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Bata India Limited Annual Report 2017 18

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Stylishly

Ahead

Bata India Limited


INDEX

CORPORATE OVERVIEW
We are Bata India v
Board of Directors vi
Management Team vii
At the Helm viii
From the Desk of the Managing Director xiv
Marketing Milestones xix
Corporate Social Responsibility xxiii
Human Capital & New Initiatives xxv
Bata World in Photographs xxvi
Awards and Accolades xxviii
ANNUAL REPORT
Corporate Information 1-2
Notice convening the 85th AGM 3 - 14
Board’s Report including Management Discussion 15 - 60
and Analysis Report and Annexures thereto
Report on Corporate Governance and Auditors’ 61 - 77
Certificate thereon
Financial Highlights from 2008 to 2017-18 78 - 81
Auditors’ Report on Financial Statements 82 - 89
Balance Sheet 90
Statement of Profit and Loss 91
Statement of Changes in Equity 92
Cash Flow Statement 93 - 94
Notes to the Financial Statements 95 - 131
Form AOC - 1 132
Consolidated Financial Statements 133 - 178
Proxy Form 179
Route Map to the AGM Venue 181

i
  
AHEAD

For decades, Bata was synonymous with quality and comfort. Now, the legendary shoe brand has been
bestowed with one more accolade – Stylishly Ahead.

The game-changing styles, the hottest fashion trends and a matchless craftsmanship to boast of, the new
age Bata has it all. And this is being reflected in the awe and admiration of its consumers; old and new.

To drive home this cool new image, Bata has teamed up with India’s young style icons – Smriti Mandhana,
the opener of the Indian Women’s Cricket Team, as the brand ambassador for its iconic sports/fitness
brand ‘Power’, and Kriti Sanon, the Bollywood diva, as the new face of the brand, reaching out to modern
Indian women. On the back of this momentum, the Company opened many new stores and took its much
loved articles to stores in Tier-II and Tier-III towns across the country. At the same time, Bata India took
inspiration from the brand’s global retail concept, launching its internationally conceptualized ‘Red Angela
Store Concept’ in Kolkata and Delhi. Bata also made its presence felt in the Milan Fashion Weekend,
attracting fashion enthusiasts, influencers and ambassadors from all over the world.

Bata has transformed itself into a vibrant and modish lifestyle brand, successfully adding onto its beloved
legacy. But the journey never ends, only the destination changes. So, it’s time to head towards the next
part of this journey. It’s time to step ahead and stay ahead.

iii
Mamita Debbarma
fbb Colors Femina Miss India Tripura 2018
WE ARE
BATA INDIA
Bata India Limited, established in the year 1931, is the largest retailer and manufacturer of footwear in the
country. Our four state-of-the-art production facilities are located strategically across the country and
produces all kinds of footwear. We have a strong Pan-India retail presence with more than 1,375 stores across
cities. In recent times, we have been adding more large format stores every year.

Besides owned stores, Bata brand is also available through a large network of dealers. Bata, the name, stands
synonymous with quality and has been the trustworthy footwear partner for the Indian consumers. Our
commitment to quality, combined with an excellent mix of design, comfort, and affordability, makes Bata the
No. 1 footwear brand in India.

Taking global, regional and local fashion trends into account, we endeavor to provide consumers with a fresh
new collection, every season. We keep introducing trendy and exciting products for instance the new Men’s
Premium collection, Ballerina collection, Power XO Rise, Mesmerize by Marie Claire, are some of the new
launches which are in-line with global trends.

OUR VALUES OUR MISSION OUR VISION


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đŏ!ŏ+( đŏ!ŏ!+)!ŏ0$!ŏ1/0+)!.Ě/ accessible to everyone
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expectations Footwear Company

OUR UNIVERSE IN NUMBERS

4 3.01 26363
Strategically Mn sq.ft. of Mn Turnover
located retail space in FY 2017-18
manufacturing across india
units

21 8477 1375
Mn footwear Employees Retail Stores
pairs production across across India
capacity functions
per annum and location

47
Mn footwear
pairs sold
this year

OUR GLOBAL PARENTAGE


At Bata India Limited, we are a growing Indian unit of Switzerland headquartered Bata Shoe Organization, a
global footwear and accessory enterprise. The organization is structured into three geographic units, namely
Bata Europe, Bata Emerging Markets (Asia - Pacific, Africa and Latin America) and Bata Protective (worldwide
B2B operations).

With business presence in over 70 countries, it operates more than 5,000 stores, aptly supported by 26 global
production units across 18 countries. Worldwide, over 30,000 footwear specialist of Bata Shoe Organization serve
more than 1,000,000 consumers every day.

v
Mr. Sanjay Kanth, Senior Vice President-Manufacturing & Sourcing; Mr. Arunito Ganguly,
Assistant Vice President, Company Secretary & Compliance Officer; Mr. Sandeep Amritlal
Bakhshi, Senior Vice President-Distribution Business; Mr. Vijay Shrikant Gogate, Vice
President - Famous Brands & Retail Operations (FSC); Mr. Kumar Sambhav Verma, Vice
President - eCommerce; Mr. Vinod Kumar Mangla, Chief Internal Auditor; Mr. Vikas Baijal,
Senior Vice President - HR; Mr. Pankaj Gupta, Assistant Vice President - Retail (FAM) - West &
South; Mr. Rupesh Bhagchandani, Vice President - MEP & Franchisee Operations; Mr. Ankur
Kohli, Vice President- Real Estate; Mr. Matteo Lambert, Chief Collection Manager; Mr. Manoj
Goswani, Senior Vice President - Legal

vii
AT THE HELM
BOARD OF
DIRECTORS

MR. UDAY KHANNA


CHAIRMAN AND INDEPENDENT DIRECTOR
Mr. Uday Khanna is currently the Non-Executive Chairman of Bata
India Limited. He also serves on the Boards of Castrol India Ltd.,
Pfizer Ltd., DSP BlackRock Investment Managers Pvt. Ltd., Pidilite
Industries Ltd. and Kotak Mahindra Bank Limited.

Mr. Khanna was the Managing Director and CEO of Lafarge India
from July 2005 to July 2011 and subsequently its Non-Executive
Chairman till September 24, 2014. He joined the Lafarge Group in
Paris in June 2003 as the Senior Vice President of Group Strategy,
after a long stint of almost 30 years with Hindustan Lever/Unilever
in a variety of financial, commercial and general management
roles, both nationally and internationally.

Mr. Khanna’s last position before joining Lafarge was Senior Vice President of Finance, Unilever for Asia,
based in Singapore. He has also been on the Board of Hindustan Unilever as the Director of Exports, after
having served as the Financial Controller and the Treasurer of the company. He has also worked as the Vice
Chairman of Lever Brothers in Nigeria and the General Auditor for Unilever in North America, based in the
USA.

Mr. Khanna is a Commerce Graduate and a Chartered Accountant (FCA). He was the President of the
Indo-French Chamber of Commerce & Industry in 2008-2009, and the President of the Bombay Chamber of
Commerce & Industry in 2012-2013. He was awarded the ‘Ordre National du Merite’ by the President of the
Republic of France for his role in promoting Indo-French trade relations. Mr. Khanna is also the Joint Managing
Trustee and Treasurer of the Indian Cancer Society and is also a Director on the Governing Board of the
Anglo-Scottish Education Society – Cathedral School.
MR. RAJEEV GOPALAKRISHNAN
MANAGING DIRECTOR
Mr. Rajeev Gopalakrishnan, Managing Director, holds a Bachelor's in
Mechanical Engineering from the University of Kerala. He joined Bata
Shoe Organization (BSO) in the year 1990, and has since been
associated with the company. With a rich experience of 28 years, he has
previously handled the positions of the Director of Wholesale Channels,
Sales & Marketing with Bata International – Canada, and the Vice
President of Bata India Limited in Retail Operations and Wholesale
Division. Before joining as the Managing Director of Bata India Limited
in October 2011, Mr. Gopalakrishnan was the Managing Director of
Bata Retail Stores for a period of 9 months. He was previously the
Managing Director of Bata Bangladesh for a period of one year, and the
Managing Director of Bata Thailand for a period of 3 years.

Mr. Gopalakrishnan has attended various courses and advanced programmes of BSO, YL], Course
Leader Advanco 2009 (India/China), Advanco 2006 in Singapore, Advance Retailing Courses,
Executive Management Programme in 2009, Sprint 1997 (Retail Course), and Retailco 1996 in India. In
addition, Mr. Gopalakrishnan also attended a programme in IMD, Switzerland on Leadership and
Sustainable Business Growth.

A self-driven professional, he has taken Bata India on a high growth trajectory. With his strategic bent of
mind and ability to spot opportunities, he has articulated a vision to make Bata India, the most admired
name in branded footwear and accessories Industry.

Mr. Gopalakrishnan, with his visionary leadership spearheaded Bata India's retail operations,
re-engineered business processes, diversified product offerings while maintaining a strong culture of
innovative outlook. He believes in people and focuses on building relationships with internal and external
stakeholders of the organization.

His contribution to the industry has been acknowledged at several renowned platforms. He was conferred
with the 'Udyog Ratna Award' and the 'Certificate of Excellence and Gold Medal' by The Institute of
Economic Studies in 2014, became the 'Retail Professional of the Year' in CMO Asia Summit at the 2015
Asia Retail Conference, and received the prestigious 'EY Entrepreneur of the Year 2015' (Finalist Award).
Recently, the World Consulting & Research Corporation (WCRC) bestowed upon him the honour of 'India's
Most Trusted CEO' in 2017.

ix
MR. SANDEEP KATARIA
WHOLE-TIME DIRECTOR AND
CHIEF EXECUTIVE OFFICER
Mr. Sandeep Kataria is a business leader with more than two and
half decades of experience in the consumer and retail industry
across developing and developed markets.

Mr. Kataria was appointed as the Country Manager of Bata India


Limited with effect from August 1, 2017. He was elevated to the
Board of Directors of Bata India Limited with effect from November
14, 2017 as the Whole-time Director and Chief Executive Officer. He
has been tasked with the transformation of the footwear giant into
a contemporary brand appealing to modern India.

Prior to taking charge of Bata India Limited, Mr. Kataria was at Vodafone India as the Chief Commercial
Officer. The IIT Delhi and XLRI Jamshedpur alumnus has also held general management and top sales &
marketing posts at Yum Restaurants, the owners of KFC, Pizza Hut and Taco Bell chains in India & Europe.
His longest stint of more than 17 years was at the consumer goods company, Unilever, where he was
responsible for building and managing Indian and global markets across the Home & Personal Care
categories and brands like Lux, Lifebuoy, Rin & Comfort.

MR. RAM KUMAR GUPTA


DIRECTOR FINANCE AND
CHIEF FINANCIAL OFFICER
Mr. Ram Kumar Gupta is the Director of Finance and Chief Financial
Officer of Bata India Limited. Mr. Gupta is a Bachelor of Commerce
with Honours [B.Com (Hons.)] and a Chartered Accountant (FCA)
with over 30 years of experience in different positions in Bata Shoe
Organization (BSO). He joined Bata India in July 1986 and has had
an extremely successful and rewarding career. His last assignment
in Bata India was as Senior Vice President - Finance from January
2011 to January 2013.

Mr. Gupta was assigned a challenging role as the Finance Director


of Bata Shoe Company Kenya Ltd. in February 2013, which he
held till his relocation to India in July 2015. In this overseas assignment, along with Bata Kenya, he was
also made responsible for the finance operations in Bata Shoe Company Uganda Limited and Bata Shoe
Company Tanzania Limited. The companies, during his tenure in India, Kenya, Tanzania and Uganda, have
achieved record profits with improved profit margins through various cost saving initiatives and
innovative methods.

Mr. Gupta has attended various courses in BSO, including Adminco and Bata Finance E-Learning.
MR. CHRISTOPHER MACDONALD KIRK
NON-EXECUTIVE DIRECTOR
Mr. Christopher MacDonald Kirk is a British Citizen and holds a
Bachelor’s in Science with Honours [B.Sc (Hons.)] from the University of
Wales, United Kingdom. Mr. Kirk started his career in April 1981 with the
SGS Group, the world’s largest testing and inspection company, and
later became the General Manager of the company’s operations in New
Zealand. He also held several senior positions at the company in
Thailand, Ghana, Singapore and Australia. In 2002, he was appointed to
the Operations Council, the management body of the SGS Group, and
was subsequently appointed as the Chief Operating Officer of South
East Asia/Pacific Region. In 2003, he became the Executive Vice
President of Minerals and Environment Services based in Geneva. He
was also responsible for cross-sectorial collateral management business.

Mr. Kirk became the Chief Executive Officer (CEO) of the SGS Group in November 2006 and held the
position till his retirement in March 2015. The SGS Group has over 92,000 personnel in 150 countries
worldwide. As CEO, he had varied international experience with a focus on Europe, Africa and Asia, along
with key leadership experience in both regional and business line roles. He was also part of a senior
leadership team tasked with restructuring of the group.

As the CEO, Mr. Kirk re-organized, re-energized and led changes throughout the entire organization,
resulting in significantly improved profitability, a flatter structure, and faster, cleaner lines of
communication. Under his leadership, the company had 24 direct reports on the Operations Council.
Improvements in growth and margin, including organic growth of almost 8% p.a., were reported during his
tenure of 8.5 years. After retiring as the CEO, he was elected to the Board of Directors of SGS.

Mr. Kirk joined the Board of Compass Limited, of Bata Shoe Organization, five years ago at the request of
Mr. Thomas G. Bata, and accepted the position as Chairman of the Compass Board in July 2015.

xi
MR. RAVINDRA DHARIWAL
INDEPENDENT DIRECTOR
Mr. Ravindra Dhariwal is the co-founder and Chairman of Sagacito
Technologies, a data analytics firm that specialises in helping
enterprises maximise their revenues. In a career spanning 38 years,
he has built consumer businesses all over the world.

Just prior to co-founding Sagacito, he was the Group CEO of


Bennett & Coleman, India’s largest media company, with diversified
media platforms, including Radio Mirchi, Times Television Network,
Times Internet, Times OOH, and the world’s largest-selling English
Newspaper, The Times of India.

Mr. Dhariwal was also the worldwide President of International


News Media Association from 2011 to 2013. Prior to joining Bennett
& Coleman, he worked with PepsiCo for 12 years. He was Pepsi’s first employee in India, helping them set
their roots in the country. He also led the Beverage Business in India, Africa and South East Asia. He
started his career with Unilever in India in 1977, and worked for them in both India and Australia for over
12 years, mostly in Sales and Marketing management. He is an Engineer from IIT Kanpur and an MBA from
IIM Calcutta.

MS. ANJALI BANSAL


INDEPENDENT DIRECTOR
Anjali Bansal is a former global Partner and MD with TPG Private
Equity and a strategy consultant with McKinsey & Company in New
York and Mumbai. She founded and was CEO of Spencer Stuart's
India practice successfully growing it to a highly reputed pan-India
platform. She was also a global partner and co-led their Asia
Pacific Board & CEO practice. She started her career as an
engineer.

She serves as an independent non-executive director on the public


boards of GlaxoSmithKline (GSK) Pharmaceuticals India, Bata India
Limited, Tata Power as well as Delhivery. She is on the Advisory
Board of the Columbia University Global Centers, South Asia.
Previously, she chaired the India board of Women's World Banking,
a leading global livelihood-promoting institution and continues to be an advisor to SEWA. She is a charter
member of TiE, serves on the managing committee of the Indian Venture Capital Association, angel
investor and mentor to Facebook SheLeadsTech, NITI Aayog's Atal Innovation Mission and others. An
active contributor to the dialogue on corporate governance and diversity, she co-founded and chaired the
FICCI Center for Corporate Governance program for Women on Corporate Boards. She serves on the
managing committee of the Bombay Chamber of Commerce and Industry. She is a member of the Young
Presidents' Organization.

She has been listed as one of the “Most Powerful Women in Indian Business” by India’s leading publication,
Business Today, and as one of the “Most Powerful Women in Business” by Fortune India. She has a Bachelors
in Computer Engineering and a Masters in International Finance and Business from Columbia University.
Recently the Central Government has appointed her as Non-Executive Chairperson of Dena Bank.
MR. AKSHAY CHUDASAMA
INDEPENDENT DIRECTOR
Mr. Akshay Chudasama is the Managing Partner of Shardul
Amarchand Mangaldas & Co., and heads the firm’s practice in the
Mumbai Region. He has expertise in cross-border M&A and Private
Equity across a range of sectors, particularly real estate. He
advises both foreign companies entering India and Indian
companies in their outbound acquisitions.

Mr. Chudasama holds a degree in Bachelor of Arts (BA) from


St. Xavier’s College (University of Bombay), and is a Law graduate
from London School of Economics (University of London), UK. He is
enrolled as an Advocate with the Bar Council of Maharashtra and
Goa, and as a Solicitor with the Law Society (England and Wales). He
is also enrolled with the Bombay Bar Association, the International
Bar Association and the Inter-Pacific Bar Association, and is a member of Entrepreneurs’ Organization and
Young Presidents’ Organization.

Mr. Chudasama has been practicing law since 1994. He was a partner at AZB & Partners for over 3 years,
and thereafter at J. Sagar Associates (JSA) for almost 10 years. He has addressed several prestigious
domestic and international seminars and conferences on various aspects related to his practice. He also
serves inter - alia as a Director on the Boards of Apollo Tyres Limited, PTL Enterprise Limited and
Raymond Limited.

MR. SHAIBAL SINHA


NON-EXECUTIVE DIRECTOR
Mr. Shaibal Sinha is currently the Regional Finance Director of Asia,
Africa and Latin America of Bata Group, based out of Singapore.
He is a Bachelor of Commerce (B.Com), Chartered Accountant
(ACA) and an alumni of International Institute for Management
Development (IMD), Lausanne, Switzerland. He has more than 31
years of post-qualification experience in different positions in
Finance across the globe, based out of India, Singapore, United
Kingdom and Middle East.

Just before joining Bata, he was working with Reckitt Benckiser, a


multinational consumer goods company dealing in household,
personal care, health and hygiene products. He worked with them
at various levels in Finance in India and United Kingdom for a
period of eight years. Mr. Sinha joined Bata India Limited in November 2004 as the Executive Director of
Finance, based in Gurgaon, and worked till September 2010.

Mr. Sinha moved to Singapore in 2011 to the Bata group company as the Regional Finance Director of Bata
Emerging Markets.

xiii
FROM
THE DESK OF
THE MANAGING
DIRECTOR

MR. RAJEEV GOPALAKRISHNAN


MANAGING DIRECTOR
Dear Shareholders,
I am very happy and proud to share with you the overall
performance of the Company for the financial year 2017-18. The
previous year was very exciting and dynamic for us. Not only have
we grown in our top line & bottom line, we have continued to
push hard and double down on our agenda of making our brand
more vibrant, contemporary and aligned towards the newer and
younger consumers.

We kept our focus on our global strategies of “Product is King” and


“Wow Pricing”, and we’ve seen the results in our stores already.
Our products are contemporary and in-line with the consumer demands, at prices which are better than
our competitors. The Company has a renewed rigour and focus on its marketing activities. Keeping in
mind the latest trends and the competitive scenario, we have launched great consumer campaigns. This
well thought-out strategy has paid off as we see some healthy numbers with our turnover reaching
Rs. 26,363 Million in 2017-18.

As we all know, women and kids footwear are the fastest-growing segments in our country. In view of this,
the Company has continuously launched a wide portfolio of flagship products for women and kids. In the
men’s segment, we’ve focussed on contemporary shoes as well as the sports and athleisure categories.
This strategy has strongly reinforced the brand’s positioning across the country.

Last year started on a strong footing. The first quarter saw the high-decibel launch of many new collection, which
included international styles for women, such as the Bata Insolia range, probably the world’s most comfortable heels.

India is on a growth path, and the Company has endeavoured to stay abreast with the market and keep
evolving its products with value additions. This has helped Bata to get to a higher price point in cities with
a strong focus on contemporary and fashionable designs. With a sharp focus on driving product and
operational cost efficiencies while ensuring a smooth transition to GST, we managed to ensure higher
standards of consumer experience and returns to our stakeholders.

Sports lifestyle is the new standard of living. This opened a big opportunity for working with Power, one
of the most widely-distributed sports brands in the country. In view of leveraging these new consumer
trends, Bata launched the Power Glide Steam and N-Walk collections, promoting them digitally through
the #WalkWithPower Campaign featuring Miss India World 2015, Aditi Arya. Keeping up with its image of
being a youthful and trendy brand, Bata India also brought a complete new set of buyers to the stores with
its exciting casual and sporty Tweens collection for those aged between 10 and 14 years.

To create a deeper connect with the young audience of our country and to capitalize on cricket, India’s
favorite sport, we got on board Smriti Mandhana, the opener of Indian Women’s Cricket Team, as the new
brand ambassador of our sports brand Power. Smriti is promoting Power’s latest range - XO Rise, which
are running shoes with more rebound and Power Glide Vapor lightweight with memory foam for added
comfort. Both these collections are available in Bata stores across the country. Starring Smriti Mandhana
sporting the new Power range – XO Rise Genesis, Glide Vapor and Speedy – we launched our 360 degree
campaign #FindYourPower TV Campaigns for Power shoes, encouraging people to have a healthier and more
active lifestyle.

Cricket and movies are two of India’s greatest passions, and we have left no stone unturned to ensure that
we have achievers from both these fields representing what Bata stands for. We signed on young and
acclaimed Bollywood actress, Kriti Sanon, as the new face for Bata India. With a huge fan base comprising
mostly GenNext, Kriti brings to the brand her youthful and fresh energy. She is promoting our brands that
are popular with the youth and can be seen in our latest TV Campaign ‘Come and be Surprised at Bata’
showcasing the latest and trendy women’s collections.

We opened our first standalone Power store in Noida, inaugurated by Mr. Alexis Nasard, Global CEO, Bata
Shoe Organisation, and Bollywood actress Diana Penty. On popular demand, Bata also brought back its
iconic Ambassador collection in a much more comfortable, premium and contemporary avatar.

The areas that naturally draw in today’s youngsters are beauty and sports. With good efforts being made
under the sports segment, we then signed on Miss India 2017 Manushi Chillar as the face of our festive
season collection that comprised of evening party and formal wear. Manushi then went on to win the
coveted Miss World Crown. This further motivated us to be associated with the pageant, and this year, too,
we are their official footwear partner.

Our biggest assets are our stores across the country. To give our consumers the best value for the brand
and products, we have invested in making the in-store experience more consumer friendly and utilized the
benefits of digital technology. Our new larger-format stores, combined with better visual merchandising
have helped us grow tremendously. Premiumisation, fashion and technology-driven comfort, have also
helped drive footfall into our stores. All our Bata Flagship stores have been renovated across India to
reflect a European theme.

xv
In the fourth quarter, we launched our first ‘Red Angela Store Concept’ in Kolkata and Delhi with a red and
white “colour touch” standardised format, creating a homogeneous layout that has instant brand recall for
Bata stores across the world. LED lighting in the shelves, headers highlighting products, white lounge
seats encouraging self-service in consumers and a redefined sports shoe wall with red square graphics
accentuating key sports products are among the new introductions to these concept stores.

Our non-urban market is as important as the urban market. The non-urban market has seen an impressive
growth coming from Tier-II and Tier-III cities. Bata has launched new store concepts with clutter-free
aesthetics and visual impact in smaller towns in the current financial year.

Women segment is one of the fastest growing segments in the country. Respecting the spirit of
womanhood, our Company has not only focussed on great products for women but also a great
experience in our stores. We’ve constantly pushed for more diversity in our stores with a larger female
workforce. Bata also launched the first ever ‘All-Women Store’ in Bengaluru with contemporary and stylish
designs for professionals as well as athleisure wear.

Additional footfall was generated through various marketing initiatives, including the TV Campaign ‘Me. And
Comfortable With It’, that showcased the new, confident image of Bata India. We also organised the first
edition of the Bata Fashion Event in New Delhi, which was attended by leading fashion editors, bloggers and
influencers. The event coincided with a visit by the Global CEO – Mr. Alexis Nasard and Global CMO –
Mr. Thomas A. Bata.

Being a Multi-National Company, we organised a ‘Bata Fashion Weekend’, the first of which was held in
Prague last year and was attended by fashion editors and journalists from across the globe. Its resounding
success led to a second edition this year in Milan, where we took more than 10 media influencers to witness
the grand spectacle with Bata’s global upcoming and trendy collections for men and women.

The Company continues to push strongly its digital agenda and our digital sales have rocketed last year
as well. We relaunched our website with a much trendier and user-friendly UX/UI. Our partnerships with
e-commerce players like Amazon, Flipkart, Myntra etc. have grown deeper and more meaningful. This has
helped us grow continuously and profitably in our digital business. We’ve also debuted our much-awaited
Home Delivery service in Delhi and NCR using digital tools. This service provides a great consumer
experience and better conversion at the same time.
All of this would mean nothing to us as a Company if we are not able to give back to the society by serving
and enhancing people’s lives. Our unique CSR campaign ‘The Ballerina Project’, was launched in Kolkata
to empower the girl child, in association with Project Nanhi Kali that provides quality education to over
1,35,000 underprivileged girls across India.

New appointments to the Bata team were made keeping in mind the re-positioning and evolution of the brand.
Mr. Sandeep Kataria was appointed by the Board of Directors on November 14, 2017 as the Whole-time
Director and Chief Executive Officer and also a Key Managerial Person (KMP) of the Company.

We have had an exciting and eventful year and would not have achieved any of this without the loyalty and
commitment of our greatest asset - our employees.

As we have successfully transitioned into becoming the evolved brand that we are today, we are ready to
take on the needs of the changing tech-savvy buyer and we are well-equipped to provide them with a
world-class global shopping experience, both at the urban and rural levels. Going forward, all our footwear
solutions will mirror the latest customised and individualistic consumer demands and while we continue
this journey, we will pick up many valuable lessons. I would like to thank you for trusting us and coming
along with us on this wonderful journey that began more than 8 decades ago.

I invite you all to come and be surprised at Bata!

xvii
MARKETING


Developing and implementing a strong marketing strategy is crucial for the new image and positioning of the
brand Bata. Last year was all about constructing clear goals and objectives and defining ways to meet these
with specific strategies and tactics. Our research and understanding of our target audience as well as aligning
our marketing strategies and initiatives across advertising, public relations and digital marketing with Bata’s
global vision and values of Integrity, Respect, Accountability and Community, have seen all our efforts bear
fruit.

Being a global company it has been our endeavour to leverage the best of international fashion for our
millennial consumer. It has led to the creation of our annual global fashion property - the ‘Bata Fashion
Weekend’. Its second edition was held in Milan and showcased upcoming trends in global footwear. We also
mirrored this concept in India by hosting our own ‘Bata Fashion Event’ which not only helped increase the
fashion quotient of the brand, but also drive perception change amongst Indian youth. Top Indian influencers
from the media fraternity were brought on board to see and experience our fashion forward collections.

Amplification of the offline event happened online through live coverage to reach the younger consumer.
Various formats and mediums were used in real-time like Facebook Live, Instagram stories, live tweets, behind
the scenes footage, Boomerangs with influencer engagement across media and bloggers.

Driven by a clear vision to target the youth in India, 2017-18 saw Bata rope in brand ambassadors – two young
and influential women, a first in 20 years. We got on board achievers from fields that every Indian obsesses
about - Cricket and Bollywood. In February this year, we saw Smriti Mandhana, the Opener of the Indian
Women’s Cricket Team, being announced as the new brand ambassador of our iconic sports and fitness brand
‘Power’. The objective was to establish Power’s association with Smriti Mandhana and position Power as a
brand for the active-lifestyle conscious consumer.

The media reported the tie-up and the campaign with a lot of enthusiasm that Bata has taken pride in doing
what other brands usually don’t do – giving due credit and support to Indian women cricketers. The
philosophy of brand ‘Power’ has always been to aspire people towards a fit and healthy lifestyle. We launched
#FindYourPower Campaign with Smriti Mandhana featuring the Power XO Rise Genesis, Glide Vapor & Speedy
range of shoes. They were well received by the audience.

Engagements across Facebook & Instagram increased with campaign promotions. In April this year, we also
roped in a brand ambassador for Bata India, the vivacious, young and trendy Bollywood actress Kriti Sanon.
Bata India has taken various steps to reinvent its image, evident in the fresh and trendy new collections that
have been successfully drawing in young buyers to its stores. In order to reiterate its commitment to the
GenNext, your Company rolled out its new campaign ‘Come & Be Surprised’ to promote its latest Red Label
Collection with Kriti Sanon. The TVC strengthens Bata’s existing credibility amongst the older audience, while
at the same time, appealing to the younger generation.

xix
The announcement reflects Bata’s
conscious strategy to move towards
becoming the go-to fashion brand for
people in the 25-35 year-old range. It
is targeted at women who have
grown up on Bata school shoes, yet
over the years might have ceased to
associate the brand as being
fashionable and stylish. The media,
advertising and digital marketing
campaigns successfully strengthened
Bata's position as a contemporary,
must-have brand for the youth as well
as the style savvy consumer.

We also celebrated 123 years of Bata, in-line with our global brand
manifesto—Me. And comfortable with it. The TV Campaign
highlighted the brand’s admiration for women in a very
special way. It presented a glimpse of the transformation
in Bata’s image and product line and went on to become
the core of our marketing strategy for the Indian market.

Our association with the Miss India beauty pageant was given a boost when Miss India Manushi Chillar went on
to win the Miss World Crown. She was also the face of our Festive Season Collection and we launched
Fashion-Forward collection leveraging Manushi, thereby creating a lot of buzz on social media.

The success of associating with Miss India beauty pageant last year and seeing Manushi Chillar eventually lift
the Miss World Crown, had Bata India partner the pageant as their official footwear partner this year as well.
Establishing Bata firmly in style conversations throughout the pageant season, 13 state winners also graced
the Bata stores all over the country and brought alive the conversation around styling, fashion and the need
for great shoes in life. It was heartening to see the local press and influencers across all these cities from as far
as Gangtok in Sikkim reporting on the store visits and giving their best wishes to the contestants. Bata will also
be awarding the honour of “Miss Ramp Walk” in the finals of the pageant in 2018.

A global initiative by Power was adopted in India using a local celebrity for promoting two new sporty Power
products — Glide Steam and N-Walk collections. Former Miss India Aditi Arya was roped in as an influencer to
promote the campaign on Facebook & Instagram. Leveraging a social media celebrity helped in creating
appeal among the young consumers and helped in increasing the campaign reach.

Keeping our momentum going on the iconic Power brand, this year we opened our first ever stand-alone store
in Noida, inaugurated by Mr. Alexis Nasard, Global CEO, Bata Shoe Organisation and Bollywood actress Diana
Penty. This is the first ever Power store in the world. Power is designed in Canada and its newest range - XO
Rise (running shoes with 25% more rebound) and Glide Vapor (sock-fit light-weight walking shoes with
memory foam) are among the latest, exciting collections on showcase at this store.
Our stores, by virtue of being the visage of our brand, remain the most important aspect of our marketing,
strategy and investment. We have invested in breathtaking visual merchandising windows for our major global
launches - Insolia for women & Power XO Rise. Top stores have focussed on storytelling techniques with 3D
elements and props. Lit backdrops for premium campaign connect, in-store highlight zones,
European-inspired décor, trained stylists to recommend collections, in-store wow zones, background music
and other measures that appeal to all senses of our consumers, have been rolled out across India.

Our VMRD initiatives saw a big boost with the introduction of the ‘Red Angela Store Concept’ in India. This
new format introduces Indian consumers to a global concept that exposes them to an improved in-store visual
merchandising experience, unified throughout all Bata stores across the world with a predominent red & white
colour theme. We’ve married visual merchandising with thematic windows so magnificently that each product
on display comes alive.

We are also proud to share that the newly introduced ‘Power Wall’ was created by Bata India and went on to
win the finalist award in the Bata Awards, 2017. It was further nominated as a finalist for the category “In-store
Tech & Digital Experience” for the VMRD Awards 2018.

The consumer experience is measured for continuous improvement of our store-service. All our stores are now
fully compliant with the popular e-wallet payments, and our staff has been trained to help consumers in
downloading, installing and using these e-wallet apps.

Bata has always stood for ‘footwear for all’ and that is why our marketing activities are not just restricted to
the metros and bigger cities but also the Tier-II and Tier-III cities across India to generate more footfall and
further enhance our long-standing commitment to serve consumers across the length and breadth of the
country.

Overall 2017-18 has been all about storytelling through our marketing initiatives and this financial year will
further enhance the Bata shopping experience for our consumers in India.

xxi
CORPORATE
SOCIAL
RESPONSIBILITY
The Company works on the belief of its founding family members that organizations should exist to serve a
social purpose and enhance the lives of people connected through the business. Thus, we have a CSR policy
in place which aims to ensure that the Company continues to operate its business in an economically, socially
and environmentally sustainable manner, while recognizing the interests of all its stakeholders. It takes up CSR
programmes, which benefit the communities in the vicinity of its operational presence and, result in enhancing
the quality of life of the people in those areas.

KEY INITIATIVES - CORPORATE SOCIAL RESPONSIBILITY 2017-2018


Focus on core value of ‘Improving lives’:
z Worked closely with schools to improve the quality of education;
z Undertook training of under privileged youth in retail sales;
z Organised footcare awareness workshops for school children; and
z Donated shoes to under-privileged communities.

SCHOOLS – BATA CHILDREN’S PROGRAMME (BCP)


We upgraded infrastructure in schools through renovating classrooms, providing classroom furniture, and
promoting STEM (Science, Technology, Engineering and Math) education by setting up computer and science
labs. We also worked on the project ‘I Love Science’ in collaboration with an organization that conducts
creative science workshops with children to garner interest in the subject by using custom Science Kits. In
schools, as part of our preventive healthcare programme and promotion of life skills, we sponsored health
checkup camps and conducted workshops for students, on themes like menstrual hygiene and good touch,
bad touch for the girl child, personal hygiene, substance abuse, nutrition, etc.

During the year, we worked with around 3,000 children in 6 schools situated across the country, near the areas
of our business operations. With a focus on promoting education for the girl child, programmes are formulated
and implemented in the right direction.

We believe that education should be holistic and integral, touching upon physical, emotional and aesthetic
development in addition to academics.

EMPOWERING THE GIRL CHILD THROUGH SPECIALLY DESIGNED BALLERINAS


The Company launched its unique CSR campaign, ‘The Ballerina Project’, from the Bata Store in Kolkata’s
South City Mall in March 2018. Focussed on empowering the girl child, the project aims to create a substantial
positive effect in the social and economic fabric. The programme will commence in India in association with
Project Nanhi Kali, an initiative jointly managed by the K. C. Mahindra Education Trust and the Naandi
Foundation.

For the project, Bata India has introduced specially designed Ballerinas, created with eye-catching illustrations
by children from schools adopted by the Bata Children’s Programme (BCP), a global programme for

xxiii
disadvantaged children. These drawings have been selected through a theme-based drawing competition
organised across 30 countries for children aged 6-8 years. The shortlisted drawings have been incorporated in
the inner sole of the Ballerinas. With each pair of these special Ballerinas that gets sold, Bata would contribute
some amount to project Nanhi Kali. With the money provided through the Bata Ballerina Project, Nanhi Kali
will provide girls with a 360-degree educational programme through academic support classes, where trained
tutors will engage them in concept-based learning.

EMPLOYABILITY TRAINING
Bata India’s vocational skills project is in line with the Prime Minister’s ‘Skill India Campaign’, and is based on
the belief of empowering youth from the underprivileged community. Through this project, we aim to develop
employability skills to enable them to find good jobs, which would lead to better living standards and
economic growth. We are in the process of training 200 youth in retail sales at Bengaluru, Coimbatore and
Hyderabad.

BATA HAPPY STEPS PROGRAMME


We often worry about our teeth, eyes, and other parts of our body. We learn washing, brushing, and grooming.
But we ignore our developing feet, which have to carry the entire weight of the body throughout your lifetime.
Just like with adults, foot care for children is vital to their health and well-being. But caring for kids’ feet isn’t
exactly the same as caring for your own feet. Their delicate toes and soles are still growing and therefore
require special attention and proper shoes.

To address this need, Bata conducted awareness workshops for school children on foot care and hygiene.

OUR PARTNERS
In our endeavour to deliver the best results, we partnered with organizations which are specialists in their fields.

PARTNERS SPECIALIZATION PROJECT


SHARP (School Health School health programme BCC (Behaviour Change Communication)
Annual Report Programme) workshops for school children

HLFPPT (Hindustan Latex School health programme BCC (Behaviour Change Communication)
Family Planning Promotion Trust) workshops for school children

NIIT Foundation Computer education ‘Hole in the Wall’ computer project


in schools

Ingenuity EduLabs LLP Creative science workshops Science workshops for school children

Sambhav Foundation Vocational skills Training partner for retail sales

Centum Foundation Vocational skills Training partner for retail sales

Agastya International Foundation Science labs Science labs in schools

K. C. Mahindra Education Trust Education Nanhi Kali

Sugam NGO Education Non-formal school for children


HUMAN CAPITAL &
NEW INITIATIVES

Bata has been continuously working to improve human resource skills, competency and capabilities, which are
critical for achieving the desired results in line with our strategic business ambitions. Some major initiatives
were taken during the year 2017-18 in this direction.

Our Retail Training Academy imparted training to 412 District Managers and Store Managers for a duration of
10-12 weeks. 2091 Sales Promoters were also trained in product and customer service at our stores.
Furthermore, as part of our continuous learning initiative, we implemented online learning modules for our
store staff. The modules, available on smartphones as well as tablets 24x7, feature videos, presentations,
quizzes and tests developed in-house by our training team. Employees can select a course of their choice,
learn at their own pace, and take self-assessments to judge their progress and achieve proficiency.
Career-linked learning plans have been configured in the system with well-defined courses for easy access.
Completing these modules leads to certification, which adds to the employees’ career graphs.

Lastly, to retain the top talent within the organization, the Company has strengthened the goal setting and
measurement process throughout the year, supported by structured development plans for high-potential
people to move into different roles. This has resulted in higher retention levels across the organization. As on
March 31, 2018, we have 4,698 permanent employees on the roll.

xxv
BATA WORLD
IN PHOTOGRAPHS

Bata brought the second edition of the Bata Fashion Weekend to


Milan. This year, the whole venue revolved around the concept of
“The Sound of Style”, featuring an engaging combination of music,
design and craftsmanship. Bata Fashion Weekend hosted guests
from all over the world, including members of Bata’s Executive
Committee like Group CEO, Alexis Nasard and Group CMO, Thomas
A. Bata, President of Bata Africa, Alberto Errico & Bata Kenya
Advertising Manager, Keziah Kabutu among many others. Various
activities like Bata Red Label Corner, Canvas shoe painting, watch
party and performances added an oomph to the event.
It is the second consecutive year, that Bata has
been the official footwear partner to Miss India
pageant. Bata invited the Miss India
state-winners to come and visit the Bata stores.
They were all smiles and happily interacted
during the store visits.

xxvii
AWARDS AND
ACCOLADES

IMAGES Most Admired Footwear


Brand of the year 2017
at the 18th Annual IMAGES Fashion Awards

Featured among
AFAQ’S 2017 India’s Buzziest Brands

DUN & BRADSTREET


CORPORATE AWARDS 2017

xxviii
BATA INDIA LIMITED
CORPORATE INFORMATION

BOARD OF DIRECTORS

Mr. Uday Khanna Chairman and Independent Director


Mr. Ravindra Dhariwal Independent Director
Mr. Akshay Chudasama Independent Director
Ms. Anjali Bansal Independent Director
Mr. Christopher Kirk Non-Executive Director
Mr. Shaibal Sinha Non-Executive Director
Mr. Rajeev Gopalakrishnan Managing Director
Mr. Sandeep Kataria Whole-time Director and Chief Executive Officer
[with effect from November 14, 2017]

Mr. Ram Kumar Gupta Director Finance and Chief Financial Officer

AUDIT COMMITTEE NOMINATION AND REMUNERATION COMMITTEE

Mr. Ravindra Dhariwal Chairman Ms. Anjali Bansal Chairperson


Mr. Uday Khanna Member Mr. Uday Khanna Member
Mr. Akshay Chudasama Member Mr. Ravindra Dhariwal Member
Ms. Anjali Bansal Member Mr. Akshay Chudasama Member
Mr. Christopher Kirk Member Mr. Christopher Kirk Member
Mr. Shaibal Sinha Member Mr. Shaibal Sinha Member

STAKEHOLDERS RELATIONSHIP COMMITTEE RISK MANAGEMENT COMMITTEE


Mr. Uday Khanna Chairman Mr. Rajeev Gopalakrishnan Chairman
Mr. Rajeev Gopalakrishnan Member Mr. Ravindra Dhariwal Member
Mr. Ram Kumar Gupta Member Mr. Christopher Kirk Member
Mr. Sandeep Kataria Member
Mr. Ram Kumar Gupta Member
CORPORATE SOCIAL RESPONSIBILITY COMMITTEE Mr. Sanjay Kanth Member
(SVP-Manufacturing & Sourcing)
Mr. Akshay Chudasama Chairman
Mr. Vikas Baijal Member
Mr. Ravindra Dhariwal Member (SVP-Human Resources)
Mr. Rajeev Gopalakrishnan Member Mr. Vinod Kumar Mangla Member
(Chief Internal Auditor)
Mr. Ram Kumar Gupta Member

COMPANY SECRETARY & COMPLIANCE OFFICER


Mr. Arunito Ganguly [with effect from December 15, 2017]

ANNUAL REPORT 2017-18 1


Bata India Limited

EXECUTIVE COMMITTEE BANKERS

Mr. Rajeev Gopalakrishnan State Bank of India


Mr. Sandeep Kataria HDFC Bank Limited
Mr. Ram Kumar Gupta
Mr. Sanjay Kanth
Mr. Vikas Baijal
Mr. Vijay Shrikant Gogate AUDITORS
Mr. Kumar Sambhav Verma
M/s. B S R & Co. LLP
Mr. Anand Narang
Chartered Accountants
Mr. Sandeep Bakhshi
Building No.10, 8th Floor, Tower-B,
Mr. Uttam Kumar
DLF Cyber City, Phase - II,
Mr. Matteo Lambert
Gurugram - 122002, Haryana
Mr. Ankur Rastogi

CORPORATE IDENTITY NUMBER (CIN) CHIEF INTERNAL AUDITOR


L19201WB1931PLC007261 Mr. Vinod Kumar Mangla

INVESTOR RELATIONS MANAGER SECRETARIAL AUDITOR


Mr. Jyotirmoy Banerjee M/s. P. Sarawagi & Associates
Share Department Company Secretaries
27B, Camac Street, 1st Floor, ‘Narayani Building’
Kolkata - 700016, West Bengal Room No. 107, 1st Floor,
Telephone : (033) 2289 5796 ; 2301 4421 27, Brabourne Road,
Fax : (033) 2289 5748 Kolkata - 700001, West Bengal
E-mail : share.dept@bata.com

REGISTRAR AND SHARE TRANSFER AGENT (RTA) PRACTISING COMPANY SECRETARY


M/s. R & D Infotech Private Limited M/s. S. M. Gupta & Co.
7A, Beltala Road, 1st Floor, Company Secretaries
Kolkata - 700026, West Bengal P - 15, Bentinck Street,
Telephone : (033) 2419 2641 / 2642 Kolkata - 700001, West Bengal
Fax : (033) 2419 2642
E-mail : bata@rdinfotech.net / info@rdinfotech.net

REGISTERED OFFICE CORPORATE OFFICE

27B, Camac Street, 1st Floor, Bata House


Kolkata - 700016, West Bengal 418/02, M.G. Road, Sector - 17,
Telephone: (033) 2301 4400 Gurugram - 122002, Haryana
Fax: (033) 2289 5748 Telephone: (0124) 3990100
E-mail: corporate.relations@bata.com Fax: (0124) 3990116 / 118
E-mail: in-customer.service@bata.com

2 ANNUAL REPORT 2017-18


Bata India Limited

BATA INDIA LIMITED


CIN: L19201WB1931PLC007261
Registered Office: 27B, Camac Street, 1st Floor, Kolkata - 700016, West Bengal
Telephone: +91 33 2301 4400 I Fax: +91 33 2289 5748
E-mail: corporate.relations@bata.com I Website: www.bata.in

NOTICE CONVENING ANNUAL GENERAL MEETING


NOTICE is hereby given that the Eighty Fifth Annual General Meeting of the Members of Bata India
Limited (‘the Company’) will be held at ‘KALAMANDIR’, 48, Shakespeare Sarani, Kolkata - 700017 on
Friday, July 20, 2018 at 10:00 a.m., to transact the following businesses:
ORDINARY BUSINESS:
1. To receive, consider and adopt the Audited Financial Statements of the Company for the financial year
ended March 31, 2018 (both Standalone and Consolidated basis), together with the Reports of the Auditors
and the Board of Directors thereon.
2. To declare a Dividend for the financial year ended March 31, 2018. The Board recommends a Dividend of
Rs. 4/- per Equity Share of Rs. 5/- each, fully paid-up.
3. To appoint a Director in place of Mr. Christopher MacDonald Kirk (DIN: 07425236), who retires by rotation
and being eligible, offers himself for re-appointment.
SPECIAL BUSINESS:
4. To appoint Mr. Sandeep Kataria as a Director of the Company
To consider and if thought fit, to pass the following Resolution as an Ordinary Resolution:
“RESOLVED THAT Mr. Sandeep Kataria (DIN: 05183714), who was appointed as an Additional Director
on the Board of Directors of the Company on November 14, 2017 to hold office upto the date of this
Meeting pursuant to the provisions of Section 161 of the Companies Act, 2013, be and is hereby appointed
as a Director of the Company, liable to retire by rotation.”
5. To appoint Mr. Sandeep Kataria as the Whole-time Director and Chief Executive Officer of the
Company and to fix his remuneration
To consider and if thought fit, to pass the following Resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 2(18), 2(94), 196, 197, 198 and 203 read
with Schedule V to the Companies Act, 2013, consent of the Company be and is hereby accorded to the
appointment of Mr. Sandeep Kataria (DIN: 05183714), as the Whole-time Director and Chief Executive
Officer of the Company (with such other designation or designations as the Board of Directors may
determine and deem fit to confer on Mr. Sandeep Kataria from time to time) for a period of five consecutive
years with effect from November 14, 2017 on the terms and conditions contained in the Agreement
executed by and between Mr. Sandeep Kataria and the Company, salient features of which are specified
in the Explanatory Statement under Section 102 of the Companies Act, 2013 annexed to this Notice,
with liberty to the Board of Directors to vary the terms including increase in remuneration within the limits
prescribed under the Act and as may be mutually agreed to by and between Mr. Sandeep Kataria and the
Company from time to time.”
By Order of the Board

ARUNITO GANGULY
Assistant Vice President,
Place : Gurugram Company Secretary & Compliance Officer
Date : May 22, 2018 ICSI Membership No.: FCS 9285

ANNUAL REPORT 2017-18 3


Bata India Limited

NOTES:

1. An Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 and Rules framed
thereunder, in respect of the Special Business under Item Nos. 4 and 5 of the accompanying Notice are
annexed hereto.

