HINDUSTAN UNILEVER LTD.

Hindustan Unilever Limited was incorporated on October 20, 1933 as 'Lever Brothers India Limited'. In 1956, Hindustan Vanaspati Manufacturing Company Limited and United Traders Limited merged with the Company and the name was changed from Lever Brothers Limited to Hindustan Lever Limited. In June 2007, the Company changed its name from Hindustan Lever Limited to Hindustan Unilever Limited. The Company is a subsidiary of the Anglo-Dutch company Unilever. Hindustan Unilever Limited (HUL) is India's largest Fast-Moving Consumer Goods company with its products touching the lives of nine out of ten households in the country. The Company is in the fast-moving consumer goods (FMCG) business comprising primarily into four business segments such as, home care, personal care, foods and refreshments. Soaps and detergents include soaps, detergent bars, detergent powders and scourers. Personal products include products in the categories of oral care, skin care (excluding soaps), hair care, talcum powder and color cosmetics. Beverages include tea and coffee. Foods include staples (atta, salt and bread) and culinary products (tomato-based products, fruit-based products and soups). Ice creams include ice creams and frozen desserts. Others include chemicals and water business. HUL's product portfolio includes leading household brands such as Lux, Lifebuoy, Surf Excel, Rin, Wheel, Fair & Lovely, Pond's, Vaseline, Lakme, Dove, Clinic Plus, Sunsilk, Pepsodent, Closeup, Axe, Brooke Bond, Bru, Knorr, Kissan, Kwality Wall's and Pureit. HUL is a subsidiary of Unilever, one of the world's leading suppliers of Food, Home Care, Personal Care and Refreshment products with sales in over 190 countries and an annual sales turnover of 52.7 billion in 2016. Company acquired Lipton in 1972, and in 1977 Lipton Tea (India) Ltd was incorporated. Brooke Bond joined the Unilever fold in 1984 through an international acquisition. Pond's (India) Ltd joined the Unilever fold through an international acquisition of Chesebrough Pond's USA in 1986. The liberalization of the Indian economy, started in 1991, clearly marked an inflexion in the company' s and the Group's growth curve. The removal of the regulatory framework allowed the company to explore every single product and opportunity segment, without any constraints on production capacity. Simultaneously, deregulation permitted alliances, acquisitions and mergers. The erstwhile Tata Oil Mills Company (TOMCO) merged with the company with effect from April 1, 1993. In the year 1996, the company and Lakme Ltd formed a 50:50 joint venture company namely, Lakme Unilever Ltd, to market Lakme's market-leading cosmetics and other appropriate products of both the companies. Subsequently in 1998, Lakme Ltd sold its brands to the company and divested its 50% stake in the joint venture to the company. In the year 1994, the company and US-based Kimberly Clark Corporation formed a 50:50 joint venture company namely, Kimberly-Clark Lever Ltd, which markets Huggies Diapers and Kotex Sanitary Pads. The company also set up a subsidiary in Nepal, Unilever Nepal Limited (UNL), and its factory represents the largest manufacturing investment in the Himalayan kingdom. In the year 1992, the erstwhile Brooke Bond acquired Kothari General Foods, with significant interests in Instant Coffee. In the year 1993, it acquired the Kissan business from the UB Group and the Dollops Icecream business from Cadbury India. As a measure of backward integration, Tea Estates and Doom Dooma, two plantation companies of Unilever, were merged with Brooke Bond. Then in the year 1994, Brooke Bond India and Lipton India merged to form Brooke Bond Lipton India Ltd (BBLIL), enabling greater focus and ensuring synergy in the traditional Beverages business. Finally, BBLIL merged with the company with effect from January 1, 1996. The internal restructuring culminated in the merger of Pond's (India) Limited (PIL) with HUL in 1998. The two companies had significant overlaps in Personal Products, Speciality Chemicals and Exports businesses, besides a common distribution system since 1993 for Personal Products. The two also had a common management pool and a technology base. In January 2000, the government decided to award 74 per cent equity in Modern Foods to the company, thereby beginning the divestment of government equity in public sector undertakings (PSU) to private sector partners. The company's entry into bread is a strategic extension of the company's wheat business. In 2002, the company acquired the government's remaining stake in Modern Foods. In the year 2002, the company made its foray into Ayurvedic health & beauty centre category with the Ayush product range and Ayush Therapy Centres. In the year 2003, the company acquired the Cooked Shrimp and Pasteurised