Sixty Fourth Annual Report 2015-16 Westside
Sixty Fourth Annual Report 2015-16 Westside
Sixty Fourth Annual Report 2015-16 Westside
650
644.81
600 555.64
550
500 480.12
450
400 362.98 375.32
350
300
1552.69
1600 1405.34
1400 1284.1
1200 932.82
1000 818.73
800
600
77.85
30
25
INR Cr. 23.43
20.34
20.75
PROFIT AFTER TAX 20
16.32
644.81
15
1552.69
110
100 100.03
INR Cr. 90
80 77.85
TURNOVER 70
62.26
60
23.43
54.24
50
47.27
40
30
20
EPS
2012 2013 2014 2015 2016
Contents
Board of Directors................................................................................................................................................................... 02
Financial Statistics................................................................................................................................................................... 03
Boards Report.......................................................................................................................................................................... 04
Management Discussion and Analysis............................................................................................................................ 38
Corporate Governance Report........................................................................................................................................... 56
Auditors Report....................................................................................................................................................................... 85
Balance Sheet........................................................................................................................................................................... 90
Profit and Loss Statement.................................................................................................................................................... 91
Notes forming part of the Balance Sheet and Profit & Loss Statement............................................................... 92
Cash Flow Statement............................................................................................................................................................. 128
Board of Directors
N. N. Tata (Chairman)
A. D. Cooper (upto 23rd August 2015)
Z. S. Dubash
B. Bhat
S. Susman
B. N. Vakil
H. Bhat
S. Singh
A. Sen (appointed w.e.f. 27th May 2015)
P. Auld (Managing Director)
P. Venkatesalu (Executive Director (Finance) and CFO w.e.f. 1st June 2015)
Company Secretary
M. M. Surti
Registered Office
Bombay House,
24, Homi Mody Street,
Mumbai - 400 001
CIN : L24240MH1952PLC008951
Tel:022-6665 8282
Fax:022-2204 2081
E-mail: investor.relations@trent-tata.com
Visit us: www.mywestside.com
Solicitors
AZB and Partners
Auditors
M/s. N. M. Raiji & Co.,
Chartered Accountants
Bankers
Citibank N.A.
ICICI Bank Limited
HDFC Bank Limited
Divdend Earings
Divdend
Year Reserves Net Profit Profit Per Per
Borrow- Net Invest- Net Depre- includ-
Capital and Expendi- Before After Equity Share
ings Block ments Revenue ciation ing
Surplus ture Taxes Taxes Share Basic-
Div. Tax
% `
2006-07 15.76 371.73 65.67 85.02 308.22 450.31 401.41 7.91 40.99 32.41 12.91 70 20.66
2007-08 19.53 586.30 65.61 125.29 469.34 521.29 474.84 8.86 37.32 32.86 15.25 70 17.92
2008-09 19.53 587.23 165.55 108.69 395.85 521.02 483.51 9.23 28.28 26.76 12.57 55 13.70
2009-10 27.04 613.47 250.52 223.45 395.18 581.58 531.25 11.85 49.85 40.22 15.19 65 20.53
2010-11 35.96 1,046 275.00 291.76 424.97 729.32 652.51 13.63 60.32 43.04 17.53 75 21.46
2011-12 38.70 1,315.48 240.00 304.71 705.15 912.04 842.36 15.95 44.58 47.27 19.95 65 20.75
2012-13 40.23 1,498.80 225.00 308.73 1,040.44 996.19 896.52 16.62 80.77 62.26 27.22 70 20.34
2013-14 33.23 1,283.19 225.00 379.30 862.40 1,306.36 1,221.84 25.60 68.25 54.24 27.21 70 16.32
2014-15 33.23 1,338.69 225.00 433.95 1,037.45 1,432.47 1,310.14 39.84 138.89 100.03 40.00 100 30.10
2015-16 33.23 1,380.55 375.00 519.16 1,059.05 1,571.32 1,439.03 35.26 96.92 77.85 36.00 90 23.43
On a standalone basis, income for the year at ` 1571.32 crores increased by 9.69% from the previous
years ` 1432.47 crores, profit before tax for the year at ` 96.92 crores decreased by 30.22 % (increased
by 17.63% excluding exceptionals) from the previous years ` 138.89 crores and profit after tax for the
year at ` 77.85 crores decreased by 22.17% from the previous years ` 100.03 crores. On a consolidated
basis, income for the year was ` 2463.51 crores, profit before tax for the year was ` 103.44 crores and
profit after tax for the year was ` 62.94 crores. The consolidated results of the Company for the year
2. Dividend
On 12th March 2016, the Board of Directors declared an interim dividend of 90% i.e. ` 9/- per Equity
Share (previous year 100% which included a one time special dividend of 25%) on 3,32,31,673 Equity
Shares of ` 10/- each for the year ended 31st March 2016, which was paid on 29th March 2016. The
Directors did not consider a final dividend for the year ended 31st March 2016.
3. Share Capital
The paid up Equity Share Capital as on 31st March 2016 was ` 33,23,16,730. During the year under
review, the Company had issued and allotted in aggregate 129 equity shares which were held in
abeyance for the rights issue made by the Company in the years 2007 and 2010. The Company has not
issued shares with differential voting rights. The Company has neither issued employee stock options
nor sweat equity shares and does not have any scheme to fund its employees to purchase the shares
of the Company.
7. Directors
Mr. A. D. Cooper who had been the Director of the Company since 1984 stepped down from the Board
of Directors w.e.f. closing hours of 23rd August 2015 in accordance with Tata Policy on retirement of
Non-Executive Directors. The Board places on record its sincere appreciation for the significant
contribution made by Mr. Cooper to the Company, as a Director and also as the Chairman of several
18. Annual evaluation made by the Board of its own performance and that of its committees and
individual directors
The Board of Directors has carried out an annual evaluation of its own performance, Board committees
and individual directors pursuant to the provisions of the Act and the corporate governance
requirements as prescribed by SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015.
The performance of the Board was evaluated by the Board after seeking inputs from all the directors on
the basis of the criteria such as the Board composition and structure, effectiveness of Board processes,
information and functioning etc.
The performance of the committees was evaluated by the Board after seeking inputs from the
committee members on the basis of the criteria such as the composition of committees, effectiveness
of committee meetings etc.
The Board and the Nomination and Remuneration Committee reviewed the performance of the
individual directors on the basis of the criteria such as the contribution of the individual director to
the Board and committee meetings like preparedness on the issues to be discussed, meaningful and
constructive contribution and inputs in meetings etc. In addition, the Chairman was also evaluated on
the key aspects of his role.
In a separate meeting of independent directors, performance of non-independent directors,
performance of the Board as a whole and performance of the Chairman was evaluated, taking into
account the views of executive directors and non-executive directors. The same was discussed in the
Board meeting that followed the meeting of the independent directors, at which the performance
of the Board, its Committees and individual directors was also discussed. Performance evaluation
of independent directors was done by the entire Board, excluding the independent director being
evaluated.
Remuneration Policy
The Company has adopted a Remuneration Policy for the Directors, Key Managerial Personnel and
other employees, pursuant to the provisions of the Act and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (Clause 49 of the erstwhile Listing Agreement entered with the Stock
Exchange).
The philosophy for remuneration of Directors, Key Managerial Personnel and all other employees of the
Company is based on the commitment of fostering a culture of leadership with trust. The Remuneration
Policy of the Company is aligned to this philosophy.
The Nomination and Remuneration Committee has considered the following factors while formulating
the Policy:
i. The level and composition of remuneration is reasonable and sufficient to attract, retain and
motivate Directors of the quality required to run the Company successfully;
ii. Relationship of remuneration to performance is clear and meets appropriate performance
benchmarks; and
iii. Remuneration to Directors, Key Managerial Personnel and Senior Management involves a
balance between fixed and incentive pay reflecting short and long-term performance objectives
appropriate to the working of the Company and its goals.
It is affirmed that the remuneration paid to Directors, Key Managerial Personnel and all other employees
is as per the Remuneration Policy of the Company. Details of the Remuneration Policy are given in the
Corporate Governance Report.
20. Details of establishment of Vigil Mechanism / Whistle Blower Policy
The Board of Directors on the recommendations of the Audit Committee has approved and adopted
a Whistle Blower Policy that provides a formal mechanism to the Directors and all employees of the
Company to approach the Chairman of the Audit Committee/ Chief Ethics Counselor of the Company
and make protective disclosure about the unethical behavior, actual or suspected fraud or violation of
the Companys Code of Conduct. The details of the Whistle Blower Policy is available on the website of
the Company (www.mywestside.com)
Pursuant to Section 134(3)(a) and Section 92(3) of the Act, read with Rule 12(1) of the Companies
(Management and Administration) Rules, 2014, the extracts of the Annual Return in Form MGT-9 as at
31st March 2016, forms part of this report as Annexure D.
26. Auditors
M/s. N.M. Raiji & Co., Chartered Accountants, were reappointed as the Statutory Auditors of the
Company at the Sixty Second Annual General Meeting (AGM) held on 14th August 2014, to hold office
from the conclusion of that AGM till the conclusion of Sixty Fifth AGM of the Company to be held in the
year 2017. In terms of the provisions of Section 139 of the Act, the appointment of the auditors has to
be placed for ratification at every AGM. Accordingly, the appointment of M/s. N.M. Raiji & Co., Chartered
Accountants, as statutory auditors of the Company, is placed for ratification by the shareholders.
28. Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo
A. Conservation of Energy: The Company consciously makes all efforts to conserve energy across all
its operations.
B. Technology Absorption : Nil
C. Foreign Exchange Earnings and Outgo: Foreign Exchange earnings and outgo are stated on
page117 in the notes to the Balance Sheet and Profit and Loss Account. The Company earned
` 26.23 crores in foreign currency from retail sales through International Credit Cards.
29. Acknowledgements
The Board wishes to place on record their sincere appreciation for the continued support which the
Company has received from its customers, suppliers, debenture holders, shareholders, promoters,
bankers, group companies and above all, its employees.
Noel N. Tata
Chairman
Mumbai, 26th May 2016
Repairs and
Operations and Other Expenses Employees Maintenance
` 521.19 ` 132.50 ` 66.55
(31.35%) (7.97%) (4.00%) Depreciation
` 35.26
(2.12%) Shareholders
` 29.91
(1.80%)
Reserves
` 41.85
(2.52%)
Government Materials
` 127.00 ` 708.06
(7.64%) (42.60%)
P. Auld A. Sen
(Managing Director) (Chairman CSR Committee)
To,
The Members,
Trent Limited
We have conducted the secretarial audit of the compliance of applicable statutory provisions and the
adherence to good corporate practices by Trent Limited (hereinafter called the Company). Secretarial Audit
was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/
statutory compliances and expressing our opinion thereon.
Based on our verification of the Companys books, papers, minute books, forms and returns filed and other
records maintained by the company, the information provided by the company, its officers, agents and
authorised representatives during the conduct of secretarial audit, the explanations and clarifications
given to us and the representations made by the Management, we hereby report that in our opinion, the
company has, during the audit period covering the financial year ended on 31st March, 2016 generally
complied with the statutory provisions listed hereunder and also that the Company has proper Board
processes and compliance mechanism in place to the extent, in the manner and subject to the reporting
made hereinafter:
We have examined the books, papers, minute books, forms and returns filed and other records made
available to us and maintained by the Company for the financial year ended on 31st March, 2016 according
to the provisions of:
(i) The Companies Act, 2013 (the Act) and the rules made thereunder;
(ii) The Securities Contract (Regulation) Act, 1956 (SCRA) and the rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent
of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;
(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India
Act, 1992 (SEBI Act)
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers)
Regulations, 2011;
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992 and
Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)
Regulations, 2009 and amendments from time to time;
(d) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock
Annexure A
To,
The Members
Trent Limited
Our report of even date is to be read along with this letter.
1. Maintenance of Secretarial record is the responsibility of the management of the Company. Our
responsibility is to express an opinion on these secretarial records based on our audit.
