, meals, infrastructure,
NGOs Army Wives Welfare Association and Navy recreational activities & study tours. This year,
Wives Welfare Association are experts in serving the initiative received a prestigious recognition
the educational needs of disabled children. with the Bhamashah award by the Rajasthan
Government for outstanding contribution
Since its commencement in 2005, P&G Shiksha in promoting education and creating a
has empowered consumers to contribute transformational change in the lives of young
towards the education of underprivileged girl children. Similarly, at Goa, in association with
children by exercising conscious brand choices, Matruchhaya, a local public charitable trust, P&G is
which has enabled P&G to share a part of the providing educational and infrastructural support
to a school for the orphaned, destitute and with the Rotary & Blood Bank Society Resource
abandoned children. Going beyond the tangible, Centre, Chandigarh. This first time event was a
P&G has also lent assistance in organizing a Fun huge success with 83 volunteers donating blood
Day for the children with volunteers (employees during the camp. The plant also organized a
and family members) which saw the donation “Health Check-up Camp” at the Government High
of important amenities and equipment to the School Lodhimajra in order to create awareness
school. These activities under the P&G Shiksha and improve the personal health of the school
program have exemplified its motto ‘Heæ{siee Fbef[³ee lees students.
yeæ{siee Fbef[³ee ’, and have further strengthened our
resolve of touching and improving lives. P&G, over the past year, continued its efforts to
provide timely aid and relief to families affected by
The Baddi plant organized the ‘World Environment natural disasters. Over 15,800 families affected by
Day’ event in Lodhimajra Village School in order the Uttarakhand Floods and the Odisha Cyclone,
to create awareness amongst school children on received relief aid in the form of hygiene kits
merits of a clean and healthy environment for the comprising of P&G products including: Whisper,
overall community. Tide, Pantene and Oral-B toothbrushes as well as
Children’s Safe Drinking Water sachets.
Under the theme and “Best Out
of Waste”, the event brought together school P&G’s conscious commitment towards the
children, who participated in poster design, pursuit of sustainable development programs
slogan writing competitions and making of useful has empowered us to truly make a substantial
items from Waste Material which was meant to impact on the lives of the communities around
create awareness on the importance of a safe and us while simultaneously providing them with
healthy environment. superior product propositions. This unequivocal
principle has fueled our social responsibility
The Baddi plant additionally organized a “Blood
programs aimed at improving lives and also
Donation Camp” at the site in collaboration
lends inspiration to our efforts on environmental
sustainability and economic accountability. At
P&G, Corporate Social Responsibility has and will
remain an important component of our ability to
improve consumers’ lives and to create value for
our shareholders.
ENVIRONMENTAL SUSTAINABILITY
Environmental sustainability is embedded in our
Purpose, Values, Principles, and our business. In
order to improve lives, now and for generations
to come, we ensure that our products, packaging
and operations are safe for employees, consumers
and the environment. We ensure this with a focus
“Wall writing on Right To Education awareness at
on technologies, processes and improvements
Bonua village under Sonua Block of West Singhbhum
district” that matter for the environment.
Our Company’s Head Office at Mumbai reduced iv. that the Directors had prepared the accounts
its annual energy consumption by over 37.9% for the Financial Year ended June 30, 2014,
over the last 10 years, saving over 2159 gigajoules on a “going concern” basis.
of energy. In the last one year, our plant in Goa
has reduced Diesel Generation Utilization by CORPORATE GOVERNANCE
19% for Plant Operations, resulting is reduction A separate report on Corporate Governance along
of Diesel consumption and reduced Carbon with the Auditors’ Certificate on its compliance is
footprint by 40%. annexed to this Report.
At P&G, sustainability inspires and guides MANAGEMENT & PERSONNEL

everything we do. Moreover, we ensure The Company operates in a highly competitive
environmental friendly practices at our sites. These environment vis-à-vis attracting the best talent
include reduction in power consumption, optimal for its operations and therefore the human
water consumption and eliminating excess use resources management function has assumed
of paper. vital importance in the Company. The Company
focuses on attracting, motivating and retaining
DIRECTORS’ RESPONSIBILITY STATEMENT
the best talent. Its people systems like recruiting,
Pursuant to the requirement under Section training, performance management and talent
217(2AA) of the Companies Act, 1956, development are robust and competitive. As we
with respect to the Directors’ Responsibilities have been growing we are putting in place new
Statement, it is hereby confirmed: HR programs to ensure that the organization is
geared up to deliver the future.
i. that in the preparation of the Annual Accounts
for the Financial Year ended June 30, 2014, The information as per Section 217(2A) of the
the applicable accounting standards had Companies Act, 1956 (‘Act’), read with the
been followed along with proper explanation Companies (Particulars of Employees) Rules 1975
relating to material departures; forms part of this Report. As per the provisions
of Section 219(1)(b)(iv) of the Act, the Report and
ii. that the Directors had selected such accounting
Accounts are being sent to the Members of the
policies and applied them consistently and
Company excluding the statement of particulars
made judgments and estimates that were
of employees under Section 217(2A) of the Act.
reasonable and prudent so as to give a true
Any Member interested in obtaining a copy of
and fair view of the state of affairs of the
the said statement may write to the Secretarial
Company at the end of the Financial Year
Department at the Registered Office of the
and of the profit or loss of the Company for
Company.
the Financial Year under review;
iii.
that the Directors had taken proper and DIRECTORS
sufficient care for the maintenance of Ms. Sonali Dhawan and Mr. Shailyamanyu Singh
adequate accounting records in accordance have been appointed as Additional Directors of
with the provisions of the Companies Act, the Company with effect from May 7, 2014 and
1956, for safeguarding the assets of the March 15, 2014 respectively and hold office
Company and for preventing and detecting upto the date of the ensuing 50th Annual
fraud and other irregularities; General Meeting of the Company. Notices
under Section 160 of the Companies Act, COST AUDITORS

2013 have been received from them proposing Your Company has re-appointed M/s. Ashwin
their respective candidatures as Directors of the Solanki & Associates, Cost Accountants, to
Company, liable to retire by rotation. conduct the cost audit for the Financial Year
2014-15.
Mr. Pramod Agarwal, Director, retires by rotation
and, being eligible, offers himself for re- CONSERVATION OF ENERGY ETC.
appointment. INFORMATION
In terms of Section 149 of the Companies Act, The information, in accordance with the provisions
2013, an Independent Director is required to be of Section 217(i)(e) of the Companies Act, 1956,
appointed for a tenure of five years at a time read with the Companies (Disclosure of Particulars
and shall not be liable to retire by rotation. in the Report of Board of Directors) Rules, 1988,
Accordingly, Mr. R. A. Shah, Mr. B. S. Mehta and regarding conservation of energy, technology
Mr. A. K. Gupta meet the criteria of independence absorption and foreign exchange earnings and
and your Board recommends their appointment outgoings, are attached as Annexure to this
as Non-Executive Independent Directors for a Report.
period of five years with effect from September
TRADE RELATIONS
24, 2014, not being liable to retire by rotation.
The Directors wish to thank the Retailers,
Resolutions in this regard forms part of the Notice
Wholesalers, Distributors, Suppliers of Goods &
of the ensuing 50th Annual General Meeting.
Services, Clearing and Forwarding Agents and all
The brief resumes of Directors proposed to other business associates and acknowledge their
be appointed/reappointed at the ensuing efficiency and continued support in promoting
50th Annual General Meeting and the details of such healthy growth in the Company’s business.
the Directorships held by them in other companies
ACKNOWLEDGEMENT
are given in the “Corporate Governance” section
of the Annual Report. We are grateful to The Procter & Gamble Company
USA and Procter & Gamble Asia Pte Limited
Appropriate resolutions for the appointment/ Singapore for their invaluable support in terms
re-appointment of the aforesaid Directors are of access to the latest information/knowledge
being moved at the ensuing 50th Annual General in the field of Research & Development for
Meeting, which the Board recommends for your products, ingredients and technologies; timely
approval. inputs to exceptional marketing strategies;
and the goodwill of its world-renowned
AUDITORS
Trademarks and superior brands. We are proud
The Auditors, M/s. Deloitte Haskins & Sells
to acknowledge this unstinted association that
LLP, Mumbai, Chartered Accountants (Firm
has vastly benefited the Company.
Registration No. 117366W/W-100018) retire at
the ensuing 50th Annual General Meeting. In terms On behalf of the Board of Directors
of the Companies Act, 2013, they are eligible for
appointment for three Financial Years and hence
they offer themselves for re-appointment upto
Mumbai R. A. Shah
the conclusion of 53rd Annual General Meeting. August 12, 2014 Chairman
ANNEXURE TO THE REPORT OF DIRECTORS
4. Expenditure on R&D:
A. Power & Fuel Consumption ` Lakhs
Particulars 2013-14 2012-13
2013-14 2012-13
1. Electricity (a) Capital — —
(a) Purchased: (b) Recurring 160.26 222.90
Units (KWH) 11,81,19,656 75,08,455 (c) Total 160.26 222.90
Total Amount ( ` ) 6,27,32,013 3,84,44,634 (d) Total R&D expenditure — —
Rate/Unit ( ` ) 5.5 5.12 as a percentage of total
(b) Own Generation:
turnover
(i) Through Diesel Generator II. TECHNOLOGY ABSORPTION, ADAPTATION
Unit (KWH) 18,78,047 39,79,387 AND INNOVATION:
Unit Per lts. of 1. Efforts, in brief, made towards technology
Diesel Oil 3.5 3.3 absorption, adaption and innovation:
` )
Cost/Unit ( 17.5 13.8 Continued implementation of Quality
Control/Quality Assurance procedures
(ii) Through Steam
of natural products, new products and
Turbine/Generator N.A. N.A. processes were successfully adapted on
2. Coal (Specify Quality and N.A. N.A. commercial scale to utilize local, raw
where used) materials and machinery; Technical Services
3. Furnace Oil N.A. N.A. for reliability, quality, cost savings and
technology transfer from overseas.
4. Others/Internal Generation N.A. N.A.
2. Benefits derived as a result of above efforts
e.g. product improvement, cost reduction,
B. Consumption Per Unit of Production
product development, import substitution,
(In KWH/Tonnes) etc.: All the above efforts resulted in
Particulars 2013-14 2012-13 improving process efficiencies, consistent
quality of our products, introduction of
Other Products 1,673 1,606
new products and import substitution and
Note: successful absorption of technology.
Since Company’s operations involve low energy 3. Imported Technology: The Company has the
consumption, the Company has no comments to advantage of availing advanced technology
offer under para Assignment (a) to (c) of Rule 2 and continuous upgradation thereof from
of the Companies (Disclosure of particulars in the The Procter & Gamble Company, USA
Report of Board of Directors) Rules, 1988. and its subsidiaries. This is an unmatched
competitive advantage that helps the
Company deliver strong business results.
I. RESEARCH & DEVELOPMENT:
1. Specific areas in which R&D carried out by III. FOREIGN EXCHANGE EARNINGS AND
the Company: OUTGO:
During the Financial Year, the Company Activities relating to exports; initiatives taken to
continued its Research and Development increase exports; development of new export
thrust for improvement of its existing markets for products and services; and export
products, process and import substitution. plans:
Research work is also being done for the The particulars of foreign exchange earned/
development of new products. utilized during the Financial Year are given in
Note Nos. 30 & 31 respectively forming part of
2.
Benefits derived as a result of the above the Financial Statements.
R&D:
R&D efforts have helped bringing about an On behalf of the Board of Directors
improvement in processes and have resulted
in cost reduction and import substitution.
3. Future Plan of Action:
Emphasis will continue to be laid on the Mumbai R. A. Shah
existing products and new products. August 12, 2014 Chairman
MANAGEMENT DISCUSSION AND ANALYSIS
Review of Economic Scenario and impact of Union your Company continued its focus on driving increased
Budget 2014-15 usage of sanitary napkins particularly among non-users
The Indian economy is showing positive signals of and increased availability. Continuing our relentless focus
regaining growth momentum, especially in core areas of on superior products for our consumers, your Company
Manufacturing and Infrastructure. However, the weaker also drove the “thin” product form within the existing
than expected monsoon is an area of worry and could mid-tier consumers and non-users in the form of Whisper
impact growth as well as consumption. The recent stability Choice Ultra.
in the rupee is welcome news as it enables the economic Your Company also continued its disproportionate focus
recovery. on the Point of Market Entry consumer. The Whisper
The Union Budget 2014-15 is forward looking and school program reached nearly 4 million menstruating
recognizes the growth opportunity in the economy while girls across private and government schools, educating
looking to contain the Fiscal Deficit to 4.1% of GDP. them about sanitary hygiene and its importance. Not only
did the program reach out to more potential consumers,
The FMCG Sector and Indian consumers but it also increased its depth by reaching out to small
The Indian FMCG sector is around $15 Billion and continues towns.
to grow at a healthy pace, though it has slowed down
versus the historical growth rate. The long term prospects Health Care Business
remain bright. There is significant opportunity to grow The Company’s Health Care sales posted a double digit
penetration, trial and consumption. We have strong Indian growth again this year behind the strength of its strong
companies and most major Multinationals operating in portfolio, including Vicks VapoRub, Vicks Cough Drops,
this area offering a wide array of products to the Indian Vicks Action 500 and Vicks Inhaler. The growth was
consumer. driven by combination of product initiatives and increased
investment behind proven equity advertising. Vicks VapoRub
Performance Overview & Outlook
had a record year posting the highest ever market share.
The Company operates in a single reportable business and Vicks Inhaler business was the fastest growing in the Vicks
geographical segment. The Company’s core business is franchise. Vicks will continue to innovate to ensure it stays
manufacturing, marketing and distribution of Healthcare, the most trusted cough and cold care solution in India.
Feminine Hygiene and Personal Care products. Under
these businesses it has in its portfolio: VICKS – India’s Overall, the Company continued to focus on driving
No-1 cough and cold brand, WHISPER – India’s leading consumer meaningful innovations backed by distribution
Feminine Hygiene brand (in value terms) and OLD SPICE. expansion and strong advertising support thereby delivering
The discussion on financial performance of the Company consistent growth. Earnings have also benefited from focus
is elaborated in the Directors’ Report. on mix, pricing and productivity.
Cash generation continued to be strong arising from
Feminine Hygiene Business significant improvements in the business performance,
Feminine Hygiene business recorded the 11th consecutive efficiencies and cost savings across the organization and
year of strong double-digit growth. This business has been a continued efficient collection system. Your Company
a growth engine for your Company, with all the variants of managed investments prudently by deployment of the
Whisper sanitary napkins posting strong growth. Whisper surplus funds after ensuring that such investments satisfy
further fortified its market leadership position by achieving the Company’s criteria of safety and security.
it’s highest-ever value share.
Following the successful integration of Old Spice into your
During the Financial Year under review, a number of Company, Financial Year 2013-14 was a strong year for
strategic initiatives were designed to meet the consumers’ the brand, with business results exceeding management
needs across segments. The top-tier consumers were expectations. This was behind our strong marketing efforts
delighted by our longer length Whisper Ultra product, with and investments in advertising and distribution expansion.
the promise of all day long protection. On Whisper Choice, The marketing campaign has been successful in restaging
9
the brand and has been recognized with multiple external • T o immediately report any instance of violations to the
awards over the past year. Legal Department.
We continue with our efforts to grow this brand behind Your Company has set in place the requisite mechanism
strong innovation, including significant packaging upgrades for meeting with the compliance requirements, periodic
as well as the launch of new outstanding fragrances. monitoring of compliance to avoid any deviations, and
regular updations to keep pace with the regulatory
Risk Management changes.
Business, Finance & Operational risks
Security Risks
The Company‘s risk management policy is in line with the
parent Company’s global guidelines and as such adequate Your Company has installed comprehensive security
measures have been adopted by the Company to programs supported by latest technology and trained
anticipate, plan and mitigate the spectrum of risks it faces. manpower to protect employees and assets, at all its offices
On business risks (competition, consumer preferences and plants. Security measures are overseen by a specially
and technology changes) the Company undertakes a designated Global Security Manager – India, and reputed
Competition Response Model program. For financing security agencies has been appointed to provide guard
risks it has a robust operational contingency and legal force for ensuring asset protection, overall premises security
plan. It also undertakes Business Contingency Plan for and access control of personnel and material. Evacuation
key vendors and natural disasters. The Company also drills are conducted twice a year to ensure readiness
has adequate Insurance coverage to protect the value of and effectiveness. There is also a system for continuous
its assets. This coverage duly covers any risks relating to monitoring of security alerts across the country and a pan
business interruption resulting from property damage and India emergency notification system for reaching out to
legal liability resulting from property damage or personal our employees in time of crisis has been implemented.
injury. A global policy is in place to issue travel advisories to all
employees, in case there is any adverse situation at any
The Company has in place a very stringent and responsive place in the world. If the situation warrants, travel bans
system under which all its distributors and vendors are are imposed. During the Financial Year under review, no
assessed before being selected. security breaches or major incidents occurred at any of the
Company’s plants. A comprehensive security risk assessment
Regulatory and Compliance risks
is carried out regularly and adequate security measures are
Your Company operates within the letter and spirit of all implemented to cater to change security scenario. Your
applicable laws. General compliance with legal requirements Company has installed the best of the security measures
is an important component of the Worldwide Business and processes to protect its personnel and assets.
Conduct Manual and the same directs the following action
from every employee:
Internal Controls & their adequacy
• To obey all legal requirements at all times; Your Company has strong Internal Controls Environment
and Risk Assessment/ Management systems. These systems
• T o understand exactly what legal requirements apply enables Company to comply with Internal Company
to the work function; policies, procedures, standard guidelines and local laws to
• To consult the legal personnel if there are conflicting help protect company’s Assets and Confidential information
legal requirements in different jurisdictions; against financial losses and unauthorized use.
The robust controls environment at your Company is
• To strictly follow the directions from the legal personnel;
efficiently managed through:
• To address and resolve, in a timely manner, any legal
o
Controls Self Assessments (CSA’s); are performed by
compliance issues that have been identified;
the organization to assess process compliances with
• Absolutely no violation of any law; standards prescribed by Company in the Controls
10
check list and to identify process outages. The Attracting & Retaining Talent: India continues to be a key
organization undertakes a process review supported market for Global talent. In this scenario, our recruiting
by random sample checking to evaluate process focus, innovative campus initiatives (digital and face to face),
effectiveness which enables organization to identify foray into Social media helped us reach a large number
control weaknesses and initiate actions to mitigate of prospective candidates. We continue to strengthen our
them. position as employer of choice. Our policies on leadership
pipeline, talent planning, mentoring, & gender-balance
o
Stewardship Reviews, led by a team of three fulltime
policies continued to ensure that we attract and retain
Internal Controls experts to ensure that all key audit
the best talent. We continue to partner closely with the
processes in the area of Selling, Distribution, Trade
top institutes in India and invest in both business/technical
and Marketing Spending, Vendor Payments, and Plant
campuses, where we are a preferred employer. Our roles,
Operations are reviewed and assessed at frequent
careers and compensation & benefits continue to be very
intervals. The observations and findings are shared
competitive, thereby helping us attract the talent that will
with senior management who implement quality
keep the Company growing from strength to strength. We
action plans to remediate the observations. These are
continued to be ranked in the top 3(Rank 2) in the Annual
then supplemented by independent internal audits by
Nielsen Campus survey.
P&G’s Global Internal Audit team, where they rotate
key areas every year. Developing Talent: Our organization survey scores were
o
Governance and stewardship boards comprising of the strong showing good increase in areas of Diversity &
Chief Financial Officer, Chief Human Resource Officer Inclusion, Culture of Innovation and Career & Guidance.
and Legal Counsel reviews the Internal controls, Key New hires into the company are given a thorough on-
Legal issues and Ethics Culture to create a standard, boarding through our “Future Stars Program” to ensure
structured approach to identify Governance risks and that they are able to contribute in their roles as soon as
proactively mitigate them. they join. Clear career paths help employees to plan their
career goals and understand the skills needed to be built.
During the Financial Year under review, the Global Internal
Our Company’s annual performance management system is
Audit (GIA), performed Audits of key areas covering
very robust and clearly assesses and differentiates amongst
Marketing, Organization General Controls, IT Assets and
employees on the basis of performance and potential. We
Revenue (Accounts Receivable and Order Shipping Billing).
continue to build our talent through experiences both in
Across these Audits, Controls were rated as ‘Strong with
India as well as internationally, ensuring that the benefits of
low controls risks’. Local management has developed and
a global organization are leveraged. A renewed leadership
executed quality action plans to remediate all the findings
development program called “P&G Leadership Academy”,
reported by GIA.
leveraging virtual learning platforms and innovative
learning methodologies beyond the classroom has been
HR Initiatives
launched to ensure we focus on building leadership at all
The Company operates in a highly competitive environment levels in the organization. All these initiatives make our
vis-à-vis attracting the best talent for its operations and retention among the best in the industry. Employee and
therefore the human resources management function trade relations related developments are covered in the
has assumed vital importance in the Company. The Directors’ Report. The number of employees as on June
Company focuses on attracting, motivating and retaining 30, 2014 was 406.
the best talent. Its people systems like recruiting, training,
performance management and talent development are The Statements in the Management Discussion and Analysis
robust and competitive. As we have been growing we Report may be seen as forward looking statements. The
are putting in place new HR programs to ensure that the actual results may differ materially for those expressed or
organization is geared up to deliver the future. implied in the statement depending on circumstances.
11
CORPORATE GOVERNANCE
Corporate Governance Philosophy them. This Manual describes the Company’s “Worldwide
Business Conduct Standards”. These standards flow from
Your Directors are pleased to give below the Corporate the following core values of the Company:
Governance Report:
• T reat the Company’s assets as you would treat your own;
Corporate Governance is the interaction of the • Behave with the Company’s long term success in mind;
Management, Members and the Board of Directors to help • Always do the right thing; and
ensure that all stake holders are protected against managers • Operate within the letter and spirit of law.
acting solely in their own best interest. Governance process
has to ensure that the societal measures employed by The “Worldwide Business Conduct Manual” also details the
the Company are utilized in a manner that meets with policy statements, operating policies/procedures/practices
the stakeholders’ aspirations and societal expectations. and Internal Controls being followed by the Company
Corporate Governance consists of laws, policies, with specific emphasis on ethical behaviour of employees,
procedures, and, most importantly, practices, that ensure compliance with all applicable laws in letter and spirit,
the well being of the assets of the Company. Corporate ensuring accuracy of books and records, maintaining
Governance is at its highest levels when Management is confidentiality of corporate data, avoidance of conflict
acting as if they are long-term investors in the Company. of interest, fair dealings, fair competition, following best
practices for safety and health of Company personnel,
Your Company has a strong history of operating with environmental protection, trading in securities and a host
integrity – at all levels, both internally and externally. of special legal issues.
Our actions and the actions of all our employees are
governed by our Purpose, Values and Principles (PVP). Our Our reputation is earned by our conduct: what we say, what
commitment to operate responsibly is reflected in the steps we do, the products we make, the services we provide,
we have in place to ensure rigorous financial discipline and and the way we act and treat others. As conscientious
Corporate Governance. citizens and employees, we want to do what is right. For
your Company, this is the only way to do business.
We have a highly experienced Board of Directors, which
helps us maintain the highest standards of Corporate BOARD OF DIRECTORS
Governance. Our Audit Committee is comprised of (a) Composition of the Board
Independent Directors, with appropriate financial skills to
The Board of Directors of the Company comprises an
provide good oversight. We have in place strong internal
optimum combination of Executive and Non-Executive
controls, to ensure compliance with all relevant regulations
Directors. As on date, the Board comprises of Non-
and standards. Our rigorous business process controls
Executive Independent Chairman, Managing Director
include ongoing programs of self-assessment, controls, as
(Executive) and five other Non-Executive Directors.
well as internal and external audits. Your Company has
Mr. Shantanu Khosla, Managing Director is involved
adopted a Code of Conduct for its Directors, which is
in the day-to-day management of the Company
derived from three interlinked fundamental principles, viz.
while the Non-Executive Directors bring external
good corporate governance, good corporate citizenship
perspective and independence to decision making.
and exemplary personal conduct.
Mr. R. A. Shah (Chairman), Mr. B. S. Mehta and
Further, your Company reinforces responsibilities on all its Mr. A. K. Gupta are ‘Non-Executive Independent
employees, including key employees, of observing high Directors’ as per Clause 49 I (A) of the Listing
standards of Corporate Governance through the Company’s Agreement with the Stock Exchanges. As per Article
“Worldwide Business Conduct Manual” which sets forth 131 of the Articles of Association of the Company,
management’s commitment to conduct its business affairs The Procter & Gamble Company, USA has the right
with high ethical standards. This Manual flows from our to designate one or more of the Members of the
PVP which is the umbrella for our critical policy areas, Board as Managing Director(s) of the Company.
which in turn create specific guidelines and standards. This All other Directors, except the Managing Director
Manual enables the Company’s employees to make easier and the Non-Executive Independent Directors, are
connection to relevant policies and the tools that support Directors liable to retire by rotation.
12
The composition and other required details of the Board of Directors as on June 30, 2014 are given below:
Name of the Director Category Designation Other Membership of other Board Committees**
Directorships * Member Chairman
Mr. R. A. Shah NED/ID Chairman 12 8 3
Mr. S. Khosla ED Managing Director 2 2 Nil
Mr. B. S. Mehta NED/ID Director 13 9 4
Mr. A. K. Gupta NED/ID Director 1 2 1
Mr. P. Agarwal NED Director 1 Nil Nil
Mr. S. Singh# NED Director Nil Nil Not Applicable
Ms. S. Dhawan## NED Director 1 Nil Not Applicable
NED – Non Executive Director
ED – Executive Director
ID – Independent Director
* Excludes directorships in private limited companies, bodies corporate, foreign companies, memberships of managing
committees of various chambers/bodies and alternate directorships.
** Includes memberships of only audit committees and shareholders’ grievance committees of public companies.
# Mr. S. Singh was appointed as an Additional Director of the Company w.e.f. March 15, 2014
## Ms. S. Dhawan was appointed as an Additional Director of the Company w.e.f. May 7, 2014
(b) Number of Board meetings (d)