Crabmeat business of the Amalgam Group of Companies, a leader in value added Marine Products exports. Also, the company launched Hindustan Unilever Network, Direct to home business. In the year 2004, the company launched 'Pureit' water purifier. In the year 2005, Lever India Exports Ltd, Lipton India Exports Ltd, Merry weather Food Products Ltd, Toc Disinfectants Ltd and International Fisheries Ltd were amalgamated with the company. In February 2006, Vasishti Detergents Ltd (VDL) merged with the company. In September 2006, Modern Foods Industries (India) Ltd and Modern Foods & Nutrition Industries Ltd was merged with itself. In October 2006, the company divested its 51% controlling stake in Unilever India Shared Services Ltd, now known as Capgemini Business Services (India) Limited (CGSL) to Cap Gemini SA. In March 2007, Sangam Direct, a non-store home delivery retail business, operated by Unilever India Exports Ltd (UIEL), a fully owned subsidiary was transferred to Wadhavan Foods Retail Pvt Ltd (WFRPL) on a slump sale business. Also, the company carried out demerger of its operational facilities in Shamnagar, Jamnagar and Janmam and formed three independent companies, namely Shamnagar Estates Pvt. Ltd, Jamnagar Properties Pvt Ltd and Hindustan Kwality Walls Foods Pvt Ltd. In the year 2008, the company announced its collaboration with the Indian Dental Association (IDA) in conjunction with World Dental Federation (FDI) through its Pepsodent, leading oral care brand to help improve the oral health and hygiene standards in India. In April 2008, the company demergered and transferred certain immoveable properties to Brooke Bond Real Estates Pvt Ltd. In January 2010, the company inaugurated the new corporate office of the company. In April 2010, the company approved the scheme of amalgamation of Bon Ltd, a wholly owned subsidiary of Hindustan Unilever Ltd., with the company. The appointed date for the abovementioned scheme was April 01, 2009 and the scheme shall be effective from April 28, 2010. Consequent to the amalgamation, Bon Ltd ceased to be a subsidiary of the company. During the year 2010-11, Kissan forayed into new market segment in three big categories. It launched Kissan Fruit & Soya, a delicious blend fruit juice and soya milk, which enjoys a differentiated proposition in this market. The brand also entered into the Indian (non-sweet) spreads market with the launch of Kissan Creamy Spread across key towns. In Bakery division, the company launched two new products, namely Chapi and Cream Rolls. During the year, the company divested 43.31% stake in Hindustan Field Services Pvt Ltd in favor of Smollan Group (the jv partner). Thus, Hindustan Field Services Pvt. Ltd. ceased to be a subsidiary company. Lakme Lever Pvt Ltd, a wholly owned subsidiary of HUL, expanded the network of Lakme Beauty Salons during the year with the opening of 11 company owned and managed salons, along with 18 franchisee salons. In December 2011, the company demerged the FMCG exports business including specific exports related manufacturing units of the company into its wholly owned subsidiary Unilever India Exports Ltd (UIEL). The scheme became effective from January 1, 2012. In 2012, the company enters into agreement with Unilever to market Brylcreem in India. During the year under review, the company and entities of Piramal Realty (Ajay Piramal Group) signed an agreement for assignment of HUL's leasehold rights of the land and building named Gulita situated at Worli Sea Face, Mumbai, for a transaction value of Rs. 452.5 Crore (Rupees Four Hundred and Fifty Two Crore and Fifty lakhs only). On 22 January 2013, the Board of Directors of HUL approved a proposal to sign a new agreement with its parent company Unilever for the provision of technology, trade mark license and other services effective 1 February 2013. The new agreement envisages that the existing royalty cost of 1.4% of turnover payable by HUL to Unilever will increase, in a phased manner, to a royalty cost of 3.15% of turnover no later than the financial year ending 31 March 2018, i.e. a total estimated increase of 1.75% of turnover. The increase in royalty cost, in the period from 1 February 2013 to 31 March 2014 is estimated to be 0.5% of turnover, and thereafter in a range of 0.3% to 0.7% of turnover in each financial year, leading up to a total estimated royalty cost increase of 1.75% of turnover compared to existing arrangements, no later than the financial year ending 31 March 2018. In 2014, Unilever announces a partnership with Internet.org, a Facebook-led alliance of partners, to understand better how Internet access can be increased to reach millions more people across rural India. The company also launches Prabhat initiative for community development in villages around its factories during