2. We have followed the audit practices and process as were appropriate to obtain reasonable assurance
about the correctness of the contents of the Secretarial records. The verification was done on test
basis to ensure that correct facts are reflected in Secretarial records. We believe that the process and
practices, we followed provide a reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts
of the Company.
4. Where ever required, we have obtained the Management representation about the Compliance of
laws, rules and regulations and happening of events etc.
5. The Compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards
is the responsibility of management. Our examination was limited to the verification of procedure on
test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the
efficacy or effectiveness with which the management has conducted the affairs of the Company.
Sr. Name and Description of main products NIC Code of the % to total turnover of
No. / services Product/ service the company
1 Retail Sale of Readymade Garments etc. 47711 78.74
7 Westland Publications
Limited
No. 61, Silver Line U22190TN2016PLC109929 Subsidiary 99.99% 2(87)(ii)
Building, Alapakkam (held by
Main Road, Westland
Maduravoyal, Chennai, Limited)
Tamil Nadu - 600095
# Promoter Group
* Tata Sons Limited vide its letter dated 31st March 2015 had informed the Company & Stock Exchanges
that they have purchased 85,000 equity shares of the Company on 30th March 2015 (mode- market
purchase). As on 31st March 2015, the said shares were in the process of being credited to their demat
account. The shareholding of Tata Sons Limited in the Company post the credit of these 85,000 equity
shares would be 88,29,247 equity shares (26.57%). The shareholding of Promoter and Promoter Group
post the credit of these shares would be 1,08,38,015 equity shares (32.61%).
9.3%
8.6% 8.9%
7.6%
6.7% 6.7%
5.9%
4.5% 4.7%
The organized retail space in the first decade of this century was viewed as offering enormous potential for
growth in India. However, post FY08 the industry witnessed a sharp moderation in expectations with most
retailers across formats facing significant head winds in terms of like-for-like growth and viability of stores.
Following the pronounced slowdown, the industry has witnessed a modest recovery since FY10. Consumer
sentiment was relatively positive in FY16 with apparel retailers reporting an improving trend and most
other retail formats also witnessing growing off take.
CAGR 11.09%
1300
600
518
424
368
Demographics
India is a young nation with more than 50 percent of its population in the working age group of 15-54
years. This indicates significant influence wielded by this segment on consumption. The increasing
desires to look good & presentable, influenced by western culture and exposure to e-commerce and
social media have boosted the demand for more fashionable clothing and lifestyle products. Immense
scope is seen for banners offering an innovative product range to meet the aspirations of the brand
conscious consumers with evolving preferences.
31%
29%
375 348
19%
16%
232
188
5%
65
10-14 15-24 25-44 45-64 65+
No. of people in the age group (million) Percentage of people in the age group
550
19%
17%
13% 243
10% 206
128
101
There is no denying the tremendous opportunity that organized retail offers in India but there are also
some significant challenges that need to be tackled such as:
Real estate: Limited availability of quality real estate coupled with high rentals and non-adherence
to committed schedule by builders poses significant challenges to deployment of strategic plans
related to expansion. Other challenges include :
attractiveness of alternate developments like residential apartments
entry of international players and their clustering in high street malls leading to difficulty in
obtaining properties at acceptable economics
significant liquidity squeeze faced by the real estate sector given the RBI policy
Cost pressures: There has been significant inflation in manpower costs and common area
maintenance charges in the malls in the last few years
1,845 141
88
*Includes stores opened by Inditex Trent Retail India Private Limited and Trent Hypermarket Private Limited
Operations Westside
Westside offers aspirational in-house fashion brands which continue to be the mainstay of the business.
This format is operational in 95 stores across 58 cities in India.
Westside model involves active control across the value chain with respect to design, branding, sourcing,
logistics, distribution, pricing, display and promotion of over 90 percent of the product range retailed. We
believe this model is more robust than department store models that predominantly retail third party
brands including from a return on capital employed perspective. Empirical evidence also seems to suggest
that globally, retailers who control the entire value chain are relatively more successful.
In this year, we continued to focus on a number of initiatives such as introduction of in-house brands in
additional categories, improved presentation in stores and providing a better shopping experience to the
customers by improving the look & feel of select existing stores. Newer in-house brands such Wunderlove
(lingerie), Sassy Soda (fashion for young curvier woman) and StudioWest (cosmetics) have witnessed
encouraging customer offtake and have helped strengthen the position of Westside as a complete
shopping destination. Aided by the strategies pursued and reasonably favorable market conditions the
format registered a healthy 7.9 percent like-for-like growth in revenues in FY16.
Westside Stores Total Sales Growth and Like-for-Like Sales Growth (%)
21%
18% 18%
16%
14%
11%
9%
7%
6% 8%
The hottest street wear trends by day and edgy statement club
wear to define your style
Fun & peppy street wear in flattering fits and the seasons hottest
trends for the plus sized fashionista
Westside Infant wear was rebranded as Baby HOP which offers a riot
of fun and energetic styles for the juniors
Denim Shop Denim being the base to most of the key fashion looks we have launched the denim
shop under the Nuon brand focusing on the trending fits, washes and fabrics.
Gourmet West - A key initiative which we have ventured into in the recent years is in Gourmet food
offering. We believe it would afford the Westside format significant growth potential over time. Gourmet
West is operating in ten key Westside stores through a shop-in-shop format offering premium food &
beverages and great food experience. With its presence in Westside stores in Mumbai, Ahmedabad,
Bangalore, Baroda, Hyderabad, Chandigarh and Surat, it has witnessed encouraging response and
increasing walk-ins. The company will continue to invest in the food segment and expand Gourmet
West stores in select Westside locations.
Partners in Progress
Product sourcing capabilities and a global vendor base are key ingredients to delivering a desired
merchandize at the right price and right time. Feedbacks from our Supplier Satisfaction Surveys and
Annual Supplier Meets suggest that improvements in our product development and supplier relationship
management processes continued to play a key role in delivering the same. The interactive iListen portal
continues to assist the vendors in aligning priorities and addressing their queries/concerns.
The organization continues to invest in expansion and upgradation of the supply chain network which
we believe is vital to the success of a retail organization. Our warehouse operations continue to run at
over 99 percent efficiency. Higher levels of efficiency were witnessed despite growing volumes in terms
of both intakes from vendors and dispatches to stores. We are investing in the expansion of our existing
warehousing capacity and a new state of the art warehousing facility at Vapi, Gujarat to service increased
volumes as well as mitigate risk related to the central warehouse ecosystem.
Operating Standards
Westside seeks to refresh the fashion offer on a regular basis. This ensures improved freshness and
availability of merchandise across stores. This is made possible through an on-going emphasis on leveraging
our supply chain model coupled with rigorous reviews. Shrinkage cost is one of the bellwether measures
with respect to operating efficiency at stores and warehouse. We have witnessed an improving trend (as
depicted in the chart below) in the recent years.
Shrinkage (% to sales)
0.51%
0.50%
0.28%
0.24%
0.22%
2.76
2.11
1.47 1.53
1.39
The average bill size registered an encouraging growth of 9 percent in FY16. Bill size represents the average
amount spent by each customer on their purchase. The following chart depicts the trend of this measure
for Westside.
1,860
1,700
1,543
1,361 1,421
75.0
93 62.5
14.999995
80 85 14.066662
50.0
13.133329
70 12.199996
37.5
67 11.266663
10.333330
25.0
54 9.399997
36 43 13 8.466664
12.5
11 10
8
10 7.533331
25 28 6.599998
0.0
7 7 12-13 13-14 5.666665
8 4.733332
4 3.799999
3
06-07 07-08 08-09 09-10 10-11 11-12 12-13 13-14 14-15 15-16
A team of in-house property experts helps us in identifying strategic locations for new stores. They are
supported by a well-defined set of processes for analysing the potential market and catchment. We feel
this ecosystem of people and processes, helps us in identifying the right store and making it profitable in
a relatively short span of time.
Westside is planning to accelerate expansion in the coming years by focusing broadly on two formats-
flagship stores- the prominent full offer stores and the curated smaller stores in non-metros/ emerging
micro-markets. For instance, in recent quarters we have opened several prominent standalone flagship
stores in distinctive locations that showcase the Westside range (cases in point include the new Commercial
street store in Bangalore, the Southex store in Delhi and the Chennai T Nagar store).
E-commerce
We believe in the years to come, online fashion retailing would get more entrenched in India. With an aim
to address this fast emerging market, and especially to enable the convenience of our customers seeking
to shop with us online, we have launched Westside online exclusively on TataCLiQ - a Tata Group market
place initiative. We believe this approach would provide the banner brand visibility & allow it to adopt an
omni-channel approach to servicing its target audience.
489
17
16
15 15
274
11
The business model envisages a multi-format strategy focused in the states of Maharashtra and Karnataka
with the aim of creating local scale and being closer to customers. The focus would primarily be on food
and grocery with a clear emphasis on fresh food as the lead footfall driver. The Star brand would be
represented primarily by three facia namely: Star Daily, Star Market & Star Hyper. The brand would leverage
the collective strength of Tata and Tesco platforms to provide customers with a modern retail solution with
focus on Freshness, Convenience and Service.
Currently THPL operates 11 Star Dailies, 5 Star Market and 10 Star Hypers in the cities of Mumbai, Pune and
Bangalore. The performance of the newer stores (opened in the last couple of years) is broadly in line with
expectations, thereby providing support to the effectiveness of the strategy being adopted. We believe
that the headroom for expansion is substantial and the rollout could be further accelerated if we continue
to see encouraging results.
In order to provide the best fresh offering to its customers, Star has started sourcing directly from the
farms. Around 70 percent of the vegetables are now directly sourced and serviced through a network of
collection and distribution centers.
Sustainability
The Company adopts a triple bottom-line philosophy (People-Planet-Profit) to create a sustainable
organization.
People
Being part of the Tata Group, we have always been guided by the philosophy of improving the quality of
lives of the communities we serve. Our practice of returning to society what we earn evokes trust among
consumers, employees, shareholders and the community.
In order to make community initiatives sustainable in the long run, Trents approach to societal
responsibilities and support of key communities is linked to its business and core competencies. The
organization approaches all such initiatives with the philosophy of it being beneficial to the business as
well and focuses on:
Creating more jobs for the society by following a growth agenda, and recruiting freshers from local
community
Increasing employability of the employees at the entry level through cross training so that they can
also pursue enriching careers within and outside the enterprise
Planet
The Company follows the Tata group climate change policy which emphasises the need to play a leading
role in making the planet a better place to live in. We focus on four areas for championing the cause of
a green operation:
Energy Conservation
Logistics Efficiency
e-Waste Management
Product Manufacturing & Packaging
Targets are set for energy consumption at stores and offices and adherence monitored on a monthly basis.
Logistics efficiency with a focus towards reducing carbon footprint helps the organization reap business
benefits as well. e-Waste is managed through certified suppliers. Reduction in usage of plastic in product
packaging also helps the Company in making its operations green.
Profit
Since its inception, the company has had a focus on delivering value for all its stakeholders. It has operated
on the principles of effective cost management without compromising the quality of products retailed
from the stores.
Outlook
The economic situation has shown a growing trend with government focused on strengthening the
investment environment and maintaining economic stability. The improving economic scenario should
translate into positive consumption triggers over time. Separately, the continued hiring by various sectors
(at the entry level) and consequently improved absorption of youth into the organized workforce should
also serve as an important consumption trigger.
On the other hand, escalating costs (especially wages, electricity and common area maintenance) imply
continued challenges. Further, the increase in the service tax rate and excise duty on apparels (MRP greater
than ` 1000) would also exacerbate cost pressures given its coverage.
Cautionary Statement
Statements in the Management Discussion and Analysis describing the Companys objectives, projections,
estimates and expectations may be forward-looking statements within the meaning of applicable
securities laws and regulations. Actual results could differ materially from those expressed or implied.
Important factors that could make a difference to the Companys operations include economic conditions
affecting demand/supply and price conditions in the markets in which the Company operates, changes in
the Government regulations, tax laws and other statutes and other incidental factor.
