The Code of Business Principles, Policies and Rules of Consultant Conduct

© HUL 2008

The Code of Business Principles, Policies and Rules of Consultant Conduct is published solely for Hindustan Unilever Limited’s Network Division’s Consultants by Hindustan Unilever Limited (Network Division)

Regd Office: 3rd floor, Army and Navy Building,148 M.G. Road, Kalaghoda, Fort, Mumbai – 400001.

All rights are therefore reserved and reproduction of any kind or any manner in full or half is strictly prohibited.

Hindustan Unilever Network is a member of the IDSA.

The Code of Business Principles, Policies

and Rules of Consultant Conduct

ContentFlow

1. Code of Business Principles, Policies & Rules of Consultant Conduct

A Introduction

B Definitions

C Registering as a Consultant & as a Privilege Consumer

D Reinstatement

E Responsibilities of all Consultants

F Responsibilites of a Sponsor

G Maintaining the lines of Sponsorship

H Business Development Materials

I Presentation of Hindustan Unilever Network Business Opportunity

J The Hindustan Unilever Network Product Satisfaction or Money Back Guarantee

K Compliance of Rules of Conduct

L Suspension / Termination of Consultantship

M Disposition of Terminated or Non Renewed or Inactive Businesses/Sponsors

N Review by Hindustan Unilever Network

O Death and Inheritance

P Other Policies

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Code of Business Principles, Policies & Rules of

Consultant Conduct

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2. Annexures

Annexure 1: Unilever Code of Business Principles

Annexure 2: Format of Application Form

Annexure 3: Format of Consultant Order Form

Annexure 4: Format of Goods Return Form

Annexure 5: Format for Information Cause

Annexure 6: Format for Change of Line of Sponsorship

Annexure 7: Format of Privileged Consumer Form

3. Indian Direct Selling Association (IDSA) – Code of Ethics 47-49

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Code of Business Principles, Policies & Rules of Consultant Conduct

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A. Introduction

As owner of my Hindustan Unilever Network Consultantship, I agree to conduct my Hindustan Unilever Network business according to the following ethical guidelines:

A.1 As a basic guideline in my activities as a Hindustan Unilever Network Consultant, I will endeavour to always treat others, as I would have them treat me.

A.2 I will respect and follow this Code of Business Principles, Policies and

the Rules of Conduct observing not only “the letter “ but also “ the spirit “ thereof.

A.3 I will present the Hindustan Unilever Network Products and the Hindustan Unilever Network Sales and Marketing Plan to all prospective consultants in a truthful and honest manner, and I will make sure to present only what is approved in official Hindustan Unilever Network communications.

A.4 I will be courteous and prompt in the handling of any and all claims for

exchange and return and follow the procedures prescribed by Hindustan Unilever Network from time to time in its official communications.

A.5 I will conduct myself in such a manner as to reflect only the highest standards of integrity, frankness and responsibility because I recognise that my conduct as an Hindustan Unilever Network Consultant has far reaching effects.

A.6 I will accept and carry out the responsibilities of an Hindustan

Unilever Network Consultant (and those of Sponsor and Direct downline when I reach such level), as set forth in official Hindustan Unilever Network publications.

A.7 In my Hindustan Unilever Network product sales activities, and for the purposes of protecting the Hindustan Unilever Network Sales and Marketing Plan, I will use only Hindustan Unilever Network produced or Hindustan Unilever Network authorized publications.

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The Hindustan Unilever Network Code of Business Principles, Policies and rules of Consultant conduct details out the principles to be followed by all Hindustan Unilever Consultants in doing their business and maintaining their Hindustan Unilever Consultant ship. It also elaborates the rights and responsibilities of the Consultant.

Hindustan Unilever Limited (Network Division) reserves the right to periodically alter these principles, Policies and rules including those which are due to change in statutory rules and regulations.

All changes will be modified in Leverage and on the Network Division’s website www. hun.co.in

B.1 “Consultant” refers to Hindustan Unilever Network consultants and their associates.

B.2 “Company” in this document refers to Hindustan Unilever Network, a division of Hindustan Unilever Limited unless otherwise stated.

B.3 “Sponsor” refers to an existing Consultant who introduces the business and the products to a new applicant.

B.4 “Upline” refers to the Sponsor, the Sponsor’s sponsor and so forth and will end with the Top Sponsor.

B.5 “Line of Sponsorship” refers to and includes the Consultant, his/her sponsors and so forth and will end with the Company.

B. Definitions

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C.1 Requirements for registering as a Consultant:

C.1.1 Applicant must be at least 18 years of age as on the date of application (Annexure 2).

C.1.2 The applicant must be a citizen of India only.

C.1.3 The applicant must not been convicted of any crime, not be an insolvent and should be mentally sound to carry out business.

C.1.4 Application is open to individuals, couples, informal partnership of not more than 2 persons and companies. In case of partnership, the primary applicant needs to be stated and all communication would be addressed to that person. All commissions, incentives, bonuses and recognition titles will also be made to the primary applicant. On request, and in order to remain eligible to receive all commission, incentives, bonuses and recognition the primary applicant may be required to furnish bonafide identity and address proof. Failure to provide the same could lead to the Consultant becoming ineligible to receive all commission, incentives, bonuses and recognition.

C.1.5 An application for Membership will only be considered if the applicant has purchased a Starter Kit either from the Company or an approved Consultant.

C.1.6 The applicant agrees that the information furnished in the application form is correct and true to the best of his/her knowledge.

Hindustan Unilever Network Membership is divided into two types, namely Consultant and Privilege Consumer. You can register as Hindustan Unilever Network Consultant in 2 easy steps:

Purchase a Starter Kit either from the Company or from an approved Consultant.

Pay the prevailing non-refundable registration fees.

Fill up the required joining forms.

C. Registering as a Consultant / Privilege ConsumerB.6 “HUN SUB” shall mean a substitute Id that the Company may at its discretion put in place of the Id of a resigning or terminated Consultant. The Company shall have the right to assign this Id to any other Consultant member at any time it may decide to do so. Till such time the HUN Sub Id is assigned to any Consultant, the status of the Id shall be that of an inactive Id.

B.7 “Manager, Senior Director, Vice President etc” are nominal titles or designations accorded to the Consultant as per the Hindustan Unilever Network’s Success Blueprint.

B.8 “Success Blueprint” refers to Hindustan Unilever Network’s Compensation Plan.

B.9 “Products” refers to all products under the Company’s trademarks.

B.10 “Company literature” refers to all literature CD etc (including this one) which has been printed by the Company.

B.11 “Compensation Plan” is a rebate payable to Consultants based on their personal volume and the volume of their Business group.

B.12 “Prospect” refers to a person who is interested in applying for Membership.

B.13 “Starter Kit” is a set of 11 Booklets/Manuals, 2 Forms, 4 Training Vouchers, 1 flipchart and 1 Audio CD. These materials are provided by the Company to the new joinee to enable to start his/her Hindustan Unilever Network Business.

B.14 “Privilege Consumer” is a person who applies for the membership of the Company to be entitled to purchase products at a discount and to obtain other rights such as receipts of the Company’s news and benefits from Hindustan Unilever Network.

B.15 “Business Group” refers to a group made up of a Sponsor and their respective downline members who they have recruited.

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C.1.7 The applicant needs to be sponsored by an existing active Consultant. In case the applicant is a walk-in, the Company reserves the right to assign the person to any existing Consultant in any network or directly under the Company.

C.1.8 In order to enrol as a Hindustan Unilever Network Consultant, the applicant has to pay the prevailing non-refundable registration fees. The nominal fee is a fraction of the cost incurred by the Company towards servicing and training of the network and for maintenance of the Consultant database.

C.2 Requirements for Registering as a Privilege Consumer:

C.2.1 In order to successfully register a Privilege Consumer, the business consultant would be required to:

C.2.1.1 Submit the fully filled in Privileged Consumer application form + photocopy of address proof + photo (recommended for better tagging with consultant identification)

C.2.1.2 Order Hindustan Unilever Network products worth at least Rs. 600/- (MRP)

C.2.2 Post registration of the Privilege Consumer, Hindustan Unilever Network would conduct a verification of the address of the Privileged Consumer. If address is not confirmed, the Privileged Consumer identification would be terminated and the sponsor will be penalized.

C.2.3 The Business Consultant would be eligible to receive, on successful registration of a Privileged Consumer:

C.2.3.1 Bonus point of 30PV provided he/she has an own purchase value of 25PV.

C.2.3.2 All purchase value of the Privileged Consumer (at DP value) would accrue to the direct sponsor as BP and feature in his/her PV and his/her uplines GV, provided the Business Consultant has own purchases of 25PV.

For more details on privilege consumer please refer to the Privilege Consumer Booklet/Business

Manual

C.3 Consultant Identification Number: Each Consultant would receive a personal and confidential identification number. This number is required when placing orders or making enquires on the Company. This must also be mentioned on the registration form of the downline,

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who is sponsored by the applicant. The Company upon receipt, acceptance and processing of the Consultant application form issues this number.

C.4 Sub-Consultants: A Consultant cannot appoint sub-consultants under him/her except when introducing/sponsoring them. For this, he/she cannot also charge any money from them in any manner or form.

C.5 Rejection of Application: The Company reserves the right to reject any application or re-application for any reason at its sole discretion, including if the application contains incomplete, inaccurate, false or misleading information. Any alteration or modification will be subject to verification.

C.6 Termination of Membership: The Company reserves the right to immediately terminate a Membership if it is found that the information furnished is either untruthful or fraudulent anytime during the tenure of the Consultantship.

