The ITC Profile

ITC is one of India's foremost private sector companies with a market capitalisation of US $ 35 billion

and a turnover of US $ 7 billion. ITC is rated among the World's Best Big Companies, Asia's 'Fab 50'

and the World's Most Reputable Companies by Forbes magazine and among India's Most Valuable

Companies by Business Today. ITC ranks among India's '10 Most Valuable (Company) Brands', in a

study conducted by Brand Finance and published by the Economic Times. ITC also ranks among Asia's

50 best performing companies compiled by Business Week.

ITC has a diversified presence in FMCG, Hotels, Paperboards & Specialty Papers, Packaging, Agri-

Business, and  Information Technology. While ITC is an outstanding market leader in its traditional

businesses of Cigarettes, Hotels, Paperboards, Packaging and Agri-Exports, it is rapidly gaining market

share even in its nascent businesses of Packaged Foods & Confectionery, Branded Apparel, Personal

Care and Stationery.

As one of India's most valuable and respected corporations, ITC is widely perceived to be dedicatedly

nation-oriented. Chairman Y C Deveshwar calls this source of inspiration "a commitment beyond the

market". In his own words: "ITC believes that its aspiration to create enduring value for the nation

provides the motive force to sustain growing shareholder value. ITC practices this philosophy by not

only driving each of its businesses towards international competitiveness but by also consciously

contributing to enhancing the competitiveness of the larger value chain of which it is a part."

ITC's diversified status originates from its corporate strategy aimed at creating multiple drivers of

growth anchored on its time-tested core competencies: unmatched distribution reach, superior brand-

building capabilities, effective supply chain management and acknowledged service skills in

hoteliering. Over time, the strategic forays into new businesses are expected to garner a significant

share of these emerging high-growth markets in India.

ITC's Agri-Business is one of India's largest exporters of agricultural products. The ITC group's

contribution to foreign exchange earnings over the last ten years amounted to nearly US$ 4.9 billion,

of which agri exports constituted 56%. The Company's 'e-Choupal' initiative is enabling Indian

agriculture significantly enhance its competitiveness by empowering Indian farmers through the power

of the Internet. This transformational strategy, which has already become the subject matter of a case

study at Harvard Business School, is expected to progressively create for ITC a huge rural distribution

infrastructure, significantly enhancing the Company's marketing reach.

ITC's wholly owned Information Technology subsidiary, ITC Infotech India Ltd, provides IT services and

solutions to leading global customers. ITC Infotech has carved a niche for itself by addressing customer

challenges through innovative IT solutions.

ITC's production facilities and hotels have won numerous national and international awards for quality,

productivity, safety and environment management systems. ITC was the first company in India to

voluntarily seek a corporate governance rating.

ITC group directly employs 29,000 people and the Company's Businesses and their value-chains generate over 5 million sustainable livelihoods. The Company continuously endeavours to enhance its wealth generating capabilities in a globalising environment to consistently reward more than 4,11,000 shareholders, fulfil the aspirations of its stakeholders and meet societal expectations. This over-arching vision of the company is expressively captured in its corporate positioning statement: "Enduring Value. For the Nation. For the Shareholder."

History and Evolution

ITC was incorporated on August 24, 1910 under the name Imperial Tobacco Company of India

Limited. As the Company's ownership progressively Indianised, the name of the Company was

changed from Imperial Tobacco Company of India Limited to India Tobacco Company Limited

in 1970 and then toI.T.C. Limited in 1974. In recognition of the Company's multi-business portfolio

encompassing a wide range of businesses - Fast Moving Consumer Goods comprising Foods,

Personal Care, Cigarettes and Cigars, Branded Apparel, Education and Stationery Products, Incense

Sticks and Safety Matches,  Hotels, Paperboards & Specialty Papers, Packaging, Agri-Business

and Information Technology - the full stops in the Company's name were removed effective

September 18, 2001. The Company now stands rechristened 'ITC Limited'.

The Company's beginnings were humble. A leased office on Radha Bazar Lane, Kolkata, was the centre

of the Company's existence. The Company celebrated its 16th birthday on August 24, 1926, by

purchasing the plot of land situated at 37, Chowringhee, (now renamed J.L. Nehru Road) Kolkata, for

the sum of Rs 310,000. This decision of the Company was historic in more ways than one. It was to

mark the beginning of a long and eventful journey into India's future. The Company's headquarter

building, 'Virginia House', which came up on that plot of land two years later, would go on to become

one of Kolkata's most venerated landmarks.

Though the first six decades of the Company's existence were primarily devoted to the growth and

consolidation of the Cigarettes and Leaf Tobacco businesses, the Seventies witnessed the

beginnings of a corporate transformation that would usher in momentous changes in the life of the

Company.

ITC's Packaging & Printing Business was set up in 1925 as a strategic backward integration for

ITC's Cigarettes business. It is today India's most sophisticated packaging house.

In 1975, the Company launched its Hotels business with the acquisition of a hotel in Chennai which

was rechristened 'ITC-Welcomgroup Hotel Chola' (now renamed My Fortune, Chennai). The

objective of ITC's entry into the hotels business was rooted in the concept of creating value for the

nation. ITC chose the Hotels business for its potential to earn high levels of foreign exchange, create

tourism infrastructure and generate large scale direct and indirect employment. Since then ITC's

Hotels business has grown to occupy a position of leadership, with over 100 owned and managed

properties spread across India under four brands namely, ITC Hotels - Luxury Collection,

WelcomHotels, Fortune Hotels and WelcomHeritage.

In 1979, ITC entered the Paperboards business by promoting ITC Bhadrachalam Paperboards

Limited. Bhadrachalam Paperboards amalgamated with the Company effective March 13, 2002 and

became a Division of the Company, Bhadrachalam Paperboards Division. In November 2002, this

division merged with the Company's Tribeni Tissues Division to form the Paperboards & Specialty

Papers Division. ITC's paperboards' technology, productivity, quality and manufacturing processes are

comparable to the best in the world. It has also made an immense contribution to the development of

Sarapaka, an economically backward area in the state of Andhra Pradesh. It is directly involved in

education, environmental protection and community development. In 2004, ITC acquired the

paperboard manufacturing facility of BILT Industrial Packaging Co. Ltd (BIPCO), near Coimbatore, Tamil

Nadu. The Kovai Unit allows ITC to improve customer service with reduced lead time and a wider

product range.

In 1985, ITC set up Surya Tobacco Co. in Nepal as an Indo-Nepal and British joint venture. In August

2002, Surya Tobacco became a subsidiary of ITC Limited and its name was changed to Surya Nepal

Private Limited (Surya Nepal). In 2004, the company diversified into manufacturing and exports of

garments.

In 1990, ITC acquired Tribeni Tissues Limited, a Specialty paper manufacturing company and a major

supplier of tissue paper to the cigarette industry. The merged entity was named the Tribeni Tissues

Division (TTD). To harness strategic and operational synergies, TTD was merged with the

Bhadrachalam Paperboards Division to form the Paperboards & Specialty Papers Division in

November 2002.

Also in 1990, leveraging its agri-sourcing competency, ITC set up the Agri Business Division for

export of agri-commodities. The Division is today one of India's largest exporters. ITC's unique and now

widely acknowledged e-Choupal initiative began in 2000 with soya farmers in Madhya Pradesh. Now it

extends to 10 states covering over 4 million farmers. Also, through the 'Choupal Pradarshan Khet'

initiative, the agri services vertical has been focusing on improving productivity of crops while

deepening relationship with the farming community.

ITC launched line of premium range of notebooks under brand Paperkraft in 2002. To augment its

offering and to reach a wider student population, the Classmate range of notebooks was launched in

2003. Classmate over the years has grown to become India's largest notebook brand and has

also increased its portfolio to occupy a greater share of the school bag. Years 2007- 2009 saw the

launch of Practical Books, Drawing Books, Geometry Boxes, Pens and Pencils under

the 'Classmate' brand. In 2008, ITC positioned the business as the Education and Stationery

Products Business and launchedIndia's first environment friendly premium business

paper under the 'Paperkraft' Brand. 'Paperkraft'offers a diverse portfolio in the premium executive

stationery and office consumables segment. In 2010,Colour Crew was launched as a new brand of art

stationery.