[As required under Schedule V(C) of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015]
2] Board of Directors
As on 31st March 2016, the Company has 10 Directors including a Non-Executive Chairman, a Managing
Director and an Executive Director (Finance) & CFO. Out of 8 Non-Executive Directors, 5 are Independent
Directors. The composition of the Board is in conformity with Regulation 17(1) of the Listing Regulations
and the Companies Act, 2013.
All Independent Directors of the Company have been appointed as per the provisions of the Companies
Act, 2013 and the Governance Guidelines for Board Effectiveness adopted by the Company. Formal
letters of appointment have been issued to the Independent Directors. The terms and conditions of
their appointment are disclosed on the Companys website.
None of the Directors of the Company is a Member of more than 10 Committees or a Chairman of more
than 5 Committees across all the Listed companies in which he/she is a Director, as per Regulation 26(1)
of the Listing Regulations.
The names and categories of the Directors on the Board, their attendance at Board meetings and at
the last Annual General Meeting (AGM) held during the financial year and the number of directorships
and committee chairmanships / memberships held by them in other public limited companies is given
below:
** Mr. P. Venkatesalu held the position as CFO of the Company until his appointment as Executive Director (Finance) & CFO of the Company w.e.f. 1st June 2015.
He has attended all the 5 Board Meetings held during the financial year 2015-16.
*** Retired as a Director of the Company w.e.f. closing hours of 23rd August 2015.
# Excludes alternate Directorships, Directorships of private limited companies, Section 8 companies and of companies incorporated outside India.
## Chairmanship / membership of Board Committees includes only Audit Committee and Stakeholders Relationship Committee.
The Board of Directors of the Company met 5 times during the financial year 2015-2016 i.e. on
27th May 2015, 6th August, 2015, 5th November 2015, 4th February 2016 and 12th March 2016. The
necessary quorum was present at all the meetings.
The gap between two meetings did not exceed 120 days. The required information as enumerated in
Part A of Schedule II of the Listing Regulations is made available to the Board of Directors for discussions
and consideration at Board meetings.
The Company did not have any pecuniary relationship or transactions with Non-Executive Directors
during the financial year ended 31st March 2016 except for payment of sitting fees, Commission (if any)
and reimbursement of expenses incurred in the discharge of their duties. None of the Directors are
inter-se related to each other. None of the Directors hold convertible instruments of the Company.
3] Audit Committee
a) Terms of reference:
The terms of reference of the Audit Committee, inter alia, are as follows:
Oversight of the Companys financial reporting process and the disclosure of its financial
information to ensure that the financial statement is correct, sufficient and credible;
Recommendation for appointment, remuneration and terms of appointment of auditors of
the Company;
b) Directors Remuneration
The Directors remuneration (sitting fees) paid in the financial year 2015-16 is given below:
Non-Executive Directors
Name of the Director Sitting Fees for attending Board and
Committee Meetings held during
financial year 2015-2016
[`]
Mr. N. N. Tata 8,80,000
Mr. Z. S. Dubash 12,20,000
Mr. B. Bhat 4,50,000
Mr. S. Susman 3,30,000
Mr. B. N. Vakil 5,85,000
Mr. H.R. Bhat 2,90,000
Ms. S. Singh 4,35,000
Mr. A. Sen* 9,60,000
Mr. A.D.Cooper** 5,40,000
* Appointed as an Independent Director w.e.f. 27th May 2015.
** Retired as a Director of the Company w.e.f. closing hours of 23rd August 2015.
The remuneration paid to Mr. P. Auld Managing Director for FY 2015-16 is as follows:
Salary: ` 26,00,000/-, Perquisites and allowances: ` 4,44,31,875/-, Bonus and Performance linked
incentives: ` 1,30,36,215/-, Retirals: ` 3,12,000/-.
Term : Period of three years w.e.f 4th November 2014
Notice period: Either party may terminate the agreement by giving to the other party six months
notice of such termination or by surrendering six months remuneration in lieu thereof. There is no
separate provision for payment of severance fees.
Stock Options : Nil
Mr. P. Venkatesalu held the position as CFO of the Company until his appointment as an Executive
Director designated as Executive Director (Finance) and CFO for a period of three years with effect from
1st June 2015. The remuneration paid to him for FY 2015-16 is as follows:
Salary: ` 52,50,000/-, Perquisites and allowances: ` 76,33,850/-, Bonus and Performance linked
incentives: ` 44,82,903/-, Retirals: ` 6,30,000/-.
Term : Period of three years w.e.f. 1st June 2015.
Notice period: Either party may terminate the agreement by giving to the other party three months
notice of such termination or by surrendering three months remuneration in lieu thereof. There is no
separate provision for payment of severance fees.
Stock Options : Nil
a) Terms of Reference
The terms of reference of the Stakeholders Relationship Committee interalia are as follows:
Review statutory compliance relating to all security holders;
Consider and resolve the grievances of security holders of the company including complaints
related to transfer of securities, non-receipt of annual report/declared dividends/notices/
balance sheet;
Oversee compliances in respect of dividend payments and transfer of unclaimed amounts to
the Investor Education and Protection Fund;
Oversee and review all matters related to the transfer of securities of the Company;
Approve issue of duplicate certificates of the Company;
Review movements in shareholding and ownership structures of the Company;
Ensure setting of proper controls and oversee performance of the Registrar and Share Transfer
Agent;
Recommend measures for overall improvement of the quality of investor services.
Opening Balance Received during the Resolved during the Closing Balance
year year
Nil 6 6 Nil
[c] No. of pending share transfers / requests for dematerialization of shares as on 31st March
2016: 12 requests for dematerialization and 3 requests for share transfer were pending as on
31st March 2016. The same were received during the last week of March 2016 and hence were
pending as on 31st March 2016, but have subsequently been processed, as certified by the
Registrars.
8] Property Committee
The terms of reference of the Property Committee interalia includes review and approval for proposals
to take premises on lease or on leave and license basis or enter into business conducting agreement or
appoint a franchisee for stores.
The composition of the Property Committee and the details of Meetings attended by the Members are
given below:
During the year 2015-16, 8 Property Committee Meetings were held on 20th April 2015, 27th May 2015,
20th August 2015, 16th October 2015, 10th December 2015, 18th January 2016, 26th February 2016 and
18th March 2016.
9] Subsidiary Companies
The Company does not have any unlisted material subsidiary incorporated in India. The Company has
formulated a policy for determining material subsidiaries. The Policy is disclosed on the Companys
website at http://www.mywestside.com/WebPages/InnerPages/Policies-information.aspx
The Audit Committee of the Company reviews the financial statements, particularly, the investments
made by the Companys unlisted subsidiary companies. Attention of the Directors of the Company is
drawn to all significant transactions and arrangements entered into by the subsidiary companies.
10] General Body Meetings
Location and time, where last three Annual General Meetings were held:
Annual General Date Time Venue
Meeting (AGM)
61st AGM 2nd August 2013 11.00 a.m. Walchand Hirachand Hall, 4th Floor,
62nd AGM 14th August 2014 11.00 a.m. Indian Merchant Chamber (IMC),
IMC Building, IMC Marg, Churchgate,
Mumbai - 400020
63rd AGM 7th August 2015 11.00 a.m Rangaswar Auditorium, Y. B. Chavan
Centre, 4th Floor, General Jagannath
Bhosale Marg, Nariman Point,
Mumbai - 400021
These are also submitted to the BSE Limited and the National Stock Exchange of India Limited,
in accordance with Regulation 33 of the Listing Regulations, and published quarterly in leading
newspapers like the Business Standard, Free Press Journal, Navshakti and Jam-e-Jamshed giving
adequate coverage of the financial results in accordance with Regulation 47 of the Listing Regulations.
Whenever applicable, the Company also displays official news releases and meets the institutional
investors / analysts.
Management Discussion and Analysis Report forms part of the Boards Report and is annexed thereto.
Pursuant to Regulation 40(9) of the Listing Regulations, certificates have been issued on a
half-yearly basis, by a Company Secretary in practice, certifying due compliance of share transfer
formalities by the Company.
A Company Secretary in practice carries out a quarterly Reconciliation of Share Capital Audit, to
reconcile the total admitted capital with National Securities Depository Ltd. (NSDL) and Central
Depository Services (India) Ltd. (CDSL) and the total issued and listed capital. The audit confirms
that the total issued/ paid-up capital is in agreement with the aggregate of the total number of
shares in physical form and the total number of shares in dematerialized form (held with NSDL and
CDSL).
NSE - NCDs
TRE 17 - INE849A08033
- INE849A08041
TRE 16 - INE849A08058
Debenture Trustee
Axis Trustee Services Limited
Registered & Corporate Office Address:-
2nd Floor, Axis House, Bombay Dyeing Mills Compound,
Pandurang Budhkar Marg, Worli, Mumbai-400 025
Telephone: 022 24255215/ 5216 Fax: 022 2425 4200
Email Id: complaints@axistrustee.com; debenturetrustee@axistrustee.com
1800 30000
1700 29000
28000
1600
27000
Trent Share Price
1500
BSE-Sensex
26000
1400
25000
1300
24000
1200
23000
1100
22000
1000 21000
900 20000
May-15
Aug-15
Nov-15
Dec-15
Mar-16
Sep-15
Feb-16
Apr-15
Jun-15
Oct-15
Jan-16
Jul-15
Share Transfer System : Share Transfers in physical form can be lodged with TSR Darashaw Limited
at the above mentioned address or at its branch offices, addresses of
which are available on its website.
The transfers are normally processed within 15 days from the date of
receipt, if the documents are complete in all respects. Any Director of the
Company or the Company Secretary is empowered to approve transfers.
Categories of Shareholders:
Category As on 31st March, 2016 As on 31st March, 2015 %
Number % to Paid- Number of % to Paid- Variance
of Equity up Capital Equity Shares up Capital 2016 v/s
Shares Held Held 2015
Promoters 108,38,015 32.61 1,07,53,015* 32.36 0.25
Mutual Funds and Unit Trust 40,54,975 12.20 40,12,825 12.08 0.12
of India
Financial Institutions, Banks 22,84,330 6.87 24,28,462 7.31 (0.44)
and Insurance Companies,
Venture Capital Funds
Foreign Corporate 78,76,978 23.70 70,99,921 21.37 2.33
Bodies Corporate 26,36,054 7.94 29,79,517 8.97 (1.03)
Alternative Investment Fund 21,595 0.06 0 0.00 0.06
Others :
Resident Individuals 53,20,102 16.01 57,12,143 17.18 (1.17)
Non-Resident Individuals 1,04,657 0.32 1,51,664 0.45 (0.13)
Trust 2,973 0.01 2,003 0.00 0.01
Directors & their Relatives 91,994 0.28 91,994 0.28 0.00
TOTAL 3,32,31,673 100.00 3,32,31,544 100.00 0.00
*Tata Sons Limited vide its letter dated 31st March 2015 had informed the Company & Stock Exchanges
that they have purchased 85,000 equity shares of the Company on 30th March 2015 (mode- market
purchase). As on 31st March 2015, the said shares were in the process of being credited to their demat
account. The shareholding of Tata Sons Limited in the Company post the credit of these 85,000 shares
was 88,29,247 shares (26.57%). The shareholding of Promoter and Promoter Group post the credit of
these shares was 1,08,38,015 shares (32.61%).
Benefits of Dematerialization:
Shares held in dematerialized form have several advantages like immediate transfer of shares, faster
settlement cycle, faster disbursement of non-cash corporate benefits like rights, etc., lower brokerage,
ease in portfolio monitoring, etc. Besides, risks associated with physical certificates such as forged
transfer, fake certificates, bad deliveries, loss of certificates in transit, get eliminated.
Since there are several benefits arising from dematerialization, we sincerely urge all the shareholders
who are still holding their shares in physical form to dematerialize the shares at the earliest.
Outstanding ADRs/ GDRs/ Warrants or any convertible instruments,conversion date and likely
impact on equity:
The Company does not have any outstanding ADRs/ GDRs/ Warrants or any convertible instruments.