C.7 Changes in the Consultant’s residential address: Any Changes to the Consultant’s address details on the original Membership Registration Form can be made by the Consultant through a written application to the Company.

C.8 Changes in Consultant’s Bank Account: Any changes to the Consultant’s bank account details on the original Application Form must be made only after a written communication to the Company. No change can be made until the written notification is received.

C.9 Independent Contractor: By becoming a Consultant, the Consultant is acting herein as an independent contractor and he/she shall have no authority to bind any party to any contractual undertaking without the consent of the Company.

C.10 Legal Entity Consultantship: A Consultant or a group of Consultants can now form a Company (either a Partnership firm or a Private Limited Company or a Public Limited Company) and join Hindustan Unilever Network.

The following additional documentation is required:

i) Partnership Deed for a Partnership Firm with a Power of Attorney (POA) for the person who would interact with Hindustan Unilever Network on their behalf.

ii) Memorandum and Articles of Association for a Private Limited Company or a Public Limited Company containing the clause of doing Hindustan Unilever Network business.

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C.10.1 Application for registration should be made in the current application form which should be signed by the CEO (or Managing Director or equivalent) or any other authorized signatory.

C.10.2 The shareholders should collectively and individually own a majority of the shares of the company/firm.

C.10.3 The sole purpose of the above firm/company would be to conduct Hindustan Unilever Network business as per the policies laid down in the Business Manual.

C.10.4 No change in the shareholding pattern or change in membership or controlling stake is allowed without written permission of Hindustan Unilever Network.

C.10.5 Former Consultants (or their spouses) who have resigned, transferred or sold off their businesses can re-register subject to clausesD.3 & D.4. The Consultant must give in writing that the new application is being made under this option at the time of application.

C.11 Husband and Wife Consultantships:

Husband and wife

Husband and Wife are always considered to be together in Hindustan Unilever Network Consultancy.

C.11.1 Husband and Wife are always considered to be together in Hindustan Unilever Network Consultancy even if they both have not signed the Registration Application Form.

In order to avoid conflict, they may not be sponsored in different lines of sponsorship and must be sponsored together. They cannot sponsor each other.

C.11.2 Since they are required to operate the Consultantship as a single entity, each will be held accountable for the actions of the other as far as the rules of Conduct are concerned.

C.11.3 If two Consultants, each of whom has a Consultantship in different lines of Sponsorship get married to each other, one of the Consultants must through sale, transfer or simple resignation surrender his/her Consultantship and join his/her spouse’s Consultantship.

C.11.4 The only exemption to 10.3 is when either of the two people before marriage has attained the level of a Star Manager, then they can operate both Consultantships in their original line of Sponsorships.

C.12 Renewal Fee:

The Company reserves the right to charge a renewal fee annually (or for any other defined period) to an existing Consultant in order to maintain his/her Consultantship.

C.13 Active Member:

A Consultant is considered active if in a month a minimum 25 PV is received by the Company.

In the following two months if a Consultant does not meet active guidelines, the Consultant is considered inactive at the end of the third non ordering month. To re-activate his/her status, he/she should submit a minimum of 25 PV order to the Company. He/She will receive company mailers as long as his/her name has not been removed from the Company mailing list. Please note that orders of less than 25 PV would not maintain or reinstate his/her active status.

C.14 Former Consultant Status: The Consultant’s name will be removed from the Consultant’s rolls on the first day of the 6th non-ordering month, if no order is received from the Consultant on or before the last business day of the Consultant’s fifth non-ordering month. However, if the Consultant has not returned products to the Company for repurchase or has not resigned, the Hindustan Unilever Network opportunity is still available in the future whenever the Consultant wishes to become active again, as per policies of the Company prevailing at that time.

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D.1 Regain Active Status:

A former Consultant may be reinstated and regain his/her active status by placing a 25 PV order with the Company within one year of his/her last order month (or anniversary month if the person is a new recruit).

The terms of the Independent Consultant Agreement will apply. He/She will be reinstated to the unit and the Sponsor indicated on record at

D. Reinstatement

the time he/she was removed. However he/she will not regain any personal team members. (For the purpose of reinstatement or re-recruitment, only the month is considered; the actual day within the month is not applicable. For example, if the last order is placed any day within October 2006 and is followed by an Agreement termination, then it is considered a reinstatement order if received on or before the last business day of September 2007. If the order is received in or after October 2007, the former Consultant would be considered a new team member.

D.2 Automatic Reinstatement: Should the reinstatement occur within the same month of having been removed from the Consultant rolls, the reinstating Consultant will be automatically reinstated and restored to active status and will retain his/her personal team members, as though never interrupted. For this to happen, the order must be received during the same month his/her name is removed. (The order must be received before the last business day of his/her sixth non-ordering month).

D.3 R e - r e c r u i t m e n t o f F o r m e r Consultants: A former Consultant who re-activates his/her status more than one year from his/her last order month (or anniversary month of joining), is considered a new team member and would be required to submit a new Independent Consultant Agreement and purchase a new Joining Kit to ensure that he/she has the most current products, literature and sales aids. For re-recruitment, a minimum order of 50 PV will need to be placed.

D.4 Verification of Re-recruitment Eligibility: To ensure that a former Consultant is el igible for re -recruitment, one may contact the Customer Relationship Officer at the nearest Regional Office. It is important to do this, as you will not receive new team member credit if the new Independent Consultant Agreement or order is submitted prior to the Consultant’s one-year eligibility date.

D.5 Period: Your registration is valid for a lifetime provided you fulfill the renewal policy.

E.1 Abide by the Hindustan Unilever Network’s Rules and Amendments to Rules: A Consultant is responsible for studying and strictly complying with Hindustan Unilever Network’s Code of Business Principles, policies and Rules of Conduct and any amendment thereof affected by the Company from time to

E. Responsibilities of all Consultants

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time, provided the amendments are published in the Leverage or website or any other means of communication prior to going into effect.

E.2 Truthful: A Consultant must always identify himself/herself truthfully to his/her prospective customers. He/She shall also identify Hindustan Unilever Network, the product and the purpose for their approach.

E.3 Employment Relationship:

All Hindustan Unilever Network Consultants are independent Consultants who will operate as per their own time plan and promote products of Hindustan Unilever Network to their clients, sponsor other Consultants and build their teams. They are not employees/agents of Hindustan Unliver Network, Hindustan Unilever Limited or any of its associated Subsidiary Companies.

E.3.1Consultants do not have the authority to bind the Company to any obligation, agreement or commitment of any kind. Consultants must not at any time, in any manner, suggest or imply that they are in employment, in joint ventures, agents or legal representatives of the Company.

E.3.2 However, Consultants will be permitted to use their titles as Consultant Manager, Consultant Director, Consultant President etc in their business cards and other printed material like any advertising, publication, leaflet or document of any kind as approved by the Company. The Company name “Hindustan Unliver Network” or “Hindustan Unilever Ltd.” shall not be permitted to be used by Consultants in any transaction or in any manner except as indicated above.

E.3.3 Any title or designation accorded to the Consultant for Hindustan Unilever Network (e.g. Manager, Vice President, etc) will be merely a recognition of business done by her/him and does not alter in any way her/his fundamental relationship with the Company as a “Consultant”.

E.4 Professionalism: The Consultant shall not compel or force his/her downlines, Privilege Consumers to order through him/her for any minimum order size or maintain stocks. All Consultants should order their quantities directly from the Company handling and courier fees will apply depending upon the order size and prevailing fees. It is up to the individual Consultant’s judgment to determine if he/she should keep any stock.

E.5 Re-packaging:

Re-packaging is not allowed.

The Consultant shall not modify the product or packaging or tamper with any trademark numbers or other means of identification used on or in relation to the products, nor use any of the trademarks in any way which might prejudice the goodwill of the Company

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therein or use any trademarks or trade names of the Company as to be likely to cause confusion or deception or infringe the trademark, copyright, design of the Company.

E.6 Merchandising Hindustan Unilever Network Products:

The Company will not be responsible for any loss, cost, claim or liability in respect of any products. A Consultant shall not in any way misrepresent the quality, performance or availability of a Company’s products. A Consultant should not place orders in the name of any other Consultant without the Consultant’s prior written approval.

E.6.1 The Consultant will be responsible for his/her business decisions and expenditure incurred by her/him on the products of the Company shall be billed to his/her account. The Company will not be responsible for any loss, cost, claim or liability in this respect.

E.6.2 The Consultant shall not in any way misrepresent the quality, performance or availability of a Company’s products. They should not make any claims for products other than those printed on the product labels or in the official Company literature. Consultants shall indemnify the Company from any claims, costs or damages arising from such misrepresentation.

E.6.3 A Consultant should not place orders in the name of any other Consultant without the Consultant’s prior written approval. In case, a Consultant places an order on behalf of another Consultant, he/she will have to take responsibility of the same. In case of violation of the same, he/she may be penalized as per the Company’s policy on the same.

E.6.4 The Consultants shall not use the Company’s network for marketing any products or schemes directly or indirectly, which are not officially carried by the Company.

E.6.5 Retail Outlets:

Selling/Displaying Products and Literature of Hindustan Unilever Network in retail outlets is not allowed.

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The Consultants shall not sell, distribute, make available, demonstrate or display the Company’s product in any retail outlet. Apart from any action the Company may deem fit, to take, any sale to such retail outlets shall not be considered as part of the Consultant’s sale. Establishments that are not retail outletss, such as beauty parlours, health spas etc may be used as venues to display the products with prior permission of and under guidance from the Company.

