TITAN

Company profile
Titan Industries is the organization that brought about a paradigm shift in the Indian watch market when it introduced its futuristic quartz technology, complemented by international styling. With India's two most recognized and loved brands Titan and Tanishq to its credit, Titan Industries is the fifth largest integrated watch manufacturer in the world. The success story began in 1984 with a joint venture between the Tata Group and the Tamil Nadu Industrial Development Corporation. Presenting Titan quartz watches that sported an international look, Titan Industries transformed the Indian watch market. After Sonata, a value brand of functionally styled watches at affordable prices, Titan Industries reached out to the youth segment with Fastrack, its third brand, trendy and chic. The company has sold 100 million watches world over and manufactures 12 million watches every year. With a license for premium fashion watches of global brands, Titan Industries repeated its pioneering act and brought international brands into Indian market. Tommy Hilfiger, Hugo Boss and f c u k as well as the Swiss made watch Xylys owe their presence in Indian market to Titan Industries. Entering the largely fragmented Indian jewellery market with no known brands in 1995, Titan Industries launched Tanishq, Indias most trusted and fastest growing jewellery brand. Gold Plus, the later addition, focuses on the preferences of semi-urban and rural India. Completing the jewellery portfolio is Zoya, the latest retail chain in the luxury segment. Titan Industries has also made its foray into eyewear, launching Fastrack eyewear and sunglasses, as well as prescription eyewear. The organization has leveraged its manufacturing competencies and branched into precision engineering products and machine building. With over 665 retail stores across a carpet area of over 8,10,072 sq. ft. Titan Industries has Indias largest retail network. The company has over 311 exclusive World of Titan' showrooms and over 650 after-sales-service centers. Titan Industries is also the largest jewellery retailer in India with over 120 Tanishq boutiques and Zoya stores, over 29 Gold Plus stores and over 150 Titan Eye+ stores. The company has two exclusive design studios for watches and jewellery Backed by 4,934 employees, two exclusive design studios for watches and jewellery, 11 manufacturing units, and innumerable admirers world over, Titan Industries continues to grow and sets new standards for innovation and quality. The organization is all geared to repeat the Titan and Tanishq success story with each new offering.

Products
Titan Industries, best known as India's pioneering manufacturer of quartz watches, has also etched a niche for itself in some of the most competitive spaces in the fashion industry such as jewellery and eyewear. Precision engineering is another area of specialization that Titan Industries is proud of. Watches: Being the world's fifth largest integrated watch manufacturer, Titan Industries has created and sold more than a 110 million pieces the world over. With a production rate of over 12 million watches per annum and a customer base of over 100 million, Titan Industries owns manufacturing and assembly operation centers in Hosur in Karnataka, Dehradun, Roorkee and Pant Nagar in Uttaranchal, Baddi in Himachal Pradesh, and an Electronic Circuit Boards (ECB) plant in Goa. Capturing the important market segments and the changing fashion trends, Titan Industries has brought forth four core watch brands: Titan is designed for the mid-premium segment Fastrack is crafted to fit the trendy fashion space with a focus on the youth Sonata is created for the mass market and has emerged as Indias largest selling watch brand Xylys is fashioned for the premium market, aiming at the high-end connoisseur and new-age achiever The Titan brand architecture comprises several sub-brands, each of which is a market leader in own space. Notable among them are: Titan Edge, Titan Raga, Nebula, Heritage and several other collections like WWF, Zoop, Orion, Purple, Obaku and the Automatic series. The Titan portfolio owns over 60% of the domestic market share in the organized watch market. Titan Industries pride possession, a world-class design studio for watches and accessories, is the place where some of the most coveted creations have been conceptualized. Exclusive World of Titan and Fastrack showrooms and over 12,000 outlets in more than 2,554 cities in India make these much-sought-after watches available to the buyers. The watches are also offered internationally in 30 countries, with a special focus on the Middle East and Asia Pacific regions. The after-sales service, a benchmarked operation with a large network of exclusive service centers spread across the country, is one of the operation units with the fastest turnaround time in the world. Jewellery: Following the suit of time products, Titan Industries Tanishq has been Indias largest, fastest growing and most popular jewellery brand. Tanishq offers a premium range of innovatively created gold jewellery with an aesthetic use of diamonds and precious, semi-precious stones in various hues. Arresting designs in 22kt pure gold as well as platinum are among the most admired products on the companys list. GoldPlus

the recent retail plain gold jewellery offering, is specifically created for semi urban and rural Indian market. The brand offers gold jewellery, as well as unique designs crafted with diamonds, American diamonds and other precious stones. Titan Industries boasts of 120 Tanishq boutiques, 2 Zoya stores and 29 Gold Plus stores in India. The enchanting jewellery patterns that are part of these brands originate in the well-equipped exclusive jewellery design studio of Titan Industries. Eye wear: Titan Eye+ of Titan Industries offers sunglasses under its Fastrack brand. Prescription eyewear such as lenses and contact lenses is also part of the range. Titan Eye+ offers frames, sunglasses, and accessories of Titan Industries in-house brands as well as other premium brands. Precision Engineering: The Precision Engineering division of Titan Industries supplies precision components to the aviation and the automotive industry. As an Original Equipment Manufacturer (OEM), the company makes dashboard clocks for car manufacturers in Europe and America. Equipped with best certifications such as AS 9100B for the aerospace segment, TS 16949 for the automotive segment and the coveted Ford Q1 status - the highest supplier recognition from Ford Titan Industries also offers fully integrated automation solutions.