ITC also entered the Lifestyle Retailing business with the Wills Sport range of international quality

relaxed wear for men and women in 2000. The Wills Lifestyle chain of exclusive stores later expanded

its range to include Wills Classic formal wear (2002) and Wills Clublife evening wear (2003). ITC

also initiated a foray into the popular segment with its men's wear brand, John Players, in 2002. In

2006, Wills Lifestyle became title partner of the country's most premier fashion event - Wills Lifestyle

India Fashion Week - that has gained recognition from buyers and retailers as the single largest B-2-

B platform for the Fashion Design industry. To mark the occasion, ITC launched a special 'Wills

Signature', taking the event forward to consumers.

In 2000, ITC spun off its information technology business into a wholly owned subsidiary, ITC Infotech

India Limited, to more aggressively pursue emerging opportunities in this area. Today ITC Infotech is

one of India's fastest growing global IT and IT-enabled services companies and has established itself as

a key player in offshore outsourcing, providing outsourced IT solutions and services to leading global

customers across key focus verticals - Banking Financial Services & Insurance (BFSI), Consumer

Packaged Goods (CPG), Retail, Manufacturing, Engineering Services, Media & Entertainment, Travel,

Hospitality, Life Sciences and Transportation & Logistics.

ITC's foray into the Foods business is an outstanding example of successfully blending multiple internal

competencies to create a new driver of business growth. It began in August 2001 with the introduction

of'Kitchens of India' ready-to-eat Indian gourmet dishes. In 2002, ITC entered the confectionery and

staples segments with the launch of the brands mint-o and Candyman confectionery

and Aashirvaadatta (wheat flour). 2003 witnessed the introduction of Sunfeast as the Company

entered the biscuits segment. ITC entered the fast growing branded snacks category with Bingo! in

2007. In 2010, ITC launched Sunfeast Yippee! to enter the Indian instant noodles market. In just

over a decade, the Foods business has grown to a significant size under seven distinctive brands, with

an enviable distribution reach, a rapidly growing market share and a solid market standing.

In 2002, ITC's philosophy of contributing to enhancing the competitiveness of the entire value chain

found yet another expression in the Safety Matches initiative. ITC now markets popular safety

matchesbrands like iKno, Mangaldeep and Aim.

ITC's foray into the marketing of Agarbattis (incense sticks) in 2003 marked the manifestation of its

partnership with the cottage sector. Mangaldeep is a highly established national brand and is

available across a range of fragrances like Rose, Jasmine, Bouquet, Sandalwood, Madhur, Sambrani

and Nagchampa.

ITC entered the Personal Care Business in 2005.  In seven years, the Personal Care portfolio has grown under 'Essenza Di Wills', 'Fiama Di Wills', 'Vivel' and 'Superia' brands which have received encouraging consumer response and are also being progressively extended nationally.

In 2010, ITC launched its handrolled cigar, Armenteros, in the Indian market. Armenteros cigars are

available exclusively at tobacco selling outlets in select hotels, fine dining restaurants and exclusive

clubs.

The ITC Way

ITC is a board-managed professional company, committed to creating enduring value for the

shareholder and for the nation. It has a rich organisational culture rooted in its core values of respect

for people and belief in empowerment. Its philosophy of all-round value creation is backed by strong

corporate governance policies and systems.

ITC’s corporate strategies are :

Create multiple drivers of growth by developing a portfolio of world class businesses that best

matches organisational capability with opportunities in domestic and export markets.

Continue to focus on the chosen portfolio of FMCG, Hotels, Paper, Paperboards & Packaging,

Agri Business and Information Technology.

Benchmark the health of each business comprehensively across the criteria of Market

Standing, Profitability and Internal Vitality.

Ensure that each of its businesses is world class and internationally competitive.

Enhance the competitive power of the portfolio through synergies derived by blending the

diverse skills and capabilities residing in ITC’s various businesses.

Create distributed leadership within the organisation by nurturing talented and focused top

management teams for each of the businesses.

Continuously strengthen and refine Corporate Governance processes and systems to catalyse the entrepreneurial energies of management by striking the golden balance between executive freedom and the need for effective control and accountability.

The ITC Leadership Flowing from the concept and principles of Corporate Governance adopted by the

Company, leadership within ITC is exercised at three levels. The Board of Directors at the apex, as trustee of shareholders, carries the responsibility for strategic supervision of the Company. The strategic management of the Company rests with the Corporate Management Committee comprising the wholetime Directors and members drawn from senior management. The executive management of each business division is vested with the Divisional Management Committee (DMC), headed by the Chief Executive. Each DMC is responsible for and totally focused on the management of its assigned business. This three-tiered interlinked leadership process creates a wholesome balance between the need for focus and executive freedom, and the need for supervision and control.

Board of Directors

Audit   Committee

CompensationCommittee

NominationsCommittee

Investor ServiceCommittee

Sustainability   Committee

Corporate Management   Committee

Divisional/ Strategic Business Unit (SBU) Management Committees, each headed by a

divisional/ SBU Chief ExecutiveBusiness includes: FMCG, Hotels, Paperboards,

Specialty Papers & Packaging, Agri Business and 

Information Technology

Corporate Functions, each headed by a HOD Corporate Functions include: Planning and

Treasury, Accounting, Taxation, Risk Management, Legal, Secretarial, EHS, Human

Resources, Corporate Communications, Corporate Affairs, Internal Audit and Research

& Development

Board of Directors

CHAIRMAN

Y C Deveshwar

EXECUTIVE DIRECTORS

Nakul Anand P V Dhobale K N Grant

NON-EXECUTIVE DIRECTORS

A Baijal S Banerjee AV Girija Kumar

S H Khan S B Mathur D K Mehrotra

H G Powell P B Ramanujam S S H Rehman

Anthony Ruys Basudeb Sen Meera Shankar

K Vaidyanath B Vijayaraghavan  

 

The ITC Vision & Mission

Sustain ITC's position as one of 

India's most valuable corporations

through world class performance,

creating growing value for the Indian 

economy and the Company’s

stakeholders

To enhance the wealth generating 

capability of the enterprise in a 

globalising environment,

delivering superior and sustainable

stakeholder value   

   

Core Values

ITC's Core Values are aimed at developing a customer-focused, high-performance organisation which

creates value for all its stakeholders:

Trusteeship

As professional managers, we are conscious that ITC has been given to us in "trust" by all our

stakeholders. We will actualise stakeholder value and interest on a long term sustainable basis.

Customer Focus

We are always customer focused and will deliver what the customer needs in terms of value, quality

and satisfaction.

Respect For People

We are result oriented, setting high performance standards for ourselves as individuals and teams.

We will simultaneously respect and value people and uphold humanness and human dignity.

We acknowledge that every individual brings different perspectives and capabilities to the team and

that a strong team is founded on a variety of perspectives.

We want individuals to dream, value differences, create and experiment in pursuit of opportunities and

achieve leadership through teamwork.

Excellence

We do what is right, do it well and win. We will strive for excellence in whatever we do.

Innovation

We will constantly pursue newer and better processes, products, services and management practices.

Nation Orientation

We are aware of our responsibility to generate economic value for the Nation. In pursuit of our goals, we will make no compromise in complying with applicable laws and regulations at all levels.

Corporate Governance

Definition and Purpose | The Governance Structure | Roles | Board Committees

Preamble

Over the years, ITC has evolved from a single product company to a multi-business corporation. Its

businesses are spread over a wide spectrum, ranging from cigarettes and tobacco to hotels,

packaging, paper and paperboards and international commodities trading. Each of these businesses is

vastly different from the others in its type, the state of its evolution and the basic nature of its activity,

all of which influence the choice of the form of governance. The challenge of governance for ITC

therefore lies in fashioning a model that addresses the uniqueness of each of its businesses and yet

strengthens the unity of purpose of the Company as a whole.

Since the commencement of the liberalisation process, India's economic scenario has begun to alter

radically. Globalisation will not only significantly heighten business risks, but will also compel Indian

companies to adopt international norms of transparency and good governance. Equally, in the

resultant competitive context, freedom of executive management and its ability to respond to the

dynamics of a fast changing business environment will be the new success factors. ITC's governance

policy recognises the challenge of this new business reality in India.