E.7 Training: The Consultant is not entitled to any payment for training or aid given by her/him to other Consultants.

E.8 Confidentiality: Reports on downline sales organization information is proprietary and confidential to the Company and is made available to the Consultants in strict and complete confidence for their own and privileged information only and not to disclose to any third party.

E.9 Advertising, Company Name and trademark usage:

All the Company’s printed material/electronic media is proprietary and/or protected by copyright (under IPR, Trademark, Copyright, Design, Patent etc.). Hence no Consultant shall be permitted to reproduce any Company material printed or in any electronic or any other media in whole or in part except with the Company’s prior written approval.

E.9.1 Use of Company Name, Hindustan Unilever Network,Hindustan Unilever Limited or any of its associates or subsidiaries, Trademark, Logo in Media: No media, product or Company’s advertising can be used by the Consultants except when authorised by the Company. Media advertising includes but is not limited to newspapers, magazines, radio and television. All advertising copy submitted that receives approval unless as per standard format from the Company becomes the property of the Company and will be made available to all Consultants for their use at the discretion of the Company.

E.9.2 Hindustan Unilever Network will not allow use of its trade name (Company name), trademarks (product names) designs, or symbols by any person, including Hindustan Unilever Network Consultants without its prior permission. Hindustan Unilever Network will issue cease and desist orders to any persons violating the above and will if necessary follow with appropriate court action for failure to

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comply with a cease and desist order.

E.9.3 If a Consultant wishes to display/use Hindustan Unilever Network logo to public, he/she must obtain prior written approval from the Business Head of Hindustan Unilever Network. However, Hindustan Unilever Network can withdraw the permission if standards are not met.

E.9.4 No Hindustan Unilever Network Consultant may print, cause to be printed or procure from any source other than the Company any item, stationery or literature of any kind on which the names of Hindustan Unilever Limited, Hindustan Unilever Network any of its associated companies or subsidiaries are imprinted without taking written permission of the Business Head of Hindustan Unilever Network.

E.9.5 No Consultant can reproduce without prior written permission of the Business Head of Hindustan Unilever Network any material or literature of the Company.

E.9.6 Hindustan Unilever Network reserves the right to withdraw the permission at any given point of time by informing the distributor in writing.

E.10 Communication with Media: Consultants are not authorised to communicate with any media personnel giving details of the Company’s production, policy, activities or strategies. Should they have any query, they should address it to our corporate communications department or mail our helpdesk at hun.care@unilever.com.

E.10.1 A Consultant may not be involved in interviews on any media, whether by television, radio, magazines etc, nor utilize any advertising media (including the internet) without Hindustan Unilever Network’s prior written consent. Promotional material provided by Hindustan Unilever Network for specific advertising use can be used as specified without prior approval.

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E.11 Compliance with Applicable Laws, Regulations:

The Consultant will comply with all the policies of the Company e.g. on Confidentiality of Information, Policy on use of email, internet, data protection etc. while dealing with the Company. These are available on the Company’s website, Company’s business manual, or at the Company offices/branches. Consultants cannot assign in any manner the Agreement to any other person except in accordance with the guidelines as per the Policy.

E.11.1 The Consultant shall comply with all the laws and regulations of the land and other policies as may be communicated from time to time. He/she will also comply with the code of business principles (Annexure 1) in all his/her dealings with the Company, downlines, uplines and customers and should not engage in any activity which will bring him/her or the Company into disrepute. The Consultant must keep the Company informed if he/ she is involved in any conflict/dispute/legal matter which is directly or indirectly likely to involve, or affect the reputation of the Company.

E.11.2 The Consultant will comply with all the policies of the Company e.g. on Confidentiality of Information, Policy on use of email, internet, data protection etc. while dealing with the Company. These are available on the Company’s website or at the Company offices/branches. Consultants cannot assign in any manner the Agreement to any other person except in accordance with the guidelines as per the Policy.

E.12 Loss/Damage: The Consultants will indemnify and keep the Company indemnified from and against any claim, loss, damage or liability suffered or incurred by the Company resulting from a breach of the agreement or the policy by the Consultant or from any act of neglect or default of the Consultants or her/his agents, employees, licenses or clients.

E.13 Product Satisfaction Refund Policy: Whenever a customer requests the Hindustan Unilever Network Product Satisfaction Refund Policy has to be honoured, the Consultant shall offer the customer the choice of a full refund of the purchase price or full credit for exchange with the same or another Company Product. Any reimbursement to the Consultant in such instances is covered by the Company’s satisfaction refund policy.

E.14 Written Sales Receipt: A Consultant shall deliver to the customer at the time of sale a written and dated order or receipt which shall:

E.14.1 Mention details of the product sold, describe the product(s) sold,

E.14.2 Put the price charged,

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E.14.3 Put the full name, address and telephone number of the Consultant selling the Product, and

E.14.4 Give details of Hindustan Unilever Network’s Product Satisfaction Refund Policy.

E.15 Non-Hindustan Unilever Network Activities:

A Hindustan Unilever Network Consultant can do any other business/professional service but he/she is not allowed to use Hindustan Unilever Network Consultantship or Hindustan Unilever Network events/activities to promote his/her non Hindustan Unilever Network business or service.

A Hindustan Unilever Network Consultant who sells any product or service, literature/tools other than as Hindustan Unilever Network products, services, literature / tools shall not sell such products, services, literature / tools to another Hindustan Unilever Network Consultant or entice him/her to participate in any non Hindustan Unilever Network selling activity. Entice means to ask, induce, cajole, persuade to sell any product or service whether or not this is done to obtain revenues or for any other reason.

E.15.1 A Hindustan Unilever Network Consultant can engage in selling activities related to non Hindustan Unilever Network approved or non Hindustan Unilever Network produced products and services but they cannot use the activities or events organized to promote Hindustan Unilever Network products or Hindustan Unilever Network by the Company or by any other Consultant

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or use their knowledge or association with Hindustan Unilever Network to promote and expand their non Hindustan Unilever Network business.

E.15.2 Husband and Wife as already explained are deemed to operate as a single entity irrespective of whether both names are there in the Consultantship or not. Each will be held accountable for the actions of the other as per the Rules of Conduct. Hindustan Unilever Network reserves the right to cease the remaining Consultant’s Consultantship if one of the partners of the Husband-Wife partnership chooses to resign his or her authorisation as a Consultant and takes advantage of business or his/her knowledge of or association with Hindustan Unilever Network or other Hindustan Unilever Network Consultants to promote and expand his or her non Hindustan Unilever Network business.

E.15.3 A Consultant must keep Hindustan Unilever Network informed if his/her spouse is a representative of any other direct selling Company.

E.16 Inducement to change line of Sponsorship or indulge non Hindustan Unilever Network selling activities: No Consultant should directly or indirectly induce any other Hindustan Unilever Network Consultant to change either his/her line of Sponsorship, e.g. by resigning and joining under a different sponsor or by starting new business in the name of his/her immediate and blood relatives (Parents/Children) under a different sponsor except as responsible under the Rules of Conduct herein, irrespective of whether this is done for any purpose whatsoever as this shall tantamount to interference or enticement.

E.17 No Exclusive Territories for selling / sponsoring: There are no exclusive territories or franchisees granted by the Company. Therefore, the Consultants have no authority to grant, sell, assign or transfer such a territory or franchise. Every Consultant is free to conduct his/her business in any area of the Country.

E.18 Exporting products or sponsoring internationally: All Hindustan Unilever Network Consultants must sell all Hindustan Unilever Network products, services, literature/tools of Hindustan Unilever Network only within India and should not export these directly or through any other exporter to any other country.

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F. Responsibilites of a Sponsor

A Sponsor should:

Recruit and continuously develop his/her Consultant Group.

Train, educate, assist the new Consultant in selling and distributing products, helping him/her present the Business Opportunity as well as manage business.

Maintain frequent communication meets with his/her group.

A Sponsor must participate in all seminars and meetings conducted by his/her Consultant Group.

A Consultant must service his/her personal group Consultants monthly by:

F.1 Recruitment and Development: A sponsor should recruit and continuously develop his/her personal group.

F.2 Training and development: A new consultant recruited by a Sponsor forms part of the Sponsor’s Consultant group. The Sponsor is then responsible for training, educating, assisting the new Consultant in selling and distributing products, helping him/her present the Business Opportunity as well as manage business.

F.3 Communication: A Sponsor should maintain frequent communication meets with his/her group, informing about meeting dates, venues, product news, training sessions, advantage, offers etc to his/her downlines.

F.4 Participation in all Hindustan Unilever Network Meetings: A Sponsor must participate in all seminars and meetings conducted by his/her Consultant Group. He/she should also attend business meetings/seminars sponsored by Hindustan Unilever Network or called by Hindustan Unilever Network officers.

F.5 Independent Relationship: A Sponsor shall not represent that there is an employment or agency relationship between himself and the Consultants he sponsors. A Sponsor shall not force any member in his member group to purchase product.

F.6 Monitor: A Sponsor must monitor the activities of his/

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her sponsored downline Consultants to ensure their compliance with the Company’s Policies and Procedures as well as motivating new Members.

F.7 He/she shall ensure that all Consultants whom he/she sponsors are supplied with the Hindustan Unilever Network starter kit and they do the kit opening ceremony.

F.8 Enforce the code of business principles, Policies and Rules of Consultant.

