Introduction:The ITC Profile

ITC is one of India's foremost private sector companies with a market capitalisation of over US $
30 billion and a turnover of US $ 6 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, among India's
Most Respected Companies by BusinessWorld 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 Cigarettes, Hotels, Paperboards & Specialty Papers, Packaging,
Agri-Business, Packaged Foods & Confectionery, Information Technology, Branded Apparel,
Personal Care, Stationery, Safety Matches and other FMCG products. 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. ITC is one of the
country's biggest foreign exchange earners (US $ 3.2 billion in the last decade). 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.

1 |Page
ITC employs over 26,000 people at more than 60 locations across India. The Company
continuously endeavors to enhance its wealth generating capabilities in a globalising environment
to consistently reward more than 3,94,000 shareholders, fulfill 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."

(* as on 30th September 2010)

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 to I.T.C. Limited in 1974. In recognition of the Company's multi-
business portfolio encompassing a wide range of businesses - Cigarettes & Tobacco, Hotels,
Information Technology, Packaging, Paperboards & Specialty Papers, Agri-business, Foods,
Lifestyle Retailing, Education & Stationery and Personal Care - 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'. 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.

In 1979, ITC entered the Paperboards business by promoting ITC Bhadrachalam Paperboards
Limited, which today has become the market leader in India. Bhadrachalam Paperboards

2 |Page
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. Since
inception, its shares have been held by ITC, British American Tobacco and various independent
shareholders in Nepal. In August 2002, Surya Tobacco became a subsidiary of ITC Limited and its
name was changed to Surya Nepal Private Limited (Surya Nepal).

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. ITC's first rural mall,
christened 'Choupal Saagar' was inaugurated in August 2004 at Sehore. On the rural retail front,
24 'Choupal Saagars' are now operatonal in the 3 states of Madhya Pradesh, Maharashtra and
Uttar Pradesh.

In 2000, ITC forayed into the Greeting, Gifting and Stationery products business with the launch of
Expressions range of greeting cards. A line of premium range of notebooks under brand
“Paperkraft” was launched in 2002. To augment its offering and to reach a wider student
population, the popular range of notebooks was launched under brand “Classmate” 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 Children Books, Slam Books, Geometry Boxes, Pens and Pencils under the “Classmate”
brand. In 2008, ITC repositioned the business as the Education and Stationery Products Business
and launched India'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. Paperkraft entered new categories in the office consumable
segment with the launch of Textliners, Permanent Ink Markers and White Board Markers in 2009.

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

3 |Page
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 'Celebration Series', 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 - Manufacturing, BFSI (Banking,
Financial Services & Insurance), CPG&R (Consumer Packaged Goods & Retail), THT (Travel,
Hospitality and Transportation) and Media & Entertainment.

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 Aashirvaad atta (wheat flour). 2003 witnessed the introduction of Sunfeast as
the Company entered the biscuits segment. ITC's entered the fast growing branded snacks
category with Bingo! in 2007. In eight years, the Foods business has grown to a significant size
with over 200 differentiated products under six 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 matches brands like iKno, Mangaldeep, Aim, Aim Mega and Aim Metro.

ITC's foray into the marketing of Agarbattis (incense sticks) in 2003 marked the manifestation
of its partnership with the cottage sector. ITC's popular agarbattis brands include Spriha and
Mangaldeep across a range of fragrances like Rose, Jasmine, Bouquet, Sandalwood, Madhur,
Sambrani and Nagchampa.

ITC introduced Essenza Di Wills, an exclusive range of fine fragrances and bath & body care
products for men and women in July 2005. Inizio, the signature range under Essenza Di Wills
provides a comprehensive grooming regimen with distinct lines for men (Inizio Homme) and
women (Inizio Femme). Continuing with its tradition of bringing world class products to Indian
consumers the Company launched 'Fiama Di Wills', a premium range of Shampoos, Shower Gels
and Soaps in September, October and December 2007 respectively. The Company also launched
the 'Superia' range of Soaps and Shampoos in the mass-market segment at select markets in
October 2007 and Vivel De Wills & Vivel range of soaps in February and Vivel range of
shampoos in June 2008.

4 |Page
Leadership in Business

An inspiring Vision. A challenging corporate strategy. World-class execution. Unmatched

investments in technology, brands, people. These expressions best define ITC Limited. The
result: market capitalisation of US$22 billion and turnover of over US$6 billion. ITC today is the
leading FMCG marketeer in India, the second largest Hotel chain, the clear market leader in the
Indian Paperboard and Packaging industry and the country's foremost Agri-business player.
Additionally, its wholly owned subsidiary is one of India's fastest growing Information
Technology companies in the mid-tier segment.