2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE EIGHTY FIFTH ANNUAL GENERAL
MEETING (‘AGM’) IS ENTITLED TO APPOINT A PROXY OR PROXIES TO ATTEND AND VOTE ON
HIS / HER BEHALF ONLY ON A POLL. A PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE
INSTRUMENT OF PROXY, IN ORDER TO BE EFFECTIVE, MUST BE RECEIVED BY THE COMPANY
NOT LESS THAN 48 HOURS BEFORE THE COMMENCEMENT OF THE AGM.

In terms of Section 105 of the Companies Act, 2013 and Rules framed thereunder, a person can act as
a proxy on behalf of the Members not exceeding fifty and holding in aggregate not more than 10% of the
total share capital of the Company carrying voting rights. In case a proxy is proposed to be appointed by a
Member holding more than 10% of the total share capital of the Company carrying voting rights, then such
proxy shall not act as a proxy for any other person or Members.

3. Information as required under Regulation 36(3) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (‘Listing Regulations’) and the Secretarial Standard on General
Meetings (SS-2) issued by the Institute of Company Secretaries of India (ICSI), in respect of the Directors
seeking appointment / re-appointment at the AGM is provided hereunder.

4. As required under SS-2 issued by ICSI, a route map, including a prominent landmark, showing directions
to reach the AGM venue is annexed in page no. 181 of Annual Report and forms part of this Notice.

5. Pursuant to Section 113 of the Companies Act, 2013 and Rules framed thereunder, the corporate
members intending to send their authorized representatives to attend the AGM are requested to send
to the Company, a certified copy of the Board Resolution and Power of Attorney, if any, authorizing their
representative(s) to attend and vote on their behalf at the AGM.

6. Any Member desirous of receiving any information on the Financial Statements or operations of the
Company is requested to forward his / her queries to the ‘Share Department’ of the Company at the
Registered Office at least seven working days prior to the AGM, so that the required information can be
made available at the AGM.

7. Pursuant to the provisions of Section 72 of the Companies Act, 2013 and Rule 19 of the Companies (Share
Capital and Debentures) Rules, 2014, Members are informed that they may nominate at any time, in the
prescribed manner, a person to whom their shares in the Company shall vest in the unfortunate event of
their death. Members holding shares in physical mode should file their nomination with the Company or
with M/s. R & D Infotech Pvt. Limited, the Registrar and Share Transfer Agent (RTA) of the Company, at
their address given in the Annual Report, whilst those Members holding shares in demat / electronic mode
should file their nomination with their Depository Participants (DPs). The Nomination Form SH-13 and SH-
14 are available on the website of the Company, i.e., www.bata.in at “Investor Information” under “Investor
Relations” category.

8. Pursuant to Section 91 of the Companies Act, 2013 and Rule 10 of the Companies (Management and
Administration) Rules, 2014 read with Regulation 42(5) of the Listing Regulations, the Share Transfer
Books and Register of Members of the Company will remain closed from Wednesday, July 11, 2018 to
Friday, July 20, 2018 (both days inclusive).

9. Dividend on Equity Shares, as recommended by the Board of Directors of the Company, for the financial
year ended March 31, 2018, if declared, at the AGM, will be paid to:

i. those Members whose names appear in the Register of Members of the Company at the end of
business hours on Tuesday, July 10, 2018, after giving effect to all valid share transfers in physical
mode lodged with the Company / RTA on or before Tuesday, July 10, 2018.

4 ANNUAL REPORT 2017-18


Bata India Limited

ii. those ‘Beneficial Owners’ entitled thereto, in respect of shares held in electronic mode, whose
names shall appear in the statements of beneficial ownership furnished by respective Depositories,
viz. National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited
(CDSL), at the end of business hours on Tuesday, July 10, 2018.

10. Members holding shares in physical mode are requested to immediately notify any change in their
address along with self-attested copy of address proof i.e., Aadhaar Card / Electricity Bill / Telephone
Bill / Driving License / Passport / Bank Passbook particulars to the Company or its RTA and in case their
shares are held in dematerialized mode, this information should be notified / submitted directly to their
respective DPs.

11. Pursuant to Regulation 12 of the Listing Regulations read with Schedule I to the said Regulations, it is
mandatory for all the Companies to use bank details furnished by the investors for distributing dividends,
interests, redemption or repayment amounts to them through National / Regional / Local Electronic
Clearing Services (ECS) or Real Time Gross Settlement (RTGS) or National Electronic Funds Transfer
(NEFT), National Automated Clearing House (NACH) wherever ECS / RTGS / NEFT / NACH and bank
details are available. In absence of electronic facility, Companies are required to mandatorily print bank
details of the investors on ‘payable-at-par’ warrants or cheques for distribution of dividends or other cash
benefits to the investors. In addition to that, if bank details of investors are not available, Companies shall
mandatorily print the address of the investor on such payment instruments.

12. In all correspondence with the Company, Members holding shares in physical mode are requested to
quote their Folio numbers and in case their shares are held in the dematerialized mode, Members are
requested to quote their DP Id and Client Id.

13. Pursuant to erstwhile Section 205 of the Companies Act, 1956, all unclaimed / unpaid dividends up
to the financial year ended December 31, 1993 were transferred to the General Revenue Account
of the Central Government. Consequent upon amendments of erstwhile Sections 205A and 205C
of the Companies Act, 1956 and introduction of Sections 124 and 125 of the Companies Act, 2013,
and subsequent amendments thereof, the amount of dividend for the subsequent years remaining
unclaimed / unpaid for a period of seven years or more from the date they first become due for payment,
including the amounts which were transferred to General Revenue Account, have been transferred to the
Investor Education and Protection Fund (IEPF) established by the Government of India.

14. In compliance with the provisions of Sections 124 and 125 of the Companies Act, 2013 read with the
Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016
(‘IEPF Rules’) as amended from time to time, the Company has transferred 229948 underlying Equity
Shares, in aggregate in respect of 2401 Members on which dividends remained unpaid or unclaimed for
a period of seven consecutive years or more, to the Demat Account of IEPF Authority maintained with
National Securities Depository Limited (NSDL).

15. In compliance with the provisions of Sections 124 and 125 of the Companies Act, 2013 read with the
IEPF Rules as amended from time to time, the Equity Shares in respect of which dividend remains
unclaimed / unpaid for seven consecutive years or more, are required to be transferred to the Demat
Account of the IEPF Authority. In this regard, the Company had informed the Members concerned through
letter(s) and subsequently through publication of Notice(s) in daily Newspapers, viz., ‘The Business
Standard’ and ‘Ei Samay’ advising them to claim their unclaimed / unpaid dividend from the Company
within the stipulated time period. The Company has also uploaded on its website, i.e., www.bata.in, the
complete list of Members along with relevant details pertaining to unclaimed / unpaid dividend for seven
consecutive years or more and the corresponding shares liable to be transferred to the Demat Account
of the IEPF Authority. Members may view the aforesaid details on the website of the Company, i.e.,
www.bata.in under the ‘Investor Relations’ category.

16. Members are informed that once the unclaimed / unpaid dividend is transferred to the designated
account of IEPF and shares are transferred to the Demat Account of the IEPF Authority, no claim shall
lie against the Company in respect of such dividend / shares. The eligible Members are entitled to claim

ANNUAL REPORT 2017-18 5


Bata India Limited

such unclaimed / unpaid dividend and shares including benefits, if any, accruing on such shares from the
IEPF Authority by making an application in prescribed Form IEPF-5 online and sending the physical copy
of the same duly signed (as per the specimen signature recorded with the Company) along with requisite
documents at the Registered Office of the Company for verification of their claim. Relevant details and
the specified procedure to claim refund of dividend amount / shares along with an access link to the
refund webpage of IEPF Authority’s website for claiming the dividend amount / shares has been provided
on the Company’s website, i.e., www.bata.in under the “Investor Relations” category.

17. The Company has requested the Members vide its letter dated January 25, 2018 who have not encashed
their dividend warrant for the financial year ended December 31, 2010 onwards, to claim the amount
of dividend from the Company immediately. The unclaimed / unpaid dividend amount, if not encashed
before the due date as mentioned in Point No.18 below will be transferred to IEPF established by the
Government of India.

18. During the financial year ended March 31, 2018, the Company has deposited a sum of Rs. 894294/-
(Rupees Eight Lacs Ninety Four Thousand Two Hundred and Ninety Four only) into the specified bank
account of the IEPF, Government of India, towards unclaimed / unpaid dividend for the financial year
ended December 31, 2009. The due dates for transfer of the unclaimed / unpaid dividend relating to
subsequent years to IEPF are as follows:

Dividend for the Financial Year ended Due date for transfer to IEPF
December 31, 2010 02/08/2018
December 31, 2011 04/07/2019
December 31, 2012 09/07/2020
December 31, 2013 26/06/2021
March 31, 2015* 09/09/2022
March 31, 2016 08/09/2023
March 31, 2017 22/08/2024
* The financial year ended March 31, 2015 comprised of fifteen months from January 1, 2014 to March 31, 2015.

19. The Securities and Exchange Board of India (SEBI) vide its circular dated April 20, 2018 has mandated
registration of Permanent Account Number (PAN) and Bank Account details for all Members holding
shares in physical form. Therefore, the Members are requested to submit their PAN and Bank Account
details to the ‘Share Department’ of the Company at the Registered Office or to M/s. R & D Infotech Pvt.
Limited, the Registrar and Share Transfer Agent (RTA) of the Company. In this regard, the Members are
requested to submit a duly signed letter along with self-attested copy of PAN Card(s) of all the registered
Members (including joint holders). Members are also requested to submit original cancelled cheque
bearing the name of the sole / first holder. In case of inability to provide the original cancelled cheque, a
copy of Bank Passbook / Statement of the sole / first holder duly attested by the Bank, not being a date
earlier than one month may be provided. Members holding shares in demat form are requested to submit
the aforesaid documents to their respective Depository Participant (s).

20. As per Regulation 40(7) of the Listing Regulations read with Schedule VII to the said Regulations, for
registration of transfer of shares, the transferee(s) as well as transferor(s) shall mandatorily furnish
copies of their Income Tax Permanent Account Number (PAN) Card. Additionally, for securities market
transactions and / or for off market / private transactions involving transfer of shares in physical mode
for listed Companies, it shall be mandatory for the transferee(s) as well as transferor(s) to furnish copies
of PAN Card to the Company / RTA for registration of such transfer of shares. In case of transmission
of shares held in physical mode, it is mandatory to furnish a copy of the PAN Card of the legal heir(s) /
Nominee(s).

21. Members are requested to kindly note that if physical documents viz. Demat Request Forms (DRF) and
Share Certificates, etc. are not received from their DPs by the RTA within a period of 15 days from the
date of generation of the Demat Request Number (DRN) for dematerialization, the DRN will be treated

6 ANNUAL REPORT 2017-18


Bata India Limited

as rejected / cancelled. This step is taken on the advice of NSDL and CDSL, so that no demat request
remains pending beyond a period of 21 days. Upon rejection / cancellation of the DRN, a fresh DRF with
new DRN has to be forwarded along with the Share Certificates by the DPs to the RTA. This note is only
to caution Members that they should ensure that their DPs do not delay in sending the DRF and Share
Certificates to the RTA after generating the DRN.

22. The Ministry of Corporate Affairs (MCA), Government of India has introduced ‘Green Initiative in
Corporate Governance’ by allowing paperless compliances by the Companies for service of documents
to their Members through electronic mode, which will be in compliance with Section 20 of the Companies
Act, 2013 and Rules framed thereunder.

In case you have not registered your e-mail Id, please communicate the same to the Company or its RTA
at their communication address given in the Annual Report in respect of the shares held in physical mode
or communicate to your DPs concerned in respect of shares held in demat / electronic mode. Although
you are entitled to receive physical copy of the Notices, Annual Reports, etc. from the Company, we
sincerely seek your support to enable us to forward these documents to you only by e-mail, which will
help us participate in the Green Initiative of the MCA and to protect our environment.

23. Members are requested to bring and produce the Attendance Slip duly signed as per the specimen
signature recorded with the Company / DPs for admission to the AGM Hall.

24. All documents referred to in the accompanying Notice and the Explanatory Statement shall be open
for inspection by the Members of the Company without payment of fees at the Registered Office of the
Company at 27B, Camac Street, 1st Floor, Kolkata - 700016, West Bengal. Copies of the said documents
shall also be available for inspection at the Corporate Office of the Company at Bata House, 418/02,
Mehrauli Gurgaon Road, Sector- 17, Gurugram-122002, Haryana. Inspection by the Members can be
done on any working day between 11:00 a.m. and 1:00 p.m. upto the date of AGM of the Company and
shall also be available at the venue of the AGM.

25. VOTING THROUGH ELECTRONIC MEANS

I. In compliance with the provisions of Section 108 of the Companies Act, 2013 and Rule 20 of the
Companies (Management and Administration) Rules, 2014 as amended by the Companies
(Management and Administration) Amendment Rules, 2015 and Regulation 44 of the Listing
Regulations, the Company is pleased to facilitate its Members to transact business at the AGM of the
Company by voting through electronic means. In this regard, the Company has engaged the services
of NSDL as the Agency to provide remote e-voting services and voting at the AGM venue through
electronic voting system.

II. The facility for voting through electronic means shall be made available at the AGM venue and the
Members attending the AGM who have not cast their vote by remote e-voting shall be able to exercise
their right at the AGM through electronic voting system.

III. The Members who have cast their vote by remote e-voting prior to the AGM may also attend the AGM
but shall not be entitled to cast their vote again.

IV. The instructions / procedure for remote e-voting are as under:

How do I vote electronically using NSDL e-Voting system?

The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned
below:

Step 1: Login to NSDL e-Voting system at https://www.evoting.nsdl.com.

Step 2: Cast your vote electronically on NSDL e-Voting system.

ANNUAL REPORT 2017-18 7


Bata India Limited

DETAILS ON STEP 1 ARE GIVEN BELOW:

How to Login to NSDL e-Voting website?

1. Open the web browser by typing the URL: https://www.evoting.nsdl.com either on a Personal Computer
or on a Mobile.

2. Click on icon “Login” available under “Shareholder” section.

3. Enter your User Id, Password and also a verification code as shown on the screen.

Alternatively, if you are registered for NSDL e-services i.e., IDEAS, you can login at
https://eservices.nsdl.com with your existing IDEAS login. Once you login to NSDL e-services after
using your login credentials, click on e-voting and you can proceed to Step 2 i.e., directly to cast your
vote electronically.

4. Your User Id details are given below :

Manner of holding shares i.e., in Demat Your User Id is:


Account or in Physical Form

a) For Members who hold shares in Demat 8 Character DP Id followed by 8 Digit Client Id.
Account with NSDL. For example if your DP Id is IN300*** and Client Id is
12****** then your User Id is IN300***12******

b) For Members who hold shares in Demat 16 Digit DP Id and Client Id.
Account with CDSL. For example if your DP Id and Client Id is 12**************
then your User Id is 12**************

c) For Members holding shares in Physical EVEN followed by Folio Number registered with the
Form. Company.
For example if Folio Number is 001*** and EVEN is
101456 then User Id is 101456001***

5. Your Password details are given below:

a. If you are already registered with NSDL for remote e-voting then you can use your existing User Id and
Password to login and cast your vote.

b. If you are using NSDL e-Voting system for the first time, you are required to retrieve the “Initial
Password” which was communicated to you. Once you retrieve your “Initial Password”, you need to
enter the “Initial Password” and the system will direct you to change your “Initial Password”.

c. How to retrieve your “Initial Password”?

(i) Open the e-mail and open the PDF file viz.: “BataIndiaLimited_e-voting.pdf”. The Password to open
the pdf file is your 8 digit Client Id of NSDL Demat Account or the last 8 digits of Client Id of CDSL
Demat Account or Folio Number for shares held in Physical form. The said PDF file contains your
User Id and “Initial Password” for remote e-voting purpose.

(ii) If your e-mail Id is not registered, your “Initial Password” is communicated to you on your registered
postal address.

6. If you are unable to retrieve or have not received the “Initial Password” or have forgotten your Password:

a. If you are holding shares in Demat Account with NSDL or CDSL, click on icon “Forgot User Details /
Password?” available on www.evoting.nsdl.com.

8 ANNUAL REPORT 2017-18


Bata India Limited

b. If you are holding shares in physical mode, click on icon “Physical User Reset Password?” available
on www.evoting.nsdl.com.

c. If you are still unable to get the Password by following aforesaid two options, you can send your
request at evoting@nsdl.co.in mentioning your DP Id and Client Id / Folio Number, your PAN, your
name and your registered postal address.

7. Tick on Agree to “Terms and Conditions” by selecting on the check box.

8. Now click on icon “Login”.

9. Home page of remote e-voting opens.

DETAILS ON STEP 2 ARE GIVEN BELOW:

How to cast your vote electronically on NSDL e-Voting system?

1. Click on remote e-voting: “Active Voting Cycles”.


2. Select “EVEN” of Bata India Limited.
3. Now you are ready for remote e-voting as “Cast Vote” page opens.
4. Cast your vote by selecting appropriate options i.e., assent or dissent, verify / modify the number of shares
for which you wish to cast your vote and thereafter click on icon “Submit” and also “Confirm” when prompted.
5. Upon confirmation, the message “Vote cast successfully” will be displayed.
6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation
page.
7. Once you have confirmed after voting on the Resolution, you will not be allowed to modify your vote.

GENERAL GUIDELINES FOR MEMBERS

1. Institutional Shareholders (i.e., other than individuals, HUF, NRI etc.) are required to send scanned copy
(PDF / JPG Format) of the relevant Board Resolution / Authority letter, etc. together with attested specimen
signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer through e-mail
to pawan@sarawagi.in with a copy marked to evoting@nsdl.co.in.

2. It is strongly recommended not to share your Password with any other person and you must take utmost care
to keep your Password confidential. Login to e-voting website will be disabled upon five unsuccessful login
attempts with incorrect details. In such an event, you will require to reset the Password by clicking on the icon
“Forgot User Details / Password” or “Physical User Reset Password” available on www.evoting.nsdl.com.

3. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Members and remote
e-voting user manual for Members available at the “Downloads” section of www.evoting.nsdl.com or call
on Toll Free No.: 1800 222 990 or Mr. Supratim Mitra, Asst. Vice President, NSDL, at Telephone Nos.
(033) 22814662 / 22904246 or at e-mail id: supratimm@nsdl.co.in or alternatively at evoting@nsdl.co.in.
For any further assistance, you may contact Mr. Jyotirmoy Banerjee, Investor Relations Manager at
Telephone No. (033) 2289 5796 or at e-mail id: share.dept@bata.com.

4. You can also update your mobile number and e-mail Id in the user profile details of the Folio which may be
used for sending future communication(s).

5. The remote e-voting period commences on Tuesday, July 17, 2018 (09:00 a.m.) and ends on Thursday,
July 19, 2018 (05:00 p.m.). During this period, the Members of the Company, holding shares either in
physical or dematerialized mode, as on the cut-off date of July 13, 2018, may cast their vote by remote
e-voting. The remote e-voting module shall be disabled by NSDL for voting thereafter. Once the vote on a
resolution is cast by a Member, the Member shall not be allowed to change it subsequently.

ANNUAL REPORT 2017-18 9


Bata India Limited

6. The voting rights of the Members shall be in proportion to their share(s) of the paid-up equity share capital
of the Company as on the cut-off date i.e., July 13, 2018.

7. Any person, who acquires shares in the Company and becomes a Member of the Company after dispatch
of the Notice of the AGM and holding shares as on the cut-off date i.e., July 13, 2018, may obtain the Login
User Id and Password by sending a request at evoting@nsdl.co.in or share.dept@bata.com. However,
if you are already registered with NSDL for remote e-voting then you can use your existing User Id and
Password for casting your vote.

8. A person whose name appears in the Register of Members or in the Register of Beneficial Owners
maintained by the Depositories as on the cut-off date only shall be entitled to avail the facility of remote
e-voting as well as voting at the AGM venue through electronic means, if not participated through remote
e-voting.

9. Mr. Pawan Kumar Sarawagi of M/s. P. Sarawagi & Associates, Company Secretaries (Membership
No.: FCS-3381 and C.P. No. 4882), Narayani Building, Room No. 107, 1st Floor, 27, Brabourne Road,
Kolkata – 700001, has been appointed by the Board of Directors of the Company as the Scrutinizer, to
scrutinize the e-voting process in a fair and transparent manner.

10. The Chairman shall at the AGM allow voting, with the assistance of Scrutinizer, by use of electronic means
for all those Members who are present at the AGM and did not cast their votes by availing the remote
e-voting facility.

11. The Scrutinizer shall, immediately after the conclusion of voting at the AGM, unblock the votes cast
through electronic voting system provided at the AGM venue and remote e-voting in presence of at least
two witnesses, not in the employment of the Company and make a consolidated scrutinizer’s report of the
total votes cast in favour or against, if any, within 48 hours of conclusion of the AGM, to the Chairman or a
person authorized by him in writing who shall countersign the same and declare the results of the voting
forthwith. The resolution(s) shall be deemed to be passed on the date of the AGM, subject to receipt of
requisite number of votes.

12. The declared results along with the report of the scrutinizer shall be placed on the Company’s website
i.e., www.bata.in under “Investor Relations” category and on the website of NSDL immediately after the
declaration of the result by the Chairman or a person authorized by him in writing. The same shall be
communicated by the Company to the BSE Limited, National Stock Exchange of India Limited and The
Calcutta Stock Exchange Limited. The results shall also be made available on the Notice Board of the
Company at its Registered Office in Kolkata and at the Corporate Office in Gurugram.

EXPLANATORY STATEMENT IN RESPECT OF THE SPECIAL BUSINESS PURSUANT TO SECTION 102


OF THE COMPANIES ACT, 2013 (AS AMENDED)

Item Nos. 4 & 5: Appointment of Mr. Sandeep Kataria (DIN: 05183714) as a Director and also as the
Whole-time Director and Chief Executive Officer of the Company and fixing his remuneration

Mr. Sandeep Kataria (Mr. Kataria) is a business leader with more than two and half decades of experience in
the consumer and retail industry across the developing and developed markets.

Mr. Kataria was appointed as the Country Manager of Bata India Limited with effect from August 1, 2017.
Prior to joining Bata India Limited, Mr. Kataria was at Vodafone India as its Chief Commercial Officer. An
IIT- Delhi and XLRI Jamshedpur alumnus has held general management and top sales & marketing posts
at Yum Restaurants - Owners of KFC, Pizza Hut and Taco Bell in India & Europe. His longest stint of more
than 17 years was at the consumer goods Company, Unilever, where he was responsible for building and
managing Indian and global markets across Home & Personal Care categories and well-known brands like
Lux, Lifebuoy, Rin & Comfort.

Mr. Kataria, aged about 48 years, was appointed as an Additional Director of the Company at the Board
Meeting held on November 14, 2017. In terms of Section 161 of the Companies Act, 2013, he holds office

10 ANNUAL REPORT 2017-18


Bata India Limited

upto the date of the Eighty Fifth Annual General Meeting (AGM) of the Company. At the said Meeting held on
November 14, 2017, based on the recommendations of the Nomination and Remuneration Committee of the
Board pursuant to the provisions of Section 178 of the Companies Act, 2013, the Companies (Appointment and
Qualifications of Directors) Rules, 2014 and the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 read with Schedule V to the Companies Act, 2013 and the applicable Regulation(s)
of the Listing Regulations and the Nomination and Remuneration Policy of the Company, the Board also
appointed Mr. Kataria as the Whole-time Director and Chief Executive Officer and a Key Managerial Person of
the Company, for a period of five consecutive years with effect from November 14, 2017, subject to approval
of the Members of the Company at the forthcoming AGM.

Pursuant to the provisions contained in Article 107 of the Articles of Association of the Company, the period of
office of Mr. Kataria as the Whole-time Director of the Company shall be liable to determination by retirement
of directors by rotation at every AGM.

In terms of the provisions of the Companies Act, 2013, Mr. Kataria has filed requisite consent(s) before the
Board. The Company has also received an intimation from Mr. Kataria in Form DIR-8 to the effect that he is
not disqualified to be appointed as a Director in any Company.

The Company has received Notice in writing under Section 160 of the Companies Act, 2013, from a Member
proposing the candidature of Mr. Kataria, as a Director of the Company.

The Company has entered into an Agreement dated November 15, 2017 with Mr. Kataria containing therein,
inter alia, the remuneration and authority, powers, rights and obligations of Mr. Kataria during his tenure as
the Whole-time Director and Chief Executive Officer of the Company. The said remuneration paid / payable to
Mr. Kataria has been revised with effect from January 1, 2018 based on the recommendation of the Nomination
and Remuneration Committee and as approved by the Board of Directors at its Board Meeting held on
May 22, 2018, as detailed below:

Basic Salary : Rs. 1,53,75,000/- per annum, payable monthly.

Special Allowance : Rs. 60,28,500/- per annum, payable monthly.

House Rent Allowance : Rs. 20,00,000/- per annum, payable monthly.

Incentive : Rs. 1,05,47,250/- per annum.

Car & Driver : Rs. 10,40,000/- per annum.

Education Allowance : Rs. 10,00,000 /- per annum.

Insurance Premium : Rs. 25,60,000/-per annum.

Variable Pay : Long Term Incentive Plan (LTIP) not exceeding USD 5,00,000 (in equivalent INR)
shall be payable after 3 years.

Retirement Benefits : As per Rules of the Company.

Leave Entitlement : As per Rules of the Company.

Notice Period : Six Months.

In addition to the above, Mr. Sandeep Kataria would also be entitled to a Retention Bonus as may be mutually
agreed to between Mr. Sandeep Kataria and the Company, subject to maximum amount of Rs. 50,00,000/-
(Rupees Fifty Lacs only).

The aforesaid remuneration of Mr. Kataria falls within the maximum ceiling limits specified under Section 197
and other applicable provisions of the Companies Act, 2013 and Rules framed thereunder read with Schedule V
to the Companies Act, 2013. The resolution provides that the Company will have the liberty to vary the terms of

ANNUAL REPORT 2017-18 11


Bata India Limited

appointment of Mr. Kataria including increase in remuneration within the limits prescribed under the Act as may
be mutually agreed to between Mr. Kataria and the Company from time to time. The Company shall enter into
a Supplementary Agreement with Mr. Kataria for his revision in remuneration with effect from January 1, 2018,
draft whereof was approved at the Board Meeting held on May 22, 2018.

Copies of the aforesaid Agreements shall be available for inspection without payment of fees by any
Member of the Company at the Registered Office of the Company situated at 27B, Camac Street, 1st Floor,
Kolkata – 700016 and also at the Corporate Office of the Company at Bata House, 418/02, Mehrauli Gurgaon
Road, Sector - 17, Gurugram - 122002, on any working day between 11:00 A.M. and 1:00 P.M., upto and
including the date of AGM and also at the venue of the Eighty Fifth AGM of the Company.

The brief resume of Mr. Kataria, nature of his expertise in specific functional areas, names of Companies
in which he holds Directorships and Membership / Chairmanship of Board Committees, etc., are separately
annexed. Mr. Kataria holds 100 Equity Shares of Rs. 5/- each, fully paid-up in the Company. After his
appointment, Mr. Kataria has attended all the Meetings of the Board of Directors of the Company held during
the year.

Name of the Companies in which Mr. Kataria holds directorship other than Bata India Limited are:

Sl. No. Name of the Company Designation


1. Bata Properties Limited Additional Director
2. Coastal Commercial & Exim Limited Additional Director
3. Way Finders Brands Limited Additional Director

Mr. Kataria does not hold Directorship in any listed Company in India other than Bata India Limited.
Mr. Kataria does not hold any membership in any committee of the Board of Directors of the
aforesaid Companies. Mr. Kataria is a Member of the Management Committee and the Risk Management
Committee of Bata India Limited.

Except Mr. Kataria and his relatives, no other Director or Key Managerial Personnel of the Company or their
relatives is concerned or interested financially or otherwise, in Resolution Nos. 4 and 5 as contained in the
Notice.

Considering the knowledge, experience and expertise of Mr. Kataria in the field of consumer and retail industry,
the Board is of opinion that appointment of Mr. Kataria as the Whole-time Director and Chief Executive Officer
of the Company shall be of immense benefit to the Company.

The Board recommends Resolution No. 4 as an Ordinary Resolution and Resolution No. 5 as a Special
Resolution for approval by the Members of the Company at the forthcoming AGM.

By Order of the Board

ARUNITO GANGULY
Assistant Vice President,
Place : Gurugram Company Secretary & Compliance Officer
Date : May 22, 2018 ICSI Membership No.: FCS 9285

12 ANNUAL REPORT 2017-18


Bata India Limited

Information relating to the appointment / re-appointment of Director(s) at the Eighty Fifth Annual
General Meeting
[Pursuant to Regulation 36(3) of the Listing Regulations and SS-2 issued by ICSI]
Item No. 3: Re-appointment of Mr. Christopher MacDonald Kirk (DIN: 07425236) as a Director of the
Company, liable to retire by rotation
In accordance with the provisions of Section 152 of the Companies Act, 2013, Rules framed thereunder and
the Articles of Association of your Company, Mr. Christopher MacDonald Kirk, Director, is due to retire by
rotation at the ensuing AGM and being eligible, offers himself for re-appointment. The Company has received
necessary disclosures and declarations from Mr. Christopher MacDonald Kirk under the Companies Act, 2013
and the Listing Regulations, confirming his eligibility to be re-appointed as a Director of the Company, liable
to retire by rotation.
Mr. Kirk, aged about 62 years, is a British Citizen and holds a Degree of Bachelor in Science with Honors from
University of Wales, United Kingdom. Mr. Kirk had started his career in April 1981 with SGS Group, the World’s
largest testing and inspection company and later became the General Manager of the Company’s operations
in New Zealand and held a number of senior positions in Thailand, Ghana, Singapore and Australia. He was
appointed to Operations Council in 2002, which is the management body of SGS Group and was subsequently
appointed as the Chief Operating Officer of South East Asia / Pacific Region and then in 2003 as Executive
Vice President, Minerals and Environment Services based in Geneva. Mr. Kirk was also responsible for the
cross-sectorial collateral management business.
Mr. Kirk became the Chief Executive Officer (CEO) of the SGS Group in November 2006 and held the position
till his retirement in March 2015. As CEO, Mr. Kirk had varied international experience with a focus on Europe,
Africa and Asia. He has key leadership experience in both regional and business line roles. He was also part
of the senior leadership team tasked with restructuring the SGS Group. After retiring as CEO, Mr. Kirk was
elected to the Board of Directors of SGS.
Mr. Kirk joined the Board of Compass Limited of Bata Shoe Organization (BSO) 5 years ago at the request
of Mr. Thomas G. Bata and accepted the position as Chairman of the Compass Board as of July 2015. Name
of the Companies / Bodies Corporate in which Mr. Kirk holds Directorship other than Bata India Limited are:
Sl. No Name of the Companies / Bodies Corporate Designation
1. Compass Limited Chairman
2. SGS SA Director
Mr. Kirk does not hold Directorship in any Company in India other than Bata India Limited. Mr. Kirk is a
Member of the Audit Committee, the Nomination and Remuneration Committee and the Risk Management
Committee of Bata India Limited.
There is no inter-se relationship between Mr. Kirk and other Directors and Key Managerial Personnel of the
Company. Mr. Kirk does not hold any share in the Company.
Except Mr. Kirk and his relatives, no other Director or Key Managerial Personnel of the Company or their
relatives, is concerned or interested financially or otherwise, in Resolution No. 3 as contained in the Notice.
The Board recommends Resolution No. 3 as an Ordinary Resolution for approval by the Members of the
Company at the forthcoming AGM.
Item Nos. 4 & 5: Appointment of Mr. Sandeep Kataria (DIN: 05183714) as a Director and also as the
Whole-time Director and Chief Executive Officer of the Company and fixing his remuneration
Mr. Kataria is a business leader with more than two and half decades of experience in the consumer and retail
industry across the developing and developed markets.
Mr. Kataria was appointed as the Country Manager of Bata India Limited with effect from August 1, 2017.
He was appointed to the Board of Directors of Bata India Limited with effect from November 14, 2017 as the
Whole-time Director and Chief Executive Officer for a period of five consecutive years.

ANNUAL REPORT 2017-18 13


Bata India Limited

Prior to joining Bata India Limited, Mr. Kataria was at Vodafone India as its Chief Commercial Officer. An IIT-
Delhi and XLRI Jamshedpur alumnus, he has held general management and top sales & marketing posts
at Yum Restaurants - Owners of KFC, Pizza Hut and Taco Bell in India & Europe. His longest stint of more
than 17 years was at the consumer goods Company, Unilever, where he was responsible for building and
managing Indian and global markets across Home & Personal Care categories and well-known brands like
Lux, Lifebuoy, Rin & Comfort.
Mr. Kataria does not hold Directorship in any listed Company in India other than Bata India Limited. He is a
Member of the Management Committee and Risk Management Committee of Bata India Limited.
Mr. Kataria is an Additional Director on the Board of three wholly-owned subsidiaries of Bata India Limited
i.e., Bata Properties Limited, Coastal Commercial & Exim Limited and Way Finders Brands Limited.
Mr. Kataria does not hold any membership in any committee of the Board of Directors of the aforesaid
subsidiary Companies.
There is no inter-se relationship between Mr. Kataria and other Directors and Key Managerial
Personnel of the Company. Mr. Kataria holds 100 Equity Shares of Rs. 5/- each, fully paid-up in the
Company.

By Order of the Board

ARUNITO GANGULY
Assistant Vice President,
Place : Gurugram Company Secretary & Compliance Officer
Date : May 22, 2018 ICSI Membership No.: FCS 9285

14 ANNUAL REPORT 2017-18


Bata India Limited

BOARD’S REPORT TO THE MEMBERS


Your Directors are pleased to present the 85th Annual Report covering the operational and financial
performance of your Company along with the Audited Financial Statements for the financial year ended
March 31, 2018.
FINANCIAL HIGHLIGHTS
(Rs. in Million)
Financial Year Financial Year
ended on ended on
Particulars March 31, 2018 March 31, 2017
(Audited) (Audited)
Revenue from operations 26363.18 24972.41
Other Income 508.44 466.46
Total 26871.62 25438.87
Profit / (Loss) before Exceptional items and Taxation 3400.14 2552.44
Exceptional items– Income / (Loss) - (216.69)
Profit / (Loss) before Taxation 3400.14 2335.75
Provision for Taxation 1164.36 748.27
Net Profit 2235.78 1587.48
Other Comprehensive Income / (Loss) (net of tax) (160.03) (14.10)
Total Comprehensive Income 2075.75 1573.38
Your Company has prepared the Financial Statements for the financial year ended March 31, 2018 under
Sections 129, 133 and Schedule II to the Companies Act, 2013 read with the Companies (Indian Accounting
Standards) Rules, 2015, as amended.
During the financial year ended March 31, 2018, your Company recorded a turnover of Rs. 26363.18 Million
as compared to the turnover of Rs. 24972.41 Million recorded during the previous financial year ended
March 31, 2017. Revenue from operations for the year ended March 31, 2018 has increased by 6% over the
corresponding period last year. The numbers are however not comparable consequent to implementation of Goods
and Services Tax (GST). The Net Profit of your Company for the financial year ended March 31, 2018 stood at
Rs. 2235.78 Million as against the Net Profit of Rs.1587.48 Million for the financial year ended
March 31, 2017. Accordingly, the Profit before Exceptional Items and Tax for the financial year ended March
31, 2018 reflects a growth of 33% over the corresponding Profit for the financial year ended March 31, 2017.
Details of the Exceptional Items for both the aforesaid financial years have been mentioned in Note No. 26 of
the Notes to the Financial Statements in this Annual Report.
On a consolidated basis, your Company recorded a turnover of Rs. 26412.16 Million during the financial year
ended March 31, 2018 and achieved consolidated Net Profit of Rs. 2205.13 Million for the said financial year.
Your Company continued to be India’s leading and most preferred footwear brand by developing and
implementing a strong marketing strategy to support its new image and position. Last year your Company has
invested in understanding consumer needs through intensive consumer interactions and research and used
that knowledge in effectively delivering consumer need based solutions. We continue to build our strengths
in the Comfort and Quality parameters while bringing world’s best technologies coupled with global design
trends to the market.
During the year under review, your Company carefully re-engineered key touchpoints in the consumer journey
thereby stepping up the focus on Visual Merchandising via breath taking store windows, curating a shopping
conducive playlist for instore music, refreshing the store décor to highlight different brands / features and
employing trained stylists to better serve our discerning customer in our top stores in Metro’s and to be
gradually extended across all stores.

ANNUAL REPORT 2017-18 15


Bata India Limited

With a view to bring back the swagger to Bata, your Company launched its internationally developed ‘Red
Angela Store Concept’ in Kolkata and Delhi. This concept is aesthetically designed and offers clutter-free
shopping experience through merchandise focal points (in red & white) and exudes a premium look that adds
up to a ‘wow’ feel. 
A key focus for your Company this year has been to build the brand among the youth of the country especially
the millennials. The online marketing initiative, social media presence, blogs and advertisements along with
two youthful brand ambassadors Smriti Mandhana and Kriti Sanon have helped strengthen your Company’s
connect among the younger consumers. With the introduction of new collections in Power, a fashion forward
collection under Bata Red Label and a contemporary range of casuals for both men & women, we have seen
more and more young Indians come back to our stores. Your Company is also leveraging brand North Star to
connect with the youngsters in the country with very encouraging response.
Your Company’s brand popularity and consumer initiatives were recognized as ‘Bata’ was conferred the
IMAGES – Most Admired Footwear Brand of the Year 2017 at the 18th Annual IMAGES Fashion Awards. The
brand was also featured amongst India’s buzziest brands at AFAQ’S 2017 (online portal for the marketing,
advertising and media news).
SHARE CAPITAL
The Authorized Share Capital of your Company as on March 31, 2018 stands at Rs. 700,000,000/- divided into
140,000,000 equity shares of Rs. 5/- each. The Issued Share Capital of your Company is Rs. 642,850,000/-
divided into 128,570,000 equity shares of Rs. 5/- each and the Subscribed and Paid-up Share Capital is
Rs. 642,637,700/- divided into 128,527,540 equity shares of Rs. 5/- each, fully paid-up.
DIVIDEND
Your Board recommends a dividend of Rs. 4/- per Equity Share of Rs. 5/- each (i.e. 80%) for the financial year
ended March 31, 2018. The dividend, if declared, by the Members at the forthcoming Annual General Meeting
(AGM) shall be paid to the eligible Members of the Company from Thursday, August 2, 2018 onwards. The
total payout of aforesaid dividend would be approximately Rs. 514.11 Million, excluding the corporate dividend
distribution tax, as applicable.
The recommendation of aforesaid dividend is in line with the Dividend Distribution Policy of the Company
approved by your Board. The said Dividend Distribution Policy has been uploaded on the website of the
Company at www.bata.in and is available at the link https://bata.in/0/pdf/DividendDistributionPolicy-BIL.pdf.
GENERAL RESERVE
The Company has not transferred any amount to the General Reserve during the financial year ended
March 31, 2018.
MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN END OF
THE FINANCIAL YEAR AND THE DATE OF REPORT
Subsequent to the end of the financial year on March 31, 2018 till date, there has been no material change
and / or commitment which may affect the financial position of the Company.
CREDIT RATING
During the year under review, ICRA Limited (ICRA) has reaffirmed the Credit Rating of ‘[ICRA] AA+’
(pronounced as ICRA double A plus) for the Non-Fund Based Facilities of your Company. The outlook on the
Long Term Rating is ‘Stable’.
DEPOSITS
Your Company has no unclaimed / unpaid matured deposit or interest due thereon since
December 31, 2013. Your Company has not accepted any deposits covered under ‘Chapter V - Acceptance
of Deposits by Companies’ under the Companies Act, 2013 during the financial year ended March 31, 2018.