Action required regarding non-receipt of dividends:
In case of non-receipt / non-encashment of dividend warrants, the investors are requested to
correspond with the Companys Registrars / the Registrar of Companies, as mentioned hereunder:
Given below are indicative due dates for transfer of unclaimed and unpaid equity dividend to the
Investor Education and Protection Fund (IEPF) by the Company:
Financial Year Date of Declaration of Dividend Last date for claim by shareholders
2008-2009 14th August 2009 13th August 2016
2009-2010 18th August 2010 17th August 2017
2010-2011 5th August 2011 4th August 2018
2011-2012 10th August 2012 9th August 2019
2012-2013 2nd August 2013 1st August 2020
2013-2014 14th August 2014 13th August 2021
2014-2015 7th August 2015 6th August 2022
2015-2016 12th March 2016 11th March 2023
(Interim Dividend)
Green Initiatives:
The Ministry of Corporate Affairs has allowed Companies to send all future notices/communication/
documents including Notice of Annual General Meeting and Annual Report of the Company, in an
electronic form, through e-mail to the shareholders.
We once again request you to join us in this initiative and register your e-mail ID with Companys
Registrar and Transfer Agent, TSR Darashaw Limited, in case you are holding shares in physical form. In
case you are holding shares in dematerialized form, please register your e-mail ID with your depository
participant directly.
Nomination
As per the requirements, transmission of shares held in single name to the legal heirs/s of the shareholder
would require production of documents through a Court process which involves considerable time
and is expensive. This delays transmission of shares to the legal heirs.
A circular was sent to the shareholders holding shares in physical form in single name requesting
them to register their nomination. Shareholders who hold shares in the physical form and wish to
make/change a nomination in respect of their shares in the Company, as permitted under Section
72 of the Companies Act, 2013, may submit to TSR Darashaw Limited the prescribed Form SH-13. The
Nomination Form can be downloaded from the Companys website www.mywestside.com under the
section Investors. In respect of shareholders who hold shares in the dematerialized form and wish to
make/change a nomination, are requested to contact their respective Depository Participants.
To
The Members of Trent Limited,
We have examined the compliance of the conditions of Corporate Governance by Trent Limited (the
Company), for the year ended 31st March 2016, as stipulated in
Clause 49 (excluding clause 49 (VII) (E) of the Listing Agreements of the Company with stock exchanges)
for the period April 1, 2015 to November 30, 2015.
Clause 49 (VII) (E) of the Listing Agreements of the Company with stock exchanges for the period
April 1, 2015 to September 1, 2015.
Regulation 23(4) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
(SEBI Listing Regulations) for the period September 2, 2015 to March 31, 2016 and
Regulations 17 to 27 (excluding regulation 23 (4)) and clauses (b) to (i) of regulation 46 (2) and
paragraphs C, D and E of Schedule V of the SEBI Listing Regulations for the period December 1, 2015 to
March 31, 2016.
The compliance of conditions of Corporate Governance is the responsibility of the Management. Our
examination was limited to procedures and implementations thereof, adopted by the Company for
ensuring compliance with the conditions of Corporate Governance. It is neither an audit nor an expression
of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us and the
representations made by the Directors and the Management, we certify that the Company has complied
with the conditions of Corporate Governance as stipulated in the above mentioned Listing Agreement/
Listing Regulations, as applicable.
We further state that such compliance is neither an assurance as to the future viability of the Company nor
of the efficiency or effectiveness with which the management has conducted the affairs of the Company.
CA. Y. N. Thakkar
Date: 26th May, 2016 Partner
Place: Mumbai Membership No. 33329
In accordance with Para D of Schedule V of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, I hereby confirm that all the Directors and the Senior Management personnel of the
Company have affirmed compliance with the Code of Conduct, as applicable to them for the Financial Year
ended 31st March 2016.
WESTSIDE
Andhra Pradesh
1. 10-50-58/1, R K Estate Building, Waltair Raod, Ram Nagar, Vizag, Vishakhapatnam; Tel: 08790846651
2. Jyoti Mall, 40/323, Bellary Road, Opp. Zilla Parishad, Kurnool 518001; Tel: 08518-224421/22
3. Sai Odyssey, Opposite Executive Club, Gurunanak Nagar Road, NH-5, Gunadala,
Vijayawada 520008; Tel: 08666543535/3636
Assam
4. Silver Square, Christian Basti, G.S. Road, Guwahati 781005; Tel: 0361-2343940/4138
Chandigarh
5. 28A, Industrial & Business Park, Phase-I, Next to HDFC Bank, Chandigarh 160001; Tel: 0172-2650386/87;
6. Elante Mall, Shop No. 1, Industrial Area, Phase 1, Near Cable Factory, Chandigarh 160002;
Tel: 0172-5041580
Chhattisgarh
7. Magneto Mall, PC No.113, Labhendi Village, Chhattisgarh, Raipur 492001; Tel: 0771-2259111/12
8. Shop No.1, Ground Floor, City Mall, 36, Mangla Chowk, Bilaspur, 495001; Tel: 07752-271801/03
Delhi
9. 15-A, 34/35, Ajmal Khan Road, Karol Bagh, New Delhi 110008; Tel: 011-25729760/61
10. A-15, Alankar Cinema Building, Feroze Gandhi Marg, Lajpat Nagar III, New Delhi 110024;
Tel: 011-29832158/59
11. TDI Mall, Plot No.11, Shivaji Place, Next to Vishal Cinema, Rajouri Garden Market, New Delhi 110027;
Tel: 011-25110821/26
12. Moments Mall, 67, Patel Road, Near Kirti Nagar Metro Station, Opp. of Metro Piller No. 283,
New Delhi 110015; Tel: 011-42451011/12/14
13. Ambience Mall, Upper Ground, 1st & 2nd Floor, Vasant Kunj, New Delhi 110070; Tel: 011-40870525/29/30
14. South Extension, Plot No.5, Block-M, Part-II, Next to HP Petrol Pump, New Delhi; Tel: 011-41050924
15. G-11 & 12, Unity One Mall, Rohini West Metro Station, New Delhi 110085; Tel: 011-27058660/62
Goa
16. Caculo Mall, Caculo Enclave, Opp. Goa Fire Service H.Q., Near Caculo Ford Showroom, St. Inez,
Panaji 403001; Tel: 08007779571
17. CD Diva, Near Swami Chinmayanand Marg, Gogal Housing Board Road, Margao, Goa 403601;
Tel: 07030918735
Gujarat
18. Abhijeet-V, Opp. Mayors Bungalow, Near Law Garden, Mithakhali, Ellisbridge, Ahmedabad 380006;
Tel: 079-66610190/91
19. Iscon Mega Mall, Sarkhej Gandhi Nagar Highway, Near Rajpath Club, Ahmedabad;
Tel: 079-66058292/93
Landmark
Hyderabad
1. KMC Retail Mall, Next to Kirtilal Jewellers, Somajiguda Circle, Begumpet, Hyderabad 500082;
Tel: 8885531493
Karnataka
2. Forum Mall, 21, Hosur Road, Koramangala, Bengaluru 560029; Tel: 8147061351
3. Orion Mall, 21/6 Dr. Rajkumar Road, Brigade Gateway Campus, Malleswaram West, Bengaluru 560055;
Tel: 8147061354
Maharashtra
4. Inorbit Mall, 1st Floor, Next to Westside, Near Vashi Railway Station, Mumbai 400705; Tel: 7208000625
5. Seasons Mall, Magarpatta Hadapsar, Magarpatta Police Station Road, Hadapsar, Pune 411035;
Tel: 8087000169
STAR BAZAAR
Karnataka
1. Star Hyper, HM Vibha Tower, Ward No.63, Koramangla, Bengaluru 560029
2. Star Hyper, 18/2, Gopalan, The Arch Mall, Mysore Road, Rajarajeshwari Nagar, Bengaluru 560098
3. Star Extra, Munekolala, Varthur Main Road, Kundalahalli Gate, Opp. Shankara Eye Hospital,
Bengaluru 560037
4. Star Market, VGR Essor, # 1140, 17th Cross, 7th sector HSR Layout, Bengaluru 560102
5. Star Daily, Ashirvad Building, Opposite to Vijay Kumar Office (Local MLA, BBMP Office), Near Indore
Badminton Stadium, Jayanagar, 4th T Block, 18th Main Road, Bengaluru 560041
6. Prashant Nagar - Star Daily, 4/58, II Main, Nagarabhavi Main Road, Thimmenahalli, Govindraj Nagar,
Bengaluru 560040
CA Y. N. THAKKAR
Partner
Membership No: 33329
Place : Mumbai
Date : 26th May, 2016
(Referred to in paragraph 1 under Report on Other Legal and Regulatory Requirements section of our
report to the members of Trent Limited (the Company))
i) a) The Company is maintaining proper records showing full particulars including quantitative
details and situation of fixed assets.
b) As explained to us, physical verification of major items of fixed assets was conducted by the
management during the year. In our opinion, the frequency of physical verification is reasonable
having regard to the size and operations of the company and the nature of its assets. On the basis
of explanations received, in our opinion, the discrepancies found on physical verification were
not significant.
c) The title deeds of immovable property not held in name of company are as given in Statement
A attached.
ii) As explained to us, physical verification of inventories has been conducted at reasonable intervals
during the year by the management. In our opinion, the discrepancies noticed on physical verification
were not material in relation to the operations of the Company and the same have been properly
dealt with in the books of account.
iii) The Company has not granted any loans, secured or unsecured, to any companies, firms, Limited
Liability Partnerships or other parties covered in the register maintained under Section 189 of the Act.
Accordingly, sub clauses (a), (b) & (c), are not applicable.
iv) In our opinion and according to the information and explanations given to us, the Company has
complied with the provisions of section 185 and 186 of the Act, with respect to the loans, investments,
guarantees and securities given.
v) The Company has not accepted any deposits from the public.
vi) According to the information and explanations given to us, the Central Government has not prescribed
the maintenance of cost records under section 148(1) of the Companies Act, for the products of the
Company.
vii) a) The Company is generally regular in depositing undisputed statutory dues including provident
fund, employees state insurance, income tax, sales tax, service tax, duty of customs, duty of
excise, value added tax, cess and any other statutory dues with the appropriate authority. Based
on our audit procedures and according to the information and explanations given to us, there are
no arrears of undisputed statutory dues which remained outstanding as at March 31, 2016 for a
period of more than six months from the date they became payable.
b) According to the records made available to us and the information & explanations given by the
management, the details of the dues of sales tax / income tax / custom duty / service tax / excise
duty, which have not been deposited on account of any dispute, are given below:
viii) The Company has not defaulted in repayment of dues to debenture holders and has not taken any
loan or borrowings from any financial institutions or banks or government.
ix) The Company has raised moneys by way of issue of Debt instruments and they were applied for the
purpose of which they were raised. The Company does not have any term loans.
x) During the year, no fraud by the Company or any fraud on the Company by its officers or employees
has been noticed or reported, during the course of our audit.
xi) The company has paid or provided for managerial remuneration in accordance with the requisite
approvals mandated by the provisions of section 197 read with Schedule V to the Act.
xii) The Company is not a Nidhi Company, accordingly this clause is not applicable.
xiii) All the related party transactions are in compliance with the Section 177 & 188 of the Act, and the
details have been disclosed in the Financial Statement as required by the applicable accounting
standards (Refer Note 4.18 of Financial Statements).
xiv) The Company has not made any preferential allotment or private placement of shares or fully or
partly convertible debentures during the year.
xv) The Company has not entered into any non-cash transactions with directors or person connected
with him requiring compliance of Section 192 of the Act.
xvi) The Company is not required to be registered under 45-IA of the Reserve Bank of India Act, 1934.