F.9 Presentation of the Hindustan Unilever Network Plan:

F.9.1 When inviting a prospect to hear a presentation of Hindustan Unilever Network Plan, the Hindustan Unilever Network Consultant shall not give the impression that it relates to an employment opportunity. He must not disguise the event as a “market survey”. He must not directly or indirectly indicate that the Hindustan Unilever Network business, consultants or products are part of any business other than Hindustan Unilever Network’s business. He must not deny, if asked that the presentation is about Hindustan Unilever Network business opportunity.

F.9.2 Hindustan Unilever Network business opportunity should not be presented as a get-rich-quick opportunity.

F.9.3 Hindustan Unilever Network Consultant must specify that there is no requirement to retail Hindustan Unilever Network products.

G. Maintaining the lines of Sponsorship

The transfer/sale of business, change of sponsor, resignation or re-registration of consultantship, demerging/merging consultantship each involve assignment of the consultantship agreement or an amendment thereof and are normally not encouraged. Normally individual transfers are not encouraged.

No Consultant Manager and above can obtain transfer under the rule of group transfer without completing two full years after obtaining his title recognition.

A Consultant who wishes to change sponsor must resign his existing consultantship under his present sponsor and thereafter remain inactive for a period of six or more consecutive months

The Consultant can resign at any point of time by giving written notice to the Company with a copy to immediate upline and Manager.

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G.1 The Transfer/Sale of Business, change of sponsor, resignation or re-registration of consultantship, demerging/merging of consultantship, each involve assignment of the consultantship agreement or an amendment thereof and is normally not encouraged. However, under exceptional circumstances, they may be carried out subject to prior authorization by the Company. All such transactions are only granted at the sole discretion of Hindustan Unilever Network.

Consultants must submit the following 3 letters along with format given in Annexure 6.

i) A written request to the Company.

ii) A written No-Objection letter signed by the Consultant’s new upline (his/her 2nd level sponsor since his/her immediate sponsor’s ID is frozen)

iii) A written acceptance letter from the new Sponsor.

The final authority to take a decision regarding this rests with the Company and such a decision will be final and binding on the Consultants.

G.2 Individual Transfers: Normally individual transfers are not encouraged. However, under exceptional circumstances, Consultants who wish to transfer their membership are allowed to do so to members of their immediate family at the discretion of the Company. The application must be on standard format (Annexure 6). Such transfers are irreversible. The following are defined as members of the immediate family:

i) Children including step-children

ii) Spouse

iii) Own brother or sister

iv) In-laws or blood relations of the immediate family

v) Parents

Consultants must submit 3 letters along with format given in Annexure 6

i) A written request to the Company

In case of division of a business due to divorce between the primary and associate members or dissolution of a Corporate body or Partnership firm, the same shall be done with the proper written approval of the Company.

When a Consultant wants to sell his/her business, it must be offered to the immediate Sponsor.

Businesses cannot be merged or be combined without the previous written approval of the Company.

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ii) A written no-objection letter signed by the Consultant’s new upline (his/her 2nd Level sponsor since his/her immediate sponsor’s ID is frozen).

iii) A written acceptance letter from the new Sponsor.

The final authority to take a decision this rests with the Company and such a decision will be final and binding on the Consultants.

G.3 Group Transfers: Transfer of a personal group is allowed subject to him/her

(i) obtaining release from all their uplines up to first qualified Director Consultants.

(ii) obtaining consent from all consultants who wish to move.

(iii) obtaining aceptance from new sponsor or his/her direct downlines.

No Consultant Manager and above can obtain transfer under this rule without completing two full years after obtaining his/her title recognition.

G.3.1 A Consultant who wishes to transfer to a different sponsor all or part of his personal group must submit a written request to the Company accompanied by written consent from all the Consultants in his line of sponsorship up to and including the first qualified Consultant Manager and all Consultant Managers up to and including the first qualified Consultant Director.

G.3.2 The transfer request must be accompanied by written consents of all those Consultants whom the transferring Consultant wishes to take with him or her and the written acceptance of the transfer, signed by the sponsor and Consultant Manager to whom the individual wants to be transferred. Hindustan Unilever Network will also contact any Consultant Vice President and above and will allow 30 days for comment.

G.3.3 No consultantship currently recognized by Hindustan Unilever Network as a group leader (i.e, First time Manager, Star and Founder Managers) can be transferred under this rule. A former Consultant Manager may be transferred if more than two full years have elapsed since the last fiscal year in which the consultantship was recognized as such, provided there has been compliance with the procedures outlined above.

G.4. Divorce, Separation or Other Dissolution: In case of division of a business due to divorce between the primary and associate members or dissolution of a Corporate body or Partnership firm, the same shall be done with the proper written approval of the Company. Adequate care should be taken to ensure that the interest/income of the downlines are not affected.

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G.5 Name Change: Any request for name change will only be entertained if accompanied with an affidavit or a proof. This will be verified by the Company and Company’s decision on this will be final and binding.

G.6 Resignation: The Consultant can resign at any point of time by giving written notice to the Company with a copy to immediate upline and Manager. In such event, the Company will have the discretion to either put a Hindustan Unilever Network SUB (HUN SUB) or move the downlines up to the immediate sponsor of the resigning Consultant. The final authority to take a decision regarding this rests with the Company and such a decision will be final and binding on the Consultants. A Consultant upon exiting either by way of resignation, termination, or inactivity (as defined in the Manual) or by any other means or on suspension will be subject to clauses of confidentiality as outlined in this Manual for a period of two years post his/her recession of business relationship with the Company. The resignation letter must be marked to the upline, with a copy marked to the Company as adequate proof.

G.7 Mergers: Businesses cannot be merged or be combined without the previous written approval of the Company. Application is to be made as per Annexure 6. A marriage between Consultants, a transfer of a business, the sale of business or any other similar circumstances does not cause a merger or combination of business unless specifically approved in writing by the Company.

G.8 Sale of Business: When a Consultant wants to sell his/her business, it must be offered to the immediate Sponsor, and if he/she does not take up, then to immediate downlines, all Managers above, all Managers below, all Senior Managers above, all Senior Managers below in the lines of sponsorship in this order.

G.8.1 Sale can only be made to an existing Consultant.

G.8.2 In case the Consultant varies the terms of condition of sale, it must again go through the same order of priority.

G.8.3 Once the sale is through, all commission and bonuses accruing to the business (such as car and house loans) will be paid to the new Consultant. However, all titles previously earned will not be passed on to the new Consultant, only

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activities undertaken after the sale will be considered for conferring new titles.

G.8.4 A percentage of the sale price would have to be paid to the Company as fees. The Company would determine the fee amount on a case to case basis, subject to a maximum of 5% of the sale price.

G.8.5 A written application as per format given in Annexure 6 should be made to the Company and prior written consent of the Company must be obtained.

G.9 Re-registration: Consultants who are active, are not allowed to register again under a different line of sponsorship. In case they do, they are liable to lose their entire network to their earlier/original sponsor. They are only allowed to register again after termination. A terminated Consultant (for failure to renew membership, on transfer of membership, or on account of voluntary resignation) can re-register under a different sponsor subject to a waiting period of 6 months and more than one year from his/her last order month (or anniversary month). During the waiting period, the Consultant will not engage in the following activities:

G.9.1 Take part in any event or meeting

G.9.2 Operate under any other name

G.9.3 Solicit business directly or indirectly

G.9.4 Engage in any sale of Company’s products except those for self-consumption (buy at MRP).

A written note of such inactivity should be submitted at the time of re-application on standard format (Annexure 2). This note would be sent to the old sponsor and to the upline Manager to respond within 15 days. In the absence of any feedback or acceptance by the old sponsor and the Manager, such re-registration will be accepted. In all such cases, the Consultant would have to apply again as per the registration procedure after paying the full registration fees. In case of a termination of a Consultant for failure to adhere to the terms and conditions of agreement, the Company at its sole discretion might decide not to renew/re-register the Consultant.

G.10 Joint Responsibility: In case of Consultants who have registered Associate Consultants, both partners are equally responsible for conduct of Company business in accordance with the terms and conditions, policies and procedures as stated in this manual.

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H. Business Development Materials

The Consultant Managers may make/produce their own business development materials for prospecting fresh Consultant Managers. However, any business Development Material developed by a Consultant Manager can be used to prospect only if the same has been approved by Hindustan Unilever Network in writing. A copy of such material will have to be submitted to Hindustan Unilever Network at least 21 days prior to the date of its intended first use. A copy of such material will remain with Hindustan Unilever Network and the Consultant Manager shall not be entitled to its return even if the Consultant Manager severs his/her relationship with Hindustan Unilever Network.

Sample of Business / Visiting Card to be used by Hindustan Unilever Network Consultant Manager.

Preferred NamePosition

Address Line OneAddress Line Two

Address line ThreeTel : +00(0) 00 000000 Fax : + 00 (0) 00000000 Cell : + 00 0000 0000 00

C O N S U L T A N T M A N A G E R

Any Business Development Material developed by a Consultant Manager can be used to prospect only if the same has been approved by Hindustan Unilever Network in writing.

A Consultant should present the Company’s Compensation Plan accurately and completely as stated in the Company’s Compensation Plan Book and in the Company’s training tools. When presenting the Hindustan Unilever Network business opportunity to others, he/she must emphasize that it involves running an independent business and is not an offer of employment.

I. Presentation of Hindustan Unilever Network Business Opportunity

Welcome to a World of Opportunity

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J.1 Refund within 30 days: Any Product found defective or below expectations can be returned and exchanged within 30 days with proof of purchase on standard “Goods Return Format” given in Annexure 5.