Definition and Purpose

ITC defines Corporate Governance as a systemic process by which companies are directed and

controlled to enhance their wealth generating capacity. Since large corporations employ vast quantum

of societal resources, we believe that the governance process should ensure that these companies are

managed in a manner that meets stakeholders aspirations and societal expectations.

Core Principles

ITC's Corporate Governance initiative is based on two core principles. These are :

i. Management must have the executive freedom to drive the enterprise forward without undue

restraints; and

ii. This freedom of management should be exercised within a framework of effective

accountability.

ITC believes that any meaningful policy on Corporate Governance must provide empowerment

to the executive management of the Company, and simultaneously create a mechanism of

checks and balances which ensures that the decision making powers vested in the executive

management is not only not misused, but is used with care and responsibility to meet

stakeholder aspirations and societal expectations.

Cornerstones

From the above definition and core principles of Corporate Governance emerge the

cornerstones of ITC's governance philosophy, namely trusteeship, transparency, empowerment

and accountability, control and ethical corporate citizenship. ITC believes that the practice of

each of these leads to the creation of the right corporate culture in which the company is

managed in a manner that fulfils the purpose of Corporate Governance.

Trusteeship:

ITC believes that large corporations like itself have both a social and economic

purpose. They represent a coalition of interests, namely those of the shareholders,

other providers of capital, business associates and employees. This belief therefore

casts a responsibility of trusteeship on the Company's Board of Directors. They are to

act as trustees to protect and enhance shareholder value, as well as to ensure that the

Company fulfils its obligations and responsibilities to its other stakeholders. Inherent in

the concept of trusteeship is the responsibility to ensure equity, namely, that the rights

of all shareholders, large or small, are protected.

Transparency:

ITC believes that transparency means explaining Company's policies and actions to

those to whom it has responsibilities. Therefore transparency must lead to maximum

appropriate disclosures without jeopardising the Company's strategic interests.

Internally, transparency means openness in Company's relationship with its

employees, as well as the conduct of its business in a manner that will bear scrutiny.

We believe transparency enhances accountability.

Empowerment and Accountability:

Empowerment is an essential concomitant of ITC's first core principle of governance

that management must have the freedom to drive the enterprise forward. ITC believes

that empowerment is a process of actualising the potential of its employees.

Empowerment unleashes creativity and innovation throughout the organisation by

truly vesting decision-making powers at the most appropriate levels in the

organisational hierarchy.

ITC believes that the Board of Directors are accountable to the shareholders, and the

management is accountable to the Board of Directors. We believe that empowerment,

combined with accountability, provides an impetus to performance and improves

effectiveness, thereby enhancing shareholder value.

Control:

ITC believes that control is a necessary concomitant of its second core principle of

governance that the freedom of management should be exercised within a framework

of appropriate checks and balances. Control should prevent misuse of power, facilitate

timely management response to change, and ensure that business risks are pre-

emptively and effectively managed.

Ethical Corporate Citizenship:

ITC believes that corporations like itself have a responsibility to set exemplary standards of ethical behaviour, both internally within the organisation, as well as in their external relationships. We believe that unethical behaviour corrupts organisational culture and undermines stakeholder value.

Code of Conduct

Applicable to all directors, senior management and employees of the Company

Preamble

ITC’s Code of Conduct was circulated to the employees more than five years back and is posted on the

Company’s corporate website. This Code has now been re-drafted for better presentation. This Code is

derived from three interlinked fundamental principles, viz. good corporate governance, good corporate

citizenship and exemplary personal conduct.

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Philosophy

ITC is a professionally managed organisation and the core value underlying our corporate philosophy is

"trusteeship". We believe this organisation has been handed to us by the various stakeholders in

"trust" and we as professionals are the "trustees" of these stakeholders. It is therefore our

responsibility to ensure that the organisation is managed in a manner that protects and furthers the

interests of our stakeholders. We recognise society as an important stakeholder in this enterprise and

therefore it is part of our responsibility to practise good corporate citizenship.

It is also our belief that in order to serve the interests of our stakeholders in perpetuity, we must build

ITC into an institution whose dynamism and vitality are anchored in its core values.

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Corporate Governance Policy

The Corporate Governance Policy is the apex level instrument guiding conduct of the affairs of the

Company and clearly delineates the roles, responsibilities and authorities of the key entities in the

governance structure of the Company. This Code forms an integral part of the Company’s Governance

Policy. The directors, senior management and employees must adhere to the Corporate Governance

Policy of the Company.

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Good Corporate Citizenship

In the conduct of the Company’s business, the practice of good corporate citizenship is a prerequisite

and embraces the following:

Dealing with People in the Organisation

In dealing with each other, directors, senior management and employees shall uphold the values which

are at the core of our HR Philosophy - trust, teamwork, mutuality and collaboration, meritocracy,

objectivity, self respect and human dignity. Indeed, these values form the basis of our HR

management systems and processes. In selection and recruitment, while meritocracy will be a prime

criterion, managers will scrupulously consider all factors that go towards securing the interests of the

Company. ITC will focus on meritocracy, equity and upholding of Company values in all people

processes including performance management systems, appraisals, remuneration and rewards.

A Gender Friendly Workplace

As a good corporate citizen, ITC is committed to a gender friendly workplace. It seeks to enhance equal

opportunities for men and women, prevent/stop/redress sexual harassment at the workplace and

institute good employment practices.

Sexual harassment includes unwelcome sexually determined behaviour such as: unwelcome physical

contact; a demand or request for sexual favours; sexually coloured remarks; showing pornography and

any other unwelcome physical, verbal or non-verbal conduct of a sexual nature.

ITC maintains an open door for reportees; encourages employees to report any harassment concerns

and is responsive to employee complaints about harassment or other unwelcome and offensive

conduct. A Grievance Committee on Gender Issues has been constituted to enquire into complaints

and to recommend appropriate action, wherever required.

ITC demands, demonstrates and promotes professional behaviour and respectful treatment of all

employees.

Relationships with Suppliers and Customers

All directors, senior management and employees shall ensure that in their dealings with suppliers and

customers, the Company’s interests are never compromised. Accepting gifts and presents of more

than a nominal value, gratuity payments and other payments from suppliers or customers will be

viewed as serious breach of discipline as this could lead to compromising the Company’s interests.

Legal Compliance

It is the Company’s policy to comply fully with all applicable laws and regulations. Ensuring legal and

regulatory compliance is the responsibility of the Chief Executives of the Businesses and the Divisional

Management Committees. The Company cannot accept practices which are unlawful or may be

damaging to its reputation. Divisional Management Committees must satisfy themselves that sound

and adequate arrangements exist to ensure that they comply with the legal and regulatory

requirements impacting each business and identify and respond to developments in the regulatory

environment in which they operate. In the event the implication of any law is not clear, the Company’s

Legal Department shall be consulted for advice.

Health and Safety

The Company attaches great importance to a healthy and safe work environment. ITC is committed to

provide good physical working conditions and encourages high standards of hygiene and

housekeeping. Particular attention should be paid to training of employees to increase safety

awareness and adoption of safe working methods, particularly designed to prevent serious or fatal

accidents.

Environment Policies

The Company believes that commitment to sustainable development is a key component of

responsible corporate citizenship and therefore deserves to be accorded the highest priority.

Accordingly, the Company is committed to Best Practices in environmental matters arising out of its

business activities and expects each business to fully demonstrate this commitment.

In addition to complying with applicable laws and regulations, Businesses must establish procedures

for assessing the environmental effects of their present and future activities. They should adopt Best

Practices in their environmental policies and procedures.

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Personal Conduct

All directors, senior management and employees have the obligation to conduct themselves in an

honest and ethical manner and act in the best interest of the Company at all times. They are expected

to demonstrate exemplary personal conduct through adherence to the following:

Avoidance of Conflict of Interest

All directors, senior management and employees must avoid situations in which their personal interest

could conflict with the interest of the Company. This is an area in which it is impossible to provide

comprehensive guidance but the guiding principle is that conflict, if any, or potential conflict must be

disclosed to higher management for guidance and action as appropriate.