CA Y. N. THAKKAR
Partner
Membership No: 33329
Place : Mumbai
Date : 26th May, 2016
Statement A
The title deeds of the following immovable properties are not held in the name of the Company*:
II. ASSETS
1 NON-CURRENT ASSETS
(a) Fixed Assets 1.9 98
(i) Tangible Assets 460.96 383.24
(ii) Intangible Assets 4.55 4.53
(iii) Capital Work-In-Progress 53.65 46.18
(b) Non-Current Investments 1.10 99-103 1,052.50 1,012.81
(c) Deferred Tax Assets (net) 1.11 104 1.49 3.96
(d) Long-Term Loans and Advances 1.12 104 45.13 71.60
1,618.28 1,522.32
2 CURRENT ASSETS
(a) Current Investments 1.13 104-105 6.55 24.64
(b) Inventories 1.14 106 270.10 250.37
(c) Trade Receivables 1.15 106 2.03 2.21
(d) Cash and Cash Equivalents 1.16 106 26.63 28.62
(e) Short-Term Loans and Advances 1.17 107 139.94 133.15
(f ) Other Current Assets 1.18 107 1.81 0.84
447.06 439.83
TOTAL 2,065.34 1,962.15
}
Chartered Accountants
Registration No.108296W H. Bhat
B. N. VAKIL
CA Y.N.Thakkar M.M. SURTI P. VENKATESALU Z. S. Dubash Directors
Partner Company Secretary Executive Director (Finance) B. Bhat
Membership No. 33329 and CFO S. Singh
A. Sen
Mumbai, 26th May 2016 PHILIP AULD Managing Director
IX Profit/(Loss) for the year from continuing operations (VII-VIII) 77.85 100.03
X Earnings per Equity Share:(`) 4.21 127
(1) Basic 23.43 30.10
(2) Diluted 23.43 30.10
Significant Accounting Policies & Notes to Accounts 1-4 92-128
}
Chartered Accountants
Registration No.108296W H. Bhat
B. N. VAKIL
CA Y.N.Thakkar M.M. SURTI P. VENKATESALU Z. S. Dubash Directors
Partner Company Secretary Executive Director (Finance) B. Bhat
Membership No. 33329 and CFO S. Singh
A. Sen
Mumbai, 26th May 2016 PHILIP AULD Managing Director
As at 31.03.2016 As at 31.03.2015
Pariculars Nos. Amount Nos. Amount
(` in Crores) (` in Crores)
Equity shares
Number of shares at the beginning 3,32,31,544 33.23 3,32,31,544 33.23
Add - Issued during the year (Full 129 0.00 - -
Figure for Current Year `1290)*
Number of shares at the end 3,32,31,673 33.23 3,32,31,544 33.23
*Shares issued during the year is related to shares held in abeyance for 2007 and 2010 right issues.
(e) The details of shareholders holding more than 5 % shares are as under:
As at 31.03.2016 As at 31.03.2015
Name of the shareholders No.of shares % to total No.of shares % to total
shares shares
Equity shares
Tata Sons Ltd 88,29,247 26.57 87,44,247 26.31
Arisag Partners (Asia) Pte Ltd. A/c 32,85,000 9.89 32,85,000 9.89
Arisaig India Fund Limited
Reliance Capital Trustee Co Ltd A/c 20,09,914 6.05 26,37,327 7.94
Reliance Equity Opportunities Fund
Dodona Holdings Limited 17,81,756 5.36 17,81,756 5.36
The above details are as certified by the Registrar and Share transfer Agents .
(2) During the year 2010-11, the Company had issued 1,000 Redeemable Non Convertible Debentures
April 10 Series - 1 of ` 0.10 crores each on private placement basis. These Debentures were free of
interest and were redeemable at a premium of ` 0.06 crores each on 14th April 2015. Accordingly,
during the current year these debentures have been redeemed on due date. The Premium payable
on redemption of these Debentures was fully provided and debited to Securities Premium Account
net of deferred tax in 2010-11. These Debentures were secured by way of charge on immovable
property of the company in favour of Debenture Trustees as stipulated in the Debenture Trust Deed
and 1.25 times asset cover was maintained by the company on continuous basis.
(3) During the year 2010-11, the Company had issued 500 Redeemable Non Convertible Debentures
April 10 Series 2 of ` 0.10 crores each on private placement basis. These Debentures carry a coupon
rate of 5% p.a of interest and were redeemable at a premium of ` 0.03 crores each on 27th April
2015. Accordingly ,during the current year these debentures have been redeemed on due date.
The Premium payable on redemption of these Debentures has been fully provided and debited to
Securities Premium Account net of deferred tax in 2010-11.
(4) During the Current year, the Company issued 3000 Redeemable Non Convertible Debentures April
15 Series -1 of ` 0.10 crores each on private placement basis. These Debentures carry a coupon rate
of 8.98% p.a of interest and are redeemable at par on 20th Septemeber 2016.
As at As at
31.03.2016 31.03.2015
` `
in crores in crores
(a) Provision for Employee benefits (Refer Note 4.19, Page 123) 1.50 1.39
(b) Others
(i) Proposed Dividend - 33.23
(ii) Tax on Dividend - 6.77
(iii) Contingencies (Refer Note 4.2 (g), Page 114) 2.05 2.34
(iv) Redemption Premium of Debentures - 75.54
(Refer Point 2,3 of Note 1.7 above)
(v) Rent SLR Equalisation 0.09 0.03
2.14 117.91
3.64 119.30
As at 31.03.2016 As at 31.03.2015
No. of ` No. of `
Shares/Units in Crores Shares/Units in Crores
Long Term Trade Investments at cost
Trade Investments at Cost (unquoted and
fully paid unless otherwise stated)
(a) Investments in Equity Instruments
(1) In Subsidiary Companies
Nahar Retail Trading services Ltd. 1,996 28.32 1,996 28.32
(former-Nahar Theatres Pvt Ltd).
(Equity shares of ` 1000 each )
Trent Brands Ltd. 32,50,000 3.25 32,50,000 3.25
(Equity shares of ` 10 each)
Fiora Hypermarket Ltd 10,49,880 1.05 10,49,880 1.05
(Equity shares of ` 10 each)
Landmark E-tail Ltd. - 19,82,636 19.83
(Equity shares of ` 100 each )
Less: Provision for Diminution in value of
investments - 11.83
- 8.00
Trent Global Holdings Ltd.(USD 800000) 8,00,000 3.55 8,00,000 3.55
Less: Provision for Diminution in value of 3.55 3.25
investments
- 0.30
Westland Ltd. 28,35,000 3.31 27,39,800 3.01
(Equity shares of ` 1 each) (Refer Note 2,
Page 103)
Fiora Services Ltd. 10,500 1.89 - -
(Equity shares of `100 each)
Total Investment in Equity Instruments 37.82 43.93
of Subsidiary Companies
(2) In Joint Ventures
Inditex Trent Retail India Pvt Ltd 3,17,520 31.75 3,17,520 31.75
(Equity shares of ` 1000 each )
Massimo Dutti India Pvt Ltd. 1,10,250 11.03 2,450 0.25
(Equity shares of ` 1000 each )
Trent Hypermarket Ltd. 7,34,17,519 405.00 7,34,17,519 405.00
(Equity shares of ` 10 each )
Total Investment in Equity Instruments 447.78 437.00
of Joint Ventures
As at 31.03.2016 As at 31.03.2015
No. of ` No. of `
Shares/Units in Crores Shares/Units in Crores
(3) In Other Companies
Retailers Association of India 10,000 0.01 10,000 0.01
(Equity shares of ` 10 each)
Retailers Associations Skill Council of 500 0.00 500 0.00
India
(Equity shares of ` 100 each )
(Full figure for Current and Previous Year
` 50,000)
Tata Unistore Limited 1,74,11,749 18.66 - -
(Equity shares of ` 100 each )
Total Investment in Equity Instruments
of Other Companies 18.67 0.01
(b) Investments in Preference Shares
(1) In Subsidiary Companies
Fiora Hypermarket Ltd-10% Non 4,39,94,720 43.99 4,39,94,720 43.99
Cumulative Optionally Convertible
Preference Shares
(Preference Shares of ` 10 each)
Landmark Etail Ltd.-10% Non Cumulative - - 4,56,005 4.56
Redeemable Preference Shares
(Preference Shares of ` 100 each)
Westland Ltd. -10% Non Cumulative - - 13,00,00,000 13.00
Redeemable Preference Shares
(Preference Shares of ` 1 each)
Westland Ltd.-10% Non Cumulative - - 4,93,16,400 4.93
Optionally Convertible Preference Shares
(Preference Shares of ` 1 each)
Westland Ltd.- 10% Cumulative 56,03,638 17.93 - -
Convertible Preference Shares
(Preference Shares of ` 1 each)
Trent Brands Ltd. 10% Non Cumulative 2,98,99,779 29.90 2,98,99,779 29.90
Optionally Convertible Preference Shares
(Preference Shares of ` 10 each)
Total Investments in Preference shares
of subsidiaries 91.82 96.38
As at 31.03.2016 As at 31.03.2015
No. of ` No. of `
Shares/Units in Crores Shares/Units in Crores
(c) In Mutual Funds
Birla Sun Life Fixed Term Plan Srs KW
(374) Direct Growth - - 50,00,000 5.00
Birla Sunlife Govt. Securitites Long Term
Direct Growth 5,94,430 2.50 - -
HDFC FMP 378D March 2014 (1) Srs 29
Direct. Growth - - 50,00,000 5.00
HDFC Gilt Fund Long Term Plan Direct
Growth. 8,74,007 2.50 - -
ICICI Pru FMP Series 73 378 days Plan N
Direct Growth - - 50,00,000 5.00
ICICI Pru Gilt Fund Investment Plan PF
Opp. Direct Growth. 9,03,512 2.50 - -
L & T FMP series X - Plan S (380D) Direct
Growth - - 25,00,000 2.50
Tata Fixed Maturity Plan Series 47
Scheme C Direct.Growth - - 50,00,000 5.00
Birla Sun Life income Plus Growth 38,22,772 24.39 26,51,024 16.89
HDFC Floating Rate Income Fund-Long
Term Plan Direct Growth 61,68,169 15.00 61,68,169 15.00
HDFC income Fund Direct Plan Growth 59,38,034 19.32 51,71,579 16.82
HDFC High Interest Fund Dynamic Plan
Direct Growth 21,67,261 10.44 11,49,120 5.44
IDFC Dynamic Bond Fund Plan B Direct
Growth 1,70,99,400 29.53 1,27,69,896 22.03
ICICI Pru Dynamic Bond fund Plan Direct
Growth 34,95,379 5.00 34,95,379 5.00
ICICI Pru Income Plan- Direct Growth 37,69,069 16.87 37,69,069 16.87
ICICI Pru Constant Maturity Gilt Plan-
Direct Growth 10,00,000 1.00 10,00,000 1.00
Kotak Bond Schme Plan A Direct Growth 53,49,916 21.15 41,16,524 16.15
Tata Dynamic Bond Fund 44,68,375 10.00 - -
SBI Dynamic Bond Fund-Direct Growth 1,10,27,897 18.73 81,63,224 13.73
UTI Short Term Income Fund Inst. Direct
Growth 1,23,09,542 22.59 1,77,83,552 30.10
UTI Master Shares (Full figure for Current
and Previous year ` 19,500) 1,300 0.00 1,300 0.00
Less: Provision for Diminution in value of
investments. 0.00 0.00
(Full figure for Current and Previous year
` 19,500) - -
102 TRENT ~ 64 ANNUAL REPORT
th
Notes forming part of the Balance Sheet
Note 1.10 (Item No. II (1) (b), Page 90)
NON CURRENT INVESTMENTS (Cont.)