Materially significant related party transaction
Four (4) meetings of the Board were held during having potential conflict with the interest of the
the period July 1, 2013 to June 30, 2014. These Company
meetings were held on August 14, 2013, November There are no material pecuniary relationships/
1, 2013, February 3, 2014 and May 7, 2014. The significant transactions made by the Company
Annual General Meeting for the Financial Year ended with its Promoters, Directors or management, their
June 30, 2013 was held on December 9, 2013. subsidiaries or relatives etc. which have potential
conflict with the interests of the Company at large.
(c)
Directors’ attendance record and Directorships Transactions with related parties are disclosed in
held Note No. 38 forming part of the Financial Statements.
The attendance of Directors at the Board meetings
and at the last Annual General Meeting is as under: (e) Remuneration of Directors
Name of No. of Board No. of Board Last AGM The Members of the Company at their 47th Annual
Director Meetings Meetings (Whether General Meeting held on November 23, 2011 had
held during attended attended) passed a Special Resolution according approval
the tenure for payment of commission to the Non-Executive
Mr. R. A. Shah 4 4 Yes
Independent Directors of the Company upto a
Mr. S. Khosla 4 4 Yes maximum of 1% of the net profits of the Company
Mr. B. S. Mehta 4 4 Yes per annum in the aggregate, for a period of
Mr. A. K. Gupta 4 4 Yes 5 years w.e.f July 1, 2011. The said resolution had
Mr. P. Agarwal 4 — No also empowered the Board of Directors and/or a
Mr. A. Vyas∗ 3 3 No Committee thereof to fix the quantum of commission
Mr. S. Singh# 1 — Not payable to each of the Non-Executive Independent
Applicable*
Directors and to also determine the period for which
Ms. S. Dhawan§ 1 1 Not
the said commission is payable. In view of the above,
Applicable§
the Board of Directors had accorded approval for
∗ Mr. A. Vyas ceased to be a Director of the Company
payment of Annual Commission of ` 10 Lacs to
w.e.f. February 26, 2014
#
Mr. S. Singh was appointed as an Additional each of the Non-Executive Independent Directors
Director of the Company w.e.f. March 15, 2014 for the Financial Year 2013-14. The said commission
§
Ms. S. Dhawan was appointed as an Additional is within the limits of 1% of the net profits of the
Director of the Company w.e.f. May 7, 2014 Company in the aggregate, as calculated as per
13
applicable statutory provisions. The Non-Executive Company at their 48th Annual General Meeting held
Independent Directors are paid to compensate their on December 6, 2012 on such terms and conditions
valuable contribution to the Company owing to their as the Board may consider appropriate, provided,
wealth of experience and knowledge. that the terms of remuneration of Mr. Khosla shall

Mr. Shantanu Khosla was re-appointed as the not exceed the statutory ceilings.
Managing Director of the Company for a period of No fee/compensation is payable to the Directors on
five years w.e.f. June 1, 2012 by the Members of the severance of Directorship of the Company
Details of the remuneration paid/provided to the Directors of the Company during the Financial Year ended June 30, 2014
are given below:
Name of Director Relationship Salary including Perquisites Commission Service Tax Total Cost to Shares held
with other Bonus + PF Company (Equity Shares
Directors contribution of ` 10/-
(`) (`) (`) (`) each)
Mr. R. A. Shah None — — 10,00,000 1,23,600 11,23,600 11,406@
Mr. S. Khosla None 6,93,85,743$ — — — — 67
Mr. B. S. Mehta None — — 10,00,000 1,23,600 11,23,600 3,799
Mr. A. K. Gupta None — — 10,00,000 1,23,600 11,23,600 —
Mr. P. Agarwal None — — — — — —
Mr. A. Vyas# None —$$ — — — — —
Mr. S. Singh* None —$$$ — — — — —
Ms. S. Dhawan§ None —$$$$ — — — — 30
Employee benefit expenses under Note No. 22 to the Financial Statements includes expenses in respect of managerial personnel of

$
` 532 Lakhs (Previous Year: ` 574 Lakhs) cross charged to Gillette India Ltd and Procter & Gamble Home Products Limited.
$$
Employee benefit expenses under Note No. 22 to the Financial Statements includes expenses in respect of managerial
personnel of ` 11 Lakhs (Previous Year : ` 13 Lakhs) cross charged from Gillette India Limited in terms of the common service
agreement.
$$$
Employee benefit expenses under Note No. 22 to the Financial Statements includes expenses in respect of managerial personnel
of ` 2 Lakhs (Previous Year : Nil) cross charged from Gillette India Limited in terms of the common service agreement.
$$$$
Employee benefit expenses under Note No. 22 to the Financial Statements includes expenses in respect of managerial personnel
of ` 8 Lakhs (Previous Year : Nil) cross charged from Procter & Gamble Home Products Limited and Procter & Gamble Hygiene
and Health Care Limited in terms of the common service agreement.
@
There was an increase in shareholding of Mr. R. A. Shah, due to transmission of 5856 shares from Late Mrs. Shah.

#
Mr. A. Vyas ceased to be a Director of the Company w.e.f. February 26, 2014.

*
Mr. S. Singh was appointed as an Additional Director of the Company w.e.f. March 15, 2014.

