5 January 2015
GODREJ CONSUMER PRODUCTS FY14
The analysis of Godrej Consumer Products’ (GCPL) latest annual
report highlights higher free cash flows in FY14, backed by
improvement in working capital and lower capex. Further, GCPL has
cumulatively adjusted INR1.2b (11.7% of FY14 PBT) directly against
reserves. Excise and VAT receivables, forming part of loans and
advances, appear high at INR1.5b (5% of FY14 net worth) when
compared with peers due to slower receipt of refund of statutory
receivables by manufacturing units located in north-eastern states.
Free cash flows improved due to lower working capital
requirement and capex:
Consolidated operating cash flows grew
from INR8.2b in FY13 to INR11.3b in FY14 due to higher EBITDA
and lower working capital requirement. Working capital
requirement was lower, as cash conversion cycle improved from
35 days in FY13 to 27 days in FY14. Further, capex of INR6.5b
(FY13: INR9.5b) resulted in positive free cash flows.
Cumulative expenses of INR1.2b (11.7% of FY14 PBT) adjusted
through reserves:
In FY14, GCPL cumulatively adjusted revenue
expenses of INR1.2b (11.7% of PBT) directly through reserves on
account of the following:
1) In accordance with the scheme of amalgamation, trademarks
and brands for
HIT
and
Good Knight
are being amortized
over 20 years through reserves, with annual amortization of
INR527.5m (5.1% of PBT). Under IFRS, these brands are not
amortized and are merely tested for impairment.
2) Premium on redemption of debentures of INR245m (2.4% of
PBT) has been adjusted as permitted by the Companies Act.
3) On merger of wholly-owned subsidiaries, an amount of
INR434.5m (4.2% of PBT) was adjusted through reserves on
consolidation of financial statements.
Loans to ESOP trust w/off earlier; now recognized on recovery
of loan:
During 1HFY15, GCPL recovered loans to ESOP Trust of
INR252.5m (4.8% of 1HFY15 PBT), which was earlier written-off
through reserves in FY11, in accordance with the scheme of
amalgamation. This was now recognized through P&L in 1HFY15.
Excise and VAT receivables higher than peers:
GCPL’s excise and
VAT receivables were INR1.5b (FY13: INR1.2b), 5% of FY14 net
worth (FY13: 4.7%). The receivables are high when compared to
peers due to delay in receipt of refund of excise duties from units
located in north-eastern states.
A
NNUAL
R
EPORT
T
HREADBARE
The
ART
of annual report analysis
Cumulative expenses of
INR1.2b (11.7% of FY14
PBT) adjusted through
reserves
Loans to ESOP trust w/off
earlier; now recognized
on recovery of loan
Excise and VAT receivables higher than
peers
Stock Info
Bloomberg
CMP (INR)
Equity Shares (m)
52-Week Range (INR)
M.Cap. (INR b)/(USD b)
1,6,12 Rel. Perf. (%)
GCPL IN
968
340.3
1,118/672
327.0/5.2
-1/12/16
2016E
100.3
17.1
11.8
34.7
30.5
157.8
22.0
25.1
28.9
27.9
6.1
2017E
116.5
20.2
14.0
41.2
19.0
188.5
21.9
25.8
24.2
23.5
5.1
Financial summary (INR b)
Y/E Mar
Sales
EBITDA
Adj. PAT
Adj. EPS (INR)
EPS Gr. (%)
BV/Sh.(INR)
RoE (%)
RoCE (%)
Payout (%)
P/E (x)
P/BV (x)
E: MOSL Estimates
As on
Promoter
DII
FII
Others
2015E
85.3
13.4
9.0
26.6
22.6
133.5
19.9
22.1
37.7
36.4
7.3
Shareholding pattern (%)
Sep-14
63.3
1.8
29.0
5.9
Jun-14
63.3
1.8
28.5
6.5
Sep-13Rs
63.3
1.2
28.7
6.8
Note: FII Includes depository receipts
Auditor’s name
Kalyaniwalla & Mistry, Chartered Accountants
ART will present a threadbare portrait of annual reports - statistical, strategic and structured. We believe ART's wide canvas - from accounting and auditing issues to
operating performance to management insights to governance matters - will help readers paint a clearer picture of the stock's investment worthiness.