As each of ITC's businesses is vastly different from the other in its type, the state of its
evolution and the basic nature of its activity, 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.

ITC's diversification is powered by a robust corporate strategy designed to unleash multiple

drivers of growth. Its time tested core competencies, namely unmatched distribution reach,
superior brand building, effective supply chain management and acknowledged skills in
hoteliering have provided ITC the springboard to create new epicenters of growth. Inspired by
the overarching vision of making a contribution to the national goals of sustainable development
and inclusive growth, ITC has innovatively crafted unique business models that synergise long-
term shareholder value creation with enhancing societal capital.

5 |Page
 ITC's diversified portfolio
comprises:

6 |Page
Shareholder Value

ITC is one of India's foremost private sector companies. ITC is the leading FMCG marketer in India
today, the second largest Hotel chain, the clear market leader in the Indian Paperboard and
Packaging industry and the country’s foremost Agri-business player. Additionally, its wholly owned
subsidiary is one of India’s fastest growing Information Technology companies in the mid-tier
segment.

Over the last fifteen years, ITC has created multiple drivers of growth by developing a portfolio of
world-class businesses. During this period, the Company’s Gross Turnover and Post-tax profits
recorded an impressive compound growth of 12.4% and 21.7% per annum respectively.
Profitability, as measured by Return on Capital Employed improved substantially from 28.4% to
41% during this period. Total Shareholder Returns, measured in terms of increase in market
capitalisation and dividends, grew at a compound rate of 24.3% during this period, placing ITC
amongst the foremost in the country interms of efficiency of servicing financial capital. ITC today is
one of India’s most admired and valuable corporations with a market capitalisation in excess of Rs.
100000 crores.

1995-96 2009-10
Key Economic Indicators
Rs. Crores

Gross Turnover 5115 26260

Market Capitalisation 5571 100475*

Profit Before Tax 452 6015

Profit After Tax 261 4061

EPS - Rs (Equalised for 95-96) 0.71 10.73

Net Worth 1121 14064

Book Value per Share (Rs.) 3 36.8

Capital Employed 1886 14957

ROCE % 28.4 40.6

* Market Capitalisation as on 31/3/10

7 |Page
ITC Limited Financial Highlights

* Invested Capital is computed by netting Cash and Cash Equivalents (including Short Term Investments) from Total Capital
Employed.
** Computed as PBIT (excluding Income from Short *** Computed as PBIT divided
term Investments) divided by average Invested Capital by average Capital Employed
during the year during the year

These graphs depict the standalone financial position.

8 |Page
:: Company's Share Capital
505,41,43,494 Ordinary Shares of the Company, representing 65.71% of the Company's paid up
capital, as on 12th November, 2010 are in dematerialised form. The paid-up share capital of the
Company, as on 12th November, 2010, is Rs. 769,14,58,190 (Rs.769.15 crores) divided into
769,14,58,190 Ordinary Shares of the face value of Re 1/- each.

Total No. of Shareholders as on 12th November, 2010 : 3,94,479

No. of shareholders in dematerialised form : 3,49,788
No. of shareholders in physical form : 44,691

:: GDRs
The Company, in 1993, made an offer of 45,00,000 Global Depository Receipts (GDRs) with
15,00,000 warrants (in the ratio of 1 warrant for every three GDRs held) to subscribe for the
GDRs. As on March 31, 2010, 1,47,00,984 GDRs, representing 1,47,00,984 underlying Ordinary
shares of the Company, were outstanding. The Company's GDRs are listed on the Luxembourg
Stock Exchange (Code: 004660919), at Societe de la Bourse de Luxembourg, 11 Avenue de la
Porte - Neuve, L-2227 Luxembourg.

:: Listing on Stock Exchanges (with Stock Codes)

The Company's shares are listed with 3 Stock Exchanges:

Kolkata (10000018*)

Mumbai (500875*)

National Stock Exchange (ITC*)

* Stock Codes

:: Annual General Meeting (AGM)

The Ninety-Ninth AGM of the Company was held on Friday, 23rd July, 2010 at Science City, Main
Auditorium, JBS Haldane Avenue, Kolkata 700 046, at 10.30 a.m.

Despatch of Notice of the AGM along with copy of the Report and Accounts 2010 to the Members
of the Company was completed on 29th June, 2010.