§
Ms. S. Dhawan was appointed as an Additional Director of the Company w.e.f. May 7, 2014.
NOTE : No sitting fee is paid to any Director.
14
Stock Options
The powers of Audit Committee include the following:
The Company does not have any Stock Option (a)
to investigate any activity within its terms of
Plan for its employees. However, all employees reference;
of the Company including its Managing Director (b) to seek information from any employee;
are given the right to purchase shares of the (c)
to obtain outside legal or other professional
Ultimate Holding Company – The Procter & Gamble advice; and
Company, USA under its ‘International Stock
(d) to secure attendance of outsiders with relevant
Ownership Plan.’ Certain employees of the Company
expertise, if it considers necessary.
are also entitled to Stock Option of the Ultimate
Holding Company under its Employee Stock Option The role of Audit Committee includes the following:
Plan. Details as regards the same are disclosed (a) Overseeing of the Company’s financial reporting
vide Note No. 27 forming part of the Financial process and the disclosure of its financial
Statements. information to ensure that the financial
statement is correct, sufficient and credible.
(f) Committees of the Board (b) Recommending the appointment and removal
Audit Committee of external auditor, fixation of audit fee and also
The Audit Committee comprises of Non-Executive approval for payment for any other services.
Independent Directors namely Mr. R. A. Shah (c)
Reviewing with management the Annual
(Chairman), Mr. B. S. Mehta (Member) and Financial Statement/s before submission to the
Mr. A. K. Gupta (Member). The Audit Committee Board, focusing primarily on:
met on August 14, 2013, November 1, 2013, – Matters required being included in the
February 3, 2014 and May 7, 2014. Directors’ Responsibility Statement to be
included in the Board’s report in terms of
Section 217(2AA) of the Companies Act,
Directors Designation Category Profession No. of No. of
Meetings Meetings
1956
held attended – Any changes in accounting policies and
during practices
tenure
– Major accounting entries based on
Mr. R. A. Shah Chairman NED/ID Solicitor 4 4 exercise of judgment by management
Mr. B. S. Mehta Member NED/ID Chartered 4 4 – Qualifications in draft Audit Report
Accountant – Significant adjustments arising out of
Mr. A. K. Gupta Member NED/ID Consultant 4 4 audit
– The going concern assumption
Mr. A. Vyas* Member NED Service 3 3
– Compliance with accounting standards
NED – Non Executive Director
– Compliance with Stock Exchange(s) and
ED – Executive Director
Legal requirements concerning Financial
ID – Independent Director
* Mr. A. Vyas ceased to be a Director of the Company w.e.f. February
Statements
26, 2014. – Any related party transactions i.e.
transactions of the Company of
Ms. Preeti Bishnoi is the Secretary to the Committee. material nature, with Promoters or the
The Audit Committee plays the role as is contemplated management, their subsidiaries or relatives
under Section 292A of the Companies Act, 1956 read etc. that may have potential conflict with
with the Listing Agreement as amended from time to the interests of Company at large
time, with the Stock Exchanges. The quorum for the (d) Reviewing with the management, the Quarterly
Committee is two members, who are independent Financial Statements before submission to the
directors. Board for approval.
15
(e)
Reviewing with the management, external Directors No. of No. of
and internal auditors, the adequacy of internal Meetings Meetings
control systems. held during attended
(f)
Reviewing the adequacy of internal audit tenure
function, including the structure of the internal Mr. S. Khosla 4 4
audit department, staffing and seniority of Mr. A. K. Gupta* 1 1
the official heading the department, reporting Mr. S. Singh** 1 Nil
structure coverage and frequency of internal Mr. A. Vyas*** 3 3
audit. * Mr. A. K. Gupta was inducted as a Member of the Shareholders’
Grievance Committee on March 15, 2014.
(g)
Discussion with internal auditors of any
** Mr. S. Singh was inducted as Member and appointed as the
significant findings and follow up thereon. Chairman of the Shareholders’ Grievance Committee on March
(h)
Reviewing the findings of any internal 15, 2014.
investigations by the internal auditors into ***
Mr. A. Vyas ceased to be a Director of the Company
w.e.f. February 26, 2014 and consequently ceased to be the
matters where there is suspected fraud or
Chairman of the Shareholders’ Greievance Committee w.e.f.
irregularity or a failure of internal control February 26, 2014.
systems of a material nature and reporting the
matter to the Board. The role of the Committee is as follows:
(i)
Discussion with external auditors before the  Resolving the grievances of the share holders of the
audit commences about nature and scope of Company including complaints related to transfer of
audit as well as have post-audit discussion to shares, non-receipt of Annual Report, non-receipt of
ascertain any area of concern. declared dividends etc.;
(j)
Reviewing the Company’s financial and  Overseeing transfer/transmission of shares, issue of
management policies. duplicate share certificates, and dematerialization/
(k) To look into the reasons for substantial defaults dematerialization of shares.
in the payment to the depositors, debenture During the Financial Year, the Company received 93
holders, Members (in case of non payment of complaints from Members. These complaints have been
declared dividends) and creditors. resolved to the satisfaction of the Members except for
(l)
Reviewing the functioning of the Whistle disputed cases and sub-judice matters, which would
Blower mechanism. be resolved on final disposal by Courts. There were no
pending share transfers as on June 30, 2014.
(m) Carrying out any other function as required in
the terms of reference of the Audit Committee
in the Listing Agreement as may be amended (g)
Disclosures regarding appointment/re-appoint-
from time to time. ment of Directors
Mr. Pramod Agarwal, Non-Executive Director,
i.
The minutes of the Committee are placed before the
is a Bachelor of Commerce from Kanpur
Board.
University and a Post Graduate in Management
from Indian Institute of Management,
Shareholders’ Grievance Committee Ahmedabad. He is Vice President – Finance
The Shareholders’ Grievance Committee comprises of & Accounting for Global Hair Care & Color
Mr. Shailyamanyu Singh (Chairman), Mr. Anil Kumar Business of Procter & Gamble based out
Gupta (Member) and Mr. Shantanu Khosla (Member). of Geneva, Switzerland. Mr. Agarwal is an
Ms. Preeti Bishnoi is the Secretary to the Committee. expert in Finance with deep knowledge of the
During the Financial Year, four meetings were held on business in various geographies and product
August 14, 2013, November 1, 2013, February 3, 2014 categories. Prior to the current role, he was
and May 7, 2014. the Vice President – Finance & Accounting for
16
Asia business and rich experience in pulling the to retire by rotation. The resolution in this
business out of Asian economic crisis in 1997 regard forms part of the Notice of the ensuing
as well as the global financial crisis in 2008 and 50th Annual General Meeting.
enabled strong growth of P&G business in Asia.
Mr. B. S. Mehta is a graduate in Commerce
iii.
Mr. Agarwal has an experience of over 27 years and a fellow member of the Institute of
and has worked across multiple geographies Chartered Accountants of India. Mr. Mehta is
including Thailand, Japan, Philippines, USA, an accountant in practice dealing with taxation,
Singapore and now in Geneva, Switzerland. accountancy and valuation of mergers and
Mr. Agarwal has been selected as Member of acquisitions. He is a director on the boards of
the Indian Institute of Management Ahmedabad several prominent companies in India.
Society.
Mr. Mehta is also a Director on the Board of
Mr. Agarwal is also a Director on the Board of Atul Limited, Bharat Bijlee Limited, Century Enka
Gillette India Limited. Limited, CEAT Limited, Housing Development
Mr. Agarwal, retires by rotation and being Finance Corporation Limited, IL&FS
eligible, offers himself for re-appointment at Investment Managers Limited, J B Chemicals
the forthcoming 50th Annual General Meeting. & Pharmaceuticals Limited, Pidilite Industries
Limited, Sasken Communication Technologies
Mr. R. A. Shah, Chairman of the Company
ii. Limited, SBI Capital Markets Limited, Gillette
is a leading Solicitor and a senior partner of India Limited, NSDL E-Governance Infrastructure
M/s. Crawford Bayley & Co., a firm of Solicitors Limited and Sudarshan Chemicals Industries
and Advocates. He specializes in a broad Limited.
spectrum of corporate laws. Mr. Shah has been
associated with the Company since its inception. Mr. Mehta meets the criteria of independence
laid down in Section 149 of the Companies
Mr. Shah is the Chairman of Clariant Chemicals
Act, 2013 and has furnished a declaration to
(India) Limited, Godfrey Phillips India Limited
the Company in this respect. Accordingly, the
and Pfizer Limited. He is the Vice-Chairman
Board of Directors recommends the Members
of Colgate Palmolive India Limited. Mr. Shah
of the Company to appoint Mr. Mehta as
is also a Director in Abbott India Limited, The
the Non-Executive Independent Director for a
Bombay Dyeing and Manufacturing Company
period of five years in terms of Section 149 of
Limited, BASF India Limited, Century Enka
the Companies Act, 2013, not being liable to
Limited, Deepak Fertilizers & Petrochemicals
retire by rotation. The resolution in this regard
Corporation Limited, Lupin Limited, Wockhardt
forms part of the Notice of the ensuing 50th
Limited and Atul Limited.
Annual General Meeting.
Mr. Shah is also a Committee Member of
Bombay Chamber of Commerce and Indo Mr. A. K. Gupta is an Engineer from IIT, Delhi
iv.
German Chamber of Commerce. besides holding a PG Diploma in Industrial
Management from Jamnalal Bajaj Institute of
Mr. Shah meets the criteria of independence
Management Studies, Mumbai. Mr. Gupta is an
laid down in Section 149 of the Companies
expert in the field of manufacturing and supply
Act, 2013 and has furnished a declaration to
chain management. He has vast experience of
the Company in this respect. Accordingly, the
over 35 years in India and abroad in the field
Board of Directors recommends the Members
of manufacturing and product supply and had
of the Company to appoint Mr. Shah as the
held various senior management positions.
Non-Executive Independent Director for a
period of five years in terms of Section 149 Mr. Gupta is also a Director on the Board of
of the Companies Act, 2013, not being liable Gillette India Limited.
17
Mr. Gupta meets the criteria of independence Ms. Dhawan joined Procter & Gamble in 1998.
laid down in Section 149 of the Companies She has handled various roles in Marketing
Act, 2013 and has furnished a declaration to across different regions which include ASEAN,
the Company in this respect. Accordingly, the India & Australia. Through a career spanning
Board of Directors recommends the Members 15 years, she brings with her a wealth of
of the Company to appoint Mr. Gupta as experience.
the Non-Executive Independent Director for a Ms. Dhawan is also a Director on the Board of
period of five years in terms of Section 149
Gillette India Limited.
of the Companies Act, 2013, not being liable
to retire by rotation. The resolution in this Ms. Dhawan was appointed as an Additional
regard forms part of the Notice of the ensuing Director of the Company by the Board of
50th Annual General Meeting. Directors of the Company with effect from
May 7, 2014. As an Additional Director she
Mr. Shailyamanyu Singh graduated in Law
v. holds office upto the date of the 50th Annual
from Maharishi Dayanand University, Rohtak, General Meeting. A notice under Section 160
and completed his Masters of Law from Bond of the Companies Act, 2013 has been received
University, Australia. He is a fellow member of from her proposing her candidature as the
the Center for American and International Law, Non-Executive Director of the Company, liable
Texas. to retire by rotation, along with a deposit of ` 1

Previously, Mr. Singh has also practiced Lakh. Resolution in respect of her appointment
independently. During his private practice as the Non-Executive Director, liable to retire by
tenure, he was also appointed as a member of rotation forms part of the Notice of the ensuing
the Disciplinary Committee of the Bar Council 50th Annual General Meeting.
of India for a six month term. Mr. Singh has
Communication to Shareholders
been associated with Procter & Gamble for last
six years and has held various positions in legal (i)
The quarterly results of the Company are
department. announced within 45 days of completion of
the quarter, as prescribed under the Listing
Mr. Singh was appointed as an Additional
Agreement. Audited Annual Results are
Director of the Company by the Board of
announced within Sixty days of the end of
Directors of the Company with effect from
Financial Year which are published in The
March 15, 2014. As an Additional Director he
Economic Times, Mumbai Lakshadeep and
holds office upto the date of the 50th Annual
The Asian Age.
General Meeting. A notice under Section 160
of the Companies Act, 2013 has been received (ii)
The Company’s results and official news
from him proposing his candidature as the releases are published on Company’s website:
Non-Executive Director of the Company, liable www.pg.com/en_IN.
to retire by rotation, along with a deposit of ` 1 (iii) No presentations were made to Analysts and
Lakh. Resolution in respect of his appointment Institutional Investors during the course of the
as the Non-Executive Director, liable to retire by Financial Year.
rotation forms part of the Notice of the ensuing (iv)
This Annual Report comprising of Notice
50th Annual General Meeting. calling the General Meeting, Audited Financial
Ms. Sonali Dhawan is a graduate from
vi. Statements, Directors’ Report, Auditors’ Report
Lady Shriram College, with a B.Com. (Hons.) etc. for the Financial Year 2013–14, in electronic
in Business Studies. She has completed her form, is being sent to the Members at the
Masters in Business Administration in Marketing email address provided/updated by the Members
from the Indian Institute of Management, with the Depository Participants/Registrar and
Ahmedabad. Share Transfer Agent, as applicable.
18
Statutory Compliance Calls made to the Helpline are reported to the

The Company has complied with all applicable requirements Company’s Corporate Security and Legal personnel, who
prescribed by the regulatory and statutory authorities will ensure appropriate investigation and follow-up of all
including Stock Exchanges and SEBI on all matters related calls. Callers are given a confidential identification number
to capital markets and no strictures or penalty was imposed so they can inquire about the status of their reported
on the Company in past three years. concerns.
General Meetings The ‘Wordwide Business Conduct Helpline’ is accessible to

all employees.
AGM Date Time Venue No. of
special
resolutions
CEO/CFO Certification
passed
In terms of requirement of Clause 49(V) of the Listing
49th December 9, 3.30 p.m. All the three —
Agreement, the Managing Director and the Chief Financial
2013 Annual General
Officer have made a certification to the Board of Directors
Meetings
48th December 6, 3.30 p.m. — in the prescribed format for the Financial Year under
were held at
2012 review, which has been reviewed by the Audit Committee
Y. B. Chavan
47th November 23, 3.30 p.m. Pratisthan, Gen. 1 and taken on record by the Board.
2011 Jagannathrao
Bhonsle Marg, Adoption of non-mandatory requirements
Mumbai-400 021
The Company has adopted following non-mandatory
At the 47th Annual General Meeting held on requirements of Clause 49 of the Listing Agreement:
November 23, 2011, a Special Resolution under Section a.
There are no audit qualifications in the
309(4) of the Companies Act, 1956, was passed by the Company’s financial statements for the Financial
Members of the Company according their approval for Year 2013-14.
payment of Commission to Non-Executive Independent
Directors of the Company upto one percent of the net b. No specific training program was arranged for the
profits of the Company per annum in the aggregate for a Board Members. However, at the Board Meetings,
period of five years with effect from July 1, 2011. detailed presentations are made by senior managerial
personnel on the business related matters.
Postal Ballot
c. The Company has adopted a Whistle Blower Policy,
No postal ballot was undertaken during the Financial Year as described above.
ended June 30, 2014.
Whistle Blower Policy Code of Conduct

The Company follows a Whistle Blower Policy as laid (i) Code of Conduct for Directors
down in its “Worldwide Business Conduct Manual”. Any The Company has in place a Code of Conduct for
employee or other interested person can call on ‘The its Directors and senior management. This Code is
Wordwide Business Conduct Helpline (previously called the derived from three interlinked fundamental principles,
Alertline)’, twenty-four hours a day, seven days a week, viz. good corporate governance, good corporate
to report any concerns about violations of the Company’s citizenship and exemplary personal conduct. The
“Worldwide Business Conduct Standards”. Board Members and Senior Management Personnel
The Wordwide Business Conduct Helpline is not staffed have affirmed their compliance with the Code
or monitored by the Company personnel. All calls can be of Conduct and a CEO certificate to that effect is
completed anonymous if the caller desires. The Helpline annexed to this Corporate Governance Report. The
can take calls in most languages spoken by employees Code of Conduct has been posted on the Company’s
around the world. website at www.pg.com/en_IN
19
(ii)
Code of Conduct for Prohibition of Insider VII. Stock Price Data (`)
Trading
Month BSE Ltd National Stock

The Board of Directors of the Company has Exchange of
adopted the Insider Trading Code modified in terms India Ltd.
of amendments notified by SEBI under the SEBI
High Low High Low
(Prohibition of Insider Trading) Regulations, 1992 on
November 19, 2008. The Insider Trading Code has July – 2013 3,090.00 2,705.00 3,135.00 2,679.95
been posted on the Company’s website at www. August – 2013 2,984.00 2,551.00 2,895.00 2,355.00
pg.com.com/en_IN
September – 2013 2,775.00 2,542.05 2,788.00 2,505.25
October – 2013 2,858.90 2,611.00 2,869.95 2,600.00

GENERAL SHAREHOLDER INFORMATION
I. Annual General Meeting November – 2013 2,856.95 2,727.30 2,875.00 2,735.00
The 50th Annual General Meeting will be held on December – 2013 3,187.00 2,760.00 3,184.20 2,755.05
Wednesday, September 24, 2014 at 10.30 a.m. at
January – 2014 3,240.00 3,000.05 3,253.00 3,000.05
Y. B. Chavan Pratisthan, Gen. Jagannathrao Bhonsle
Marg, Mumbai – 400 021. February – 2014 3,325.00 3,051.00 3,329.95 3,042.00
March – 2014 3,224.00 3,010.00 3,220.00 3,010.20

II. Financial Calendar
The Company follows July-June Financial Year. The April – 2014 3,500.00 3,155.00 3,519.00 3,133.40
Unaudited Financial Results in respect of every May – 2014 4,400.00 3,315.00 3,945.00 3,105.10
Quarter beginning from July are declared in the
June – 2014 4,344.30 3,804.00 4,338.00 3,760.00
month following the quarter except for the last
quarter, for which the Audited Financial Results are (Source: www.bseindia.com & www.nseindia.com)
declared by August, as permitted under the Listing
Agreement. Note: High and low are in Rupees (`) per traded share
III.
Book Closure Dates: Wednesday, September 10, VIII. Stock Performance in comparison to the BSE
2014, to Wednesday, September 24, 2014 (both Sensex and NSE Nifty
days inclusive). The following chart shows the performance of the
The said book closure is for payment of dividend. Company’s shares as compared to the BSE Sensex
during the Financial Year 2013-14:
IV.
Dividend Payment Date: On or around
October 10, 2014.
V. Listing of Equity Shares on Stock Exchange

