Board of Directors Chairman & Managing Director Non-Executive Directors Sanjiv Puri Shilabhadra Banerjee Nirupama Rao Hemant Bhargava Sahibzada Syed Habib-ur-Rehman Arun Duggal Meera Shankar Executive Directors Sunil Behari Mathur David Robert Simpson Nakul Anand John Pulinthanam Sumant Bhargavan Rajiv Tandon (also Chief Financial Officer) Board Committees Audit Committee CSR and Sustainability Nomination & S B Mathur Chairman Committee Compensation Committee H Bhargava Member S Puri Chairman S Banerjee Chairman A Duggal Member H Bhargava Member S Puri Member S S H Rehman Member J Pulinthanam Member S S H Rehman Member R Tandon Invitee N Rao Member M Shankar Member M Ganesan Invitee M Shankar Member R K Singhi Secretary (Head of Internal Audit) D R Simpson Member Representative of Invitee R K Singhi Secretary the Statutory Auditors R K Singhi Secretary Securityholders Independent Directors Relationship Committee Committee S S H Rehman Chairman S Banerjee Member J Pulinthanam Member A Duggal Member S Puri Member S B Mathur Member R Tandon Member N Rao Member R K Singhi Secretary S S H Rehman Member M Shankar Member Corporate Management Executive Vice President & Company Secretary Rajendra Kumar Singhi Committee General Counsel Kannadiputhur Sundararaman Suresh S Puri Chairman Investor Service Centre N Anand Member 37 Jawaharlal Nehru Road, Kolkata 700 071, India B Sumant Member Telephone nos. : 1800-345-8152 (toll free) R Tandon Member 033 2288 6426 / 0034 Facsimile no. : 033 2288 2358 C Dar Member e-mail : [email protected] S K Singh Member Statutory Auditors S Sivakumar Member Deloitte Haskins & Sells Chartered Accountants, Kolkata K S Suresh Member Registered Office R K Singhi Secretary Virginia House 37 Jawaharlal Nehru Road, Kolkata 700 071, India Telephone no. : 033 2288 9371 CIN : L16005WB1910PLC001985 ITC Corporate Website : www.itcportal.com ITC Limited REPORT AND ACCOUNTS 2019 1 Your Directors S. Puri Presently, Puri serves on the National Executive Committees of CII and FICCI. He is also a Director on Sanjiv Puri (56), DIN: 00280529, is the Chairman & the Board of US-India Strategic Partnership Forum and Managing Director of ITC effective May 13, 2019. a Member of the Steering Committee of FICCI. He was appointed as a Director on the Board of ITC During the year, he was conferred ‘Distinguished Alumnus with effect from December 6, 2015 and Chief Executive Award of the year 2018’ by the Indian Institute of Officer from February 5, 2017. Prior to this, he was Technology, Kanpur. the Chief Operating Officer of ITC since July 22, 2016. He was re-designated as the Managing Director of Other Directorships ITC effective May 16, 2018. Puri is an alumnus of the Name of the company Position Indian Institute of Technology, Kanpur, and Wharton ITC Infotech India Limited Sr. Vice-Chairman & School of Business. He joined ITC in 1986. Non-Executive Director Prior to his appointment as a Director on the ITC Infotech Limited, UK * Sr. Vice-Chairman & Board of ITC, Puri was President, FMCG Businesses - Non-Executive Director Cigarettes, Foods, Personal Care, Education & Stationery ITC Infotech (USA), Inc.* Sr. Vice-Chairman & Products, Matches and Agarbattis, since December 2014. Non-Executive Director He has held business leadership positions and also Surya Nepal Private Limited * Chairman & handled a wide range of responsibilities in manufacturing, Non-Executive Director operations and information & digital technology. Puri became Divisional Chief Executive of the Tobacco Committee Membership of other companies: Nil Division in 2009, with additional responsibility for the Company’s Trade Marketing & Distribution Vertical. He has led ITC Infotech India Limited, a wholly owned subsidiary of ITC, as its Managing Director from N. Anand May 2006 to August 2009. Puri served between Nakul Anand (62), DIN: 00022279, was appointed as a 2001 and 2006 as the Managing Director of Surya Nepal Director on the Board of ITC effective January 3, 2011. Private Limited, a joint venture subsidiary company In addition to overseeing the Hospitality, Travel & of ITC in Nepal. He has also been a Director on the Tourism Businesses of ITC, he took over in Board of The Tobacco Institute of India and a December 2014, the responsibility for overseeing the past Member of the Board of Governors of the Lifestyle Retailing Business. Media Research Users Council. An Economics Honours Graduate from the Delhi University He has served as Chairman of FICCI’s FMCG Committee, with an AMP Degree from the Bond University, Chairman of the Agri & Food Processing Task Force Australia, Anand joined ITC Hotels’ Management Training of the CII Eastern Region and as a Council Member of Programme in 1978. He has also served as the the CII Eastern Region. He was also on the Executive Managing Director of erstwhile ITC Hotels Limited Council of The Indian Society of Advertisers. during the period 2003-05. 