the year under review. The company also enters into partnership with MTV to endorse its brands during the year under review. In 2015, the company launched The Unilever Foundry. During the year under review, the company was recognized as the most innovative marketer on mobile, at the Mobile Marketing Association (MMA). The company also revives Ayush with e-launch during the year. The company also launched Swachh Aadat, Swachh Bharat' programme in India during the year under review. On 8 September 2015, HUL announced that it has signed an agreement for the sale and transfer of its bread and bakery business under the brand Modern to Nimman Foods Private Limited, an investee company of the Everstone Group, for an undisclosed consideration. The transaction includes sale and transfer of the Modern brand and business on a going concern basis. On 17 December 2015, HUL announced that it had signed an agreement with Mosons Group to acquire its flagship Indulekha premium Ayurvedic hair oil brand. The deal envisages the acquisition of the trademarks Indulekha' and Vayodha', intellectual property, design and know-how, for a consideration of Rs 330 crore, payable upon closing of the transaction and a deferred consideration of 10% on the domestic turnover of the brands each year, payable annually for a 5 year period commencing FY 2018. The Board of Directors of HUL at its meeting held on 15 January 2016 considered and approved a Scheme of Arrangement between the company and its shareholders for payout of the entire balance of Rs 2187.33 crore standing to the credit of the General Reserves in Balance Sheet. The Scheme of Arrangement envisages the transfer of the entire balance of Rs 2187.33 crore standing to the credit of the General Reserves to the Profit and Loss Account and its subsequent payout to the company's shareholders. On 17 March 2016, Hindustan Unilever Limited (HUL) announced that it has signed an agreement for the sale of its Rice Exports business carried out primarily under the brands Gold Seal Indus Valley' and Rozana', to LT Foods Middle East DMCC, a Group Company of LT Foods Limited (owner of Daawat'). The deal envisages transfer of the brands and inventory for a consideration of Rs 25 crore, subject to adjustments on closing. HUL's new personal products factory in Doom Dooma, Assam was formally inaugurated 6 September 2017. The new factory, that will manufacture products for leading HUL brands, such as Fair & Lovely, Pond's, Vaseline, Sunsilk, Clinic Plus, TRESemm & Dove, commenced commercial production on 15 March 2017. HUL, along with its partners has invested Rs 1000 crore in the project. On 29 September 2017, HUL announced that it had signed an agreement for divestment of its entire 50% shareholding in Kimberly-Clark Lever Private Limited (KCL) in favour of its joint venture partner Kimberly-Clark Corporation (KCC), USA. KCL sells infant care diapers as its primary product category under the brand Huggies. It also sells feminine care products under the brand Kotex. During the year 2017, the Company sold the movable assets and inventory of the leather business to Hindustan Foods Limited and thereby, discontinued the business operations. During the fiscal 2018, the company spent towards Capital Expenditure amounting to Rs 853 crore (Rs 1,372 crore in the previous year). HUL's local jewel, Hamam bagged a Silver at Effies 2018 for the GoSafeOutside campaign. HUL's Brooke Bond Red Label bagged a Silver at Effies 2018 for the brand's journey of SwadApnepanka. HUL's beverage factory in Kolkata received the prestigious CII National Food Safety Award 2017 for outstanding achievements in food safety. HUL emerged as the Aon Best Employer of 2018. HUL won an award for excellence in Energy Conservation and Management from Maharashtra Energy Development Agency (MEDA), Confederation of Indian Industry, Green Tech. During the FY2019, the company spent towards Capital Expenditure amounting to Rs 728 crore (Rs 853 crore in the previous year). During the fiscal 2019, the company entered into an agreement with Vijaykant Dairy and Food Products Limited (VDFPL) and its group companies, acquiring its Ice cream and frozen desserts business consisting of its flagship brand Adityaa Milk' and front-end distribution network across geographies. In the FY2019, the Board of Directors have approved a Scheme of Amalgamation between the Company and GlaxoSmithKline Consumer Healthcare Limited (GSK CH India) to acquire the business of GSK CH India, subject to obtaining requisite approvals from statutory authorities and shareholders. The proposed transaction is an all equity merger, under which on the Scheme becoming effective, 4.39 shares of the Company will be allotted for every share of GSK CH India. The acquisition is in line with your Company's strategy to build a