The Company’s shares are listed on the BSE Limited,
Mumbai and the National Stock Exchange of India
Limited. Listing fees as prescribed have been paid to
the respective Stock Exchanges.
VI. Stock Code
BSE Limited, Mumbai - Code : 500459
National Stock Exchange of India Ltd - Code : PGHH
The dematerialization ISIN Code is INE 179A01014
20
T he following chart shows the performance of the XI. Distribution of shareholding by size class as on
Company’s shares as compared to the NSE Nifty during June 30, 2014
the Financial Year 2013-14:
Shareholders Shares
Share holding Number % to Number % to
Total Total
Upto 500 20,889 92.36 17,79,040 5.48
501 – 1000 967 4.28 6,85,092 2.11
1001 – 2000 445 1.97 6,18,923 1.91
2001 – 3000 110 0.49 2,71,217 0.84
3001 – 4000 51 0.23 1,81,522 0.56
4001 – 5000 34 0.15 1,54,449 0.48
5001 – 10000 47 0.21 3,16,876 0.98
10001 and 74 0.33 2,84,53,617 87.66
above
TOTAL 22,617 100.00 3,24,60,736 100.00
Distribution of shareholding by ownership as

on June 30, 2014
IX. Registrar & Transfer Agents Category Number of % of
Shares held Shares held
L ink Intime Private Limited
Foreign & Indian promoters 2,29,29,773 70.64
C-13, Pannalal Silk Mills Compound,
Resident Individuals and
L.B.S. Marg, others 40,27,284 12.41
Bhandup (West), Mutual Funds & UTI 29,51,790 9.09
Mumbai - 400 078 Financial Institutions/Banks 1,57,418 0.48
Tel – (022) 2596 7799
Insurance Companies 8,75,429 2.70
Fax – (022) 2594 6969
Foreign Institutional Investors 7,84,796 2.42
e-mail – [email protected]
Private Corporate Bodies 5,96,616 1.84
NRIs & Foregin Nationals 1,20,351 0.37
X. Share Transfer System Directors and their relatives 17,279 0.05

All Shares sent for transfer in the physical TOTAL 3,24,60,736 100.00
form are registered by the Registrar and Share
Transfer Agents as per the terms of the Listing XII. Dematerialization of shares and liquidity
Agreements. Shares under objection are returned The Company’s shares are required to be compulsorily
within two weeks. traded in the Stock Exchange(s) in dematerialised
form. As on June 30, 2014, the number of shares
All requests for dematerialization of shares are in dematerialized and physical mode is as under:
processed and the confirmation is given to the Particulars No. of % to total
respective depositories i.e. National Securities shares capital issued
Depository Limited (NSDL) and Central Depository Held in dematerialised
Services Limited (CDSL) within 15 days. form in NSDL 3,11,56,345 95.99
Held in dematerialised
form in CDSL 7,43,839 2.29
Held in Physical form 5,60,552 1.72
Total 3,24,60,736 100.00
21
Shares held in demat/physical form as on June uring the Financial Year 2013-14, unclaimed
D
30, 2014 final dividend amount for the Financial Year ended
June 30, 2006 of ` 17,33,375/- was transferred
to the Investor Education and Protection fund on
December 5, 2013.
The Ministry of Corporate Affairs (“MCA”) had
issued the Investor Education and Protection Fund
(Uploading of Information regarding unpaid and
unclaimed amounts lying with Companies) Rules,
2012 vide its Notification no.G. S. R. 352(E) dated
May 10, 2012, pursuant to which the Company
has filed the details of unpaid/unclaimed dividend
as on date of previous Annual General Meeting,
i.e., December 9, 2013 with MCA as required. The
XIII. As on date, the Company has not issued GDR/ADR/ said details have also been posted on the website
warrants or any convertible instruments. of the Company, viz., www.pg.com/en_IN.
XIV. Unclaimed/Unpaid Dividends XV. Plant Locations

The amount of the unclaimed dividend for and upto Goa Plants:
the Financial Year ended June 30, 2006, has been (1)
173, 314, 315, Kundaim Industrial Estate,
transferred to the Investor Education and Protection Kundaim, Goa - 403 115
Fund established by the Central Government. Pursuant
(2)
Plot 2, GDDIDC Honda, Bhuipal, Sattari,
to Section 205C of the Companies Act, 1956, those
Goa - 403 506
Members who have not claimed their dividend for the
said periods shall not be entitled to claim the same Baddi Plants:
either from the Company or from the said fund. (1)
Khasara. No. 1808-09, Village-Doria,
Final dividend for the Financial Year ended June 30, Export Park, Thana, Near Indo Farm, PO.
2007 and for the subsequent years, which remain Baddi, Tehsil: Nalagarh, Dist. Solan Himachal
unpaid or unclaimed, will be due for transfer to Pradesh - 173 205
the Investor Education and Protection Fund of the (2)
Village Katha, Near Charak Pharma, PO.
Central Government on the dates mentioned in the Baddi, Tehsil: Nalagarh, Dist. Solan Himachal
table below. Members who have not encashed their Pradesh -173 205
dividend warrants for these years are requested to
seek issue of duplicate warrants on or before the XVI. Address for Correspondence
due dates mentioned therein, by writing to the Ms. Preeti Bishnoi
Company’s RTA M/s Link Intime India Private Limited. Company Secretary & Compliance Officer
Dividend Date of For the Due for Procter & Gamble Hygiene and Health Care
No. Declaration Financial Year transfer to Limited,
ended IEPF P&G Plaza,
54 12.10.2007 30.06.2007 17.11.2014 Cardinal Gracias Road,
55 10.10.2008 30.06.2008 15.11.2015 Chakala, Andheri (East),
56 15.10.2009 30.06.2009 20.11.2016 Mumbai 400 099.
57 08.10.2010 30.06.2010 13.11.2017 Tel: (91-22) 2826 6000,
58 23.11.2011 30.06.2011 29.12.2018 Fax (91-22) 2826 7303.
59 06.12.2012 30.06.2012 11.01.2020 Email: [email protected]
60 09.12.2013 30.06.2013 14.01.2021
22
Declaration
As provided under Clause 49 of the Listing Agreement with Stock Exchange(s), the Board Members have confirmed
compliance with the Directors’ Code of Conduct for the year ended June 30, 2014 and the Senior Management has
complied with the Business Conduct Manual for the year ended June 30, 2014.
For Procter & Gamble Hygiene

and Health Care Limited
sd/-
Mumbai Shantanu Khosla
August 12, 2014 Managing Director
Auditors’ Certificate on Compliance of conditions of Corporate Governance under Clause 49 of the

Listing Agreement
To
The Members of
We have examined the compliance of conditions of Corporate Governance by Procter & Gamble Hygiene and Health Care
Limited (the “Company”), for the year ended on June 30, 2014, as stipulated in clause 49 of the Listing Agreement of the
said Company with the Stock Exchanges in India.
The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was
limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions
of the Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the
Company.
In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company
has complied with the conditions of Corporate Governance as stipulated in the above mentioned Listing Agreement.
We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or
effectiveness with which the management has conducted the affairs of the Company.
For DELOITTE HASKINS & SELLS LLP

Chartered Accountants
(Firm Registration No. 117366W/W-100018)
Shyamak R. Tata
Partner
MUMBAI, August 12, 2014 Membership No. 038320
23
INDEPENDENT AUDITORS’ REPORT
To the Members of on the auditor’s judgment, including the assessment

Procter & Gamble Hygiene and Health Care Limited of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making
Report on the Financial Statements those risk assessments, the auditor considers the
1.
We have audited the accompanying financial internal control relevant to the Company’s preparation
statements of Procter & Gamble Hygiene and and fair presentation of the financial statements
Health Care Limited (“the Company”), which in order to design audit procedures that are
comprise the Balance Sheet as at June 30, 2014, appropriate in the circumstances, but not for the
the Statement of Profit and Loss and the Cash Flow purpose of expressing an opinion on the effectiveness
Statement for the year then ended, and a summary of the Company’s internal control. An audit also
of the significant accounting policies and other includes evaluating the appropriateness of the
explanatory information. accounting policies used and the reasonableness of
the accounting estimates made by the Management,
Management’s Responsibility for the Financial as well as evaluating the overall presentation of the
Statements financial statements.
2.
The Company’s Management is responsible for the
preparation of these financial statements that give a 5. We believe that the audit evidence we have obtained
true and fair view of the financial position, financial is sufficient and appropriate to provide a basis for our
performance and cash flows of the Company in audit opinion.
accordance with the Accounting Standards notified
under the Companies Act, 1956 (“the Act”) (which Opinion
continue to be applicable in respect of Section 133 6.
In our opinion and to the best of our information
of the Companies Act, 2013 in terms of General and according to the explanations given to us, the
Circular 15/2013 dated 13th September, 2013 of the aforesaid financial statements give the information
Ministry of Corporate Affairs) and in accordance with required by the Act in the manner so required and give
the accounting principles generally accepted in India. a true and fair view in conformity with the accounting
This responsibility includes the design, implementation principles generally accepted in India:
and maintenance of internal control relevant to
the preparation and presentation of the financial (a) in the case of the Balance Sheet, of the state of
statements that give a true and fair view and are free affairs of the Company as at June 30, 2014;
from material misstatement, whether due to fraud
or error. (b) in the case of the Statement of Profit and Loss, of
the profit of the Company for the year ended on
Auditors’ Responsibility that date; and
3.
Our responsibility is to express an opinion on these (c) in the case of the Cash Flow Statement, of the
financial statements based on our audit. We conducted cash flows of the Company for the year ended on
our audit in accordance with the Standards on that date.
Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that
Report on Other Legal and Regulatory
we comply with the ethical requirements and plan
Requirements
and perform the audit to obtain reasonable assurance
about whether the financial statements are free from 7.
As required by the Companies (Auditor’s Report)
material misstatement. Order, 2003 (“the Order”) issued by the
Central Government in terms of Section 227(4A)
4. An audit involves performing procedures to obtain audit of the Act, we give in the Annexure a statement
evidence about the amounts and the disclosures in the on the matters specified in paragraphs 4 and 5 of the
financial statements. The procedures selected depend Order.
24
8. As required by Section 227(3) of the Act, we report 2013 in terms of General Circular 15/2013 dated
that: 13th September, 2013 of the Ministry of Corporate
(a)
We have obtained all the information and Affairs).
explanations which to the best of our knowledge (e)
On the basis of the written representations
and belief were necessary for the purposes of our received from the directors as on June 30, 2014
audit. taken on record by the Board of Directors, none
(b)
In our opinion, proper books of account as of the directors is disqualified as on June 30, 2014
required by law have been kept by the Company from being appointed as a director in terms of
so far as it appears from our examination of those Section 274(1)(g) of the Act.
books.
(c)
The Balance Sheet, the Statement of Profit and
Loss, and the Cash Flow Statement dealt with by
this Report are in agreement with the books of For DELOITTE HASKINS & SELLS LLP
account. Chartered Accountants
(Firm Registration No. 117366W/W-100018)
(d) In our opinion, the Balance Sheet, the Statement
of Profit and Loss, and the Cash Flow Statement Shyamak R. Tata
comply with the Accounting Standards notified (Partner)
under the Act (which continue to be applicable (Membership No. 038320)
in respect of Section 133 of the Companies Act, MUMBAI, August 12, 2014
25
ANNEXURE TO THE INDEPENDENT AUDITOR’S REPORT

(Referred to in paragraph 7 under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)
In our opinion and according to the information and of special nature and suitable alternative sources
explanations given to us, the nature of the Company’s are not readily available for obtaining comparable
business/activities during the year are such that clauses xi, quotations, there is an adequate internal control
xii, xiii, xiv, xvi, xix and xx of paragraph 4 of the Order system commensurate with the size of the Company
are not applicable to the Company. In respect of the other and the nature of its business with regard to purchases
clauses, we report as under: of inventory and fixed assets and the sale of goods
and services. During the course of our audit, we have
(i) In respect of its fixed assets:
not observed any major weakness in such internal
a. The Company has maintained proper records control system.
showing full particulars, including quantitative
details and situation of fixed assets. (v) To the best of our knowledge and belief and
according to the information and explanations
b. The fixed assets were physically verified during given to us, there are no contracts or arrangements
the year by the Management in accordance that needed to be entered in the Register maintained
with a regular programme of verification which, in pursuance of Section 301 of the Companies
in our opinion, provides for physical verification Act, 1956.
of all the fixed assets at reasonable intervals.
According to the information and explanations (vi)
According to the information and explanations
given to us no material discrepancies were given to us, the Company has not accepted any
noticed on such verification. deposit from the public during the year within the
meaning of the provisions of Sections 58A & 58AA
c. During the year, in our opinion, a substantial
or any other relevant provisions of the Companies
part of fixed assets has not been disposed off
Act, 1956.
by the Company.
(vii)
In our opinion, the Company has an adequate
(ii) In respect of its inventories:
internal audit system commensurate with the size of
a.
As explained to us, the inventories were the Company and the nature of its business.
physically verified during the year by the
Management at reasonable intervals. (viii)
We have broadly reviewed the cost records
maintained by the Company, as prescribed by the
b. In our opinion and according to the information Central Government under Section 209(1)(d) of
and explanations given to us, the procedures the Act and are of the opinion that prima facie
of physical verification of inventories followed the prescribed cost records have been maintained
by the Management were reasonable and and are being made up. We have, however, not
adequate in relation to the size of the Company made a detailed examination of the cost records with
and the nature of its business. a view to determine whether they are accurate or
c. In our opinion and according to the information complete.
and explanations given to us, the Company
(ix) According to the information and explanations given
has maintained proper records of its inventories
to us, and according to the books and records as
and no material discrepancies were noticed on
produced and examined by us, in our opinion:
physical verification.
a.
The Company has generally been regular in
(iii)
The Company has neither granted nor taken any
depositing undisputed statutory dues including
loans, secured or unsecured, to/from companies, firms
provident fund, investor education and
or other parties covered in the Register maintained
protection fund, employees’ state insurance,
under Section 301 of the Companies Act, 1956.
income tax, sales tax, wealth tax, service tax,
(iv)
In our opinion and according to the information customs duty, excise duty, cess and other
and explanations given to us, having regard to the material statutory dues as applicable to it with
explanations that some of the items purchased are the appropriate authorities.
26
b. There were no undisputed amounts payable in (x)

The Company does not have accumulated losses
respect of provident fund, investor education at the end of the financial year and the Company
and protection fund, employees’ state has not incurred cash losses during the financial
insurance, income tax, sales tax, wealth tax, year covered by our audit and in the immediately
service tax, customs duty, excise duty, cess and preceding financial year.
other material statutory dues in arrears as at
June 30, 2014 for a period of more than six (xi) According to the information and explanations given
months from the date they became payable. to us, the Company has not given guarantee for loans
taken by others from banks and financial institutions.
c.
As at June 30, 2014, the following are the
particulars of dues on account of income tax, (xii)
In our opinion and according to the information
sales tax, wealth tax, service tax, excise duty, and explanations given to us, and on an overall
and cess, matters that have not been deposited examination of the Balance Sheet of the Company,
on account of any dispute we report that funds raised on short-term basis have,
prima facie, not been used during the year for long-
Name of Statute Nature of Forum where Period to Amount
dues dispute is which the involved term investment.
pending amount (` in lakhs)
relates* (xiii)
During the year the Company has not made any
Sales Tax and Sales Tax and Appellate 1997-98 to 2 172
VAT Laws as per VAT Authority –upto 2001-02, preferential allotment of shares to the parties and
statutes applicable Commissioners/ 2003-04 to companies covered in the Register maintained under
in various states Revisional 2011-12
authorities level
Section 301 of the Companies Act, 1956.
Appellate 1996-97, 698
Authority – 2001-02, (xiv) To the best of our knowledge and according to the
Tribunal 2002-03, information and explanations given to us, no fraud
2005-06,
2006-07 and by the Company and no significant fraud on the
2007-08 Company has been noticed or reported during the
High Court 1990-91 to 17
1997-98 and
year.
2002-03
Sub-total 2 887
The Central Excise Excise Duty Customs, Excise 2004-05 to 10 For DELOITTE HASKINS & SELLS LLP
Act, 1944 and Service 2008-09
Tax Appellate Chartered Accountants
Tribunal (Firm Registration No. 117366W/W-100018)
Sub-total 10
Finance Act, 1994 Service Tax Appellate 2006-07 to 1 225
Authority - upto 2012-13 Shyamak R. Tata
Commissioners/ (Partner)
Revisional
authorities level
(Membership No. 038320)
Sub-total 1 225
MUMBAI, August 12, 2014
The Income - Tax Income Tax Income Tax 2008 – 09 2 441
Act, 1961 Appellate
Tribunal
Sub-total 2 441
*generally, the year refers to the period April to March.