J.2 Guarantee does not apply: The guarantee does not apply to damage caused by accident, misuse, abuse or alteration to the product.

J.3 Requirement: The product must have been used from the original container and according to the label directions, with the copy of the original invoice, Goods Return Form(Annexure 4)

J.4 Consumer Refund: Should a consumer not be entirely satisfied with the product, the Consultant must give the consumer the choice of a full replacement without charge or a refund of the full purchase price. If the Consultant does receive a product back from the customer, it must be returned either in person to the Hindustan Unilever Network Centre or by mail to the Company.

J. The Hindustan Unilever Network Product Satisfaction or Money Back Guarantee

Hindustan Unilever Network offers a 100% Product Satisfaction or Money Back Guarantee. If a consumer is dissatisfied or finds any Hindustan Unilever Network product below expectations, Hindustan Unilever Network will replace it and a Consultant may in turn refund the money to his/her consumer. The product must be returned within 30 days from the date of purchase along with the copy of the original invoice, Goods Return Form(Annexure 4)

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M

oney Back Guarantee

M

oney Back Guarantee

M

tee

MMM

ttteeeeee

Product Satisfaction orProduct Satisfaction or

Preferred Name

Consultant ID No: 000000

Address Line 1

Address Line 2 C O N S U L T A N T M A N A G E R

Sample of Business Envelope to be used by Hindustan Unilever Network Consultant Manager.

K. Compliance of Rules of Conduct

Compliance of the Rules of Conduct has to be strictly adhered to and any violation to these rules is extremely serious because it affects the business of the Consultant and also impacts the image of Hindustan Unilever Network in the eyes of the public, media and government officials. While the Company will endeavour to correct any violation through advice and guidance, in serious cases further action may be required by Hindustan Unilever Network in any order or combination but not limited to the following :

i) Re-coaching of the Consultant or his group

ii) Suspension

iii) Termination/cessation of the Consultantship.

K.1 Any Consultant who has discovered that there is a violation must notify Hindustan Unilever Network about the same along with all associated evidence.

Once the complaint is received, the Company may do (but not limited) the following to any of the following :

K.1.1 Send a notice to the appropriate Consultant requesting for a response

K.1.2 Ask for additional information from either parties

K.1.3 In case the Company decides that based on the information and circumstances there is a violation of the rule it will informally discuss the matter with the Consultant to explain the reason behind the rule and obtain assurance from the Consultant there will be no more violation in future.

K.1.4 If the informal process is not successful and if the Company decides on any action other than suspension or termination to the Consultant then the Company will inform the decision through a written communication to the violating Consultant and his/her direct upline and the topmost active Consultant in the line of sponsorship of the violating Consultant.The letter will contain the corrective action to be taken along with a time limit if relevant.

K.1.5 In case the Consultant does not comply within the specified time limit, the Company will take further action directly. Such action shall be notified to the violating Consultant in writing with a copy to the topmost Consultant in the line of Sponsorship.

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A Hindustan Unilever Network Consultant can be suspended or terminated from continuing his/her Hindustan Unilever Network business:

If he/she provides false information in the application form

If he/she misrepresents Hindustan Unilever Network and its business

On violation of the rules of Conduct

If he/she is declared bankrupt/insolvement

If he/she is convicted of any crime/any offense

If he/she is mentally unsound to handle the business

L.1 Termination can be effected by either party giving 30 days notice.

L.2 Termination can be effective if one or more of the following occurs:

L.2.1 In the Company’s opinion the Consultant has provided false information in his Consultant Application Form

L.2.2 If the Consul;tant makes a misrepresentation of the Company’s business

L.2.3 If the Consultant breaches these rules of Conduct

L.2.4 If the Consultant is convicted of any crime

L.2.5 If the Consultant becomes the subject of any insolvency/bankruptcy proceedings

L.2.6 If the Consultant is incapable of managing the business due to his mental condition

L.2.7 If the Consultant dies without appointing an executer or heir who is ready to take responsibility of the deceased business.

L.2.8 Spreads rumours or interferes with other networks or in the normal conduct of the business.

L.2.9 Crossline selling and retailing at establishments other than beauty parlours and health spas.

L.2.10 If the Consultant fails to make payment of any products or services provided by the Company

L.3 Conduct Committee: All complaints will be entertained by a Conduct Committee consisting of two Senior Managers of Hindustan Unliver Network or Hindustan Unilever Limited appointed by the Business Head. The decision of the Conduct Committee will be final and binding.

L. Suspension / Termination of Consultantship

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L.4 Effect of Suspension: When a Consultant and/or his/her Associate Consultant is under suspension, the Company can take any or all of the following actions

L.4.1 Not release payments of lifestyle bonuses or any commission that may be due to him/her.

L.4.2 Not allow her/him from attending Company sponsored conferences, events, meetings, training sessions etc.

L.4.3 Prevent her/him from joining Company organized trips.

L.4.4 Prevent her/him from placing orders on the Company for a specified period.

L.4.5 Prevent her/him from sponsoring downlines.

L.5 Suspension/Termination Process:

L.5.1 When the Company decides to suspend or terminate a Consultant, the Company will inform the Consultant in writing that the Consultant is suspended and/or terminated.

L.5.2 The suspension and/or termination notice will be sent by recorded delivery to the Consultant’s address on record. In case of suspension, the Consultant will have twenty (20) days from the date of suspension letter to send a written response by recorded delivery agreeing to correct the violation and/or comply with the Agreement, as the case may be.

L.5.3 If no response or unsatisfactory response is received by the Company within twenty (20) days, the Company shall be entitled to terminate her/his Consultant Identification Number without any act, correspondence or notice and the Company shall not be liable to pay any claim or compensation to the Consultant for such termination.

L.5.4 The suspension and termination of a Consultant by the Company is in addition to all other rights and resources available to the Company.

L.5.5 All notices to be served under Terms and Conditions of the Agreement shall be sent by registered mail/courier to the last known address and shall be deemed served 48 hours after posting/dispatch.

L.6 Status of Associate Consultants: Suspension/Termination of Consultant automatically leads to suspension/termination of Associate Consultants also.

L.7 Status of Terminated Consultants: No Consultant having been terminated shall represent herself/ himself as a Hindustan Unilever Network Consultant, purchase products from the Company, receive any discounts, bonuses, awards, or be eligible to attend Company functions. Voluntary resignation of a Consultant results in loss

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of rights to his/her group’s business. Consultants, irrespective of their suspension/termination, shall make good all losses/damages suffered by the Company on account of their misrepresentation.

L.8 Status of Downlines of Terminated Consultants: In the event of termination of a Consultant, the Company will have the discretion to either put a Hindustan Unilever Network SUB or move the downlines up to the immediate sponsor of the terminated consultant. The final authority to take a decision regarding this rests with the Company and such a decision will be final and binding on the Consultants.

L.9 Company reserves the right to recovery: Without prejudice to the Consultant, the Company shall have the right to recover the loss/lost/damage as they seem fit in the circumstances of the case.

L.10 Product Price Point: No Consultant is allowed to tamper with the Hindustan Unilever Network Product price points. He/She should not undercut and sell below the Consultant Price which is assigned for each product.

Procedure:

M.1 In the event Hindustan Unilever Network decides that it is necessary to terminate or non renew a Consultant’s business or if a Consultant terminates his/her agreement or fails to renew within the required time period or dies without leaving heirs who will take on operating the consultantship, the disposition of the business of such a Consultant will be decided by Hindustan Unilever Network at its sole discretion.

In doing so it may employ one of the following procedures:

M.1.1 Hindustan Unilever Network may elect to sell / assign the business subject to applicable laws and regulations, in which case it will observe the following:

M.1.1.1 The business will be offered by Hindustan Unilever Network through sale or assignment to another Consultant as per Section G.8

M.1.1.2 The terms of sale will be set forth in a written contract executed between Hindustan Unilever Network and the purchaser.

M.1.1.3 The business will remain in its current position in the line of sponsorship and will be made a number 2 business of the purchaser.

M. Disposition of Terminated or Non Renewed or Inactive Businesses/Sponsors

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M.1.2 Hindustan Unilever Network may so elect to dissolve the business by merging it with the business of the first qualified sponsor upline in the line of sponsorship.

M.1.3 However Hindustan Unilever Network is in no way limited to any of the above methods of disposition and may exercise its sole discretion as to the method and terms of disposition.

Any Consultant can use his/her right to appeal to the appeal panel. The appeal request must be received in writing along with documents to support the requests. The parties may offer evidence and produce additional evidence independently or as the Panel requests.

N.1 Any Consultant can use his/her right to appeal to the appeal panel. In that case the decision taken by Hindustan Unilever Network may be suspended until the re-examination has taken place and a final decision has been taken by the re-examination panel. During this period of suspension:

N.1.1 The Consultant is not allowed to conduct any Hindustan Unilever Network related activity.

N.1.2 The consultant cannot represent him/herself as a Hindustan Unilever Network Consultant.

N.1.3 All payments and commissions payable to the business will be computed but held in escrow by Hindustan Unilever Network.

N.1.4 Whether the business volume of the business qualifies for the standard Reward & Recognition of the Company (as detailed out in the compensation plan and as may be announced from time to time) will be decided by Hindustan Unilever Network when the final decision is taken by the appeal panel. All recognitions may be withheld by Hindustan Unilever Network at its discretion.

N.1.5 The Consultant will not be invited to attend any event held by the Company or any of its Consultants even though he/she may have qualified for such event prior to the suspension/termination.