Ashish Gupta
(Ashish.Gupta@MotilalOswal.com); +91 22 3982 5544
Piyush Chaplot
(Piyush.Chaplot@MotilalOswal.com); +91 22 3312 4975
Investors are advised to refer through disclosures made at the end of the Research Report.

ART|
Godrej Consumer Products FY14
ART #1
Redemption premium on
NCDs (finance cost) of
INR129m in 1HFY15 (2.5%
of PBT) adjusted directly
against reserves
ACCOUNTING/AUDITING OBSERVATIONS
Redemption premium of INR245m on NCDs adjusted through reserves
GCPL has a policy of adjusting the premium on redemption of debentures
directly through reserves (Securities Premium), as permitted under the
Companies Act, 1956.
In FY14, it adjusted premium of INR245m (2.4% of PBT) on redemption of
debentures (FY13: INR248m) through securities premium instead of routing this
through the P&L account.
Exhibit 1: Premium on redemption of debentures routed through reserves instead
of P&L (INR m)
Premium on redemption of debenture
3.5%
231
272
248
245
% of PBT
2.8%
2.4%
2.4%
129
2.5%
FY11
FY12
FY13
FY14
1HFY15
Source: Company Annual Report, MOSL
Amortization of HIT and Goodnight trademark/brands through reserves
Amortization of INR265m
(5% of 1HFY15 PBT) routed
through reserves every year
for amortization of
Good
Knight
and
HIT
brand
Trademarks and brands for
HIT
and
Good Knight,
acquired under a scheme of
amalgamation with GHPL, are being amortized over 20 years directly through
reserves. GCPL amortizes INR527.5m (5.1% of FY14 PBT) directly through
general reserves every year instead of P&L, in accordance with the High Court
scheme approval.
Under IFRS, these brands are not amortized and are merely tested for
impairment. The Finance Minister in his Budget speech for 2014 had announced
that IFRS will be mandatory for Indian companies from FY17.
GCPL amortizes its other trademarks/brands over a period of 10 years through
the P&L, except
Kinky
and
Soft & Gentle,
which are amortized over a period of
20 years.
Exhibit 2: Amortization of trademarks/brands for HIT and Good Knight through reserves
continued (INR m)
Trademark and brand amortisation
13.8%
% of PBT
5.4%
902
FY11
528
FY12
5.1%
528
FY13
5.1%
5.0%
528
FY14
265
1HFY15
Source: Company Annual Report, MOSL
5 January 2015
2

ART
|
Godrej Consumer Products FY14
Adjustments of ~4% of PBT on amalgamation of wholly-owned subsidiaries
charged through reserves
Forex revaluation loss of
subsidiaries of INR434.5m
(4.2% of FY14 PBT) adjusted
against reserves on merger
of subsidiaries
During FY14, pursuant to a scheme of amalgamation, Godrej Indonesia
Netherlands Holding BV (GINH) was merged with Godrej Consumer Holding
(Netherlands) BV (GCHN) from September 30, 2013.
In accordance with the scheme, aggregate of forex revaluation losses of
subsidiaries of GCHN and cost and expenses of amalgamation of USD7.8m
(INR395.3m; 3.8% of FY14 PBT) were adjusted through reserves on consolidation
of financial statements.
In another scheme of amalgamation, Godrej Hygiene Products (GPH) was
merged with the company from September 7, 2013. The appointed date of
merger was April 1, 2013. The merger resulted in INR39.2m (0.4% of PBT) being
adjusted through general reserves (including amalgamation expense of
INR3.7m).