16 ANNUAL REPORT 2017-18


Bata India Limited

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS


In terms of Section 186 of the Companies Act, 2013 and Rules framed thereunder, details of the Loans
given and Investments made by your Company have been disclosed in Note No. 5 of the Notes to Financial
Statements for the year ended March 31, 2018, which forms part of this Annual Report. Your Company has
not given any guarantee or provided any security during the year under review.
RELATED PARTY TRANSACTIONS
During the financial year ended March 31, 2018, all transactions with the Related Parties as defined under the
Companies Act, 2013 read with Rules framed thereunder were in the ‘ordinary course of business’ and ‘at arm’s
length’ basis. Your Company does not have a ‘Material Subsidiary’ as defined under Regulation 16(1)(c) of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 [‘Listing Regulations’]. Your Board
shall formulate a Policy to determine Material Subsidiary as and when considered appropriate in the future.
During the year under review, your Company did not enter into any Related Party Transactions which require
prior approval of the Members. All Related Party Transactions of your Company had prior approval of the Audit
Committee and the Board of Directors, as required under the Listing Regulations. Subsequently, the Audit
Committee and the Board have reviewed the Related Party Transactions on a quarterly basis. Your Company
has an internal mechanism for the purpose of identification and monitoring of Related Party Transactions.
During the year under review, there has been no materially significant Related Party Transactions having
potential conflict with the interest of the Company.
Since all Related Party Transactions entered into by your Company were in the ordinary course of business
and also on an arm’s length basis, therefore details required to be provided in the prescribed Form AOC - 2 is
not applicable to the Company. Necessary disclosures required under the Ind AS 24 have been made in Note
No. 37 of the Notes to the Financial Statements for the year ended March 31, 2018.
SUBSIDIARIES
The Company has three wholly owned subsidiaries viz., Bata Properties Limited, Coastal Commercial & Exim
Limited and Way Finders Brands Limited.
The Annual Reports of these Subsidiaries will be made available for inspection by the Members of the
Company at the Registered Office of your Company at 27B, Camac Street, 1st Floor, Kolkata – 700016, West
Bengal between 11:00 a.m. and 1:00 p.m. on any working day upto the date of AGM. Annual Reports along
with the Audited Financial Statements of each of the Subsidiaries of your Company are also available on the
website of the Company at www.bata.in. The Annual Reports of the aforesaid Subsidiaries for the financial
year ended March 31, 2018 shall be provided to the Members of the Company upon receipt of written request
from them.
Pursuant to the provisions of Section 129(3) of the Companies Act, 2013 read with Rule 5 of Companies
(Accounts) Rules, 2014, a statement containing salient features of Financial Statements of the aforesaid
Subsidiaries has been provided in Form No. AOC-1 and included in this Annual Report.
The Audited Consolidated Financial Statements (CFS) of your Company for the financial year ended
March 31, 2018, prepared in compliance with the provisions of Ind AS 27 issued by the Institute of Chartered
Accountants of India (ICAI) and notified by the Ministry of Corporate Affairs (MCA), Government of India also
forms part of this Annual Report.
EXTRACT OF ANNUAL RETURN
The extract of Annual Return in the Form No. MGT-9 as on March 31, 2018 is annexed to this Board’s Report
and marked as Annexure I.
AUDIT AND AUDITORS
Auditors
In terms of the provisions of Section 139 of the Companies Act, 2013 read with provisions of the Companies
(Audit and Auditors) Rules, 2014 as amended, M/s. B S R & Co. LLP, Chartered Accountants (ICAI Firm
Registration No. 101248W/W-100022) was appointed as the Auditors of the Company for a consecutive

ANNUAL REPORT 2017-18 17


Bata India Limited

period of 5 years from conclusion of the 84th AGM held in the year 2017 until conclusion of the 89th AGM of the
Company scheduled to be held in the year 2022.
The Members may note that consequent to the changes made in the Companies Act, 2013 and the
Companies (Audit and Auditors) Rules, 2014 by the Ministry of Corporate Affairs (MCA) vide notification
dated May 7, 2018, the proviso to Section 139(1) of the Companies Act, 2013 read with explanation to
sub-rule 7 of Rule 3 of the Companies (Audit and Auditors) Rules, 2014, the requirement of ratification of
appointment of Auditors by the Members at every AGM has been done away with. Therefore, the Company
is not seeking any ratification of appointment of M/s. B S R & Co. LLP, Chartered Accountants as the
Auditors of the Company, by the Members at the ensuing AGM.
Your Company has received a certificate from M/s. B S R & Co. LLP, Chartered Accountants confirming their
eligibility to continue as Auditors of the Company in terms of the provisions of Section 141 of the Companies
Act, 2013 and the Rules framed thereunder. They have also confirmed that they hold a valid certificate
issued by the Peer Review Board of the ICAI as required under the provisions of Regulation 33 of the Listing
Regulations.
Secretarial Auditor
In terms of the provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Board at its meeting held on
February 9, 2018 appointed M/s. P. Sarawagi & Associates, Company Secretaries, 27, Brabourne Road,
Kolkata - 700001, as the Secretarial Auditor of the Company, to conduct the Secretarial Audit for the financial
year ended March 31, 2018 and to submit Secretarial Audit Report in Form No. MR-3.
A copy of the Secretarial Audit Report received from M/s. P. Sarawagi & Associates in the prescribed
Form No. MR-3 is annexed to this Board’s Report and marked as Annexure II.
Qualification, reservation or adverse remark in the Auditor’s Reports and Secretarial Audit Report
There is no qualification, reservation or adverse remark made by the Auditors in their Reports to the Financial
Statements (both Standalone and Consolidated) or by the Secretarial Auditor in his Secretarial Audit Report
for the financial year ended March 31, 2018.
SIGNIFICANT AND MATERIAL LITIGATIONS / ORDERS
During the year under review, there were no significant material orders passed by the Regulators / Courts and
no litigation was outstanding as on March 31, 2018, which would impact the going concern status and future
operations of your Company. The details of litigation on tax matters are disclosed in the Auditor’s Report and
Financial Statements which forms part of this Annual Report.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND
OUTGO
In compliance with the provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the
Companies (Accounts) Rules, 2014, a statement containing information on conservation of energy, technology
absorption, foreign exchange earnings and outgo of the Company, in the prescribed format, is annexed to this
Board’s Report and marked as Annexure III.
RESEARCH AND DEVELOPMENT ACTIVITIES AND ENERGY CONSERVATION
Research and Development activities during the year under review continued to emphasize on creating a
pollution-free and a safe work environment. Technological improvement in product development, material
development, introduction of new footwear moulds, process improvement, etc. were the key focus area to
improve quality of footwear and productivity in manufacturing. During the year under review, an expenditure of
Rs. 57.93 Million was incurred on Research and Development (including product development initiatives), as
against Rs. 59.60 Million during the financial year 2016-17. Research and Development Centres at Batanagar,
Batagunj & Bata Shatak manufacturing units across India, are approved by the Department of Science &
Technology, Government of India.
The Company has adopted a series of energy conservation measures like continuously replacing conventional
tubes with energy efficient LED lights, installation of energy efficient Variable Frequency Drive (VFD) motors
18 ANNUAL REPORT 2017-18
Bata India Limited

in conveyors etc. at its Manufacturing Units across India. Such energy saving measures led to a saving of
energy cost worth approx. Rs. 3.64 Million during the year under review. Your Company shall continue to
invest on Research and Development activities and energy saving measures in its manufacturing units in the
future as well.
CORPORATE SOCIAL RESPONSIBILITY
Your Board has constituted a Corporate Social Responsibility (CSR) Committee of the Board under the
Chairmanship of an Independent Director. A CSR sub-committee comprising of Senior Executives of the
Company and a dedicated CSR team undertake and monitor all CSR projects of your Company. Compositions
of CSR Committee of your Company and other relevant details have been provided in the Corporate
Governance Report which forms part of this Annual Report.
The Company works on the belief of its founding family members that Companies should exist to
serve a social purpose and enhance the quality of lives of people connected through the business.
The Company has a CSR Policy in place which aims to ensure that the Company continues to operate
its business in an economically, socially and environmentally sustainable manner, while recognizing
the interests of all its stakeholders. It takes up CSR programmes, which benefit the communities
in and around the vicinity of its operational presence resulting in enhancing the quality of lives of
the people in those areas. The said CSR Policy has been uploaded on the website of the Company at
www.bata.in and is available at the link https://bata.in/0/pdf/CorporateSocialResponsibilityPolicy.pdf.
In line with the Company’s value of ‘Improving Lives’, it focussed on working with schools to improve quality
of education, trained underprivileged youth in retail sales to enhance their employability skills, conducted foot
care awareness workshops with school children and donated shoes to the underprivileged communities.
Your Company spent an amount of Rs. 71.14 Million during the financial year 2017-18 as against its 2% obligation
amounting to Rs. 55.80 Million, thereby exceeding its entire CSR obligation. Your Company made significant
strides to harness all its resources towards successful execution of the CSR projects across all locations.
Schools - Bata Children’s Programme (BCP)
During the year, the Company worked with around 3,000 children in 6 schools across the country near its area
of business operations. With the focus on promotion of girl child education, programmes were formulated and
implemented towards development of the girl child.
The Company upgraded infrastructure in schools through classroom renovation, providing classroom furniture,
and promoting STEM (Science, Technology, Engineering and Math) education by setting up computer and
science labs. The Company also partnered with an organization on the project ‘I Love Science’ which conducts
creative science workshops with the children to remove the fear of science and make it interesting for them
using custom Science Kits. In schools, as part of the preventive healthcare programme and promotion of life
skills, the Company conducted workshops for the children like menstrual hygiene and good touch bad touch
for girl child, personal hygiene, substance abuse, nutrition, etc. The Company also sponsored health checkup
camps in various schools as part of the preventive healthcare programme.
Your Company believes that education should be holistic and integral touching upon physical, emotional
and aesthetic development in addition to academics. Thus, while working on improving academics, the
Company also focuses on the overall development of the child by providing opportunities to get involved in
extra-curricular activities like sports, arts and crafts, competitions, educational tours, etc. Children were also
involved in self-defence classes.
Empowering the girl child through specially designed Ballerinas
Continuing its commitment towards the betterment of the society, the Company launched its unique CSR
campaign the ‘Ballerina Project’ at the Bata Store in South City Mall, Kolkata in March 2018. Focussed on girl
child empowerment, the Ballerina Project by Bata aims to create a substantial positive effect for social and
economic fabric. The project will be initiated first in India in association with Project Nanhi Kali, an initiative
which is jointly managed by the K.C. Mahindra Education Trust and Naandi Foundation.

ANNUAL REPORT 2017-18 19


Bata India Limited

Employability Training
Bata India’s vocational skills project is in line with Hon’ble Prime Minister’s ‘Skill India Campaign’ and is based
on the belief of empowering youth from the underprivileged community. Through this project, the Company
aims to develop employability skills of the underprivileged youth to enable them to find good jobs, which would
lead to better living standards and economic growth. The Company is in the process to train 200 youths in
retail sales at Bengaluru, Coimbatore and Hyderabad.
Bata Happy Steps Programme
We worry about our teeth, eyes, and other parts of the body. We learn washing, brushing, and grooming. But
we ignore our developing feet which have to carry the entire weight of the body throughout the lifetime. Just
like adults, foot care for children is vital to their health and well-being. But caring for kids’ feet isn’t exactly the
same as caring for our own feet. Their delicate toes and soles are still growing and therefore require special
attention and proper shoes.
Child’s foot health plays an important role in ensuring proper progression into adulthood. If a child has a foot
deformity or is experiencing foot pain, it is important to seek treatment from a medical professional as soon
as possible. To address this need, Bata conducted awareness workshops across school children on foot care
and hygiene and also provided shoes to the underprivileged communities.
CSR Partners
In our endeavor to deliver the best outcomes, we partnered with specialist organizations who are experts in
their field.
Partner Specialization Project
SHARP (School Health Annual Report School health BCC (Behaviour Change Communication)
Programme) programme workshops for school children.
HLFPPT (Hindustan Latex Family Planning School health BCC (Behaviour Change Communication)
Promotion Trust) programme workshops for school children.
NIIT Foundation Computer education ‘Hole in the Wall’ computer project in
schools.
Ingenuity EduLabs LLP Creative science Science workshops with school kids
workshops
Sambhav Foundation Vocational skills Training partner for retail sales

Centum Foundation Vocational skills Training partner for retail sales

Agastya International Foundation Science labs Science labs in schools

Pursuant to the provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate
Social Responsibility Policy) Rules, 2014 as amended, the Annual Report on CSR Activities has been annexed
to this Board’s Report and marked as Annexure IV.
SUPPORT FROM BATA SHOE ORGANIZATION
Your Company continues to receive support from the Holding Company - Bata (BN) BV., Amsterdam, The
Netherlands and also from Bata Shoe Organization (BSO). Your Company also enjoys the benefits of technical
research through Global Footwear Services Pte. Ltd., Singapore (GFS). Your Company has renewed the
Technical Collaboration Agreement with GFS with effect from January 1, 2011 for a period of ten years. In
terms of the said Technical Collaboration Agreement, your Company receives guidance, training of personnel
and services from GFS in connection with research & development, marketing, brand development, footwear
technology, testing & quality control, store location, layout & design, environment, health & safety, risk &
insurance management, etc. Your Company continues to obtain expertise and experience from the personnel
of GFS and other BSO group Companies to improve its product range and operational processes throughout
the year. In terms of the renewed Agreement as aforesaid, your Company has paid a technical services fee of
Rs. 255.04 Million to GFS during the financial year ended March 31, 2018, which is around 1% of the Turnover
of your Company.

20 ANNUAL REPORT 2017-18


Bata India Limited

BOARD OF DIRECTORS, BOARD MEETINGS AND KEY MANAGERIAL PERSONNEL


Your Company’s Board is duly constituted and is in compliance with the requirements of the Companies Act,
2013, the Listing Regulations and provisions of the Articles of Association of the Company. Your Board has
been constituted with requisite diversity, wisdom and experience commensurate to the scale of operations of
your Company.
During the year under review, a total of four Meetings of the Board of Directors of the Company were held, i.e.,
on May 15, 2017; August 2, 2017; November 14, 2017 and February 9, 2018. Details of Board composition
and Board Meetings held during the financial year 2017-18 have been provided in the Corporate Governance
Report which forms part of this Annual Report.
During the year under review, Mr. Shaibal Sinha (DIN: 00082504), who retired at the 84th AGM, was
re-appointed as a Director of the Company. The Board has appointed Mr. Sandeep Kataria (DIN: 05183714)
as an Additional Director of the Company with effect from November 14, 2017 to hold office upto the date
of the forthcoming AGM. At the said Board Meeting, Mr. Sandeep Kataria has also been appointed as the
Whole-time Director and Chief Executive Officer of the Company for a period of five years with effect from
November 14, 2017, subject to approval of the Members at the forthcoming AGM. In terms of Section 152(6)
of the Companies Act, 2013 read with the Articles of Association of the Company, Mr. Kataria shall be liable
to retire by rotation. Being a Whole-time Director and Chief Executive Officer of the Company, Mr. Kataria is
also a Key Managerial Person (KMP) of the Company in terms of the provisions of Sections 2(51) and 203 of
the Companies Act, 2013.
The Company has received Notice under Section 160 of the Companies Act, 2013 from a Member of the
Company signifying the candidature of Mr. Sandeep Kataria (DIN: 05183714) for his appointment as a Director
of the Company at the forthcoming AGM. A brief profile along with necessary disclosures of Mr. Kataria has
been annexed to the Notice convening the ensuing AGM and forms an integral part of this Annual Report.
Your Board recommends appointment of Mr. Kataria as a Director and also the Whole-time Director and Chief
Executive Officer of the Company.
Mr. Christopher MacDonald Kirk (DIN: 07425236), Non-Executive Director is due to retire by rotation at
the ensuing AGM and being eligible, offers himself for re-appointment. A brief profile along with necessary
disclosures of Mr. Christopher MacDonald Kirk has been annexed to the Notice convening the ensuing AGM
and forms an integral part of this Annual Report. Your Board recommends re-appointment of Mr. Christopher
MacDonald Kirk as a Director of the Company, liable to retire by rotation.
Mr. Uday Khanna, Mr. Ravindra Dhariwal, Mr. Akshay Chudasama and Ms. Anjali Bansal, Independent
Directors of your Company have declared to the Board of Directors that they meet the criteria of Independence
as laid down in Sections 149(6) and 149(7) of the Companies Act, 2013 and Regulation 16(1)(b) of the Listing
Regulations and there is no change in their status of Independence. Your Board places on records its deep
appreciation for their continuous guidance, support and contribution to the Management of the Company in
its pursuit to achieve greater heights.
During the year under review, Mr. Maloy Kumar Gupta, Company Secretary & Compliance Officer, resigned
from the Company with effect from October 31, 2017 and Mr. Arunito Ganguly has been appointed in
his place as the Assistant Vice President, Company Secretary & Compliance Officer, with effect from
December 15, 2017.
Mr. Rajeev Gopalakrishnan, Managing Director, Mr. Sandeep Kataria, Whole-time Director and Chief Executive
Officer, Mr. Ram Kumar Gupta, Director Finance and Chief Financial Officer and Mr. Arunito Ganguly, Assistant
Vice President, Company Secretary & Compliance Officer are the Key Managerial Personnel (KMP) of your
Company.
AUDIT COMMITTEE
The Board of Directors of your Company has a duly constituted Audit Committee in terms of the provisions
of Section 177 of the Companies Act, 2013 read with the Rules framed thereunder and Regulation 18 of
the Listing Regulations. The terms of reference of the Audit Committee has been approved by the Board of
Directors. Composition of the Audit Committee, number of meetings held during the year under review, brief

ANNUAL REPORT 2017-18 21


Bata India Limited

terms of reference and other requisite details have been provided in the Corporate Governance Report which
forms part of this Annual Report. Recommendations made by the Audit Committee are accepted by your
Board.
NOMINATION AND REMUNERATION POLICY
Your Board has adopted a Remuneration Policy for identification, selection and appointment of Directors,
Key Managerial Personnel (KMPs) and Senior Management Personnel (SMPs) of your Company. The Policy
provides criteria for fixing remuneration of the Directors, KMPs, SMPs as well as other employees of the
Company. The Policy enumerates the powers, roles and responsibilities of the Nomination and Remuneration
Committee.
Your Board, on the recommendations of the Nomination and Remuneration Committee, appoints Director(s)
of the Company based on his / her eligibility, experience and qualifications and such appointment is approved
by the Members of the Company at General Meetings. Generally, the Managing Director and Whole-time
Directors (Executive Directors) are appointed for a period of five years. Independent Directors of the Company
are appointed to hold their office for a term of upto five consecutive years on the Board of your Company. Based
on their eligibility for re-appointment, the outcome of their performance evaluation and the recommendation
by the Nomination and Remuneration Committee, the Independent Directors may be re-appointed by the
Board for another term of five consecutive years, subject to approval of the Members of the Company. The
Directors, KMPs and SMPs shall retire as per the applicable provisions of the Companies Act, 2013 and the
policy of the Company. While determining remuneration of the Directors, KMPs, SMPs and other employees,
the Nomination and Remuneration Committee ensures that the level and composition of remuneration are
reasonable and sufficient to attract, retain and motivate them and ensure the quality required to run the Company
successfully. The relationship of remuneration to performance is clear and meets appropriate performance
benchmarks and such remuneration comprises a balance between fixed and incentive pay reflecting short
and long term performance objectives appropriate to the working of the Company and its goals. The Company
follows a compensation mix of fixed pay, benefits, allowances, perquisites, performance linked incentives
and retirement benefits for its Executive Directors, KMPs, SMPs and other employees. Performance Linked
Incentive is determined by overall business performance of your Company. Annual increments are decided
by the Nomination and Remuneration Committee within the salary scale approved by the Board of Directors
and Members of the Company. The Company pays remuneration to Independent Directors by way of sitting
fees and commission on the net profits of the Company. Non-Executive Non-Independent Directors of your
Company do not accept any sitting fees / commission. Remuneration to Directors is paid within the limits as
prescribed under the Companies Act, 2013 and the limits as approved by the Members of the Company, from
time to time.
The aforesaid Nomination and Remuneration Policy has been uploaded on the website of the Company at
www.bata.in and is available at the link https://bata.in/0/pdf/Remuneration-Policy_2015.pdf. Your Company
conducts a Board Evaluation process for the Board of Directors as a whole, Board Committees and also for
the Directors individually through self-assessment and peer assessment. The details of Board evaluation for
the financial year 2017-18 have been provided in the Corporate Governance Report which forms part of this
Annual Report.
DISCLOSURES ON REMUNERATION OF DIRECTORS AND EMPLOYEES OF THE COMPANY
Information as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and subsequent
amendments thereto, is annexed to this Board’s Report and marked as Annexure V.
A statement containing the information of top ten employees in terms of remuneration drawn and particulars of
every employee of the Company, who was in receipt of remuneration not less than the limits specified under
Section 197(12) of the Companies Act, 2013 read with Rules 5(2) & 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 and subsequent amendments thereto, is annexed to this
Board’s Report and marked as Annexure VI.

22 ANNUAL REPORT 2017-18


Bata India Limited

DIRECTORS’ RESPONSIBILITY STATEMENT


Pursuant to provisions of Section 134 of the Companies Act, 2013, the Directors, to the best of their knowledge
and belief, hereby confirm that:
(a) in the preparation of the annual accounts, the applicable accounting standards had been followed;
(b) they have selected such accounting policies and applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the
Company as at March 31, 2018 and of the profit of the Company for that period;
(c) they have taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company
and for preventing and detecting fraud and other irregularities;
(d) they have prepared the annual accounts on a going concern basis;
(e) they have laid down internal financial controls to be followed by the Company and that such internal
financial controls are adequate and are operating effectively; and
(f) they have devised proper systems to ensure compliance with the provisions of all applicable laws and
such systems are adequate and operating effectively.
WHISTLE BLOWER POLICY / VIGIL MECHANISM
In terms of provisions of Section 177 of the Companies Act, 2013 and Rules framed thereunder read with
Regulation 22 of the Listing Regulations, your Company has a vigil mechanism in place for the Directors and
Employees of the Company through which genuine concerns regarding various issues relating to inappropriate
functioning of the organization can be communicated. For this purpose, your Board adopted a Whistle Blower
Policy which has been uploaded on the website of the Company at www.bata.in and is available at the link
https://bata.in/0/pdf/Bata-WhistleBlowerPolicy.pdf. A Vigil Mechanism Committee under the Chairmanship of
the Audit Committee Chairman has been constituted. The Policy provides access to the Legal Head of the
Company and to the Chairman of the Audit Committee.
No person has been denied an opportunity to have access to the Vigil Mechanism Committee and the Audit
Committee Chairman.
POLICY ON PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
Your Company has adopted a Policy under the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and Rules framed thereunder. Your Company is committed to provide a
safe and secure environment to its women employees across its functions and other women stakeholders, as
they are considered as integral and important part of the Organization.
An Internal Complaints Committee (ICC) with requisite number of representatives has been set up to
redress complaints relating to sexual harassment, if any, received from women employees and other women
associates. All employees (permanent, contractual, temporary, trainees) are covered under this policy, which
also extends to cover all women stakeholders of the Company.
The following is a summary of sexual harassment complaints received and disposed off satisfactorily during
the financial year ended March 31, 2018:
• No. of Complaints received : 2
• No. of Complaints disposed off : 2
Your Company has been conducting awareness campaign across all its manufacturing units, warehouses,
retail stores and office premises to encourage its employees to be more responsible and alert while discharging
their duties.
RISK MANAGEMENT AND ADEQUACY OF INTERNAL FINANCIAL CONTROLS
Your Company’s internal financial control ensures that all assets of the Company are safeguarded and protected,
proper prevention and detection of frauds and errors and all transactions are authorized, recorded and reported
appropriately. Your Company operates through definitive Chart of Authorities (COAs) and Standard Operating
Procedures (SOPs) in respect of its operations including financial transactions. Such COAs and SOPs are
regularly monitored and if required, modified from time to time depending on business requirements.

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Bata India Limited

Your Company has an adequate system of internal financial controls commensurate with its size and scale of
operations, procedures and policies, ensuring orderly and efficient conduct of its business, including adherence
to the Company’s policies, safeguarding of its assets, prevention and detection of frauds and errors, accuracy
and completeness of accounting records, and timely preparation of reliable financial information.
Such practice provides reasonable assurance that transactions are recorded as necessary to permit
preparation of Financial Statements in accordance with the applicable legislations and that the same are well
within the COAs and SOPs, without exception. Your Company also monitors through its Internal Audit Team
the requirements of processes in order to prevent or timely detect unauthorized acquisition, use or disposition
of the Company’s Assets which could have a material effect on the Financial Statements of the Company. The
Internal Audit function is responsible to assist the Audit Committee and Risk Management Committee on an
independent basis with a complete review of the risk assessments and associated management action plans.
Risk Management is embedded in the Company’s operating framework. Your Company believes that risk
resilience is key to achieving higher growth. To this effect, there is a robust process in place to identify
key risks across the Company and prioritize relevant action plans to mitigate these risks. Risk Management
framework is reviewed periodically by the Board and the Audit Committee and Risk Management Committee,
which includes discussing the management submissions on risks, prioritising key risks and approving action
plans to mitigate such risks.
The Internal Audit Report and Risk Inventory Report are reviewed periodically by the Audit Committee of
the Board of Directors. The Chief Internal Auditor is a permanent invitee to the Audit Committee Meetings.
The Audit Committee advises on various risk mitigation exercises on a regular basis. Your Company has
been maintaining a separate Internal Audit Team headed by the Chief Internal Auditor appointed by the Audit
Committee of your Board.
Your Board has also constituted a Risk Management Committee comprising of the Directors and Senior
Executives of the Company under the Chairmanship of the Managing Director of the Company. The Terms
of Reference of the Risk Management Committee and a Risk Management Policy of the Company have also
been approved and adopted.
Your Board is of the opinion that the Internal Financial Controls, affecting the Financial Statements of your
Company are adequate and are operating effectively.
COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD AND GENERAL MEETINGS
During the year under review, the Company has duly complied with the applicable provisions of the Secretarial
Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) issued by The Institute
of Company Secretaries of India (ICSI).
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Industry structure and developments
The financial year 2017-18 was an eventful year with the adoption of GST. While there were some initial hiccups
that were to be expected, the implementation of the GST will act as a boon in the long term for the organized
manufacturing industry across the country.
The Indian footwear industry is currently under transformation phase and moving from a traditionally
labour-intensive industry to a more technological and innovation driven industry. The footwear industry in India
employs over 1.1 million workers, making it one of the top employment generating industry in the country.
The footwear production in India is over 22 billion pairs annually, which is approximately 9.6% of the total
global annual footwear output. India is the second largest global producer of footwear after China and also the
world’s third-largest footwear consumer after China and the USA. Almost 90% of the footwear manufactured
in India is sold in the domestic market. Today, India is already among the world’s top 10 footwear exporters,
and its share is growing. The organised footwear market in India is still dominated by men’s footwear which
contributes around 58% of the total retail footwear market and is expected to grow at a CAGR of around 10%
by 2020. The women’s footwear segment, however, is projected to grow at a much faster CAGR of around
20%. In terms of the product type, casual footwear is the largest product segment in the Indian footwear market
and contributes to approximately 67% of the total retail footwear market. The footwear industry is dominated

24 ANNUAL REPORT 2017-18


Bata India Limited

by the unorganized domestic footwear manufacturers but with the fast changing consumer behaviour, growing
Indian fashion and lifestyle market, increase in disposable income of middle class, awareness of fitness
among youth, urbanization and demographic changes, the organised sector footwear brands are likely to
witness higher growth in the near future.
The Indian footwear industry, is in a confident phase with growth in online shopping, fitness awareness, latest
style, fashion trends and consciousness among consumers. With the growing health and fitness awareness
amongst urban Indians, demand for fitness footwear has increased manifold and is expected to continue for
several years to come. Rapid growth was also registered in Internet retailing in India, which recorded double-
digit value share in overall footwear sales in 2017. It is expected that around 11% of total revenue in the Indian
footwear market will be generated through online sales by 2021. Due to rapidly increasing urbanization, there
is a also an opportunity in Tier II and Tier III cities across India.
The Government of India recently approved special package of Rs 2600 crore for leather and footwear sector
which also includes measures for simplification of labour laws. The package involves implementation of
central scheme ‘Indian Footwear, Leather & Accessories Development Programme’ with an approved
expenditure of Rs. 2600 crore over the three financial years from 2017-18 to 2019-20. The package would
lead to development of infrastructure for the leather sector, address environmental concerns specific to the
leather sector, facilitate additional investments, employment generation and increase in production.
Opportunities and Threats
Being aware of the changes in the external business environment coupled with growing competition both from
domestic and foreign players in the industry your Company is making constant endeavours to manufacture
better quality, comfortable and durable products. With an eye to improve customer shopping experience your
Company is focusing on larger format stores combined with better visual merchandising with continuous
focus on operational cost efficiency so that its able to retain its market share and grow further. The online
marketing initiatives using digital influencers have already proved to be successful mainly among the younger
consumers. With the infusion of new lines in men’s and women’s contemporary collection along with exciting
and colorful range for teenage consumers and a range of offerings for the sports & fitness lovers the footfalls
at stores are increasing. A range of products in the casual and lifestyle offering especially for working women
are expected to create a sustained demand for the future.
The competition is expected to intensify in the coming years with more and more organized players entering
the market with a range of offerings in formal and fashion segment. The brick and mortar retail industry is also
expected to witness intense competition from the innovative digital platforms.
Segment wise or product wise performance
Your Company operates in Footwear & Accessories Segment only and performances of major business
categories and key brands of your Company during the financial year ended March 31, 2018 are highlighted
below:
Retail Business
Your Company has followed a strategy of driving same store growth while adding new retail stores in Malls
and High Street locations to enhance its Retail footprint. During the twelve month period ended March 31,
2018, your Company added over 100 new retail stores, 31 franchisee stores & renovated more than 90 stores
across India. These spacious new stores are located in the growing markets of the country and are based
on global design, making them look enticing with contemporary display of the products. Your Company shall
continue to make investment on renovating existing stores hence creating a delightful shopping experience
for the customers by improving store layouts on the lines of new ‘Red Angela Store Concept’ and creating an
emphasis on key products within the retail stores. Your Company plans to focus on building the Bata Brand
and attract more footfalls in the retail stores through breathtaking windows, in-stores activities and amplify
various new launches of products and collections. Your Company is also focussed on improving customer
service at stores through regular training of store staff.
With the relaunch of Power range - ‘XO Rise’ Genesis, Glide Vapor & Speedy your Company is confident
of attracting teenagers and youth in a big way. As a step to building the brand “Power” your Company has
opened its first stand-alone Power store in Noida and plan to open more exclusive stores next year.

ANNUAL REPORT 2017-18 25


Bata India Limited

Your Company also opened the first Bata Women Store in India in Bengaluru focussed on catering to footwear
& accessories needs of woman consumers.
Digital Multi-Channel Business
Your Company’s online business has recorded a remarkable growth during the year under review. Your
Company sold more than 8.9 lac pairs of footwear through online channels and achieved a turnover of
Rs. 879 Million. Your Company’s e-commerce presence has penetrated in 1000+ cities and towns across India.
During the financial year, your Company’s e-commerce division worked on opportunities to diversify brand
reach in the existing online business models. Your Company further continued to strengthen its online
customer database by reaching out to the leading telecom, airline and banking players in association with
affiliated partners. There were continuous efforts to retain the loyalty database by reaching out to them
through SMS on a week-on-week basis. Your Company’s online business with partners like Amazon, Flipkart
etc. has grown across all portals - with a steep increase in secondary sales through competitive product
offerings, creation of interactive brand stores and rigorous marketing campaigns which in turn resulted better
secondary sales on these platforms. Various market expansion strategies were put in place like increase of
brand presence through marketplace model by listing products on high-traffic generating websites including
TataCliq, ShopClues, GoFynd and Limeroad.
Your Company’s e-commerce website www.bata.in migrated to a secure AWS server for enhanced performance
that includes features like auto scaling and elastic load balancing. The website of your Company has been
further enhanced to a better UX / UI which is simple, user friendly and high on fashion quotient. Your Company
has further upgraded its Mobile Application with interactive user-interface leading to an increase in registered
mobile users. With the launch of Bata Home Delivery your Company has also embarked on a journey towards
being a truly omni-channel organization where consumers can view and buy our products from any platform
and use our stores as a point of service. Going forward your Company will use digital devices in our stores
to show a wider range of products to the consumers thereby improving the overall conversion of our stores.
Hush Puppies
The financial year 2017-18 saw various new initiatives for Hush Puppies - your Company’s international brand
known for comfort, quality and style. Launching of new ‘Signature Collection’ across its exclusive stores,
marking a new tradition of contemporary and fashionable shoes for the new younger generation, etc. were the
major highlights for the brand. Apart from this, an increased focus on womens footwear as a premium comfort
category has been introduced in the new and refreshing lines of ‘The Body Shoe’ for women and the new
successful sporty casual collection. In addition to being available through the retail stores, wholesale network
and e-commerce channel of the Company, the brand has now expanded its presence through 90 exclusive
stores and 60 shop-in-shops in premium departmental stores. During the year under review, Hush Puppies
continues to strongly reposition itself as a Premium Lifestyle Casual Footwear brand. Your Company shall
continue to focus on offering new and unique products under this brand, with increased focus on comfort,
contemporary fashion and style making ‘Hush Puppies’ the most desired lifestyle footwear brand in India.
Children’s Footwear
In order to cater to the children’s ever changing footwear demand, your Company has been introducing
many new designs and innovative footwear. Through ‘Bubblegummers’ brand of footwear, your Company
has always been striving to make quality shoes with uncompromising comfort and features that safeguard
their little feet. Bubblegummers is retailed through all Bata stores across the Country and has been the first
point of contact to start our consumers’ journey to establish long term association with Bata. With 18% of the
Country’s population below the age of 10 years, potential to grow in the children category of footwear is huge
which makes this category as one of the key focus areas for your Company.
Your Company has opened its first Bubblegummers Store in Bengaluru which provide a unique shopping
experience to shoppers with great collection of shoes and accessories.
Your Company has further established an association with The Walt Disney Company India Pvt. Ltd. and
working with a set of designers from Disney, to create a complete collection covering all types of footwear
ranging from casual shoes, canvas shoes and Ballerinas to everyday-wear sandals and chappals. Your

26 ANNUAL REPORT 2017-18


Bata India Limited

Company has created exclusive ‘Disney Corners’ in some of its key retail stores across major cities in India to
highlight the collection and add value to the children category of footwear range.
Non-Retail Business
Your Company’s non-retail business division comprises of urban wholesale, industrial and institutional
business divisions. The urban wholesale business of your Company has been endeavouring to penetrate the
markets through a wide network of approximately 350 distributors across India. During the year under review,
the wholesale trade across India witnessed a slowdown as the business has been impacted by some external
factors like GST implementation. Your Company is strengthening its urban wholesale business, monitoring
team and efforts are being made to increase its market share in the wholesale footwear business.
Customer Care Initiatives
Your Company has a dedicated customer service team to ensure customers don’t face any inconvenience and
their queries and concerns get addressed in an amicable way. A toll free customer support number is there in
place so that customer can reach directly to the Company along with other channels like e-mail, Facebook,
Twitter etc. Your Company provides the best in class services to the customers, all the concerns are being
resolved within minimum timelines ensuring complete transparency. Your Company’s loyalty programme
“Bata Club” has increased its reach by registering over 19 Million members. The programme ensures
continuous engagement with members and rewards them special benefits upon purchase. These customer
engagement programmes are conducted throughout the year to drive increased footfalls and improved
conversion in both retail stores and on digital multi-channel platforms. Your Company has also started
collecting customer feedback about their shopping experience and measuring it as per the global standard
tool “NPS” (Net Promoter Score) since January 2018.
Outlook
Your Company has an established leadership position in the industry and is the most trusted name in branded
footwear and accessories. With the change in customer preferences, shoes have become a style statement
especially among the teenagers, youth and the affluent working class. The domestic demand for footwear is
projected to grow at a fast pace. The inclination towards purchase of products manufactured by established
brands is increasing. The digital platform, presence in social media, blogs and advertisements are fast catching
up with the brick and mortar sales model. Your Company is proactively engaged in taking appropriate steps to
tap these opportunities in order to improve its market share and retain its leadership position in the organized
footwear and accessories sector of the industry.
Risks and concerns and Contingent Liabilities
Your Company acknowledges the fact that competition from both domestic and international players is
increasing by every passing day. In addition to increasing competition the changing customer behavior and
impact of online marketing initiatives have an effect on your Company’s performance since your Company has
a huge network of retail stores Pan India. With the opportunity for employment gradually increasing people/
talent retention is considered as a challenge. Your Company also realizes that modernization of I.T. systems
along with having suitable protection from risk of loss / theft of data is one of the major areas of concern
globally. Your Company monitors its major risks and concerns at regular intervals. Appropriate steps are taken
in consultation with all concerned including the Risk Management Committee and the Audit Committee of the
Board to identify and mitigate suck risks.
During the normal course of its business operations, your Company has been subjected to litigations in
connection with or incidental thereto. These litigations include civil cases, excise and customs related cases,
etc. filed by and against the Company. These cases are being pursued with due importance and in consultation
with legal experts in respective areas. Your Board believes that the outcome of these cases are unlikely to
cause a materially adverse effect on the Company’s profitability or business performance. Your Company has
a Contingent Liability of Rs. 460.54 Million as on March 31, 2018 as compared to Rs. 576.97 Million as on
March 31, 2017. Attention is drawn to the explanations mentioned in Note No. 32 of the Notes to Financial
Statements for the financial year ended March 31, 2018. In view of the present status and based on legal
advice obtained from time to time, your Board is of the opinion that no provision is required to be made against
these Contingent Liabilities.

ANNUAL REPORT 2017-18 27


Bata India Limited

Internal control systems and their adequacy


A separate paragraph on internal control systems and their adequacy has been provided elsewhere in the
Board’s Report.
Discussion on financial performance
Your Company has been able to achieve profitable growth and believes that this is sustainable, barring
unforeseen circumstances.
The Earnings per Share (EPS) (Basic and Diluted) of your Company for the financial year ended
March 31, 2018 was at Rs. 17.40. The EPS for the previous financial year ended March 31, 2017 was
Rs. 12.35, which was lower primarily due to one-time exceptional expenses. Excluding such exceptional
items, the EPS of your Company for the financial year ended March 31, 2017 was Rs.14.04. Your Company
recorded EBITDA margin of 13.40% during the financial year under review as compared to 11.10% during the
financial year 2016-17.
Your Company does not have any Bank Borrowings and the entire capital expenditure has been funded
through internal sources.
The Capital Expenditure incurred during the year under review amounted to Rs. 930.77 Million as compared
to Rs. 386.79 Million in the previous year.
Material developments in human resource / industrial relations front, including number of people
employed
Your Company has been continuously working to improve human resources skills, competencies and
capabilities in the Company, which is critical to achieve desired results in lines with its strategic business
ambitions. Some key initiatives have been taken during the financial year 2017-18 in this direction are
summarized below:
• Execution of Long Term Agreement (LTA) for settlement of dues with the Worker’s Union at the
manufacturing units of the Company at Batanagar, Kolkata.
• Industrial relations at all the manufacturing units of your Company have been harmonious and peaceful
with active involvement of the employees in the collective bargaining process. Your Company has also
encouraged wholehearted participation of the employees and union in improving productivity as well as
quality of its products.
• The Retail Training Academy of your Company imparted training to 412 District Managers and Store
Managers for 10 - 12 weeks duration. During the year, 2091 Sales Promoters were trained on product as
well as customer service in our stores.
• As part of continuous learning initiative, your Company implemented online learning modules accessible on
mobile as well as tabs for its store staff. Each of the modules is supported by video content, presentations
as well as assessments. The completion of these modules leads to certification which is in turn mapped
to the career map for different roles.
• In order to retain good talent within the organization, your Company has strengthened the goal setting
and measurement process during the year supported with structured development plans for high potential
people to move into different roles. This has resulted in higher retention levels across the organization.
As on March 31, 2018, there were 4,698 permanent employees on the rolls of your Company.
CAUTIONARY STATEMENT
There are certain Statements which have been made in the Management Discussion and Analysis Report
describing the estimates, expectations or predictions, may be read as ‘forward-looking statements’ within the
meaning of applicable laws and regulations. The actual results may differ materially from those expressed
or implied. The important factors that would make a difference to the Company’s operations include
demand-supply conditions, raw material prices, changes in Government Policies, Governing Laws,
Tax regimes, global economic developments and other factors such as litigation and labour negotiations.

28 ANNUAL REPORT 2017-18


Bata India Limited

CORPORATE GOVERNANCE
In compliance with the provisions of Regulation 34 of the Listing Regulations read with Schedule V to the said
Regulations, the Corporate Governance Report of your Company for the financial year ended March 31, 2018
and a Certificate from M/s. B S R & Co., LLP, Chartered Accountants, the Auditors, on compliance with the
provisions of Corporate Governance requirements as prescribed under the Listing Regulations, are annexed
and forms part of this Annual Report.
BUSINESS RESPONSIBILITY REPORT (BRR)
In compliance with the provisions of Regulation 34(2)(f) of the Listing Regulations read with the SEBI Circular
No. CIR/CFD/CMD/10/2015 dated November 4, 2015, your Company has prepared a BRR in the prescribed
format for the financial year ended March 31, 2018 describing initiatives undertaken by it from an environment,
social and governance perspective in the format as specified by the SEBI which is annexed to the Board’s
Report and marked as Annexure VII. The BRR has been uploaded on the website of the Company at
www.bata.in and is available at the link https://bata.in/bataindia/a-29_s-181_c-42/investor-relations.html.
ACKNOWLEDGEMENTS
Your Board is grateful for the continuous patronage of the valued customers of the Company and remains
committed to delivering more style and comfort at every step. Your Board acknowledges and appreciates
the relentless efforts of the employees, workmen and staff including the management team headed by the
Executive Directors who always lead from the front in achieving a commendable business performance year
on year despite a challenging business environment.
Your Board is indebted for the unstinted support and trust reposed by you, the Members and also remains
thankful to Bata Shoe Organization (BSO) for their ongoing support and guidance.
Your Board wishes to place on record its deep appreciation of the Independent Directors and the
Non-Executive Directors of the Company for their immense contribution by way of strategic guidance, sharing
of knowledge, experience and wisdom, which helps your Company to take right decisions in achieving its
business goals.
Your Board acknowledges the support and co-operation received from all regulatory authorities of the Central
Government and all State Governments in India. Your Board takes this opportunity to thank all its vendors,
suppliers, dealers, banks and other stakeholders as it considers them essential partners in progress.