N.1.6 In the eventuality that the appeal panel decision is in favour of the Consultant, Hindustan Unilever Network shall restore full rights and privileges and pay the monies held in the escrow to the Consultant, after deducting any administrative costs incurred during the proceedings from these monies.

N.1.7 In the event that the appeal panel takes any other decision, Hindustan Unilever

N. Review by Appeal Panel - Hindustan Unilever Network

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Network will decide what to do with the monies held in the escrow.

N.2 Appeal Process: The appeal request must be received in writing along with documents to support the requests. The request must be filed within the time period specified in the decision letter and is to be addressed to Hindustan Unilever Network, Army and Navy Building, 3rd Floor,Mumbai 400001, for the attention of the National Operations Head. If the request is filed after the time limit, the same will be denied and the Consultant notified that his request has been dismissed.

N.2.1 The Appeal Panel shall consist of appropriate personnel from the corporate staff of Hindustan Unilever Network as may be determined at that time by the National Operations Head of Hindustan Unilever Network.

It is to be noted that this Appeal Panel provides an internal opportunity for review of the decisions regarding termination, suspension, non renewal and the members of this panel do not act as arbitrators.

N.2.2 In case the Consultant initiates legal proceedings prior to hearing by the Appeal Panel, the same shall be cancelled and the opportunity for re-examination withdrawn by Hindustan Unilever Network.

N.2.3 Procedures for Review by Panel:

N.2.3.1 The parties may produce evidence on their own or as the Panel requests. Admissibility of the evidence with respect to its relevance and significance shall be at the discretion of the Appeal Panel.

N.2.3.2 Either party can inspect the document submitted by the other party.

N.2.4. Final Determination by the Review Panel:

N.2.4.1 The determination of the Appeal Panel will be communication to all parties by a registered letter or email.

N.2.4.2 The Review Panel has the right to change including modify, reiterate the decision of Hindustan Unilever Network.

N.2.4.3 If the Appeal Panel upholds the termination of the Consultant, such termination wil be confirmed by the Company and the Consultant will be informed that

i) Either the termination of the Consultant business has been confirmed with effect from the date of termination previously notified to the Consultant by Hindustan Unilever Network, or

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ii) His or her business has been terminated by the Appeal Panel in which case the business is deemed to have been terminated by Hindustan Unilever Network by the service of notice of the Appeal Panel’s decision to the Consultant.

N.2.4.4 If the Appeal decides on any action other than termination then:

i) The Company will take necessary steps to implement the Appeal Panel’s determination.

ii) Then Notification of such action will be communicated directly by Hindustan Unilever Network to the Consultant by registered mail clearly specifying the date by which the Consultant has to complete any action or the dates by which any action will be taken by the Company.

N.2.4.5 The decision of the Appeal Panel shall not give rise to any liability on the part of Hindustan Unilever Network to the Consultant, including but not limited to loss of profits or goodwill.

In the case of death of a Consultant, the Company should be notified by the administrator or the nominee (as defined in the application form) within 3 months of the death with a letter.

O.1 In the case of death of a Consultant :

O.1.1 If Hindustan Unilever Network is not notified of the appointment of an administrator (in accordance with provisions of section O.1.2 below, Hindustan Unilever Network can appoint a representative as per the terms and conditions that it considers appropriate to manage the consultantship or assign the consultantship in accordance with section O.1.2.iii or cancel it in accordance with section M.

The representative appointed to manage the consultantship based on Hindustan Unilever Network specifications will receive in full or part commissions and privileges earned by the consultantship he/she represents, for the period during which he/she manages it.

O.1.2 The Company should be notified by the administrator or the nominee (as defined in the application form) within 3 months of the death with a letter confirming that he/she will do the following:

O. Death and Inheritance

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i) Sell the consultantship in accordance with Section M of the rules

ii) Become the Consultant, take charge of the deceased consultantship.

iii) Appoint a representative for a period of time, as per terms and conditions specified by Hindustan Unilever Network, who will operate the consultantship with the understanding that the said representative is or will become a consultant before he/she starts to operate the consultantship.

In accordance with rules as specified by Hindustan Unilever Network, the representative can receive in full or part all incentives and rewards as earned by the consultantship that he represents for the period during which he manages it.

O.2 If the Hindustan Unilever Network consultantship belongs to two unmarried people and one of them dies then the following applies:

O.2.1 The surviving consultant will be in charge of the business during the time or according to Section O 2.2, or until Hindustan Unilever Network cancels the consultantship according to Section L 2.7.

O.2.2 Within 30 days following the issuance of letter of administration or proper authorization

O.2.2.1 The surviving Consultant shall obtain (by will or sale or operation of law) the interest of the deceased consultantship, or

O.2.2.2 The administrator of the deceased Consultant’s estate can assign or transfer the latter’s part to another Consultant who shall operate the business with the surviving Consultant or,

O.2.2.3 The Hindustan Unilever Network consultantship can be sold in accordance with Section G, of the rules or

O.2.3 The administrator of the deceased Consultant’s estate and the surviving Consultant shall appoint a representative to operate the consultantship for said period, under the terms and conditions specified by Hindustan Unilever Network, with the understanding that the representative shall become a Hindustan Unilever Network Consultant before he takes charge of the business.

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P. Other Policies

P.1 Restricted Entry: Entry to seminars, meetings, training sessions, conferences etc which are organized by the Company are personal and are not transferable.

P.2 Company Rights:

P.2.1 Right to Change Prices: Hindustan Unilever Network has the right to change its prices and range without prior notice. Hindustan Unilever Network will not give performance discount, bonus or any other compensation for any losses suffered due to price changes, range changes or products being out of stock.

P.2.2 Right to deduct any overdue invoices: Hindustan Unilever Network reserves the right to deduct, at any time, any overdue invoices from any performance discount or bonus due for payment to the Consultant.

P.2.3 Right to revise the Compensation Plan: Hindustan Unilever Network reserves the right to expand or revise the Hindustan Unilever Network compensation plan, qualification criteria, or the code and rules with immediate effect.

P.2.4 Right to make changes in the content: The Company reserves the right to make changes in the content, description, range and formulation of the products, including changes in the marketing strategy, compensation plan, prices, policies and procedures from time to time.

P.2.5 Waiver: The waiver by the Company of any breach or non-enforcement by the Company of any policy shall not prejudice or preclude the subsequent enforcement of that policy and shall not be deemed a waiver or acquiescence on the part of the Company.

P.2.6 Force Majure: The Company shall not be liable for any non-performance of its obligations or consequences thereof under this policy due to Force Majure circumstances beyond its reasonable circumstances.

P.2.7 Final Authority: The Business Head shall be the final authority on interpretation

of the Company policies.

P.2.8 Dispute Settlement: In the event that the Consultant or the Company is not satisfied by the final determination of the re-examination panel (Section N) then a sole Arbitrator shall settle all disputes between parties in respect to the Policy Manual. The Sole Arbitrator will be appointed from the panel of Arbitrators maintained by the Mumbai Chamber of Commerce. The process of arbitration will take place in Mumbai.

P.2.9 Right to change the Business Policies: The Company reserves the right to change the Business Policies mentioned in this Manual. Any change in the Manual will be uploaded by the Company at the Company website (www.hun.co.in) or through any other means of communication and the date of implementation of the rules wil be the date on which these have been thus uploaded or communicated. A copy of these rules will be displayed at the four Company centres. The Company in addition may also intimate through SMS to all those Consultants who are active (active as defined in this Manual) at their last mobile number as registered with the Company about change of these rules.

P.2.10 All notices/letters to be served under the terms and conditions of the agreement of consultantship shall be sent by registered mail, courier or any other valid means of communication to the last known address and shall be deemed served within 48 houirs of posting/dispatch.

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Annexures

Annexure 1: Unilever Code Of Business Principles

Our Principles

Our code of business principles describes the operational standards that everyone at Unilever follows, wherever they are in the world. It also supports our approach to governance and corporate responsibility.

Code of Business Principles

Standard of Conduct: We conduct our operations with honesty, integrity and openness, and with respect for the human rights and interests of our employees. We shall similarly respect the legitimate interests of those with whom we have relationships.

Obeying the Law: Unilever companies and employees are required to comply with the laws and regulations of the countries in which they operate.

Employees: Unilever is committed to diversity in a working environment where

there is mutual trust and respect and where everyone feels responsible for the performance and reputation of the company. We will recruit, employ and promote employees on the sole basis of the qualifications and abilities needed for the work to be performed. We are committed to safe and healthy working conditions for all our employees. We will not use any form of forced, compulsory or child labour. We are committed to working with employees to develop and enhance each individual’s skills and capabilities. We respect the dignity of the individual and the right of employees to freedom of association. We will maintain

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good communications with employees through company based information and consultation procedures.

Consumers: Unilever is committed to providing branded products and services which consistently offer value in terms of price and quality, and which are safe for their intended use. Products and services will be accurately and properly labeled, advertised and communicated.

Shareholders: Unilever will conduct its operations in accordance with internationally accepted principles of good

corporate governance. We will provide timely, regular and reliable information on our activities, structure, financial situation and performance to all our shareholders.

Business Partners: Unilever is committed to establishing mutually beneficial relations with its suppliers, customers and business partners. In our business dealings, we expect our business partners to adhere to business principles consistent with our own.

Community Involvement: Unilever strives to be a trusted corporate citizen and, as an integral part of society, to fulfill its

responsibilities to societies and communities in which the Company operates.

Public Activities: Unilever companies are encouraged to promote and defend their legitimate business interests. Unilever will co-operate with governments and other organisations, both directly and through bodies such as trade associations, in the development of proposed legislation and other regulations which may affect legitimate business interests. Unilever neither supports political parties nor contributes to the funds of groups whose activities are calculated to promote party interests.