Exhibit 3: Adjustment of 11.7% of PBT through reserves primarily due to amalgamation
schemes
Particulars
INR m
Amortization of HIT and Good Knight brands
527.5
Premium on redemption of debentures
245.0
Adj on amalgamation of wholly-owned subsidiaries through reserves
434.5
Total
1,207.0
Adj as % of PBT (%)
11.7
Source: Company Annual Report, MOSL
Exhibit 4: Revenue expenses adjusted through reserves every year (INR m)
Particulars
Opening net worth
Add: Profit for the year
Less: Dividend (including tax)
Add/(Less): Adjustments
Preferential allotment of shares
Premium on redemption of debentures
Trademarks and brands amortization pursuant to scheme
of amalgamation of GHPL
Adjustments pursuant to schemes of amalgamation of
wholly-owned subsidiaries
Foreign currency impact on translation of foreign
subsidiaries
Other adjustments
Closing net worth
FY12
17,252
7,267
-1,820
6,850
-272
-528
-378
-225
FY13
28,040
7,961
-1,983
-
-248
-528
-
-207
FY14
33,130
7,597
-2,091
-
-245
-528
-435
245
-105
96
79
28,040
33,130
37,754
Source: Company Annual Report, MOSL
5 January 2015
3

ART
|
Godrej Consumer Products FY14
Loans to ESOP trust w/off earlier through reserves; now recognized in P&L
on recovery of loan
Recovery of previously
written-off loan to ESOP
Trust of INR253m
recognized as income in
P&L in FY15. However
earlier this was adjusted
through reserves
GCPL operates two ESOP schemes – one for GCPL employees (named GCPL ESOP
Plan) and other for employees of erstwhile Godrej Household Products (GHPL)
(named Godrej SaraLee ESOP Plan wherein Godrej Industries shares are issued).
Further, the company had also launched the Employees Stock Grant Scheme
(ESGS) in 2011, wherein exercise price of shares is fixed at INR1 (face value).
Under the first two ESOP schemes, the company gave loans to ESOP trust for
purchase of shares from the secondary market. The loan was repaid on exercise
of options by the employees along with interest at a rate not less than the
prevailing bank rate.
During FY11, on account of non-recovery of loan to ESOP trust on Godrej
SaraLee ESOP Plan, the company had written-off INR295.5m through reserves in
accordance with the scheme of amalgamation.
During FY15, the company altered the Godrej SaraLee ESOP Plan by issuing
shares of GCPL instead of GIL. Accordingly, the company recovered INR253m in
1HFY15 (4.8% of 1HFY15 PBT) from the ESOP Trust on exercise of shares by the
employees. This receipt has been recognized as other income through P&L in
1HFY15.
Exhibit 5: One-time income of INR253m recognized in P&L on recovery of past written-off
loan to ESOP Trust (INR m)
Particulars
Opening balance of loan to GCPL ESOP Trust
Opening balance of loan to Godrej Saralee
(GIL) ESOP Trust
Additional loan / (repayments)
Interest accrued
Merger w/off through reserves
Closing balance of loan to ESOP Trust
Income booked on recovery of loan
FY11
638
594
-51
157
-296
1,042
-
FY12
1,042
0
FY13
875
0
FY14
503
0
1HFY15
0
0
-292
-426
-508
-253
125
54
5
0
0
0
0
875
503
0
0
-
-
24
253
Source: Company Annual Report, MOSL
Consolidated tax rate higher in FY14; lower tax rate in FY13 due to tax
benefit on sale of Indonesian food business
GCPL’s consolidated tax
rate increased to 20% in
FY14 from 17% in FY13;
which is likely to be the
normative tax rate
GCPL’s consolidated tax rate increased from 17% in FY13 to 20% in FY14. The
increase in tax rate was both at the standalone and subsidiaries level. While
standalone tax rate increased to 21% in FY14 from 19% in FY13, subsidiaries’
(derived) tax rate jumped to 20% in FY14 from 15% in FY13.
Indovest Capital, a subsidiary incorporated in Labuan, Malaysia owns the
trademarks for brands sold in Indonesia. GCPL’s Indonesian subsidiaries are
subject to a tax rate of 30%, while Indovest is a tax-free entity. Indonesian
subsidiaries pay royalty @ ~2% of turnover to Indovest Capital, resulting in tax
savings to the extent of royalty payment.
In January 2013, GCPL had sold its non-core food business (Simba) in Indonesia
with the associated brands for USD35m. The subsidiaries (derived) tax rate was
lower in FY13 due to 0% tax on sale of food (Simba) business since the brands
were domiciled in Indovest Capital.