Sonata
Sonata, India's largest selling watch brand, offers stylish looks at affordable prices. The thoughtfully crafted designs encompass the aspirations of young India. The boldness and uniqueness of each design reflects the confidence of the wearer. The brand offers a variety of looks, to suit every occasion and every wallet: Dressy Sona Sitara watches for special occasions Bold Yuva watches crafted in steel for todays confident youth Contemporary Office Wear watches with formal appearance and leather strap Stylish and Strong Super Fibre watches The exciting range, with over 400 designs, offers affordable prices between Rs 275 and Rs 1400. Sonata watches are available at Titan Industries 10,000 authorised watch outlets and the World of Titan stores across the country.

Best quality material and several stringent quality checks ensure that Sonata watches offer longlasting value to customers. Water resistance (30m) and a one-year guarantee add to Sonatas array of quality features. With exquisite appearance and world-class quality, Sonata continues to evoke pride and confidence in the customer.

Fastrack
Fastrack was launched in 1998 as a sub-brand of Titan. It was spun off as an independent brand of watches targeting the urban youth in 2005. Since then, it has carved a niche for itself with designs that were refreshingly different and affordable. During that time, Fastrack also extended its footprint into eye gear and in the last 4 years has quickly notched up the title of being the largest sunglass brand in the country. Fastrack has now chartered into newer categories bags, belts, wallets and wrist bands as part of its vision to become a complete fashion brand for the youth. With enough categories to fill up one cool store, Fastrack has moved on to open its own stores for its young consumers. The store is positioned as a complete accessories destination with all Fastrack gear under one roof. The first store was opened in Pune in 2009. Fastrack plans to have 100 such stores by 2011.

Xylys
Xylys, is an exclusive brand of Swiss made watches from Titan. The tagline (you dont possess a Xylys, it possesses you), says it succinctly. And if that doesnt convince you, one look at a Xylys timepiece will. Crafted and designed with the legendary Swiss eye for detail and perfection, every Xylys watch is an experience of love at first sight. Every aspect of a Xylys watch from the movement to the elegant face to the detailing on the case, accentuates this experience. Priced between Rs. 8500 and Rs. 24000, the Xylys range of watches comes in three collections Contemporary, Classic and Sport and offers over 100 distinctive models.

Titan Eye+

Products Titan Eye + offers a wide range of optical products from stylish and contemporary frames and sunglasses to the latest lenses and contact lenses. Titan Eye + also provides an array of optometric services. The friendly environment at the stores and the specially trained retail as well as clinical staff make the customers experience pleasant and productive. Frames The store displays in-house frames such as Titan, Titan Eye+ and Dash for children. Titan Eye+ stores also sell a host of International Brands that conform to the rigorous quality standards at Titan Industries. Lenses Lenses available at Titan Eye+ cater to the entire spectrum of vision correction needs. In addition to the in-house Titan brand, lenses from Essilor, Nikon and Kodak are also available. Contact Lenses Titan Eye+ offers contact lenses from world-class brands such as Bausch & Lomb, Johnson & Johnson and CIBA Vision. Sunglasses Titan Eye+ stocks various International Brands of sunglasses including the in-house brand Fastrack. Services Zero-error eye testing in state-of-the-art optometry clinics Style consultancy to select the right frames Browse, Select & Buy format Free insurance for prescription spectacles Gift Cards (currently available only in Bangalore)

Tanishq

Tanishq, India's largest, most trusted and fastest growing jewellery brand, offers traditional as well as trendy designs in gold, diamond and platinum. With retail sales of over Rs. 3000 crores last financial year, Tanishq has delivered value to its customers and shareholders. Backed by in-depth research in the jewellery space, the production and sourcing units of Tanishq create exquisite designs with faultless finish. Located at Hosur (Tamil Nadu) and Dehradun (Uttarakhand)) the 1,35,000 sq. ft. manufacturing unit is equipped with the latest and most up-todate technology and tools. The unit also complies with the labour and environmental standards. Stringent quality standards ensure that every product at Tanishq is crafted to perfection with unmatched finish. With innovations like the karatmeter - the only non-destructive means to check the purity of gold - Tanishq introduced technology-backed challenge in the category completely governed by individual trust. The brand propagates ethical practices and provides the customer a certification of purity of material and reselling policies. Following the line of ethical practice further, adequate policies are in place for the artisans who create the jewelry. Tanishq has a Golden Harvest savings scheme which is a unique Jewellery purchase scheme, leading to an easy purchase of Tanishq jewellery of your choice. With this scheme you can buy for more than what you save because Tanishq will add a special bonus at the end of the scheme. Tanishq introduced specialized retailing in the fragmented jewellery market of India. Today, with over 118 opulent stores in 76 Indian cities, Tanishq continues to rule the jewellery space.