Transparency and Auditability

All directors, senior management and employees shall ensure that their actions in the conduct of

business are totally transparent except where the needs of business security dictate otherwise. Such

transparency shall be brought about through appropriate policies, systems and processes, including as

appropriate, segregation of duties, tiered approval mechanism and involvement of more than one

manager in key decisions and maintaining supporting records. It shall be necessary to voluntarily

ensure that areas of operation are open to audit and the conduct of activities is totally auditable.

Protection of Confidential Information

No director, senior management and employee shall disclose or use any confidential information

gained in the course of employment/ association with the Company for personal gain or for the

advantage of any other person. No information either formally or informally shall be provided to the

press, other publicity media or any other external agency except within approved policies.

Company Facilities

No director, senior management and employee shall misuse Company facilities. In the use of Company

facilities, care shall be exercised to ensure that costs are reasonable and there is no wastage.

Leading by Example

The organisation’s directors and senior management set the professional tone for the Company.

Through both their words and their actions, the organisation’s leadership conveys what is acceptable

and unacceptable behaviour. ITC’s directors, senior management and employees must constantly

reinforce through their actions and behaviour that ITC’s stated beliefs of responsible corporate

citizenship are rooted in individual conviction and personal integrity.

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Waivers

Any waiver of any provision of this Code of Conduct for a director, senior management or employee

must be placed for approval before the Company’s Board of Directors/ Corporate Management

Committee, as appropriate.

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Non Adherence

Any instance of non-adherence to the Code of Conduct / any other observed unethical behaviour on

the part of those covered under this Code should be brought to the attention of the immediate

reporting authority, who shall in turn report the same to the Head of Corporate Human Resources.

* Senior management for the purpose of this Code would mean the following:- Managers at Grade ‘A’ & its equivalent, and above- Divisional & SBU Chief Executives- Corporate HODs* This Code of Conduct, as adopted by the Board of Directors of the Company on 26th March, 2005, 

was amended on 29th March, 2006.

Policy on Human Rights

ITC believes that all its employees must live with social and economic dignity and freedom, regardless

of nationality, gender, race, economic status or religion. In the management of its businesses and

operations therefore, ITC ensures that it upholds the spirit of human rights as enshrined in existing

international standards such as the Universal Declaration and the Fundamental Human Rights

Conventions of the ILO.

Policy

ITC upholds international human rights standards, does not condone human rights abuses, and creates

and nurtures a working environment where human rights are respected without prejudice.

Implementation

The Corporate Human Resources function of ITC is responsible for the Human Rights Policy design,

implementation and updation.

The policy is implemented at all locations of ITC through a set of separate policies and procedures

covering each of the main constituents of human rights applicable at the workplaces.

Monitoring & Audit

The assessment procedures for different constituents of this policy are defined against each specific

policy.

Consideration of Human Rights Impacts Across the Supply Chain

As a large and multi-product enterprise whose products are benchmarked nationally and

internationally, ITC's main supply chains can be grouped as follows:

1. For all its operations, technology, machinery and equipment are sourced from reputed

and globally benchmarked suppliers/vendors who are expected to follow internationally

accepted norms and standards on human rights.

2. ITC's major businesses are vertically integrated across several Divisions. A substantial

part of the supply chain is therefore internal through strategic backward linkages.

Common values relating to human rights performance are shared across this supply

chain.

3. Being a major agri-based company, the agriculture sector is a major supplier of inputs

for its operations. The bulk of agricultural commodities are procured from state

controlled trading platforms and the open market.

4. A very small proportion of ITC's business consists of supply chains comprising local

vendors and suppliers. The policy framework for such entities is enunciated separately

in 'Policy to Ensure Respect for Human Rights across the Supply Chain'.

Policy to Ensure Respect for Human Rights Policy across the Supply Chain

ITC provides products and services of superior quality and value by sourcing its technologies,

equipment and inputs from reputed international and Indian manufacturers and suppliers. Common

values, relating to human rights performance, are shared across the entire supply chain because ITC is

committed to the importance of a socially responsible and accountable supply chain.

Policy

ITC nurtures an internal working environment which respects human rights without prejudice. Likewise,

it expects its business partners to establish a human rights compliant business environment at the

workplace.

Implementation

The responsibility for implementation of this policy rests with the Divisional Chief Executive of the

concerned business and the Unit Manager. The policy is communicated internally through policy

manuals and intranet portals, and externally by the HR personnel of concerned units to

vendors/suppliers.

Monitoring & Audit

ITC has established a policy intent for mapping/monitoring progress and performance of existing and

potential vendors/suppliers on human rights performance.

Policy to Prevent Discrimination at Workplace

ITC acknowledges that every individual brings a different and unique set of perspectives and

capabilities to the team. A discrimination-free workplace for employees provides the environment in

which diverse talents can bloom and be nurtured. This is achieved by ensuring that a non-

discrimination policy and practice is embedded across the Company in line with corporate principles

and benchmarked business practices.

Policy

ITC's approach to its human resources is premised on the fundamental belief in fostering meritocracy

in the organisation which, pari passu, promotes diversity and offers equality of opportunity to all

employees. ITC does not engage in or support direct or indirect discrimination in recruitment,

compensation, access to training, promotion, termination or retirement based on caste, religion,

disability, gender, age, race, colour, ancestry, marital status or affiliation with a political, religious, or

union organization or minority group.

Implementation

The policy is communicated to all employees through induction programmes, policy manuals and

intranet portals.

The custodian of this policy is the head of each operational unit and Divisional Chief Executives of the

respective business.

ITC's complaints resolution procedure is premised on the freedom of employees to approach higher

officials beyond his/her immediate superior. For the unionised employees, compliance of the policy is

ensured through a robust grievance handling procedure and the presence of a union that brings

violations to the notice of the unit HR head.

Monitoring & Auditing

The accountability for the application of the non-discrimination employment policy rests with the Unit

Head who reviews anti-discriminatory complaints annually or on a case-by-case basis.

The Corporate Human Resources function conducts non-discrimination reviews annually on a sample

basis with unit heads and through on-site assessments.

Policy on Freedom of Association

ITC's culture is characterized by cooperative relationships and high employee involvement that relies

on building partnerships and interdependence. Adhering to these principles has helped build, sustain

and strengthen harmonious employee relations in the organisation.

Policy

ITC respects the employees' right to organize themselves into interest groups as initiatives of the

workers, independent from supervision by the management. In keeping with the spirit of this Policy,

employees are not discriminated against for exercising this right.

Implementation

The policy is comunicated to all employees through induction programmes, policy manuals and

intranet portals.

The custodian of this policy is the HR head of each operational unit who reports directly to Unit Head

on such issues.

The actualisation of this policy is evident from the joint agreements and minutes that are signed

between the union and the management.

Monitoring & Audit

Each ITC Unit has appropriate systems and checks to ensure compliance with the Policy and statutory

provisions, including means for filing of grievances, collective bargaining agreements and minutes

from worker meetings.

Compliance with the Policy is regularly monitored by Divisional and Corporate HR.

Policy Prohibiting Child Labour and Preventing Forced Labour from Workplace

The foundation of ITC's "No Child or Forced Labour policy" is based on the Company's commitment to

find practical, meaningful and culturally appropriate responses to support the elimination of such

labour practices. It thus endorses the need for appropriate initiatives to progressively eliminate these

abuses.

Policy

ITC does not employ any person below the age of eighteen years in the workplace.

ITC prohibits the use of forced or compulsory labour at all its units. No employee is made to work

against his/her will or work as bonded/forced labour, or subject to corporal punishment or coercion of

any type related to work.

Implementation

This policy is publicly available throughout the Company and clearly communicated to all employees in

a manner in which it can be understood through induction programmes, policy manuals and intranet

portals.

The responsibility for the implementation of the policy rests with the Units HR Department and the

security staff who do not permit underage persons to enter the factory as workers.

Employment contracts and other records documenting all relevant details of the employees, including

age, are maintained at all units and are open to verification by any authorized personnel or relevant

statutory body.