For and on behalf of the Board of Directors

UDAY KHANNA
Place : Gurugram Chairman
Date : May 22, 2018 DIN: 00079129

ANNUAL REPORT 2017-18 29


Bata India Limited
Annexure I

FORM NO. MGT - 9


EXTRACT OF ANNUAL RETURN
as on the Financial Year ended on March 31, 2018
[Pursuant to Section 92(3) of the Companies Act, 2013, and Rule 12(1) of the Companies
(Management and Administration) Rules, 2014]

I. REGISTRATION AND OTHER DETAILS


CIN L19201WB1931PLC007261
Registration Date December 23, 1931
Name of the Company Bata India Limited
Category / Sub-Category of the Company Public Company-Limited by Shares
Address of the Registered Office and 27B, Camac Street, 1st Floor, Kolkata – 700016, West Bengal
contact details Telephone: (033) 2301 4400
Fax: (033) 2289 5748
E-mail: corporate.relations@bata.com
Whether Listed Company Yes
Name, address and contact details of the M/s. R & D Infotech Private Limited
Registrar and Transfer Agent 7A, Beltala Road, 1st Floor,
Kolkata – 700026, West Bengal
Telephone: (033) 2419 2641 / 2642
Fax: (033) 2419 2642
E-mail: bata@rdinfotech.net / info@rdinfotech.net
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
Sl. Name and Description of main NIC Code of the Product / % to total turnover of the
No. Products / Services Service Company
1. Footwear & Accessories- Retail 47713 88.23
2. Footwear- Non Retail 46413 11.77
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES
Holding / % of Shares
Sl. Name and address of the Applicable
CIN / GLN Subsidiary / held by the
No. Company Section
Associate Company
Bata (BN) B.V.
Europaplein 1, 5684 ZC Best, Company Registration No.
1. Holding 52.96 2(46)
P.O. Box 990, 1000 AZ, 33038028
Amsterdam, The Netherlands
Bata Properties Limited
6A, S. N. Banerjee Road,
2. U70101WB1987PLC042839 Subsidiary 100 2(87)
Kolkata - 700013,
West Bengal
Coastal Commercial & Exim Wholly-owned
Limited Subsidiary of Bata
3. 16A, Shakespeare Sarani, U51311WB1991PLC053364 Properties Limited, - 2(87)
Kolkata - 700071, as referred in
West Bengal Sl. No. 2 above
Way Finders Brands Limited
204, Rashbehari Avenue,
4. U51909WB2014PLC204637 Subsidiary 100 2(87)
Kolkata - 700029,
West Bengal

30 ANNUAL REPORT 2017-18


Bata India Limited

IV. SHAREHOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
i) Category-wise Shareholding
No. of Shares held at the beginning of the year No. of Shares held at the end of the year %
% of Change
Category of Shareholders % of Total
Demat Physical Total Demat Physical Total Total during
Shares the year
Shares
A. Promoter
(1) Indian
a) Individual / HUF 0 0 0 0 0 0 0 0 0
b) Central Govt. 0 0 0 0 0 0 0 0 0
c) State Govt.(s) 0 0 0 0 0 0 0 0 0
d) Bodies Corporate 0 0 0 0 0 0 0 0 0
e) Banks / FI 0 0 0 0 0 0 0 0 0
f) Any Other 0 0 0 0 0 0 0 0 0
Sub-total (A)(1): 0 0 0 0 0 0 0 0 0
(2) Foreign
a) NRIs - Individuals 0 0 0 0 0 0 0 0 0
b) Other - Individuals 0 0 0 0 0 0 0 0 0
c) Bodies Corporate 68065514 0 68065514 52.96 68065514 0 68065514 52.96 0.00
d) Banks / FI 0 0 0 0 0 0 0 0 0
e) Any Other 0 0 0 0 0 0 0 0 0
Sub-total (A)(2): 68065514 0 68065514 52.96 68065514 0 68065514 52.96 0.00
Total Shareholding of
68065514 0 68065514 52.96 68065514 0 68065514 52.96 0.00
Promoter (A) = (A)(1)+(A)(2)
B. Public Shareholding
(1) Institutions
a) Mutual Funds / UTI 17139909 2302 17142211 13.34 22491559 600 22492159 17.50 4.16
b) Banks / FI 292852 2048 294900 0.23 494588 1680 496268 0.38 0.15
c) Central Govt. 0 0 0 0 0 0 0 0 0
d) State Govt.(s) 0 0 0 0 0 0 0 0 0
e) Venture Capital Funds 0 0 0 0 0 0 0 0 0
f) Insurance Companies 9938267 300 9938567 7.73 9790775 300 9791075 7.62 -0.11
g) FIIs 8720202 824 8721026 6.79 7951267 100 7951367 6.19 -0.60
h) Foreign Venture Capital 0 0 0 0 0 0 0 0 0
Funds
i) Others 0 0 0 0 0 0 0 0 0
Sub-total (B)(1): 36091230 5474 36096704 28.08 40728189 2680 40730869 31.69 3.61
(2) Non-Institutions
a) Bodies Corporate
i) Indian 7311093 14484 7325577 5.70 3425719 10436 3436155 2.67 -3.03
ii) Overseas 0 0 0 0 0 0 0 0 0
b) Individuals
i) Individual 13791444 1861782 15653226 12.18 13172027 1523237 14695264 11.43 -0.75
shareholders holding
nominal share capital
upto Rs. 1 lakh
ii) Individual 1376463 0 1376463 1.07 1359634 0 1359634 1.06 -0.01
shareholders holding
nominal share capital
in excess of
Rs. 1 lakh
c) Others
Directors and Relatives 10056 0 10056 0.01 10156 0 10156 0.01 0.00
IEPF Authority 0 0 0 0.00 229948 0 229948 0.18 0.18
Sub-total (B)(2): 22489056 1876266 24365322 18.96 18197484 1533673 19731157 15.35 -3.61
Total Public Shareholding
58580286 1881740 60462026 47.04 58925673 1536353 60462026 47.04 0.00
(B)=(B)(1)+(B)(2)
C. Shares held by Custodian
0 0 0 0 0 0 0 0 0
for GDRs & ADRs
Grand Total (A+B+C) 126645800 1881740 128527540 100.00 126991187 1536353 128527540 100.00 0.00

ANNUAL REPORT 2017-18 31


Bata India Limited

ii) Shareholding of Promoters


Shareholding at the beginning of the year Shareholding at the end of the year %
% of Shares % of Shares change
Sl. Shareholder’s % of total in share-
% of total Pledged / Pledged /
No. Name No. of No. of Shares holding
Shares of the encumbered encumbered
Shares Shares of the during
Company to total to total
Company the year
shares shares
1. BATA (BN) B.V. 68065514 52.96 0.00 68065514 52.96 0.00 0.00
Total 68065514 52.96 0.00 68065514 52.96 0.00 0.00
iii) Change in Promoters’ Shareholding:
There was no change in shareholding of Promoter during the financial year ended March 31, 2018.
iv) Shareholding Pattern of top ten Shareholders (Other than Directors, Promoters and Holders of
GDRs and ADRs):
Shareholding at the Shareholding at the
beginning of the year end of the year
Sl. % of total % of total
For Each of the Top 10 Shareholders
No. shares No. of shares
No. of Shares
of the Shares of the
Company Company
1 LIFE INSURANCE CORPORATION OF INDIA  
At the beginning of the year 8383966 6.52    
Date wise increase(+)/decrease(-) with reasons, during the year :
Date Reason        
21-07-17 Sell -189160 -0.15 8194806 6.38
28-07-17 Sell -554968 -0.43 7639838 5.94
04-08-17 Sell -455872 -0.35 7183966 5.59
18-08-17 Sell -76000 -0.06 7107966 5.53
25-08-17 Sell -404912 -0.32 6703054 5.22
01-09-17 Sell -537416 -0.42 6165638 4.80
08-09-17 Sell -181672 -0.14 5983966 4.66
At the end of the year       5983966 4.66
2 KOTAK FUNDS - INDIA MIDCAP FUND  
At the beginning of the year N.A. N.A.    
Date wise increase(+)/decrease(-) with reasons, during the year :
Date Reason        
04-08-17 Buy 372630 0.29 372630 0.29
11-08-17 Buy 474838 0.37 847468 0.66
18-08-17 Buy 8280 0.01 855748 0.67
25-08-17 Buy 75000 0.06 930748 0.72
01-09-17 Buy 192000 0.15 1122748 0.87
08-09-17 Buy 107478 0.08 1230226 0.96
06-10-17 Buy 5914 0.00 1236140 0.96
17-11-17 Buy 250000 0.19 1486140 1.16
24-11-17 Buy 370955 0.29 1857095 1.44
01-12-17 Buy 109803 0.09 1966898 1.53
08-12-17 Buy 25000 0.02 1991898 1.55
22-12-17 Buy 109878 0.09 2101776 1.64
29-12-17 Buy 81182 0.06 2182958 1.70
05-01-18 Buy 108386 0.08 2291344 1.78
19-01-18 Buy 126959 0.10 2418303 1.88
26-01-18 Buy 100000 0.08 2518303 1.96
02-02-18 Buy 29993 0.02 2548296 1.98
09-02-18 Buy 172524 0.13 2720820 2.12
16-02-18 Buy 155594 0.12 2876414 2.24
02-03-18 Buy 35053 0.03 2911467 2.27
09-03-18 Buy 50000 0.04 2961467 2.30
23-03-18 Buy 51705 0.04 3013172 2.34
At the end of the year     3013172 2.34
32 ANNUAL REPORT 2017-18
Bata India Limited

Shareholding at the Shareholding at the


beginning of the year end of the year
Sl.
For Each of the Top 10 Shareholders % of total % of total
No.
No. of Shares shares of the No. of Shares shares of the
Company Company
3 FRANKLIN TEMPLETON MUTUAL FUND
 
A/C FRANKLIN INDIA PRIMA PLUS
At the beginning of the year 2173426 1.69    
Date wise increase(+)/decrease(-) with reasons, during the year :
Date Reason        
21-04-17 Buy 26574 0.02 2200000 1.71
02-06-17 Buy 100000 0.08 2300000 1.79
27-10-17 Sell -17175 -0.01 2282825 1.78
03-11-17 Sell -82825 -0.06 2200000 1.71
24-11-17 Sell -200000 -0.16 2000000 1.56
At the end of the year     2000000 1.56
4 FIL INVESTMENTS (MAURITIUS)LTD  
At the beginning of the year 2565656 2.00    
Date wise increase(+)/decrease(-) with reasons, during the year :
Date Reason        
10-11-17 Sell -145981 -0.11 2419675 1.88
17-11-17 Sell -286065 -0.22 2133610 1.66
12-01-18 Sell -154444 -0.12 1979166 1.54
At the end of the year     1979166 1.54
5 FRANKLIN TEMPLETON MUTUAL FUND
 
A/C FRANKLIN INDIA PRIMA FUND
At the beginning of the year 1387522 1.08    
Date wise increase(+)/decrease(-) with reasons, during the year :
Date Reason        
26-05-17 Buy 75000 0.06 1462522 1.14
22-09-17 Sell -50000 -0.04 1412522 1.10
02-02-18 Buy 483541 0.38 1896063 1.48
At the end of the year     1896063 1.48
6 KOTAK SELECT FOCUS FUND  
At the beginning of the year 330000 0.26    
Date wise increase(+)/decrease(-) with reasons, during the year :
Date Reason        
07-04-17 Buy 215000 0.17 545000 0.42
14-04-17 Buy 207783 0.16 752783 0.59
26-05-17 Buy 247217 0.19 1000000 0.78
08-12-17 Buy 550000 0.43 1550000 1.21
15-12-17 Buy 24392 0.02 1574392 1.22
22-12-17 Buy 175608 0.14 1750000 1.36
09-02-18 Buy 50000 0.04 1800000 1.40
At the end of the year     1800000 1.40
7 IDFC PREMIER EQUITY FUND  
At the beginning of the year 1561455 1.21    
Date wise increase(+)/decrease(-) with
0 0.00 0 0.00
reasons, during the year
At the end of the year     1561455 1.21

ANNUAL REPORT 2017-18 33


Bata India Limited

Shareholding at the Shareholding at the


beginning of the year end of the year
Sl.
For Each of the Top 10 Shareholders % of total % of total
No.
No. of Shares shares of the No. of Shares shares of the
Company Company
8 KOTAK MAHINDRA LIFE INSURANCE
 
COMPANY LTD.
At the beginning of the year 1299889 1.01    
Date wise increase(+)/decrease(-) with reasons, during the year :
Date Reason        
26-05-17 Buy 130784 0.20 1430673 1.11
23-06-17 Sell -36068 -0.06 1394605 1.09
30-06-17 Sell -36252 -0.06 1358353 1.06
28-07-17 Sell -75640 -0.12 1282713 1.00
04-08-17 Sell -50000 -0.08 1232713 0.96
13-10-17 Buy 83426 0.13 1316139 1.02
20-10-17 Sell -8090 -0.01 1308049 1.02
27-10-17 Buy 54520 0.08 1362569 1.06
03-11-17 Buy 18759 0.03 1381328 1.07
15-12-17 Sell -5322 -0.01 1376006 1.07
29-12-17 Sell -354 0.00 1375652 1.07
05-01-18 Sell -1023 0.00 1374629 1.07
12-01-18 Sell -36427 -0.06 1338202 1.04
26-01-18 Buy 25484 0.04 1363686 1.06
02-02-18 Buy 31839 0.05 1395525 1.09
23-03-18 Sell -7962 -0.01 1387563 1.08
At the end of the year     1387563 1.08
9 ADITYA BIRLA SUN LIFE TRUSTEE PRIVATE
LIMITED A/C ADITYA BIRLA SUN LIFE  
BALANCED 95
At the beginning of the year 137776 0.11    
Date wise increase(+)/decrease(-) with reasons, during the year :
Date Reason        
14-04-17 Sell -137776 -0.11 0 0.00
22-12-17 Buy 47500 0.04 47500 0.04
29-12-17 Buy 241000 0.19 288500 0.22
05-01-18 Buy 385500 0.30 674000 0.52
12-01-18 Buy 114500 0.09 788500 0.61
19-01-18 Buy 440000 0.34 1228500 0.96
16-02-18 Buy 100000 0.08 1328500 1.03
At the end of the year     1328500 1.03
10 KOTAK EMERGING EQUITY SCHEME  
At the beginning of the year 298543 0.23    
Date wise increase(+)/decrease(-) with reasons, during the year :
Date Reason        
21-04-17 Buy 100000 0.08 398543 0.31
12-05-17 Buy 100000 0.08 498543 0.39
26-05-17 Buy 86457 0.07 585000 0.46
02-06-17 Buy 50000 0.04 635000 0.49
09-06-17 Buy 24269 0.02 659269 0.51
16-06-17 Buy 50000 0.04 709269 0.55
23-06-17 Buy 30000 0.02 739269 0.58
30-06-17 Buy 100000 0.08 839269 0.65
08-12-17 Buy 50000 0.04 889269 0.69
22-12-17 Buy 25000 0.02 914269 0.71
05-01-18 Buy 30000 0.02 944269 0.73
19-01-18 Buy 125000 0.10 1069269 0.83
23-02-18 Buy 25000 0.02 1094269 0.85
23-03-18 Buy 30000 0.02 1124269 0.87
At the end of the year     1124269 0.87

34 ANNUAL REPORT 2017-18


Bata India Limited

Shareholding at the Shareholding at the end of


beginning of the year the year
Sl.
For Each of the Top 10 Shareholders % of total % of total
No.
No. of Shares shares of the No. of Shares shares of the
Company Company
11 BAJAJ HOLDINGS AND INVESTMENT LTD  
At the beginning of the year 1067022 0.83    
Date wise increase(+)/decrease(-) with reasons,
0 0.00 0 0.00
during the year
Ceased to be part of top ten shareholders of the
  1067022 0.83
Company w.e.f. 19-01-2018
At the end of the year     N.A. N.A.
12 HDFC STANDARD LIFE INSURANCE
 
COMPANY LIMITED
At the beginning of the year 1122921 0.87    
Date wise increase(+)/decrease(-) with reasons, during the year :
Date Reason        
26-05-17 Sell -1122921 -1.75 0 0.00
02-06-17 Buy 1122921 1.75 1122921 0.87
30-06-17 Sell -184 0.00 1122737 0.87
14-07-17 Sell -299 0.00 1122438 0.87
21-07-17 Sell -306 0.00 1122132 0.87
28-07-17 Buy 605 0.00 1122737 0.00
06-10-17 Buy 2718 0.00 1125455 0.88
03-11-17 Sell -60000 -0.09 1065455 0.83
08-12-17 Buy 3421 0.01 1068876 0.83
15-12-17 Buy 26693 0.04 1095569 0.85
22-12-17 Sell -1615 0.00 1093954 0.85
29-12-17 Sell -5836 -0.01 1088118 0.85
05-01-18 Sell -4894 -0.01 1083224 0.84
19-01-18 Sell -67000 -0.10 1016224 0.79
16-02-18 Sell -4910 -0.01 1011314 0.79
23-02-18 Buy 127 0.00 1011441 0.79
02-03-18 Buy 1419 0.00 1012860 0.79
16-03-18 Sell -6464 -0.01 1006396 0.78
23-03-18 Buy 20000 0.03 1026396 0.80
Ceased to be part of top ten shareholders of the
    1026396 0.80
Company w.e.f. 23-03-2018
At the end of the year     N.A. N.A.
13 ADITYA BIRLA SUN LIFE TRUSTEE PRIVATE
 
LIMITED A/C BIRLA SUN LIFE MNC FUND
At the beginning of the year 1108114 0.86    
Date wise increase(+)/decrease(-) with reasons, during the year :
Date Reason        
07-04-17 Sell -17225 -0.01 1090889 0.85
28-04-17 Sell -34400 -0.03 1056489 0.82
02-03-18 Sell -45000 -0.04 1011489 0.79
Ceased to be part of top ten shareholders of the
    1011489 0.79
Company w.e.f. 02-03-2018
At the end of the year     N.A. N.A.

ANNUAL REPORT 2017-18 35


Bata India Limited

Shareholding at the Shareholding at the


beginning of the year end of the year
Sl.
For Each of the Top 10 Shareholders % of total % of total
No.
No. of Shares shares of the No. of Shares shares of the
Company Company
14 ICICI PRUDENTIAL LONG TERM EQUITY
 
FUND (TAX SAVINGS)
At the beginning of the year 1147724 0.89    
Date wise increase(+)/decrease(-) with reasons, during the year :
Date Reason        
28-04-17 Sell -199140 -0.15 948584 0.74
02-06-17 Sell -38483 -0.03 910101 0.71
16-06-17 Sell -66036 -0.05 844065 0.66
23-06-17 Sell -60355 -0.05 783710 0.61
30-06-17 Buy 16565 0.01 800275 0.62
07-07-17 Sell -206288 -0.16 593987 0.46
14-07-17 Sell -137648 -0.11 456339 0.36
29-09-17 Sell -32369 -0.03 423970 0.33
06-10-17 Sell -123869 -0.10 300101 0.23
13-10-17 Sell -300101 -0.23 0 0.00
Ceased to be part of top ten shareholders of the Company
  0 0.00
w.e.f. 13-10-2017  
At the end of the year     N.A. N.A.
Note: The above information is based on download of beneficial ownership received from Depositories.

v) Shareholding of Directors and Key Managerial Personnel:


Shareholding at the Cumulative Shareholding
beginning of the year during the year
Sl. For Each of the Directors and Key Managerial
No. Personnel % of total
% of total Shares of
No. of Shares Shares of the No. of Shares
the Company
Company
1. Mr. Uday Khanna, Chairman and Independent Director
At the beginning of the year 10000 0.01
Date wise increase (+) / decrease (-) with 0 0.00 0 0.00
reasons, during the year
At the end of the year 10000 0.01
2. Mr. Sandeep Kataria, Whole-time Director and Chief Executive Officer *
At the beginning of the year N.A N.A.
Appointed with effect from 14/11/2017 100 0.00
Date wise increase (+) / decrease (-) with reasons, 0 0.00 0 0.00
during the year
At the end of the year 100 0.00
3. Mr. Ram Kumar Gupta, Director Finance and Chief Financial Officer
At the beginning of the year 56 0.00
Date wise increase (+) / decrease (-) with reasons, 0 0.00 0 0.00
during the year
At the end of the year 56 0.00
* Appointed with effect from November 14, 2017.
Other than Mr. Uday Khanna, Mr. Sandeep Kataria and Mr. Ram Kumar Gupta, no other Director and Key
Managerial Personnel held any share(s) in the Company either at the beginning of the financial year, during
the financial year or as at the end of the financial year 2018-17.
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding / accrued but not due for payment relating
to Secured Loans, Unsecured Loans and / or Deposits: NIL

36 ANNUAL REPORT 2017-18


Bata India Limited

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL


A. Remuneration to Managing Director, Whole-time Director(s) and / or Manager:
(Rs. in Million)
Name of the Managing Director and Whole-time Directors
Mr. Ram Kumar
Mr. Sandeep
Mr. Rajeev Gupta,
Sl. Kataria, Whole- Total
Particulars of Remuneration Gopalakrishnan, Director Finance
No. time Director and Amount
Managing and
Chief Executive
Director Chief Financial
Officer*
Officer
1. Gross Salary
(a) Salary as per provisions 44.21 10.06 19.07 73.34
contained in Section 17(1) of
the Income-Tax Act, 1961.
(b) Value of perquisites under 0.50 0.35 0.04 0.89
Section 17(2) of the Income-
Tax Act, 1961.
(c) Profits in lieu of salary - - - -
under Section 17(3) of the
Income-Tax Act, 1961.
2. Stock Option - - - -
3. Sweat Equity - - - -
4. Commission
− as % of profit - - - -
− Others, specify - - - -
5. Others, please specify - - - -
Total (A) 44.71 10.41 19.11 74.23
Ceiling as per the Act (10% of Net Profits of the Company calculated under Section
350.44
198 of the Companies Act, 2013)
* Appointed with effect from November 14, 2017.
B. Remuneration to other Directors:
(Rs. in Million)
Independent Directors
Name of the Directors
Total
Sl. No. Particulars of Remuneration Mr. Uday Mr. Akshay Ms. Anjali Mr. Ravindra
Amount
Khanna Chudasama Bansal Dhariwal
1. • Fee for attending Board / 0.85 0.80 0.60 1.25 3.50
Committee Meetings
2. • Commission 2.65 1.32 1.32 1.32 6.61
3. • Others, please specify - - - - -
Total (B) 3.50 2.12 1.92 2.57 10.11
Ceiling as per the Act (1% of Net Profits of the Company calculated under 35.04
Section 198 of the Companies Act, 2013)
Total Managerial Remuneration [Total (A) + Total (B)] 84.34
Overall ceiling as per the Act (11% of Net Profits of the Company calculated under 385.48
Section 198 of the Companies Act, 2013)
Mr. Christopher Kirk and Mr. Shaibal Sinha, Non-Executive Directors of the Company do not accept sitting
fees and / or Commission on the Net Profits of the Company.

ANNUAL REPORT 2017-18 37


Bata India Limited

C. Remuneration to Key Managerial Personnel other than MD / Manager / WTD:


(Rs. in Million)
Mr. Maloy Kumar Mr. Arunito Ganguly,
Sl. Gupta, Assistant Vice President,
Particulars of Remuneration
No. Company Secretary & Company Secretary &
Compliance Officer* Compliance Officer **
1. Gross Salary
(a) Salary as per provisions contained in Section 3.31 0.71
17(1) of the Income-Tax Act, 1961
(b) Value of perquisites under Section 17(2) of - -
the Income-Tax Act, 1961
(c) Profits in lieu of salary under Section 17(3) - -
of the Income-Tax Act, 1961
2. Stock Option - -
3. Sweat Equity - -
4. Commission
− as % of profit - -
− Others, specify - -
5. Others, please specify - -
Total 3.31 0.71
* Ceased with effect from October 31, 2017.
** Appointed with effect from December 15, 2017.

VII. PENALTIES / PUNISHMENT / COMPOUNDING OF OFFENCES:

There were no penalties / punishments / compounding of offences for breach of any section of the
Companies Act, 2013 against the Company, it’s Directors or other officers in default, during the financial
year ended March 31, 2018.

For and on behalf of the Board of Directors

Uday Khanna
Place : Gurugram Chairman
Date : May 22, 2018 DIN: 00079129

38 ANNUAL REPORT 2017-18


Bata India Limited

Annexure II

Form No. MR - 3
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED MARCH 31, 2018
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To,
The Members
BATA INDIA LIMITED
CIN : L19201WB1931PLC007261
We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the
adherence to good corporate practices by BATA INDIA 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 Company’s books, papers, minute books, forms and returns filed and other
records maintained by the Company and also the information provided by the Company, its officers, agents
and authorised representatives during the conduct of Secretarial Audit, we hereby report that in our opinion,
the Company has, during the audit period covering the financial year ended on March 31, 2018, 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 maintained by
the Company for the financial year ended on March 31, 2018, according to the provisions of :
(i) The Companies Act, 2013 (the Act) and the rules made thereunder;
(ii) The Securities Contracts (Regulation) Act, 1956 (SCRA) and the rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
(iv) The Foreign Exchange Management Act, 1999 (FEMA) and the rules and regulations made thereunder to
the extent of Foreign Direct Investment (FDI), Overseas Direct Investment (ODI) and External Commercial
Borrowings (ECBs);
(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, 2015;
(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)
Regulations, 2009;
(d) The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014;
(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act and dealing with client;
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009;
(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; and
(i) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015;

ANNUAL REPORT 2017-18 39


Bata India Limited

(vi) The Company belongs to the Footwear Industry. To the best of our knowledge and believe and as confirmed
by the Management of the Company there is no specific law applicable to the Footwear Industry in India.
We have also examined compliance with the applicable clauses of the following :
(i) Secretarial Standards on Meetings of the Board of Directors (SS-1) and on General Meetings (SS-2)
issued by The Institute of Company Secretaries of India.
(ii) The revised uniform Listing Agreement entered into by the Company on 18th February, 2016 with the
BSE Limited, the National Stock Exchange of India Limited and the Calcutta Stock Exchange Limited.
During the year under review the Company has complied with the applicable provisions of the Acts, Rules,
Regulations, Guidelines, Standards, etc. mentioned above. However, it is observed that the provisions of
the FEMA and rules and regulations made thereunder to the extent of ODI and ECBs; and provisions of
Regulations and Guidelines mentioned in (c), (d), (e), (g) and (h) under item no. (v) of para 3 above, were not
applicable to the Company during the year under review.
We further report that
I. The Board of Directors of the Company is duly constituted with proper balance of Executive Directors,
Non-Executive Directors and Independent Directors. The changes in the composition of the Board
of Directors that took place during the year under review were carried out in compliance with the
provisions of the Act.
II. Adequate notice is given to all Directors to schedule the Board Meetings, agenda and detailed notes
on agenda were sent at least seven days in advance; and a system exists for seeking and obtaining
further information and clarifications on the agenda items before the meeting and for meaningful
participation at the meeting.
III. During the year under review, all the decisions at the meetings of the Board and Committees thereof,
were carried out unanimously as the Minutes of these Meetings did not reveal any dissenting member’s
view.
We further report that there are adequate systems and processes in the Company, commensurate with the
size and operations of the Company, to monitor and ensure compliance with applicable laws, rules, regulations
and guidelines.
We further report that no specific event having a major bearing on the Company’s affairs in pursuance of the
above referred laws, rules, regulations, guidelines, standards, etc. has taken place during the year under
review.

For P. SARAWAGI & ASSOCIATES


Company Secretaries

(P. K. Sarawagi)
Proprietor
Place : Kolkata Membership No.: FCS-3381
Date : May 22, 2018 C. P. No.: 4882
This Report is to be read with our letter of even date which is annexed to this Report as Annexure – A and
forms integral part of this Report.

40 ANNUAL REPORT 2017-18


Bata India Limited

Annexure - A

To,
The Members
BATA INDIA LIMITED
CIN : L19201WB1931PLC007261

Our Report of even date is to be read along with this letter.

1. Maintenance of secretarial records 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 processes 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 processes 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. 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 procedures on test
basis.
5. Wherever required, we have obtained the Management Representation about the compliance of laws,
rules and regulations and happening of events etc.
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.

For P. SARAWAGI & ASSOCIATES


Company Secretaries

(P. K. Sarawagi)
Proprietor
Membership No.: FCS-3381
Place : Kolkata C. P. No.: 4882
Date : May 22, 2018

ANNUAL REPORT 2017-18 41


Bata India Limited

Annexure - III

Information Pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the
Companies (Accounts) Rules, 2014 forming part of the Board’s Report for the financial year ended
March 31, 2018
(A) CONSERVATION OF ENERGY
i. The steps taken or impact on conservation of energy:
a) Optimization of different rubber processing steps like compounding / mixing / pressing in Rubber
factory for maximum utilization of input energy.
b) Installation of Translucent sheets & natural air driven turbo fans on roof for working in shop floor
with day light & natural ventilation.
c) Installation of energy efficient LED lights by replacing high energy consuming lights.
d) Introduced Variable Frequency Drive (VFD) motors in conveyors to save energy.
e) Installed automated “Switch off” devices in the offices for controlling energy cut during
non-occupancy of the offices.
ii. The steps taken by the Company for utilizing alternate sources of energy:
Introduction of “Solar Energy” is under evaluation.
iii. The capital investment on energy conservation equipments:

Financial Year 2017-18 2016-17 2015-16


Amount (Rs. in Million) 5.52 0.55 0.37
(B) TECHNOLOGY ABSORPTION
i. The efforts made towards technology absorption:
a) Material Development
b) Process Development
c) Product Development
d) Footwear Moulds
e) Waste Utilization
f) Energy Savings
g) Enhancing of Safe Work Environment
h) Cater to Export Specification Requirement
i) Computerization & Data Processing
ii. The benefits derived like product improvement, cost reduction, product development or import
substitution:
1. Developed & introduced new synthetic upper material for PU sandal with better physical properties
for improved durability & higher quality.
2. Introduced value added Power sports shoe with molded KPU upper & IMEVA &TPR sole.
3. Developed & introduced new range of Industrial Safety Boots with DIN leather with water penetration
resistance.
4. Developed & introduced approx 150 New Articles during this financial year as per requirement of
Marketing Division.
5. Developed & introduced alternative chemicals by replacing existing chemicals for producing more
cost effective shoes without compromising quality.

42 ANNUAL REPORT 2017-18


Bata India Limited

6. Introduced moulded Memory Cushion socks for sports shoe to improve comfort.
7. Developed & introduced different new moulds for new articles such as, Butterfly, Dance School,
Walk School for DIP project, Cushion Cold mould & Pata Pata sheet mould for BGM sandal & EVA
Thong for better aesthetic look according to market demand.
8. Developed and introduced new non-woven synthetic PU upper with improved quality for specific
shoes.
9. Developed & introduced dark shade Buff suede leather for specific shoes with improved appearance
& quality.
10. Introduced 4 way imported Lycra upper material for DIP project for better comfort & product appeal.
11. During the period under review, the Company undertook modernization of Batanagar Factory for
strengthening of old building structures, replacement of old machines by less energy sensitive
machines for the benefit of energy savings, quality improvement and productivity enhancement .
iii. In case of imported technology (imported during the last three years reckoned from the
beginning of the financial year): NIL
a. the details of technology imported;
b. the year of import;
c. whether the technology been fully absorbed; and
d. if not fully absorbed, areas where absorption has not taken place, and the reasons thereof.
iv. Expenditure incurred on Research and Development:
Capital : Rs. 0.19 Million
Recurring : Rs. 57.74 Million
Total : Rs. 57.93 Million

(C) FOREIGN EXCHANGE EARNINGS AND OUTGO


Activities relating to export : Rs. 139.83 Million
Total Foreign exchange used : Rs. 2648.43 Million
Total Foreign exchange earned : Rs. 160.97 Million

For and on behalf of the Board of Directors

UDAY KHANNA
Place : Gurugram Chairman
Date : May 22, 2018 DIN: 00079129

ANNUAL REPORT 2017-18 43


Bata India Limited

Annexure IV

ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES


[Pursuant to Section 135 of the Companies Act, 2013 and Rule 8 of the
Companies (Corporate Social Responsibility Policy) Rules, 2014]

Corporate Social Responsibility of the Company and its Policy


Your Company works on the belief that organizations should exist to serve a social purpose and enhance
the lives of people connected through the business. Your Company has a CSR policy in place which aims to
ensure that your Company continues to operate its business in an economically, socially and environmentally
sustainable manner, while recognizing the interests of all its stakeholders. Your Company plans to take up
CSR programme, which benefits the communities in and around the vicinity of its operational presence and
over a period of time, results in enhancing the quality of life of the people in those areas.
During the financial year ended March 31, 2018, your Company focussed on promotion of educational
initiatives by supporting the schools near its area of operations. It participated in the Prime Minister’s ‘Skill
India Campaign’ by enhancing employability skills of the underprivileged youth. Under the Company’s Happy
Steps Programme, your Company was also engaged in undertaking educational awareness workshops
amongst the school children and provided shoes to the underprivileged members of the society, with the aim
to eradicate poverty, promote preventive healthcare and promote education.
During the year under review, your Company was engaged with CSR activities with 6 schools and touched
lives of around 3,000 school children through various programmes, trained 200 youths on an on-going basis
in retail sales employability training programme under the Prime Minister’s ‘Skill India Campaign’ and is in
the process to build public toilets at 5 metro stations in New Delhi in collaboration with DMRC (Delhi Metro
Rail Corporation) and Sulabh Sanitation Mission Foundation (SSMF) as part of ‘Swachh Bharat Mission’
of Government of India. Your Company also maintains the school toilets constructed last year across 14
schools and builds capacities of the school children and authorities as per the guidelines of Minimum Swachh
Vidyalaya Package of the Ministry of Human Resource Development, Government of India.
The CSR Policy of your Company elucidates the responsibilities of the Board of Directors and the CSR
Committee thereof as well as implementation and monitoring process towards achieving the Company’s CSR
goals. The CSR Policy of your Company has been uploaded on the website of the Company at www.bata.in
and is available at the link https://bata.in/0/pdf/CorporateSocialResponsibilityPolicy.pdf.
CSR Committee
The Board of Directors of your Company has constituted a CSR Committee of Directors in terms of the
requirements of Section 135 of the Companies Act, 2013 and the Companies (Corporate Social Responsibility
Policy) Rules, 2014 to identify, approve and monitor proper execution and implementation of the CSR Projects
and CSR Activities undertaken by the Company.
Composition of CSR Committee
The Composition of the CSR Committee along with the Name and Designation of Directors as Members are
detailed below. The Company Secretary acts as the Secretary to the Committee.

Sl. No. Name of the Director Designation


1. Mr. Akshay Chudasama Independent Director, Chairman of the Committee
2. Mr. Ravindra Dhariwal Independent Director, Member
3. Mr. Rajeev Gopalakrishnan Managing Director, Member
4. Mr. Ram Kumar Gupta Director Finance and Chief Financial Officer, Member

44 ANNUAL REPORT 2017-18


Bata India Limited

Details of CSR Expenditures

Amount Amount
Particulars (Rs. in (Rs. in
Million) Million)
A. Net Profits of the Company for the:
• financial year ended March 31, 2015 3089.21
• financial year ended March 31, 2016 2728.24
• financial year ended March 31, 2017 2552.44
B. Aggregate Net Profits of the Company for the last three financial years 8369.89
C. Average Net Profits of the Company for the last three financial years 2789.96
D. Prescribed CSR Expenditure (2% of amount stated in Item no. C above) 55.80
E. Details of CSR Expenditure during the financial year :
• Amount spent 71.14
• Amount unspent -

F. Manner in which the amount spent during the financial year is detailed below:
Amount spent
Projects or
Amount on the Projects
Programs Cumulative
Outlay or Programs
(1) Local area or Expenditure Amount
Sector in (budget) Sub-heads:
other upto the spent: Direct
Sl. CSR Project / Activity which the Project or (1) Direct
(2) Specify the reporting or through
No. identified Project is Programs expenditure
state and district period implementing
covered wise on Projects or
where Projects (Rs. in agency
(Rs. in Programs
or Programs was Million)
Million) (2) Overheads
undertaken
(Rs. in Million)

1. Promotion of quality Promotion of Kolkata, West 23.65 23.65 23.65 Direct


education in the schools: Education Bengal; Gurugram,
Haryana; Patna, Agencies:
• Infrastructural upgrade Bihar; NGO – SHARP,
• Celebrating Special Delhi NGO – NIIT
days and events Foundation,
• Awareness workshops, NGO- HLFPPT,
health check-up camps NGO- Rishi
• Computer classes Chaitanya Trust
• Science lab (Shakti Vidya
• Sports classes Nidhi Kosh),
• Girl child education NGO - Agastya
International
Foundation,
NGO –
NCPEDP,
NGO- Sugam

2. Conducting employment Skill Bengaluru, 2.11 2.11 2.11 Agencies:


enhancement vocational Development Karnataka; Chennai, NGO -
skills amongst Coimbatore, Tamil Sambhav
underprivileged youth Nadu Foundation,
NGO - Centum
Foundation

ANNUAL REPORT 2017-18 45


Bata India Limited

Projects or Amount spent


Programs Amount on the Projects Cumulative
(1) Local area or Outlay or Programs
Expenditure
other (budget) Sub-heads: upto the Amount spent:
Sl. CSR Project / Sector in which
Project or (1) Direct reporting Direct or through
the Project is (2) Specify the
No. Activity identified covered
Programs expenditure period implementing
state and district wise agency
where Projects on Projects or (Rs. in
(Rs. in
or Programs was Million) Programs Million)
(2) Overheads
undertaken (Rs. in Million)

3. Donation of Eradicating Pune, Maharashtra; 41.39 41.39 41.39 Agencies:


shoes to the poverty & Bengaluru, NGO- Sambhav
underprivileged Karnataka; Haryana; Foundation,
reducing NGO- Concern
children and Delhi;
communities at inequalities India Foundation,
faced by socially Kolkata, West
large NGO – Catholic
& economically Bengal
Club Orphans
backward Trust,
groups, NGO – Indian
Preventive Council for Child
Welfare
Healthcare

4. Public toilets at Promoting New Delhi; 3.49 3.49 3.49 Agencies:


metro stations and preventive Gurugram, Haryana NGO – Sulabh
maintenance of healthcare and International
school toilets sanitation Social Service
Organization,
NGO- Sulabh
Sanitation
Mission
Foundation

5. Promotion of Sports Community Gurugram, Haryana 0.20 0.20 0.20 Agencies:


amongst the youth Development District Amateur
from the community Body Building
near our area of Federation
operations
Agency:
6. Medical camps Disaster Saharsa District, 0.30 0.30 0.30 SEEDS
during Bihar floods relief and Bihar (Sustainable
rehabilitation Environment
and Ecological
Development
Society)
TOTAL 71.14 71.14 71.14

Details of Implementing Agencies:


Your Company has partnered with various non-profit organizations in order to leverage upon the collective
expertise, to implement CSR programmes.
a) School Health Annual Programme (SHARP) - Your Company partnered with them on taking up various
educational health awareness workshops at schools adopted under BCP. It is registered under the Societies
Registration Act, 1860 and it works with an objective of providing healthy and a hygienic environment to
Government and private school children and reaches out to the community health interventions as well.
SHARP being the premier NGO in the field of school health has been working in the schools, hospitals
and the community for the last 15 years and has established itself as the largest School Health NGO in
the country.
b) Sambhav Foundation - Your Company partnered with them to impart training on retail sales to the
underprivileged youth in Delhi, Mumbai, Pune, Chennai & Coimbatore. It is registered under the Indian
Trust Act, 1882 and it works towards skilling underprivileged youth in the communities through its NSDC
(National Skills Development Corporation) certified implementing partner. It also works on the issues of
prevention of disability.
46 ANNUAL REPORT 2017-18
Bata India Limited

c) Centum Foundation - Your Company partnered with them to impart training on retail sales to the youth
in Bengaluru and Jaipur. It is registered under the provisions of the Societies Registration Act, 1860 and is
engaged in the activities of vocational training and implementing other projects of social importance and
committed to build an empowered India by providing skills for employability through Centum WorkSkills
India (Centum WSI), NSDC certified implementing partner.
d) Sulabh International Social Service Organization (SISSO) - Your Company partnered with them
to maintain the school toilets at government schools. It is registered under the Societies Registration
Act, 1860 and has been a pioneer organization to work on providing health & sanitation facilities to the
communities.
e) Sulabh Sanitation Mission Foundation (SSMF) - Your Company partnered with them to build public
toilets at metro stations in Delhi. It is registered under the Societies Registration Act, 1860 and has been a
pioneer organization to work on providing health & sanitation facilities to the communities.
f) Delhi Metro Rail Corporation (DMRC) - Your Company partnered with them to build public toilets at
metro stations in Delhi. The Delhi Metro has been instrumental in ushering in a new era in the sphere
of mass urban transportation in India. The Delhi Metro Rail Corporation Limited (DMRC) was registered
on 3rd May, 1995 under the Companies Act, 1956 with equal equity participation of the Government of
the National Capital Territory of Delhi (GNCTD) and the Central Government to implement the dream of
construction and operation of a world-class Mass Rapid Transport System (MRTS).
g) Hindustan Latex Family Planning Promotion Trust (HLFPPT) - Your Company partnered with them to
undertake the school health programme in the schools. HLFPPT is a not-for-profit organization, promoted
by HLL Lifecare Limited (A Government of India Enterprise) and is registered as per 12th Act of 1955,
Travancore-Cochi Literary Scientific Charitable Societies Registration Act. The NGO is a pioneer in
undertaking adolescent healthcare and school health programmes.
h) NIIT Foundation - Your Company partnered with them to implement computer project for the children in
the schools. It is registered under the Societies Registration Act, 1860 and is a pioneer in IT Education.
i) Sugam NGO - Your Company partnered with them to support a non-formal school for the underprivileged
kids in a slum area. Sugam NGO is a non-profit registered under the Societies Registration Act, 1860.
j) Rishi Chaitanya Trust (Project- Shakti Vidya Nidhi Kosh) - Your Company partnered with them to
support education for the girl child and donation of shoes to underprivileged girls. It is registered under the
Indian Trust Act, 1882. The project for which the support has been provided during the year is called Shakti
Vidya Nidhi Kosh, which works for empowerment of girl child at a Pan India level by running schools for
them, imparting training on various vocational skills, sponsoring marriage of orphan girls, etc.
k) Agastya International Foundation - Your Company partnered with them to set up science centres in the
schools. It is a registered Trust founded in April 1999 that runs one of the world’s largest mobile hands-on
science education programme for economically disadvantaged children and Government school teachers.
Through all its programmes, Agastya has reached over 8 million children and 2,00,000 teachers in 18
states across India.
l) Sustainable Environment and Ecological Development Society (SEEDS) - Your Company collaborated
with them to hold medical camps in flood affected areas in Bihar. The organization is registered under the
Societies Registration Act, 1860 and a humanitarian non-profit organization working to make vulnerable
communities resilient to disasters. SEEDS is the first and the only NGO in India, working in humanitarian
response, to be certified by Geneva based Humanitarian Accountability Partnership (HAP) and is signatory
to the Code of Conduct for the International Red Cross and Red Crescent.
G. Responsibility Statement
On behalf of the CSR Committee, we hereby affirm that the implementation and monitoring of CSR Policy is
in compliance with the CSR objectives and Policy of the Company.

RAJEEV GOPALAKRISHNAN AKSHAY CHUDASAMA


Place : Gurugram Managing Director Independent Director & Chairman - CSR Committee
Date : May 22, 2018 DIN: 03438046 DIN: 00010630

ANNUAL REPORT 2017-18 47


Bata India Limited

Annexure V
Information pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
(i) The ratio of the remuneration of each Executive Director to the median remuneration of the employees of
the Company for the financial year 2017-18 along with the percentage increase in Remuneration of each
Executive Director and Key Managerial Personnel (KMP) during the financial year 2017-18:
Ratio of remuneration
Sl. of each Director / Percentage
Name of Director and KMP Designation KMP to the Median increase in
No. Remuneration of Remuneration
Employees
1. Mr. Rajeev Gopalakrishnan Managing Director 68.61 4.39%
Whole-time Director and
2. Mr. Sandeep Kataria* 27.67 #
Chief Executive Officer
Director Finance and
3. Mr. Ram Kumar Gupta 28.62 15.00%
Chief Financial Officer
Company Secretary &
4. Mr. Maloy Kumar Gupta** 4.83 #
Compliance Officer
Assistant Vice President,
5. Mr. Arunito Ganguly*** Company Secretary & 1.07 #
Compliance Officer
* Appointed with effect from November 14, 2017.
** Ceased with effect from October 31, 2017.
*** Appointed with effect from December 15, 2017.
# Percentage increase in remunaretion is not reported as they were holding respective office(s) for part of the financial
year 2017-18.
Note:
a) The Independent Directors of the Company are entitled to sitting fee and commission on Net Profits
as per statutory provisions of the Companies Act, 2013 and as per terms approved by the Members
of the Company. The details of remuneration of the Independent Directors of the Company have been
provided in the Corporate Governance Report. The ratio of remuneration and percentage increase for
the Independent Directors’ Remuneration is, therefore, not considered for the purpose above.
b) Percentage increase in remuneration indicates annual total compensation increase, as recommended
by the Nomination and Remuneration Committee and duly approved by the Board of Directors of the
Company.
c) Employees for the purpose above include all employees excluding employees governed under
collective bargaining process.
(ii) The percentage increase in the median remuneration of employees in the financial year 2017-18 was
9.46%.
(iii) There were 4,698 permanent employees on the rolls of the Company as on March 31, 2018.
(iv) Average percentage increase made in the salaries of employees other than the KMP in the previous
financial year was 10.98%, whereas the average percentage increase in remuneration of the KMP
was 8.28%. The average increase of remuneration every year is an outcome of the Company’s market
competitiveness as against similar Companies. The increase of remuneration this year is a reflection of the
compensation philosophy of the Company and in line with the benchmarking results.
(v) It is hereby affirmed that the remuneration paid to all the Directors, KMP, Senior Managerial Personnel
and all other employees of the Company during the financial year ended March 31, 2018, were as per the
Nomination and Remuneration Policy of the Company.

For and on behalf of the Board of Directors

UDAY KHANNA
Place : Gurugram Chairman
Date : May 22, 2018 DIN: 00079129

48 ANNUAL REPORT 2017-18


Annexure-VI
BATA INDIA LIMITED
Statement of particulars of employees pursuant to the provisions of Section 197(12) of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014 for the year ended March 31, 2018
Top 10 Employees including those Employed throughout the financial year under review and were in receipt of remuneration aggregating not less than Rs. 1,02,00,000 per annum

Nature of Experience -
Employment, Age No. of years
Sl. Date of Remuneration Last Employment-
Name Designation whether Qualification (in including
No. Appointment (Rs. in Million) Designation
contractual years) previous
or otherwise employment
Bata India Limited

Rajeev B. Tech - Mechanical Bata Bangladesh Ltd.-


1. Managing Director Permanent 53 31-01-2011 27 48.92
Gopalakrishnan Engineering Managing Director
Director Finance Bata Shoe Company
2. Ram Kumar Gupta and Chief Financial Permanent B.Com, A.C.A. 59 01-07-2015 38 20.40 (Kenya) Ltd. - Director
Officer Finance
B.A. - Economics,
Sr. Vice President- Adidas Technical Services
Diploma in Marketing
3. Sanjay Kanth Manufacturing & Permanent 56 02-07-2012 33 15.73 Pvt. Ltd. - Head of
Mgmt, MBA -
Sourcing Operations
Operations, MDP
Bachelor Degree in
Chief Collection ARTSANA - Purchase
4. Matteo Lambert Permanent Literature and Social 46 06-06-2013 19 17.39
Manager Manager
Studies
B.E. - Electronics &
Vice President- Electrical Engineering,
5. Anand Narang Marketing & Permanent PG. Diploma in Mgmt - 45 01-06-2016 24 11.15 Reliance JIO (INDIA)
Customer Services Marketing & International
Business
Home Shops 18 - Senior
Kumar Sambhav Vice President- B.Com, PG Diploma in
6. Permanent 38 08-03-2010 19 8.62 Manager - Marketing
Verma E-Commerce Marketing Management
(Category)
Senior Vice B. Sc, Master of Social Bharat Hotel Ltd - Vice
7. Vikas Baijal Permanent 50 13-01-2014 28 8.19
President - HR Work President - HR
Raman Vesuvius India Ltd. -
8. Vice President - IT Permanent B.Com, ICWAI 54 25-09-2013 30 8.11
Krishnamoorthy Regional PM - APAC IT
Chief Bachelor of Marketing
Leiner Shoes Pvt Ltd -
9. Uttam Kumar Merchandising Permanent Mgmt., Diploma in 35 16-08-2005 14 7.66
Senior Merchandiser
Manager Footwear Tech.
Vice President-
MBA - Marketing,

ANNUAL REPORT 2017-18


Vijay Shrikant Famous Brands & VF Arvind Brands -
10. Permanent Diploma In International 45 25-11-2009 19 7.40
Gogate Retail Operations Regional Sales Manager
Trade Management
(FSC)

49
Employees those Employed for part of the financial year under review and were in receipt of remuneration not less than Rs. 8,50,000 per month.