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GoldPlus
Titan Industries GoldPlus is designed for the jewellery preferences of the semi-urban and rural Indian customer. With a presence in 29 towns spread across 6 states, GoldPlus is the largest jewellery retail chain in Tamil Nadu. In addition to gold jewellery, the brand also offers impressive designs embellished with diamonds, American diamonds (Cubic Zirconia) and other precious stones. The GoldPlus jewellery comes with the assurance of purest 22-karat (916) and 18-karat (750) gold and premium craftsmanship. Every GoldPlus product is endorsed by a certificate that states the purity of the gold and the quality of diamonds used in the article.

The elaborate and intense quality checks during the manufacturing process ensure the purity of gold and a perfect finish. The gold is purchased in the form of bars from only those banks that are certified by Reserve Bank of India (RBI). Using this gold, jewellery is crafted in Titan Industries manufacturing units in Hosur, Tamil Nadu where highly skilled artisans create traditional and modern designs.

Time Products Division

The Time Products division is where the Titan story began. Today, this division has placed Titan Industries among the worlds largest retail networks and earned the company the place of fifth largest integrated watch manufacturer in the world. With over 2350 employees spread over 3 business units in Bangalore, India, a manufacturing unit at Hosur and 3 assembly plants located in the north of India, the division continues to add world-class brands to the companys portfolio.

Business Opportunities
At Titan we constantly provide opportunities for enterprising business people to collaborate with us. If you're interested in being a franchisee of the World of Titan, Tanishq, Goldplus, Fastrack and Titan Eye+ stores, you're in the right place. Or if you want to be a local or international distributor for our world class products, or a vendor for raw materials, do get in touch right away. We're in the licensing business too! Come, share in our success!

Awards & Accolades

Over the years, Titan Industries has received several prestigious awards and distinctions. Some of the recent and most noteworthy recognitions are: Titan Industries received the Award for the Most Admired Timewear Brand of the Year in 2009 for the ninth successive year for Titan, and the Most Admired Jewellery Brand of the Year for the seventh consecutive year for Tanishq. Goldplus bags 2 dragons and 2 certificate of merits at the Promotion marketing awards of Asia 2009. Jewellery Division was declared the winner of the GOLD AWARD" in FMCG sector in the GreenTech Environment Excellence Award 2009.

 Jewellery Division wins first prize in Innovation in Supply Chain Management organized by Indian Institute of Material Management for the second consecutive year and ranked amongst the top five amongst 50 global entries at Europen Business School, Weisbaden Germany . Titan brand won the Most Valuable Brand in the State award at the IIPM & The Sunday Times STATE EXCELLENCE AWARD. Both Titan and Sonata feature in the Top 100 Brands-2009 in the Annual Survey conducted by Economic Times. While Titan is ranked at Number 4, Sonata increase their rank to 86. Titan is ranked number 1 in the consumer durables category. Jewellery Division of Titan Industries Limited won the Eight Annual Madras Management Association award on Managerial Excellence for Manufacturing sector. Titan Industries bagged 19th position across all industry categories and 1st position in the Retail Industry category in the Economic Times Great Place to Work Institute study. The survey results show that 92% employees across Titan Industries feel that Titan is a Great Place to work! Titan Industries was one of the five organizations to be awarded the "Corporate Social Responsibilities" award - Best Commercial and Industrial Institute for 2009 - 10 by the Government of Tamil Nadu.

Policies

Code of Conduct for Non-Executive Directors

Non-Executive Directors of the Company should always act in the interest of the Company. They are to ensure that any other business or personal associations that they have do not, in any way, involve conflicts of interest with Company operations and the roles they play. NonExecutive Directors are required to comply with all applicable laws and regulations enforced by all relevant regulatory and other authorities, as may be applicable to such Directors, in their individual capacities. All Non-Executive Directors shall, at all times, safeguard the confidentiality of the information received by them, by virtue of their office.

Tata Code of Conduct

The values and principles which have governed the manner in which the TATA Group of companies and their employees have conducted themselves were first formally articulated as the Tata Code of Conduct in 1998 and revised in 2008 to cover the global context. This code was

intended to serve as a guide to each employee on the values, ethics and business principles expected of him or her in personal and professional conduct.

Whistle Blower Policy

1. Preface The Company believes in the conduct of the affairs of its constituents in a fair and transparent manner by adopting highest standards of professionalism, honesty, integrity and ethical behaviour. Towards this end, the Company has adopted the Tata Code of Conduct ("the Code"), which lays down the principles and standards that should govern the actions of the Company and its employees. Any actual or potential violation of the Code, howsoever insignificant or perceived as such, would be a matter of serious concern for the Company. The role of the employees in pointing out such violations of the Code cannot be undermined. There is a provision under the Code requiring employees to report violations, which states: "25. Reporting Concerns Every employee of a Tata Company shall promptly report to the management any actual or possible violation of the Code or an event he becomes aware of that could affect the business or reputation of his or any other Tata Company. Clause 49 of the Listing Agreement between listed companies and the Stock Exchanges has been recently amended which, inter alia, provides for a non-mandatory requirement for all listed companies to establish a mechanism called 'Whistle Blower Policy' for employees to report to the management instances of unethical behaviour, actual or suspected, fraud or violation of the Company's code of conduct or ethics policy. Accordingly, this Whistle Blower Policy ("the Policy") has been formulated with a view to provide a mechanism for employees of the Company to approach the Chief Ethics Officer / Chairman of the Audit Committee of the Company. 2. Definitions The definitions of some of the key terms used in this Policy are given below. Capitalised terms not defined herein shall have the meaning assigned to them under the Code. "Audit Committee" means the Audit Committee constituted by the Board of Directors of the Company in accordance with Section 292A of the Companies Act, 1956 and read with Clause 49 of the Listing Agreement with the Stock Exchanges. "Employee" means every employee of the Company (whether working in India or abroad), including the Directors in the employment of the Company. "Code" means the Tata Code of Conduct. "Investigators" mean those persons authorised, appointed, consulted or approached by the Chief Ethics Officer/Chairman of the Audit Committee and includes the auditors of the Company and the police. "Protected Disclosure" means any communication made in good faith that discloses or demonstrates information that may evidence unethical or improper activity. "Subject" means a person against or in relation to whom a Protected Disclosure has been made or