Out of the total disputed dues aggregating ` 6 563 lakhs
as above, ` 2 441 lakhs has been stayed for recovery by
the relevant authorities.
27
Balance Sheet as at June 30, 2014
Note As at June 30, 2014 As at June 30, 2013

No. ` in Lakhs ` in Lakhs ` in Lakhs ` in Lakhs
EQUITY AND LIABILITIES
Shareholders’ funds
Share Capital 3 3 246 3 246
Reserves and Surplus 4 97 044 77 286
1 00 290 80 532
Non-current Liabilities
Other Long-Term Liabilities 6 28 36
Long-Term Provisions 7 266 243
294 279
Current Liabilities
Trade Payables 8 23 032 20 446
Other Current Liabilities 9 6 279 8 466
Short-Term Provisions 10 20 899 15 208
50 210 44 120
TOTAL 1 50 794 1 24 931
ASSETS
Non-current Assets
Fixed Assets 11
Tangible Assets 23 951 21 487
Capital work-in-progress 9 817 4 124
33 768 25 611
Deferred Tax Assets (Net) 5 717 295
Long-Term Loans and Advances 12 15 066 14 944
Other Non-current Assets 13 — 11
49 551 40 861
Current Assets
Inventories 14 11 852 11 890
Trade Receivables 15 8 605 8 087
Cash and Bank Balances 16 26 908 16 603
Short-Term Loans and Advances 17 49 348 43 844
Other Current Assets 18 4 530 3 646
1 01 243 84 070
TOTAL 1 50 794 1 24 931
The accompanying notes 1 to 41 are an integral part of the Financial Statements.
In terms of our report attached

For DELOITTE HASKINS & SELLS LLP For and on behalf of Board of Directors
Chartered Accountants R. A. Shah S. Khosla
Chairman Managing Director
Shyamak R Tata
Partner P. Bishnoi K. Natarajan
Company Secretary Chief Financial Officer
Mumbai
August 12, 2014
28
Statement of Profit and Loss for the year ended June 30, 2014
For the year ended For the year ended

Note June 30, 2014 June 30, 2013
No. ` in Lakhs ` in Lakhs
INCOME
Revenue from sale of products (Gross) 2 06 356 1 69 666
Less: Excise Duty attributable to product sold 1 636 1 180
Revenue from sale of products (Net) 2 04 720 1 68 486
Other operating revenues 374 192
Revenue from operations 19 2 05 094 1 68 678
Other Income 20 8 020 6 696
Total Revenue 2 13 114 1 75 374
EXPENSES
Cost of Raw and Packing Material Consumed 21a 52 450 49 410
Purchase of Stock-in-Trade 21b 28 341 24 379
Changes in inventories of Finished Goods,
Work-in-Progress and Stock-in-Trade 21c 488 (3 339)
Employee Benefits Expense 22 9 496 9 965
Finance Costs 23 539 1
Depreciation and Amortisation Expense 11 3 518 3 131
Other Expenses 24 72 250 63 207
Total Expenses 1 67 082 1 46 754
Profit before Tax 46 032 28 620

Current tax
– for current year 14 336 8 440
– for earlier year 1 916 —
Deferred tax
– for current year (376) (142)
– for earlier year (46) —
Profit after Tax for the year 30 202 20 322
Earnings per Equity share (in `) 40
Basic and diluted earnings per share (in `) 93.04 62.61
Face Value of Equity Share (in `) 10.00 10.00

Shyamak R Tata
Mumbai
August 12, 2014
29
Cash Flow Statement for the year ended June 30, 2014

June 30, 2014 June 30, 2013
` in Lakhs ` in Lakhs ` in Lakhs ` in Lakhs
A. Cash Flow from Operating Activities
Profit Before Tax 46 032 28 620
Adjustments for:
Depreciation and Amortisation Expense 3 518 3 131
Interest income (6 081) (4 907)
Finance costs 40 1
Deposits / advances written off — 60
Provision for employee benefits 333 760
Provision for doubtful trade receivable — 33
Unrealised Foreign Exchange - Loss / (Gain) (Net) (176) (496)
Loss on sale / discard of Fixed assets (Net) 189 579
(2 177) (839)
Operating profit before working capital changes 43 855 27 781
Changes in working capital
Adjustments for (increase) / decrease in operating assets:
Inventories 38 (2 663)
Trade receivables (715) (2 899)
Short-term loans and advances (925) 516
Long-term loans and advances (293) (1 349)
Other current assets (749) 1 061
Adjustments for increase / (decrease) in operating liabilities:
Trade payables 2 936 (4 676)
Other current liabilities 552 (528)
Other long-term liabilities (8) —
836 (10 538)
Cash generated from operations 44 691 17 243
Income tax paid (11 370) (6 823)
Net Cash generated from operating activities 33 321 10 420
B. Cash Flow from Investing Activities

Purchase of Fixed Assets (14 710) (3 776)
Sale of Fixed assets 49 53
Interest received 5 957 6 458
Loans Realised 2 17 661 1 14 770
Loans Given (2 22 239) (1 20 745)
Net movement in Bank Balances not considered as cash and
cash equivalents (19) 33
Net Cash used in investing activities (13 301) (3 207)
30
Cash Flow Statement for the year ended June 30, 2014

June 30, 2014 June 30, 2013
C. Cash Flow from Financing Activities
Dividend paid (8 115) (7 304)
Corporate Tax on Dividend paid (1 379) (1 185)
Finance costs (7) (1)
Net Cash used in financing activities (9 501) (8 490)
Net increase / (decrease) in Cash and Cash Equivalents 10 519 (1 277)
Opening cash and cash Equivalents 16 131 17 311
Effect of exchange differences on restatement of foreign
currency cash and cash equivalents (10) 97
Closing cash and cash Equivalents 26 640 16 131

Reconciliation of cash and cash equivalents with the
Balance Sheet: As at June 30, 2014 As at June 30, 2013
` in Lakhs ` in Lakhs
Cash and Cash Equivalents as above 26 640 16 131

Less: B
ank Balances not considered as cash and cash
equivalents as defined in AS 3 – Cash Flow Statements 268 249
Temporary overdrawn book balances (Refer Note 9) — 223
Cash and Bank Balances (Refer Note 16) 26 908 16 603
Note:
1. The above Cash Flow Statement has been prepared under the ‘Indirect Method’ as set out in the Accounting
Standard 3 (AS 3) - “Cash Flow Statement”.
2. Cash comprises cash on hand and demand deposits with banks. Cash equivalents are short-term balances (with
an original maturity of three months or less from the date of acquisition) that are readily convertible into known
amounts of cash and which are subject to insignificant risk of changes in value.

Shyamak R Tata
Mumbai
August 12, 2014
31
Notes forming part of the financial statements
1. CORPORATE INFORMATION
Procter & Gamble Hygiene and Health Care Limited (the Company) is a public company incorporated under the provisions
of the Companies Act, 1956. The company is engaged in the manufacturing and selling of branded packaged fast
moving consumer goods in the femcare and healthcare businesses. The company’s products are sold through retail
operations including mass merchandisers, grocery stores, membership club stores, drug stores, department stores, and
high frequency stores. The Company has its manufacturing locations at Goa and Baddi - Himachal Pradesh, apart from
third party manufacturing locations spread across India.
2. SIGNIFICANT ACCOUNTING POLICIES

2.01 Basis of accounting and preparation of financial statements
The financial statements of the Company have been prepared in accordance with the Generally Accepted
Accounting Principles in India (Indian GAAP) to comply with the Accounting Standards notified under
the Companies Act, 1956 (“the 1956 Act”) (which continue to be applicable in respect of Section 133
of the Companies Act, 2013 (“the 2013 Act”) in terms of General Circular 15/2013 dated September 13, 2013
of the Ministry of Corporate Affairs) and the relevant provisions of the 1956 Act / 2013 Act, as applicable.
The financial statements have been prepared on accrual basis under the historical cost convention. The
accounting policies adopted in the preparation of the financial statements are consistent with those followed in
the previous year.
2.02 Use of estimates

The preparation of the financial statements in conformity with Indian GAAP requires the Management to make
estimates and assumptions considered in the reported amounts of assets and liabilities (including contingent
liabilities) and the reported income and expenses during the year. The Management believes that the estimates
used in preparation of the financial statements are prudent and reasonable. Future results could differ due to
these estimates and the differences between the actual results and the estimates are recognised in the periods in
which the results are known / materialise.
2.03 Revenue Recognition

Sale of products is recognised when risk and rewards of ownership of the products are passed on to the customers,
which is generally on the dispatch of goods. Sales exclude trade discounts and rebate. Sales include excise duty
but exclude sales tax and value added tax.
License fee is accounted based on terms of the contract. Interest income is accounted on accrual basis.
2.04 Tangible fixed assets and depreciation & amortization

Fixed assets are stated at cost of acquisition less accumulated depreciation / amortisation and impairment
losses, if any. The cost of fixed assets comprises its purchase price net of any trade discounts and rebates, any
import duties and other taxes (other than those subsequently recoverable from the tax authorities), any directly
attributable expenditure on making the asset ready for its intended use, other incidental expenses and interest on
borrowings attributable to acquisition of qualifying fixed assets up to the date the asset is ready for its intended
use. Subsequent expenditure relating to fixed assets is capitalised only if such expenditure results in an increase
in the future benefits from such asset beyond its previously assessed standard of performance.
Projects under which tangible fixed assets are not yet ready for their intended use are carried at cost, comprising
direct cost, related incidental expenses.
Depreciation is charged using straight-line method based on the useful lives of the fixed assets as estimated by
the management as specified below, or the rates specified in accordance with the provisions of Schedule XIV of
the Companies Act, 1956, whichever is higher.
32
Years
Leasehold land Over the remaining period of the lease/or management estimate
whichever is lower
Buildings 19 - 21
Plant, Machinery and Equipment 3 - 15
Furniture and Fixtures 3 - 15
Office equipment 3 - 6
Moulds and Dies 3 - 6
Vehicles including Forklifts 8 - 14
D
epreciation is charged on a pro-rata basis for assets purchased / sold during the year. Individual fixed assets
costing less than ` 5 000 are depreciated in full, in the year of purchase. Accelerated depreciation is charged on
certain assets based on periodic review of useful life.
2.05 Impairment of Assets

The carrying values of assets / cash generating units at each Balance Sheet date are reviewed for impairment.
If any indication of impairment exists, the recoverable amount of such assets is estimated and impairment is
recognised, if the carrying amount of these assets exceeds their recoverable amount. The recoverable amount is
the greater of the net selling price and their value in use. Value in use is arrived at by discounting the future cash
flows to their present value based on an appropriate discount factor. When there is indication that an impairment
loss recognised for an asset in earlier accounting periods no longer exists or may have decreased, such reversal
of impairment loss is recognised in the Statement of Profit and Loss, except in case of revalued assets.
2.06 Inventories
Inventories consist of raw and packing materials, stores and spares, work in progress and finished goods.
Inventories are valued at lower of cost and net realisable value after providing for obsolescence and other losses
where considered necessary. Cost of Inventories is determined on weighted average basis. Cost of manufactured
finished goods and work-in-progress includes material cost determined on weighted average basis and also
includes an appropriate portion of allocable overheads.
2.07 Foreign Currency Transactions

Transactions in foreign currencies are recorded at the exchange rates prevailing on the date of transaction or at
rates that closely approximate the rate at the date of the transaction. Monetary items in foreign currencies are
stated at the closing exchange rates. In the case of monetary items covered by forward exchange contracts, the
premium or discount arising at the inception of such a forward exchange contract is amortised as expense or
income over the life of the contract and the difference between the year end rate and rate on the date of the
contract is recognised as exchange difference in the Statement of Profit and Loss. Gains / Losses on conversion /
translation have been recognised in the Statement of Profit and Loss.
2.08 Employee benefits

(i) Post-employment Benefits
(a) Defined Contribution Plans:
The Company has Defined Contribution Plans for post employment benefits, charged to Statement of
Profit and Loss, in the form of
– Provident Fund administered by the Regional Provident Fund Commissioner;
– Superannuation Fund as per Company policy administered by Company managed trust and
– State Defined Contribution Plans : Employer’s Contribution to Employees’ State Insurance.
33
(b) Defined Benefit Plans:

Funded Plan: The Company has Defined Benefit Plan for post employment benefits in the form of
– Gratuity for all employees administered through trust.
Unfunded Plan: The Company has unfunded Defined Benefit Plans in the form of
– Post Retirement Medical Benefits (PRMB) as per its policy.
– Compensated Absences (Plant Technicians) as per its policy
Liability for the above defined benefit plans is provided on the basis of valuation, as at the Balance Sheet date,
carried out by independent actuary. The actuarial method used for measuring the liability is the Projected Unit
Credit method.
(ii) Liability for Compensated Absences and Leave Travel Allowance which are in the nature of short term benefits
is provided for as per company rules on an accrual basis.
(iii) Termination benefits and long service awards in terms of Company policy are recognized as an expense as
and when incurred.
(iv) The Actuarial gains and losses arising during the year are recognized in Statement of Profit and Loss for the
year.
(v) The Procter and Gamble Company, USA has an “International Stock Ownership Plan (ISOP)” (employee share
purchase plan) whereby specified employees of its subsidiaries have been given a right to purchase shares of
the Ultimate Holding Company i.e. The Procter and Gamble Company, USA. Every employee who opts for
the scheme contributes by way of payroll deduction up to a specified percentage (upto 15%) of base salary
towards purchase of shares on a monthly basis. The Company contributes 50% of employee’s contribution
(restricted to 2.5% of his base salary) and charged to Employee Benefit Expenses.
(vi)
The Procter & Gamble Company, USA has an “Employee Stock Option Plan (ESOP)” whereby specified
employees covered by the plan are granted an option to purchase shares of the Ultimate Holding Company
i.e. The Procter & Gamble Company, USA at a fixed price (grant price) for a fixed period of time. The
difference between the market price and grant price on the exercise of the stock options issued by the
Ultimate Holding Company to the employees of the Company is charged in the year of exercise by the
employees. Such costs are charged under Employee Benefit Expenses.
2.09 Research and Development

Capital expenditure on Research and Development is capitalized as Fixed Assets. All revenue expenditure on
Research and Development is charged off to the respective heads in Statement of Profit and Loss in the year in
which it is incurred.
2.10 Taxes on Income

Income-tax expense comprises current tax (i.e. amount of tax for the year determined in accordance with the
Income - tax laws) and deferred tax charge or credit (reflecting the tax effect of timing differences between
accounting income and taxable income for the year). Provision for taxation for the Company’s financial year
ended on June 30 is based on the results of the period July 1 to March 31 (later part of the fiscal year ended
March 31) and for the balance and for the period April 1 to June 30 (beginning of the next fiscal year) as per
the provisions of Income Tax Act, 1961. The deferred tax charge or credit and the corresponding deferred tax
liabilities and / or assets are recognised using the tax rates that have been enacted or substantively enacted by
the Balance Sheet date. Deferred tax assets are recognized only to the extent there is reasonable certainty that
the assets can be realised in future.
M
inimum Alternate Tax (MAT) paid in accordance with the tax laws, which gives future economic benefits in the
form of adjustment to future income tax liability, is considered as an asset if there is convincing evidence that the
Company will pay normal income tax. Accordingly, MAT is recognised as an asset in the Balance Sheet when it
is probable that future economic benefit associated with it will flow to the Company.
34
Deferred tax is recognised on timing differences, being the differences between the taxable income and the
accounting income that originate in one period and are capable of reversal in one or more subsequent periods.
Deferred tax is measured using the tax rates and the tax laws enacted or substantially enacted as at the reporting
date. Deferred tax liabilities are recognised for all timing differences. Deferred tax assets in respect of unabsorbed
depreciation and carry forward of losses are recognised only if there is virtual certainty that there will be sufficient
future taxable income available to realise such assets. Deferred tax assets are recognised for timing differences
of other items only to the extent that reasonable certainty exists that sufficient future taxable income will be
available against which these can be realised. Deferred tax assets and liabilities are offset if such items relate to
taxes on income levied by the same governing tax laws and the Company has a legally enforceable right for such
set off. Deferred tax assets are reviewed at each Balance Sheet date for their realisability.
2.11 Borrowing cost
Borrowing costs directly attributable to acquisition or construction of qualifying assets (i.e. those fixed assets
which necessarily take a substantial period of time to get ready for their intended use) are capitalised. Other
borrowing costs are recognised as an expense in the period in which they are incurred.
2.12 Leases
Assets taken on lease under which all risks and rewards of ownership are effectively retained by the lessor are
classified as operating lease. Lease payments under operating leases are recognised in the Statement of Profit and
Loss on a straight line basis in accordance with the respective lease agreements.
2.13 Provisions, Contingent Liabilities and Contingent Assets
A provision is recognised when the Company has a present obligation as a result of past events and it is probable
that an outflow of resources will be required to settle the obligation in respect of which a reliable estimate can
be made. Provisions are determined based on the best estimate required to settle the obligation at the Balance
Sheet date. These are reviewed at each Balance Sheet date and adjusted to reflect the current best estimates.
Contingent liabilities are disclosed in the Notes. Contingent liabilities are disclosed for (1) possible obligations
which will be confirmed only by future events not wholly within the control of the Company or (2) present
obligations arising from past events where it is not probable that an outflow of resources will be required to settle
the obligation or a reliable estimate of the amount of the obligation cannot be made. Contingent assets are not
recognised in the financial statements as this may result in the recognition of income that may never be there.
2.14 Earnings Per Share