50
Nature of Experience -
Employment, Age Date of No. of years
Sl. Remuneration Last Employment
Name Designation whether Qualification (in Appointment including
No. (Rs. in Million) -Designation
contractual years) / Resignation previous
or otherwise employment
B. Tech. - Chemical
Whole-time
Engineering, PG Chief Commercial Officer -
1. Sandeep Kataria* Director and Chief Permanent 48 01-08-2017 27 19.73
Diploma in Business Vodafone
Executive Officer
Management
B. Tech - Textile Bata Exports Pvt. Ltd. (Sri
Head Retail -
2. Inderpreet Singh Permanent Technology, PGP in 38 01-01-2016 13 8.38 Lanka) -
Family
Fashion Management Company Manager
Juan Pablo Chief Collection Master in Footwear and 3A Antonini - Lumberjack -

ANNUAL REPORT 2017-18


3. Permanent 39 27-04-2015 11 5.18
Malaver Manager Accessories Design Designer / Developer
B. Sc, M. Sc,
Vice President - Adidas Technical Services-
4. Kiran Joshi Permanent Management in 45 19-07-2010 21 2.53
Procurement Head - Sourcing
Footwear Technology
Diploma Course in
Product Development &
Head - Product Shoes Designing,
5. Rossano Fogarin Permanent 57 22-01-2018 36 2.33 Technical Manager - PT.
Development Diploma Course in
Sepatu Bata Tbk.
Planning - CAD / CAM

* Mr. Sandeep Kataria was initially appointed as the Country Manager with effect from August 1, 2017 and thereafter appointed as the Whole-time Director and Chief Executive
Officer of the Company with effect from November 14, 2017.

Notes:

1. Remuneration as shown above includes, inter alia, Company’s contribution to provident funds, pension funds, house rent allowance, leave travel facility, medical insurance
premium and taxable value of perquisites.
2. None of the employee mentioned above is a relative of any of the Director of the Company.
3. None of the employee has drawn in excess of remuneration drawn by MD / WTD and holds along with spouse and dependent children not less than 2% of the Equity Shares
of the Company as on March 31, 2018.

For and on behalf of the Board of Directors

UDAY KHANNA
Place : Gurugram Chairman
Date : May 22, 2018 DIN: 00079129
Bata India Limited
Bata India Limited

Annexure VII

BUSINESS RESPONSIBILITY REPORT


SECTION A: GENERAL INFORMATION ABOUT THE COMPANY
1. Corporate Identity Number (CIN) of the L19201WB1931PLC007261
Company:
2. Name of the Company: Bata India Limited

3. Registered address: 27B, Camac Street, 1st Floor, Kolkata- 700016,


West Bengal
4. Website: www.bata.in
5. E-mail id: corporate.relations@bata.com
6. Financial Year reported: April 1, 2017 - March 31, 2018
7. Sector(s) that the Company is engaged Footwear & Accessories
in (industrial activity code-wise): NIC Code: 47713

8. List three key products / services that Footwear & Accessories


the Company manufactures/ provides
(as in balance sheet):
9. Total number of locations where
business activity is undertaken by the
Company:
a. Number of International Locations: None

b. Number of National Locations: The Company has 4 operational manufacturing units


located at (i) Batanagar, Kolkata, West Bengal, (ii)
Batagunj - Patna, Bihar, (iii) Peenya Industrial Area,
Bengaluru, Karnataka, (iv) Batashatak, Hosur, Tamil
Nadu and also operates through more than 1375 retail
stores across cities / towns in India.
10. Markets served by the Company: The Company has its retail presence mainly in the Metro
cities, A-1 cities, Tier-I, Tier-II & Tier-III cities across India.
For non-urban areas, the Company sells its footwear
through its network of more than 400 Distributors.
SECTION B: FINANCIAL DETAILS OF THE COMPANY

1. Paid up Capital: Rs. 642.64 Million


2. Total Turnover: Rs. 26363.18 Million
3. Total profit after taxes: Rs. 2235.78 Million
4. Total Spending on Corporate Social Rs. 71.14 Million, i.e., 3.18 % of profit after tax
Responsibility (CSR) as percentage of
profit after tax (%):
5. List of activities in which CSR The details of CSR activities undertaken by the Company
expenditures have been incurred: and CSR expenditures incurred thereon during the
financial year 2017-18 by the Company have been
provided in page no. 19 of the Board’s Report and also
in the Annual Report on CSR Activities, annexed with the
Board’s Report.

ANNUAL REPORT 2017-18 51


Bata India Limited

SECTION C: OTHER DETAILS

1. Does the Company have any Subsidiary Company / Yes, the Company has three Wholly
Companies? Owned Subsidiaries (WOSs) as on March
31, 2018, viz., (i) Bata Properties Limited,
(ii) Coastal Commercial & Exim Limited
and (iii) Way Finders Brands Limited.
2. Do the Subsidiary Company / Companies participate in The operations of these WOSs being
the BR Initiatives of the parent Company? insignificant, presently there is no direct
participation by these WOSs in the BR
initiatives of the parent Company.
3. Does any other entity / entities (suppliers, distributors Yes. The Company actively supports
etc.) that the Company does business with, participate and encourages its suppliers and other
in the BR initiatives of the Company? If yes, then stakeholders to participate in the BR
indicate the percentage of such entity/entities? [Less initiatives of the Company. The Company
than 30%, 30- 60%, More than 60%] ensures prohibition of child labour and
forced labour in its workplaces and refrain
itself from engaging with such vendors,
suppliers and distributors who engage
child labour or forced labour in their
business operations.
At present the Company does not have
any established mechanism to ascertain
the level of participation of the vendors,
suppliers, distributors, etc. in various BR
initiatives of the Company. Hence, it is
difficult to quantify the percentage of such
entities for disclosure purposes.
SECTION D: BR INFORMATION

1. Details of Director responsible for BR:


(a). Details of the Director responsible for implementation of the BR policies:
1. DIN: 03438046
2. Name: Mr. Rajeev Gopalakrishnan
3. Designation: Managing Director

(b). Details of the BR Head:


Sl. Particulars Details
No.
1. DIN: 03438046
2. Name: Mr. Rajeev Gopalakrishnan
3. Designation: Managing Director
4. Telephone Number: (0124) 3990100
5. E-mail id: head.brinitiatives@bata.com

52 ANNUAL REPORT 2017-18


Bata India Limited

2. Principle-wise (as per NVGs) BR policies


(a) Details of compliance (Reply in Y / N)
Stake-
Product Wellbeing holder Hu- Envi- Cus-
Business Public
Responsi- of Em- Engage- man ron- CSR tomer
Ethics Policy
bility ployees ment & Rights ment Relation
CSR
Sl. P P P P P P P P P
Questions
No. 1 2 3 4 5 6 7 8 9
1. Do you have policy/policies Y Y Y Y Y Y Y Y Y
for....?
2. Has the policy being formulated Y Y Y Y Y Y Y Y Y
in consultation with the relevant
stakeholders?
3. Does the policy conform to The Policies of the Company generally conform to the
any national / international Principles of National Voluntary Guidelines (NVGs) on Social,
standards? If yes, specify? Environmental and Economic Responsibilities of Business, issued
(50 words) by the Ministry of Corporate Affairs, Government of India in
July, 2011.
4. Has the policy being approved Y Y Y Y Y Y Y Y Y
by the Board? If yes, has it been
signed by MD / owner / CEO/
appropriate Board Director?
5. Does the Company have a Y Y Y Y Y Y Y Y Y
specified committee of the Board/
Director / Official to oversee the
implementation of the policy?
6. Indicate the link for the policy to The Policies which are mandatorily required to be uploaded on the website
be viewed online? of the Company have been uploaded on www.bata.in and are available at
the link https://bata.in/bataindia/a-31_s-181_c-42/investor-relations.html
under the - “Investor Relations” Category.
7. Has the policy been formally Y Y Y Y Y Y Y Y Y
communicated to all relevant
internal and external
stakeholders?
8. Does the Company have in- Y Y Y Y Y Y Y Y Y
house structure to implement the
policy/policies?*
9. Does the Company have a Y Y Y Y Y Y Y Y Y
grievance redressal mechanism
related to the policy / policies
to address stakeholders’
grievances related to the
policy / policies?
10. Has the Company carried out Y Y Y Y Y Y Y Y Y
independent audit/evaluation of
the working of this policy by an
internal or external agency?**
* The Company also takes inputs / support from outside Agencies, whenever considered necessary, in
preparation and implementation of respective Policies in order to adopt the best industry practices.
** Audit / evaluation of the working of these Policies had been conducted by the Internal Audit Team of the
Company.

ANNUAL REPORT 2017-18 53


Bata India Limited

(b) If answer to the question at serial number 1 against any principle, is ‘No’, please explain why:
Not Applicable.
3. Governance related to BR

a. Indicate the frequency with which the Board The Board of Directors of the Company has constituted
of Directors, Committee of the Board or a ‘Business Responsibility Committee’ to access the BR
CEO to assess the BR performance of the performance on an on-going basis and BR Head updates
Company. Within 3 months, 3-6 months, the committee. A detailed presentation is made before the
Annually, More than 1 year. Board of Directors on annual basis.
b. Does the Company publish a BR or a This is the second BR Report of the Company for
Sustainability Report? What is the hyperlink publication. The BR Reports may be viewed on the website
for viewing this report? How frequently is it of the Company at www.bata.in and is available at the link
published? https://bata.in/bataindia/a-29_s-181_c-42/investor
relations.html. The Company is publishing the BR Report
annually.
SECTION E: PRINCIPLE-WISE PERFORMANCE
PRINCIPLE 1: BUSINESS SHOULD CONDUCT AND GOVERN THEMSELVES WITH ETHICS,
TRANSPARENCY AND ACCOUNTABILITY
1. Does the policy relating to ethics, bribery and corruption cover only the Company? Yes/ No. Does
it extend to the Group/Joint Ventures/ Suppliers/Contractors/NGOs /Others?
The Company considers Corporate Governance as an integral part of good management. The Board
of Directors of the Company has adopted a Code of Conduct and Business Ethics (along with Anti-
Bribery and Anti-Corruption Directives). The Company has introduced a vigil mechanism across all its
functions and establishments through a Whistle Blower Policy as approved by the Board of Directors of
the Company and has uploaded the Whistle Blower Policy on the website of the Company: www.bata.
in.The Code of Conduct is applicable to the Board of Directors and all employees of the Company and its
subsidiaries. An annual affirmation on compliance and adherence to the Code of Conduct and Business
Ethics is taken from the Directors and Senior Managerial Personnel including Functional Heads. The Anti-
Bribery and Corruption Directive and the Ethical View Reporting Policy also extends to the Company’s
business Partners, e.g., suppliers, vendors, distributors, contractors, etc.
2. How many stakeholder complaints have been received in the past financial year and what
percentage was satisfactorily resolved by the management? If so, provide details thereof, in about
50 words or so.
In addition to the introduction of Whistle Blower Mechanism to enable all stakeholders to freely
communicate their grievances, the Company has also implemented its Policy under the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and uploaded
the same on the website of the Company, www.bata.in. The Company has also created an exclusive
E-mail Id: share.dept@bata.com, to enable the Members / Investors of the Company to communicate
their grievances directly.
The details of Investor’s complaints received and resolved during the year under review have been
provided in the Corporate Governance Report included in this Annual Report.
PRINCIPLE 2: BUSINESS SHOULD PROVIDE GOODS AND SERVICES THAT ARE SAFE AND
CONTRIBUTE TO SUSTAINABILITY THROUGHOUT THEIR LIFECYCLE
1. List up to 3 of your products or services whose design has incorporated social or environmental
concerns, risks and/or opportunities.
i. The Company is manufacturing Safety Shoes for the end consumer of various Organizations where
it is sold.
ii. The Company has also replaced Natural Rubber & Leather with synthetic EVA (Ethylene Vinyl Acetate)
in Sole making & PU coated PVC in Shoe upper making respectively, thereby contributing towards
natural resource conservation.
54 ANNUAL REPORT 2017-18
Bata India Limited

iii. The Company has also introduced usages of recycled waste Rubber from Tyre Industries for Rubber
outsole making in collaboration with Austin Rubber, U.S.A.
iv. The Company has also replaced Natural Fossil Fuel by eco-friendly Bio-Mass waste materials for
operation of Boiler.
2. For each such product, provide the following details in respect of resource use (energy, water, raw
material etc.) per unit of product (optional):
(a) Reduction during sourcing/production/distribution achieved since the previous year throughout
the value chain?

Consumption per unit of Production Current Financial Previous Financial


Year 2017-18 Year 2016-17
Electrical Energy 0.56 0.64
(Kwh per pair of Shoes)
Thermal Energy 0.48 0.53
(Equivalent kwh per pair of shoes)
CO2 Emission 0.43 0.49
(Kg CO2 per pair of Shoes)
[consider : 0.537 kg CO2 /1 kwh Grid electricity &
0.268 kg CO2 / kwh fuel oil]
(b) Reduction during usage by consumers (energy, water) has been achieved since the previous
year?
Although the shoe manufacturing process does not have broad based impact on energy, yet the
Company continuously takes appropriate measures to reduce the consumption of thermal and
electrical energy and water. The Company has installed modern and efficient machineries across its
manufacturing units and has been able to save energy and water. The Company also continuously
encourages its employees to save natural resources of the mother earth, e.g., energy and water,
wherever possible. During the financial year ended March 31, 2018 the Company achieved 11.12 %
reduction in consumption of energy in its manufacturing units across India.
3. Does the Company have procedures in place for sustainable sourcing (including transportation)?
If yes, what percentage of your inputs was sourced sustainably? Also, provide details thereof, in
about 50 words or so.
Yes. The Company has established an internal mechanism of continual improvement towards sustainable
excellence, improving its manufacturing system to create a safe work place and offers endless opportunities
to our employees to excel and exploit their potential. The use of appropriate mode of transportation is a
continuous part of effective supply-chain mechanism and the Company’s endeavor to reduce transport
related environmental impacts is an ongoing process.
Major associates of the Company, who are engaged in supplying of maximum level of raw materials for
shoe manufacturing process in all manufacturing units across India, are located nearby to the respective
units. This helps the Company minimize its transportation cost and environmental impact.
4. Has the Company taken any steps to procure goods and services from local & small producers,
including communities surrounding their place of work?
If yes, what steps have been taken to improve their capacity and capability of local and small
vendors?
Yes. The Company has taken necessary steps to procure goods and services from the local and small
producers surrounding its manufacturing units and enhancing their capabilities for a sustainable growth.
The Company always prefers to procure goods and services, e.g., Security / Housekeeping / loading-
unloading operations, etc. from nearby suitable source of supply. The Company has worked out Individual
Development Plan of all Units which is being continuously monitored to improve both capacity & capability
of all Local & Small producers.
ANNUAL REPORT 2017-18 55
Bata India Limited

5. Does the Company have a mechanism to recycle products and waste? If yes what is the percentage
of recycling of products and waste (separately as <5%, 5-10%, >10%). Also, provide details thereof,
in about 50 words or so.
Yes, the Company has introduced the mechanism to recycle its products and wastes to maintain the
ecological balance. Such initiatives of the Company include, the following:
• The wastes -EVA packing bags are now recycled during EVA mixing process.
• Rubber / PVC / EVA wastes are recycled during mastication process.
• Waste water after STP at Company’s Bataganj Factory is being used for gardening and road washing
purposes.
• Used / waste oil, generated from different machines in manufacturing units are sold only to the
agencies approved by the Central Pollution Control Board for recycling and re-using elsewhere in
other industries.
• Different scrap materials, e.g., leather cuttings / waste papers / metallic parts, etc. are being sold to the
outside agencies for their uses elsewhere in other industries.
PRINCIPLE 3: BUSINESS SHOULD PROMOTE THE WELL BEING OF ALL EMPLOYEES
1. Please indicate the Total number of employees.

Sl. No. Category of Manpower No. of Employees


1. Managerial staff 1051
2. Non managerial staff in manufacturing 2207
3. Managers + Permanent employees in Stores 1440
4. Contracted and Third Party employees 3779
Total 8477
2. Please indicate the Total number of employees hired on temporary/contractual/casual basis.
Out of the above, 3,779 persons were hired on temporary / contractual / casual basis.
3. Please indicate the Number of permanent women employees.
There are 172 permanent women employees.
4. Please indicate the Number of permanent employees with disabilities.
NIL
5. Do you have an employee association that is recognized by management.
Yes, there are recognized trade unions in the manufacturing units of the Company as recognized by its
management. These trade unions are affiliated to various central trade union bodies.
6. What percentage of your permanent employees is members of this recognized employee
association?
55.64%
7. Please indicate the Number of complaints relating to child labour, forced labour, involuntary labour,
sexual harassment in the last financial year and pending, as on the end of the financial year.
During the financial year ended March 31, 2018, there were two cases reported and were dealt satisfactorily
towards sexual harassment under the Policy on Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013.There was no pending complaints as on March 31, 2018.
The Company did not receive any complaints relating to child labour, forced labour, involuntary labour.
8. What percentage of your under mentioned employees were given safety & skill up-gradation
training in the last year?
(a) Permanent Employees: 83%
(b) Permanent Women Employees: 92%

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Bata India Limited

(c) Casual / Temporary / Contractual Employees: 76%


(d) Employees with Disabilities: Not Applicable
PRINCIPLE 4: BUSINESS SHOULD RESPECT THE INTERESTS OF AND BE RESPONSIVE TOWARDS
ALL STAKEHOLDERS, ESPECIALLY THOSE WHO ARE DISADVANTAGED, VULNERABLE AND
MARGINALIZED
1. Has the Company mapped its internal and external stakeholders?
The Company understands the requirements of its various stakeholders. However, the Company is in the
process of formal mapping its key internal and external stakeholders for a better understanding of their
concerns and expectations.
2. Out of the above, has the Company identified the disadvantaged, vulnerable & marginalized
stakeholders.
Once the mapping is finalized, the Company will be able to identify its various categories of stakeholders
and include them in the business process accordingly.
3. Are there any special initiatives taken by the Company to engage with the disadvantaged,
vulnerable and marginalized stakeholders. If so, provide details thereof, in about 50 words or so.
The CSR programmes of the Company has been designed in such a manner that it ensures benefits to
the poor, needy, underprivileged, deserving and the socio-economic backward communities of the society
at large. The Company has been actively associated with the Bata Children’s Programme (BCP) initiatives
of Bata Shoe Organization (BSO) globally, towards improving the lives of the underprivileged children,
especially the girl child.
PRINCIPLE 5: BUSINESS SHOULD RESPECT AND PROMOTE HUMAN RIGHTS
1. Does the policy of the Company on human rights cover only the Company or extend to the Group/
Joint Ventures/Suppliers/Contractors/NGOs/Others?
The Company’s Code of Ethics as well as Suppliers’ Code of Conduct covers all aspects of human rights.
These policies are also extended to all business partners and stakeholders of the Company including its
Suppliers, Contractors and partner NGOs.
2. How many stakeholder complaints have been received in the past financial year and what percent
was satisfactorily resolved by the management?
NIL
PRINCIPLE 6: BUSINESS SHOULD RESPECT, PROTECT AND MAKE EFFORTS TO RESTORE THE
ENVIRONMENT
1. Does the policy related to Principle 6 cover only the Company or extends to the Group/Joint
Ventures/ Suppliers/Contractors/NGOs/others.
The Company’s Environment, Health & Safety (EHS) Policy extends to cover the Company and all its
relevant Stakeholders, viz, Suppliers & Contractors near its operational area.
2. Does the Company have strategies/initiatives to address global environmental issues such as
climate change, global warming, etc.? Y/N. If yes, please give hyperlink for webpage etc.
The Company has taken necessary steps towards reduction of GHGs emission in its manufacturing
process and to reduce the concerns relating to the global warming.
3. Does the Company identify and assess potential environmental risks? Y/N
The Company has identified potential environmental risks in its manufacturing units across India through
monitoring system. Required necessary steps and safeguarding measures have been taken by the
Company to reduce its impact on the environment.

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4. Does the Company have any project related to Clean Development Mechanism? If so, provide
details thereof, in about 50 words or so. Also, if Yes, whether any environmental compliance report
is filed?
No.
5. Has the Company undertaken any other initiatives on – clean technology, energy efficiency,
renewable energy, etc. Y/N. If yes, please give hyperlink for web page etc.
The Company is conscious and committed to maintain environmental and ecological balances of this
planet and makes its conduct subject to environment audit practices. Across all manufacturing units,
Sewage treatment plants are working effectively and efficiently. Since Batanagar and Bataganj factories
are located on the bank of River Ganga, water discharge to the River Ganga meets the norms of the
“Clean Ganga” initiatives of the Central Government. At Bataganj unit, “Zero Effluent Discharge” vision is
implemented by utilizing treated effluent water for gardening & washrooms. All the factories are complying
with stack emission qualities and ambient air qualities. Special thrusts are given on waste management,
conservation of energy and water and natural resources.
On Water Conservation initiatives, Rain Water Harvesting Plant was established at our Peenya Industrial
Area, Bengaluru, Karnataka factory during the year 2010 and it is working efficiently and effectively
towards utilization of rain water. On Energy Conservation initiatives, at Batanagar factory Bio-fuel based
Briquette fired boiler is running efficiently & effectively by replacing fossil fuel oil fired boiler and also
introduced various low energy sensitive equipments by replacing high energy consuming devices. Further,
in all factories, the Company has moved to Water Based (WB) adhesives from Petroleum Solvent Based
(SB) adhesives. At Batanagar, asbestos roof are being replaced by metallic sheets in phased manner and
same will be done for other manufacturing units also in near future in phases.
6. Are the Emissions/Waste generated by the Company within the permissible limits given by CPCB/
SPCB for the financial year being reported?
Yes, emission/waste generated by the Company are within the permissible limits prescribed by CPCB /
SPCB.
7. Number of show cause/ legal notices received from CPCB/SPCB which are pending (i.e. not
resolved to satisfaction) as on end of Financial Year.
The Company did not receive any show cause / legal notice from CPCB / SPCB during the financial year
ended March 31, 2018 and no show cause / legal notice related to CPCB / SPCB are pending with the
Company as on the end of the financial year.
PRINCIPLE 7: BUSINESSES WHEN ENGAGED IN INFLUENCING PUBLIC AND REGULATORY POLICY,
SHOULD DO SO IN A RESPONSIBLE MANNER
1. Is your Company a member of any trade and chamber or association? If Yes, Name only those
major ones that your business deals with:
The Company believes that conducting business as a good corporate citizen of the Country enhances
brand value and leads to a sustainable growth. The Company has been associated with Council for
Footwear Leather & Accessories (CFLA).
2. Have you advocated/lobbied through above associations for the advancement or improvement of
public good? Yes/No; if yes specify the broad areas (drop box: Governance and Administration,
Economic Reforms, Inclusive Development Policies, Energy security, Water, Food Security,
Sustainable Business Principles, Others)
Yes, the Company has worked with the organization in the following areas:
a. Structural changes in policies to boost growth of the footwear industry.
b. Sustainable practices in disposal of hazardous waste and on different EHS practices.
c. Elimination of unfair labour practices including child labour in the Footwear industry.

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PRINCIPLE 8: BUSINESS SHOULD SUPPORT INCLUSIVE GROWTH AND EQUITABLE DEVELOPMENT


1. Does the Company have specified programmes/initiatives/projects in pursuit of the policy related
to Principle 8? If yes details thereof.
The Company from its very inception, has been involved with charities and a host of philanthropic and
social activities. Recognizing communities and employees as the key success factors for business
prosperity, the Company remains committed to their development. The CSR initiatives of the Company
ensures its commitment to operate in an economically, socially and environmentally sustainable manner,
in the best interest of all the stakeholders.
During the financial year ended March 31, 2018, your Company focussed on promotion of educational
initiatives by supporting the schools near its area of operations. It participated in the Prime Minister’s ‘Skill
India Campaign’ by enhancing employability skills of the underprivileged youth. Under the Happy Steps
Programme, your Company was also engaged in undertaking educational awareness workshops amongst
the school children and provided shoes to the underprivileged members of the society, with the aim to
eradicate poverty, promote preventive healthcare and promote education.
During the year under review, your Company was engaged with CSR activities with 6 schools and touched
lives of around 3,000 school children through various programmes, trained 200 youth on an on-going
basis in retail sales employability training programme under the Prime Minister’s ‘Skill India Campaign’
and is in the process to build public toilets at 5 metro stations in New Delhi in collaboration with DMRC
(Delhi Metro Rail Corporation) and Sulabh Sanitation Mission Foundation (SSMF) as part of ‘Swachh
Bharat Mission’ of Government of India. Your Company also maintains the school toilets constructed last
year across 14 schools and builds capacities of the school children and authorities as per the guidelines
of Minimum Swachh Vidyalaya Package of the Ministry of Human Resource Development, Government of
India.
2. Are the programmes/projects undertaken through in-house team/own foundation/external NGO/
government structures/any other organization?
The Company’s CSR activities are undertaken by an internal dedicated team. The Company partners
Non-Governmental Organizations (NGOs), Government Institutions and well known Corporate Bodies in
design and implementation of selected projects.
3. Have you done any impact assessment of your initiative?
The Company conducts periodic assessments for its projects under the CSR programmes. This includes
baseline and end-line surveys by the end of the project. Based on the findings of the surveys, the
effectiveness of the programme is measured against the CSR KPIs for the Company. The continuous
monitoring and evaluation mechanisms throughout the project cycle helps in improvement of the quality of
project and achieve maximum results to ensure benefits to the stakeholders.
4. What is your Company’s direct contribution to community development projects and the details of
the projects undertaken:
During the financial year ended March 31, 2018, the Company has spent a total amount of Rs. 71.14
Million towards various CSR projects. The details thereof have been provided in the Annual Report on
CSR as attached to the Board’s Report. A brief summary thereof is as under:
Amount
Sl. No. Focus Area
(Rs. in Million)
1. Promotion of education in schools 23.65
2. Eradicating Poverty & preventive healthcare through Happy Steps Programme 41.39
3. Promotion of Sports amongst the Youth 0.20
4. Promotion of preventive healthcare and sanitation 3.49
5. Promotion of employment enhancement skill development 2.11
6. Disaster relief and rehabilitation during Bihar floods 0.30
Total 71.14

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5. Have you taken steps to ensure that this community development initiative is successfully adopted
by the community? Please explain in 50 words, or so.
Before initiating a community development project, a comprehensive base line survey is conducted to
identify the local needs, stakeholder commitments and it also helps in creating a buy-in from the local
communities. The Company believes in participatory approach while planning and implementing the
community development initiatives. The Company’s CSR projects at several locations are developed in
consultation and participation with various stakeholders including the local communities. Each location
has an independent programme implementation committee which ensures planning and implementation
of projects, periodic reviews and information sharing with stakeholders. The local committees work
under the overall guidance and framework defined by the Corporate CSR Team of the Company.
PRINCIPLE 9: BUSINESS SHOULD ENGAGE WITH AND PROVIDE VALUE TO THEIR CUSTOMERS
AND CONSUMERS IN A RESPONSIBLE MANNER
1. What percentage of customer complaints/consumer cases are pending as on the end of financial
year.
During the year under review, the Company has ensured to address and resolve customer
complaints / consumer cases amicably and has further strengthened its Customer Care Team and
improvised the complaints redressal processes for speedy resolution of customer complaints. The
Company has received 76607 customer / consumer complaints during the year under review and have
resolved 76603 complaints amicably during the financial year 2017-18. Remaining 4 (0.01%) complaints
lying pending at the end of financial year has since been resolved.
2. Does the Company display product information on the product label, over and above what is
mandated as per local laws? Yes/No/N.A. /Remarks (additional information)
Considering the nature of product manufactured and sold by the Company, it is not necessary to display
additional product information on the product labels.
3. Is there any case filed by any stakeholder against the Company regarding unfair trade practices,
irresponsible advertising and/or anti-competitive behaviour during the last five years and pending
as on end of financial year. If so, provide details thereof, in about 50 words or so.
No.
4. Did your Company carry out any consumer survey/ consumer satisfaction trends?
Yes, the Company has introduced a strong Customer Feedback Mechanism to capture the feedback about
Customers’ Shopping Experience through its various key retail stores.

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REPORT ON CORPORATE GOVERNANCE


[In terms of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (‘Listing Regulations’)]
(1) COMPANY’S PHILOSOPHY
The Company strongly believes that establishing good corporate governance practices in each and every
function of the organization leads to increased operational efficiencies and sustained long term value
creation for all the stakeholders. The Company always endeavours to carry its business operations in
a fair, transparent and ethical manner and also holds itself accountable and responsible to the society it
belongs. The Company considers it absolutely essential to abide by the laws and regulations of the land
in letter and spirit and is committed to the highest standards of corporate governance and be considered
as a good corporate citizen of the Country.
(2) BOARD OF DIRECTORS
COMPOSITION AND CATEGORY OF DIRECTORS
The Board of Directors of the Company is duly constituted under the Chairmanship of an Independent
Director and comprises of three more Independent Directors, two Non-Executive Directors and three
Executive Directors. The Board has an appropriate mix of knowledge, wisdom and varied industry
experience to guide the Company in achieving its objectives in a sustainable manner.
The Board of Directors meets at least once in every quarter and also as and when required. During the
financial year ended March 31, 2018, four Board Meetings were held, i.e., on May 15, 2017; August 2,
2017; November 14, 2017 and February 9, 2018.
The Composition and category of each Director on the Board and attendance at the Board Meetings and at
the last Annual General Meeting (AGM) held on July 18, 2017 together with details of other Directorships
and Committee Memberships are given below:
Directorship / Committee
Attendance at Membership in Other Companies
Meetings
(including Bata India Limited)
Name of the Director Category of Director No. of
No. of
Directorships No. of Committee
Board Attendance
in Public Memberships /
Meetings at last AGM
Limited Chairpersonship**
attended
Companies*
Chairman & 7
Mr. Uday Khanna 4 Yes 5
Independent Director (Chairman of 3)
5
Mr. Ravindra Dhariwal Independent Director 4 Yes 5
(Chairman of 1)
Mr. Akshay Chudasama Independent Director 4 Yes 7 4
Ms. Anjali Bansal Independent Director 4 Yes 5 1
Mr. Christopher Kirk Non-Executive Director 2 Yes 1 1
Mr. Shaibal Sinha Non-Executive Director 4 Yes 1 1
Mr. Rajeev Managing Director
4 Yes 3 1
Gopalakrishnan (Executive Director)
Whole-time Director
and Chief Executive
Mr. Sandeep Kataria# 2 NA 4 0
Officer (Executive
Director)
Director Finance and
Mr. Ram Kumar Gupta Chief Financial Officer 4 Yes 4 1
(Executive Director)
NOTE:
* Excludes Private Companies, Foreign Companies and Companies registered under Section 8 of the Companies
Act, 2013.
** Includes only Audit Committee and Stakeholders Relationship Committee as per Regulation 26(1)(b) of the Listing
Regulations.
# Appointed with effect from November 14, 2017.
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Bata India Limited

In compliance with the requirements of Schedule IV to the Companies Act, 2013 read with Regulation 25
of the Listing Regulations, a separate meeting of the Independent Directors was held on April 20, 2017,
where all the Independent Directors were present.
There is no inter-se relationship between the Directors of the Company.
APPOINTMENT AND TENURE OF THE DIRECTORS
The Directors of the Company are appointed by the Members at the General Meetings. Generally, the
Managing Director and Whole-time Directors (Executive Directors) are appointed for a period of five years.
Other than Managing Director and Independent Directors, not less than two-thirds of the total number of
Directors are liable to retire by rotation, out of which one-third shall retire at every AGM and if eligible, may
seek approval from the Members for their re-appointment.
In terms of the provisions of Section 149 of the Companies Act, 2013 and Rules framed thereunder, the
Independent Directors of the Company were appointed for a period of five years by the Members of the
Company at the General Meetings.
A formal letter of appointment setting out the terms and conditions of appointment, roles and functions,
responsibilities, duties, fees and remuneration, liabilities, resignation / removal, etc., as specified under
Schedule IV to the Companies Act, 2013 has been issued to each of the Independent Directors subsequent
to obtaining approval of the Members to their respective appointments. The terms and conditions of such
appointment of the Independent Directors are also made available on the website of the Company at
www.bata.in.
In compliance with Regulation 36(3) of the Listing Regulations read with the Secretarial Standard on
General Meetings (SS-2) issued by the Institute of Company Secretaries of India (ICSI), the required
information about the Directors proposed to be appointed / re-appointed has been annexed to the Notice
convening the 85th AGM.
FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS
In order to encourage active participation from the Independent Directors and also to enable them to
understand the business environment of the Company, a Familiarization Programme for the Independent
Directors has been adopted and implemented.
Once appointed, the Independent Directors undergo Familiarization Programme of the Company.
Necessary information and supportive documents in respect of the footwear industry, the regulatory
environment under which the Company operates and Annual Reports of past financial years are provided
to the Independent Directors. The Independent Directors visit the Corporate Office of the Company and its
manufacturing units and regional offices, market visits and hold one-on-one discussions with key Functional
Heads of the Company to understand various functions which are critical to the business performance of
the Company. The Independent Directors are also provided with financial results, internal audit findings,
risk inventories and other specific documents as sought for from time to time. The Independent Directors
are also made aware of all Policies and Code of Conduct and Business Ethics adopted by the Board.
During the year under review, the Company conducted Familiarization Programmes for the Independent
Directors of the Company. The details of such Programmes has been uploaded on the website of the
Company at www.bata.in and is available at the link https://bata.in/0/pdf/BataIndiaLimited_Detailsof%20
FamiliarizationProgramme_2017-18.pdf.
CODE OF CONDUCT
The Board of Directors of the Company has adopted a Code of Conduct for the Directors, Key Managerial
Personnel, Senior Management Personnel and Functional Heads of the Company. The said Code of
Conduct of the Company has been uploaded on the website of the Company at www.bata.in and is
available at the link https://bata.in/0/pdf/BIL-CodeofConductforDirectors&SMPs.pdf.
(3) AUDIT COMMITTEE
The Board of Directors of the Company has constituted an Audit Committee of the Board in terms of
the requirements of Section 177 of the Companies Act, 2013 and Rules framed thereunder read with
Regulation 18 of the Listing Regulations. The Audit Committee of the Company meets every quarter,
inter alia, to review the financial results for the previous quarter before the same are approved at Board
Meetings, pursuant to Regulation 33 of the Listing Regulations. The Audit Committee may also meet from
time to time, if required.

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The Audit Committee has been vested, inter alia, with the following powers:
i. To investigate any activity within its terms of reference;
ii. To seek information from any employee;
iii. To obtain outside legal or other professional advice; and
iv. To secure attendance of outsiders with relevant expertise, if it considers necessary.
Terms of Reference
The Audit Committee reviews the Reports of the Internal Auditor and the Statutory Auditors periodically
and discusses their findings. The role of the Audit Committee is as follows:
a. Oversight of the Company’s financial reporting process and the disclosure of its financial information
to ensure that the financial statement is correct, sufficient and credible.
b. Recommending to the Board the appointment, re-appointment and if required, the replacement or
removal of the statutory auditors and the fixation of audit fees.
c. Approval of payment to statutory auditors for any other services rendered by the statutory auditors.
d. Reviewing, with the management, the quarterly financial statements before submission to the
board for approval.
e. Reviewing, with the management, the annual financial statements and auditor’s report thereon
before submission to the Board for approval, with particular reference to:
• Matters required to be included in the Director’s Responsibility Statement to be included in
the Board’s Report in terms of clause (c) of sub-section (3) of Section 134 of the Companies
Act, 2013.
• Changes, if any, in accounting policies and practices and reasons for the same.
• Major accounting entries involving estimates based on the exercise of judgment by
management.
• Significant adjustments made in the financial statements arising out of audit findings.
• Compliance with listing and other legal requirements relating to financial statements.
• Disclosure of any related party transactions.
• Modified Opinion(s), if any, in the draft audit report.
f. Reviewing, with the management, the statement of uses / application of funds raised through an
issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes
other than those stated in the offer document / prospectus / notice and the report submitted by
the monitoring agency monitoring the utilization of proceeds of a public or rights issue, if any, and
making appropriate recommendations to the Board to take up steps in this matter;
g. Review and monitor the auditor’s independence and performance, and effectiveness of audit
process;
h. Approval or any subsequent modification of transactions of the Company with related parties;
i. Scrutiny of inter-corporate loans and investments;
j. Valuation of undertakings or assets of the Company, wherever it is necessary;
k. Evaluation of internal financial controls and risk management systems;
l. Reviewing, with the management, performance of statutory and internal auditors, adequacy of the
internal control systems;
m. Reviewing the adequacy of internal audit function, if any, including the structure of the internal
audit department, staffing and seniority of the official heading the department, reporting structure
coverage and frequency of internal audit;
n. Discussion with internal auditors any significant findings and follow-up thereon;
o. Reviewing the findings of any internal investigations by the internal auditors into matters where
there is suspected fraud or irregularity or a failure of internal control systems of a material nature
and reporting the matter to the Board;

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p. Discussion with statutory auditors before the audit commences, about the nature and scope of
audit as well as post-audit discussion to ascertain any area of concern, if any;
q. To look into the reasons for substantial defaults, if any, in the payment to the depositors, debenture
holders, shareholders (in case of non-payment of declared dividends) and creditors;
r. To review the functioning of the Whistle Blower Mechanism;
s. Carrying out any other function as is mentioned in the terms of reference of the Audit Committee;
t. Approval of appointment of CFO (i.e., the Whole-time Finance Director or any other person heading
the finance function or discharging that function) after assessing the qualifications, experience &
background, etc. of the candidate.
In addition, the Audit Committee also mandatorily reviews the following:
• Management discussion and analysis of financial condition and results of operations;
• Statement of significant related party transactions (as defined by the Audit Committee),
submitted by management;
• Management letters / letters of internal control weaknesses, if any, issued by the Statutory
Auditors;
• Internal audit reports relating to internal control weaknesses; and
• The appointment, removal and terms of remuneration of the Chief Internal Auditor.
Composition of the Committee, Meetings and Attendance
The Audit Committee consists of four Independent Directors and two Non-Executive Directors.
Mr. Ravindra Dhariwal, Independent Director is the Chairman of the Committee.
The Audit Committee met four times during the financial year ended March 31, 2018, i.e., on May 15,
2017; August 2, 2017; November 14, 2017 and February 9, 2018. The Company Secretary acts as the
Secretary to the Committee.
The Name and Category of Directors as Members and their attendance at the aforesaid Audit Committee
Meetings are detailed below:
Sl. No. Name of the Member Category No. of Meetings attended
1. Mr. Ravindra Dhariwal, Chairman Independent Director 4
2. Mr. Uday Khanna Independent Director 4
3. Mr. Akshay Chudasama Independent Director 4
4. Ms. Anjali Bansal Independent Director 3
5. Mr. Christopher Kirk Non-Executive Director 2
6. Mr. Shaibal Sinha Non-Executive Director 4
The Chairman of the Audit Committee was present at the 84th AGM of the Company held on July 18, 2017.
The Executive Directors, the Statutory Auditors, the Chief Internal Auditor and the Head of Finance are
permanent invitees to the Audit Committee Meetings.
(4) NOMINATION AND REMUNERATION COMMITTEE
The Board of Directors of the Company has constituted a Nomination and Remuneration Committee of
the Board in terms of the requirements of Section 178 of the Companies Act, 2013 and Rules framed
thereunder read with Regulation 19 of the Listing Regulations.
Terms of Reference
The terms of reference of the Committee includes the following:
• Formulation of the criteria for determining qualifications, positive attributes and independence of
a director and recommend to the Board a policy, relating to the remuneration of the directors, key
managerial personnel and other employees;
• Formulation of criteria for evaluation of Independent Directors and the Board;
• Devising a policy on Board diversity;

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• Identifying persons who are qualified to become directors and who may be appointed in senior
management in accordance with the criteria laid down, and recommend to the Board their
appointment and removal;
• To extend or continue the term of appointment of the Independent Director, on the basis of the
report of performance evaluation of Independent Directors.
Composition of the Committee, Meetings and Attendance
The Nomination and Remuneration Committee consists of four Independent Directors and two
Non-Executive Directors. Ms. Anjali Bansal, Independent Director, is the Chairperson of the Committee.
The Nomination and Remuneration Committee met four times during the financial year ended March 31,
2018, i.e., on April 20, 2017; July 28, 2017; November 14, 2017 and February 9, 2018. The Company
Secretary acts as the Secretary to the Committee.
The Name and Category of Directors as Members and their attendance at the aforesaid Nomination and
Remuneration Committee Meetings are detailed below:
Sl. No. Name of the Member Category No. of Meetings attended
1. Ms. Anjali Bansal, Chairperson Independent Director 4
2. Mr. Uday Khanna Independent Director 4
3. Mr. Ravindra Dhariwal Independent Director 4
4. Mr. Akshay Chudasama Independent Director 3
5. Mr. Christopher Kirk Non-Executive Director 1
6. Mr. Shaibal Sinha Non-Executive Director 3
The Chairperson of the Nomination and Remuneration Committee was present at the 84th AGM of the
Company held on July 18, 2017.
The Executive Directors and the Head of Human Resource are permanent invitees to the Meetings of the
Nomination and Remuneration Committee.
Performance Evaluation of the Board, Committees and Directors
Your Company understands the requirements of an effective Board Evaluation process and accordingly
conducts a Performance Evaluation every year in respect of the following:
i. Board of Directors as a whole.
ii. Committees of the Board of Directors.
iii. Individual Directors including the Chairman of the Board of Directors.
In compliance with the requirements of the provisions of Section 178 of the Companies Act, 2013, the
Listing Regulations and the Guidance Note on Board Evaluation issued by SEBI in January 2017, your
Company has carried out a Performance Evaluation for the Board / Committees of the Board / Individual
Directors including the Chairman of the Board of Directors for the financial year ended March 31, 2018.
The key objectives of conducting the Board Evaluation were to ensure that the Board and various
Committees of the Board have appropriate composition of Directors and they have been functioning
collectively to achieve common business goals of your Company. Similarly the key objective of conducting
performance evaluation of the Directors through individual assessment and peer assessment was to
ascertain if the Directors actively participate in Board Meetings and contribute to achieve the common
business goal of the Company.
The Directors carry out the aforesaid Performance Evaluation in a confidential manner and provide
their feedback on a rating scale of 1-5. Duly completed formats were sent to the Chairman of the Board
and the Chairman / Chairperson of the respective Committees of the Board for their consideration. The
Performance Evaluation feedback of the Chairman was sent to the Chairperson of the Nomination
and Remuneration Committee.
Outcome of such Performance Evaluation exercise was tabled at the Nomination and Remuneration
Committee Meeting and also discussed at a separate Meeting of the Independent Directors, both of which
were held on May 22, 2018.
The Nomination and Remuneration Committee forwarded their recommendation based on such
Performance Evaluation to the Board of Directors and the same was tabled at the Board Meeting held on

ANNUAL REPORT 2017-18 65


Bata India Limited

May 22, 2018. All the criteria of Evaluation as envisaged in the SEBI Circular on ‘Guidance Note on Board
Evaluation’ had been adhered to by your Company. Based on the aforesaid Performance Evaluation,
your Board decided to continue the terms of appointment of the Chairman, the Independent Directors, the
Executive Directors and the Non-Executive Directors.
(5) REMUNERATION TO DIRECTORS
Nomination and Remuneration Policy
In compliance with the requirements of Section 178 of the Companies Act, 2013, Rules framed thereunder
and pursuant to the provisions of Regulation 19(4) of the Listing Regulations, the Board of Directors of
the Company has adopted a Nomination and Remuneration Policy for the Directors, Key Managerial
Personnel (KMPs), Senior Management Personnel (SMPs), Functional Heads and other employees of
the Company. The Policy provides for criteria and qualifications for appointment of Director, KMPs and
SMPs, remuneration paid / payable to them, Board diversity etc. The said policy has been uploaded on
the website of the Company at www.bata.in and is available at the link https://bata.in/0/pdf/Remuneration-
Policy_2015.pdf.
• Non-Executive Directors
The Board of Directors decides the remuneration of the Non-Executive Directors in accordance with the
provision of the Articles of Association of the Company and with the approval of the Members of the
Company. Such remuneration is also in line with the Nomination and Remuneration Policy of the Company
and in terms of the specific requirements under the Companies Act, 2013 and of the Listing Regulations.
Non-Executive Non-Independent Directors do not accept sitting fees and / or Commission on Net Profits
of the Company. The Company did not have any pecuniary relationship or transactions with the Non-
Executive Directors during the year under review. Except Mr. Uday Khanna, no other Non-Executive
Directors hold any share(s) in the Company.
Remuneration by way of sitting fees for attending Board Meetings and Committee Meetings are paid to
the Independent Directors. The Independent Directors are also entitled to a Commission on Net Profits
not exceeding 1% in aggregate of the Net Profits computed in the manner referred to in Section 198 of
the Companies Act, 2013 and Rules framed thereunder, which will be distributed among them after the
forthcoming AGM, in such proportion as determined by the Board.
The details of sitting fees and Commission on Net Profits paid to the Independent Directors during the
financial year ended March 31, 2018 and the number of Equity Shares held in the Company by the
Independent Directors are also mentioned below:
Commission paid for the
Sitting Fees paid financial year March 31, 2017
Name of the Director No. of Shares held
(Rs. in Million)
(Rs. in Million)
Mr. Uday Khanna 0.85 2.65 10000
Mr. Ravindra Dhariwal 1.25 1.32 -
Mr. Akshay Chudasama 0.80 1.32 -
Ms. Anjali Bansal 0.60 1.32 -
• Executive Directors
The details of remuneration and perquisites paid to the Executive Directors during the year under review
are as under: (Rs. in Million)
Performance
Name of the Director Salary Perquisites
Linked Incentive
Mr. Rajeev Gopalakrishnan, Managing Director 34.92 11.74 2.26
Mr. Sandeep Kataria*
10.74 - 0.38
Whole-time Director and Chief Executive Officer
Mr. Ram Kumar Gupta
17.82 2.44 0.14
Director Finance and Chief Financial Officer
* Appointed with effect from November 14, 2017.