Compliance with the policy is evident in the transparent system of recruitment and the policy of exit

interviews which are undertaken by a manager not directly connected with the employee. For the

unionised employees, compliance is also ensured through a robust grievance handling procedure and

the presence of a union that brings violations to the notice of the unit HR head.

Monitoring & Audit

Sample checks of the records are undertaken annually by Corporate Human Resources function.

Audit and assessment is undertaken annually by Corporate Internal Audit and the Environment,

Occupation Health and Safety function.

Policy on Information and Consultation on Changes

ITC's core values support an employee engagement process that aligns its employees with a shared

vision and purpose of the Company in the belief that every individual brings a different perspective

and capability to the team. ITC thus harnesses the creative potential of all its employees by promoting

a culture of partnerships to unleash relevant synergies between different groups of employees.

Policy

All major changes in operations involving work processes, manning norms and other productivity

linked issues are carried out after discussions with the employees and the recognized unions at each

location.

Implementation

Business plans are shared with employees at all units through a series of formal communication

meetings, and through the intranet portals. Unionised employees at the concerned units are informed

of all major changes well in advance through their representatives.

The responsibility for the implementation of the policy rests with the Unit's HR Department in the case

of unionized employees and with the concerned Divisional Management Committees for other

employees.

The employees are given enough time to consider the implications of change and an opportunity to

discuss their apprehensions, if any, with the management.

The Policy is actualised through consultative meetings with representatives of employees, culminating

in joint minutes/agreements.

Monitoring & Auditing

Compliance with the Policy is regularly monitored by the Unit Head.

HIV/AIDS: Policy Guidelines

Background

ITC is committed to providing a safe and healthy work environment to all its employees. These policy

guidelines on HIV/AIDS are an endorsement of this commitment and, in particular, of the Company's

commitment to specific programmes and actions in response to the HIV epidemic.

The Company's position is based on scientific and epidemiological evidence that people with HIV/AIDS

do not pose a risk of transmission of the virus to co-workers by casual, non-sexual contact in the

normal work setting.

Policy Guidelines

1. Compliance

The Company's policies on HIV/AIDS with regard to its employees will, at a minimum,

comply with all relevant Central and State legislation and the Company will implement

all policies and directions of the Government regarding HIV/AIDS whenever issued.

2. Prevention through Awareness

The Company will provide to all its employees sensitive, accurate and the latest

information about risk reduction strategies in their personal lives, with the objectives of

reducing the stigma of HIV/AIDS, encouraging safe behaviour and improving

understanding of treatment.

3. Safe and Healthy Workplace

The Company is committed to providing a safe and healthy workplace to all its

employees. It is the Company's objective that employees will have access to health

services to prevent and manage HIV/AIDS.

4. Non-discrimination

The Company will not discriminate against any employee infected by HIV/AIDS with

regard to promotions, training and other privileges and benefits as applicable to all

employees.

1. A HIV positive employee will be allowed to continue to work in his/her job unless

Medical conditions interfere with the specific job being done, in which case

reasonable alternative working arrangements will be made; or

The employee is incapacitated to perform his/her duties and is declared

medically unfit by a medical doctor, in which case the employee will be assisted

to rehabilitate himself/herself outside the Company.

2. The Company will not make pre-employment HIV/AIDS screening mandatory as

part of its fitness to work assessment. Screening of this kind refers to direct

methods (HIV testing), indirect methods (assessment of risk behaviour), and

questions about HIV tests already taken.

3. HIV/AIDS test will not be part of the annual health check-ups unless specifically

requested for by an employee.

5. Confidentiality

Voluntary testing for HIV/AIDS when requested for by the employee, will be carried out by private or community health services and not at the workplace.

There will no obligation on the part of the employees to inform the Company about their clinical status in relation to HIV/AIDS.

Information on clinical diagnosis of an employees' status in terms of his/her HIV/AIDS status if advised to the Company, will be kept strictly confidential.

ITC's EHS Policy

ITC’s mission is to sustain and enhance the wealth-generating capacity of its portfolio of businesses in

a progressively globalising environment. As one of India’s premier corporations employing a vast

quantum of societal resources, ITC seeks to fulfil a larger role by enlarging its contribution to the

society of which it is a part. The trusteeship role related to social and environmental resources, aligned

to the pursuit of economic objectives, is the cornerstone of ITC’s Environment, Health and Safety

philosophy. ITC’s EHS philosophy cognises for the twin needs of conservation and creation of

productive resources.

In the multi-business context of ITC, Corporate Strategies are designed to create enduring value for

the nation and the shareholder, through leadership in each business and the attainment of world-class

competitive capabilities across the value chain. The objective of leadership extends to all facets of

business operations including Environment, Health and Safety.

ITC is, therefore, committed to conducting its operations with due regard for the environment, and

providing a safe and healthy workplace for each employee. Various international and national awards

and accreditations stand testimony to ITC’s commitment to EHS. Such external recognition further

reinforces the need to direct the collective endeavour of the Company’s employees at all levels

towards sustaining and continuously improving standards of Environment, Health and Safety in a bid to

attain and exceed benchmarked standards, whether regulatory or otherwise.

In particular, it is ITC’s EHS policy -

To contribute to sustainable development through the establishment and implementation of

environment standards that are scientifically tested and meet the requirement of relevant

laws, regulations and codes of practice.

To take account of environment, occupational health and safety in planning and decision-

making.

To provide appropriate training and disseminate information to enable all employees to accept

individual responsibility for Environment, Health and Safety, implement best practices, and

work in partnership to create a culture of continuous improvement.

To instil a sense of duty in every employee towards personal safety, as well as that of others

who may be affected by the employee’s actions.

To provide and maintain facilities, equipment, operations and working conditions which are

safe for employees, visitors and contractors at the Company’s premises.

To ensure safe handling, storage, use and disposal of all substances and materials that are

classified as hazardous to health and environment.

To reduce waste, conserve energy, and promote recycling of materials wherever possible.

To institute and implement a system of regular EHS audit in order to assure compliance with

laid down policy, benchmarked standards, and requirements of laws, regulations and

applicable codes of practice.

To proactively share information with business partners towards inculcating world-class EHS

standards across the value chain of which ITC is a part.

All employees of ITC are expected to adhere to and comply with the EHS Policy and Corporate

Standards on EHS.

ITC’s EHS Policy extends to all sites of the Company. It will be the overall responsibility of the

Divisional/SBU Chief Executives, through the members of their Divisional Management Committees,

General Managers and Unit Heads, to ensure implementation of this Policy and Corporate Standards on

EHS, including formation of various committees and designating individuals for specific responsibilities

in respect of their Division/SBU.

The Corporate EHS Department is responsible for reviewing and updating Corporate Standards on EHS, and for providing guidance and support to all concerned.

Policy on Social Investments / CSR

Philosophy

Inspired by a vision to serve a larger national purpose and abide with the strong value of Trusteeship,

ITC has crafted innovative business models to create larger societal capital while simultaneously

delivering long term shareholder value. This overarching aspiration to create meaningful societal value

is manifest in ITC's strategy to enhance the competitiveness of value chains of which it is a part. It is

therefore a conscious strategy to design and implement Social Investments / CSR programmes in the

context of ITC's businesses, by enriching value chains that encompass the most disadvantaged

sections of society, especially those residing in rural India, through economic empowerment based on

grass-roots capacity building.

Recognizing that business enterprises are economic organs of society and draw on societal resources,

it is ITC's belief that a company's performance must be measured by its Triple Bottom Line

contribution to building economic, social and environmental capital. ITC is therefore committed to

creating larger 'stakeholder value' by aligning its performance to these Triple Bottom Line objectives.

As an Indian enterprise, ITC believes that this approach can unleash strong drivers of growth to make

it more inclusive and equitable for even the most marginalized sections of society, through the

creation of sustainable livelihoods, and to ensure long-term business sustainability and

competitiveness.

Preamble

It is the Company's intent to make a positive difference to society. It recognises that it cannot do it all;

so that if there are choices to be made, bias will be towards doing fewer projects with greater impact

and focusing initiatives on communities in which the Company lives and operates.

Policy

It is ITC's policy:

1. To pursue a corporate strategy that enables realisation of the twin goals of shareholder value

enhancement and societal value creation in a mutually reinforcing and synergistic manner.