5 January 2015
4

ART
|
Godrej Consumer Products FY14
Exhibit 6: Subsidiaries (derived) FY13 tax rate was lower due to 0% tax on sale of food (Simba) business;
normative tax rate in FY14 (INR m)
Particulars
Profit before tax (A)
Tax expense (B)
- Current tax
- Deferred tax (net)
Effective tax rate (B/A)
FY13
6,330
1,220
1,283
-63
19%
Standalone
FY14
7,130
1,482
1,511
-30
21%
1HFY15
3,714
768
NA
NA
21%
Subsidiaries (derived)
FY13
FY14
1HFY15
3,917
3,167
1,544
572
622
393
636
656
NA
-64
-34
NA
15%
20%
25%
Consolidated
FY13
FY14
1HFY15
10,246
10,297
5,258
1,792
2,104
1,161
1,919
2,167
NA
-127
-63
NA
17%
20%
22%
Source: Company Annual Report, MOSL
Exhibit 7: Royalty higher in FY13 due to sale of brand of Indonesian food business
Royalty (INR m)
Royalty as % of Indonesia turnover (%)
7.5
1.7
193
FY11
1.8
304
FY12
1,691
FY13
1.3
330
FY14
Source: Company Annual Report, MOSL
5 January 2015
5

ART
|
Godrej Consumer Products FY14
ART #2
KEY FINANCIAL INSIGHTS
Positive free cash flows driven by lower working capital and capex
Cash conversion cycle
improved due to higher
payables and lower
inventory days
Operating cash flows increased from INR8.2b in FY13 to INR11.3b in FY14, led by
higher EBITDA and lower working capital requirement at both standalone and
subsidiaries level.
Lower working capital was driven by consolidated cash conversion cycle (CCC)
improving to 27 days in FY14 from 35 days in FY13. Standalone CCC improved to
(29) days in FY14 [FY13: (14)]. Even subsidiaries’ CCC reduced marginally to 94
days from 101 days in FY13.
Free cash flows also saw a huge jump from negative INR2.2b in FY13 to INR3.7b
in FY14, driven by capex and investment in subsidiaries of INR6.5b in FY14.
Exhibit 8: Improved cash flow led by lower working capital and higher EBITDA (INR m)
Particulars
EBITDA (Operations)
Add/less: Non-cash adjustments
Less: Direct taxes paid
Operating profit before w/cap changes
Inventories
Trade receivables
Loans and advances
Other current assets
Current liabilities and provisions
Cash generated from operations
before exceptional items
Add/(less): exceptional items
Cash generated from operations
Less: Financial cost
Cash flow from operations post
interest
Less: Capex
Less: Investment in subsidiaries
Free cash flow post interest
Standalone
FY12
FY13
FY14
5,543
6,301
7,470
295
74
135
-1,524
-1,312
-1,480
4,314
5,062
6,125
-1,267
-1,067
450
68
-275
-238
-808
23
-309
-3
6
-51
2,763
1,976
1,652
5,066
1,810
6,876
136
7,012
-365
-8,705
-2,059
5,725
0
5,725
-110
5,615
-1,609
-2,559
1,447
7,630
0
7,630
-461
7,170
-718
-6,348
103
Subsidiaries (derived)
FY12
FY13
FY14
3,107
3,523
4,033
-68
60
274
-576
-755
-898
2,463
2,828
3,410
-2,178
-1,565
-801
-1,004
-1,902
367
408
-621
156
-3
13
11
4,265
2,843
455
3,952
192
4,144
-558
3,586
-1,200
2,914
5,300
1,596
880
2,476
-733
1,743
-1,027
-4,352
-3,635
3,597
59
3,656
-672
2,984
FY12
8,650
227
-2,101
6,777
-3,445
-937
-400
-6
7,028
9,018
2,002
11,020
-422
10,598
Consolidated
FY13
9,824
133
-2,066
7,891
-2,632
-2,177
-598
19
4,818
7,321
880
8,202
-843
7,358
FY14
11,503
409
-2,378
9,535
-350
129
-153
-40
2,107
11,227
59
11,286
-1,132
10,154
-611
-1,565
-2,636
-1,329
1,182
-5,791
-6,911
-5,166
3,555
3,241
-2,188
3,659
Source: Company Annual Report, MOSL
Exhibit 9: Improved cash conversion cycle led by negative working capital in standalone
entity (days)
Particulars
Standalone
Inventory days
Receivable days
Payable days
Subsidiaries
Inventory days
Receivable days
Payable days
Consolidated
Inventory days
Receivable days
Payable days
FY12
FY13
FY14
7
-14
-29
91
104
97
12
11
12
96
129
138
99
101
94
105
125
124
64
64
61
70
88
91
41
35
27
96
113
109
32
34
35
87
112
117
Source: Company Annual Report, MOSL
5 January 2015
6

ART
|
Godrej Consumer Products FY14
Excise and VAT receivables higher than peers due to slower receipt of tax
refunds from government
Excise and VAT receivable
stood at 5% of FY14 net
worth; results in additional
working capital
requirement when
compared to peers
Excise and VAT receivables (at standalone level) increased from INR1.3b in FY13
to INR1.5b in FY14; 5% of FY14 net worth (FY13: 4.7%).