evidence gathered during the course of an investigation. "Whistle Blower" means an Employee making a Protected Disclosure under this Policy. 3. Scope This Policy is an extension of the Tata Code of Conduct. The Whistle Blower's role is that of a reporting party with reliable information. They are not required or expected to act as investigators or finders of facts, nor would they determine the appropriate corrective or remedial action that may be warranted in a given case. Whistle Blowers should not act on their own in conducting any investigative activities, nor do they have a right to participate in any investigative activities other than as requested by the Chief Ethics Officer or the Chairman of the Audit Committee or the Investigators. The Chief Ethics Officer or the Chairman of the Audit Committee will appropriately deal with protected Disclosure, as the case may be. 4. Eligibility All Employees of the Company are eligible to make Protected Disclosures under the Policy. The Protected Disclosures may be in relation to matters concerning the Company or any other Tata Company. 5. Disqualifications While it will be ensured that genuine Whistle Blowers are accorded complete protection from any kind of unfair treatment as herein set out, any abuse of this protection will warrant disciplinary action. Protection under this Policy would not mean protection from disciplinary action arising out of false or bogus allegations made by a Whistle Blower knowing it to be false or bogus or with a mala fide intention. Whistle Blowers, who make three Protected Disclosures, which have been all subsequently found to be mala fide, frivolous, baseless, malicious, or reported otherwise than in good faith, will be disqualified from reporting further Protected Disclosures under this Policy. In respect of such Whistle Blowers, the Company/Audit Committee would reserve its right to take/recommend appropriate disciplinary action. 6. Procedure All Protected Disclosures concerning financial/accounting matters should be addressed to the Chairman of the Audit Committee of the Company for investigation. In respect of all other Protected Disclosures, those concerning the Chief Ethics Officer and employees at the levels of Vice Presidents and above should be addressed to the Chairman of the Audit Committee of the Company and those concerning other employees should be addressed to the Chief Ethics Officer of the Company.

The contact details of the Chairman of the Audit Committee is: Dr. C. Krishnadas Nair Chandrathil Mane, 2388/1, 16th A Main,

HAL II Stage, Indiranagar, Bangalore 560 008 Ph No. 080 25275262 Mob No. 9845038630 Email : siati@dataone.in And of the Chief Ethics Officer of the Company is: C . Srinivasan Vice President - Sonata & Customer Service Titan Industries Limited Tower A, Golden Enclave Old Airport Road Bangalore 560017 Ph: 080 - 66609702 If any executive of the Company other than Chairman of Audit Committee or the Chief Ethics Officer receives a protected disclosure, the same should be forwarded to the Company's Chief Ethics Officer or the Chairman of the Audit Committee for further appropriate action. Appropriate care must be taken to keep the identity of the Whistle Blower confidential. Protected Disclosures should be reported in writing so as to ensure a clear understanding of the issues raised and should either be typed or written in a legible handwriting in English, Hindi or in the regional language of the place of employment of the Whistle Blower. The Protected Disclosure should be forwarded under a covering letter, which shall bear the identity of the Whistle Blower. The Chairman of the Audit Committee / Chief Ethics Officer, as the case may be shall detach the covering letter and forward only the Protected Disclosure to the Investigators for investigation. Protected Disclosures should be factual and not speculative or in the nature of a conclusion, and should contain as much specific information as possible to allow for proper assessment of the nature and extent of the concern and the urgency of a preliminary investigative procedure. The Whistle Blower must disclose his/her identity in the covering letter forwarding such Protected Disclosure. Anonymous disclosures will not be entertained, as it would not be possible for it to interview the Whistle Blowers. 7. Investigation All Protected Disclosures reported under this Policy will be thoroughly investigated by the Chief Ethics Officer / Chairman of the Audit Committee of the Company who will investigate / oversee the investigations under the authorization of the Audit Committee. The Chief Ethics Officer / Chairman of the Audit Committee may at its discretion, consider involving any Investigators for the purpose of investigation. The decision to conduct an investigation taken by the Chief Ethics Officer / Chairman of the Audit Committee is by itself not an accusation and is to be treated as a neutral fact-finding process. The outcome of the investigation may not support the conclusion of the Whistle Blower that an improper or unethical act was committed. The identity of a Subject will be kept confidential to the extent possible given the legitimate