9 |Page
:: Special Centenary Dividend and Dividend for
the financial year ended 31st March, 2010
The Members of the Company at the AGM held on 23rd July, 2010 declared special Centenary
dividend of Rs. 5.50 per Ordinary Share of Re.1/- each and a dividend of Rs. 4.50 per Ordinary
Share for the financial year ended 31st March, 2010, aggregating Rs. 10/- per Ordinary Share,
payable on or after Monday, 26th July, 2010 to those Members of the Company entitled thereto.

The aforesaid dividend has been credited through National Electronic Clearing Service to the bank
accounts of those shareholders who opted for the same on Monday, 26th July, 2010. Despatch of
dividend warrants to the remaining shareholders has been completed on Saturday, 24th July,
2010.

Unclaimed Dividend

Unclaimed dividend for the years prior to and including the financial year 2002-03 has been
transferred to the General Revenue Account of the Central Government / the Investor Education
and Protection Fund established by the Central Government (IEPF), as applicable.

The dividend for the undernoted years, if unclaimed for 7 years, will be transferred by the
Company to IEPF.

ITC Limited
Unclaimed
Dividend Date of Dividend as on Due for
Financial Total Dividend
Identification Declaration 31/03/2010 transfer
Year (Rs.)
No. of Dividend to IEPF on
(Rs.) %

2003-04 74th 30th July, 4,95,35,77,020.00 2,72,62,500.00 0.55 4th

2004 September,
2011

2004-05 75th 29th July, 7,73,24,56,356.00 4,19,54,783.00 0.54 3rd

2005 September,
2012

2005-06 76th 21st July, 9,95,12,91,267.00 5,79,56,063.00 0.58 26th

2006 August,
2013

2006-07 77th 27th July, 11,66,29,29,029.00 7,64,10,164.00 0.66 1st

2007 September,
2014

2007-08 78th 30th July, 13,19,01,73,540.00 8,36,71,407.00 0.63 4th

2008 September,
2015

2008-09 79th 24th July, 13,96,53,10,312.00 9,32,42,325.00 0.67 29th

2009 August,
2016

10 | P a g e
Erstwhile ITC Hotels Limited
Unclaimed Dividend as on
Financial Date of Declaration Total Dividend 31/03/2010 Due for transfer
Year of Dividend (Rs.) to IEPF on
(Rs.) %

2003-04 14th July, 2004 6,04,32,984.00 6,89,499.00 1.14 18th August,

2011

:: Information on Bonus Issues

YEAR BONUS

1978 One share for every five shares held

1980 One share for every five shares held

1989 One share for every one share held

1991 Three shares for every five shares held

1994 One share for every one share held

2005 One share for every two shares held

2010* One share for every one share held*

* In accordance with the approval of the Members at the Ninety-Ninth AGM of the Company held
on 23rd July, 2010, the Company on 6th August, 2010 has issued and allotted Bonus Shares in the
ratio of 1 (One) Bonus Share of Re.1/- each for every existing 1 (One) fully paid-up Ordinary
Share of Re.1/- each to those Members who were holding shares of the Company on 4th August,
2010 i.e. the Record Date fixed for this purpose by the Board of Directors of the Company.

The Bonus shares, issued and allotted in electronic form have been credited to the Beneficiary
Accounts on 10th August, 2010. With respect to shares issued and allotted in physical form, the
despatch of the Bonus Share Certificates by Speed Post / Registered Air Mail (in case of
shareholders residing abroad) have been completed on 10th August, 2010.