Basic earnings per share is computed by dividing the profit / (loss) after tax (including the post tax effect of
extraordinary items, if any) by the weighted average number of equity shares outstanding during the year.
Diluted earnings per share is computed by dividing the profit / (loss) after tax (including the post tax effect of
extraordinary items, if any) as adjusted for dividend, interest and other charges to expense or income relating
to the dilutive potential equity shares, by the weighted average number of equity shares considered for deriving
basic earnings per share and the weighted average number of equity shares which could have been issued on
the conversion of all dilutive potential equity shares. Potential equity shares are deemed to be dilutive only if their
conversion to equity shares would decrease the net profit per share from continuing ordinary operations. Potential
dilutive equity shares are deemed to be converted as at the beginning of the period, unless they have been issued
at a later date. The dilutive potential equity shares are adjusted for the proceeds receivable had the shares been
actually issued at fair value (i.e. average market value of the outstanding shares). Dilutive potential equity shares
are determined independently for each period presented. The number of equity shares and potentially dilutive
equity shares are adjusted for share splits / reverse share splits and bonus shares, as appropriate.
2.15 Insurance claims

Insurance claims are accounted for on the basis of claims admitted / expected to be admitted and to the extent
that the amount recoverable can be measured reliably and it is reasonable to expect ultimate collection.
35
3. Share Capital
As at June 30, 2014 As at June 30, 2013
Number of Shares Amount Number of Shares Amount
(` in Lakhs) (` in Lakhs)
Authorised
Equity shares of `10 each 3 50 00 000 3 500 3 50 00 000 3 500
Issued, Subscribed and Paid up

Equity shares of ` 10 each fully paid 3 24 60 736 3 246 3 24 60 736 3 246
Reconciliation of fully paid equity shares

Equity shares at the beginning of the year 3 24 60 736 3 246 3 24 60 736 3 246
Equity shares of ` 10 each issued during
the year — — — —
Equity shares at the end of the year 3 24 60 736 3 246 3 24 60 736 3 246
Rights attached to Equity Shares

The Company has only one class of equity shares having a par value of ` 10 per share. Each holder of equity share is
entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by
the Board of Directors is subject to approval of the shareholders in the ensuing Annual General Meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets
of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of
equity shares held by the shareholders.
Details of Equity shares held by Ultimate holding company, Holding company and its Subsidiaries

Number of Shares Amount Number of Shares Amount
(` in Lakhs) (` in Lakhs)
Ultimate Holding company
The Procter and Gamble Company, USA — — — —
Holding company
Procter & Gamble Asia Holding BV 2 12 21 953 2 122 2 12 21 953 2 122
Subsidiaries of the Ultimate Holding
Company
Rosemount LLC 10 88 137 109 10 88 137 109
Temple Trees Impex & Investment Pvt. Ltd. 6 19 683 62 6 19 683 62
Details of shares held by each shareholder holding more than 5% equity shares:
Number of Shares % holding Number of Shares % holding
Procter & Gamble Asia Holding BV 2 12 21 953 65.38% 2 12 21 953 65.38%

HDFC Trustee Company Limited 19 07 544 5.88% 18 72 335 5.77%
36
4. Reserves and Surplus

Securities Premium Account
Balance as per last balance sheet 7 519 7 519
General Reserve
Add: T ransferred from Surplus in Statement of
Profit and Loss 3 021 2 033
23 266 20 245
Surplus in Statement of Profit and Loss
Add: Profit after tax for the year 30 202 20 322
Less:
Proposed Dividend to Equity Shareholder at
` 27.50 per share (Previous year ` 25.00 per share) (8 927) (8 115)
Corporate tax on proposed dividend (1 517) (1 379)
Transfer to General Reserve (3 021) (2 033)
Balance as at the year end 66 259 49 522
Total Reserves and Surplus 97 044 77 286
5. Deferred Tax Liabilities / (Assets) (Net)

Tax effect of items constituting deferred tax assets
Excise and Sales Tax Provisions 685 615
Payments made under Voluntary Retirement Scheme 175 146
Disallowance of payments made U/s 43 B of the Income
Tax Act, 1961 875 579
Other timing differences 75 93
1 810 1 433
Tax effect of items constituting deferred tax liabilities
On difference between Book and Tax Depreciation 1 093 1 138
1 093 1 138
Net Deferred Tax Liabilities / (Assets) (717) (295)
6. Other Long-Term Liabilities

Trade / Security Deposits 28 36
28 36
37
7. Long-Term Provisions
Provision for employee benefits (Refer Note 26)
Compensated Absences 49 —
Post Retirement Medical Benefits 217 243
266 243
8. Trade Payables
Total Outstanding dues to Micro & Small Enterprises
(Refer Note 33) 332 1
Total Outstanding dues to trade payables other than
Micro Enterprises & Small Enterprises 22 700 20 445
23 032 20 446
9. Other Current Liabilities

Trade / Security Deposits 7 —
Gratuity (Refer Note 26) 1 394 1 114
Superannuation 23 22
Unclaimed/unpaid dividends* 142 141
Temporary overdrawn book balances — 223
Other payables
Payables on Purchase of Fixed Assets 842 3 639
Others Payables (Including Statutory remittances, Excise
and Sales Tax Payable) 3 871 3 327
6 279 8 466
* There are no amounts due and outstanding to be credited to Investor Education and Protection Fund.
10. Short-Term Provisions

Provision for Employee benefits (Refer Note 26)
Compensated Absences 499 469
Post Retirement Medical Benefits 11 11
Provision for tax 9 945 5 234
Proposed Equity Dividend 8 927 8 115
Corporate Tax on Proposed Dividend 1 517 1 379
20 899 15 208
38
11. Tangible fixed assets
Gross Block at Cost Depreciation & Amortisation Net Block
As at July 1,
Particulars – Own use assets As at Additions/ Deletions/ As at 2013 On As at As at
July 1, Transfers Transfers June 30, (Refer Note 2 For Deletions/ June 30, June 30,
2013 during the year during the year 2014 below) the Year Transfers 2014 2014
` in Lakhs ` in Lakhs ` in Lakhs ` in Lakhs ` in Lakhs ` in Lakhs ` in Lakhs ` in Lakhs ` in Lakhs
Land – Freehold
(Refer Note 3 below) 677 — — 677 — — — — 677
(677) — — (677) — — — — (677)
Land – Leasehold 172 — — 172 148 2 — 150 22
(172) — — (172) (146) (2) — ( 148) (24)
Buildings 10 132 449 — 10 581 2 903 365 — 3 268 7 313
(9 608) (541) (17) (10 132) (2 595) (316) (8) ( 2 903) (7 229)
Plant, Machinery and Equipment 21 984 4 099 568 25 515 10 445 2 673 366 12 752 12 763
(19 958) (4 091) (2 065) (21 984) (9 523) (2 396) (1 474) (10 445) (11 539)
Furniture and fixtures 1 099 1 049 65 2 083 337 81 57 361 1 722
(795) (317) (13) (1 099) (281) (63) (7) (337) (762)
Office equipment 2 222 380 171 2 431 1 318 208 143 1 383 1 048
(2 126) (257) (161) (2 222) (1 245) (208) (135) (1 318) (904)
Moulds and Dies 1 411 243 355 1 299 1 070 185 355 900 399
(1 206) (205) — (1 411) (928) (142) — (1 070) (341)
Vehicles including Forklifts 50 — 1 49 39 4 1 42 7
(50) — — (50) (35) (4) — (39) (11)
Total 37 747 6 220 1 160 42 807 16 260 3 518 922 18 856 23 951
(34 592) (5 411) (2 256) (37 747) (14 753) (3 131) (1 624) (16 260) (21 487)
Capital work-in-progress 9 817
(4 124)
Grand Total 33 768
(25 611)
Notes:
1. Figures in brackets pertains to previous year.
2. Opening accumulated depreciation includes impairment on Land-Leasehold ` 91 Lakhs; on Buildings ` 7 50 Lakhs; on Plant and Machinery
` 2 05 Lakhs and on Office Equipment ` 0.30 Lakhs in 2002-03.
3. Land - Freehold includes ` 6 67 Lakhs (Previous year ` 6 67 Lakhs) being the company’s share (90%) of assets jointly owned with other parties.
39
12. Long-Term Loans and Advances

Unsecured, considered good unless otherwise stated
Security Deposits 175 210
Loans and advances to employees 5 461 5 206
Prepaid expenses — 6
Advance income tax 8 469 8 640
Other loans and advances* 961 882
Doubtful loans and advances 1 389 1 273
Less: Provisions for doubtful loans and advances 1 389 1 273
— —
15 066 14 944
* Includes amounts deposited with Excise, Sales Tax and other authorities as demanded, pending resolution of disputes.
13. Other Non-Current Assets
Interest accrued on time deposits with bank —α 11
— 11

α ` 15 725
14. Inventories (At lower of cost and net realisable value)
Raw materials (Including goods-in-transit ` Nil
(Previous year ` 213 Lakhs)) 1 938 1 698
Packing materials 787 744
Work-in-progress
Female Hygiene Products 90 165
Formulation 148 82
238 247
Stock-in-trade (goods purchased for resale) - (including
goods-in-transit ` Nil (Previous year ` 300 Lakhs)) 1 614 1 715
Finished goods (manufactured) 6 016 6 394
Consumable Stores and Spares 1 259 1 092
11 852 11 890
15. Trade Receivables – Unsecured
Trade receivable outstanding for a period exceeding six
months from the date they were due for payment
Considered good 72 111
Considered doubtful 40 54
112 165
Other trade receivables – considered good 8 533 7 976
8 645 8 141
Less: Provision for doubtful Trade receivables 40 54
8 605 8 087
40
16. Cash and Bank Balances

Cash and Cash Equivalents
Balances with Bank
Current accounts 632 977
EEFC accounts — 75
Deposit accounts 26 008 15 302
26 640 16 354
Other Bank Balances
Earmarked accounts
Unpaid dividend accounts 142 141
Other earmarked accounts (deposits with sales tax
authorities) —# —#
Bank deposits (Refer Note 1) 126 108
268 249
26 908 16 603
alances with bank includes ` 126 Lakhs (Previous year ` 9 lakhs) deposits with remaining maturity of more
Note 1 : B
than 12 month from the balance sheet date.
# ` 45 000
17. Short-term Loans and advances

Unsecured, considered good unless otherwise stated
Loans to related parties (Refer Note 38) 44 481 39 902
Security Deposits 190 158
Loans and advances to employees 788 669
Prepaid Expenses 103 124
Balance with government authorities
VAT Credit receivable 4 —µ
CENVAT Credit Receivable 158 9
Other loans and advances (Advances to vendors) 3 624 2 982
49 348 43 844
Loans and advances to employees includes loan to Managing Director - ` 52 Lakhs (Previous year ` 38 Lakhs)
µ ` 34 601
18. Other Current Assets

Interest accrued on loan to related parties (Refer Note 38) 620 532
Interest accrued on time deposits with bank 67 20
Others
Due from related parties (Refer Note 38) 3 793 3 094
Receivable for Scrap Sales 50 —
3 843 3 094
4 530 3 646
41
19. Revenue from operations

June 30, 2014 June 30, 2013
Sale of products (Refer Note (i) below)
Manufactured products 1 62 306 1 35 097
Traded products 44 050 34 569
2 06 356 1 69 666
Other operating revenues
License fee — 93
Sale of scrap 374 99
374 192
Revenue from operations (Gross) 2 06 730 1 69 858
Less: Excise Duty attributable to product sold 1 636 1 180
Total 2 05 094 1 68 678
Note
(i) Sale of products comprises For the year ended For the year ended
June 30, 2014 June 30, 2013
Details of product sold Manufactured Traded Manufactured Traded
Ointments and Creams 32 756 — 29 616 —
Cough Drops 24 198 — 20 419 —
Tablets 6 640 — 7 314 —
Personal Products, Toilet Preparations, etc. 98 712 44 050 77 748 34 569
1 62 306 44 050 1 35 097 34 569
20. Other Income

June 30, 2014 June 30, 2013
Interest on fixed deposits with bank 1 232 992
Interest on loan to related parties (Refer Note 38) 4 635 3 915
Interest on loans given to Employees 214 184
Interest on Income Tax refund 817 1 221
Write-back of liabilities no longer required 808 301
Research and Development and other charges 7 18
Business process outsourcing income 138 26
Miscellaneous Income 169 39
8 020 6 696
42
21. (a) Cost of Raw and Packing Material Consumed

(Refer Note 28 (a))
June 30, 2014 June 30, 2013
Opening Stock 2 442 3 188
Add: Purchases 52 733 48 664
55 175 51 852
Less: Closing Stock 2 725 2 442
52 450 49 410
Material Consumed comprises of
June 30, 2014 June 30, 2013
Class of Goods
Pulp, Chemicals, waxes and oils 36 865 33 638
Sugar and liquid glucose 3 346 3 337
Foils 1 587 1 432
Containers, cartons, boxes etc. 10 652 11 003
52 450 49 410
(b) Purchase of Stock-in-Trade
Personal Products, Toilet Preparations, etc. 28 341 24 379
28 341 24 379
(c) Changes in inventories of finished goods, work-in-
progress and stock-in-trade
Inventories at the beginning of the year:
Work-in-progress 247 273
Stock-in-trade (goods purchased for resale) 1 715 2 183
8 356 5 017
Inventories at the end of the year:
Work-in-progress 238 247
Stock-in-trade (goods purchased for resale) 1 614 1 715
7 868 8 356
Net Decrease / (Increase) 488 (3 339)
22. Employee Benefit Expenses
(Refer Note 36)
June 30, 2014 June 30, 2013
Salaries and Wages 8 658 9 013
Contribution to provident and other funds (Refer Note 26) 1 302 1 752
Expense on Employee Stock Option (ISOP & ESOP) scheme
(Refer Note 27) 1 159 1 427
Staff welfare expenses (Refer Note 34) 1 461 1 508
Reimbursement of employee benefit expenses cross charged
to related parties (Refer Note 35) (3 084) (3 735)
9 496 9 965
S alaries and Wages includes ` 283 Lakhs (Previous year: ` 463 Lakhs) towards expenditure on Voluntary Retirement
Scheme.
43
23. Finance Costs

June 30, 2014 June 30, 2013
Interest expenses on Income Tax 499 —
Interest expenses on Trade Payables (Refer Note 33) 33 —
Interest expenses on short term bank borrowings 7 1
539 1
24. Other Expenses