As at 31.03.2016 As at 31.03.2015
No. of ` No. of `
Shares/Units in Crores Shares/Units in Crores
Birla Sun Life Short Term Fund Direct
Growth 28,96,163 15.03 38,07,359 19.51
Birla Sunlife Treasury Optimiser plan
Direct Growth 10,85,886 18.66 13,59,369 23.12
DSP Blackrock Strategic Bond fund Direct
Plan Growth 33,015 5.40 33,015 5.40
HDFC Short Term Opportunities Fund
Direct Growth 76,24,994 12.62 1,23,74,748 18.41
IDFC Super Saver Income Fund Short
Term Plan Direct Growth 13,09,257 3.78 46,76,492 13.22
IDFC Government Securitites Fund
Investment Plan Direct Growth 14,77,594 2.50 - -
ICICI Ultra Short Term Fund Direct Growth - - 38,29,983 5.46
ICICI Short Term Fund Direct Growth 69,73,850 21.91 1,02,70,421 29.68
Kotak Bond (Short Term) Direct Growth 13,19,719 3.40 40,67,534 10.47
ICICI Pru Long Term Direct Plan Growth 44,35,691 7.50 - -
Tata Short Term Bond Fund Direct Growth 2,44,91,746 65.50 1,52,19,334 40.10
Total Investment in Mutual Fund 357.82 346.90
(c) In Bonds
11.50% Tata Steel Perpetual Bond 88 9.22 88 9.22
11.80% Tata Steel Perpetual Bond 100 10.59 100 10.59
11.40% Tata Power Co. Ltd. Perpetual NCD 500 52.23 500 52.23
Total Investment in Bond 72.04 72.04
Total Non Trade Investments 456.41 435.49
As at 31.03.2016 As at 31.03.2015
No. of ` No. of `
Shares/Units in Crores Shares/Units in Crores
DSP Blackrock Liquidity Fund Inst. Growth 525 0.11 3,124 0.61
(Units of ` 10 each)
DWS Insta Cash plus Fund Super Inst.Plan Growth 5,778 0.11 34,478 0.60
(Units of ` 100 each)
HDFC Cash Management Fund- Savings Plan - 1,496 0.47 1,58,327 0.45
Growth
(Units of ` 10 each)
ICICI Pru. Liquid plan Growth 21,329 0.47 30,789 0.63
(Units of ` 100 each)
IDFC Cash Fund-Growth 620 0.11 2,710 0.45
(Units of ` 1000 each)
Kotak Liquid Insti. Premium-Growth 541 0.16 448 0.13
(Units of ` 1000 each)
L&T Liquid Fund 547 0.11 2,752 0.52
(Units of ` 1000 each)
Reliance Liquid Fund Trreasury plan Growth 308 0.11 1,646 0.55
(Units of ` 1000 each)
Religare Invesco Liquid Fund Growth 545 0.11 2,745 0.52
(Units of ` 1000 each)
SBI Premier Liquid Fund Regular Plan Growth 477 0.11 2,550 0.55
(Units of ` 1000 each)
Sundaram Money Fund Regular Plan Growth 35,560 0.11 1,39,698 0.40
(Units of ` 10 each)
Tata Liquid Fund plan A 14,550 4.06 69,877 17.96
(Units of ` 1000 each)
UTI Liquid Cash Plan-Inst-Growth 674 0.17 898 0.20
(Units of ` 1000 each)
Total Current Investments 6.55 24.64
Aggregate book value of Investments
Unquoted 6.55 24.64
Quoted - -
6.55 24.64
4.9 (a) The future minimum lease payments under non-cancellable operating leases are as under :
2015-2016 2014-2015
` `
in crores in crores
i) Not later than one year 0.09 0.03
ii) Later than one year and not later than five years 0.19 0.07
iii) Later than five years Nil Nil
(b) The future minimum lease receipts under non-cancellable operating leases are as under :
2015-2016 2014-2015
` `
in crores in crores
i) Not later than one year 2.61 2.61
ii) Later than one year and not later than five years 0.65 3.26
iii) Later than five years Nil Nil
4.10 SALES, PURCHASES, OPENING AND CLOSING STOCKS (1.4.2015 to 31.3.2016)
Class of Goods SALES PURCHASES OPENING CLOSING
STOCK STOCK
` ` ` `
in crores in crores in crores in crores
Apparels/Household items/Books etc. 1,551.70 735.88 246.99 262.79
(1,404.50) (665.35) (260.83) (246.99)
Others 0.99 0.56 - -
(0.84) (0.47) - -
Total 1,552.69 736.44 246.99 262.79
(1,405.34) (665.82) (260.83) (246.99)
Notes :
(i) Closing stock is after adjusting samples , free gifts, damaged goods and shortages.
(ii) Figures in brackets are in respect of previous year.
b) Details of Investments made by the loanee in the shares of the parent Company and subsidiary
company, when the company has made a loan or advance in the nature of loan as on 31.03.2016
are as under:
Investor company Invested In ` in crores
Trent Brands Limited Fiora Services Limited 8.55
2015-2016 2014-2015
` `
in crores in crores
4.18.08 Interest/Dividend paid to related parties
a) Associates
Tata Sons Limited 16.78 6.12
b) Directors 0.17 0.06
4.18.09 Sale of Equity Shares
Subsidiaries
Trent Hypermarket Private Limited - 2.35
4.18.10 Sale of Debentures
Subsidiaries
Trent Hypermarket Private Limited - 20.37
2015-2016 2014-2015
` `
in crores in crores
4.18.14 Security deposit Repaid by
Subsidiaries
Trent Brands Limited 2.50 -
4.18.15 Redemption of Preference Shares by
a) Subsidiaries
Westland Limited 17.93 -
b) Joint Venture
Trent Hypermarket Private Limited - 149.29
` in crores
(ii) Experience Adjustments-LIC
Particulars Period Ended
31-Mar-12 31-Mar-13 31-Mar-14 31-Mar-15 31-Mar-16
Defined Benfit Obligation 2.57 3.14 3.49 5.03 5.90
Plan Assets 2.07 2.90 2.99 4.19 5.20
Surplus/ (Deficit) (0.50) (0.25) (0.50) (0.84) (0.70)
Exp.Adj on Plan Liabilities 0.60 (0.29) 0.32 0.28 (0.17)
Exp.Adj on Plan Assets 0.04 0.01 0.10 0.05 0.07
Experience Adjustments-Pension
Particulars Period Ended
31-Mar-12 31-Mar-13 31-Mar-14 31-Mar-15 31-Mar-16
Defined Benfit Obligation 1.61 1.61 1.47 2.27 2.16
Plan Assets - - - - -
Surplus/ (Deficit) (1.61) (1.61) (1.47) (2.27) (2.16)
Exp.Adj on Plan Liabilities (0.05) (0.03) (0.02) 1.06 (0.04)
Exp.Adj on Plan Assets - - - - -
(iii) Compensated Absence liability recognised as Expense for the year is ` 1.16 Crores (2014-15 :
Expense of ` 2.45crores)
The above is based on the acturial valuation report.The report considers assumptions with respect
to discount rates,salary escalation,retirement age,mortality,rates of leaving service,leave availment
pattern,disability and other relevant factors.The method used is Projected Unit Credit Method.
(iv) Towards Gratuity,during the previous year the discount rate had changed from 9.20% to 8.05% in
both LIC administered Trust and Tata AIG administered trust & Expected rate of return on plan asset
had changed from 7.50% to 8.00% in both LIC administered Trust and Tata AIG administered trust
(v) Towards Pension and Medical Benefits,during the previous year the discount rate had changed
from 9.20% to 8.05 %
4.23. As per the agreement entered with Tesco PLC, UK in respect of Trent Hypermarket Private Limited
(THPL), a wholly owned subsidiary of Tesco PLC, UK (Tesco) during the previous year had purchased
part of the equity shares held by the Company in THPL and had separately subscribed to additional
equity shares of THPL. Following this investment the Company and Tesco each held 50% stake in
THPL. Consequently, THPL is now a Joint Venture (JV) of the Company with Tesco.
4.24. Previous years figures have been regrouped / reclassified wherever necessary.
Signatures to Notes 1-4
}
Chartered Accountants
Registration No.108296W H. Bhat
B. N. VAKIL
CA Y.N.Thakkar M.M. SURTI P. VENKATESALU Z. S. Dubash Directors
Partner Company Secretary Executive Director (Finance) B. Bhat
Membership No. 33329 and CFO S. Singh
A. Sen
Mumbai, 26th May 2016 PHILIP AULD Managing Director
}
For N.M.Raiji & Co, N. N. Tata Chairman
Chartered Accountants
Registration No.108296W H. Bhat
B. N. VAKIL
CA Y.N.Thakkar M.M. SURTI P. VENKATESALU Z. S. Dubash Directors
Partner Company Secretary Executive Director (Finance) B. Bhat
Membership No. 33329 and CFO S. Singh
A. Sen
Mumbai, 26th May 2016 PHILIP AULD Managing Director
}
Chartered Accountants
Registration No.108296W H. Bhat
B. N. VAKIL
CA Y.N.Thakkar M.M. SURTI P. VENKATESALU Z. S. Dubash Directors
Partner Company Secretary Executive Director (Finance) B. Bhat
Membership No. 33329 and CFO S. Singh
A. Sen
Mumbai, 26 May 2016
th
PHILIP AULD Managing Director
132 TRENT ~ 64 ANNUAL REPORT
th
Consolidated Profit and Loss statement for the year ended 31st March 2016
` in crores
Particulars Note Page Figures for the Figures for the
No. year ended year ended
31st March 2016 31st March 2015
I. Revenue from Operations(Net) 2.1 146 2,397.32 2,284.25
II. Other Income 2.2 146 66.19 97.19
III. Total Revenue (I+II) 2,463.51 2,381.44
IV. Expenses:
a. Cost of Raw Materials Consumed 2.3 147 6.76 13.24
b. Purchases of Stock-in-Trade 1,334.47 1,313.37
c. Changes in inventories of finished
goods work-in-progress and Stock-in-
Trade[(Accretion)/decretion] (21.39) 2.34
d. Employee Benefits Expense 2.4 147 212.10 207.89
e. Finance Costs 2.5 147 35.55 10.72
f. Depreciation and Amortization Expense 1.10 141 67.47 74.33
g. Other Expenses 2.6 148 728.49 675.22
Total Expenses 2,363.45 2,297.11
V Profit before exceptional and
100.06 84.33
extraordinary items and tax (III-IV)
VI. Exceptional items (Income)/Expenses (Net) 2.7 148-149 (5.80) (115.17)
VII Profit before Extraordinary Items and 105.86 199.50
Tax (V- VI)
VIII. Extraordinary Items (Income)/Expenses (Net) 2.8 149 2.42 -
IX. Profit before tax (VII-VIII) 103.44 199.50
X Tax Expense:
Current Tax 40.64 61.54
Deferred Tax (0.12) 8.47
MAT Credit (0.04) -
(Excess)/short provision for tax pertaining
to prior years (0.19) 0.06
Total Tax Expenses 40.29 70.07
XI Profit/(Loss) for the year from 63.15 129.43
continuing operations (IX-X)
XII Less: Minority Share of Profit /(Loss) 0.07 0.10
XIII Less: Pre Acquisition profit / (loss) 0.14 -
XIV Profit/(Loss) for the year (XI-XII-XIII)
after Minority Interest 62.94 129.33
XV Earnings per equity share before 4.9 161
Extraordinary items (`)
(1) Basic 19.67 38.92
(2) Diluted 19.67 38.92
Earnings per equity share after Extraordinary items (`)
(1) Basic 18.94 38.92
(2) Diluted 18.94 38.92
Significant Accounting Policies & Notes to Accounts 1-4 134-165
As per our Report attached. For and on behalf of the Board,
For N.M.Raiji & Co, N. N. Tata Chairman
}
Chartered Accountants
Registration No.108296W H. Bhat
B. N. VAKIL
CA Y.N.Thakkar M.M. SURTI P. VENKATESALU Z. S. Dubash Directors
Partner Company Secretary Executive Director (Finance) B. Bhat
Membership No. 33329 and CFO S. Singh
A. Sen
Mumbai, 26 May 2016
th
PHILIP AULD Managing Director
Note 1.1 (Item No. I (1) (a), Page 132)
SHARE CAPITAL (Cont.)
(d) Reconciliation of Share Capital
Equity shares
Number of shares at the beginning 3,32,31,544 33.23 3,32,31,544 33.23
Add - Issued during the year
(Full Figure for Current Year ` 1290)* 129 0.00 - -
Number of shares at the end 3,32,31,673 33.23 3,32,31,544 33.23
*Shares issued during the year is related to shares held in abeyance for 2007 and 2010 right issues.
(e) The details of shareholders holding more than 5 % shares are as under:
As at 31.03.2016 As at 31.03.2015
The above details are as certified by the Registrar and Share transfer Agents.