66 ANNUAL REPORT 2017-18


Bata India Limited

Performance Linked Incentive is determined by the Nomination and Remuneration Committee of the
Board based on the overall business performance of the Company. As the liabilities for Gratuity and Leave
Encashment are provided on actuarial basis for the Company as a whole, these amounts pertaining
to the Directors are not included above. Remuneration and perquisites of the Executive Directors as
detailed above, also include retirement benefits and items, which do not form part of their remuneration
and perquisites under Section 197 and 198 of the Companies Act, 2013 and Rules framed thereunder.
The Agreements with the Executive Director(s) are contractual in nature. These Agreements may be
terminated at any time by either party giving six months’ notice in writing without any cause. In the event
the notice is delivered by the Executive Director(s), the Company shall have the option of determining the
services of the Executive Director(s) forthwith without any further liabilities whatsoever. In such event, the
concerned Executive Director(s) shall be entitled to be paid his full salary for a period of six months as per
the Agreement as well as incentive which he would have earned during the same period.
The Company does not have any Stock Options Scheme for its Directors or employees.
(6) STAKEHOLDERS RELATIONSHIP COMMITTEE
The Board of Directors of the Company has constituted a Stakeholders Relationship Committee of
the Board in terms of the requirements of Section 178 of the Companies Act, 2013 and Rules framed
thereunder read with Regulation 20 of the Listing Regulations.
The Stakeholders Relationship Committee consists of two Executive Directors and an Independent
Director. Mr. Uday Khanna, Independent Director, is the Chairman of the Committee.
The Committee met four times during the financial year ended March 31, 2018, i.e., on May 15, 2017;
August 2, 2017; November 14, 2017 and February 9, 2018. The Company Secretary acts as the Secretary
to the Committee.
The Name and Category of Directors as Members and their attendance at the Stakeholders Relationship
Committee Meetings are detailed below:

Sl. No. Name of the Member Category No. of Meetings attended


1. Mr. Uday Khanna, Chairman Independent Director 4
2. Mr. Rajeev Gopalakrishnan Executive Director 4
3. Mr. Ram Kumar Gupta Executive Director 4
Mr. Maloy Kumar Gupta ceased to be the Company Secretary & Compliance Officer of the Company
with effect from October 31, 2017. Mr. Arunito Ganguly, Assistant Vice President, Company Secretary
& Compliance Officer was appointed as the Compliance Officer of the Company with effect from
December 15, 2017.
The Chairman of the Stakeholders Relationship Committee was present at the 84th AGM of the Company
held on July 18, 2017.
In compliance with the requirements of the SEBI Circular No. CIR/OIAE/2/2011 dated June 3, 2011,
the Company has obtained exclusive User Id and Password for processing the investor complaints in a
centralized web based SEBI Complaints Redress System - ‘SCORES’. This enables the investors to view
online the action taken by the Company on their complaints and current status thereof, by logging on to
the SEBI’s website www.sebi.gov.in.
No shareholder complaints were lying unresolved as on March 31, 2018 under ‘SCORES’.
It is confirmed that there was no request for registration of share transfers / transmissions lying pending
as on March 31, 2018 and that all requests for issue of new certificates, sub-division or consolidation of
shareholdings, etc., received upto March 31, 2018 have since been processed. The Company has an
efficient system in place to record and process all requests for dematerialization and re-materialization
of shares of the Company through National Securities Depository Limited (NSDL) / Central Depository
Services (India) Limited (CDSL).

ANNUAL REPORT 2017-18 67


Bata India Limited

Nature of complaints received and resolved during the financial year ended March 31, 2018:
Complaints Total
Complaints Received Complaints
Sl. Complaints Complaints
Subject matter of pending as during the during the
Redressed pending as
No. Complaints on April 1, financial year financial year
upto March on March 31,
2017 ended March ended March
31, 2018 2018
31, 2018 31, 2018
1. Non-receipt of Dividend 2 7 9 8 1
2. Transfer / Transmission of 0 1 1 1 0
Shares
3. Dematerialization / 0 1 1 1 0
Re- materialization of Shares
4. Others 0 3 3 3 0
Total 2 12 14 13 1
It is also confirmed that one (1) investor complaint lying pending as on March 31, 2018 as indicated above
have since been resolved.
(7) CORPORATE SOCIAL RESPONSIBILITY COMMITTEE
The Board of Directors has constituted a Corporate Social Responsibility Committee (CSR Committee)
of the Board in terms of the requirements of Section 135 of the Companies Act, 2013 and Rules framed
thereunder. The CSR Committee consists of two Independent Directors and two Executive Directors.
Mr. Akshay Chudasama, Independent Director, is the Chairman of the Committee.
Pursuant to the provisions of the CSR Policy of the Company, the CSR Committee met four times during
the financial year ended March 31, 2018, i.e., on April 20, 2017; August 2, 2017; November 14, 2017 and
February 9, 2018. The Company Secretary acts as the Secretary to the Committee.
The Name and Category of Directors as Members and their attendance at the CSR Committee Meetings
are detailed below:

Sl. No. Name of the Member Category No. of Meetings attended


1. Mr. Akshay Chudasama, Chairman Independent Director 4
2. Mr. Ravindra Dhariwal Independent Director 4
3. Mr. Rajeev Gopalakrishnan Executive Director 4
4. Mr. Ram Kumar Gupta Executive Director 4
In order to ensure that the Company undertakes CSR activities strictly in line with the CSR Policy
of the Company, a CSR sub-committee has also been constituted comprising of selected Functional
Heads. A dedicated team under the leadership of Head of Human Resources is in place to implement,
monitor and report CSR activities undertaken by the Company from time to time.
(8) RISK MANAGEMENT COMMITTEE
The Board of Directors has voluntarily constituted a Risk Management Committee where majority of
Members of the Committee consists of Members of the Board of Directors including one Independent
Director. Mr. Rajeev Gopalakrishnan, Managing Director is the Chairman of the Risk Management
Committee. In addition to the Directors, some of the key Senior Management Personnel are also Members
of this Committee.
Based on the recommendation of the Audit Committee, the Board of Directors has adopted a Risk
Management Policy of the Company. In terms of the Risk Management Policy, Risk Inventory Reports
prepared by the Management Committee are circulated to the Directors of the Company in order to keep
them informed about the risk assessment and risk mitigation processes. The Risk Inventory Report is
presented at the Audit Committee Meetings for review on quarterly basis. Based on recommendations and
advice of the Committee, necessary action is taken to mitigate potential risks of the Company. The Risk
Management Committee makes assessment of the potential risks and concern for the Company as well
as suggests the best course of action to mitigate and avoid such risks.

68 ANNUAL REPORT 2017-18


Bata India Limited

The Committee met two times during the financial year ended March 31, 2018, i.e., on May 15, 2017 and
November 14, 2017. The Company Secretary acts as the Secretary to the Committee.
The Name and Category of Directors as Members along with other Members and their attendance at the
Risk Management Committee Meetings are detailed below:

Sl. No. Name of the Member Category No. of Meetings attended


1. Mr. Rajeev Gopalakrishnan, Chairman Executive Director 2
2. Mr. Ravindra Dhariwal Independent Director 2
3. Mr. Sandeep Kataria* Executive Director -
4. Mr. Ram Kumar Gupta Executive Director 2
5. Mr. Christopher Kirk Non-Executive Director 1
Senior Vice President -
6. Mr. Sanjay Kanth -
Manufacturing & Sourcing
Senior Vice President -
7. Mr. Vikas Baijal 2
Human Resource
8. Mr. Vinod Kumar Mangla Chief Internal Auditor 2
*Appointed as a Member of the Committee with effect from February 9, 2018.
(9) GENERAL BODY MEETINGS
(a) The last three AGMs were held as under:
Financial Year ended Day & Date Time Venue
March 31, 2017 Tuesday, July 18, 2017 10:00 a.m. ‘Kalamandir’,
March 31, 2016 Thursday, August 4, 2016 10:00 a.m. 48, Shakespeare Sarani,
Kolkata- 700017
March 31, 2015* Wednesday, August 5, 2015 10:00 a.m.
*Financial Year comprised of fifteen months from January 1, 2014 to March 31, 2015.
(b) Details of Special Resolutions passed in the previous three AGMs:
Date of AGM Details of the Special Resolutions passed
July 18, 2017 No Special Resolution was passed at the 84th AGM of the Company.
August 4, 2016 (i) Re-appointment of Mr. Rajeev Gopalakrishnan as the Managing Director of the
Company for a period of five consecutive years with effect from February 23,
2016 and fixation of his remuneration.
(ii) Appointment of Mr. Ram Kumar Gupta, as a Whole-time Director of the Company
designated as Director Finance and Chief Financial Officer of the Company for a
period of five consecutive years with effect from August 19, 2015 and fixation of
his remuneration.
August 5, 2015 (i) Payment of commission upto 1% of the Net Profits of the Company to the
Non-Executive Directors of the Company for a period of five years commencing
from April 1, 2015.
(ii) Alteration in the Capital Clause of the Memorandum of Association of the
Company for change in Authorised Capital from Rs. 700,000,000/- (Rupees
Seventy Crore) divided into 70,000,000 Equity Shares of Rs. 10/- each to
Rs. 700,000,000/- (Rupees Seventy Crore) divided into 140,000,000 Equity
Shares of Rs. 5/- each.
(iii) Adoption of new set of Articles of Association bearing Article 1 to Article 135 in
substitution and to the entire exclusion of the Company’s existing Articles of
Association bearing Article 1 to Article 121.
(c) No Extraordinary General Meeting (EGM) was held by the Company during the financial year ended
March 31, 2018.
(d) No Resolution was passed during the financial year ended March 31, 2018 through Postal Ballot under
Section 110 of the Companies Act, 2013 and Rules framed thereunder.
(e) The Company does not propose to conduct any Special Resolution through Postal Ballot under Section
110 of the Companies Act, 2013 and Rules framed thereunder on or before the forthcoming AGM.

ANNUAL REPORT 2017-18 69


Bata India Limited

(10) MEANS OF COMMUNICATION


Financial Results: Prior intimation of the Board Meeting to consider and approve Unaudited / Audited
Financial Results of the Company is given to the Stock Exchanges and also disseminated on the website
of the Company at www.bata.in. The aforesaid Financial Results are immediately intimated to the Stock
Exchanges, after the same are approved at the Board Meeting. The Annual Audited Financial Statements
are posted to every Member of the Company in the prescribed manner. In terms of Regulation 10 of the
Listing Regulations, the Company complies with the online filing requirements on electronic platforms
of BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) viz., BSE Listing Centre and
NSE Electronic Application Processing System (NEAPS), respectively. Also, the same are simultaneously
intimated to The Calcutta Stock Exchange Limited (CSE).
Newspapers: The Financial Results of the Company are published in daily Newspapers, viz., “The
Economic Times” (English) and in the “Ei Samay” (Bengali).
Website: The website of the Company www.bata.in contains a dedicated section “Investor Relations”
which contains details / information of interest to various stakeholders, including Financial Results,
Shareholding Pattern, Press Releases, Company Policies, etc. The Members / Investors can view
the details of electronic filings done by the Company on the respective websites of BSE and NSE
i.e., www. bseindia.com and www.nseindia.com.
Press / News Releases: Official Press Releases including Press Release on Financial Results of the
Company are sent to the Stock Exchanges and the same are simultaneously hosted on the website of
the Company.
Presentations to institutional investors / analysts: All price sensitive information is promptly intimated
to the Stock Exchanges before releasing to the Media, other stakeholders and uploading on Company’s
website.
(11) RELATED PARTY TRANSACTIONS
Prior approval of the Audit Committee is obtained for all Related Party Transactions of the Company.
During the financial year ended March 31, 2018, the Company did not have any ‘material’ related party
transaction that may have potential conflict with the interests of the Company at large.
The Board of Directors of the Company has adopted a Related Party Transactions Policy pursuant
to the requirements of Section 188 of the Companies Act, 2013 and Rules framed thereunder and
Regulation 23 of the Listing Regulations. The said Related Party Transactions Policy has been
uploaded on the website of the Company at www.bata.in and is available at the link https://bata.in/0/pdf/
RelatedPartyTransactionPolicy.pdf.
The Disclosure on Related Party Transactions forms integral part of the Notes to Financial Statements of
the Company for the financial year ended March 31, 2018 (both standalone and consolidated basis) as
included in this Annual Report.
(12) SUBSIDIARY COMPANIES
The Company has three wholly owned subsidiaries viz., Bata Properties Limited, Coastal Commercial &
Exim Limited and Way Finders Brands Limited. None of these subsidiaries is a ‘Material Subsidiary’ within
the meaning of Regulation 16(c) of the Listing Regulations.
The Audit Committee of the Company reviews the financial statements of these unlisted subsidiaries
at periodic intervals. The Minutes of the Board Meetings of these unlisted subsidiaries are placed at
the Board Meeting of the Company on quarterly basis. All significant transactions and arrangements,
if any, entered into by the unlisted subsidiaries are periodically reported to the Board of Directors. These
unlisted subsidiaries have not made any investment during the year under review. The Board of Directors
of the Company shall, if required, formulate a policy for determining ‘Material Subsidiary’ as and when
considered appropriate in the future.
(13) GENERAL SHAREHOLDER INFORMATION
(a) Annual General Meeting
The 85th Annual General Meeting (AGM) of the Company will be held at ‘KALAMANDIR’, 48, Shakespeare
Sarani, Kolkata - 700017 on Friday, July 20, 2018 at 10:00 a.m.
70 ANNUAL REPORT 2017-18
Bata India Limited

(b) Financial Year


The Financial Year of the Company is from 1st April to 31st March.
Financial Calendar [Current Financial Year 2018-19] Tentative Dates
First Quarter Financial Results (June 30) By end of July 2018
Second Quarter Financial Results (September 30) By mid November 2018
Third Quarter Financial Results (December 31) By mid February 2019
Fourth Quarter & Annual Audited Financial Results of the current Financial Year
By end of May 2019
(March 31)
(c) Book Closure: Wednesday, July 11, 2018 to Friday, July 20, 2018 (both days inclusive).
(d) Dividend Payment Date: Dividend for the financial year ended March 31, 2018, if declared at the
AGM, shall be paid from Thursday, August 2, 2018 onwards.
(e) Listing of Equity Shares on the Stock Exchanges with Stock Code: The Equity Shares of the
Company are listed on the following Stock Exchanges:
i) The Calcutta Stock Exchange Limited (CSE)
7, Lyons Range, Kolkata - 700001
[CSE Scrip Code: 10000003]
ii) BSE Limited (BSE)
Phiroze Jeejeebhoy Towers,
Dalal Street, Mumbai - 400001
[BSE Security Code: 500043]
iii) National Stock Exchange of India Limited (NSE)
Exchange Plaza, 5th Floor,
Plot No. C-1, Block G,
Bandra Kurla Complex, Bandra (E),
Mumbai - 400051
[NSE Symbol: BATAINDIA]
The annual listing fees for the year 2017-18 and 2018-19 have been paid to all these Stock Exchanges.
(f) Stock Market Performance
BSE NSE
Month & Year Volume Volume
High (Rs.) Low (Rs.) High (Rs.) Low (Rs.)
(Nos.) (Nos.)
April 2017 592.40 549.90 546675 592.95 549.65 8053805
May 2017 589.00 517.00 825674 589.50 516.45 11494590
June 2017 566.20 510.50 742471 566.75 510.70 6907698
July 2017 595.40 540.00 1310842 595.75 539.35 14986455
Aug 2017 694.85 580.25 2322777 695.00 582.00 28717585
Sept 2017 750.00 669.50 911377 749.60 668.50 13303376
Oct 2017 826.60 684.80 1041810 825.40 685.00 17544472
Nov 2017 833.00 723.80 1227757 832.80 727.65 20861266
Dec 2017 762.75 705.45 732460 763.95 704.35 13155454
Jan 2018 779.85 700.00 775297 779.95 700.10 12528774
Feb 2018 749.80 656.80 611885 740.70 653.10 10278275
Mar 2018 754.50 673.60 518743 754.80 673.90 10525155
Note: During the financial year ended March 31, 2018, there was no trading in the equity shares of the Company at CSE.

ANNUAL REPORT 2017-18 71


Bata India Limited

900
900 40000
40000
800
800 35000
35000
700
700 30000
30000
600
600
25000
25000
500
500
20000
20000
400
400 Bata
Bata Share
Share Price(Rs.)
Price(Rs.)
15000
15000 BSE
BSE Sensex
Sensex
300
300
200 10000
10000
200
100
100 5000
5000

0
0 0
0


Bata India Limited Share Price vs BSE Sensex

900
900 11500
11500

800
800 11000
11000
700
700
10500
10500
600
600

500 10000
10000
500

400 Bata
Bata Share
Share Price(Rs.)
Price(Rs.)
400 9500
9500
NSE
NSE Nifty
Nifty
300
300
9000
9000
200
200
8500
8500
100
100

0
0 8000
8000

Bata India Limited Share Price vs NSE Nifty

(g) Registrar and Share Transfer Agent (RTA): The Company has engaged the services of
M/s. R & D Infotech Private Limited, 7A, Beltala Road, 1st Floor, Kolkata - 700026 w.e.f. January 1,
2007, for processing the transfers, transmission, sub-division, consolidation, splitting of shares, etc.
and to process the Members’ requests for dematerialization and / or re-materialization of shares.
(h) Share Transfer System: The Board has delegated the powers of share operations to a Committee
comprising of Mr. Ram Kumar Gupta, Director Finance and Chief Financial Officer, Mr. Arunito Ganguly,
Assistant Vice President, Company Secretary & Compliance Officer and Mr. Jyotirmoy Banerjee,
Investor Relations Manager. The Committee generally meets once in a week to approve, inter alia,
the requests for transfer and transmission of shares. There are no pending transfers of shares as on
March 31, 2018.
Documents and Share Certificates lodged by the Members / Investors are verified and entered in
relevant Registers by the RTA in consultation with the Company.

72 ANNUAL REPORT 2017-18


Bata India Limited

In compliance with the provisions of Regulation 40(9) of the Listing Regulations, a Practicing Company
Secretary conducts Audit of the Share Operations System of the Company maintained at the office of
the RTA. The Company endeavours to implement the suggestions / recommendations of the Auditors
to the extent possible.
(i) Member’s / Investor’s Complaints: The Company and the RTA attend to the Member’s / Investor’s
Complaints within the minimum possible time not exceeding 7 days to 15 days and steps have been
taken to resolve the same within the statutory time limit except in disputed cases or cases involving
legal issue, etc.
A Practicing Company Secretary conducts quarterly audit of the records maintained by the
Company / RTA and submits quarterly Audit Report to the Company. The said audit report is placed
before the Board of Directors of the Company at the next Board Meeting.
The Company has received certificates from the Stock Exchanges (CSE / NSE / BSE) confirming that
there were no pending complaints as on March 31, 2018 in the records of the Stock Exchanges.
(j) Dematerialization of Shares and Liquidity: Since the equity shares of the Company are compulsorily
traded in dematerialized mode, the members are advised to hold their shares in dematerialized mode
with any Depository Participants (DPs) registered with NSDL and CDSL. Requests for dematerialization
of shares should be sent directly by the DPs concerned to the RTA, M/s. R & D Infotech Private Limited
at 7A, Beltala Road, 1st Floor, Kolkata - 700026. Any delay on the part of the DPs to send the Demat
Request Forms (DRF) and relevant Share Certificates beyond 15 days from the date of generation
of the Demat Request Number (DRN) by the DPs will be rejected / cancelled. This is being done to
ensure that no demat requests remain pending with the RTA beyond a period of 21 days. Members/
Investors should, therefore, ensure that their DPs do not delay in sending the DRF and relevant
Share Certificates to the RTA immediately after generating the DRN. The International Securities
Identification Number (ISIN) assigned to the Equity Shares of the Company under the Depository
System is INE176A01028 and the Shares of the Company are frequently traded at the BSE and NSE.
As on March 31, 2018, 98.80% of the total paid-up share capital of the Company representing
126991187 Equity Shares is held in dematerialized mode. The balance 1.20% paid-up share capital
representing 1536353 Equity Shares is held in physical mode and these shareholders are requested to
dematerialize their shares in their own interests to avail the benefits of holding shares in dematerialized
mode. The entire Promoters’ shareholding representing 52.96% of the paid-up share capital is held in
dematerialized mode.
During the financial year ended March 31, 2018, total 658 requests for dematerialization of 140087
equity shares of the Company (0.11% of the paid-up equity share capital) were received and processed
successfully.
(k) Distribution of Shareholding as on March 31, 2018
Range of Shares No. of Shareholders No. of Shares
1 – 5000 113665 14191617
5001 - 10000 139 1016893
10001 - 50000 115 2559341
50001 - 100000 37 2653935
100001 and Above 67 108105754
Total 114023 128527540

ANNUAL REPORT 2017-18 73


Bata India Limited

(l) Shareholding Pattern as on March 31, 2018


No. of % of Paid-up Share
Sl. No. Category No. of Shares
Shareholders Capital
1. Promoters Shareholding
(i) Indian Promoters - - -
(ii) Foreign Promoters 1 68065514 52.96
Total Promoters Shareholding (A) 1 68065514 52.96
2. Public Shareholdings
(i) Resident Individual 111002 15594978 12.13
(ii) Domestic Companies 1262 3436155 2.67
(iii) N.R.I. 1534 459920 0.36
(iv) Mutual Fund 77 22492159 17.50
(v) Financial Institutions / Banks 29 496268 0.38
(vi) Insurance Companies 23 9791075 7.62
(vii) F.I.I. 91 7951367 6.19
(viii) Directors 3 10156 0.01
(ix) IEPF Authority 1 229948 0.18
Total Public Shareholding (B) 114022 60462026 47.04
Total (A)+(B) 114023 128527540 100.00
(m) Outstanding GDRs / ADRs / Warrants or any Convertible instruments, conversion date and
likely impact on equity: The Company does not have any outstanding Global Depository Receipts
(GDRs) or American Depository Receipts (ADRs) or warrants or any convertible instruments as on
March 31, 2018.
(n) Factory Locations: The Company’s factories are located at the following places:
i) Batanagar, Kolkata, West Bengal.
ii) Bataganj, Patna, Bihar.
iii) Peenya Industrial Area, Bengaluru, Karnataka.
iv) Batashatak, Hosur, Tamil Nadu.
(o) Address for Correspondence
(i) BATA INDIA LIMITED
Registered Office
27B, Camac Street, 1st Floor, Kolkata – 700016, West Bengal
Telephone No. : (033) 2301 4400
Fax No. : (033) 2289 5748
E-mail Id : corporate.relations@bata.com
Contact Persons
Mr. Arunito Ganguly : Assistant Vice President, Company Secretary & Compliance Officer
E-mail Id : arunito.ganguly@bata.com
Mr. Jyotirmoy Banerjee : Investor Relations Manager (Designated Nodal Officer)
E-mail Id : share.dept@bata.com
(ii) REGISTRAR AND SHARE TRANSFER AGENT (RTA)
M/s. R & D Infotech Private Limited
Unit: Bata India Limited
7A, Beltala Road, 1st Floor, Kolkata – 700026, West Bengal
Telephone Nos. : (033) 2419 2641 / 2642
Fax No. : (033) 2419 2642
E-mail Id : bata@rdinfotech.net / info@rdinfotech.net
Contact Person : Mr. Ratan Kumar Mishra, Director

74 ANNUAL REPORT 2017-18


Bata India Limited

(14) OTHER DISCLOSURES


No Non- Compliance during last three years
There has been no instance of non-compliances by the Company on any matter related to capital
markets during the last three years. No penalty / stricture have been imposed on the Company by the
Stock Exchanges or SEBI or any other statutory authorities on such matters.
Whistle Blower Mechanism
The Company has established an effective Whistle Blower Mechanism and the Board of Directors has
adopted a Whistle Blower Policy. No person has been denied access to the Audit Committee. The details
of such vigil mechanism have been provided in the “Board’s Report” section of this Annual Report.
Details of Mandatory and Non-Mandatory Corporate Governance Requirements
The Quarterly / Yearly Reports on compliance of Corporate Governance in the prescribed format have
been submitted to the Stock Exchanges where the Shares of the Company are listed within the stipulated
time and the same are also uploaded on the Company’s website at www.bata.in. The Company has
complied with all mandatory requirements to the extent applicable to the Company.
Discretionary Corporate Governance Requirements
In terms of Regulation 27(1) of the Listing Regulations read with Schedule II to the said Regulations,
the disclosure on account of the extent to which the discretionary requirements as specified in Part E of
Schedule II are given below:
(i) The Chairman does not maintain any office at the expense of the Company;
(ii) In view of publication of the Financial Results of the Company in newspapers and disseminating
the same on the website of the Company as well as on the website of the Stock Exchanges,
the Company does not consider it prudent to circulate the half-yearly Results separately to the
Shareholders;
(iii) The Company’s Financial Statements have been accompanied with unmodified audit opinion - both
on quarterly and yearly basis and also both on standalone and consolidated basis;
(iv) The Chairman, Managing Director and Chief Executive Officer (CEO) of the Company are three
different individuals; and
(v) The Chief Internal Auditor of the Company reports directly to the Audit Committee and is a
permanent invitee to all the Audit Committee Meetings. In addition, he is also a Member of the Risk
Management Committee of the Board.
(15) ANNUAL DECLARATION BY THE CHIEF EXECUTIVE OFFICER (CEO)
I do hereby declare that pursuant to Schedule V (D) read with Regulation 34(3) of the Listing Regulations,
all the Board Members and Senior Management Personnel of the Company have affirmed compliance
with the Company’s Code of Conduct for the financial year ended March 31, 2018.

Sandeep Kataria
Chief Executive Officer (CEO)
DIN: 05183714

ANNUAL REPORT 2017-18 75


Bata India Limited

(16) CHIEF EXECUTIVE OFFICER (CEO) / CHIEF FINANCIAL OFFICER (CFO) CERTIFICATION
The following certificate was placed at the Board Meeting held on May 22, 2018.
We, Sandeep Kataria, Whole-time Director and Chief Executive Officer (CEO) and Ram Kumar Gupta,
Director Finance and Chief Financial Officer (CFO), to the best our knowledge and belief certify that:
A. We have reviewed financial statements for the year ended March 31, 2018 and that to the best of
our knowledge and belief, we state that:
(i) these statements do not contain any materially untrue statement or omit any material fact or
contain any statements that might be misleading;
(ii) these statements together present a true and fair view of the Company’s affairs and are in
compliance with existing accounting standards, applicable laws and regulations.
B. There are, to the best of our knowledge and belief, no transactions entered into by the Company
during the financial year ended March 31, 2018 which are fraudulent, illegal or violative of the
Company’s Code of Conduct.
C. We accept responsibility for establishing and maintaining internal controls for financial reporting
and we have evaluated the effectiveness of internal control systems of the Company pertaining to
financial reporting and we have disclosed to the auditors and the Audit Committee, deficiencies in
the design or operation of such internal controls, if any, of which we are aware and the steps we
have taken or propose to take to rectify those deficiencies.
D. We have indicated to the Auditors and the Audit Committee that:
(i) There has not been any significant changes in internal control over financial reporting during
the financial year ended March 31, 2018;
(ii) There has not been significant changes in accounting policies during the financial year ended
March 31, 2018, except to the extent, if any, disclosed in the notes to the financial statements;
and
(iii) We have not become aware of any significant fraud or involvement therein, if any, of the
management or any employee having a significant role in the Company’s internal control
system over financial reporting.

Ram Kumar Gupta Sandeep Kataria


Place : Gurugram Director Finance and CFO Whole-time Director and CEO
Date : May 22, 2018 DIN: 01125065 DIN: 05183714

(17) CORPORATE GOVERNANCE COMPLIANCE


The Company has duly complied with the requirements laid down in the provisions of the Listing
Regulations for the purpose of ensuring Corporate Governance. A certificate to this effect obtained from
M/s. B S R & Co. LLP, Chartered Accountants, the Auditors of the Company, has been attached to this
Annual Report.
For and on behalf of the Board of Directors

Uday Khanna
Place : Gurugram Chairman
Date : May 22, 2018 DIN: 00079129

76 ANNUAL REPORT 2017-18


Bata India Limited

Auditors’ Certificate on Corporate Governance

To
The Members of Bata India Limited

We have examined the compliance of conditions of Corporate Governance by Bata India Limited (‘the
Company’), for the year ended March 31, 2018, as per Regulations 17 to 27, clauses (b) to (i) of Regulation
46(2) and paragraphs C, D and E of Schedule V of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’).
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 the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression
of opinion on the financial statements of the Company.
We have conducted our examination in accordance with the Guidance Note on Report or Certificates for
Special Purposes (Revised 2016) issued by the Institute of Chartered Accountants of India. The Guidance
Note requires that we comply with the ethical requirements of the Code of Ethics issued by the Institute of
Chartered Accountants of India. We have complied with the relevant applicable requirements of the Standard
on Quality Control (SQC) 1, Quality Control for Firms that perform Audits and Review of Historical Financial
Information, and other Assurance and Related Service Engagements.
In our opinion and to the best of our information and according to the explanations given to us, we certify that
the Company has complied with the conditions of Corporate Governance as specified in Regulations 17 to
27, clauses (b) to (i) of sub-regulation (2) of Regulation 46 and paragraphs C, D and E of Schedule V of the
Listing Regulations.
We state that such compliance is neither an assurance as to the future viability of the Company nor as to the
efficiency or effectiveness with which the management has conducted the affairs of the Company.
Restrictions on Use
This Certificate is issued solely for the purpose of complying with the aforesaid Regulations and may not be
suitable for any other purpose.
For B S R & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 101248W/W-100022

Tarun Gupta
Place : Gurugram Partner
Date : May 22, 2018 Membership No.: 507892

ANNUAL REPORT 2017-18 77


Bata India Limited

FINANCIAL HIGHLIGHTS FROM 2008 TO 2017-18


(Rs. in million)

2008 2009 2010

PROFIT & APPROPRIATIONS

Sales & Other Income 10,235.32 11,210.11 12,923.42


Profit before Depreciation, Tax & Prior Period Items 908.41 1,281.87 1,755.08
Depreciation 190.01 279.23 325.10
Profit before Tax & Prior Period Items 718.40 1,002.63 1,429.97
Taxation 111.03 330.36 476.45
Profit after Tax & Prior Period Items 607.37 672.27 953.52
Prior Period Items - - -
Net Profit 607.37 672.27 953.52
Dividend & Dividend Distribution Tax 187.96 225.56 299.00
Retained Earnings 419.40 446.72 654.52

ASSETS EMPLOYED

Fixed Assets - Gross 3,506.48 3,754.87 4,178.77


- Net 1,178.80 1,309.17 1,534.39
Investments 172.48 172.48 172.48
Net Current Assets 1,930.06 2,096.40 2,413.23
Other Non Current Assets (Includes DTA & Long term loans & advances) - - -
3,281.34 3,578.06 4,120.11

FINANCED BY

Equity Shares 642.64 642.64 642.64


Reserves 2,192.40 2,684.93 3,339.73
Shareholder's Funds 2,835.04 3,327.57 3,982.37
Loan Funds 446.30 250.49 137.74
Non-current liabilities - - -
3,281.34 3,578.06 4,120.11

* All figures are as per Ind AS

78 ANNUAL REPORT 2017-18


Bata India Limited

(Rs. in millions)
Fifteen
2011 2012 2013 months ended 2015-16* 2016-17* 2017-18*
31.03.2015

16,959.91 19,017.06 21,297.54 27,808.31 24,753.15 25,438.87 26,871.62


3,605.04 3,033.39 3,418.21 4,079.01 3,754.50 2,985.81 4,004.34
411.01 513.75 591.97 792.34 788.01 650.05 604.21
3,194.03 2,519.64 2,826.24 3,286.68 2,966.49 2,335.75 3,400.14
935.64 803.61 918.81 974.96 790.54 748.28 1,164.36
2,258.39 1,716.03 1,907.43 2,311.72 2,175.95 1,587.48 2,235.78
- - - - - - -
2,258.39 1,716.03 1,907.43 2,311.72 2,175.95 1,587.48 2,235.78
447.14 448.13 491.68 488.70 502.75 541.42 541.42
1,811.25 1,267.90 1,415.75 1,823.02 1,673.20 1,046.06 1,694.36

5,084.40 5,793.97 6,252.34 7,436.45 3,987.87 4,338.22 4,997.50


2,270.66 2,594.66 2,699.42 3,548.56 3,211.50 2,957.86 3,065.76
48.51 48.51 48.51 49.51 49.51 49.51 49.51
3,423.89 3,482.26 4,590.48 4,961.96 7,424.54 8,562.30 9,873.62
- 1,438.97 1,864.35 2,639.02 2,564.01 2,722.84 2,857.57
5,743.05 7,564.40 9,202.76 11,199.05 13,249.56 14,292.53 15,846.46

642.64 642.64 642.64 642.64 642.64 642.64 642.64


5,100.42 6,360.66 7,767.37 9,578.81 11,578.21 12,610.17 14,144.50
5,743.05 7,003.30 8,410.01 10,221.45 12,220.85 13,252.81 14,787.14
- - - - - - -
- 561.10 792.75 977.60 1,028.71 1,039.71 1,059.32
5,743.05 7,564.40 9,202.76 11,199.05 13,249.56 14,292.53 15,846.46

ANNUAL REPORT 2017-18 79


Bata India Limited

SIGNIFICANT RATIOS FROM 2008 TO 2017-18

2008 2009 2010

MEASURES OF INVESTMENTS

Profit after Tax


Return on Equity (%) 21.42 20.20 23.94
Shareholders' Funds

Net Profit
Earnings per Share**** (Rs.) 4.73 5.23 7.42
No. of Shares

Dividend Cover (times) 3.78 3.49 3.71

Dividend (%) 25.00 30.00 40.00

Shareholders' Funds
Book Value of an Equity Share**** (Rs.) 22.06 25.89 30.98
No. of Shares

MEASURES OF PERFORMANCE

Profit before Tax


Profitability a) (%) 7.10 9.01 11.20
Sales

Profit after Tax


b) (%) 6.00 6.04 7.47
Sales

Sales (times)
Capital Turnover 3.09 3.11 3.10
Total Funds

Sales (times)
Stock Turnover 3.46 4.01 4.27
Stocks

Sales (times)
Working Capital Turnover 5.25 5.31 5.29
Net Current Assets

MEASURES OF FINANCIAL STATUS

Loan Funds
Debt Equity Ratio (times) 0.16:1 0.08:1 0.03:1
Shareholders' Funds

Current Assets
Current Ratio (times) 1.71:1 1.72:1 1.53:1
Current Liabilities

Net Fixed Assets


Fixed Assets to Shareholders' Funds (times) 0.42:1 0.39:1 0.39:1
Shareholders' Funds

* Without Considering Prior Period Items


** Without considering Gains from Surplus Property Development
***All ratios are calculated as per Ind AS
****Calculated based on Equity Shares of Rs. 5/- each, as sub-divided w.e.f. October 8, 2015.

80 ANNUAL REPORT 2017-18


Bata India Limited

(Rs. in millions)
Fifteen months ended
2011 2012 2013 2015-16*** 2016-17*** 2017-18***
31.03.2015

24.74** 24.50 22.68 19.37** 14.29** 11.98 15.12

11.06** 13.35 14.84 15.40** 13.59** 12.35 17.40

3.68** 4.45 4.57 4.74** 3.88** 3.53 4.35

60.00 60.00 65.00 65.00 70.00 70.00 80.00

44.69 54.49 65.43 79.53 95.08 103.11 115.05

13.42** 13.46 13.47 10.79** 10.36** 9.35 12.90

9.08** 9.17 9.09 7.23** 7.13** 6.36 8.48

2.73 2.67 2.50 2.68 2.00 1.88 1.78

4.05 3.60 3.88 3.61 3.54 3.46


4.00

4.57 5.38 4.57 5.52 3.30 2.92 2.67

- - - - - - -

2.00:1 1.93:1 1.99:1 1.96:1 2.83:1 2.74:1 2.76:1

0.40:1 0.37:1 0.32:1 0.35:1 0.26:1 0.22:1 0.21:1

ANNUAL REPORT 2017-18 81


Bata India Limited

INDEPENDENT AUDITOR’S REPORT


To the Members of Bata India Limited
Report on the Audit of the standalone Ind AS Financial Statements
We have audited the accompanying standalone Ind AS financial statements of Bata India Limited (“the
Company”), which comprise the Balance Sheet as at 31 March 2018, the Statement of Profit and Loss,
the Statement of Changes in Equity and the Statement of Cash Flows for the year then ended, and
summary of the significant accounting policies and other explanatory information.
Management’s Responsibility for the standalone Ind AS Financial Statements
The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies
Act, 2013 (“the Act”) with respect to the preparation of these standalone Ind AS financial statements that
give a true and fair view of the state of affairs, profit/loss and other comprehensive income, changes in
equity and cash flows of the Company in accordance with the accounting principles generally accepted
in India, including the Indian Accounting Standards (Ind AS) prescribed under section 133 of the Act.
This responsibility also includes maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds
and other irregularities; selection and application of appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design, implementation and maintenance of adequate
internal financial controls that were operating effectively for ensuring the accuracy and completeness
of the accounting records, relevant to the preparation and presentation of the standalone Ind AS financial
statements that give a true and fair view and are free from material misstatement, whether due to fraud
or error.
In preparing the financial statements, management is responsible for assessing the Company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless management either intends to liquidate the Company or to cease operations,
or has no realistic alternative but to do so.
Auditor’s Responsibility
Our responsibility is to express an opinion on these standalone Ind AS financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters
which are required to be included in the audit report under the provisions of the Act and the Rules made
thereunder.
We conducted our audit of the standalone Ind AS financial statements in accordance with the Standards on
Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether the standalone Ind
AS financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in
the standalone Ind AS financial statements. The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement of the standalone Ind AS financial statements,
whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control
relevant to the Company’s preparation of the standalone Ind AS financial statements that give a true and fair
view in order to design audit procedures that are appropriate in the circumstances. An audit also includes
evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting
estimates made by the Company’s Directors, as well as evaluating the overall presentation of the standalone
Ind AS financial statements.
We are also responsible to conclude on the appropriateness of management’s use of the going concern
basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the entity’s ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required to draw attention in the auditor’s

82 ANNUAL REPORT 2017-18


Bata India Limited

report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify
the opinion. Our conclusions are based on the audit evidence obtained up to the date of the auditor’s
report. However, future events or conditions may cause an entity to cease to continue as a going concern.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
audit opinion on the standalone Ind AS financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid
standalone Ind AS financial statements give the information required by the Act in the manner so required
and give a true and fair view in conformity with the accounting principles generally accepted in India of the
state of affairs of the Company as at 31 March 2018, its profit and other comprehensive income, changes in
equity and its cash flows for the year ended on that date.
Other Matter
The comparative financial information of the Company for the year ended 31 March 2017 prepared in
accordance with Ind AS included in these standalone Ind AS financial statements have been audited by the
predecessor auditor. The report of the predecessor auditor on the comparative financial information dated
15 May 2017 expressed an unmodified opinion.
Our opinion is not modified in respect of these matters.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”) issued by the Central
Government in terms of Section 143(11) of the Act, we give in “Annexure A” a statement on the matters
specified in paragraphs 3 and 4 of the Order.
2. As required by Section 143(3) of the Act, we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge
and belief were necessary for the purposes of our audit.
b) In our opinion, proper books of account as required by law have been kept by the Company so far as it
appears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, the Cash Flow Statement and Statement of
Changes in Equity dealt with by this Report are in agreement with the books of account.
d) In our opinion, the aforesaid standalone Ind AS financial statements comply with the Indian
Accounting Standards prescribed under section 133 of the Act.
e) On the basis of the written representations received from the directors as on 31 March 2018 taken on
record by the Board of Directors, none of the directors is disqualified as on 31 March 2018 from
being appointed as a director in terms of Section 164(2) of the Act.
f) With respect to the adequacy of the internal financial controls with reference to financial statements
of the Company and the operating effectiveness of such controls, refer to our separate Report in
“Annexure B”.
g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of
the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its
Standalone Ind AS financial statements. (Refer note 32 to the Ind AS financial statements).
ii. The Company did not have any long-term contracts including derivative contracts for which there
were any material foreseeable losses.

ANNUAL REPORT 2017-18 83


Bata India Limited

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the Company.
iv. The disclosures in the financial statements regarding holdings as well as dealings in specified
bank notes during the period from 8 November 2016 to 30 December 2016 have not been made
since they do not pertain to the financial year ended 31 March 2018.

For B S R & Co. LLP


Chartered Accountants
ICAI Firm Registration Number: 101248W/W-100022

Tarun Gupta
Place : Gurugram Partner
Date : 22 May 2018 Membership No.: 507892

84 ANNUAL REPORT 2017-18


Bata India Limited

Annexure A referred in the Independent Auditor’s Report to the Members of Bata India Limited on
the standalone Ind AS financial statements for the year ended 31 March 2018

(i) (a) According to the information and explanations given to us, the Company has maintained proper
records showing full particulars, including quantitative details and situation of fixed assets.
(b) According to the information and explanations given to us, the fixed assets are physically verified
by the management in accordance with a phased programme designed to cover all items of fixed
assets over a period of three years, which, in our opinion, is reasonable having regard to the size of
the Company and nature of its fixed assets. Pursuant to the programme, a portion of the fixed assets
has been physically verified by the management during the year. As informed to us, no material
discrepancies were observed on such verification.
(c) According to the information and explanations given to us and on the basis of our examination of the
records of the Company, the title deeds of the immovable properties included in the fixed assets
are held in the name of the Company.
(ii) According to the information and explanations given to us, the inventories (excluding stocks with third
parties and goods-in-transit) have been physically verified during the year by the management. For
goods in transit in respect of purchase and sales of material, all material is substantially received or
delivered until the date of issuance of this report. In respect of inventories lying with third parties, these
have substantially been confirmed by them. In our opinion, the frequency of verification is reasonable.
Further, as informed, the discrepancies noticed on verification between the physical inventory and the
book records were not material.
(iii) According to the information and explanations given to us, the Company has not granted any loans,
secured or unsecured, to companies, firms, limited liability partnerships or other parties covered in
the register maintained under Section 189 of the Act. Accordingly, paragraph 3(iii) of the Order is not
applicable.
(iv) According to the information and explanations given to us, the Company has not given any loans, or
made any investments, or provided any guarantee, or security as specified under Section 185 and 186
of the Companies Act, 2013. Accordingly, paragraph 3(iv) of the Order is not applicable.
(v) According to the information and explanations given to us, the Company has not accepted any
deposits covered under Section 73 to 76 of the Act.
(vi) According to the information and explanations given to us, the Central Government has not specified
the maintenance of cost records under Section 148(1) of the Companies Act, 2013, for the products of
the Company.
(vii) (a) According to the information and explanations given to us and on the basis of our examination of
the records of the Company, amounts deducted/ accrued in the books of account in respect of
undisputed statutory dues including Provident Fund, Employees’ State Insurance, Income tax, Sales
tax, Service tax, Duty of Customs, Duty of Excise, Goods and Services Tax (‘GST’), Value Added
Tax, Cess and any other material statutory dues, to the extent applicable, have generally been
regularly deposited with the appropriate authorities during the year.
According to the information and explanations given to us, no undisputed amounts payable in
respect of Provident Fund, Employees’ State Insurance, Income tax, GST, Sales tax, Service tax,
Duty of Customs, Duty of Excise, Value Added tax, Cess and other material statutory dues, to the
extent applicable, were in arrears as at 31 March 2018 for a period of more than six months from
the date they became payable.