GCPL has some of its tax benefit units located in the North East region, unlike
peers that have such units mainly in the North.
GCPL’s excise and VAT receivables are higher than peers due to slower receipt of
refunds receivable by manufacturing units located in north-eastern states.
Exhibit 10: Excise and VAT receivables stood at 5% of net worth (INR m)
Long term receivables
Short term receivables
4.7%
4.4%
536
382
292
FY11
3.3%
314
772
512
FY12
FY13
FY14
771
% of net worth
5.0%
746
Source: Company Annual Report, MOSL
Exhibit 11: Excise and VAT receivables higher for GCPL when compared with peers (INR m)
Particulars
Long term receivables
Short term receivables
Excise & VAT receivables
% of revenue
% of net worth
Dabur
0
391
391
0.9%
2.5%
FY13
FY14
Marico
Jyothy Labs
GCPL
Dabur
Marico
Jyothy Labs
GCPL
151
0
772
0
140
0
771
69
135
536
381
53
183
746
219
135
1,308
381
193
183
1,516
0.6%
1.3%
3.7%
0.8%
0.5%
1.5%
3.7%
1.1%
1.9%
4.7%
2.0%
1.0%
2.1%
5.0%
Source: Company Annual Report; Dabur, Marico and Jyothy Labs annual reports; MOSL
Investment in Indonesia and African subsidiaries increases
Investment in subsidiaries
increased on account of
additional acquisition of
Darling group in Nigeria,
South Africa and
Mozambique
Investment in subsidiaries increased from INR14.5b in FY13 (44% of FY13 net
worth) to INR20.6b in FY14 (55% of FY14 net worth).
The increase is primarily led by investment in Godrej Consumer Products
Holding (Mauritius) (GCPHM) increasing from INR6b in FY13 to INR9.9b in FY14.
The Indonesian subsidiaries are domiciled in GCPHM. Further, investment in
Godrej Mauritius Africa Holdings (GMAH) increased from INR1.3b in FY13 to
INR3.1b in FY14. The African subsidiaries are domiciled in GMAH.
Investment in Indonesian subsidiaries is done for repayment of loan funds due
and balance investments pertain to purchase of 49% stake in the Nigeria
business of Darling Group and 4.63% stake in South Africa and Mozambique
business of Darling Group.
5 January 2015
7

ART
|
Godrej Consumer Products FY14
Exhibit 12: Investment in subsidiaries continues in FY14 (INR b)
Particulars
Godrej Consumer Products Holding (Mauritius)
Godrej Consumer Products Mauritius
Godrej Mauritius Africa Holdings
Others
Godrej Netherlands B.V.
Godrej Hygiene Products
Total investments
% to net worth
FY11
0.2
1.7
0.0
0.7
0.5
0.2
3.2
18.7%
FY12
FY13
FY14
4.4
6.0
9.9
5.5
5.5
5.7
0.6
1.3
3.1
0.7
0.7
1.3
0.5
0.8
0.8
0.2
0.2
0.0
11.9
14.5
20.7
42.6%
43.8%
54.7%
Source: Company Annual Report, MOSL
Bill discounting charges jumped by 1.5x to INR436m in FY14
Bill discounting charges
significantly increased to
INR436m in FY14 from
INR171m in FY13
Bill discounting charges increased from INR171m in FY13 to INR435.8m in FY14,
with a bulk of these expenses forming part of the domestic business. These
charges arise on debtors discounting and invoice discounting and form part of
the finance cost of the company.