2. To align and integrate Social Investments / CSR programmes with the business value chains of

your Company and make them outcome oriented. To support creation of on and off-farm

sustainable livelihood sources thereby empowering stakeholder communities to conserve and

manage their resources.

3. To implement Social Investments / CSR programmes primarily in the economic vicinity of your

Company’s operations with a view to ensuring the long term sustainability of such

interventions.

4. To contribute to sustainable development in areas of strategic interest through initiatives

designed in a manner that addresses the challenges faced by the Indian society especially in

rural India.

5. To collaborate with communities and institutions to contribute to the national mission of

eradicating poverty and hunger, especially in rural areas, through agricultural research and

knowledge sharing, superior farm and agri-extension practices, soil and moisture conservation

and watershed management, conservation and development of forest resources, empowering

women economically, supplementing primary education and participating in rural capacity

building programmes and such other initiatives.

6. To align your Company’s operations with the national objective of inclusive growth and

employment generation by leveraging your Company’s diversified portfolio, manufacturing

bases, supply chains and distribution channels, to infuse an appropriate mix of capital and

technology to further social business initiatives such as e-Choupal, animal husbandry,

agarbatti rolling etc. and support organisations / institutions engaged in building linkages with

local, regional and urban communities and markets.

7. To sustain and continuously improve standards of Environment, Health and Safety through the

collective endeavour of your Company and its employees at all levels towards attaining world

class standards and support other programmes and initiatives, internal or external, for the

prevention of illness and combating of diseases as may be considered appropriate from time to

time.

8. To encourage the development of human capital of the Nation by expanding human

capabilities through skills development, vocational training etc. and by promoting excellence in

identified cultural fields.

ITC IT E-Waste Policy

ITC’s achievements across all three dimensions of the "Triple Bottom Line" – economic , social and

environmental is well known and recognized globally. Being a pioneer in environmentally sustainable

operations ( e.g Carbon and Water positive , solid waste recycling positive), we need to meet

demanding standards of responsible waste management in all aspects of our operations.

With pervasive use of electrical and electronic equipments in our daily operations, disposal of obsolete

equipments is increasingly posing a threat to our environment . There is therefore a need to handle

such disposals – referred to as E-Waste – in a responsible manner in line with emerging global best

practices and standards.

IT E-Waste is a subset of E-Waste and covers the following IT equipments

Sl.

No.Category Items

1. Computers Server / Desktop computer (CPU, Monitor, Keyboard and Mouse),

Laptop, Notebook, Dumb terminal, etc or similar items

2. Printer &

Accessories

Printer, Scanner, Printer Cartridge, Toner, etc or similar items

3. Network

equipments

Routers, Switches, Patch panel, Modem, Converter, VSAT equipments,

etc or similar items

4. IT Accessories TV Tuner box, Floppy, CD and DVD, Pen Drive, External Hard disk,

External CD / DVD writer, DAT Drive, Speaker, Laptop Battery, Hand

Held device, VC equipments, Data Cartridge, etc or similar items

5. Associated

Electrical items

Power cable, Data cable, UPS, etc or similar items

IT E-WASTE POLICY

The lifecycle of all IT assets spanning from acquisition to disposal shall be managed in a

manner which conforms to sound environmental norms as detailed in the IT E-Waste

guidelines. This includes :

Preferential dealing with IT vendors having sound E-Waste management processes

Extending the useful life of IT assets to postpone / minimize generation of E-Waste

Responsible disposal processes conforming to regulatory requirements and best

practices

IT E-WASTE MANAGEMENT GUIDELINES

REGULATORY ENVIRONMENT

Different government bodies have published regulatory framework for handling E-waste.

Similarly, different trade and industry bodies are also evolving the best practices to deal with

IT E-Waste. CIO Office will scan the evolving code of practice and keep updating this policy

document (supported by Corporate EHS) in line with the best practices for disposal of IT E-

Waste. This will be done once a year, or more frequently if deemed necessary.

The appropriate government bodies, e.g., Ministry of Environments & Forests / Central or State

pollution control boards in India, etc. have initiated the process of approving and authorizing E-

Waste Recyclers. CIO Office shall identify authorized Recyclers, publish a list of such E-Waste

Recyclers and enter into appropriate agreements covering all aspects of the E-Waste disposal.

The list of authorized Recyclers and the agreed terms and conditions will be circulated to the

DMMs.

IT E-WASTE MINIMIZATION PROCESS

It shall be the endeavor of every user to maximize utilization of all IT assets to their full

productive life. Apart from internal re-use, option to extend use outside ITC through donation

to bonafide philanthropic institutions will also extend the useful life of IT assets.

Only such IT assets which are non-operational and can not be reused for any other alternate

purpose should be considered as IT E-waste for disposal. The DMM will certify this position.

COMPLIANCE REPORTING

As part of Quarterly IT Policy Compliance, the DMM shall report the Division’s compliance to E-Waste

Policy to the CIO, who in turn will present Companywide consolidated status to the Corporate IT

Steering Committee.

Abbreviations

CIO Chief Information Officer

DMM Divisional MIS Manager

CITPC Central IT Purchase Committee

ITSS IT Shared Services

CASP Corporate Accounting & System Policies

ITC Food Products Policy

It is ITC's policy that its food products should provide nutritious, tasty, hygienic and convenient options

to the consuming public.

ITC will offer food products across multiple categories, price points, delivery formats and segments as

dictated by the needs of the consumer.

ITC's portfolio of food products will be continuously improved and modified to -

1. offer new products that meet the aspiration of the changing consumer,

2. offer food products with affordable and appropriate nutrition,

3. offer food products with micronutrient fortification,

4. drive reduction of sodium, sugar and fat in Products,

5. offer trans-fat free products,

6. offer functional food products with focus on India specific metabolic disorders,

7. follow a strict code for making product functional claims,

8. follow the highest standards in nutrition labelling and reporting,

9. follow responsible marketing and consumer communications practices,

10. create and sustain R&D   focus in development of new products and processes,

11. follow the highest standards of hygiene and manufacturing practices in all delivery formats,

12. collaborate with experts and institutions and

13. ensure widespread accessibility to healthy products through appropriate pricing and wide

distribution.

Policy Framework and Strategies

As with all laws, ITC's Food products will adhere to all legal and regulatory requirements as prescribed

from time to time.

1. To offer new products that meet the aspiration of the changing consumer

As the aspiration of the consumer changes, new products will be developed and launched to

meet the taste, nutrition and convenience expectations of future consumers.

2. To offer products with affordable and appropriate nutrition

Recommendations of the National Institute of Nutrition (NIN), India, will be referred to, to

assess nutritional appropriateness of ITC's food products. Efforts will be made to offer products

with appropriate nutrient density for mass consumption, including catering to the needs of

those sections of the society who are economically disadvantaged.

3. To offer products with micro-nutrient fortification 

ITC's food products will be suitably fortified with micro-nutrients (iron, calcium, zinc, iodine,

folic acid, other vitamins and minerals) wherever feasible. ITC's R&D will continue to carry out

suitable research programmes to make fortified nutrients more biologically available and

functional.

4. To drive reduction of sodium, sugar and fat in products 

ITC's R&D will endeavour to find solutions aimed at reducing fat, sugar and sodium ("FSS") in

food products, without impacting the taste profile of the product. In addition to scientific

solutions, ITC will also adopt the Adaptation Methodology to reduce these ingredients in a

gradual manner. Guidelines will be made and tangible targets will be set for the new product

development teams to reduce the above ingredients in the new products. ITC will endeavour to

introduce such Reduced FSS products in the market by year 2013.

5. To offer Trans Fat Free Products

To disclose added trans-fats, if any, in all food products. To work towards not using any

hydrogenated oil in all food products by the year 2015. 

6. To offer functional food products with focus on India-specific metabolic disorders

ITC, with well-researched functional ingredients, will endeavour to make functional food

products suitable for consumption by Indians who suffer from metabolic disorders. ITC will

release such functional products to the consumer, only after fully understanding the

mechanism of action of the functional ingredients at the molecular level. Integrative biology

approaches will be employed to study these ingredients' efficacy.