sustainable and profitable Foods & Refreshment business in India by leveraging the mega trend of health and wellness. GSK CH India is the market leader in the Health Food Drinks (HFD) category, with iconic brands such as Horlicks and Boost, and a product portfolio supported by strong nutritional claims. The Competition Commission of India has vide its order dated 18 February, 2019, accorded its approval for the amalgamation of GSK CH India with the Company. The Company has obtained No Objection Letters dated 15 February, 2019 from BSE Limited and National Stock Exchange of India Limited for the proposed Scheme of Amalgamation. The Company had filed the Scheme with the National Company Law Tribunal (NCLT) for its sanction and the same is pending. The Mumbai Bench of National Company Law Tribunal vide its order dated 02 May, 2019, has directed the Company to convene meeting of Equity Shareholders and Unsecured creditors on 29 June, 2019. HUL was adjudged the Most Innovative Company in India, in Forbes' list of The World's Most Innovative Companies 2018. During the year 2019, Brooke Bond Red Label won the Brand Campaign of the Year' at the CNBC-TV18 India Business Leader Awards. HUL was recognised as the winner in the FMCG sector at the Dun & Bradstreet Corporate Awards 2018. The company won this award for the fifth consecutive year. HUL's Rajpura factory was recognised with a Gold award at the Greentech Environment Awards 2018, in the FMCG sector, for outstanding achievements in Environment Management'. During the FY2020, the company spent towards Capital Expenditure amounting to Rs 765 crores (Rs 728 crores in the previous year). During 2020, the company completed the merger of GSK CH on 01 April 2020. The merger is in line with Company's strategy to build a sustainable and profitable Foods and Refreshment (F&R) business in India by leveraging the megatrend of health and wellness. GSK CH is the undisputed leader in the Health Food Drinks category, with iconic brands such as Horlicks and Boost, and a product portfolio supported by strong nutritional claims. In accordance with the Scheme, the Company has issued and allotted 18,46,23,812 Equity Shares of Re 1/- each to the eligible shareholders of the now amalgamated GSK CH who were holding shares of GSK CH as on the Record Date i.e. 17 April 2020 in the ratio of 4.39 shares of the Company for every one share held in GSK CH. During the year 2020, the Company signed an agreement with Glenmark Pharmaceuticals Limited to acquire its intimate hygiene brand VWash. The Board of Directors of Company at its meeting held on 1st April, 2020 acquired Horlicks Brand for India from GlaxoSmithKline (GSK) available in the original agreement made between Unilever and GSK. In addition, the other brands which were under the ownership of GSK CH like Boost, Maltova and Viva come to the Company's brand portfolio by virtue of the merger. During year 2021, GlaxoSmithKline Consumer Health Limited (GSK CH) was merged with Company effective from 1st April, 2020, through the Scheme of Amalgamation and accordingly, the business of GlaxoSmithKline Consumer Healthcare Limited (GSK CH) was integrated into Hindustan Unilever Limited (the Parent Company). In 2024, Company launched a range of flavoured coffee under Bru Gold. Similarly, Knorr launched Korean noodles in popular flavours, Kimchi and Jjajangmyeon, in the on-trend innovation space. Vim also launched two premium variants in its liquids portfolio, Pure Lemongrass and Tangerine. It launched the Active Skin Barrier Care range in Simple, which is powered by ceramide boosters and hyaluronic acid to help restore a damaged skin barrier and soothe dry, sensitive skin. Brooke Bond Red Label launched a beautiful film called Tea: India's Favourite Social Network' as a reminder that Chai is India's original social network that brings people together. Bru coffee was relaunched with enhanced taste, stronger aroma and with new packaging highlighting its South Indian heritage. In Ice Cream, we strengthened Cornetto with the re-launch of Double Chocolate', in a rich creamy chocolate flavour, topped with chocolate sauce and surrounded by the crunchiest cone. In 2024-25, the Water Purification Business of the Company, carried under the brand Pureit' was sold to A.O. Smith India Water Products Private Limited as a going concern via slump sale basis on 1 November, 2024. A wholly owned subsidiary under the name of Kwality Wall's (India) Limited (KWIL) was incorporated on 10 January, 2025. The Ice Cream Business Undertaking of the Company has been demerged into Kwality Wall's (India) Limited as a going concern in FY 2024-25. Based on Share Entitlement Ratio, 1 equity share of face value of Re.1/- fully paid up held in the Company was issued to Kwality Wall's (India) Limited in the ratio of 1:1.