Standalone debtors (net) stood at INR1,393m in FY14, with just 12 days of
receivables. The discounting of debtors is without recourse to the company.
Exhibit 13: Bill discounting charges jumped by 1.5x (INR m)
Particulars
Standalone
Subsidiaries (derived)
Consolidated
Debtors (standalone)
FY12
120
0
120
943
FY13
FY14
138
380
33
56
171
436
1,221
1,393
Source: Company Annual Report, MOSL
Employee cost continues to rise on account of higher overseas operations
Employee cost increased to
9.9% of revenue in FY14
from 9.2% in FY13 on
account of increased
overseas operation
Employee cost increased from INR5.9b in FY13 to INR7.5b in FY14 mainly on
account of higher cost in subsidiaries.
As a percentage of sales, employee cost increased from 9.2% in FY13 to 9.9% in
FY14.
Subsidiaries’ employee cost jumped from INR4.3b in FY13 to INR5.5b in FY14.
Exhibit 14: Subsidiaries’ employee cost continues to rise
Subsidiary's employee cost (INR b)
Employee cost as a % to revenue
Standalone employee cost (INR b)
9.9%
9.2%
7.7%
1.3
1.5
FY11
8.1%
1.6
2.4
FY12
1.7
4.3
2.0
5.5
FY13
FY14
Source: Company Annual Report, MOSL
5 January 2015
8

ART
|
Godrej Consumer Products FY14
Exhibit 15: Subsidiaries’ employee cost contribution increases to 73% in the
overall employee cost
Standalone employee cost mix (%)
Subsidiaries employee cost mix (%)
53.1
60.0
72.0
73.2
46.9
40.0
28.0
FY13
26.8
FY14
FY11
FY12
Source: Company Annual Report, MOSL
D/E marginally lower due to debt repayment; borrowing cost at 4.7%
GCPL’s total loan funds marginally reduced to INR23.7b in FY14 from INR24.5b in
FY13, with D/E declining to 0.63x from 0.74x.
GCPL has long-term borrowings of INR6.7b (FY14: INR5.1b), which are due for
repayment/to be refinanced in FY15.
Borrowing cost marginally increased to 4.7% in FY14 from 3.8% in FY13 due to
bill discounting charges increasing from INR171m in FY13 to INR436m in FY14.
Total finance cost (including bill discounting charges) increased to INR1,138m in
FY14 from INR820m in FY13.
Exhibit 16: Debt-to-equity comfortable at 0.6x in FY14 (INR m)
Particulars
Long term borrowings
- Secured
- Unsecured
Short term borrowings
Current maturities of long term borrowings
Total loan fund
Net worth
D/E (x)
FY11
10,670
2,749
1,267
5,320
20,006
17,252
1.16
FY12
FY13
FY14
7,038
4,106
0
8,242
14,556
15,903
359
824
1,115
3,129
5,078
6,711
18,768
24,564
23,729
28,040
33,130
37,754
0.67
0.74
0.63
Source: Company Annual Report, MOSL
Exhibit 17: Borrowing cost at 4.7% in FY14 (INR m)
Particulars
Interest on borrowings
Other borrowing costs
Bill discounting charges
Borrowing cost capitalized
Total finance cost
% of borrowing
FY11
274
163
0
0
436
3.7%
FY12
FY13
FY14
521
604
638
17
0
0
120
171
436
0
46
64
658
820
1,138
3.4%
3.8%
4.7%
Source: Company Annual Report, MOSL
5 January 2015
9

ART
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Godrej Consumer Products FY14
Other financial highlights
GCPL has used funds of INR1.2b in FY14 raised on short term basis (primarily
from trade credit) for long term investment (non-current assets) as the company
operates on negative working capital.
Loss on foreign currency transactions and translation for FY14 is INR267.8m
(FY13: INR328m); 2.6% of FY14 PBT (FY13: 3.2%).