The Environment: Unilever is committed to making continuous improvements in the management of environmental impact and to the longer-term goal of developing a sustainable business. Unilever will work in partnership with others to promote environmental care, increase understanding of environmental issues and disseminate good practice.

Innovation: In our scientific innovation to meet consumer needs, we will respect the concerns of our consumers and of society. We will work on the basis of sound science, applying rigorous standards of product safety.

Competition: Unilever believes in vigorous yet fair competition and supports the development of appropriate competition laws. Unilever companies and employees will conduct their operations in accordance with the principles of fair competition and all applicable regulations.

37

Unilever is committed to making continuous improvements in management of environmental impact and to the longer-term goal of developing a sustainable business. Unilever will work in partnership with others to promote environmental care, increase understanding of environmental issues and disseminate good practice.

Business Integrity: Unilever does not give or receive, whether directly or indirectly, bribes or other improper advantages for business or financial gain. No employee may offer, give or receive any gift or payment which is, or may be construed as being, a bribe. Any demand for, or offer of, a bribe must be rejected immediately and reported to management. Unilever accounting records and supporting documents must accurately describe and reflect the nature of the underlying transactions. No undisclosed or unrecorded account, fund or asset will be established or maintained.

Conflicts of Interests: All Unilever employees are expected to avoid personal activities and financial interests which could conflict with their responsibilities to the Company. Unilever employees must not seek gain for themselves or others through misuse of their positions.

Compliance - Monitoring - Reporting: Compliance with these principles is an essential element in our business success. The Unilever board is responsible for ensuring these principles are communicated to, and

understood and observed by, all employees. Day-to-day responsibility is delegated to the senior management of the regions and operating companies. They are responsible for implementing these principles, if necessary through more detailed guidance tailored to local needs. Assurance of compliance is given and monitored each year. Compliance with the code is subject to review by the board supported by the audit committee of the board and the corporate risk committee. Any breaches of the code must be reported in accordance with the procedures specified by the joint secretaries. The board of Unilever will not criticize management for any loss of business resulting from adherence to these principles and other mandatory policies and instructions. The board of Unilever expects employees to bring to their attention, or to that of senior management, any breach or suspected breach of these principles. Provision has been made for employees to be able to report in confidence and no employee will suffer as a consequence of doing so.

In this code the expressions ‘Unilever’ and ‘Unilever companies’ are used for convenience and mean the Unilever Group of companies comprising Unilever N.V., Unilever PLC and their respective subsidiary companies. The board of Unilever means the directors of Unilever N.V. and Unilever PLC.

38

Annexure 2: Format of Application Form

39

Annexure 2: Format of Application Form (Contd.)

40

Annexure 3: Format of Consultant Order Form

Log on towww.hun.co.in

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MarchApril

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IMPORTANT ANNOUNCEMENT

March & April 2008

CONSULTANT ORDER FORM

.oN.leTemanruSemaNrebmuNDItnatlusnoCPayment Details : (DD / Cash / Credit Card)

Ship-to-Address :

Minimum Bonus Points : If order falls below minimum BP / Value, should the order be processed ? Yes / No

Preferred Alternate Products :

ID No. :

Tel. No. :

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By DD : (DD Number - Dt. : Bank ):taelbayaP

By Cash : Credit Card Number : Expiry Date : (Only Master / Visa Cards)Card Holders Name :

41

Annexure 3: Format of Consultant Order Form (Contd.)