needs of law and the investigation. Subjects will normally be informed of the allegations at the outset of a formal investigation and have opportunities for providing their inputs during the investigation. Subjects shall have a duty to co-operate with the Chief Ethics Officer / Chairman of the Audit Committee or any of the Investigators during investigation to the extent that such co-operation will not compromise self-incrimination protections available under the applicable laws. Subjects have a right to consult with a person or persons of their choice, other than the Chief Ethics Officer / Investigators and/or members of the Audit Committee and/or the Whistle Blower. Subjects shall be free at any time to engage counsel at their own cost to represent them in the investigation proceedings. Subjects have a responsibility not to interfere with the investigation. Evidence shall not be withheld, destroyed or tampered with, and witnesses shall not be influenced, coached, threatened or intimidated by the Subjects. Unless there are compelling reasons not to do so, Subjects will be given the opportunity to respond to material findings contained in an investigation report. No allegation of wrongdoing against a Subject shall be considered as maintainable unless there is good evidence in support of the allegation. Subjects have a right to be informed of the outcome of the investigation. If allegations are not sustained, the Subject should be consulted as to whether public disclosure of the investigation results would be in the best interest of the Subject and the Company. The investigation shall be completed normally within 45 days of the receipt of the Protected Disclosure. 8. Protection No unfair treatment will be meted out to a Whistle Blower by virtue of his/her having reported a Protected Disclosure under this Policy. The Company, as a policy, condemns any kind of discrimination, harassment, victimization or any other unfair employment practice being adopted against Whistle Blowers. Complete protection will, therefore, be given to Whistle Blowers against any unfair practice like retaliation, threat or intimidation of termination/suspension of service, disciplinary action, transfer, demotion, refusal of promotion, or the like including any direct or indirect use of authority to obstruct the Whistle Blower's right to continue to perform his duties/functions including making further Protected Disclosure. The Company will take steps to minimize difficulties, which the Whistle Blower may experience as a result of making the Protected Disclosure. Thus, if the Whistle Blower is required to give evidence in criminal or disciplinary proceedings, the Company will arrange for the Whistle Blower to receive advice about the procedure, etc. A Whistle Blower may report any violation of the above clause to the Chairman of the Audit Committee, who shall investigate into the same and recommend suitable action to the management. The identity of the Whistle Blower shall be kept confidential to the extent possible and permitted under law. Whistle Blowers are cautioned that their identity may become known for reasons outside the control of the Chief Ethics Officer / Chairman of the Audit Committee (e.g. during investigations carried out by Investigators). Any other Employee assisting in the said investigation shall also be protected to the same extent as the Whistle Blower.

9. Investigators Investigators are required to conduct a process towards fact-finding and analysis. Investigators shall derive their authority and access rights from the Chief Ethics Officer / Audit Committee when acting within the course and scope of their investigation. Technical and other resources may be drawn upon as necessary to augment the investigation. All Investigators shall be independent and unbiased both in fact and as perceived. Investigators have a duty of fairness, objectivity, thoroughness, ethical behavior, and observance of legal and professional standards. Investigations will be launched only after a preliminary review which establishes that: the alleged act constitutes an improper or unethical activity or conduct, and either the allegation is supported by information specific enough to be investigated, or matters that do not meet this standard may be worthy of management review, but investigation itself should not be undertaken as an investigation of an improper or unethical activity. 10. Decision If an investigation leads the Chief Ethics Officer / Chairman of the Audit Committee to conclude that an improper or unethical act has been committed, the Chief Ethics Officer / Chairman of the Audit Committee shall recommend to the management of the Company to take such disciplinary or corrective action as the Chief Ethics Officer / Chairman of the Audit Committee deems fit. It is clarified that any disciplinary or corrective action initiated against the Subject as a result of the findings of an investigation pursuant to this Policy shall adhere to the applicable personnel or staff conduct and disciplinary procedures. 11. Reporting The Chief Ethics Officer shall submit a report to the Audit Committee on a regular basis about all Protected Disclosures referred to him/her since the last report together with the results of investigations, if any. 12. Retention of documents The Company shall retain all Protected Disclosures in writing or documented along with the results of investigation relating thereto for a minimum period of seven years. 13. Amendment The Company reserves its right to amend or modify this Policy in whole or in part, at any time without assigning any reason whatsoever. However, no such amendment or modification will be binding on the Employees unless the same is notified to the Employees in writing.

Titan india at 11aug 2011

TITANS BRAND BUILDING AND BRAND REORGANISATION STRATEGY

Marketing Management In our view the disassociation of the Sonata brand from the parent Titan and its further association with TATA was a well long term planned strategy, as the association of Sonata built in quite strong with Titan and Titan in Indian context is synonymous with Watches thus a strong association of Sonata with the watches segment developed. But as we have seen that the sonata has been cannibalizing the Titan sub-brands, whether this strategy is able to bring back the style image of Titan back. This all exercise leads to the conclusion that Titan is on a path of Fortification
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Segmentation based on user category: Secondary Information and Critical Analysis Titan third-quarter net jumps 28% to Rs 1.9 cr THE TATA BUSINESS EXCELLENCE MODEL (TBEM): 1. The Leadership criterion checks how senior leaders create leadership system based on 2. The Customer and Market Focus checks how the company determines customer groups, key 3. The Strategic Planning criterion examines how the company develops strategic objectives, 4. The Information and Analysis criteria check whether the organisation has key metrics in place 5. The Human Resources Focus checks the appraisal system, the work environment, and the 6. Process management examines the product design, production and delivery process, and