June 30, 2014 June 30, 2013
Consumption of Stores and spare parts (Refer Note 28 (b)) 932 759
Rent 155 387
Excise Duty on increase / (decrease) of Finished goods (98) (105)
Processing charges 4 988 4 128
Power and fuel 1 510 1 389
Repairs and maintenance:
Plant and machinery 644 586
Buildings 221 131
Others 154 206
Insurance 51 31
Turnover and Resale Tax 1 078 1 022
Rates and Taxes 27 13
Communications 470 331
Travelling, Conveyance and Vehicle expenses 1 013 1 201
Computer expenses 255 204
Freight, transport, warehousing and distribution charges 8 103 7 379
Trade Incentives 12 395 12 567
Advertising expenses 17 054 15 960
Distributor Coverage Expenses 5 316 2 494
Royalty 9 554 7 980
Business process outsourcing expenses 3 284 1 570
Legal and Professional services 2 447 2 352
Payments to auditors (Refer Note below) 106 96
Commission to directors 43 28
Trade Receivables written off 14 46
Less: Adjusted against Provision for earlier years (14) — (46) —
Provision for doubtful trade receivable — 33
Inventory written off (Net of Insurance claims) 230 327
Deposits / advances written off — 60
Loss on foreign currency transactions - (Net) 153 234
Loss on sale / discard of Fixed assets (Net) 189 579
Miscellaneous expenses 2 877 3 342
73 151 65 284
Reimbursement of expenses cross charged to related parties
(Refer Note 35) (901) (2 077)
72 250 63 207
44
Note :
June 30, 2014 June 30, 2013
Particulars ` in Lakhs ` in Lakhs ` in Lakhs ` in Lakhs
Payments to auditors comprise :
(a) To Statutory Auditors
For Audit 49 41
For Taxation Matters 16 14
For Limited Review 17 17
For Other services 3 3
Reimbursement of expenses 4 4
Service Tax 10 10
99 89
(b) To Cost auditors for cost Audit 7 7
Total 106 96
25. (a) Contingent Liabilities :
(i) In respect of Income Tax demands for which the company has preferred appeals with appropriate authorities
- ` 5 014 Lakhs (Previous year : ` 2 836 Lakhs). The liability is mainly on account of various disallowances
by the Income Tax authorities on which assessee has preferred an appeal. These are on account of various
grounds - primarily on account of advertisement expenses, tax holiday, etc.
(ii) In respect of Sales Tax matters for which the company has preferred appeals with appropriate authorities -
` 2 991 Lakhs (Previous year : ` 1 910 Lakhs). The liability is in respect to matters related to non-submission
of ‘’C“ Forms / “F“ Forms ` 2 022 Lakhs (Previous year : ` 1 023 Lakhs), Incomplete accounts books
` 227 Lakhs (Previous year : ` 227 Lakhs), Classification issues ` 59 Lakhs (Previous year : ` 59 Lakhs),
Product valuation issues ` 527 Lakhs (Previous year : ` 516 Lakhs), and other miscellaneous issues
` 156 Lakhs (Previous year : ` 85 Lakhs).
(iii) In respect of Excise and Service Tax matters for which the company has preferred appeals with appropriate
authorities ` 1 332 Lakhs (Previous year : ` 1 262 Lakhs). The liability is in respect to: classification matters
` 9 Lakhs (Previous year : ` 9 Lakhs), valuation matters ` 95 Lakhs (Previous year : ` 95 Lakhs) and applicability
of service tax matters ` 1 226 Lakhs (Previous year : ` 1 156 Lakhs) and others ` 2 Lakhs (Previous year :
` 2 Lakhs).
(iv) In respect of counter guarantees given to bank against guarantees given by bank : ` 3 365 Lakhs (Previous
year : ` 3 371 Lakhs). At the request of the Company, its bankers have issued guarantees to third parties for
performance obligation under various commercial agreements. The Company has issued counter guarantees
to the banks in respect of these guarantees.
(v) In respect of other claims - ` 41 Lakhs (Previous year : ` 41 Lakhs). The Company is a party to various legal
proceedings in the normal course of business.
Future cash flow in respect of the above, if any, is determinable only on receipt of judgments / decisions pending
with the relevant authorities. The Company does not expect the outcome of matters stated above to have a
material adverse effect on the Company’s financial condition, results of operations or cash flows.
(b) Commitments :
Estimated amount of contracts remaining to be executed on capital account (net of advances) - ` 188 Lakhs
(Previous year : ` 86 Lakhs).
26. Employee Benefits
The Company has classified the various benefits provided to employees as under :
I. Defined Contribution Plans
a. Provident Fund
b. Superannuation Fund
c. State Defined Contribution Plans: Employer’s Contribution to Employees’ State Insurance
45
The Company has recognized the following amounts in Statement of Profit and Loss:
June 30, 2014 June 30, 2013
– Employer's Contribution to Provident Fund 752 721
– Employer's Contribution to Superannuation Fund 269 270
– Employer's Contribution to Employees' State Insurance 1 3
The above amounts are included in Contribution to Provident and other Funds under Employee Benefits Expenses
(Refer Note 22)
II. Defined Benefit Plans
a. Gratuity Fund (Funded Scheme): Gratuity is payable to all eligible employees of the Company on
superannuation, death, permanent disablement and resignation in terms of the provisions of the Payment of
Gratuity Act, 1972 or Company’s scheme whichever is more beneficial. Benefits would be paid at the time
of separation based on the last drawn base salary.
b. Post Retirement Medical Benefits (PRMB) (Unfunded Scheme): Under this scheme, employees get medical
benefits subject to certain limits of amount, periods after retirement and types of benefits, depending on
their grade at the time of retirement. Employees separated from the Company as part of early separation
scheme are also covered under the scheme.
c. Leave Benefits (LB) (Unfunded Scheme): The Company provides for leave enchasment on termination /
retirement of service or leave with pay subject to rules. The employees are entitled to accumulate leave
subject to limits for future encashment / availment. The Company makes provision for leave benefits based
on an actuarial valuation carried out at the end of the year.
The disclosures as required under AS-15 are as under.
(A) Changes in the Present Value of Obligation
Present Value Current Interest Actuarial Benefits Present Value
of Obligation Service Cost (gain) / Paid of Obligation
as at opening Cost loss on as at closing
date Obligations date
Funded Scheme (` in Lakhs)
Gratuity
For the year ended June 30, 2014 3 486 273 259 (91) (231) 3 696
For the year ended June 30, 2013 3 061 278 236 487 (576) 3 486
Unfunded Scheme (` in Lakhs)
Post Retirement Medical Benefits (PRMB)
For the year ended June 30, 2014 254 9 19 (43) (11) 228
For the year ended June 30, 2013 231 7 19 4 (7) 254
Leave Benefits
For the year ended June 30, 2014 — 29 — 24 — 53
For the year ended June 30, 2013 — — — — — —
(B) Changes in the Fair Value of Plan Assets

(For Funded Scheme)
Fair Value of Expected Actuarial Contributions Benefits Fair Value
Plan Assets Return Gains and Paid of Plan
as at opening on Plan (Losses) Assets as at
date Assets closing date
Gratuity
For the year ended June 30, 2014 2 372 180 (19) — (231) 2 302
For the year ended June 30, 2013 2 672 190 86 — (576) 2 372
46
(C) Amount recognized in the Balance Sheet

Present Fair Value Liability / Current Liability Non-current
Value of of Plan (Asset) / (Asset) Liability / (Asset)
Obligation Assets as recognized in recognized in recognized in
as at closing at closing the Balance the Balance the Balance
date date Sheet Sheet Sheet
Gratuity
For the year ended June 30, 2014 3 696 2 302 1 394 1 394 —
For the year ended June 30, 2013 3 486 2 372 1 114 1 114 —
For the year ended June 30, 2014 228 — 228 11 217
Leave Benefits
For the year ended June 30, 2013 — — — — —
(D) Expenses recognized in Statement of Profit and Loss

Current Interest Expected Net actuarial Total Expenses
Service Cost Cost Return on (gain) / loss recognized in
Plan Assets recognized in Statement of
the year Profit and Loss
Gratuity
For the year ended June 30, 2014 273 259 (180) (72) 280
For the year ended June 30, 2013 278 236 (190) 401 725
For the year ended June 30, 2014 9 19 — (43) (15)
For the year ended June 30, 2013 7 19 — 4 30
Leave Benefits
For the year ended June 30, 2014 29 — — 24 53
For the year ended June 30, 2013 — — — — —
Included in Contribution to Provident and Other Funds under employee benefits expenses (Refer Note 22)
(E) Category of Plan Assets

Plan assets as a percentage of Total plan assets in respect of Gratuity are as follows:
Category As at June 30, 2014 As at June 30, 2013
Public Sector Unit 18% 37%
Government of India Securities 7% 10%
State Government Securities 40% 33%
Special Deposit scheme 22% 13%
Private Sector Unit 13% 7%
47
(F) Sensitivity of Results to Medical Inflation Rate

Medical Inflation Rate Current Service + Present Value of Defined
Interest Cost Benefit Obligation
For the For the For the For the
year ended year ended year ended year ended
June 30, 2014 June 30, 2013 June 30, 2014 June 30, 2013
Effect of 1% increase (6.5%) 34 31 259 293
Effect of 1% decrease (4.5%) 23 22 203 223
(G) Actuarial Assumptions

In respect of the aforesaid defined benefit plans, the management has estimated the liability based on
actuarial valuation and is based on following assumptions:
Unfunded Scheme
Funded Scheme
Gratuity Post Retirement Medical
Leave Benefits
Benefit
For the For the For the For the For the For the
year ended year ended year ended year ended year ended year ended
June 30, 2014 June 30, 2013 June 30, 2014 June 30, 2013 June 30, 2014 June 30, 2013
Discount rate (per annum) 8.8% 7.7% 8.8% 7.7% 8.8% 7.7%
Average Salary increase rate 7.0% 7.0% N/A N/A 7.0% 7.0%
Rate of Return on Plan Assets
(For funded scheme) 8.0% 8.0% N/A N/A N/A N/A
Medical Inflation Rate N/A N/A 5.5% 5.5% N/A N/A
Expected Retirement age of employees
(years) 60 60 60 60 60 60
Withdrawal : Plan Members are assumed to withdraw in accordance with the following table:
Age
Upto 45 years 5% 5% 5% 5% 5% 5%
Above 45 years 3% 3% 3% 3% 3% 3%
Mortality rates considered are as per the published rates in Indian Assured Lives Mortality (2006-08).
The estimates of future salary increases, considered in the actuarial valuation, take account of inflation,
security, promotion and other relevant factors such as supply and demand in the employment market.
(H) Experience History

Funded Scheme — Gratuity For the For the For the For the For the
(` in Lakhs) year ended year ended year ended year ended year ended
June 30, 2014 June 30, 2013 June 30, 2012 June 30, 2011 June 30, 2010
Defined Benefit Obligation as at closing
date (3 696) (3 486) (3 061) (2 752) (2 303)
Plan Assets as at closing date 2 302 2 372 2 672 2 769 2 734
Funded Status - (Short) / Excess (1 394) (1 114) (389) 17 431
Experience Gain/(Loss) adjustments on
plan liabilities (347) (195) (284) (145) (122)
plan assets (19) 86 76 (124) (137)
Actuarial Gain/(Loss) due to change on
assumptions 438 (292) (30) 27 70
48
nfunded Scheme - Post Retirement

U For the For the For the For the For the
Medical Benefit (` in Lakhs) year ended year ended year ended year ended year ended
June 30, 2014 June 30, 2013 June 30, 2012 June 30,2011 June 30, 2010
Defined Benefit Obligation as at
closing date (228) (254) (231) (217) (172)
Plan Assets as at closing date — — — — —
Funded Status (228) (254) (231) (217) (172)
plan liabilities 11 34 (12) (47) 5
assumptions 32 (38) (3) 3 (19)
nfunded Scheme - Leave Benefits

U For the For the For the For the For the
(` in Lakhs) year ended year ended year ended year ended year ended
June 30, 2014 June 30, 2013 June 30, 2012 June 30,2011 June 30, 2010
Defined Benefit Obligation as at
closing date (53) — — — —
Plan Assets as at closing date — — — — —
Funded Status (53) — — — —
plan liabilities (24) — — — —
assumptions — — — — —
27. (a) International Stock Ownership Plan (Stocks of the Ultimate Holding Company)
The Procter and Gamble Company, USA has an “International Stock Ownership Plan” (employee share purchase
plan) whereby specified employees of its subsidiaries have been given a right to purchase shares of the Ultimate
Holding Company i.e. The Procter and Gamble Company, USA. Every employee who opts for the scheme
contributes by way of payroll deduction up to a specified percentage (upto 15%) of base salary towards purchase
of shares on a monthly basis. The Company contributes 50% of employee’s contribution (restricted to 2.5% of
his base salary). Such contribution is charged to staff cost.
The shares of The Procter & Gamble Company, USA are listed with New York Stock Exchange and are purchased
on behalf of the employees at market price on the date of purchase. During the year ended June 30, 2014,
3 147.78 (Previous year: 3 166.10) shares were purchased by employees at weighted average fair value of
` 4 904.91 (Previous year ` 3 977.38) per share.
The Company’s contribution during the year on such purchase of shares amounting to ` 41 Lakhs (Previous year
` 50 Lakhs) has been charged under Employee Benefit Expenses.
(b) Employees Stock Options Plan (Stocks of the Ultimate Holding Company)
The Procter and Gamble Company, USA has an “Employee Stock Option Plan” whereby specified employees of its
subsidiaries covered by the plan are granted an option to purchase shares of the Ultimate Holding Company i.e.
The Procter and Gamble Company, USA at a fixed price (grant price) for a fixed year of time. The shares of The
Procter & Gamble Company, USA are listed with New York Stock Exchange. The Options Exercise price equal to the
market price of the underlying shares on the date of the grant. The Grants issued are vested after 3 years and have
a 5/10 years life cycle.
Stock compensation expense of ` 1 118 Lakhs (Previous years ` 1 377 Lakhs) has been charged under Employee
Benefit Expenses.
Fair Value of shares at Grant date 13-Sep-13 $ 79.05
28-Feb-14 $ 78.66
14-Sep-12 $ 69.16
28-Feb-13 $ 76.18
49
The other disclosures in respect of the plans for the year ended June 30, 2014 are:
Shares arising out Amount in Remaining Contractual
of option US$ per share life (years)
For the For the For the For the For the For the
year ended year ended year ended year ended year ended year ended
June 30, 2014 June 30, 2013 June 30, 2014 June 30, 2013 June 30, 2014 June 30, 2013
Outstanding at the
beginning of the year 2 71 423 1 95 835 76.99 61.25 4.90 5.92
Granted during the year
13-Sep-13 2 540 — 79.05 — 10.00 —
28-Feb-14 3 600 — 78.66 — 5.00 —
28-Feb-14 15 553 — 78.66 — 10.00 —
14-Sep-12 — 2 197 — 69.16 — 10.00
28-Feb-13 — 3 195 — 76.18 — 5.00
28-Feb-13 — 9 796 — 76.18 — 10.00
Forfeited during the year — (9 222) — — — —
Transferred/Adjustments
during the year — 87 009 — — — —
Exercised during the year (100) (17 387) 73.80 73.80 — —
Expired during the year — — — — — —
Outstanding at the end of
the year 2 93 016 2 71 423 78.59 76.99 4.26 4.90
Exercisable at the end
of the year 1 97 671 79 011 78.59 76.99 3.28 4.22
28. Consumption of raw & packaging materials, stores & spares

June 30, 2014 June 30, 2013
` in Lakhs Percentage ` in Lakhs Percentage
(a) Raw and packaging materials:
Indigenously obtained 36 476 69.5 34 965 70.8
Imported at landed cost 15 974 30.5 14 445 29.2
52 450 100.0 49 410 100.0
(b) Stores and spare parts:

Indigenously obtained 514 55.2 521 68.6
Imported at landed cost 418 44.8 238 31.4
932 100.0 759 100.0
50
29. Value of Direct Imports on C.I.F. basis

For the For the
year ended year ended
June 30, 2014 June 30, 2013
Raw and Packing Material 16 221 14 685
Spare parts 562 351
Capital goods 7 242 1 552
24 025 16 588
30. Expenditure in foreign currency

For the For the
June 30, 2014 June 30, 2013
Royalty 8 524 7 102
Business Process outsourcing expenses 3 040 1 469
Advertising expenses 817 283
Relocation expenses 672 1 395
Travelling expenses 558 699
Expenses cross charged by related parties 354 497
Computer expenses 240 166
Legal and Professional Services 32 50
Other matters 13 —
14 250 11 661
31. Earnings in foreign exchange

For the For the
June 30, 2014 June 30, 2013
Business process outsourcing income 138 26
Research & Development and other cross recovery 7 18
Exports of goods calculated on F.O.B. basis
(excludes Rupee exports to Nepal and
Bhutan ` 1 262 Lakhs (Previous year ` 595 Lakhs)) 2 380 1 741
Others (freight, insurance etc.) 110 89
2 635 1 874
32. Remittance made on account of dividend in foreign currency during the year
For the For the
June 30, 2014 June 30, 2013
Number of non-resident shareholders 2 2
Number of equity shares on which dividend were paid 2 23 10 090 2 23 10 090
Dividend remitted-net of tax-in respect of year ended:
June 30, 2013 Final (` in Lakhs) 5 578 —
June 30, 2012 Final (` in Lakhs) — 5 020
51
33. Disclosures under the Micro, Small and Medium Enterprises Development Act, 2006:
For the For the

June 30, 2014 June 30, 2013
(a) Principal amount remaining unpaid to any supplier as at the end
of the accounting year 299 1
(b) Interest due thereon remaining unpaid to any supplier as at
the end of the accounting year 33 1
(c) The amount of interest paid along with the amounts of the
payment made to the supplier beyond the appointed day — —
(d) The amount of interest due and payable for the year 33 1
(e) The amount of interest accrued and remaining unpaid at the end
of the accounting year 33 1
(f) The amount of further interest due and payable even in the
succeeding year, until such date when the interest dues as above
are actually paid — —
The above information regarding Micro and Small Enterprises has been determined to the extent such parties have
been identified on the basis of information available with the Company. This has been relied upon by the auditors.
34. The Company has taken on lease guesthouses for accommodation of employees with an option of renewal at the
end of the lease term and escalation clause in some of the cases. Leases can be terminated with a prior notice as per
terms and conditions of the respective lease agreements with the lessor. Lease payments amounting to ` 293 Lakhs
(Previous Year : ` 315 Lakhs) have been charged to the Statement of Profit and Loss for the year.
Future minimum rentals payable under non-cancellable operating lease are as follows:
As at As at
June 30, 2014 June 30, 2013
Within one year 140 240
After one year but not more than five years 108 168
More than five years — —
248 408
35. Common service expenses paid/recovered include payments/recoveries on account of finance, personnel, secretarial,
administration and planning services rendered under common services agreements with Procter and Gamble Home
Products Limited and Gillette India Limited.
36. Employee Benefit Expenses include expenses in respect of Managerial personnel of ` 532 Lakhs (Previous Year :
` 574 Lakhs) cross charged to Gillette India Limited and Procter and Gamble Home Products Limited in terms of the
common service agreement (Refer Note 35).
Employee Benefit Expenses include expenses in respect of Managerial personnel of ` 20 Lakhs (Previous Year :
` 13 Lakhs) cross charged from Gillette India Limited and Procter and Gamble Home Products Limited in terms of the
common service agreement (Refer Note 35).
52
37. There are no outstanding derivative instruments as at year end.