2 ITC Limited REPORT AND ACCOUNTS 2019 Your Directors In a career that spans close to four decades, Anand has Committee Membership of other companies been acknowledged in the hotels and tourism industry Name of the company Committee Position for his vision and commitment. Leveraging the significant International Travel Nominations & Member learning of sustainable excellence within ITC, he led House Limited Remuneration the team at ITC Hotels to pioneer the concept of Committee ‘Responsible Luxury’ in the hospitality industry, securing Gujarat Hotels Limited Nominations & Member LEED® Platinum certifications for all ITC premium Remuneration luxury hotels. He has formulated value-based strategies Committee to create a unique quality control model. His dynamic Landbase India Limited Audit Committee Member leadership and passion for the business is recognised Fortune Park Hotels Corporate Social Chairman and acknowledged by his peers. He has been a Limited Responsibility past President of the Hotel Association of India and past Committee Chairman of the CII National Tourism Committee. Anand is presently a Member of the National Tourism Advisory Council constituted by the Ministry of Tourism, Government of India, Chairman of the Federation of Associations in Indian Tourism & Hospitality, and a Member of the Executive Committee of the B. Sumant Hotel Association of India. He is also a Member of the Sumant Bhargavan (55), DIN: 01732482, was appointed India-Sri Lanka CEOs Forum, Council Member & as an Additional Wholetime Director on the Board of Executive Committee Member of the National Culture ITC effective November 16, 2018. He is responsible for Fund, Ministry of Culture, Government of India, overseeing the FMCG Businesses of the Company. and a Member on the Board of the International Sumant, an alumnus of the National Institute of Tourism Partnership. Technology, Durgapur, joined ITC in January 1986, Other Directorships and has handled a wide range of responsibilities across several businesses. Name of the company Position International Travel Chairman & Prior to his appointment as a Director on the Board of House Limited # Non-Executive Director ITC, he was President, FMCG Businesses - Cigarettes, Gujarat Hotels Limited # Chairman & Foods, Personal Care, Education & Stationery Products, Non-Executive Director Matches and Agarbattis, since April 2016. He spent his Landbase India Limited Chairman & first 19 years with ITC in Manufacturing operations of the Non-Executive Director Tobacco Division and has worked in four production units Fortune Park Hotels Limited Chairman & as well as at the Head Office. In October 2004, he moved Non-Executive Director to the Foods Business and set up the Snack Food category WelcomHotels Lanka Chairman & under the brand name ‘Bingo!’. He has led ITC Infotech (Private) Limited * Non-Executive Director India Limited, a wholly owned subsidiary of ITC, as its Srinivasa Resorts Limited Vice-Chairman & Managing Director from September 2009 to October 2014. Non-Executive Director He has also been on the Boards of ITC Infotech’s wholly Bay Islands Hotels Limited Non-Executive Director owned subsidiaries in the UK and the USA. He was the Maharaja Heritage Resorts Non-Executive Director Divisional Chief Executive of the Tobacco Division Limited before his elevation as President - FMCG Businesses. ITC Limited REPORT AND ACCOUNTS 2019 3 Your Directors He also held additional responsibility of Trade Marketing Other Directorships & Distribution as its Chief Executive for a period of one Name of the company Position year from October 2016. Russell Credit Limited Chairman & He has been a Director on the Board of The Tobacco Non-Executive Director Institute of India. Presently, Sumant serves as a Council Greenacre Holdings Limited Chairman & Member of the CII Eastern Region. Non-Executive Director Gold Flake Corporation Chairman & Other Directorships Limited Non-Executive Director Name of the company Position ITC Investments & Holdings Chairman & Surya Nepal Private Limited * Non-Executive Director Limited Non-Executive Director Wimco Limited Chairman & Committee Membership of other companies: Nil Non-Executive Director Landbase India Limited Non-Executive Director ITC Infotech India Limited Non-Executive Director R. Tandon ITC Infotech Limited, UK * Non-Executive Director ITC Infotech (USA), Inc.* Non-Executive Director Rajiv Tandon (65), DIN: 00042227, was appointed as a Director on the Board of ITC effective January 22, 2016. Committee Membership of other companies He is responsible for Finance, Accounting, Internal Name of the company Committee Position Audit & IT