Exhibit 18: Hedged exposure jumped in FY14 (USD m)
Particulars
Forward Contract
Currency
USD
FY13
FY14
0.8
17
Source: Company Annual Report, MOSL
Exhibit 19: Unhedged foreign currency exposure dips significantly during FY14 (INR m)
Nature of outgo
Payables
Payables
Loan and interest payable
Receivables
Receivables
Cash and cash equivalents
Cash and cash equivalents
Net unhedged payables
Currency
USD
EUR, SGD, JPY, GBP
USD
USD
ZAR, GBP, EUR
USD
EUR, ZAR
FY13
FY14
3,937
3,272
37
65
1,345
0
(1,060)
(891)
(161)
(178)
(496)
(1,429)
(61)
(25)
3,541
814
Source: Company Annual Report, MOSL
Exhibit 20: Increase in intangible assets driven by increased goodwill
on consolidation (INR b)
Particulars
Goodwill on consolidation
Other acquired intangible assets
Total intangible assets
FY11
15.4
11.8
27.2
FY12
FY13
FY14
21.5
29.1
35.5
11.5
10.9
10.5
33.0
39.9
46.0
Source: Company Annual Report, MOSL
Exhibit 21: Goodwill on consolidation increased to 94% of FY14 net worth
Goodwill on consolidation (INR b)
87.8%
76.5%
% of net worth
94.1%
89.3%
15.4
FY11
21.5
FY12
29.1
FY13
35.5
FY14
Source: Company Annual Report, MOSL
5 January 2015
10

ART
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Godrej Consumer Products FY14
ART #3
GOVERNANCE MATTERS
Most directors are regular in attending board meetings
The company is regularly calling its board meetings as per the prescribed laws.
During FY14, it held five board meetings.
All directors have attended at least 50% of the meetings (at least three meetings
for FY14), except Ms Ireena Vittal and Prof Bala Balchandran, who attended two
meetings during FY14.
Exhibit 22:
Most directors attended Board meetings regularly
FY11
FY12
FY13
Particulars
Position
FY14
Mr. Adi Godrej
Chairman
6
4
5
5
Mr. Jamshyd Godrej
NE
4
1
5
4
Mr. Nadir Godrej
NE
6
4
4
5
Ms. Tanya Dubash
NE
NA
3
4
5
Ms. Nisaba Godrej
ED
NA
4
5
5
Mr. A. Mahendran
NE
6
4
5
4
Mr. Vivek Gambhir *
MD
NA
NA
NA
5
Ms. Ireena Vittal *
NEI
NA
NA
NA
2
Mr. Narendra Ambwani
NEI
NA
4
5
5
Prof. Bala Balachandran
NEI
3(2)
3
3
2
Mr. Bharat Doshi
NEI
5
3
4
4
Dr. Omkar Goswami
NEI
4(2)
4
4
3
Mr. Aman Mehta
NEI
4(2)
4
4
4
Mr. D. Shivakumar
NEI
4(1)
3
3
4
Meetings held
6
4
5
5
Note: * Directors have been appointed on April 30, 2013 (first meeting in FY14); Source: Company
Annual Report, MOSL
Remuneration to key managerial personnel increased in FY14
Remuneration to key personnel increased to INR227m (2.2% of FY14 PBT) in
FY14 from INR124m in FY13 (1.2% of FY13 PBT).
Increase in remuneration is on account of additional remuneration to Ms Nisaba
Godrej (INR24m) and Mr Vivek Gambhir (INR67m).
Exhibit 23: Remuneration to key personnel increased to 2.2% of PBT
Particulars
Mr. Adi Godrej
Mr. Hoshedar Press
Mr. Dalip Sehgal
Ms. Nisaba Godrej
Mr. Vivek Gambhir
Mr. A Mahendran
Total
% of PBT
FY11
32
18.4
7.6
0
0
48
106
1.6%
FY12
FY13
FY14
74
68
95
NA
NA
NA
NA
NA
NA
24
0
0
67
0
0
40
63
56
137
124
227
1.4%
1.2%
2.2%
Source: Company Annual Report , MOSL
5 January 2015
11

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Analyst ownership of the stock
GODREJ CONSUMER
No
ART
|
Godrej Consumer Products FY14
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