Note:-
(1) During the year 2010-11, the Company issued 450 Redeemable Non Convertible Debentures June
2010 Series 1 of ` 0.10 crores each and 300 Redeemable Non Convertible Debentures June 2010
Series 2 of ` 0.10 crores each on private placement basis. Series 1 Debentures will carry an interest
@ 9.75% p.a and are redeemable at par on 30th June 2017 and Series 2 Debentures are free of
Interest and will be redeemed at premium of ` 0.09 crores on 30th June 2017 .The premium payable
on redemption of Series 2 Debentures has been fully provided and debited to Securities Premium
Account net of deferred tax in 2010-11
(2) During the year ended 31st March 2013 ,Trent Hypermarket Ltd (THL) a subsidiary of the Company
has issued 750 Unsecured Listed Redeemable Non Convertible Debentures of ` 0.10 crores each on
private placement basis. These Debentures carry an interest rate of 7.75% p.a & would be redeemed
on completion of 5 years from the date of allotment and are redeemable in three installment
at a premium of ` 25,240 per debenture at the end of 42nd 51st and 60th month from the date of
allotment. The premium on the debentures has been fully provided and is debited to the Securities
Premium Account of THL. The debentures are secured in the form of Corporate Guarantee given by
Trent Limited on 14th June 2012 in favour of Debenture Trustee guaranteeing the timely payment of
coupon, redemption premium and principal amount and any other fees and expenses payable by
the issuer.
141
Notes forming part of the Consolidated Balance Sheet
Note 1.11 (Item No. II (1) (b), Page 132)
NON CURRENT INVESTMENTS
As at As at
31.03.2016 31.03.2015
` `
in crores in crores
Investments 477.73 438.11
477.73 438.11
Share of Joint Ventures 223.06 243.58
700.79 681.69
Notes
1) Restructuring costs are incurred in respect of restructuring of its Landmark Stores.
2) During the previous year 2014-15, Fiora Hypermarket Limited ( subsidiary company) had closed one
of its store and was in process to close another store during the year. The expenses, losses incurred or
/ provided for in connection with the closure of store and the estimated impairment on fixed asset of
the store had been treated as exceptional item.
3) Further during the year 2015-16, Fiora Hypermarket Ltd. has completed closure activity of one of its
store & the loss on fixed assets arising out of such closure has been set off against the impairment
provision already created in previous year and the balance provision of impairment has been reversed.
4) Profit on sale of investment in subsidairy (Net of related expenses) for the current year represents the
divestment in the subsidiary Landmark E-tail Ltd. and for the previous year represents the divestment
in the earstwhile subsidiary Trent Hypermarket Pvt. Ltd. which has since become a Joint Venture
(Refer Note 4.11, Page 163).
5 (a) During the previous year 2014-15,Trent Hypermarket Pvt Ltd had provided for the estimated
impairment and dismantling cost in respect of closure of one of its store.
(b) During the current year Trent Hypermarket Pvt Ltd, has reversed the impairment provision
on full utilisation and also provided for discard of certain fixed assets in respect of refit and
restructuring of stores.
Note 2.8 (Item No. VIII, Page 133)
EXTRA ORDINARY ITEMS: (INCOME)/EXPENSES (NET)
For the Year ended For the year ended
31st March 2016 31st March 2015
` in crores ` in crores
Share of Joint Venture (Refer Note Below) 2.42 -
2.42 -
Note: During the year, Virtuous Shopping Centre Limited and Tesco Hindustan Wholesaling Private
Limited have been merged with Trent Hypermarket Pvt Ltd.(Formerly known as Trent Hypermarket Ltd.) a
Joint Venture of Trent Ltd. In terms of scheme of merger, expenses on merger including stamp duty have
been charged to profit & loss account and the same have been treated as extra-ordinary item.
Other Commitments
(b)
(i) The company has given undertakings to the lenders of its subsidiary, Westland Limited
restricting its rights to sell the shares of Westland Limited held by it.
(ii) The Finance Act,2007 introduced service tax on Renting on Immovable Property with
effect from 01st June ,2007.The group companies had entered into several agreements
with Landlords and Mall owners prior to the introduction of service tax on rent. The Delhi
High court through its judgement dated 19th April,2009 had set aside the operation of
service tax on rent as ultra vires. In the meanwhile ,the Finance Act, 2010 has amended the
Finance Act retrospectively with effect from 1st June,2007 levying service tax on Renting
of Immovable Property. This retrospective amendment and applicability on service tax on
rent was challenged by Retailers Association of India of which the company is a member.
The case is presently before the Supreme court pending final disposal.
The company has paid and/or adequately provided for service tax on rent upto the
period 31st March,2016 under rent/lease agreements in which it had explicitly assumed
the liability of service tax on rent.As per the directions of the Supreme court dated 14th
October 2011 the company had deposited ` 4.66 crores being 50% of the liability under
such agreements. During the year 2015-16,residual service tax of ` 3.34 crores has been
deposited with the Service tax Department after adjusting amounts already paid by the
developers/lessors.Pending the final Supreme Court Judgement interest/penalty if any as
may be payable is not presently ascertainable or quantifiable.
Joint Venture Share with regard to above is ` 1.02 crores.
(iii) Export Obligation of ` 3.45 Crores against EPCG Licence of Landmark Limited since merged
with company w.e.f. 01-04-2013.
2015-2016 2014-2015
` `
4.3 (i) Note 2.6 General Expenses include: in crores in crores
4.4 There is no Micro and Small Enterprises to whom the Company owes dues, which are
outstanding for more than 45 days as at 31st March 2016. This information as required to be
disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been
determined to the extent such parties have been identified on the basis of the information
available with the Company.
4.5 There are no amounts due and outstanding to be credited to Investor Education and
Protection Fund as at 31st March 2016 except ` 0.06 Crores (2014-2015 : ` 0.06 Crores) which
is held in abeyance due to legal cases pending.
2015-2016 2014-2015
Retailing Others Unallo- Total Retailing Others Unallo- Total
cated Company cated Company
` In ` In ` In ` In crores ` In ` In ` In ` In
crores crores crores crores crores crores crores
B RESULTS
1. Segment
Results 80.67 (2.83) 57.77 135.61 16.01 (4.24) 83.29 95.06
2. Interest
Expense - - 35.55 35.55 - - 10.72 10.72
3. Exceptional
Items
(Income)/
Expense 4.98 - (10.78) (5.80) 43.13 - (158.30) (115.17)
4. Provision for
Taxation - - 40.29 40.29 - - 70.07 70.07
5. Net Profit
before
Extraordinary
items 75.69 (2.83) (7.29) 65.57 (27.13) (4.24) 160.80 129.43
6. Extraordinary
items - - 2.42 2.42 - - - -
7. Net Profit
after
Extraordinary
items 75.69 (2.83) (9.71) 63.15 (27.13) (4.24) 160.80 129.43
C SEGMENT
ASSETS 1,466.39 21.07 811.42 2,298.88 1,356.98 17.23 832.32 2,206.53
D SEGMENT
LIABILITIES 399.19 9.59 452.01 860.79 352.97 9.12 422.49 784.58
E CAPITAL
EXPENDITURE 161.89 0.02 - 161.91 145.91 0.02 - 145.93
F DEPRECIATION 67.33 0.11 0.02 67.46 74.11 0.19 0.02 74.33
G NON CASH
EXPENSES - - - - - - - -
Notes:
(1) In respect of standalone accounts of the Company, disclosure of segment - wise information is not applicable
as retailing is the main business of the Company. The Company, its subsidiaries and its jointly controlled entities
are primarily engaged in the business of retailing and services related to retailing except one subsidiary which is
engaged in the business of book publishing . Segment Others primarily includes book publishing .
(2) Segment-wise Revenue, Results and Capital Employed figures include the respective amounts identifiable to each
of the Segments. Other unallocable income, expenses and unallocated assets mainly relate to investments of
surplus funds.
(3) Previous years figures have been regrouped wherever necessary.
{
at 31st March 2016)
4.7.2 Directors/Managers of the Company
Non Executive Directors Mr. N.N. Tata
Mr. A.D. Cooper
(Retired as a Director w.e.f. 23rd August 2015)
Mr. Z.S. Dubash
Mr. B. Bhat
Mr. S. Susman
Mr. B.N. Vakil
Mr. H.R. Bhat (appointed w.e.f. 1st April 2014)
Ms.S.Singh (appointed w.e.f. 3rd March 2015)
Mr. A Sen (appointed w.e.f. 27th May 2015)
2015-2016 2014-2015
` `
in crores in crores
4.7.3 Sales to and Other recoveries from related parties
(a) Associates
Tata Sons Limited 0.07 0.22
(b) Joint Venture
Trent Hypermarket Private Limited 13.60 0.82
4.7.4 Purchase/other services from related parties
(a) Associates
Tata Sons Limited 12.47 7.88
2015-2016 2014-2015
` `
in crores in crores
(b) Joint Venture
Trent Hypermarket Private Limited 1.04 1.43
4.7.5 Interest/Dividend received from related parties
a) Associates
Tata Sons Limited 2.10 -
b) Joint Venture
Inditex 31.79 -
Trent Hypermarket Private Limited - 3.56
4.7.6 Interest/Dividend paid to related parties
a) Associates
Tata Sons Limited 16.78 6.12
b) Directors 0.17 0.06
4.7.7 Security deposit receivable as on 31.03.2016
Associates
Tata Sons Limited 0.36 0.36
4.7.8 Outstanding Receivables as on 31.03.2016
Joint Venture
Trent Hypermarket Private Limited 1.29 0.13
4.7.9 Outstanding Payables as on 31.03.2016
Associates
Tata Sons Limited 3.16 2.48
4.7.10 Guarantee Given as on 31.03.2016
Joint Venture
Trent Hypermarket Private Limited 117.22 150.90
4.7.11 Subscription to Share Capital
Joint Venture
Massiomo Dutti India Private Limited 10.78 0.25
Trent Hypermarket Private Limited - 149.96
4.7.12 Redemption of Preference shares
Joint Venture
Trent Hypermarket Private Limited - 149.29
4.7.13 Remuneration to Directors / Manager* 7.13 5.42
4.7.14 Loan Given to
Joint Venture
Trent Hypermarket Private Limited - 10.00
4.7.15 Loan Repaid by
Joint Venture
Trent Hypermarket Private Limited - 107.50
* Remuneration/Commission/Performance Awards considered on payment basis
4.8 The Subsidiaries and Interest in Joint Venture considered in Consolidated Financial Statements are :
Proportionate
Country of ownership interest
(a) Particulars of Subsidiaries
origin as on as on
31-3-2016 31-3-2015
1 Trent Brands Limited India 100.00 % 100.00 %
2 Fiora Services Limited India
Held by Trent Brands Limited (Subsidiary) 89.88% 89.88%
Held by Trent Limited 6.91% Nil
3 Nahar Retail Trading Services Limited India 100.00 % 100.00 %
4 Westland Limited India
Held by Trent Limited 99.99% 96.64%
5 Landmark E -Tail Limited (Subsidiary upto India Nil 100.00 %
11th June 2015)
6 Trent Hypermarket Private Limited(upto India Nil 100.00 %
2nd June 2014)
7 Trent Global Holdings Limited Mauritius 100.00 % 100.00 %
8 Fiora Hypermarket Limited India 100.00% 100.00 %
9 Duckbill Books & Publication Limited. India
Held by Westland Limited Nil Nil
(Subsidiary)51% upto 31st December
2014
10 Virtuous Shopping Centres Limited India
Held by Trent Limited (upto 12 May
th
Nil Nil
2014)
Held by Trent Hypermarket Private Nil 100.00 %
Limited (Subsidiary )upto 02nd June 2014
Current Assets
1. Investments - - 1.49 27.34 - -
2. Inventories 40.23 33.25 35.90 36.11 0.01 -
` (in crores)
Inditex Trent- Massimo Dutti
Hypermarket
Private Limited
Consolidated
(refer note:1)
For the For the For the For the For the For the
year year year year year year
ended ended ended ended ended ended
31st 31st 31st 31st 31st 31st
March, March, March, March, March, March,
2016 2015 2016 2015 2016 2015
3. Trade Receivables - - 7.83 6.84 - -
4. Cash and bank balances 21.71 20.39 4.26 4.40 8.63 0.22
5. Short term loans and 1.36 1.92 60.92 13.40 0.16 -
Advances
6. Other Current Assets 0.01 - 1.49 0.50 ****0.00 -
IV Liabilities:
Shareholders Funds:
(a) Share Capital 31.75 31.75 73.42 73.42 11.03 0.25
(b) Reserves & Surplus 103.26 102.13 303.25 332.54 (0.34) (0.23)
Note:
1. Previous year figures of profit and loss Account of Trent Hypermarket Private Limited is
considered w.e.f. 03rd June 2014.