1 ENER152 Dual Tone Nail Enamel Remover (30 ml) 63 3.15 41.58

2 ESES251 Eternal Signature Eye Shimmer - Cobalt Blue 54 2.70 35.64

3 ESES151 Eternal Signature Eye Shimmer - Rust Brown 54 2.70 35.64

4 ESES351 Eternal Signature Eye Shimmer - Steel Grey 54 2.70 35.64

AVIANCE COLOUR COSMETICSB04 CODE QTY CP BP CV

HIGH VALUE RANGE PRODUCTS (Product List for 20:1 CP/BP Ratio)B00

1 ABLC171 D01 - Celestial Summer 154 7.70 101.64

2 ABLC271 D02 - Mystic Moon 154 7.70 101.64

3 ABLC371 D03 - Nasty Neptune 154 7.70 101.64

4 ABLC471 D04 - Jupiter Desire 154 7.70 101.64

5 ABLC571 D05 - Glamourous Galaxy 154 7.70 101.64

6 ABLC671 D06 - Shocking Star 154 7.70 101.64

7 ABLC771 D07 - Venus Goddess 154 7.70 101.64

8 ABLC871 D08 - Saturn Seduction 154 7.70 101.64

9 ABLC971 D09 - Mesmerising Mars 154 7.70 101.64

10ABLC071 D10 - Magical Mercury 154 7.70 101.64

11ABLD171 D11 - Plush Pluto 154 7.70 101.64

12ABLD271 D12 - Uranus Appeal 154 7.70 101.64

13ABLD371 D13 - Earth Allure 154 7.70 101.64

14ABLD471 D14 - Enchanting Eclipse 154 7.70 101.64

ABSOLUT LIP COLOURS - DIVINE YOU COLLECTION (4.3 ml)B12 CODE QTY CP BP CV

1 CESA472 Complexion Enhancement System (120 ml) 458 22.90 302.28

2 CESA221 Complexion Enhancement System (50 ml)* 163 8.15 107.58

3 CESA572 Complexion Enhancement System (50 ml) 196 9.80 129.36

4 IMCA151 Intensive Moisturising Complex-18 Hr Formula (45 g)* 216 10.80 142.56

5 IMCA272 Intensive Moisturising Complex-18 Hr Formula (45 g) 249 12.45 164.34

6 MCEA751 Moisture Complex with Vitamin E-12-Hr Formula (60 ml)* 90 4.50 59.40

7 MCEA872 Moisture Complex with Vitamin E-12-Hr Formula (60 ml) 103 5.15 67.98

8 MSTA251 Moisturising Cleanser (50 ml)* 73 3.65 48.18

9 MSTA672 Moisturising Cleanser (50 ml) 89 4.45 58.74

10 PCTA672 Pore Clarifying Toner (60 ml) 99 4.95 65.34

11 PRMA241 Pore Reducing Mask (50 g) 156 7.80 102.96

12 CCGA572 Shine Control Cleansing Gel (50 ml) 85 4.25 56.10

13 SRSA472 Skin Rejuvenating System (120 ml) 479 23.95 316.14

14 SRSA572 Skin Rejuvenating System (50 ml) 188 9.40 124.08

15 SCGA572 Skinergize Cleansing Gel (50 ml) 85 4.25 56.10

16 MSCA551 SPF 15 Moisturising Sunscreen (60 ml) 132 6.60 87.12

17 TANC121 Triple Action Nourishing Skin Crème (50 g)* 71 3.55 46.86

18 TANC272 Triple Action Nourishing Skin Crème (50 g) 78 3.90 51.48

19 VUCA372 Visible Effect Undereye Cream (15 g) 146 7.30 96.36

20 VRFG272 Visible Radiance Fairness Gel (50 g) 98 4.90 64.68

AVIANCE ESSENTIAL FACE CAREB01 QTY CP CVBPCODE

1 AVSP372 Aviance 2-in-1 soap 23 1.15 15.18

2 AVMF161 Aviance Anti-Perspirant Deo Midnight Forest (150 ml) 187 9.35 123.42

3 AVSS161 Aviance Anti-Perspirant Deo Saturn Summer (150 ml) 187 9.35 123.42

4 AVSI161 Aviance Anti-Perspirant Deo Serene Island (150 ml) 187 9.35 123.42

5 DAPT151 Aviance Deo-Active Perfumed Talc (100 g)* 36 1.80 23.76

6 DAPT372 Aviance Deo-Active Perfumed Talc (100 g) 39 1.95 25.74

7 CCFC121 Complete Care Foot Cream (50 g)* 71 3.55 46.86

8 CCFC272 Complete Care Foot Cream (50 g) 92 4.60 60.72

9 FFLE121 Gentle Exfoliating Foot File 50 2.50 33.00

10IMFA541 Intensive Moisturiser for Feet (60 ml)* 83 4.15 54.78

11IMFA672 Intensive Moisturiser for Feet (60 ml) 96 4.80 63.36

AVIANCE BODY CAREB02 CODE QTY CP BP CV

5 WDCA151 FinessePerfectingDualFinishCompact-1Champagne 266 13.30 175.56

6 WDCA251 FinessePerfectingDualFinishCompact-2Cognac 266 13.30 175.56

7 BLSA151 First Blush Signature Blusher - 1 Melba 313 15.65 206.58

8 BLSA351 First Blush Signature Blusher - 3 Caramel 313 15.65 206.58

9 BLSA451 First Blush Signature Blusher - 4 Amethyst 313 15.65 206.58

10DESA151 IndividualEyesSignatureEyeShadowDuos-1Sunray 313 15.65 206.58

11DESA451 IndividualEyesSignatureEyeShadowDuos-4OrchidDust 313 15.65 206.58

12DESA551 IndividualEyesSignatureEyeShadowDuos-5Oceania 313 15.65 206.58

13MASC161Long Lash Volumising Mascara (9 ml) 150 7.50 99.00

14TINA151 Magic Dust Signature Tinting Powder 205 10.25 135.30

15CONA151 Undercover Perfecting Concealer - 1 Champagne 133 6.65 87.78

16CONA251 Undercover Perfecting Concealer - 2 Cognac 133 6.65 87.78

17VEFL331 VitalEyes Fine Liner - Midnight Black 163 8.15 107.58

18VEFL131 VitalEyes Fine Liner - Moonlit Grey 163 8.15 107.58

19FNDA151 Weightless Perfecting Makeup - 1 Champagne 283 14.15 186.78

20FNDA251 Weightless Perfecting Makeup - 2 Chestnut 283 14.15 186.78

AVIANCE COLOUR COSMETICSB11 CODE QTY CP BP CV

March & April 2008

1 SBBV141 Bounce & Body Volumising Shampoo (200 ml) 146 7.30 96.36

2 SESE252 Extra Shine Enhancing Shampoo (20 x 6 ml) 46 2.30 30.36

3 SESE141 Extra Shine Enhancing Shampoo (200 ml) 146 7.30 96.36

4 SIRM141 Intensive Care Moisturising Shampoo (200 ml) 146 7.30 96.36

5 SIMC141 IntensiveMoisturisingConditioningTreatment (150ml) 125 6.25 82.50

6 SSEC141 Shine Enhance Conditioning Treatment (150 ml) 125 6.25 82.50

7 SSES252 Shine Enhance Conditioning Treatment (20 x 6 ml) 46 2.30 30.36

8 SSPA251 Soothe&PurifyAntiDandruffShampoo (20x6ml) 50 2.50 33.00

9 SSPA141 Soothe & Purify Anti Dandruff Shampoo (200 ml) 146 7.30 96.36

10SSDC141 Sun Defence Colour Care Shampoo (200 ml) 146 7.30 96.36

11SUMB252 Ultra Mild Balancing Shampoo (20 x 6 ml) 46 2.30 30.36

12SUMB141 Ultra Mild Balancing Shampoo (200 ml) 146 7.30 96.36

AVIANCE HAIR CAREB03 CODE QTY CP BP CV

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42

Annexure 4: Format of Goods Return Form

First Name Surname

Product Code Product Name Qty ReturnCode

Reason for Return

Serial No.

GOODS RETURN FORM

All Goods Return Forms must be complete and accompanied with a copy of Invoice as proof of purchase.

All claims for returns must be made within 30 days from the date of purchase.

Upcountry replacement will be couriered to the Consultant by the respective Branch.

Replacement will be made with the same product as being returned by the Consultant.

Return Codes

Goods may be returned under one of the following codes:

A. Client dissatisfaction: Goods returned on account of client dissatisfaction must be accompanied with a letter from the client mentioning Usage, Name, Address, Telephone and Reason for return.

B. Product received in damaged condition for order received through courier the damage must be clearly mentioned on the courier copy of invoice and communicated to the Sender within 24 hours of receipt of damaged consignment.

C. Incorrect product delivered: Product must be returned in resaleable condition. Tamper proof seal, if any, should be intact.

Consultant ID No. Tel. No.

Invoice Number

Consultant’s Signature (As on Application Form)

For Official Use only

Received on :

Return Warehouse :

Instruction Code :

43

Annexure 5: Format for Information Change

Consumer name

Father’s name

Mother’s name

Consumer’sdate of birth

Mailing Address

Permanent Address

Contact Details

PR

IVIL

EG

ED

CO

NS

UM

ER

INFO

RM

ATO

N

email address

mobile no.

std code

landmark

Street name

flat no.

first name

first name

first name

flat no.

street name

landmark

last name

last name

last name

account expiry date

society name

area

town/city

town/city

society name

tel.(res.) std code

pincode

pincode

tel.(off.)

pan no.Applied for

HINDUSTAN UNILEVER NETWORKA D I V I S I O N O F H I N D U S T A N U N I L E V E R L I M I T E D

INFORMATION CHANGE FORM(Please fill in English block letters leaving one space between words only. Incomplete forms may not be accepted.)

C

M

Y

CM

MY

CY

CMY

K

Information Change Form.pdf 4/25/2008 1:39:09 PM

44

Annexure 6: Format for change of Line of Sponsorship

Annexure 6: Format for change of Line of Sponsorship

To:The Branch ManagerHindustan Unilever Network(Name & Address of the Centre)

Dear Sir/Madam,

Change of Line of Sponsorship

I/We, (Name of the Consultant and/or Associate), ID No.____________, would like to Change my/our line of Sponsorship on account of (Tick one):

1. Transfer of Business2. Sale of Business3. Change of Sponsor4. Resignation & Re-registration

Merger

My/Our Current Sponsor is1. Name:2. Name:

New Sponsor/New Consultant is:

Name:

I/We agree that I/we have read all the clauses as mentioned in the Policy Manual and am/are affecting the change as per the procedure laid therein.

Request for your approval,Your faithfully,

Consultant: Associate Consultant:

I agree.

New Sponsor/New Consultant

Name __________________________Signature __________________________ID No. __________________________

Name __________________________Signature __________________________ID No. __________________________

Name __________________________Signature __________________________

Relationship with the Transferee: ____________Transfer form Attached (Yes/No)Release & Acceptance letters attached (Yes/No)Inactivity Period note Attached (Yes/No)Reason:___________________

45

Annexure 7: Format of Privileged Consumer Form

46

Indian Direct Selling Association (IDSA)

The Code of Ethics sets out fair and ethical principles which induce a congenial and healthy environment in the direct selling industry. Consumers are protected against illegal or unethical practices through the enforcement of the Code. To fulfill its objectives, the Association has laid down guidelines for behavior :

i) Towards Consumers.

ii) Towards Direct Sellers, between direct sellers and between companies.

A Code Administrator has been appointed to take care of customer grievances. Any consumer who feels that he has been aggrieved by a DSA member company in any way, can approach the Code Administrator either individually or through a consumer

organisation. In July 1997, Justice D.M. Rege, Retd. Justice, Mumbai High Court, was appointed as the Code Administrator of the IDSA. Code Administrators from around the world meet biennially to discuss important issues & share their experiences. Consumers are protected against illegal or unethical practices.

General

1. Scope: The World Direct Selling Code of Conduct Towards Consumers (hereinafter referred to as the “Code”) is published by the World Federation of Direct Selling Association (WFDSA) for its national Direct Selling association members. The Code concerns the relations between Direct Selling companies and Direct Sellers on the

Code of Business Ethics

47

one hand and consumers on the other. The Code is aimed at achieving the satisfaction and protection of consumers, the promotion of fair competition in the framework of free enterprise, and the enhancement of the public image of Direct Selling.

2. Glossary of Terms: For the purpose of the Code, the terms used have the following meanings:

i) Direct Selling: The marketing of consumer products directly to consumers generally in their homes or the homes of others, at their workplace and other places away from their permanent retail locations, usually through explanation or demonstration of the products by a Direct Seller.

ii) DSAs: Direct Selling Associations are national associations of Direct Selling companies representing the interest of the Direct Selling industry of a country.

iii) Company: A Direct Selling Company is a business entity which utilizes a Direct Selling organisation for the marketing of products associated with its trademark or service mark or other identifying symbol and which is a member of a DSA.

iv) Direct Seller: A Direct Seller is a person who is a member of a distribution system of a Direct Selling Company. A Direct seller may be an independent

commercial agent, independent contractor, independent dealer or Consultant, employed or self-employed representative, franchisee or the like.

v) Product: Product include goods and services, both tangible and intangible.

vi) Selling: Sell ing includes contacting potential customers, presenting and demonstrating products, taking orders and delivery of goods and the collection of payment.

vii) Party Selling: Selling through explanation and demonstration of products to a group of prospective customers by a Direct Seller usually in the home of a hostess who invites other persons for this purpose.

viii) Order Form: Includes printed or written orders, receipts & contracts.

ix) Recruiting: Any activity conducted for the purpose of inducing a person to become a Direct Seller.

x) C o d e A d m i n i s t r a t o r : Independent person or body appointed by a DSA to monitor member companies’ observance of the DSA’s code and to resolve complaints under the code.

3. Associations: Every national DSA pledges to adopt a code of conduct

48

that incorporates the substance of the provisions of the code, as a condition of its admission and continuing membership in WFDSA.

4. Companies: Every DSA member company pledges to abide by the code as a condition of admission and continuing membership in the DSA.

5. Direct Sellers: Direct Sellers are not bound directly by the code, but shall be required by their companies to adhere to it or to Business Policies, meeting its standards as a condition of membership in the companies’ distribution systems.

6. Self-Regulation: The court is a measure of self-regulation by the Direct Selling Industry. It is not a law, and its obligations may require a level of ethical behaviour which exceeds existing legal requirements. Non-observance does not create any civil

law responsibility. With termination of its membership in a DSA, a company is no longer bound by the Code, the provisions of which remain applicable to events or transactions occurring during the time a company was a member of the DSA.

7. Law: Companies and Direct Sellers are presumed to comply with the requirements of law and therefore the code does not restate all legal obligations.

8. Standards: The code contains standards of ethical behaviour for Direct Selling companies and Direct Sellers. National DSAs may vary these standards provided that the substance of the code is preserved or as is required by national law. It is recommended that the code be used as evidence of industry standards.

49

Hindustan Unilever NetworkArmy & Navy Building, 3rd Floor, 148, MG Road, Fort, Mumbai - 400001. http://www.hun.co.in

© HUL 2008Reproduction of the contents and imitation of the graphics are punishable offences.All Rights reserved, including any right to change/reproduce this book/material or portions thereof, in any form or by any means, electronic or otherwise including translation into other languages, Indian or foreign, by HUL.