ANNUAL REPORT 2017-18 85


Bata India Limited

(b) According to the information and explanations given to us, and on the basis of the records of the Company
examined by us, there are no dues of Income-tax, Sales-tax, Service tax, Duty of Customs, Duty of Excise
and Value Added Tax which have not been deposited with the appropriate authorities on account of any dispute,
except as mentioned below:-
Amount of Period to which Forum where
Name of the
Nature of dues demand * the amount dispute is
Statute
(in INR millions) relates pending
Various state
Purchase tax dispute at Faridabad 8.2 1984-1985 Supreme Court
sales tax Acts
Revenue Recovery against 1994-1995
Various state
non-payment of demand in 6.7 1998-1999 STAT, Kerala
sales tax Acts
assessment 2000-2001
Various state Tax in dispute u/s 92 of Central Sales Tax High Court
2.8 1991-1992
sales tax Acts act regarding non submission of forms. (Uttar Pradesh)
Joint
Karnataka Sales Unclaimed input tax credit 2005 - 2006 to
4.1 Commissioner’s
Tax Act adjusted against VAT 2008 - 2009
Appeal
Various State
Misclassification of Article for VAT 2005-06 to VAT for tribunal,
Sales Tax 9.7
payment 2006-07 Kerala
Acts
Central Excise Excise duty demand on closing
1.5 1987-88 CESTAT- Kolkata
Act,1944 balance of exempted footwear
Duty demanded for sale of footwear at
Commissioner of
Central Excise domestic tariff area which final hearing
7.0 1997-99 Central, Excise,
Act,1944 before commissioner concluded and
Chennai
order is pending.
Excise duty demanded for
Central Excise 2004-05 to
movement of raw material to job 15.5 CESTAT-Kolkata
Act,1944 2005-06
worker without payment of duty
2007
Disallowing abatement @ 40% on MRP for
Central Excise 2008
institutional sales. Sale of Industrial Boots 9.0 CESTAT-Kolkata
Act,1944 2009
and Mine Safety Boots.
2010
Non-compliance of the condition of the
Central Excise notification for marking MRP on factory July 2004 to
21.5 CESTAT-Kolkata
Act,1944 seconds cleared on payment of appropriate Jan 2008
C.E. duty
Exclusion of Sales tax @8% for payment of
Central Excise August 2004 to
an amount equal to 8%/10% on exempted 3.0 CESTAT-Kolkata
Act,1944 Jan 2008
footwear as per CCR 6(3)(b)
Disallowance of service tax input Commissioner of
Finance Act, 1994 credit on input service availed for 4.3 2006-2010 Central
outward transportation Excise, Kolkata
Duty Demand on account of short levy of
customs duty (antidumping duty) for which
Customs Act,1942 10.8 2001 CESTAT- Kolkata
hearing before commissioner concluded
and order received
April 2008 to
Finance Act, 1994 Availment of wrong input service tax credit 86.2 CESTAT- Chennai
May 2012
Wrong availment of concessional
Customs Act,1942 rate of customs duty etc., against which the 83.8 1998-2003 CESTAT- Kolkata
hearing has not been finalised as yet.
Commissioner of
AY 2011-2012,
Income Tax 293.1 Income
Disallowance of certain expenditure AY 2012-2013 &
Act,1961 Tax (Appeal),
AY 2014-2015
Kolkata
* Amount as per demand orders including interest and penalty, wherever indicated in the order.

86 ANNUAL REPORT 2017-18


Bata India Limited

(viii) According to the information and explanations given to us, the Company has neither taken any loans
from financial institutions or banks or government nor issued any debentures, therefore, the provision
of clause (viii) of the Order is not applicable.
(ix) According to the information and explanations given to us, the Company has not raised any money by
way of initial public offer or further public offer (including debt instrument) and any term loans during the
year. Accordingly, paragraph 3 (ix) of the Order is not applicable.
(x) According to the information and explanations given to us, no material fraud by the Company or on
the Company by its officers or employees has been noticed or reported during the year.
(xi) According to the information and explanations given to us and based on our examination of the
records of the Company, the managerial remuneration has been paid or provided by the Company in
accordance with the provisions of Section 197 read with Schedule V to the Act.
(xii) According to the information and explanations given to us, the Company is not a Nidhi Company.
Accordingly, paragraph 3(xii) of the Order is not applicable.
(xiii) According to information and explanations given to us and on the basis of our examination of the
records of the Company, all transactions with the related parties are in compliance with Section
177 and 188 of the Act, where applicable, and the details have been disclosed in the Ind AS financial
statements, as required by the applicable accounting standard.
(xiv) According to information and explanations given to us, and on the basis of our examination of the
records of the Company, the Company has not made any preferential allotment or private placement
of shares or fully or partly convertible debentures during the year. Accordingly, paragraph 3(xiv) of the
Order is not applicable.
(xv) According to information and explanations given to us, the Company has not entered into any non-cash
transactions with directors or persons connected with him. Accordingly, paragraph 3(xv) of the Order
is not applicable.
(xvi) According to information and explanations given to us, the Company is not required to be registered
under Section 45-IA of the Reserve Bank of India Act, 1934.

For B S R & Co. LLP


Chartered Accountants
ICAI Firm Registration Number: 101248W/W-100022

Tarun Gupta
Place : Gurugram Partner
Date : 22 May 2018 Membership No.: 507892

ANNUAL REPORT 2017-18 87


Bata India Limited

Annexure B referred in the Independent Auditor’s Report to the Members of Bata India Limited on the
standalone Ind AS financial statements for the year ended 31 March 2018
Report on the Internal Financial Controls under Clause (i) of Sub-section (3) of Section 143 of the
Companies Act, 2013 (“the Act”)
We have audited the internal financial controls with reference to financial statements of Bata India Limited (“the
Company”) as of 31 March 2018 in conjunction with our audit of the standalone Ind AS financial statements
of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
The Company’s management is responsible for establishing and maintaining internal financial controls
based on the internal control with reference to financial statements criteria established by the Company
considering the essential components of internal control stated in the Guidance Note on ‘Audit of Internal
Financial Controls over Financial Reporting’ issued by the Institute of Chartered Accountants of India
(‘ICAI’). These responsibilities include the design, implementation and maintenance of adequate internal
financial controls that were operating effectively for ensuring the orderly and efficient conduct of its
business, including adherence to company’s policies, the safeguarding of its assets, the prevention and
detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely
preparation of reliable financial information, as required under the Act.
Auditor’s Responsibility
Our responsibility is to express an opinion on the Company’s internal financial controls with reference to
financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on
‘Audit of Internal Financial Controls Over Financial Reporting’ (the “Guidance Note”) and the Standards
on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Act, to the extent
applicable to an audit of internal financial controls, both issued by the ICAI. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable
assurance about whether adequate internal financial controls with reference to financial statements was
established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal
financial controls system with reference to financial statements and their operating effectiveness. Our audit
of internal financial controls with reference to financial statements included obtaining an understanding of
internal financial controls with reference to financial statements, assessing the risk that a material weakness
exists, and testing and evaluating the design and operating effectiveness of internal control based on the
assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the
risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
audit opinion on the Company’s internal financial controls system with reference to financial statements.
Meaning of Internal Financial Controls with reference to Financial Statements
A company’s internal financial control with reference to financial statements is a process designed to
provide reasonable assurance regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with generally accepted accounting principles. A
company’s internal financial control with reference to financial statements includes those policies and
procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial statements in accordance with
generally accepted accounting principles, and that receipts and expenditures of the company are being made
only in accordance with authorisations of management and directors of the company; and (3) provide
reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition
of the company’s assets that could have a material effect on the financial statements.

88 ANNUAL REPORT 2017-18


Bata India Limited

Inherent Limitations of Internal Financial Controls with reference to Financial Statements


Because of the inherent limitations of internal financial controls with reference to financial statements,
including the possibility of collusion or improper management override of controls, material misstatements
due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal
financial controls with reference to financial statements to future periods are subject to the risk that the
internal financial control with reference to financial statements may become inadequate because of changes in
conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over
financial statements and such internal financial controls with reference to financial statements were operating
effectively as at 31 March 2018, based on the internal control with reference to financial statements
criteria established by the Company considering the essential components of internal control stated in the
Guidance Note issued by the ICAI.

For B S R & Co. LLP


Chartered Accountants
ICAI Firm Registration Number: 101248W/W-100022

Tarun Gupta
Place : Gurugram Partner
Date : 22 May 2018 Membership No.: 507892

ANNUAL REPORT 2017-18 89


Bata India Limited

BALANCE SHEET AS AT 31 MARCH 2018


(Amount in INR millions)
Notes As at As at
31 March 2018 31 March 2017
ASSETS
Non-current assets
Property, plant and equipment 4a 2,929.10 2,645.75
Capital work-in-progress 4c 121.19 242.29
Intangible assets 4b 15.47 13.77
Intangible assets under development 4, 4c42 - 56.06
Financial assets
Investments 5a 49.51 49.51
Loans 5b 993.07 980.94
Deferred tax assets (net) 6 1,053.93 1,004.33
Other non-current tax assets 7b 466.33 377.63
Other non-current assets 7a 344.24 359.94

5,972.84 5,730.22
Current assets
Inventories 8 7,621.14 7,054.39
Financial assets
Trade receivables 9 886.31 671.48
Cash and cash equivalents 10 543.60 616.99
Bank Balances other than those included in cash and cash equivalents 11 5,341.29 4,592.13
Loans 5b 37.67 32.44
Other financial assets 5c 331.90 261.92
Other current assets 7a 713.91 266.40
15,475.82 13,495.75
Total assets 21,448.66 19,225.97

EQUITY AND LIABILITIES


Equity
Equity share capital 12 642.64 642.64
Other equity 13 14,144.50 12,610.17
14,787.14 13,252.81
LIABILITIES
Non-current liabilities
Financial liabilities
Trade payables 14 1,037.42 1,039.71
Provisions 17b 21.90 -
1,059.32 1,039.71
Current liabilities
Financial liabilities
Trade payables
-Micro, small and medium enterprises 14 37.96 39.90
-Others 14 4,754.35 4,032.25
Other financial liabilities 15 353.86 401.84
Other current liabilities 16 173.60 302.84
Provisions 17b 103.19 43.46
Current tax liabilities (net) 17a 179.24 113.16
5,602.20 4,933.45
Total Equity and Liabilities 21,448.66 19,225.97
Significant accounting policies 2 0
The accompanying notes are an integral part of these financial statements
As per our report of even date For and on behalf of the Board of Directors of Bata India Limited
For B S R & Co. LLP UDAY KHANNA RAJEEV GOPALAKRISHNAN
ICAI Firm Registration number: 101248W/W-100022 Chairman Managing Director
Chartered Accountants DIN: 00079129 DIN: 03438046
SANDEEP KATARIA RAM KUMAR GUPTA
Tarun Gupta Whole-time Director & CEO Director Finance
Partner DIN: 05183714 DIN: 01125065
Membership no.: 507892
ARUNITO GANGULY
Place : Gurugram Company Secretary
Date : May 22, 2018 Membership No.: FCS 9285

90 ANNUAL REPORT 2017-18


Bata India Limited

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31 MARCH 2018
(Amount in INR millions)
Notes For the year For the year
ended ended
31 March 2018 31 March 2017

REVENUE
Revenue from operations 18 26,363.18 24,972.41
Other income 19 508.44 466.46
Total revenue 26,871.62 25,438.87

EXPENSES
Cost of raw materials and components consumed 20a 2,695.23 2,914.18
Purchase of stock-in-trade 20b 9,842.28 8,878.15
Changes in inventories of finished goods, work-in-progress and stock-in-trade 21 (578.95) (263.53)
Excise duty 70.47 300.80
Employee benefits expense 22 2,953.78 2,726.95
Finance costs 23 41.98 40.34
Depreciation and amortization expense 24 604.21 650.05
Other expenses 25 7,842.48 7,639.49
Total expenses 23,471.48 22,886.43

Profit before exceptional items and income tax 3,400.14 2,552.44


Exceptional Items 26 - 216.69
Profit before tax 3,400.14 2,335.75
Tax expense:
Current tax 6 1,213.95 924.70
Tax for earlier year 6 - (62.83)
Deferred tax (credit) 6 (49.59) (113.60)
Profit for the year 2,235.78 1,587.48

Other comprehensive income


Items that will not to be reclassified to profit or loss in subsequent periods:
Re-measurement gains/(losses) on defined benefit plans 27 (244.73) (21.56)
Income tax effect 27 84.70 7.46

Other comprehensive income for the year, net of income tax (160.03) (14.10)

Total comprehensive income for the year, net of income tax 2,075.75 1,573.38

Earnings per equity share


(nominal value per share INR 5 (Previous year INR 5))
(1) Basic (INR) 29 17.40 12.35
(2) Diluted (INR) 29 17.40 12.35
Significant accounting policies 2
The accompanying notes are an integral part of these financial statements

As per our report of even date For and on behalf of the Board of Directors of Bata India Limited
For B S R & Co. LLP UDAY KHANNA RAJEEV GOPALAKRISHNAN
ICAI Firm Registration number: 101248W/W-100022 Chairman Managing Director
Chartered Accountants DIN: 00079129 DIN: 03438046
SANDEEP KATARIA RAM KUMAR GUPTA
Tarun Gupta Whole-time Director & CEO Director Finance
Partner DIN: 05183714 DIN: 01125065
Membership no.: 507892
ARUNITO GANGULY
Place : Gurugram Company Secretary
Date : May 22, 2018 Membership No.: FCS 9285

ANNUAL REPORT 2017-18 91


Bata India Limited

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 MARCH 2018


(Amount in INR millions)

(a) Equity share capital

No. of shares Amount


Equity shares of INR 5 each issued, subscribed and fully paid
At 31 March 2016 128,527,540 642.64
Issue of share capital - -
At 31 March 2017 128,527,540 642.64
Issue of share capital - -
At 31 March 2018 128,527,540 642.64
(b) Other equity
For the year ended 31 March 2018:
Total
Attributable to owners of the company
Other equity
Reserves and Surplus
Securities Retained
General reserve
premium earnings
(Note 13a) (Note 13b) (Note 13c)
As at 31 March 2017 501.36 1,498.83 10,609.98 12,610.17
Profit for the period - - 2,235.78 2,235.78
Other comprehensive income, net of tax (Note 27) - - (160.03) (160.03)
Total comprehensive income 501.36 1,498.83 12,685.73 14,685.92
Cash dividends (Note 28) - - (449.85) (449.85)
Dividend distribution tax (Note 28) - - (91.57) (91.57)
As At 31 March 2018 501.36 1,498.83 12,144.31 14,144.50

For the year ended 31 March 2017:


Total
Attributable to owners of the company
Other equity
Reserves and Surplus
Securities Retained
General reserve
premium earnings
(Note 13a) (Note 13b) (Note 13c)
As at 31 March 2016 501.36 1,498.83 9,578.02 11,578.21
Profit for the period - - 1,587.48 1,587.48
Other comprehensive income (Note 27) - - (14.10) (14.10)
Total comprehensive income 501.36 1,498.83 11,151.40 13,151.59
Cash Dividends (Note 28) - - (449.85) (449.85)
Dividend distribution tax (Note 28) - - (91.57) (91.57)
As at 31 March 2017 501.36 1,498.83 10,609.98 12,610.17
The accompanying notes are an integral part of these financial statements

As per our report of even date For and on behalf of the Board of Directors of Bata India Limited
For B S R & Co. LLP UDAY KHANNA RAJEEV GOPALAKRISHNAN
ICAI Firm Registration number: 101248W/W-100022 Chairman Managing Director
Chartered Accountants DIN: 00079129 DIN: 03438046
SANDEEP KATARIA RAM KUMAR GUPTA
Tarun Gupta Whole-time Director & CEO Director Finance
Partner DIN: 05183714 DIN: 01125065
Membership no.: 507892
ARUNITO GANGULY
Place : Gurugram Company Secretary
Date : May 22, 2018 Membership No.: FCS 9285

92 ANNUAL REPORT 2017-18


Bata India Limited

CASH FLOW STATEMENT FOR THE YEAR ENDED 31 MARCH 2018


(Amount in INR millions)

Notes As at As at
31 March 2018 31 March 2017
A Cash flow from operating activities
1 Profit before tax 3,400.14 2,335.75
2 Adjustments to reconcile profit before tax to net cash flows:

Depreciation of property, plant & equipment 24 600.45 646.03


Amortisation of intangible assets 24 3.76 4.02
Straightlining on lease rental 18.64 39.10
Loss on sale of fixed assets (net) 25 16.70 62.65
Allowance for doubtful debt, loans, advances 25 30.03 -
Finance expense (including fair value change in financial instruments) 23 41.98 40.34
Finance income (including fair value change in financial instruments) 19 (498.23) (443.26)
Liabilities no longer required written back 19 - (5.92)
Provisions for litigations 10.10 -
3 Operating profit before working capital changes (1+2) 3,623.57 2,678.71

4 Movements in Working Capital:

Decrease/(Increase) in trade & other receivables (227.45) 75.73


Decrease /(Increase) in inventories (566.75) (265.44)
Increase/(Decrease) in trade and Other Payables 720.15 823.58
Increase/(Decrease) in short term provisions (208.00) (18.07)
Decrease/(Increase) in other current assets (447.51) 39.78
Decrease/(Increase) in other current financial assets (69.32) 50.15
Increase/(Decrease) in other current liabilities (129.24) (5.26)
Increase/(Decrease) in other financial liabilities (62.90) (54.90)
Change in Working Capital (999.02) 645.57

5 Changes in non current assets and liabilities


Decrease/(Increase) in loans & advances 34.36 (48.25)
Increase/(Decrease) in trade payables & Provisions 0.97 (28.10)
Decrease/(Increase) in other non-current assets 40.92 19.69
Changes in non current assets and liabilities 76.25 (56.66)

6 Cash Generated From Operations (3+4+5) 2,708.80 3,267.62

7 Less : Taxes paid (1,151.86) (652.05)

8 Net cash flow from operating activities (6-7) 1,556.94 2,615.57

B Cash flow from investing activities:


Purchase of property, plant and equipment (778.83) (512.30)
Proceeds from sale of property, plant and equipment 24.79 35.70
Repayments/(Investments) in bank deposits (having original maturity of more (748.30) (2,074.72)
than three months)
Loan given to subsidiary - (46.92)
Loan received back from subsidiary 23.64 -
Interest received (finance income) 404.81 268.98
Net cash flow used in Investing Activities: (1,073.89) (2,329.26)

ANNUAL REPORT 2017-18 93


Bata India Limited

CASH FLOW STATEMENT FOR THE YEAR ENDED 31 MARCH 2018


(Amount in INR millions)
Notes As at As at
31 March 2018 31 March 2017
C Net cash flow from financing activities:
Dividend paid to equity shareholders 28 (448.99) (448.75)
Dividend distribution tax 28 (91.57) (91.57)
Interest paid (15.02) (16.65)
Net cash used in financing activities: (555.58) (556.97)

D Net change in cash & cash equivalents (A+B+C) (72.53) (270.66)

E - 1 Cash & cash equivalents as at end of the year 557.33 629.86


E - 2 Cash & cash equivalents as at the beginning of year 629.86 900.52
NET CHANGE IN CASH & CASH EQUIVALENTS (E 1- E 2) (72.53) (270.66)
0.01

As at As at
31 March 2018 31 March 2017
Components of cash and cash equivalents
Cash on hand 103.24 99.27
With banks
- on current accounts 440.36 517.72
- unpaid dividend accounts* 13.73 12.87
Total cash and cash equivalents 557.33 629.86

*The company can utilize these balances only towards settlement of the respective unpaid dividend and unpaid matured deposits.
Significant accounting policies 2
The accompanying notes are an integral part of these financial statements

As per our report of even date For and on behalf of the Board of Directors of Bata India Limited
For B S R & Co. LLP UDAY KHANNA RAJEEV GOPALAKRISHNAN
ICAI Firm Registration number: 101248W/W-100022 Chairman Managing Director
Chartered Accountants DIN: 00079129 DIN: 03438046
SANDEEP KATARIA RAM KUMAR GUPTA
Tarun Gupta Whole-time Director & CEO Director Finance
Partner DIN: 05183714 DIN: 01125065
Membership no.: 507892
ARUNITO GANGULY
Place : Gurugram Company Secretary
Date : May 22, 2018 Membership No.: FCS 9285

94 ANNUAL REPORT 2017-18


Bata India Limited
NOTESTOTO
NOTES THE
THE FINANCIAL
FINANCIAL STATEMENTS
STATEMENTS FORYEAR
FOR THE THE ENDED
YEAR ENDED MARCH
MARCH 31, 31, 2018
2018 (Contd.)

1. Corporate information
Bata India Limited is primarily engaged in the business of manufacturing and trading of footwear and
accessories through its retail and wholesale network.
Bata India Limited is a public Company domiciled in India. Its shares are listed on three stock exchanges
in India. The registered office of the company is located at 27B, Camac Street, 1st Floor, Kolkata - 700016.
2. Significant Accounting Policies
2.1 Basis of Preparation
The financial statements have been prepared in accordance with Indian Accounting Standards (Ind
AS) as per the Companies (Indian Accounting Standards) Rules, 2015 notified under section 133 of
the Companies Act 2013 (the Act and other relevant provisions of the Act).
The financial statements are authorised for issue by Company’s board of directors on May 22, 2018.
The financial statements have been prepared on a historical cost or at amortised cost except for the
following assets and liabilities
Items Measurement Basis
Net defined benefit (asset)/liability Fair Value of plan assets less present value of defined benefit obligations
Derivatives Fair Value
The financial statements are presented in INR and all values are rounded to the nearest
Million (INR 000,000).
2.2 Summary of significant accounting policies
a. Current Vs Non-Current Classification
The Company presents assets and liabilities in the balance sheet based on current/non-current
classification. An asset is treated as current when it is:
► Expected to be realised or intended to be sold or consumed in normal operating cycle
► Held primarily for the purpose of trading
► Expected to be realised within twelve months after the reporting period, or
► Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for
at least twelve months after the reporting period
All other assets are classified as non-current.
A liability is current when:
► Expected to be settled in normal operating cycle
► Held primarily for the purpose of trading
► Due to be settled within twelve months after the reporting period, or
► There is no unconditional right to defer the settlement of the liability for at least twelve months
after the reporting period
The Company classifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
Based on the nature of products and time between the acquisition of assets for processing and
their realisation in cash and cash equivalents, the Company has identified twelve months as its
operating cycle.
b. Cash dividend
The Company recognises a liability to make cash distributions to equity holders when the distribution
is authorised and the distribution is no longer at the discretion of the Company. As per the corporate
laws in India, a distribution is authorised when it is approved by the shareholders. A corresponding
amount is recognised directly in equity.

ANNUAL REPORT 2017-18 95


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)

c. Fair Value Measurements


The Company measures financial instruments, such as forward contracts at fair value at each
balance sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. The fair value measurement is
based on the presumption that the transaction to sell the asset or transfer the liability takes place
either:
► In the principal market for the asset or liability, or
► In the absence of a principal market, in the most advantageous market for the asset or liability
The principal or the most advantageous market is accessible by the Company.
The fair value of an asset or a liability is measured using the assumptions that market participants
would use when pricing the asset or liability, assuming that market participants act in their best
economic interest.
A fair value measurement of a non-financial asset takes into account a market participant’s ability
to generate economic benefits by using the asset in its highest and best use or by selling it to
another market participant that would use the asset in its highest and best use. The Company uses
valuation techniques that are appropriate in the circumstances and for which sufficient data are
available to measure fair value.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are
categorised within the fair value hierarchy, described as follows, based on the lowest level input
that is significant to the fair value measurement as a whole:
► Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities
► Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value
measurement is directly or indirectly observable
► Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value
measurement is unobservable
For assets and liabilities that are recognised in the financial statements on a recurring basis,
the Company determines whether transfers have occurred between levels in the hierarchy by
re-assessing categorisation (based on the lowest level input that is significant to the fair value
measurement as a whole) at the end of each reporting period.
For the purpose of fair value disclosures, the Company has determined classes of assets and
liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of
the fair value hierarchy as explained above. This note summarises accounting policy for fair value.
Other fair value related disclosures are given in the relevant notes.
d. Property, plant & equipment
On transition to Ind AS, the Company has elected to continue with the carrying value of all of its
property, plant and equipment recognised as at April 1, 2015, measured as per the previous GAAP,
and use that carrying value as the deemed cost of such property plant and equipment.
Property, plant & equipment and capital work in progress are stated at cost, net of accumulated
depreciation and accumulated impairment losses, if any. The cost comprises purchase price,
borrowing costs if capitalization criteria are met, directly attributable cost of bringing the asset to its
working condition for the intended use. Any trade discounts and rebates are deducted in arriving at
the purchase price. Such cost includes the cost of replacing part of the plant and equipment.
The present value of the expected cost for decommissioning of an asset after its use is included in
the cost of the respective asset, if the recognition criteria for a provision are met.

96 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)

The Company identifies and determines cost of each component/ part of the asset separately, if the
component/ part has a cost which is significant to the total cost of the asset and has useful life that
is materially different from that of the remaining asset.
An item of Property, plant and equipment and any significant part initially recognised is derecognised
upon disposal or when no future economic benefits are expected from its use or disposal. Any gain
or loss arising on derecognition of the asset (calculated as the difference between the net disposal
proceeds and the carrying amount of the asset) is included in the statement of profit or loss when
the asset is derecognised.
The residual values, useful lives and methods of depreciation of Property, plant and equipment are
reviewed at each financial year end and adjusted prospectively, if appropriate.
e. Depreciation on Property, plant & equipment
i. Lease hold improvements (LHI) & furniture & fixtures at stores are amortised on straight line
basis over the period of lease or useful life (not exceeding 9 years), whichever is lower.
ii. Depreciation on other Property, plant & equipment is provided on written down value method at
the rates based on the estimated useful life of the assets as described below:

Category of Property, plant & equipment Useful Lives


Buildings
- Factory Buildings 30 years
- Other than Factory Buildings 10 years - 60 Years
- Fences, Wells, Tube wells 5 years
Plant & Machinery
- Moulds 8 years
- Data processing equipment 3 Years
- Servers 6 Years
- Other Plant and Machinery 5 Years - 15 Years
Furniture & Fittings
- Others 10 years
Vehicles 8 years
Office Equipment 10 Years
The Company, based on management estimates, depreciates certain items of building, plant
and equipment over estimated useful lives which are lower than the useful life prescribed in
Schedule II to the Companies Act, 2013. The management believes that these estimated useful
lives are realistic and reflect fair approximation of the period over which the assets are likely to
be used.
iii. Depreciation on Property, plant & equipment added/disposed off during the year is provided on
pro-rata basis with respect to date of acquisition/ disposal.
f. Intangible Assets
Intangible assets acquired separately are recorded at cost at the time of initial recognition. Following
initial recognition, intangible assets are carried at cost less any accumulated amortisation and
accumulated impairment losses, if any. Internally generated intangibles, excluding capitalised
development costs, are not capitalised and the related expenditure is reflected in profit or loss in
the period in which the expenditure is incurred.
Intangible assets (Computer Software) with finite lives are amortised over the useful economic
life (not exceeding five years) and assessed for impairment whenever there is an indication that
the intangible asset may be impaired. The amortisation period and the amortisation method for an
intangible asset with a finite useful life are reviewed at least at the end of each reporting period.
Changes in the expected useful life or the expected pattern of consumption of future economic
benefits embodied in the asset are considered to modify the amortisation period or method, as
appropriate, and are treated as changes in accounting estimates. The amortisation expense on
intangible assets is recognised in the statement of profit and loss.

ANNUAL REPORT 2017-18 97


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)

Gains or losses arising from derecognition of an intangible asset are measured as the difference
between the net disposal proceeds and the carrying amount of the asset and are recognised in the
statement of profit or loss when the asset is derecognised.
g. Inventories
Inventories are valued at the lower of cost and net realisable value.
Costs incurred in bringing each product to its present location and condition are accounted for as
follows:
► Raw materials: Cost includes cost of purchase and other costs incurred in bringing the
inventories to their present location and condition. Cost is determined on weighted average
basis.
► Finished goods and work in progress: Cost includes cost of direct materials and labour and a
proportion of fixed manufacturing overheads based on the normal operating capacity. Cost is
determined on a weighted average basis.
► Traded goods: Cost includes cost of purchase and other costs incurred in bringing the inventories
to their present location and condition. Cost is determined on weighted average basis.
Net realizable value is the estimated selling price in the ordinary course of business, less estimated
costs of completion and estimated costs necessary to make the sale.
h. Revenue Recognition
Revenue is recognised to the extent it is probable that the economic benefits will flow to the
Company and the revenue can be reliably measured, regardless of when the payment is being
made. Revenue is measured at the fair value of the consideration received or receivable, taking
into account contractually defined terms of payment and excluding taxes or duties collected on
behalf of the government. The Company has concluded that it is the principal in all of its revenue
arrangements since it is the primary obligor in all the revenue arrangements as it has pricing
latitude and is also exposed to inventory and credit risks.
Till June 30, 2017, based on the guidance note on accounting treatment of excise duty, the
Company has assumed that recovery of excise duty flows to the Company on its own account. This
is for the reason that it is a liability of the manufacturer which forms part of the cost of production,
irrespective of whether the goods are sold or not. Since the recovery of excise duty flows to the
Company on its own account, revenue includes excise duty. Post June 30, 2017 excise duty has
been subsumed to Goods and Services Tax (GST) and hence the same is not received by the
company on its own account, rather it is tax collected on commodity by the seller on behalf of the
government. Accordingly, it is excluded from revenue.
The specific recognition criteria described below must also be met before revenue is recognised.
i. Sale of Goods:
Revenue from the sale of goods is recognised when the significant risks and rewards of
ownership of the goods have passed to the buyer, usually on delivery of the goods. Revenue
from the sale of goods is measured at the fair value of the consideration received or receivable,
net of returns and allowances, trade discounts and volume rebates. The Company provides
normal warranty provisions for manufacturing defects for 3 months on all its products sold, in
line with the industry practice. The Company does not provide any extended warranties to its
customers.
The Company operates a loyalty points programme “ The Bata Club”, which allows customers
to accumulate points when they purchase products in the Company’s retail stores. The points
can be redeemed against consideration payable for subsequent purchases. Consideration
received is allocated between the products sold and the points issued, with the consideration
allocated to the points equal to their fair value. Fair value of the points is determined by applying
a statistical analysis (based on data available). The fair value of the points issued is deferred
based on actuarial valuation and recognised as revenue when the points are redeemed.

98 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)

ii. Interest:
For all debt instruments measured at amortised cost, interest income is recorded using the
effective interest rate (EIR). EIR is the rate that exactly discounts the estimated future cash
payments or receipts over the expected life of the financial instrument or a shorter period,
where appropriate, to the gross carrying amount of the financial asset or to the amortised cost
of a financial liability. When calculating the effective interest rate, the Company estimates the
expected cash flows by considering all the contractual terms of the financial instrument (for
example, prepayment, extension, similar options) but does not consider the expected credit
losses. Interest income is included in finance income in the statement of profit and loss.
i. Foreign Currency Transactions
The Company’s financial statements are presented in INR, which is also the Company’s functional
currency.
Transactions and balances
Transactions in foreign currencies are initially recorded by the Company at their respective
functional currency spot rates at the date the transaction first qualifies for recognition. However, for
practical reasons, the Company uses an average rate if the average approximates the actual rate
at the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies are translated at the functional
currency spot rates of exchange at the reporting date.
Exchange differences arising on settlement or translation of monetary items are recognised in profit
or loss with the exception of the following:
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated
using the exchange rates at the dates of the initial transactions.
j. Government grants
Export benefits in the form of Duty Drawback, Duty Entitlement Pass Book (DEPB) and other
schemes are recognized in the Statement of profit and loss when the right to receive credit as per
the terms of the scheme is established in respect of exports made and when there is no significant
uncertainty regarding the ultimate collection of the relevant export proceeds.
k. Retirement and Other Employee Benefits
i) Retirement benefit in the form of pension costs is a defined contribution scheme. The Company
has no obligation, other than the contribution payable to the pension fund. The Company
recognizes contribution payable to the pension fund scheme as an expense, when an employee
renders the related service. If the contribution payable to the scheme for service received
before the balance sheet date exceeds the contribution already paid, the deficit payable to
the scheme is recognized as a liability after deducting the contribution already paid. If the
contribution already paid exceeds the contribution due for services received before the balance
sheet date, then excess is recognized as an asset to the extent that the pre-payment will lead
to a reduction in future payment or a cash refund.
ii) The Provident Fund (administered by a Trust) is a defined benefit scheme where by the Company
deposits an amount determined as a fixed percentage of basic pay to the fund every month.
The benefit vests upon commencement of employment. The interest credited to the accounts
of the employees is adjusted on an annual basis to confirm to the interest rate declared by the
government for the Employees Provident Fund. The Company has adopted actuary valuation
based on project unit credit method to arrive at provident fund liability as at year end.
iii) The Company operates a defined benefit gratuity plan, which requires contributions to be made
to a separately administered fund. The cost of providing benefits under the defined benefit plan
is determined using the projected unit credit method.

ANNUAL REPORT 2017-18 99


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)

Remeasurements, comprising of actuarial gains and losses, the effect of asset ceiling, excluding
amounts included in net interest on the net defined benefit liability and the return on plan assets
(excluding amounts included in net interest on the net defined benefit liability), are recognised
immediately in the balance sheet with a corresponding debit or credit to OCI in the period in
which they occur. Remeasurements are not reclassified to profit or loss in subsequent periods.
Past service costs are recognised in profit or loss on the earlier of:
► The date of the plan amendment or curtailment, and
► The date that the Company recognises related restructuring costs.
Net interest is calculated by applying the discount rate to the net defined benefit liability or
asset. The Company recognises the following changes in the net defined benefit obligation as
an expense in the statement of profit and loss:
► Service costs comprising current service costs, past-service costs, gains and losses on
curtailments and non-routine settlements; and
► Net interest expense or income
iv) Compensated absences are provided for based on actuarial valuation on projected unit credit
method carried by an actuary, at each year end.
Actuarial gains/losses are immediately taken to the statement of profit and loss and are not
deferred. The Company presents the leave as a current liability in the balance sheet, to the
extent it does not have an unconditional right to defer its settlement for 12 months after the
reporting date.
v) Expenses incurred towards voluntary retirement scheme are charged to the statement of profit
and loss in the year such scheme is accepted by the employees/workers.
l. Leases
The determination of whether an arrangement is (or contains) a lease is based on the substance of
the arrangement at the inception of the lease. The arrangement is, or contains, a lease if fulfilment
of the arrangement is dependent on the use of a specific asset or assets and the arrangement
conveys a right to use the asset or assets, even if that right is not explicitly specified in an
arrangement.
Company is lessee
A lease is classified at the inception date as a finance lease or an operating lease. A lease that
transfers substantially all the risks and rewards incidental to ownership to the Company is classified
as a finance lease. A lease which is not a finance lease is classified as Operating lease.
Operating lease payments are recognised as an expense in the statement of profit and loss
on a straight-line basis over the lease term unless either (a) another systematic basis is more
representative of the time pattern of the user’s benefit even if the payments to the lessors are not
on that basis, or (b) the payments to the lessor are structured to increase in line with expected
general inflation to compensate for the lessor’s expected inflationary cost increases.
m. Taxation
Current income tax
Current income tax assets and liabilities are measured at the amount expected to be recovered
from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are
those that are enacted or substantively enacted, at the reporting date.
Current income tax relating to items recognised outside profit or loss is recognised outside profit
or loss (either in other comprehensive income or in equity). Management periodically evaluates
positions taken in the tax returns with respect to situations in which applicable tax regulations are
subject to interpretation and establishes provisions where appropriate.
100 ANNUAL REPORT 2017-18
Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)

Current tax assets and liabilities are offset only if there is a legally enforceable right to set off the
recognised amounts, and it is intended to realise the asset and settle the liability on a net basis or
simultaneously.
Deferred tax
Deferred tax is provided on temporary differences between the tax bases of assets and liabilities
and their carrying amounts for financial reporting purposes at the reporting date. Deferred tax
liabilities are recognised for all taxable temporary differences.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of
unused tax credits and any unused tax losses. Deferred tax assets are recognised to the extent
that it is probable that taxable profit will be available against which the deductible temporary
differences, and the carry forward of unused tax credits and unused tax losses can be utilised.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the
extent that it is no longer probable that sufficient taxable profit will be available to allow all or part
of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each
reporting date and are recognised to the extent that it has become probable that future taxable
profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the
year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have
been enacted or substantively enacted at the reporting date.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss
(either in other comprehensive income or in equity).
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set
off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable
entity and the same taxation authority.
n. Impairment of non-financial assets
The Company assesses, at each reporting date, whether there is an indication that an asset may
be impaired. If any indication exists, or when annual impairment testing for an asset is required, the
Company estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher
of an asset’s or cash-generating unit’s (CGU) fair value less costs of disposal or its value in use.
Recoverable amount is determined for an individual asset, unless the asset does not generate
cash inflows that are largely independent of those from other assets or group of assets. When
the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered
impaired and is written down to its recoverable amount.
Impairment losses, are recognised in the statement of profit and loss.
Intangible assets with indefinite useful lives are tested for impairment annually, as appropriate and
when circumstances indicate that the carrying value may be impaired.
o. Provisions
General
Provisions are recognised when the Company has a present obligation (legal or constructive) as
a result of a past event, it is probable that an outflow of resources embodying economic benefits
will be required to settle the obligation and a reliable estimate can be made of the amount of the
obligation. The expense relating to any provision is presented in the statement of profit or loss, net
of any reimbursement. If the effect of the time value of money is material, provisions are discounted
using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability. Where
discounting is used, the increase in the provision due to the passage of time is recognised as part
of finance costs.

ANNUAL REPORT 2017-18 101


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)

Warranty provisions
Provisions for warranty-related costs are recognised when the product is sold or service provided
to the customer. Initial recognition is based on actuarial valuation. The initial estimate of warranty-
related costs is revised annually.
p. Contingent liability
A contingent liability is a possible obligation that arises from past events whose existence will be
confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the
control of the Company or a present obligation that is not recognized because it is not probable
that an outflow of resources will be required to settle the obligation. A contingent liability also arises
in extremely rare cases where there is a liability that cannot be recognized because it cannot
be measured reliably. The Company does not recognize a contingent liability but discloses its
existence in the financial statements.
q. Cash and cash equivalents
Cash and cash equivalent in the balance sheet comprise cash at banks and on hand and short-
term deposits with an original maturity of three months or less, which are subject to an insignificant
risk of changes in value.
For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and
short-term deposits and unpaid dividend account, net of outstanding bank overdrafts as they are
considered an integral part of the Company’s cash management.
r. Financial Instruments
A financial instrument is any contract that gives rise to a financial asset of one Company and a
financial liability or equity instrument of another Company.
Financial assets
Recognition and initial measurement
All financial assets are recognised initially at fair value plus, in the case of financial assets not
recorded at fair value through profit or loss, transaction costs that are directly attributable to the
acquisition of the financial asset. Purchases or sales of financial assets that require delivery of
assets within a time frame established by regulation or convention in the market place (regular way
trades) are recognised on the trade date, i.e., the date that the Company commits to purchase or
sell the asset.
Subsequent measurement
For the purpose of subsequent measurement, financial assets are classified in five categories:
► Debt Instrument at amortised cost
► Debt instruments at fair value through other comprehensive income (FVTOCI)
► Debt instruments, derivatives and equity instruments at fair value through profit or loss (FVTPL)
► Equity instruments measured at fair value through other comprehensive income (FVTOCI)
►Investments in equities of subsidiaries at cost
Debt instruments at amortised cost
A ‘debt instrument’ is measured at the amortised cost if both the following conditions are met:
a) The asset is held within a business model whose objective is to hold assets for collecting
contractual cash flows, and
b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments
of principal and interest (SPPI) on the principal amount outstanding.

102 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)

This category is the most relevant to the Company. After initial measurement, such financial assets
are subsequently measured at amortised cost using the effective interest rate (EIR) method.
Amortised cost is calculated by taking into account any discount or premium on acquisition and
fees or costs that are an integral part of the EIR. The EIR amortisation is included in finance income
in the profit or loss. The losses arising from impairment are recognised in the profit or loss. This
category generally applies to trade receivables, Security deposits & other receivables.
Debt instrument at FVTOCI
A ‘debt instrument’ is classified as at the FVTOCI if both of the following criteria are met:
a) The objective of the business model is achieved both by collecting contractual cash flows and
selling the financial assets, and
b) The asset’s contractual cash flows represent SPPI.
Debt instruments included within the FVTOCI category are measured initially as well as at each
reporting date at fair value. Fair value movements are recognized in the other comprehensive
income (OCI). However, the Company recognizes interest income, impairment losses & reversals
and foreign exchange gain or loss in the P&L. On derecognition of the asset, cumulative gain or
loss previously recognised in OCI is reclassified from the equity to P&L. Interest earned whilst
holding FVTOCI debt instrument is reported as interest income using the EIR method.
Debt instrument at FVTPL
FVTPL is a residual category for debt instruments. Any debt instrument, which does not meet the
criteria for categorization as at amortized cost or as FVTOCI, is classified as at FVTPL.
In addition, the Company may elect to designate a debt instrument, which otherwise meets
amortized cost or FVTOCI criteria, as at FVTPL. However, such election is allowed only if doing
so reduces or eliminates a measurement or recognition inconsistency (referred to as ‘accounting
mismatch’).
Debt instruments included within the FVTPL category are measured at fair value with all changes
recognized in the P&L. The Company has not designated any debt instrument as at FVTPL.
Equity investments
All equity investments in scope of Ind AS 109 are measured at fair value. Equity instruments
which are held for trading and contingent consideration recognised by an acquirer in a business
combination to which Ind AS 103 applies are classified as at FVTPL. For all other equity instruments,
the Company may make an irrevocable election to present in other comprehensive income,
subsequent changes in the fair value. The Company makes such election on an instrument-by-
instrument basis. The classification is made on initial recognition and is irrevocable.
If the Company decides to classify an equity instrument as at FVTOCI, then all fair value changes
on the instrument, excluding dividends, are recognized in the OCI. There is no recycling of the
amounts from OCI to P&L, even on sale of investment. However, the Company may transfer the
cumulative gain or loss within equity.
Equity instruments included within the FVTPL category are measured at fair value with all changes
recognized in the P&L.
Investments in equities of subsidiaries
Investments in equities of subsidiaries are carried at cost in separate financial statements.
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar
financial assets) is primarily derecognised (i.e. removed from the Company’s balance sheet) when:
► The rights to receive cash flows from the asset have expired, or

ANNUAL REPORT 2017-18 103


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)

► The Company has transferred its rights to receive cash flows from the asset or has assumed
an obligation to pay the received cash flows in full without material delay to a third party under
a ‘pass-through’ arrangement; and either (a) the Company has transferred substantially all
the risks and rewards of the asset, or (b) the Company has neither transferred nor retained
substantially all the risks and rewards of the asset, but has transferred control of the asset.
When the Company has transferred its rights to receive cash flows from an asset or has entered
into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and
rewards of ownership. When it has neither transferred nor retained substantially all of the risks and
rewards of the asset, nor transferred control of the asset, the Company continues to recognise
the transferred asset to the extent of the Company’s continuing involvement. In that case, the
Company also recognises an associated liability. The transferred asset and the associated liability
are measured on a basis that reflects the rights and obligations that the Company has retained.
Continuing involvement that takes the form of a guarantee over the transferred asset is measured
at the lower of the original carrying amount of the asset and the maximum amount of consideration
that the Company could be required to repay.
Impairment of financial assets
The Company recognizes loss allowances using the expected credit loss (ECL) model for the
financial assets which are carried at amortised cost or at Fair value through OCI except equity
investment which is carried at fair value through OCI. Loss allowance for trade receivables with no
significant financing component is measured at an amount equal to lifetime ECL. The application
of simplified approach does not require the Company to track changes in credit risk. Based on the
past history and track records the Company has assessed the risk of default by the customer and
expects the credit loss to be insignificant. For all other financial assets, expected credit losses are
measured at an amount equal to the 12-month ECL, unless there has been a significant increase
in credit risk from initial recognition in which case those are measured at lifetime ECL. The amount
of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting
date to the amount that is required to be recognised is recognized as an impairment gain or loss in
profit or loss.
ECL impairment loss allowance (or reversal) recognized during the period is recognized as income/
expense in the statement of profit and loss (P&L).
The balance sheet presentation for various financial instruments is described below:
► Financial assets measured as at amortised cost. ECL is presented as an allowance, i.e., as an
integral part of measurement of those assets in the balance sheet. The allowance reduces the
net carrying amount until the asset meets write-off criteria.
Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as:
financial liabilities at fair value through profit or loss,
financial liabilities measured at amortised cost,
loans and borrowings and payables,
derivatives designated as hedging instruments in an effective hedge relationship.
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings
and payables, net of directly attributable transaction costs.
The Company’s financial liabilities include trade and other payables and derivative financial
instruments.