7. To follow a strict code for making product functional claims

ITC will conduct clinical trials in India by using Indian subjects to study the efficacy of its

functional foods. Experts' opinion will be taken to design the clinical studies and suitable

statistical methods will be employed to interpret the clinical study data. Indian Council of

Medical Research (ICMR) guidelines will be referred to and followed in all clinical studies.

Functional claims will be made only after statistical significance is observed.

8. To follow the highest standards in nutrition labelling and reporting

ITC's packaged food products' labelling will be comprehensive with good clarity on the

contents of all macro and micro-nutrients. The nutrient content will be compared with the NIN

recommended Daily Value (DV) and the percentage in the product will be reported.

9. To follow responsible marketing and consumer communication practices 

Apart from complying with all local laws and regulations, advertisements of ITC's food products

will also adhere to the ASCI Code.   All product communication to the consumer will

appropriately represent the products. Internal audits will be done on marketing practices and,

if needed, corrective action will be taken. Efforts will be made to promote nutritious foods and

educate the rural consumer in food hygiene.

10. To create and sustain R&Dfocus in development of new products and processes

ITC's R&D organisation is structured to research exploratory subjects and applied research

subjects. ITC's R&D infrastructure is of international standards, and has been certified with ISO

14001-2004 for EHS and ISO 17025 NABL for analytical processes. There are more than 100

scientists conducting R&D on several food related platforms. ITC will continuously strive to

contemporise its R&D infrastructure to meet changing nutrition needs. 

11. To follow the highest standards of hygiene and manufacturing practices in all

delivery formats

ITC Hotels R&D endeavours to practice GHP & GMP (Good Hygiene Practices & Good

Manufacturing Practices) along with ISO 22000 food safety management system

implementation with PAS 220 relevant applications. ITC hotels will stringently follow all

applicable regulatory requirements, with particular focus on risk minimization and elimination.

12. To collaborate with experts and institutions

ITC believes in collaborating with outside experts to upgrade the knowledge of its personnel

with a view to guiding the food business in developing products with balanced nutrition and

functional ingredients. ITC will continue to collaborate with national and international

institutions for scientific research and specific projects. ITC believes in using an Open

Innovation policy in developing its R&D for food products.

13. To ensure widespread accessibility of healthy products through pricing and

distribution:

ITC will ensure the widest accessibility to its healthy food products through ensuring national

geographic distribution across both urban and rural centres, using its FMCG distribution

infrastructure and its e-choupal related rural distribution reach. ITC will also ensure

accessibility across demographics through adopting a portfolio approach across all relevant

price segments.

Global Honours

ITC constantly endeavours to benchmark its products, services and processes to global standards. The

Company's pursuit of excellence has earned it national and international honours. ITC is one of the

eight Indian companies to figure in Forbes A-List for 2004, featuring 400 of "the world's best

big companies". Forbes has also named ITC among Asia's'Fab 50' and the World's Most Reputable

Companies.

ITC has several firsts to its credit:

ITC is the first from India and among the first 10 companies in the world to publish its

Sustainability Report in compliance (at the highest A+ level) with the latest G3 guidelinesof

the Netherlands-based Global Reporting Initiative (GRI), a UN-backed, multistakeholder international

initiative to develop and disseminate globally applicable Sustainability Reporting Guidelines.

ITC is the first Indian company and the second in the world to win the prestigious

Development Gateway Award. It won the $100,000 Award for the year 2005 for its trailblazing ITC

e-Choupal initiative which has achieved the scale of a movement in rural India. The Development

Gateway Award recognizes ITC's e-Choupal as the most exemplary contribution in the field of

Information and Communication Technologies (ICT) for development during the last 10 years. ITC e-

Choupal won the Award for the importance of its contribution to development priorities like

poverty reduction, its scale and replicability, sustainability and transparency.

ITC has won the inaugural 'World Business Award', the worldwide

business award recognising companies who have made significant efforts to create sustainable

livelihood opportunities and enduring wealth in developing countries. The award has been instituted

jointly by the United Nations Development Programme (UNDP), International Chamber of

Commerce (ICC) and the HRH Prince of Wales International Business Leaders Forum (IBLF).

ITC is the first Corporate to receive the Annual FICCI Outstanding Vision Corporate Triple

Impact Award in 2007 for its invaluable contribution to the triple bottom line benchmarks of building

economic, social and natural capital for the nation.

ITC has won the Golden Peacock Awards for 'Corporate Social

Responsibility (Asia)' in 2007, the Award for 'CSR in Emerging Economies

2005' and 'Excellence in Corporate Governance' in the same year. These Awards have been

instituted by the Institute of Directors, New Delhi, in association with the World Council for Corporate

Governance and Centre for Corporate Governance.

ITC Hotel Gardenia, Bengaluru is the first Indian Hotel and world's largest, to get the LEED

Platinum rating - the highest green building certification globally.

The Company's Green Leaf Threshing plants at Chirala and Anaparti in Andhra Pradesh are

the first units of their kind in the world to get ISO 14001environment management systems

certification.

ITC's cigarette factory in Kolkatais the first such unit in India to get ISO 9000 quality

certification and the first among cigarette factories in the world to be awarded the ISO 14001

certification.

ITC Maurya in New Delhi is the first hotel in India to get the coveted ISO 14001Environment

Management Systems certification.

ITC Filtrona is the first cigarette filter company in the world to obtain ISO 14001.

ITC Infotech finds pride of place among a select group of SEI CMM Level 5 companies in the

world.

ITC's Green Leaf Threshing plant in Chirala is the first in India and among the first 10 units

in the world to bag the Social Accountability (SA 8000) certification.

ITC's R&D Centre at Peenya, Bengaluru has the distinction of being the first independent R&D centre

in India to get ISO 9001 accreditation and certified with ISO 14001 for Environment

Management Systems by DNV. The R&D Centre is also certified for the

standard ISO/IEC17025:2005, by National Accreditation Board for Testing and Calibration

Laboratories (NABL). This certification is awarded for "General requirement for the competence of

Testing & Callibration Laboratories".

ITC Chairman Y C Deveshwar has received several honours over the years. Notable among them are:

Award

The Padma Bhushan, one of the highest civilian awards in the country by the Government of India in recognition of his distinguished service of a high order to the Nation, in 2011.

2012Business Leader of the Year Award conferred by the All India Management Association (AIMA), India's apex body of professional management.

2010 The U.S.-India Business Council (USIBC) Award for Global Leadership.

2007SAM/SPG Sustainability Leadership Award conferred at the International Sustainability Leadership Symposium, Zurich.

2006Business Person of the Year from UK Trade & Investment, the UK Government organisation that supports overseas businesses in that country.

2006 Inducted into the 'Hall of Pride' by the 93rd Indian Science Congress.

2005 Honoured with the Teacher's Lifetime Achievement Award.

2001Manager Entrepreneur of the Year from Ernst & Young.Retail Visionary of the Year from Images, India's only fashion and retail trade magazine.

1998 Honorary Fellowship from the All India Management Association

1996 Distinguished Alumni Award from IIT, Delhi.

1994 Marketing Man of the Year from A&M, the leading marketing magazine.

1986 Meridien Hotelier of the Year.

Some of the other notable recognitions are:

World Business and Development Award 2012 at Rio+20 United Nations Summit at Rio de

Janeiro for the transformational rural initiatives in social and farm forestry.

The Stockholm Challenge 2006 for the e-Choupal initiative. This award is for

usingInformation Technology for the economic development of rural communities.

United Nations Industrial Development Organisation (UNIDO) Award at the international

conference on Sharing Innovative Agribusiness Solutions 2008 at Cairo for ITC's exemplary

initiatives in agri business through the e-Choupal.

The Corporate Social Responsibility Crown Award for Water

Practices from UNESCOand Water Digestfor its distinguished work carried out in the water sector in

India. ITC also received the National Award for Excellence in Water Management 2007 in the

'beyond the fence' category from the CII Sohrabji Godrej Green Business Centre for its leadership

role in implementing water and watershed management practices.

