SUMMARY OF DABURS CHAIRMANS MESSAGE, MANAGEMENT DISCUSSION AND ANALYSIS AND DIRECTORS REPORT

CHAIRMANS MESSAGE: The fiscal year ended march 2010-11 states that the company did very well in spite of series of challenges (high inflation, oil prices, unrest in North Africa).He reported that during this period Indian economy has exhibited a strong growth (8.6%), so does Dabur

whose revenues grew by 20.3% to end the year at Rs.4109.crores with net profit rising 13.4% to Rs.568.6crores. This has been achieved by continuing investment in marketing and brand building, distribution, production, supply chain management. He stated company underwent high volume led growth across various categories like hair oil, toothpaste, skin care, health supplements, home care and food. Dabur successfully completed two overseas acquisitions only in a short span of 4 months. This includes Hobi a Turkey based group which will pave its entry to North Africa and Middle East and the other one is Namaste Laboratories LLC, through which it will target hair care market in Africa. On domestic front they acquired Thirty Plus. Significant amount of growth during this period is volume driven. Higher raw material prices, rising inflation and alarming competition has impacted the margins in some categories. In this inflationary scenario, companies with pricing power and strong brand will emerge stronger by efficient cost management and expanding their presence. Taking cognizance of these opportunities, Dabur will continue to invest behind its brands and business. The industry is expected to more than triple in size from the current level of about $33billion in the next 10 years which will be ensured by steady demand conditions. The growing Indian middle class and rural household will provide opportunities of growth. The message ended with a moto-dedicated to the health and well being of every household DIRECTORS REPORT The Directors presents the 36th Annual Report on the business and operations of Dabur which shows that the turnover for the company was 3313.83 for the fiscal year 201011.The Company paid an interim dividend of 50% and recommended a final dividend of 65% for the financial year 2010-11. The dividend payout ratio for the current year, inclusive of corporate tax on dividend distribution, is at 49.43%. The amalgamation of Fem Care Pharma Limited (FEM) with the Company was completed on 18th June, 2010. The Company acquired Turkeys leading personal care products maker Hobi Kosmetik Group through Dabur International Limited and Namaste Group of US.

Dabur is committed to focus on good corporate governance and adheres to the prescribed corporate practices which has earned for it recognition and has strengthened its bond of trust with the stakeholders and the society at large. The company has long sustained its AAA credit rating awarded by crisil .The directors confirm that the requirements under Section 217(2AA) of the Companies Act, 1956 are strictly met i.e. in preparation of annual accounts all the accounting standards are met, the judgments and estimates made are reasonable and prudent. The consolidated turnover grew by 20.47% and net profit after tax was Rs568.57. For safeguarding the assets, the Company has a well placed, proper and adequate internal control System. The company did not accept any fixed deposit from the public for the FY 2010-11 and the nature of business of the company has not changed. The company granted 19300617 options in 4 tranches to eligible employees of the Company in terms of Employees Stock Option Plan. Various energy conservation techniques were initiated. The Companys International Business recorded an impressive sales growth of 43.3% The exports from India have increased and company is expanding internationally even entering the European Retailers. New avenues for growth were opened up with expansion into the new markets of Congo, Armenia, Kazakhstan and Burkina Faso. In dabur Health, Safety and Environment is integrated with the business processes, which focuses on People. During the year Dabur got various Awards and Recognitions in different categories and for different Brands. It was awarded the best run award in supply chain by SAP. Its brands real fruit juices and vartika hair oil are among the trusted brands. The Company maintained healthy, cordial and harmonious industrial relations at all levels. MANAGEMENT DISCUSSION AND ANALYSIS The fiscal year 2010-11 faced headwinds such the Euro-zone debt crisis, Arab Spring and the twin catastrophes of earthquakes and tsunami striking Japan. The Indian economy grew at 8.6% for 2010-11. The per capita income went up by 6.7%.

The inflation played spoilsport, fluctuating between 8% to 11% leading to interest hikes by RBI to prevent over heating of the economy. The growth in Indian economy is being driven by strong domestic consumption, economic reforms and private entrepreneurship and the rise of the Indian middle class. FMCG sector is expected to grow between 12%-17% up to 2020. During FY 2010-11, the input costs spiraled while the advertisement and promotional spending did not decline due to increased competition. At Dabur, inflation was managed by effecting calibrated price increases and prudent buying leading to a growth of 21% in our operating profits. The EBITDA margins were stable at 19.9%. Aggressive marketing led to gain in market share in Chyawanprash, Glucose, Toothpastes and Toothpowders. Daburs Health Care continued its strong run in the domestic market due to marketing strategies and launch of new products. This led to growth in sales of 16%. Dabur Honey and Dabur Glucose also continued to grow. We continued to dominate the digestive tablets space with Hajmola. Daburs personal care and hair care share continued to grow. The international business division recorded an impressive sales growth of 46.3%. dabur has developed a sales and distribution channel with a presence in even the smallest of the markets. The company has put in place mechanisms to ensure that they are able to manage and mitigate risk with timely actions.