CSRCommunity Initiatives
Community Development and CSR Policy Titan Industries has a clearly defined policy for Corporate Social Responsibility (CSR). As part of the companys CSR initiative, the manufacturing units of Watch and Jewellery Divisions at Hosur have acquired the certifications ISO 9001: 2000 Quality Management System Standards and ISO 14001:2000 Environment System Standard emphasising the efforts to be an ecologically responsible organisation. The companys diverse CSR initiatives include: Childrens education

Enabling the disabled Artisan parks Womens empowerment Environment management programmes Miscellaneous community initiatives

Contribution to Indian economy

Directors Report Year End : Mar '10
The Directors are pleased to present the Twenty sixth Annual Report and the Audited Statement of Accounts for the year ended 31st March 2010: Financial Results Rs. in Crores 2009-2010 Total Income Less: Excise Duty Net Income Expenditure Gross profit Interest Cash operating profit Depreciation/Amortisation Profit before taxes Income taxes - Current - Deferred - Fringe Benefit Tax Profit after taxes for the year Less : Income tax of earlier years Net Profit Profit brought forward Amount available for appropriation Appropriations: Debenture redemption reserve Proposed dividend on equity shares Tax on dividends Transfer to general reserve Balance carried forward 4714.98 28.70 4686.28 4279.46 406.82 25.42 381.40 60.08 321.32 81.50 (13.42) 253.24 2.92 250.32 211.03 461.35 5.28 66.58 11.06 105.51 188.43 272.92 2008-2009 3852.98 44.34 3808.64 3506.89 301.75 29.43 272.32 41.76 230.56 63.00 (6.53) 4.21 169.88 10.92 158.96 218.55 377.51 5.28 44.39 7.54 109.27 166.48 211.03

In its silver jubilee year, Titan Industries Limited has come out with a sterling performance. Sales income for the year 2009-10 was Rs.4,703.12 crores, crossing the billion dollar (US) figure and registering a growth of 22.2% over last year sales of Rs.3,847.72

crores. The year started on a sombre note against the backdrop of a slowdown worldwide but the recovery of the Indian economy and strategic steps taken by Titan Industries have helped register a historic performance. Profit before tax for the Company grew by 39.4% to Rs.321.32 crores, while net profit grew by 57.5% over last year to Rs.250.32 crores. Both Watches and Jewellery segments benefited from a good wedding season in the first quarter of 2009-10. Retail sales were extremely good for watches post October 2009. Tanishq ran a successful promotion the Queen of Diamonds and the new Eyewear business had an extremely impactful activation in the first half of the year and a very successful advertising campaign in the last quarter of the year. The Jewellery segment sales grew by 26.8% to Rs. 3,504.19 crores and the Watch segment sales grew by 13% to Rs.1,026.78 crores. Sales of others including Eyewear and Precision Engineering rose by 11.4% to Rs.151.76 crores. The year witnessed expansion of the Companys retail network with a net addition of 52 stores (81,267sq.ft.) across Watches, Jewellery and Eyewear businesses. As on 31st March 2010, the Company has a total of 539 stores, with over 6,85,000 sq. ft of retail space, delivering a retail turnover of Rs. 4,400 crores. To support the increase in sales growth, the Company has established one more assembly unit on 29th March 2010, at an excise duty free zone in Uttarakhand State, with a production capacity of 5.0 million watches per annum having-a total built up area of 4,500 sqmtrs. International Operations The Company achieved an export turnover of Rs.101 crores during the year. Exports include sale of watches and precision engineered components. The international markets for watches presented a mixed picture, with markets such as Vietnam, Saudi Arabia and Qatar displaying good growth, but countries such as UAE and Singapore remained sluggish. The export of precision engineered components during the year was impacted due to the global meltdown. Dividend The Directors are pleased to recommend payment of dividend on equity shares at the rate of 150% {Rs.15.00 per equity share), subject to approval by the shareholders at the Annual General Meeting. Finance During the year under review, the Company raised a total of Rs.10.43 crores from commercial banks. Borrowings of Rs.110.47 crores were repaid during the year. The Company incurred Rs. 44.16 crores as capital expenditure in respect of refurbishment and expansion programmes at manufacturing facilities and retail outlets and in IT Hardware systems.