11 | P a g e
 :: Share Prices
ITC's Share Prices for the current financial year

YEAR NSE BSE CSE

2010 HIGH LOW HIGH LOW HIGH LOW

MONTH

APRIL 273.80 260.10 272.60 260.60 264.60 264.40

MAY 287.70 245.00 285.90 253.85 274.10 263.50

JUNE 307.90 275.20 307.80 276.10 291.50 280.05

JULY 311.90 266.40 311.70 289.90 305.00 299.95

AUGUST 313.45 151.55 313.30 151.50 156.00 155.85

SEPTEMBER 180.85 161.40 181.50 161.25 NIL NIL

ITC's Share Prices for the last financial year

YEAR NSE BSE CSE

2009 HIGH LOW HIGH LOW HIGH LOW

MONTH

APRIL 194.25 177.50 194.80 177.60 NIL NIL

MAY 223.25 179.55 209.00 179.35 196.00 182.60

JUNE 210.00 180.50 209.70 180.25 199.00 191.20

JULY 253.00 187.20 252.25 187.20 239.00 227.90

AUGUST 253.00 218.05 252.00 218.00 NIL NIL

SEPTEMBER 238.00 222.40 237.90 223.00 232.55 232.50

OCTOBER 266.50 230.00 267.90 230.00 NIL NIL

NOVEMBER 271.00 243.10 271.30 244.00 264.50 264.45

DECEMBER 260.50 243.20 260.40 232.00 256.90 245.30

12 | P a g e
 YEAR NSE BSE CSE

2010 HIGH LOW HIGH LOW HIGH LOW

MONTH

JANUARY 259.50 241.25 259.60 241.50 255.40 247.50

FEBRUARY 254.85 228.80 254.65 229.00 250.10 246.40

MARCH 272.90 235.00 272.70 232.00 264.75 236.35

Shareholding Pattern
Name of the Company : ITC Limited
Scrip Code, Name of the scrip, class of security :
Scrip Code - ITC (NSE), 500875 (BSE) , 10000018 (CSE);
Name of the scrip - ITC LTD; Class of security -
Ordinary Shares
Quarter ended : 30th September, 2010

(I)(a) Statement showing Shareholding Pattern

13 | P a g e
14 | P a g e
15 | P a g e
 Total
shareholdingSharespledged
Number of as a %age or otherwise
shares held of total numberencumbered
Number of Total of shares
Category Category of in
shareholder number of
Code shareholder dematerialise As a
s shares As a Numbe
d %age
form %age r As a
of
of of %age
(A+B+C
(A+B) shares
)
(IX) =
(VIII) /
(I) (II) (III) (IV) (V) (VI) (VII) (VIII)
(IV)*10
0
Promoter
(A) and Promoter
Group
(1) Indian
Individuals
(a) / Hindu 0 0 0 0.00 0.00 0 0.00
Undivided Family
Central
Government
(b) 0 0 0 0.00 0.00 0 0.00
/ State
Government(s)
Bodies
(c) 0 0 0 0.00 0.00 0 0.00
Corporate
Financial
(d) Institutions / 0 0 0 0.00 0.00 0 0.00
Banks
Any Other
(e) 0 0 0 0.00 0.00 0 0.00
(specify)
Sub-Total
0 0 0 0.00 0.00 0 0.00
(A)(1)
(2) Foreign
Individuals
(Non-Resident
(a) Individuals / 0 0 0 0.00 0.00 0 0.00
Foreign
Individuals)
Bodies
(b) 0 0 0 0.00 0.00 0 0.00
Corporate
(c) Institutions 0 0 0 0.00 0.00 0 0.00
(d) Any Other (specify) 0 0 0 0.00 0.00 0 0.00
Sub-Total (A)(2) 0 0 0 0.00 0.00 0 0.00
Total
Shareholding of
Promoter and
Promoter Group 0 0 0 0.00 0.00 0 0.00

(A) = (A)(1) +
(A)(2)
Public
(B) N.A. N.A.
shareholding
(1) Institutions N.A. N.A.
(a) Mutual Funds / UTI 268 1096368201 1095834141 14.33 14.28
Financial
(b) Institutions / 131 7181005 6561070 0.10 0.09
Banks
Central
Government /
(c) 0 0 0 0.00 0.00
State
Government(s)
Venture Capital
(d) 0 0 0 0.00 0.00
Funds
Insurance
(e) 26 1668517368 1657758618 21.81 21.73
Companies
Foreign
16
(f) | P a Institutional
ge 638 1086254617 1085950327 14.20 14.15
Investors
Foreign Venture
(g) Capital 0 0 0 0.00 0.00
Investors
(I)(b) Statement showing Shareholding of persons belonging to
the category “Promoter and Promoter Group”

Total shares held Shares pledged or otherwise encumbered

Sr. Name of the As a % of grand total
No. shareholder As a % of grand
Number Number As a %age (A)+(B)+(C) of sub-
total (A)+(B)+(C)
clause (I)(a)
(VI) =
(I) (II) (III) (IV) (V) (VII)
(V)/(III)*100
- 0 0.00 0 0.00 0.00
Total 0 0.00 0 0.00 0.00

(I)(c) Statement showing Shareholding of persons belonging to

the category “Public” and holding more than 1% of the total
number of shares

Shares as a %age of total

number of shares
Sr. Number of {i.e., Grand Total (A) + (B) +
Name of the shareholder
No. shares (C)
indicated in Statement
at para (I)(a) above}
1 Tobacco Manufacturers (India) Limited 1985564880 25.86
2 Life Insurance Corporation of India 1021267772 13.30
Specified Undertaking of the Unit Trust of
3 896721090 11.68
India
4 Myddleton Investment Co. Limited 324207960 4.22
The New India Assurance Company
5 169078670 2.20
Limited
6 General Insurance Corporation of India 146255158 1.91
7 The Oriental Insurance Company Limited 139681560 1.82
8 National Insurance Company Limited 131422220 1.71
ICICI Prudential Life Insurance Company
9 121238617 1.58
Ltd.
Rothmans International Enterprises
10 103303260 1.35
Limited