The watershed programme also won the Asian CSR Award 2007 for Environmental

Excellence given by the Asian Institute of Management. The Award recognizes and honours Asian

companies for outstanding, innovative and world-class projects. The Company also received

the Ryutaro Hashimoto Incentive Prize 2007 for Environment & Development from the Asia

Pacific Forum. This Award aims at promoting information dissemination of good practices towards

sustainable development in the Asia-Pacific region.

The Readers' Digest Pegasus Award for corporate social responsibility, recognising outstanding

work done by socially conscious companies.

The Corporate Award for Social Responsibility 2008 from The Energy

and Resources Institute (TERI) in recognition of its exemplary initiatives in implementing integrated

watershed development programmes across 7 states in India. The company also won the award in

2004 for its e-Choupal initiative. The Award provides impetus to sustainable development and

encourages ongoing social responsibility processes within the corporate sector.

The 'Enterprise Business Transformation Award' for Asia Pacific (Apac), instituted byInfosys

Technologies and Wharton School of the University of Pennsylvania for its celebrated e-

Choupal initiative.

The Best Corporate Social Responsibility Practice Award 2008 jointly instituted by the

Bombay Stock Exchange, Times Foundation and the NASSCOM Foundation.

The NASSCOM - CNBC IT User Award 2008 in the Retail & Logistics category. The Company has

been recognised for its pro-active and holistic approach to IT adoption and the seamless alignment of

IT with business strategy. This is the fourth time that ITC has won Nasscom's Best IT User Award since

it was instituted in 2003.

The Institute of Chartered Accountants of India Award for Excellence in Financial

Reporting with its Annual Report and Accounts, adjudged as a commendable entry under the

Category 'Manufacturing and Trading Enterprises'.

The Business Today Award for the Best Managed Company in recognition of its outstanding

initiatives in the consumer products segment.

The only Indian FMCG company to have featured in the Forbes 2000 list. The Forbes 2000 is a

comprehensive ranking of the world's biggest companies, measured by a composite of sales,

profits, assets and market value. The list spans 51 countries and 27 industries.

The NDTV Profit Business Leadership Award for being the Best Food Company of 2007. The

Award has been instituted to recognise organisational excellence.

The CNBC-TV18's International Trade Award 2008 for Outstanding Exporter of the Year  in

the FMCG & Food category.

ITC continues its dominance of The Economic Times' Brand Equity listing of India's 100

Biggest FMCG Brands, with three brands from its stable making it to the top five. Gold

Flake remains India's biggest FMCG brand in terms of sales. Navy Cut ranks at No. 4. ITC's

Scissors brand ranks at No 5 and is the only new entrant into the top 10.

Restaurant magazine has chosen Bukhara at the ITC Maurya, New Delhi as the best Indian

restaurant in the world and the best restaurant in Asia. Bukhara has also been adjudged one of

the top 50 restaurants in the world by the London based magazine 'The Good Food

Guide'. Bukhara is the only South Asian restaurant to figure in the list.

The "Best Supply Chain Practices Award" for time-effective and cost-efficient Logistics

Management in Organized Retail to ITC's Lifestyle Retailing Business Division (LRBD). The

awards were organized by Retailers Association of India (RAI) in association with ITW Signode - the

International leaders in packaging solutions.

For a complete business-wise list of awards, click here:

Cigarettes

LRBD

Hotels

Paperboards & Specialty Papers

Packaging

Agri Business Division

Agri Business Division - ILTD

e-Choupal

Research & Development

ITC is committed to delivering world-class products and services. This requires a clear

focus on continuously striving to create a higher value to customers by achieving

excellence in all Company's operations. Business excellence calls for a passionate focus on

technology, products, services, processes and an operating environment firmly anchored to

an impregnable foundation of Quality.

ITC firmly believes that quality is not a specifically assignable

task. It needs to be firmly rooted and institutionalized in the culture and value system of the Company.

ITC nurtures a culture of striving for continuous improvement in quality, be it in products, services,

systems or performance. The Company is committed to the establishment of systems and processes to

promote organisational creativity and innovation.

ITC's development of its Integrated Quality Management System (IQMS) is based on its strong

foundation of implementing ISO 9001:2000, ISO 14001, OHSAS 18001, SA 8000, HACCP (for

Foods) and IQRS(performance rating and benchmarking of the quality management system).

Likewise, ITC's strategic initiatives for developing its people have been based on participative

management concepts like QC (Quality Control), TQM (Total Quality Management), KSS

(Kaizen Suggestion Scheme), 5S, Six Sigma.

All ITC manufacturing units have ISO quality certification. Almost all contract manufacturing units in

the Foods Business and all large hotels have food safety and quality systems certified by accredited

'third party' in accordance with 'Hazard Analysis Critical Control Points' (HACCP) standards.

Additionally, the quality of all FMCG products of the Company is regularly monitored through 'Product

Quality Rating System' (PQRS). The Leaf Tobacco and Printing & Packaging businesses have achieved

world-class ratings in the 'International Quality Rating System' (IQRS) for business excellence in which

key processes are rated against international benchmarks and certified by accredited 'third party'

independent assurance providers.

ITC's Research & Development Centres

At ITC's Research & Development Centres at Bengaluru,

Bhadrachalam and Rajahmundry, the Company has assembled a pool of world-class scientists

focused on providing the requisite R&D support to its established and new businesses enabling the

Company to consistently attain internationally benchmarked quality standards and constantly offer

product innovations.

ITC R&D Centre at Bengaluru provides systemized service to the entire range of ITC's businesses

through Product Technology Cells, Common Service Modules, Advanced Research

Initiatives and networking with national and international R&D centres.

Product Technology Cells (PTCs) are product-specific. Each PTC caters to the needs of the

businesses through Market Intelligence, Product Testing & PQRS services, Prototyping services through

advanced pilot plants, flavour and fragrance development services, periodic audit of factory quality

systems and Product Knowledge and Training Workshops.

PTCs assist businesses through sensory evaluations by highly trained and specialised panelists.

Common service modules like Packaging and Advanced Analytical labs offer their services across all

businesses.

ITC R&D Centres are manned by highly qualified and trained

scientists specialised in their fields. The labs and pilot plants have ultra modern, state-of-the-art

testing and prototyping facilities. The laboratory at Bengaluru has obtained accreditation from NABL

(National Accreditation Board for Testing & Calibration of Laboratories) for ISO 17025 for

key testing protocols.

ITC Corporate R&D located in Bengaluru undertakes research programs for multiple ITC businesses

built on a common set of core competencies. The initial sets of core competency areas identified

are: Plant Breeding and Genetics, Agronomy, Microbiology, Molecular Biology, Silviculture,

Cell Biology, Proteomics, Genomics, Biochemistry and Ingredient Sciences. The facility aims

to create 'Centres of Excellence' in these areas.

ITC's R&D programme at Bhadrachalam is the core of the

Company's fibre strategy for its Paperboards and Specialty Papers business. This state-of-the-art

research centre is consistently striving to improve the productivity of several tree species, in order to

give attractive land-use alternatives to traditional farmers and wasteland owners. So far, more

than100 high-yielding, fast-growing and disease resistant 'Bhadrachalam' clones have been

produced on a commercial scale, including 23 site-specific clones adapted to problematic soils. The

productivity of these saplings is 6-9 times that of normal seedlings.

ITC's comprehensive R&D facilities at Rajahmundry in Andhra

Pradesh cover all aspects of tobacco crop cultivation. In collaboration with the Central Tobacco

Research Institute and the Tobacco Board, ITC pioneered FCV tobacco cultivation in India and

introduced the Burley and HDBRG varieties. ITC's continued focus on crop development has resulted in

new varieties of seeds and hybrids in Andhra Pradesh and Karnataka, which have significantly

improved farm yields and helped fulfill the demands of a dynamic global market.

The Company's R&D team collaborates with other centres of excellence, and leverages expertise from

several leading institutes including the University of Agricultural Science, Bengaluru; Indian Institute of

Science, Bengaluru; CSIOR, Australia and CSIR, South Africa.

Catering to the need of ITC's Lifestyle Business is a contemporary master Design Facility at

Gurgaon. It offers R&D facilities that have enabled the Company to offer internationally benchmarked

fashion collection every season.

ITC BRANDSPACKAGED FOODS

Packaged

Foods

LIFESTYLE RETAILING

PERSONAL CARE