*Full figures ` 47818
**Full figure for current year ` 193 & previous year ` 2732
***Full figure ` 12250
****Full figure ` 39068
*****Full figure for previous year ` 35,647
4.10 Statement showing shares of entities in Consolidated Networth and Consolidated Profit and Loss account
(` in crores)
As at 31st March 2016 As at 31st March 2015
Net Assets Profit and Loss Net Assets Profit and Loss
% in % of % in % of
Name of Entity consolid- Consolid- consolid- Consolid-
Amount ated Amount ated Amount ated Amount ated
Net assets Profit and Net assets Profit and
Loss Loss
Parent
Trent Limited 1413.78 98.31% 77.85 123.70% 1371.92 96.48% 100.03 77.34%
Subsidiaries
Indian
Trent Brands 49.26 3.43% 0.12 0.18% 49.14 3.46% (1.17) -0.91%
Limited
Fiora Services 25.57 1.78% 2.33 3.70% 25.53 1.80% 1.63 1.26%
Limited
Nahar Retail 3.99 0.28% *0.00 0.01% 3.99 0.28% 0.11 0.08%
Trading Services
Limited
Westland 8.13 0.57% (3.85) -6.11% 2.48 0.17% (4.85) -3.75%
Limited
Minority
Interest in
subsidiaries
Fiora Services (0.83) -0.06% (0.07) -0.12% (2.59) -0.18% (0.17) -0.13%
Limited
Westland (9.50) -0.66% - - - - 0.07 0.05%
Limited
Minority (10.33) -0.72% (0.07) -0.12% (2.59) -0.18% (0.10) -0.07%
Interest Total
Joint Ventures
Trent 376.66 26.19% (25.46) -40.45% 405.96 28.55% (47.78) -36.95%
Hypermarket
Private Limited
(Consolidated
financials)
Inditex Trent 135.01 9.39% 39.40 62.60% 133.88 9.42% 36.33 28.09%
India Private
Limited
Massimo Dutti 10.68 0.74% (0.12) -0.19% 0.02 0.00% (0.00) 0.00%
India Private
Limited
Joint Ventures 522.35 36.32% 13.82 21.97% 539.85 37.97% (11.46) -8.86%
Total
with Tesco Mauritius Holdings Ltd. As a result, THWPL has became wholly owned subsidiary
of the Company.
During the previous year, the Company has acquired 10,94,229 Equity shares of ` 10 each and
1,89,89,110 Debentures of ` 10 each of Virtuous Shopping Centres Limited ( VSCL) from Trent
Limited. As a result , VSCL became wholly owned subsidiary of the Company.
During the year, the scheme of Amalgamation of Virtuous Shopping Centres limited (VSCL)
and Tesco Hindustan Wholesaling Private Limited (THWPL) with the company as approved by
Hon`ble High Court of Bombay vide its order dated 08th September 2015 and by Karnataka
High court vide its order dated 13th November 2015. The scheme has become effective upon
obtaining all sanctions and approval as required and filling certified true copies of the order
with Registrar of Companies, Maharashtra on 9th December 2015.
VSCL is engaged in business of developing and managing properties for retail stores. THWPL
is engaged in business of wholesale trading of food and non food products.VSCL & THWPL
were 100% subsidiaries of the company therefore no shares have been issued as a result of
amalgamation. The appointed date of scheme is 1st February 2015.
In terms of the Scheme in the books of the Company,
a) The Amalgamation is accounted under the Pooling of Interest method as per Accounting
Standard 14.
b) All the assets and liabilities, duties and obligation of THWPL & VSCL have been transferred
and vested in the company with effect from the appointed date. The vested assets and
liabilities of THWPL & VSCL have been recognized at their book values & in the same form
in books of Company.
c) Inter corporate loans, deposits, obligations, balances as between THWPL, VSCL and
company stand cancelled.
d) The amount of Share capital of THWPL, VSCL have been adjusted against the
corresponding investment balances held and excess of cost of investment over the face
value of shares have been adjusted to Amalgamation Reserve Account.
e) The face value of unsecured, optionally convertible debenture issued by VSCL & cost of
investment in THPL books with respect to said debentures have been adjusted against
each other and excess of cost of investment over the face value of debenture has been
adjusted to Amalgamation Reserve Account.
f ) The useful lives of the fixed assets taken over from THWPL and VSCL have been reassessed
in line with useful lives of similar assets in the books of Company and depreciation on the
same has been accordingly provided.
g) The cost and expenses incurred for amalgamation (` 4.83 Crores) have been debited to
profit & loss account of Company and have been treated as extraordinary item.
h) The debit balance in profit and loss account of VSCL and THWPL has been adjusted
against profit & loss account of company.
i) The credit balance in amalgamation reserve account has been adjusted against debit
balance in profit & loss account.
j ) The authorized share capital of THWPL and VSCL have been combined with the
authorized share capital of the company.
(ii) During the previous financial year 2014-15, in view of continuous losses incurred by
Company, as a matter of prudence, the company has written off Deferred Tax Assets created
in previous years. Further, Company has not recognised any Deferred Tax Asset during the
current financial year due to continuous losses.
(iii) During the current year, Trent Retail Services Limited has become 100% Subsidiary of the
Company w.e.f 28th March 2016.
(iv) During the current year, in view of the accumulated losses of Trent Retail Services Limited
(A Wholly Owned Subsidiary) and considering the fact that it is currently not undertaking any
activities, 100% provision for impairment has been made in respect of the Goodwill arising
on consolidation of the Trent Retail Services Limited in the Consolidated Financial Statements
of the Company.
(v) During the year, the managerial remuneration has been paid/ provided in accordance with the
provisions of Section 197 read with Schedule V to the Companies Act and further read with the
review application filed for reconsideration of the approval given by the Central Government.
Pursuant to the company becoming a private limited company, the earlier agreement with
the Managing Director stands terminated. Consequently, the review application filed earlier
becomes infructuous and the excess amounts paid have been received as on date of signing
the accounts.
(vi) Certain claims of the company from the Maharashtra sales tax department are being
contested by the department considering the documentation on record and the matter is
subjudice. The amount involved is ` 67.08crs. This could be construed as a fraud against the
company. These claims have been indemnified and the consequential effect has been given
in the books of accounts as matter of prudence.
(vii) Pursuant to merger of Virtuous Shopping Centres Limited with Trent Hypermarket Private
Limited, Commonwealth Developers Limited has become 100% subsidiary of the Company.
4 Commonwealth Developers Limited
During the year 2011-12, Virtuous Shopping Centres Limited had acquired, 1,09,000 fully paid
equity shares of ` 10 each from the erstwhile promoters of the company. The management after
the takeover of the company from the erstwhile promoters had decided to treat the inventory
work in progress as fixed assets and consequently the opening balance along with expenses
incurred during the year 2011-12, 2012-13 & 2013-14 had been treated as capital work in progress.
Since the construction is under progress, all the expenses(net) incurred during the year 2011-12,
2012-13 & 2013-14 have been treated as capital work in progress. Consequently, no Statement of
Profit and Loss has been prepared for these year. From the Financial year 2014-15, borrowing cost
is not capitalised in view of suspension of active development for an extended period of time. All
other expenses incurred have been treated as capital work in progress.
4.15 Commission to the Non-Executive Directors - The Board of Directors have approved commission of
1% of profits for 2015-16 , computed as per the provisions of the Companies Act 2013.
4.16 Previous years figures have been regrouped / reclassified wherever necessary.
}
Chartered Accountants
Registration No.108296W H. Bhat
B. N. VAKIL
CA Y.N.Thakkar M.M. SURTI P. VENKATESALU Z. S. Dubash Directors
Partner Company Secretary Executive Director (Finance) B. Bhat
Membership No. 33329 and CFO S. Singh
A. Sen
Mumbai, 26 May 2016
th
PHILIP AULD Managing Director
}
Chartered Accountants
Registration No.108296W H. Bhat
B. N. VAKIL
CA Y.N.Thakkar M.M. SURTI P. VENKATESALU Z. S. Dubash Directors
Partner Company Secretary Executive Director (Finance) B. Bhat
Membership No. 33329 and CFO S. Singh
A. Sen
Mumbai, 26th May 2016 PHILIP AULD Managing Director
N. N. Tata Chairman
}
H. Bhat
B. N. VAKIL
M.M. SURTI P. VENKATESALU Z. S. Dubash Directors
Mumbai, 26th May 2016 Company Secretary Executive Director B. Bhat
(Finance) and CFO S. Singh
A. Sen
PHILIP AULD Managing Director
Current Investment
Particulars As on 31.03.2016 As on 31.03.2015
No.of. ` No.of. `
Shares/ (in Crores) Shares/ (in Crores)
Units Units
Investments in Mutual funds(unquoted and
fully paid unless otherwise stated)
Tata Liquid SHIP Appreciation 1,993 34.63 3,328 85.00
Total Current Investment 34.63 85.00
Aggregate Book Value of Investments
Unquoted 34.63 85.00
Quoted - -
Total 34.63 85.00
Current Investment
Particulars As on 31.03.2016 As on 31.03.2015
No. of ` No. of `
shares/ (in Crores) shares/ (in Crores)
units units
Non-trade Investment in Mutual Funds:
(unquoted and fully paid unless
otherwise stated)
Birla Sunlife Cash Plus Inst.Prm. Growth 79,383 1.81 2,04,219 4.39
Tata Liquid SHIP Appreciation 9,700 2.61
Total current investments 4.42 4.39
Aggregate Book Value of Investments
Unquoted - -
Quoted 4.42 4.39
4.42 4.39
I/ We request you to record the following information against our Folio No.:
General Information:
Folio No.:
PAN: *
Mobile No.:
Email Id:
#
Bank Details:
IFSC: MICR:
(11 digit) (9 digit)
Bank A/c Type: Bank A/c No.: *
I/ We hereby declare that the particulars given above are correct and complete. If the transaction is delayed because of incomplete or
incorrect information, I/ We would not hold the Company/ RTA responsible. I/ We undertake to inform any subsequent changes in the
above particulars as and when the changes take place. I/ We understand that the above details shall be maintained by you till I/We hold
the securities under the above mentioned Folio No./ beneficiary account.
Place:
Signature of Sole/ First holder
Date:
I/We hereby record my/our presence at the SIXTY FOURTH ANNUAL GENERAL MEETING of the Company at Walchand Hirachand Hall, I/We hereby record my/our presence at the SIXTY FOURTH ANNUAL GENERAL MEETING of the Company at Walchand Hirachand Hall,
4th Floor, Indian Merchants Chamber (IMC), IMC Building, IMC Marg, Churchgate, Mumbai 400 020 on Friday,12th August 2016 at 10.45 a.m. 4th Floor, Indian Merchants Chamber (IMC), IMC Building, IMC Marg, Churchgate, Mumbai 400 020 on Friday,12th August 2016 at 10.45 a.m.
NOTES: NOTES:
1. Only Member/Proxyholder can attend the Meeting. 1. Only Member/Proxyholder can attend the Meeting.
2. Please complete the Folio/DP-Client ID No. and name of the Member/Proxy, sign this Attendance Slip and hand it over, duly signed, at the 2. Please complete the Folio/DP-Client ID No. and name of the Member/Proxy, sign this Attendance Slip and hand it over, duly signed, at the
entrance of the Meeting Hall. entrance of the Meeting Hall.
3. Shareholder/ Proxy holder desiring to attend the Meeting should bring his/ her copy of the Annual Report for reference at the Meeting. 3. Shareholder/ Proxy holder desiring to attend the Meeting should bring his/ her copy of the Annual Report for reference at the Meeting.
........................................................................................................................................................................ ........................................................................................................................................................................
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