The Companys continued effort at conserving cash and containing capital employed has enabled the company to reduce its borrowings by more than Rs.100 crores and generate net cash inflow of Rs.232 crores. During the year, the Companys long term debt rating was upgraded from AA- Stable (pronounced as AA minus) to AA Stable. This indicates high degree of safety. The Indian economy however started showing revival during the later half of the year. Due to Inflationary pressures. Reserve Bank of India had to tighten the monetary policy by increasing the key interest rates.The Companys average cost of borrowings for the year was 10.70% as against 10.97% in the previous year. As on 31st March 2010, there were no fixed deposits held by the Company from the public, shareholders and employees other than unclaimed deposits amounting to Rs.0.08 crores. An amount of Rs.5.28 crores has been transferred to the debenture redemption reserve in accordance with statutory requirements and the terms of Rights Issue. As amount of Rs.105.51 crores has been transferred to the general reserve. During the year under review, the Company made payments aggregating to Rs. 456.65 crores by way of central, state and local taxes and duties as against Rs. 388.23 crores in the previous year. Amortization of Trademarks During the year, the Company reviewed the expected pattern of economic benefits from the use of trademarks. Consequent to such review, a further amount of Rs. 24.04 crores has been amortized. Change in the method of valuation of inventory Consequent to the adoption of hedge accounting of gold, for a more accurate reflection of the operational performance and appropriate presentation of the financial statements, the Company has adopted First-in-First-Out (FIFO) method of valuation of gold from April 1,2009 as against weighted average method adopted upto March 31,2009. This change has resulted in a higher profit before taxes of Rs. 13.41 crores during the year ended March 31,2010. Subsidiaries As part of the proposal to reduce the number of subsidiary companies, the Board of Directors of the Company have approved the amalgamation of Tanishq (India) Ltd, with the Company, for which the process of the Scheme of Merger is proposed to be filed with the jurisdictional High Courts. Titan Mechatronics Ltd ceased to be a subsidiary of the Company on 30th March 2010 consequent to the Company divesting its entire shareholding in the subsidiary.

As at 31st March 2010, the Company has the following subsidiaries: 1) Titan TimeProducts Ltd, Goa 2) Tanishq (India) Ltd, Bangalore 3) Titan Properties Ltd, Hosur The performance highlights of these subsidiary companies for FY 2009-10 are as under: Titan TimeProducts Ltd sold 6.27 million (2008-09: 6.85 million) Electronic Circuit Boards in 2009-10 registered a turnover of Rs.1,461.59 lakhs (2008-09: Rs. 1,591.38 lakhs) and a net profit of Rs.34.43 lakhs (2008-09: Rs. 80.68 lakhs). Tanishq (India) Ltd made a net profit of Rs. 41.92 lakhs (2008-09: Rs.23.30 lakhs);Titan Properties Ltd made a net profit of Rs. 9.53 lakhs (2008-09: Rs. 382.02 lakhs). None of these companies has declared a dividend. As per section 212(1) of the Companies Act, 1956, the Company is required to attach to its Accounts the Directors Report, Balance Sheet and Profit and Loss Account of each of these subsidiaries. As the consolidated accounts present a complete picture of the financial results of the Company and its subsidiaries, the Company had applied to the central government seeking exemption from attaching the documents referred to in section 212 (1). Approval for the same has been granted. Accordingly, the annual report of the Company does not contain the individual financial statements of these subsidiaries, but contains the audited consolidated financial statements of the Company and its subsidiaries. The annual accounts of these subsidiary companies, along with the related information, is available for inspection at the Companys registered office and copies will be provided on request. The statement pursuant to the approval of the central government under section 212(8) of the Companies Act, 1956, is annexed together with the annual accounts of the Company. Consolidated Financial Statements The Consolidated Financial Statements of the Company prepared as per Accounting Standards AS 21, consolidating the Companys accounts with its subsidiaries has also been included as part of this Annual Report. Outlook for 2010-11 The year 2009-10 started on a rather cautious note against the backdrop of the global economic meltdown. However, during the later half of 2009-10, Indian economy showed a turn around with a double digit industrial growth and enhanced consumer confidence. The Watch business will continue to pursue profitable growth through investment in brands, sensible expansion of retail net work, making Titan a premium brand, product innovation and new product collections and other initiatives in Manufacturing and Sourcing. The watch business will also continue to drive profitable growth in existing Asian markets, focus on marketing investments in Vietnam,

Saudi Arabia and South Africa. The Jewellery business will continue its growth path through various initiatives, including launching of new collections, setting up large format stores, increasing share of studded jewellery and achieving design leadership. The Precision Engineering Division of the Company, which was significantly impacted in 2009-10 due to the global melt down and the slow down of the Indian manufacturing sector, will continue to build technical expertise comparable to leading international players, develop industry specific capabilities, focus on developing quality vendors, besides seeking opportunities for moving up the value chain. The Companys fledgling Eyewear business will pursue its focus on enhancing its market share through several initiatives, including expansion of its retail net work, introduction of technologically superior lens products, build awarenenss/brand appeal through mass media, and by creating a differentiated and consistent service ambience across all stores. Overall, the year 2010-11 will be a year where the Company would drive for strong and profitable growth in all its Indian consumer businesses, retain focus on elimination of wasteful costs, and skillfully navigate the international businesses which will continue to pose challenges due to sluggish demand in some of the geographies. Corporate Social Responsibility Titan Industries Limited has over the past many years made a conscious effort to incorporate sustainability principles in its approach to Business. Corporate Sustainability is about sustainability of Profits, Planet and People. It is about value creation that provides lasting and enduring benefits leading to the enhancement of human, social, natural economic and financial capital. Our initiatives in MEADOWS women empowerment program, employment of the differently abled, education initiatives in the Ttan Scholarship Program, the Titan School and skill enhancement and business linked initiatives such as the Karigar Parks are to be viewed in this context of enhancing human and social capital. The Jewellery division of the Company has recently launched the Mr. Perfect program which ensures a clean and modern work space for the skilled craftsmen in our Jewellery business and is also aimed at retention and enhancement of human skills. In the year under review, the number of people impacted by the MEADOWS program increased for 135 to 160 and the Karigar Parks from 139 to 153. Under the Titan Scholarship program, the number of recipients increased from 44 to 1 u.The number of saplings planted during the year increased from 9,000 to 11,000. Titan Industries in partnership with Narayana Nethralaya regularly conducts Eye Camps in rural Tamil Nadu. This year 25 Eye Camps were held during which 2,634 free spectacles were distributed, up from 1,676 last year.