Foreign currency exposures that have not been hedged by the company by a derivative instrument or otherwise are
given below:
a. Amounts receivable in foreign currency

` in Lakhs Currency In Foreign ` in Lakhs Currency In Foreign
currency currency
Export of goods 211 USD 3 50 612 262 USD 4 36 954
Other Receivable 118 USD 1 97 026 106 USD 1 77 228

19 KRW 3 12 50 000 — KRW —
b. Amounts payable in foreign currency

` in Lakhs Currency In Foreign ` in Lakhs Currency In Foreign
currency currency
Import of goods and services 919 USD 15 30 010 1 461 USD 24 40 681
235 SGD 4 89 082 161 SGD 3 39 615
39 EUR 47 071 322 EUR 4 11 744
— AUD — 20 AUD 35 533
Other payables 3 163 USD 52 66 622 2 850 USD 47 59 704

141 EUR 1 72 073 175 EUR 2 24 165
16 JPY 26 32 547 55 JPY 91 39 845
1 CAD 1 340 — CAD —
— KRW — 140 KRW 26 81 05 380
— HUF — 4 HUF 16 18 121
38. Related Party Disclosures:

The Group Companies of The Procter & Gamble Company USA include, among others,
Procter & Gamble India Procter & Gamble Luxembourg Global Procter & Gamble Canada
Holdings BV SARL Holding BV
Procter & Gamble Iron Procter & Gamble International Procter & Gamble Overseas
Horse Holding BV SARL Canada, BV
Procter & Gamble Eastern Procter & Gamble India Procter & Gamble Overseas
Europe LLC Holdings Inc. India BV
Procter & Gamble Procter & Gamble International Procter & Gamble Asia
Nordic LLC Operations, SA Holding BV
Procter & Gamble Global Gillette Group (Europe) Rosemount BV
Holdings Limited Holdings, BV
(a) Enterprises where control exists:

The Procter and Gamble Company, USA – Ultimate Holding Company
Procter & Gamble Asia Holding BV, The Netherlands – Holding Company
53
(b) Other related parties with whom the Company had transactions during the year
(i) Fellow Subsidiaries:
Fameccanica Machinery (Shanghai) Procter & Gamble Gulf FZE Procter & Gamble Technical
Co. Ltd. Centers Ltd.
Fameccanica. Data S.P.A. Procter & Gamble Home Products Procter & Gamble Trading
Ltd. (Thailand) Ltd.
Gillette Diversified Operations Procter & Gamble International Procter & Gamble Japan K.K.
Pvt. Ltd. Operations Pte. Ltd.
Gillette India Limited Procter & Gamble International Procter & Gamble Kabushiki
Operations SA Kaisha
Hyginett KFT Procter & Gamble International Procter & Gamble Korea, Inc.
Operations SA Singapore Br.
The Gillette Company Procter & Gamble International Procter & Gamble Manufacturing
Operations SA-Rohq GmBH
Procter & Gamble Procter & Gamble (Guangzhou) Procter & Gamble Nigeria Ltd.
(Guangzhou) Ltd. Consumer Products Co., Ltd.
Procter & Gamble (Singapore) Procter & Gamble Technology The Procter & Gamble
Pte. Ltd. (Beijing) Co. Ltd. Distributing LLC
Procter & Gamble Australia PT Procter & Gamble Home Wella India Hair Cosmetics
Pty. Ltd. Products Indonesia Pvt. Ltd
Procter & Gamble Product PT Procter & Gamble Operations Procter & Gamble Bangladesh
Supply (U.K.) Ltd. Indonesia Pvt. Ltd.
Procter & Gamble Distributing The Procter & Gamble US Business
(Philippines) Inc. Services Company
Procter & Gamble Europe SA Procter & Gamble Services
Singapore Br. Company NV
(ii) Key Management Personnel of No. of shares held

the Company
Mr. Shantanu Khosla 67 (Previous year : 67)
(Managing Director)
Note : Related parties have been identified by the management
(c) Transactions during the year
(Amount in ` in Lakhs)
Nature of transactions Ultimate Fellow Key Total
Holding & Subsidiary Management
Holding Companies Personnel
Company
Sale of Products
Procter & Gamble International 2013-2014 — 1 843 — 1 843
Procter & Gamble Bangladesh 2013-2014 — 504 — 504
Private Ltd.
Others 2013-2014 — 143 — 143
Procter & Gamble International 2012-2013 — 1 078 — 1 078
Procter & Gamble Bangladesh 2012-2013 — 358 — 358
Private Ltd.
Procter & Gamble International 2012-2013 — 317 — 317
Operations Pte. Ltd.
Others 2012-2013 — 77 — 77
54
Company
Sale of Assets/Spares
Procter & Gamble Home Products Ltd. 2013-2014 — 30 — 30
Procter & Gamble Nigeria Ltd. 2012-2013 — 7 — 7
Procter & Gamble Home Products 2012-2013 — 5 — 5
Limited
Recovery of expenses cross charged
Procter & Gamble Home Products Ltd. 2013-2014 — 4 599 — 4 599
Gillette India Ltd. 2013-2014 — 3 000 — 3 000
Others 2013-2014 185 592 — 777
Gillette India Ltd. 2012-2013 — 2 057 — 2 057
Others 2012-2013 61 356 — 417
Business Process Outsourcing income
The Procter & Gamble Company 2013-2014 110 — — 110
Procter & Gamble Europe SA 2013-2014 — 28 — 28
Singapore Br.
Procter & Gamble Europe SA 2012-2013 — 26 — 26
Singapore Br.
Reimbursement from related parties
for expenses shared
Gillette India Limited 2013-2014 — 749 — 749
Interest Income
Wella India Hair Cosmetics Pvt. Ltd. 2013-2014 — 622 — 622
Others 2013-2014 — — 6 6
Others 2012-2013 — — 5 5
Purchases of Goods
Others 2013-2014 — 3 008 — 3 008
Others 2012-2013 — 2 513 — 2 513
55
Company
Royalty
The Procter & Gamble Company 2013-2014 8 524 — — 8 524
The Procter & Gamble Company 2012-2013 7 102 — — 7 102
Purchase of Assets/Spares
The Procter & Gamble 2013-2014 — 6 609 — 6 609
Distributing LLC
Others 2013-2014 — 332 — 332
Fameccanica Data S.P.A. 2012-2013 — 391 — 391
The Procter & Gamble Distributing LLC 2012-2013 — 377 — 377
Procter & Gamble Kabushiki Kaisha 2012-2013 — 140 — 140
Others 2012-2013 — 181 — 181
Business Process Outsourcing
expenses
Procter & Gamble Europe SA 2013-2014 — 2 665 — 2 665
Singapore Br.
Operations SA-ROHQ
Procter & Gamble Europe SA 2012-2013 — 1 165 — 1 165
Singapore Br.
Operations SA-ROHQ
Expenses cross charged
Others 2013-2014 194 182 — 376
Gillette India Limited 2012-2013 — 2 225 — 2 225
Others 2012-2013 109 388 — 497
Computer expenses
Procter & Gamble US Business 2013-2014 — 237 — 237
Services Co.
Procter & Gamble US Business 2012-2013 — 164 — 164
Services Co.
Remuneration
Mr. S. Khosla 2013-2014 — — 694 694
Mr. S. Khosla 2012-2013 — — 730 730
56
Company
Loans
Loans Given
Procter & Gamble Home Products Ltd. 2013-2014 — 1 91 117 — 1 91 117
Wella India Hair Cosmetics Pvt. Ltd. 2013-2014 — 31 122 — 31 122
Others 2013-2014 — — 22 22
Loans Realised
Others 2013-2014 — — 7 7
Others 2012-2013 — — 5 5
Dividend Remitted/Paid
Procter & Gamble Asia Holding BV 2013-2014 5 305 — — 5 305
Others 2013-2014 — 427 —¥ 427
Procter & Gamble Asia Holding BV 2012-2013 4 775 — — 4 775
Others 2012-2013 — 384 —¢ 384
¥ ` 1 675 / ¢ ` 1 508
(d) Outstanding
Nature of balance As at Holding & Fellow Key Total
Ultimate Subsidiary Management
Company
Trade Payables
Procter & Gamble Home Products Ltd 30-Jun-14 — 2 104 — 2 104
The Procter & Gamble Company 30-Jun-14 1 807 — — 1 807
Procter & Gamble Europe SA 30-Jun-14 1 594 — 1 594
Singapore Br.
Others 30-Jun-14 — 1 676 — 1 676
Procter & Gamble Home Products Ltd. 30-Jun-13 — 2 945 — 2 945
The Procter & Gamble Distributing 30-Jun-13 — 1 688 — 1 688
LLC
The Procter & Gamble Company 30-Jun-13 1 655 — — 1 655
Others 30-Jun-13 — 2 593 — 2 593
57
Nature of balance As at Holding & Fellow Key Total
Ultimate Subsidiary Management
Company
Trade Receivables
Procter & Gamble Bangladesh 30-Jun-14 — 115 — 115
Private Ltd.
Procter & Gamble International 30-Jun-14 — 88 — 88

Others 30-Jun-14 — 47 — 47


Operations Pte. Ltd.
Other Current Assets

Gillette India Limited 30-Jun-14 — 1 088 — 1 088
Others 30-Jun-14 65 252 — 317
Gillette India Limited 30-Jun-13 — 798 — 798
Others 30-Jun-13 20 125 — 145
Interest income accrued

Procter & Gamble Home Products Ltd. 30-Jun-14 — 462 — 462
Wella India Hair Cosmetics Pvt. Ltd. 30-Jun-14 — 158 — 158
Procter & Gamble Home Products Ltd. 30-Jun-13 — 526 — 526
Others 30-Jun-13 — 6 — 6
Loans
Wella India Hair Cosmetics Pvt. Ltd. 30-Jun-14 — 9 600 — 9 600
Others 30-Jun-14 — — 52 52
Others 30-Jun-13 — 1 600 38 1 638
58
39. The Company operates in a single segment i.e. Manufacturing, Trading and Marketing of Health and Hygiene Products.
40. Earnings per share (EPS)
For the For the
June 30, 2014 June 30, 2013
Calculation of Basic and diluted earnings per share (`)
Profit after Tax for the year (` in Lakhs) 30 202 20 322
Weighted average number of equity shares outstanding
for Basic / Diluted EPS (Nos.) 3 24 60 736 3 24 60 736
Nominal value of equity per share (`) 10 10
Basic / Diluted Earnings per share (`) 93.04 62.61
41. Previous year’s figures have been regrouped / reclassified wherever necessary to correspond with the current year’s
classification / disclosure.
For and on behalf of Board of Directors
R. A. Shah S. Khosla
P. Bishnoi K. Natrajan
Mumbai
August 12, 2014
59
TEN YEAR FINANCIAL HIGHLIGHTS
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014
YEAR END FINANCIAL POSITION ( ` Crores)
Gross Fixed Assets 178.8 127.0 163.6 203.1 221.8 243.0 312.9 345.9 377.5 428.1
Net Fixed Assets 79.1 65.4 94.0 123.1 132.3 130.3 190.4 198.4 214.9 239.5
Net Worth 225.7 272.7 291.2 346.6 440.0 534.6 600.6 786.6 805.3 1002.9
SUMMARY OF OPERATIONS ( ` Crores)
Gross Sales 738.1 596.8 553.0 652.6 773.0 913.5 1037.0 1310.1 1696.7 2063.6
Profit before Tax 177.8 193.3 145.5 180.6 231.7 233.6 178.7 223.0 286.2 460.3
Profit after Tax 124.6 139.5 89.8 131.4 178.8 179.8 150.9 182.9 203.2 302.0
Dividend 129.8 81.2 64.9 64.9 73.0 73.0 73.0 73.0 81.2 89.3
PER SHARE DATA
EPS ( ` ) 38.39 42.98 27.67 40.48 55.10 55.38 46.48 57.30 62.61 93.04
Dividend (%) 400++ 250 200 200 225 225 225 225 250 275
NUMBER OF SHARES
Shares (Lakhs) 324.61 324.61 324.61 324.61 324.61 324.61 324.61 324.61 324.61 324.61
NUMBER OF EMPLOYEES
Employees 368 251 273 250 282 324 370 435 408 406
++ Includes a special dividend of 200% amounting to ` 64.92 crores
60
CONTENTS
BOARD OF DIRECTORS
Mr. R. A. Shah Chairman’s Letter................................................. 1
Chairman
Report of the Directors......................................... 2
Mr. Shantanu Khosla
Managing Director Management Discussion & Analysis...................... 9
Mr. B. S. Mehta Corporate Governance........................................ 12 Consumers

Mr. A. K. Gupta
Auditors’ Report.................................................. 24
Mr. Pramod Agarwal
Ms. Sonali Dhawan Balance Sheet ..................................................... 28
Mr. Shailyamanyu Singh P&G Values
.......................... Statement of Profit & Loss.................................... 29
Integrity
Ms. Preeti Bishnoi Cash Flow Statement........................................... 30 Leadership
Company Secretary
Notes forming part of the Financial Statements..... 32 Ownership
Passion for Winning
Trust
P&G P&G
Brands People
P&G Brands and P&G People are the

foundation of P&G’s success.
P&G People bring the values to life

as we focus on improving the lives
of the world’s consumers.
(CIN: L24239MH1964PLC012971)
Registered Office:
P&G Plaza, Cardinal Gracias Road, Chakala, Andheri (E), Mumbai - 400 099
Tel: (91-22) 2826 6000; Fax: (91-22) 2826 7303
Website: www.pg.com/en_IN
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2014 PDF

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(CIN: L24239MH1964PLC012971)

Mr. B. S. Mehta Corporate Governance........................................ 12 Consumers

P&G Brands and P&G People are the

P&G People bring the values to life

REPORT OF THE DIRECTORS

Your Directors have the pleasure of presenting Feminine Hygiene Business

Health Care Business Following the successful integration of Old Spice

Over the past decade, P&G’s sustainability mantra

At P&G, sustainability inspires and guides MANAGEMENT & PERSONNEL

under Section 160 of the Companies Act, COST AUDITORS

ANNEXURE TO THE REPORT OF DIRECTORS

MANAGEMENT DISCUSSION AND ANALYSIS

(b) Number of Board meetings (d) 

Mr. R. A. Shah None — — 10,00,000 1,23,600 11,23,600 11,406@

Mr. S. Khosla None 6,93,85,743$ — — — — 67

Mr. B. S. Mehta None — — 10,00,000 1,23,600 11,23,600 3,799

Mr. A. K. Gupta None — — 10,00,000 1,23,600 11,23,600 —

Mr. P. Agarwal None — — — — — —

Mr. A. Vyas# None —$$ — — — — —

Mr. S. Singh* None —$$$ — — — — —

Ms. S. Dhawan§ None —$$$$ — — — — 30

NOTE : No sitting fee is paid to any Director.

Statutory Compliance Calls made to the Helpline are reported to the

General Meetings The ‘Wordwide Business Conduct Helpline’ is accessible to

Whistle Blower Policy Code of Conduct

October – 2013 2,858.90 2,611.00 2,869.95 2,600.00

March – 2014 3,224.00 3,010.00 3,220.00 3,010.20

V. Listing of Equity Shares on Stock Exchange

VI. Stock Code

BSE Limited, Mumbai - Code : 500459

National Stock Exchange of India Ltd - Code : PGHH

The dematerialization ISIN Code is INE 179A01014

Distribution of shareholding by ownership as

XIV. Unclaimed/Unpaid Dividends XV. Plant Locations

For Procter & Gamble Hygiene

Auditors’ Certificate on Compliance of conditions of Corporate Governance under Clause 49 of the

Procter & Gamble Hygiene and Health Care Limited

For DELOITTE HASKINS & SELLS LLP

INDEPENDENT AUDITORS’ REPORT

To the Members of on the auditor’s judgment, including the assessment

ANNEXURE TO THE INDEPENDENT AUDITOR’S REPORT

b. There were no undisputed amounts payable in (x) 

*generally, the year refers to the period April to March.

Balance Sheet as at June 30, 2014

Note As at June 30, 2014 As at June 30, 2013

In terms of our report attached

For the year ended For the year ended

Profit before Tax 46 032 28 620

The accompanying notes 1 to 41 are an integral part of the Financial Statements.

In terms of our report attached

For the year ended For the year ended

B. Cash Flow from Investing Activities

For the year ended For the year ended

Cash and Cash Equivalents as above 26 640 16 131

Cash and Bank Balances (Refer Note 16) 26 908 16 603

The accompanying notes 1 to 41 are an integral part of the Financial Statements.

In terms of our report attached

Notes forming part of the financial statements

2. SIGNIFICANT ACCOUNTING POLICIES

(b) Number of Board meetings (d)

BSE Limited, Mumbai - Code : 500459

Distribution of shareholding by ownership as

b. There were no undisputed amounts payable in (x)

21. (a) Cost of Raw and Packing Material Consumed

nfunded Scheme - Post Retirement

nfunded Scheme - Leave Benefits