17 | P a g e
 Total 5038741187 65.63

(I)(d) Statement showing details of locked - in shares

Locked-in shares as a %age of

total number of shares {i.e.,
Sr. No. Name of the shareholder Number of locked-in shares Grand Total (A) + (B) + (C)
indicated in Statement at para (I)
(a) above}
- 0 0.00
Total 0 0.00

(II)(a) Statement showing details of Depository Receipts (DRs)

Shares underlying outstanding DRs

Type of outstanding Number of shares as a %age of total number of shares
Sr. Number of
DR (ADRs, GDRs, underlying {i.e., Grand Total (A) + (B) + (C)
No. outstanding DRs
SDRs, etc.) outstanding DRs indicated in statement at para (I)(a)
above}
1 GDRs 27573942 27573942 0.36
Total 27573942 27573942 0.36

(II) (b) Statement showing Holding of Depository Receipts (DRs),

where underlying shares are in excess of 1% of the total number
of shares

NOT APPLICABLE

Sr. Name of the Type of Number of shares Shares underlying outstanding DRs
No. DR Holder outstanding DR underlying outstanding as a %age of total number of shares
(ADRs, GDRs, DRs {i.e., Grand Total (A) + (B) + (C)
SDRs, etc.) indicated in Statement at para (I)(a)
above}
- - - - -
Total

Note : The 'number of shareholders' is based on DP ID & CL ID Nos. (in respect of shares held in
dematerialised form) and Account Nos. (in respect of shares held in physical form).

(III)(a) Statement showing the voting pattern of shareholders, if

more than one class of shares/securities is issued by the issuer.

NOT APPLICABLE

Number of Voting Total Voting Total Voting Rights

Category
Category of shareholder Rights held in each Rights i.e. (VI)
Code
class of securities (III+IV+V)

18 | P a g e
 As a
As a %age
Class Class %age
Class Y of
X Z of
(A+B+C)
(A+B)
(I) (II) (III) (IV) (V) (VI) (VII) (VIII)
Promoter and Promoter
(A)
Group
(1) Indian
Individuals / Hindu Undivided
(a)
Family
Central Government / State
(b)
Government(s)
(c) Bodies Corporate
(d) Financial Institutions / Banks
(e) Any Other (specify)
Sub-Total (A)(1) 0 0 0 0.00 0.00 0
(2) Foreign
Individuals (Non–Resident
(a) Individuals / Foreign
Individuals)
(b) Bodies Corporate
(c) Institutions
(d) Any Other (specify)
Sub-Total (A)(2) 0 0 0 0.00 0.00 0
Total Shareholding of
Promoter and Promoter
Group 0 0 0 0.00 0.00 0

(A) = (A)(1) + (A)(2)

(B) Public shareholding N.A.
(1) Institutions N.A.
(a) Mutual Funds / UTI
(b) Financial Institutions / Banks
Central Government / State
(c)
Government(s)
(d) Venture Capital Funds
(e) Insurance Companies
Foreign Institutional
(f)
Investors
Foreign Venture Capital
(g)
Investors
(h) Any Other (specify)
Sub-Total (B)(1) 0 0 0 0.00 0.00
(2) Non-Institutions N.A.
(a) Bodies Corporate
(b) Individuals -
(i) Individual shareholders
holding nominal share capital
up to Rs. 1 lakh.
(ii) Individual shareholders
holding nominal share capital
in excess of Rs. 1 lakh
(c) Any Other :
(i) NRIs
(ii) Foreign Companies

19 | P a g e
 (iii) Foreign Nationals
(iv) Trust
(v) Clearing Members
Sub-Total (B)(2) 0 0 0 0.00 0.00
Total Public
Shareholding 0 0 0 0.00 0.00 N.A.
(B) = (B)(1) + (B)(2)
TOTAL (A) + (B) 0 0 0 0.00 0.00
Shares held by Custodians
and against which
(C)
Depository Receipts have
been issued
GRAND TOTAL
0 0 0 xxx 0.00 0
(A) + (B) + (C)

Conclusion: 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.

20 | P a g e
 • 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

"It is ITC's belief that creation of shareholder value

provides the only basis for sustainable contribution to
the superordinate goal of creating national value."

- Y C Deveshwar : Chairman

21 | P a g e