All these initiatives create a socially and ethically responsible business entity and helps in long term sustainability thus ensuring value growth for all our various stakeholders. Awards and Recognition Titan Industries received the Award for the Most Admired Timewear Brand of the Year in 2009. And to follow was, the Most Admired Jewellery Brand of the Year. Titan has won for the ninth consecutive year and Tanishq has won for the seventh consecutive year. While honouring Titan Industries sustainable advantages, Indian Fashion Award (IFA) presented the Company with a special award to acknowledge its uncontested leadership in the Timewear and Jewellery categories. Particulars of Employees In terms of provisions of section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975, the names and other particulars are set out in the Annexure to the Directors Report. However, having regard to the provisions of section 219(1)(b)(iv) of the Companies Act, 1956, the Annual Report excluding the aforesaid information is being sent to all the members of the Company, and others entitled thereto. Any member interested in obtaining such particulars may write to the Company Secretary or through mail by sending their requests to the Company Secretary at arraiaram@titan.co.in. Annexure Required information as per section 217(1)(e) of the Companies Act, 1956 is annexed. Auditors Members will be requested at the Annual General Meeting to appoint auditors for the current year and pass resolutions per item No. 6 of the Notice. Corporate Governance A separate report on Corporate Governance forms a part of the Annual Report along with the AuditorsCertificate on Compliance. Directors Mr. N N Tata, Mr. T K Balaji and Dr. C G Krishnadas Nair retire by rotation and are eligible for re-election. Mr. Rajeev Ranjan, IAS, Principal Secretary to the Government of Tamilnadu, Industries Department, and a nominee of Tamilnadu Industrial Development Corporation Ltd (TIDCO) was appointed as Chairman and Director on the Board of the Company on 29th January 2010. Mr. M. F. Farooqui, IAS resigned as Chairman and Director of the Company on 29th January 2010. The Directors wish to record their gratitude and appreciation for the wise counsel and contribution by Mr. M.F. Farooqui during his tenure as a Director of the Company. Members attention is

drawn to item no 7 of the Notice for the appointment of Mr. Rajeev Ranjan as a Director of the Company. Directors Responsibility Statement Pursuant to section 217(2AA> of the Companies Act, 1956, the Directors based on the representations received from the operating management confirm that: 1. in the preparation of the annual accounts, the applicable accounting standards have been followed and that there are no material departures; 2. they have the statutory judgments and true and fair the financial in the selection of the accounting policies, consulted auditors and have applied them consistently and made estimates that are reasonable and prudent so as to give a view of the state of affairs of the company at the end of year and of the profit of the company for that period;

3. they have taken proper and sufficient care, to the best of their knowledge and ability, for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; 4. they have prepared the annual accounts on a going concern basis.

Acknowledgements The Directors wish to place on record their appreciation of the support which the Company has received from its promoters, lenders, business associates including distributors, vendors and customers, the press and the employees of the Company. On behalf of the Board of Directors, Bangalore, 7th June 2010 Rajeev Ranjan Chairman

Integrated Supply Chain Management

Titan Industries set up its jewellery manufacturing unit in 1994 with advanced technical knowhow from the UK, Germany and Switzerland. Over the years, the jewellery division has transformed the unit into a highly integrated jewellery manufacturing and outsourcing facility. Today, Tanishq and Goldplus have grown to be the most reliable jewellery manufacturing brands in India. The manufacturing at the Integrated Supply Chain Management (ISCM) unit at Hosur, Tamilnadu follows Lost Wax Casting process. Some of the key facilities for the process include

the refining plant with Swiss technology, the alloying equipment, accurate assay testing facilities and Yasui waxing and casting machines from Japan. Led by the most up-to-date Swiss and Japanese technologies, Titan Industries is a pioneer in establishing standards for consistent delivery of jewellery products, necessary for karatage. The product development cycle is based on state-of-the-art CAD/CAM technology that enables seamless integration of various stages: styling, three-dimensional solid modeling, engineering design, tool design, tool making and prototype making. ISCM is backed by high-end machinery such as Vacuum Melting unit, Rapid Proto Typing machine, fully automated precious stone sorting machine, 99.99 % fine gold refining system and computerised colour matching machines that make the division most advanced in the industry. To maintain the quality standards, ISCM has implemented the ISO 9001:2000 standards and put various initiatives in place: ambitious targets, customer initiatives, and employee initiatives. With ISO 14001:2000 ISCM implemented, ISCM provides better work environment and upgrades the environment outside the manufacturing unit. A dedicated Technology Cell has also been established to ensure that cutting-edge technology is constantly tracked and infused into the business. The division's technology efforts have been widely recognised by the industry: the Karatmeters pioneered by Titan Industries jewellery division has gained widespread acceptance, and the Goldmine system is considered one of the first successful .net initiatives in retail in India. Outstanding functional as well as technical expertise coupled with design and world-class quality transform sketches on paper into astonishing masterpieces and ISCM continues to reach greater heights.