104 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)

Subsequent measurement
The measurement of financial liabilities depends on their classification, as described below:
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss include:
- financial liabilities held for trading
- financial liabilities designated upon initial recognition as at fair value through profit or loss.
Financial liabilities are classified as held for trading if they are incurred for the purpose of
repurchasing in the near term. This category also includes derivative financial instruments entered
into by the Company that are not designated as hedging instruments in hedge relationships as
defined by Ind-AS 109.
Gains or losses on liabilities held for trading are recognised in the profit or loss.
Financial liabilities designated upon initial recognition at fair value through profit or loss are
designated at the initial date of recognition, if and only if, the criteria in Ind-AS 109 are satisfied.
For liabilities designated as FVTPL, fair value gains/ losses attributable to changes in own credit
risk are recognized in OCI. These gains/loss are not subsequently transferred to P&L. However,
the Company may transfer the cumulative gain or loss within equity. All other changes in fair value
of such liability are recognised in the statement of profit or loss. The Company has not designated
any financial liability as at fair value through profit and loss.
Financial liabilities measured at amortised cost
Other financial liabilities are subsequently measured at amortised cost using the effective interest
rate. Interest expense is recognised in statement of profit and loss.
Derecognition of financial liability
A financial liability is derecognised when the obligation under the liability is discharged or cancelled
or expires. When an existing financial liability is replaced by another from the same lender on
substantially different terms, or the terms of an existing liability are substantially modified, such an
exchange or modification is treated as the derecognition of the original liability and the recognition
of a new liability. The difference in the respective carrying amounts is recognised in the statement
of profit or loss.
Reclassification of financial assets
The Company determines classification of financial assets and liabilities on initial recognition. After
initial recognition, no reclassification is made for financial assets which are equity instruments and
financial liabilities. For financial assets which are debt instruments, a reclassification is made only
if there is a change in the business model for managing those assets. Changes to the business
model are expected to be infrequent. The Company’s senior management determines change in the
business model as a result of external or internal changes which are significant to the Company’s
operations. Such changes are evident to external parties. A change in the business model occurs
when the Company either begins or ceases to perform an activity that is significant to its operations.
If the Company reclassifies financial assets, it applies the reclassification prospectively from the
reclassification date which is the first day of the immediately next reporting period following the
change in business model. The Company does not restate any previously recognised gains, losses
(including impairment gains or losses) or interest. The Company has not reclassified any financial
asset during the current year or previous year.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the balance
sheet when and only when there is a currently enforceable legal right to offset the recognised
amounts and there is an intention to settle on a net basis, to realise the assets and settle the
liabilities simultaneously.
ANNUAL REPORT 2017-18 105
Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)

Derivative financial instruments and hedge accounting


Initial recognition and subsequent measurement
The Company uses derivative financial instruments, such as forward currency contracts, to hedge
its foreign currency risks. Such derivative financial instruments are initially recognised at fair value
on the date on which a derivative contract is entered into and are subsequently re-measured at fair
value. Derivatives are carried as financial assets when the fair value is positive and as financial
liabilities when the fair value is unfavourable.
Any gains or losses arising from changes in the fair value of derivatives are taken directly to profit
or loss, except for the effective portion of cash flow hedges, which is recognised in OCI and later
reclassified to profit or loss when the hedge item affects profit or loss or treated as basis adjustment
if a hedged forecast transaction subsequently results in the recognition of a non-financial asset or
non-financial liability.
For the purpose of hedge accounting, hedges are classified as:
► Fair value hedges when hedging the exposure to changes in the fair value of a recognised asset
or liability or an unrecognised firm commitment.
► Cash flow hedges when hedging the exposure to variability in cash flows that is either attributable
to a particular risk associated with a recognised asset or liability or a highly probable forecast
transaction or the foreign currency risk in an unrecognised firm commitment.
At the inception of a hedge relationship, the Company formally designates and documents
the hedge relationship to which the Company wishes to apply hedge accounting and the risk
management objective and strategy for undertaking the hedge. The documentation includes the
Company’s risk management objective and strategy for undertaking hedge, the hedging/ economic
relationship, the hedged item or transaction, the nature of the risk being hedged, hedge ratio and
how the Company will assess the effectiveness of changes in the hedging instrument’s fair value
in offsetting the exposure to changes in the hedged item’s fair value or cash flows attributable to
the hedged risk. Such hedges are expected to be highly effective in achieving offsetting changes in
fair value or cash flows and are assessed on an ongoing basis to determine that they actually have
been highly effective throughout the financial reporting periods for which they were designated.
Hedges that meet the strict criteria for hedge accounting are accounted for, as described below:
(i) Fair value hedges
The change in the fair value of a hedging instrument is recognised in the statement of profit and
loss as finance costs. The change in the fair value of the hedged item attributable to the risk hedged
is recorded as part of the carrying value of the hedged item and is also recognised in the statement
of profit and loss as finance costs.
For fair value hedges relating to items carried at amortised cost, any adjustment to carrying value
is amortised through profit or loss over the remaining term of the hedge using the EIR method. EIR
amortisation may begin as soon as an adjustment exists and no later than when the hedged item
ceases to be adjusted for changes in its fair value attributable to the risk being hedged.
If the hedged item is derecognised, the unamortised fair value is recognised immediately in profit
or loss. When an unrecognised firm commitment is designated as a hedged item, the subsequent
cumulative change in the fair value of the firm commitment attributable to the hedged risk is
recognised as an asset or liability with a corresponding gain or loss recognised in profit and loss.
(ii) Cash flow hedges
The effective portion of the gain or loss on the hedging instrument is recognised in OCI in the cash
flow hedge reserve, while any ineffective portion is recognised immediately in the statement of
profit and loss.

106 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)

The Company uses forward currency contracts as hedges of its exposure to foreign currency risk
in highly probable forecast transactions and firm commitments, the ineffective portion relating to
foreign currency contracts is recognised in finance costs.
Amounts recognised as OCI are transferred to profit or loss when the hedged transaction affects
profit or loss, such as when the hedged financial income or financial expense is recognised or when
a forecast sale occurs. When the hedged item is the cost of a non-financial asset or non-financial
liability, the amounts recognised as OCI are transferred to the initial carrying amount of the non-
financial asset or liability.
If the hedging instrument expires or is sold, terminated or exercised without replacement or rollover
(as part of the hedging strategy), or if its designation as a hedge is revoked, or when the hedge no
longer meets the criteria for hedge accounting, any cumulative gain or loss previously recognised
in OCI remains separately in equity until the forecast transaction occurs or the foreign currency firm
commitment is met.
3. i) Significant accounting judgments, estimates and assumptions
The preparation of the financial statements requires management to make judgements, estimates and
assumptions that affect the accounting policies and the reported amounts of income, expenses, assets
and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty
about these assumptions and estimates could result in outcomes that require a material adjustment to the
carrying amount of assets or liabilities affected in future periods.
a. Judgements
In the process of applying the Company’s accounting policies, management has made the following
judgements, which have the most significant effect on the amounts recognised in the financial
statements:
(i) Contingent liabilities
Contingent liabilities may arise from the ordinary course of business in relation to claims against
the Company, including legal and other claims. By their nature, contingencies will be resolved only
when one or more uncertain future events occur or fail to occur. The assessment of the existence,
and potential quantum, of contingencies inherently involves the exercise of significant judgement
and the use of estimates regarding the outcome of future events.
(ii) Operating lease commitments - Company as lessee
The Company has taken various shop premises under operating lease agreements. The lease
agreements generally have an escalation clause and there are no subleases. These leases are
generally not non-cancellable and are renewable by mutual consent on mutually agreed terms. The
Company  based on an evaluation of the terms and conditions of the agreements assessed  that
the escalations are as per the mutually agreed terms and are not structured to increase necessarily
in line with expected general inflation and hence operating lease payments are continued to be
recognised as an expense in the statement of profit and loss on a straight-line basis over the lease
term.
b. Estimates and assumptions
The key assumptions concerning the future and other key sources of estimation uncertainty at the
reporting date that have a significant risk of causing a material adjustment to the carrying amounts
of assets and liabilities within the next financial year, are described below. The Company based its
assumptions and estimates on parameters available when the financial statements were prepared.
Existing circumstances and assumptions about future developments, however, may change due
to market change or circumstances arising beyond the control of the Company. Such changes are
reflected in the assumptions when they occur.

ANNUAL REPORT 2017-18 107


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)

b.1 Defined benefit plans


The cost of the defined benefit gratuity plan and other post-employment defined benefits are
determined using actuarial valuations. An actuarial valuation involves making various assumptions
that may differ from actual developments in the future. These include the determination of the
discount rate, future salary increases and mortality rates. Due to the complexities involved in the
valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in
these assumptions. All assumptions are reviewed at each reporting date.
The parameter most subject to change is the discount rate. In determining the appropriate discount
rate for plans operated in India, the management considers the interest rates of government
bonds in currencies consistent with the currencies of the post-employment benefit obligation. The
underlying bonds are further reviewed for quality.
The mortality rate is based on publicly available mortality tables for the specific countries. Those
mortality tables tend to change only at interval in response to demographic changes. Future salary
increases and gratuity increases are based on expected future inflation rates.
Further details about gratuity obligations are given in Note 31.
b.2 Revenue recognition – Loyalty programme
The Company estimates the fair value of points awarded under the Loyalty programme “ The Bata
Club”, by applying statistical techniques. Inputs to the model include making assumptions about
expected redemption rates, the mix of products that will be available for redemption in the future
and customer preferences. As points issued under the programme expire on expiry of specified
period in accordance with the programme, such estimates are subject to significant uncertainty.
3. (ii) Standards issued but not yet effective
  Ind AS 115, Revenue from Contracts with Customers
  Ind AS 115, establishes a comprehensive framework for determining whether, how much and when revenue
should be recognised. It replaces existing revenue recognition guidance, including Ind AS 18 Revenue,
Ind AS 11 Construction Contracts and Guidance Note on Accounting for Real Estate Transactions. Ind AS
115 is effective for annual periods beginning on or after 1 April 2018 and will be applied accordingly.
Sales of goods
For the sale of goods, revenue is currently recognised when the goods are delivered, which is taken to be
the point in time at which the customer accepts the goods and the related risks and rewards of ownership
are transferred. Revenue is recognised at this point provided that the revenue and costs can be measured
reliably, the recovery of the consideration is probable and there is no continuing management involvement
with the goods.
  Under Ind AS 115, revenue will be recognised when a customer obtains control of the goods. The revenue
from these contracts will be recognised as the products are being manufactured.
The Company has completed an initial assessment of the potential impact of the adoption of Ind AS 115
on accounting policies followed in its financial statements.  The quantitative impact of adoption of Ind AS
115 on the financial statements in the period of initial application is not reasonably estimable as at present.

108 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)

Property, plant and equipment and capital work in progress


Furniture
Freehold Lease Hold Plant and Office
4a Property, plant and equipment land
Buildings
improvements equipment**
and Vehicles
equipments
Total
fixtures
Cost or deemed cost
(gross carrying amount)
As at 31 March 2016 240.84 1,085.56 572.32 552.32 1,312.20 17.82 7.00 3,788.06
Additions - 25.88 153.22 52.11 143.76 - - 374.97
Disposals - (16.85) (36.63) (16.67) (73.92) (0.11) (0.22) (144.40)
As at 31 March 2017 240.84 1,094.59 688.91 587.76 1,382.04 17.71 6.78 4,018.63
Additions - 174.65 248.61 197.32 241.76 11.34 51.62 925.30
Disposals - - (27.71) (14.01) (51.84) (0.76) (0.01) (94.33)
As at 31 March 2018 240.84 1,269.24 909.81 771.07 1,571.96 28.29 58.39 4,849.60

Accumulated depreciation
As at 31 March 2016 - 99.52 114.49 181.80 368.85 6.62 1.61 772.90
Depreciation charge for the year - 68.01 112.38 133.97 325.38 5.37 0.92 646.03
Disposals - (0.93) (6.18) (4.85) (33.66) - (0.43) (46.05)
As at 31 March 2017 - 166.60 220.69 310.92 660.57 11.99 2.10 1,372.88
Depreciation charge for the year - 57.80 171.16 102.18 257.00 4.74 7.57 600.45
Disposals - - (15.84) (2.85) (33.70) (0.43) (0.00) (52.82)
As at 31 March 2018 - 224.40 376.01 410.25 883.87 16.30 9.67 1,920.50
Net Book Value
As at 31 March 2018 240.84 1,044.84 533.80 360.82 688.09 11.99 48.72 2,929.10
As at 31 March 2017 240.84 927.99 468.22 276.84 721.47 5.72 4.68 2,645.75

4b Intangible assets Computer Software


Cost or deemed cost (gross carrying amount)
As at 31 March 2016 9.42
Addition 11.83
As at 31 March 2017 21.25
Addition 5.46
As at 31 March 2018 26.71
Accumulated amortisation
As at 31 March 2016 3.46
Amortisation 4.02
As at 31 March 2017 7.48
Amortisation 3.76
As at 31 March 2018 11.24
Net book Value
As at 31 March 2018 15.47
As at 31 March 2017 13.77

4c Capital work in progress and Intangible assets under As at As at


development 31st March 2018 31st March 2017
Capital work-in-progress 121.19 242.29
Intangible assets under development - 56.06

** Additions includes INR 0.19 millions (31 March 2017 INR NIL) towards assets located at research and development facilities.

ANNUAL REPORT 2017-18 109


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
5. Financial assets

Non Current Current


As at As at As at As at
31 March 31 March 31 March 31 March
2018 2017 2018 2017
a. Investments

Investment in equity instruments of subsidiaries (cost)


Unquoted:

4,851,000 (31 March 2017 : 4,851,000) equity shares of INR 48.51 48.51 - -
10 each fully paid-up in Bata Properties Limited

100,000 (31 March 2017 :100,000) equity shares of INR 10 1.00 1.00 - -
each fully paid-up in Way Finders Brands Limited
Total Investment in subsidiaries (a) 49.51 49.51 - -

Investments in Cooperative Societies (Fair Value through


profit and loss)
Unquoted:

250 (31 March 2017 :250) equity shares of INR 10 each fully 0.00 0.00 - -
paid-up in Bata Employees' Co-operative Consumers' Stores
Limited, Hathidah*

5 (31 March 2017 :5) equity shares of INR 10 each fully paid- 0.00 0.00 - -
up in Bhadrakali Market Co-operative Society Limited, Nasik*
Total Investment in Cooperative Societies (b) 0.00 0.00 - -

TOTAL (a+b) 49.51 49.51 - -

* Rounded off to INR Nil.


Aggregate value of unquoted investments 49.51 49.51 - -

b. Loans
Unsecured, Considered Good
Loans and advances
To related parties 85.59 109.23 7.68 7.88
85.59 109.23 7.68 7.88

Security deposits 907.48 871.71 29.99 24.56


907.48 871.71 29.99 24.56

TOTAL 993.07 980.94 37.67 32.44

c. Other Financial assets


Interest accrued on loans and advances and deposits - - 215.63 192.33
Other receivable (unsecured, considered good) - - 115.35 69.08
Other receivable (unsecured, considered doubtful) - - 56.81 72.80
Less: loss allowance - - (56.81) (72.80)
Insurance claim receivable - - 0.92 0.51
TOTAL - - 331.90 261.92

110 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
6. Deferred tax assets (net)

For the year For the year


ended ended
31 March 2018 31 March 2017
Current income tax recognised in statement of profit and loss:
Current income tax charge 1,213.95 924.70
Adjustment in respect of current income tax of previous year - (62.83)
Deferred tax :
Relating to origination and reversal of temporary difference (49.59) (113.60)
1,164.36 748.27

As at As at
31 March 2018 31 March 2017

Deferred tax assets (net)


Property, plant, equipments and intangible assets: Impact of difference between tax depreciation 543.26 464.47
and depreciation/ amortization charged in the financial statement
Impact of expenditure charged to the statement of profit and loss in the current/earlier years 473.13 503.47
but allowable for tax purposes on payment basis
Provision for doubtful debts and advances 29.20 28.96
Effect of measuring financial instruments at fair value 8.34 7.43
1,053.93 1,004.33
Reconciliation of average effective tax rate
For the year ended For the year ended
31 March 2018 31 March 2017
Profit before tax 3,400.14 2,335.75
Tax using the Company's domestic tax rate 34.61% 1,176.72 34.61% 808.36
Effect of non deductible expenses 0.22% 7.47 0.99% 23.18
Effect of deductible expenses at higher rate -0.30% (10.09) -0.88% (20.44)
Effect of change in Income tax rate -0.83% (9.74) - -
Reversal of tax of earlier years 0.00% - -2.69% (62.83)
Total 34.24% 1,164.36 32.04% 748.27
Tax as per statement of profit and loss 34.24% 1,164.36 32.04% 748.27

Componentwise deferred tax recognised in statement of profit and loss For the year For the year
ended ended
31 March 2018 31 March 2017
(78.79) (79.16)
Property, plant, equipments and intangible assets: Impact of difference between tax
depreciation and depreciation/ amortization charged in the financial statements
30.34 (48.27)
Impact of expenditure charged to the statement of profit and loss in the current/earlier years
but allowable for tax purposes on payment basis
(0.24) 13.59
Provision for doubtful debts and advances
(0.90) 0.23
Effect of measuring financial instruments at fair value
(49.59) (113.60)

Income tax recognised in other comprehensive income For the year For the year
ended ended
31 March 2018 31 March 2017
Re-measurement of defined benefit plans 84.70 7.46
84.70 7.46

ANNUAL REPORT 2017-18 111


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)

7. Other Assets
Non current Current
As at As at As at As at
31 March 2018 31 March 2017 31 March 2018 31 March 2017
a Other non-current assets
Unsecured and considered good
Capital advances 52.74 27.52 - -
Supplier advances - - 23.76 26.76
Recoverable from statutory authorities 62.24 85.31 525.80 102.39
Prepaid expenses 229.26 247.11 164.35 137.25
344.24 359.94 713.91 266.40

Unsecured, considered doubtful


Recoverable from statutory authorities 19.38 10.36 - -
Less: loss allowance (19.38) (10.36) - -
- - - -

Total 344.24 359.94 713.91 266.40

b Other non-current assets tax assets


Advance income tax (net of provision) 466.33 377.63 - -
466.33 377.63 - -

8. Inventories
As at As at
31 March 2018 31 March 2017

Raw materials and components (including goods in transit INR 2.46 million 239.04 249.25
(31 March 2017: INR Nil)
Work-in-progress 107.88 127.89
Finished goods * (including goods in transit INR 912.56 million (31 March 7,264.09 6,665.13
2017: INR 359.57 million))
Stores and spares 10.13 12.12
Total inventories at the lower of cost and net realisable value 7,621.14 7,054.39

*Finished goods include Stock in trade, as both are stocked together.


The write down of inventories to net realisable value during the year amounted to INR NIL million (31 March 2017 : INR 135.30).
The write down is included in cost of materials consumed and increase/decrease in inventories.

9. Trade receivables
As at As at
31 March 2018 31 March 2017

Unsecured, considered good - Others 874.00 650.85


Unsecured, considered doubtful 7.39 0.52
Less : loss allowance (7.39) (0.52)
Trade receivables from related parties - unsecured considered good (Refer note 37) 12.31 20.63
886.31 671.48

No trade or other receivable are due from directors or other officers of the Company either severally or jointly with any other person,
nor from firms or private companies respectively in which any director is a partner, a director or a member. Trade receivables are
non-interest bearing and are generally on terms of 30 to 120 days. For explanations on the Company’s credit risk management
processes, refer to Note 40.

112 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)

10. Cash and cash equivalents


As at As at
31 March 2018 31 March 2017
Balances with banks:
- On current account 440.36 517.72
Cash on hand 103.24 99.27
543.60 616.99

11. Bank Balances other than those included in cash and cash equivalents

Non - current Current


As at As at As at As at
31 March 2018 31 March 2017 31 March 2018 31 March 2017

Unpaid dividend accounts - - 13.73 12.87


Deposits with original maturity for more than 3 months but - - 5,327.56 4,579.26
upto 12 months*
- - 5,341.29 4,592.13

*Includes deposit pledged with banks of INR 8.16 millions (31 March 2017 INR Nil millions).
12. Equity share capital
As at As at
31 March 31 March
2018 2017

Authorised share capital


Equity share capital
140,000,000 (March 31, 2017: 140,000,000) equity shares of INR 5 each 700.00 700.00

Issued share capital*


Equity share capital
128,570,000 (March 31, 2017: 128,570,000) equity shares of INR 5 each 642.85 642.85

Subscribed and fully paid up share capital


Equity share capital
128,527,540 (March 31, 2017: 128,527,540) equity shares of INR 5 each 642.64 642.64

TOTAL 642.64 642.64

*Shares held in abeyance


42,460 (31 March, 2017: 42,460) equity shares of INR 5 each were held in abeyance on account of pending adjudication
of the shareholders right to receive those shares/inability of depository to establish ownership rights.
A. Reconciliation of the shares outstanding at the beginning and at the end of the year
As at As at
31 March 2018 31 March 2017
No. of shares Amount No. of shares Amount
At the beginning of the year 128,527,540 642.64 128,527,540 642.64
Issued during the year - - - -
Outstanding at the end of the year 128,527,540 642.64 128,527,540 642.64

B. Rights, preferences and restrictions attached to equity shares


The Company has only one class of equity shares having a par value of INR 5 per share (previous year INR 5 per share).
Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees.
The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual
General Meeting.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the
Company, after distribution of all preferential amounts if any. The distribution will be in proportion to the number of equity
shares held by the shareholders.

ANNUAL REPORT 2017-18 113


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
C. Shares held by holding company As at As at
31 March 31 March
2018 2017
Out of equity shares issued by the Company, shares held by its holding Company is as
follows :
Bata (BN) B.V., Amsterdam, The Netherlands, the holding company
68,065,514 (March 31, 2017: 68,065,514) equity shares of INR 5/- each 340.33 340.33

340.33 340.33

D. Details of shareholders holding more than 5% shares in Company

As at As at
31 March 2018 31 March 2017
Name of shareholder
Number of % of holding Number of % of holding
shares held in class shares held in class
Equity shares of INR 5 each fully paid
Bata (BN) B.V., Amsterdam, The Netherlands, the holding Company 68,065,514 52.96% 68,065,514 52.96%

13. Other Equity

As at As at
31 March 2018 31 March 2017
Reserves and Surplus
a) Securities Premium*:
Opening Balance 501.36 501.36
Add/(less) : Movement during the year - -
Closing balance 501.36 501.36

(b) General reserve**:


Opening Balance 1,498.83 1,498.83
Add: Amount transferred from surplus balance in the statement of profit and loss - -
Closing balance 1,498.83 1,498.83

(c) Retained earnings


Opening Balance 10,609.98 9,578.02
Add: Net profit after tax transferred from statement of profit and loss 2,235.78 1,587.48
Add:- Re-measurement gains/(losses) on defined benefit plans (net of tax) (160.03) (14.10)
Less: Appropriations
Final dividend for 31 March 2017: INR 3.50 per share(31 March 2016: INR 3.50 per share) (449.85) (449.85)
Dividend Distribution Tax on final dividend (91.57) (91.57)
Closing balance 12,144.31 10,609.98

Total ( a + b + c ) 14,144.50 12,610.17

* Securities premium is used to record the premium received on issue of shares. It is to be utilised in accordance with the
provisions of the Companies Act, 2013.
** In previous years, the Company appropriated a portion of profits to general reserve as per the provions of the Act. The said
reserve is available for payment of dividend to the shareholders as per provisions of the Companies Act, 2013.

114 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
14. Trade payables

Non current Current


As at As at As at As at
31 March 2018 31 March 2017 31 March 2018 31 March 2017

Trade payables to micro, small and medium enterprises - - 37.96 39.90


Trade payables to related parties - - 66.34 22.34
Trade payables to others* 1,037.42 1,039.71 4,688.01 4,009.91

TOTAL 1,037.42 1,039.71 4,792.31 4,072.15


*Includes asset retirement obligation INR 11.78 million (31 March 2017 INR 10.73 million).

15. Other financial liabilities


Non current Current
As at As at As at As at
31 March 2018 31 March 2017 31 March 2018 31 March 2017

Payable for capital goods - - 27.30 92.75


Deposit from agents and franchisees - - 312.83 296.22
Unpaid dividend - - 13.73 12.87
TOTAL - - 353.86 401.84

16. Other liabilities


Non current Current
As at As at As at As at
31 March 2018 31 March 2017 31 March 2018 31 March 2017
Advance from customers* - - 0.24 0.24
Statutory dues payable - - 96.46 212.77
Unearned revenue - - 76.90 89.83
TOTAL - - 173.60 302.84

*Includes INR 0.24 million (31 March 2017 INR 0.24 million) payable to related party (refer note 37).

17. Provisions
Non current Current
As at As at As at As at
31 March 2018 31 March 2017 31 March 2018 31 March 2017

a) Current tax liabilities


Provision for income tax (net) - - 179.24 113.16
- - 179.24 113.16
b) Provisions
Provision for employee benefits
Provision for gratuity (refer note 31) - - 32.70 2.86
Provision for compensated absences 21.90 - 14.34 16.68
Others
Provision for warranties* - - 21.68 12.45
Provision for litigation** - - 34.47 11.47
TOTAL 21.90 - 103.19 43.46

*Provision for warranties


The warranty claim provision covers the expenses relating to the cost of products sold. Provision in respect of warranties is made
on the basis of valuation carried out by an independent actuary as at period end. It is expected that cost will be incurred over the
warranty period as per the warranty terms.

ANNUAL REPORT 2017-18 115


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
As at As at
31 March 2018 31 March 2017
Opening balance 12.45 9.99
Arising during the year 104.44 104.56
Utilized during the year (95.21) (102.10)
Closing balance 21.68 12.45

**Provision for litigation


As at As at
31 March 2018 31 March 2017
Opening balance 11.47 11.67
Arising during the year 23.00 -
Utilized during the year - (0.20)
Closing balance 34.47 11.47

The Company sets up and maintains provision for trade related and other litigations or disputes when a reasonable estimate can
be made. The amount of provisions are based upon estimates provided by the Company’s legal department, which are revisited on
a timely basis. The exact timing of the settlement of the litigations and consequently, the outflow is uncertain.
18. Revenue from operations

For the year For the year


ended ended
31 March 2018 31 March 2017
Sale of products (including excise duty)**
Sale of goods* 26,349.04 24,956.69
Total sale of products 26,349.04 24,956.69
Other operating revenue
Others (including export incentives, scrap sales etc.) 14.14 15.72
Total 26,363.18 24,972.41

*Sale of goods include excise duty collected from customers of INR 70.47 million ( 31 March 2017 : INR 300.80 million).
**In accordance with Ind AS 18 on “Revenue” and Schedule III to the Companies Act, 2013, Sales for the previous year ended
31 March 2017 were reported gross of Excise Duty and net of Value Added Tax (VAT)/ Sales Tax. Excise Duty was reported as
a separate expense line item. Consequent to the introduction of Goods and Services Tax (GST) with effect from July 2017, VAT/
Sales Tax, Excise Duty etc. have been subsumed into GST and accordingly the same is not recognised as part of sales as per the
requirements of Ind AS 18. This has resulted in lower reported sales in the current year in comparison to the sales reported under
the pre-GST structure of indirect taxes. Accordingly, financial statements for the year ended 31 March 2018 and in particular, sales
and ratios in percentage of sales, will not comparable with the figures of the previous year.
19. Other income

For the year For the year


ended ended
31 March 2018 31 March 2017
Finance Income
- Unwinding of financial instruments at amortised cost 70.12 65.67
- Deposits with bank 367.90 326.93
- Others 60.21 50.66
498.23 443.26
Liabilities no longer required written back - 5.92
Foreign exchange fluctuation (net) 6.08 0.77
Insurance claim received 4.13 1.10
Miscellaneous income - 15.41
508.44 466.46

116 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
20. Cost of raw material and components consumed
For the year For the year
ended ended
31 March 2018 31 March 2017
a. Raw material and components consumed

Inventory at the beginning of the year 249.25 187.16


Add: Purchases 2,685.02 2,976.27
2,934.27 3,163.43
Less: inventory at the end of the year (239.04) (249.25)
Cost of raw material and components consumed 2,695.23 2,914.18

b. Purchases of stock-in-trade
Purchases 9,842.28 8,878.15
Purchase of stock-in-trade 9,842.28 8,878.15

21.Changes in Inventories of finished goods, work in progress and stock-in-trade


For the year For the year
ended ended
31 March 2018 31 March 2017

Inventories at the end of the year


Finished goods* 7,264.09 6,665.13
Work-in-progress 107.88 127.89
7,371.97 6,793.02
Inventories at the beginning of the year
Finished goods* 6,665.13 6,297.02
Work-in-progress 127.89 292.28
6,793.02 6,589.30
(Increase)/decrease in inventories before excise duty (578.95) (203.72)
Increase/(decrease) of excise duty on change in inventories - (59.81)
(578.95) (263.53)
*Finished goods includes stock in trade, as both are stock together.
22. Employee benefits expense
For the year For the year
ended ended
31 March 2018 31 March 2017

Salaries, wages and bonus 2,697.07 2,475.69


Contribution to provident and other funds 131.67 135.55
Gratuity expense (refer note 31) 25.11 22.01
Staff welfare expenses 99.93 93.70
2,953.78 2,726.95

23. Finance costs


For the year For the year
ended ended
31 March 2018 31 March 2017
Interest expense
- Unwinding of financial instruments at amortised cost 14.06 23.69
- Others 27.92 16.65
41.98 40.34

24. Depreciation and amortisation expense


For the year For the year
ended ended
31 March 2018 31 March 2017
Depreciation of property,plant and equipment 600.45 646.03
Amortisation of intangible assets 3.76 4.02
604.21 650.05

ANNUAL REPORT 2017-18 117


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
25. Other expenses
For the year For the year
ended ended
31 March 2018 31 March 2017

Consumption of stores and spares 32.81 34.64


Power and fuel 559.59 537.15
Rent (refer note 32) 3,622.30 3,563.73
Bank charges 106.21 109.53
Insurance 67.97 69.48
Repairs and maintenance
Plant and machinery 52.84 33.64
Buildings 76.36 61.13
Others 47.66 38.49
CSR expenses (Refer note 36) 71.14 60.02
Sales commission 570.44 665.31
Royalty 379.19 391.32
Legal and professional fees 156.81 182.70
Payment to auditor (Refer details below) 7.37 9.43
Freight 522.51 546.45
Rates and taxes 141.45 203.70
Advertising and sales promotion 399.94 240.89
Technical collaboration fee 255.04 269.32
Allowance for doubtful debt, loans, advances 30.03 -
Loss on sale of property, plant and equipment (net) 16.70 62.65
Miscellaneous expenses 726.12 559.91
7,842.48 7,639.49
Payment to auditors
As auditor:
Audit fee 3.10 5.69
Tax audit fee 0.50 0.58
Limited review 1.65 1.38
In other capacity:
Certification & others 0.25 0.46
Reimbursement of expenses* 1.87 1.32
7.37 9.43
*Includes payment made to erstwhile auditor for reimbursement of expenses INR 1.34 million (31 March 2017 INR Nil).
26. Exceptional items

For the year For the year


ended ended
31 March 2018 31 March 2017

Voluntary retirement scheme* - 216.69


- 216.69

*During the year ended 31 March 2017, the Company had announced a Voluntary retirement scheme (VRS) for the workmen of
its Faridabad Unit.

118 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
27. Components of other comprehensive income (OCI)

The disaggregation of changes to OCI in equity is shown below:

During the year ended 31 March 2018


Retained Total
earnings
Re-measurement gains/(losses) on defined benefit plans (160.03) (160.03)
(160.03) (160.03)

During the year ended 31 March 2017


Retained Total
earnings
Re-measurement gains/(losses) on defined benefit plans (14.10) (14.10)
(14.10) (14.10)

28. Distribution made and proposed


As at A s at
31 March 2018 31 March 2017

Cash dividends on equity shares declared and paid:


Final dividend for the year ended on 31 March 2017: INR 3.50 per share (31 March 2016: 449.85 449.85
INR 3.50 per share)
Dividend distribution tax on final dividend 91.57 91.57
541.42 541.42
Proposed dividends on Equity shares:
Final cash dividend for the year ended on 31 March 2018: INR 4 per share (31 March 2017: 514.11 449.85
INR 3.50 per share)
Dividend Distribution Tax on proposed dividend* 105.68 91.57
619.79 541.42

*Proposed dividends on equity shares are subject to approval at the annual general meeting and are not recognised as a liability
(including DDT thereon) as at year end.

29. Earnings Per Share (EPS)


Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Company by the weighted
average number of equity shares outstanding during the year.
Diluted EPS are calculated by dividing the profit for the year attributable to the equity holders of the Company by weighted average
number of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on
conversion of all the dilutive potential equity shares into equity shares.

The following reflects the income and share data used in the basic EPS and diluted EPS computations:

As at As at
31 March 2018 31 March 2017

Profit attributable to equity holders 2,235.78 1,587.48


2,235.78 1,587.48

No. of shares No. of shares


Weighted average number of equity shares in calculating 128,527,540 128,527,540
basic EPS and diluted EPS

Earnings per equity share in INR


Computed on the basis of profit for the year
Basic (INR) 17.40 12.35
Diluted (INR) 17.40 12.35

30. Note 22 includes R&D expenses of INR 46.99 million (31 March 2017 INR 42.81 million) and Note 25 includes R&D expenses
of INR 10.75 million (31 March 2017 INR 15.16 million).

ANNUAL REPORT 2017-18 119


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
31. Employee benefit plans
a) Gratuity and other post-employment benefit plans:
The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets
a gratuity on departure at the rate of 15 days salary (last drawn salary) for each completed year of service. The scheme is
funded through the Company's own trust.
The Company has also provided long term compensated absences which are unfunded.
The following tables summarise the components of net benefit expense recognised in the statement of profit and loss and
the funded status and amounts recognised in the balance sheet for the gratuity plan:

Reconciliation of fair value of plan assets and defined benefit obligation:

As at As at
31 March 2018 31 March 2017
Fair value of plan assets 664.62 453.52
Defined benefit obligation 697.32 456.38
Net Defined benefit (liability) (32.70) (2.86)

Amount recognised in Statement of Profit and Loss:

For the year For the year


ended ended
31 March 2018 31 March 2017
Current service cost 33.43 24.47
Net interest expense (8.32) (2.46)
Amount recognised in Statement of Profit and Loss 25.11 22.01

Amount recognised in Other Comprehensive Income:

For the year For the year


ended ended
31 March 2018 31 March 2017
Actuarial changes arising from changes in financial assumptions 187.73 28.69
Return on plan assets (greater)/less than the discount rate 23.14 (24.95)
Experience adjustments 33.86 17.82
Amount recognised in Other Comprehensive Income 244.73 21.56

Changes in the present value of the defined benefit obligation are, as follows:

As at As at
31 March 2018 31 March 2017
Defined benefit obligation at the beginning of the year 456.38 442.68
Current service cost 33.43 24.47
Interest expense 30.81 31.85
Benefits paid (44.89) (89.14)
Actuarial (gain)/ loss on obligations - OCI 221.59 46.52
Defined benefit obligation at the end of the year 697.32 456.38

Changes in the fair value of plan assets are, as follows:

As at As at
31 March 2018 31 March 2017
Fair value of plan assets at the beginning of the year 453.52 463.39
Contribution by employer 240.00 20.00
Benefits paid (44.89) (89.14)
Interest Income on plan assets 39.13 34.31
Return on plan assets greater/(lesser) than discount rate - OCI (23.14) 24.96
Fair value of plan assets at the end of the year 664.62 453.52

120 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
The major categories of plan assets of the fair value of the total plan assets are as follows:

Gratuity As at As at
31 March 2018 31 March 2017
Investment details Funded % Funded %
100% 100%
- Insurer 68.01 50.23
- Government securities and bonds 0.00 3.36
- Bank balances 3.33 1.88
- Special deposit scheme 28.66 44.53

The principal assumptions used in determining gratuity liability for the Company’s plans are shown below:

As at As at
31 March 2018 31 March 2017
% %
Discount rate 7.4 7.1

Salary increase
- Management 7.0 5.0
- Non management 7.0 2.0

Employee turnover
- Non Management
20-25 7.0 0.5
25-30 and 55-60 7.0 0.3
30-35 and 50-55 7.0 0.2
35-49 7.0 0.1
- Management
20-25 7.0 5.0
25-35 7.0 3.0
36-60 7.0 0.5

The estimates of future salary increases have been considered in actuarial valuation based on inflation, seniority, promotion
and other relevant factors, such as supply and demand in the employment market.
A quantitative sensitivity analysis for significant assumption as at 31 March 2018 is as shown below:

Gratuity Plan Sensitivity level Impact on DBO


As at As at As at As at
31 March 2018 31 March 2017 31 March 2018 31 March 2017
Assumptions
Discount rate 1.00% 1.00% (36.56) (31.69)
-1.00% -1.00% 40.58 35.97
Future salary increases 1.00% 1.00% 39.82 35.93
-1.00% -1.00% (36.66) (32.38)

The sensitivity analyses above has been determined based on a method that extrapolates the impact on defined benefit
obligation as a result of reasonable changes in key assumptions occurring at the end of the reporting period.
The table below shows the expected undiscounted cash flow profile of the benefits to be paid to the current
membership of the plan based on past service of the employees as at the valuation date:-

As at As at
31 March 2018 31 March 2017
Within the next 12 months (next annual reporting period) 75.07 23.16
Between 2 and 5 years 382.08 179.41
Between 5 and 10 years 503.34 315.94
Total expected payments 960.49 518.51

ANNUAL REPORT 2017-18 121


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)

The average duration of the defined benefit plan obligation at the end of the reporting period is 6 years (31 March 2017:
10 years).
Expected employer contribution for the period ending 31 March 2019 is INR 74.03 million.

b) Contribution to defined contribution plans:

For the year For the year


ended ended
31 March 2018 31 March 2017

Pension fund 0.09 0.09

c) Provident fund:
The Provident Fund (where administered by a Trust) is a defined benefit scheme where by the Company deposits an
amount determined as a fixed percentage of basic pay to the fund every month. The benefit vests upon commencement of
employment. The interest credited to the accounts of the employees is adjusted on an annual basis to confirm to the interest
rate declared by the government for the Employees Provident Fund. As per the Actuarial Society of India guidance note
(GN21) for measurement of provident fund liabilities, the actuary has accordingly provided a valuation based on the below
provided assumptions, there is no shortfall as at 31 March 2018.

As at As at
31 March 2018 31 March 2017
Discount Rate 7.58% 7.10%
Expected Return on Exempt Fund 8.32% 8.33%
Rate of Return on EPFO managed PF 8.55% 8.65%
Mortality Rate Indian Assured Indian Assured
Lives Mortality Lives Mortality
(2006-08) (2006-08)
ultimate ultimate

For the year For the year


ended ended
31 March 2018 31 March 2017
Contribution to provident and other funds* 128.42 126.64

*Included under employee benefit expense in the head contribution to provident fund and other funds.

The detail of fund and plan asset position as at 31 March, 2017 is given below:

As at As at
31 March 2018 31 March 2017
Plan assets at fair value 4,327.75 4,121.89
Present value of the defined benefit obligation 3,677.08 3,491.92
Asset recognized in the balance sheet NIL NIL

Information relating to reconciliation from opening balance to closing balance for plan assets and present value of defined
benefit obligation, classes of plan assets help, sensitivity analysis for acturial assumptions, other than disclosed above,
including the methods and assumptions used in preparing the analysis, expected contribution for the next year and maturity
profile of the defined benefit obligation as required by INDAS - 19 'Employee benefits' is not available with the Company.

122 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
32. Contingent liabilities and commitments

A. Contingent liabilities
a) Claims against Company not acknowledged as debts includes:

As at As at
Nature
31 March 2018 31 March 2017
Excise, customs and service tax cases 145.65 148.40

Sales tax cases 21.80 21.80

Others* 277.58 273.85

Income tax cases 15.51 132.92

Total 460.54 576.97


*Others include individually small cases pertaining to rent, labour etc.

b) In August 2014, M/s Crocs Limited filed a suit on Bata India limited for trademark infringement. The Lower court passed
an ex-parte injunction order which was later transferred to Hon’ble Delhi High Court on account of jurisdictional issue. The
management based upon the legal opinion believes that the Company has a strong case on merits and believes that no
adjustment is required in the financial statements in this regard.

B. Commitments
Estimated amount of contracts remaining to be executed for capital expenditure and not provided for amounted to INR 312.79
million (Previous year: INR 109.48 million).

C. Leases
Assets taken on operating lease
a) The Company has taken various residential, office, warehouse and shop premises under operating lease agreements.
The lease agreements generally have an escalation clause and there are no subleases. These leases are generally not
non-cancellable and are renewable by mutual consent on mutually agreed terms. There are no restrictions imposed by lease
agreements.

b) The aggregate lease rentals payable are charged as ‘Rent’ in Note 25.

Future minimum rentals payable under non-cancellable operating leases as at 31 March 2018 are, as follows:

As at As at
Lease Rentals
31 March 2018 31 March 2017

Within one year 52.29 66.33

After one year but not more than five years 10.72 5.56

More than five years - -

ANNUAL REPORT 2017-18 123


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
33. Financial instruments fair values classification
Set out below, is a comparison by class of the carrying amounts and fair value of the Company’s financial instruments.

Carrying value Fair value


Notes Level As at As at As at As at
of fair 31 March 31 March 31 March 31 March
value 2018 2017 2018 2017
Financial assets

Measured at cost
Investments in subsidiaries 49.51 49.51 - -

Amortised cost
Loans
- Loans and Advances to related parties (b) 3 93.27 117.11 93.27 117.11
- Security deposits (b) 3 937.46 896.27 937.46 896.27

Financial asset not measured at fair value


Other Financial assets (a)
- Interest accrued on deposits 215.63 192.33 - -
- Insurance claim receivable 0.92 0.51 - -
- Other receivables 115.35 69.08 - -
Trade Receivable (a) 886.31 671.48 - -
Cash and Cash equivalents (a) 543.60 616.99 - -
Other bank balances (a) 5,341.29 4,592.13 - -
Total 8,183.34 7,205.41 1,030.73 1,013.38

Financial liabilities

Amortised cost
Trade payables (a) 1,037.42 1,039.71 - -

Financial liabilities not measured at fair value


Trade payables (a) 5,829.73 5,111.86 - -
Other financial liabilities (a)
- Payable for capital goods 27.30 92.75 - -
- Deposit from agents and franchisees 312.83 296.22 - -
- Unpaid dividend 13.73 12.87 - -
Total 7,221.01 6,553.41 - -

a) The management has not disclosed the fair values for financial instruments because their carrying values approximate
their fair value largely due to the short-term maturities of these instruments.
b) Fair valuation of non-current financial instruments has been disclosed to be same as carrying value as there is no
significant difference between carrying value and fair value as the carrying value is based on effective interest rates.

There are no transfers between Level 1, Level 2 and Level 3 during the year ended 31 March 2018 and 31 March 2017.

34. Capital Management

For the purpose of the Company’s capital management, capital includes issued equity capital, share premium and all other
equity reserves attributable to the equity holders of the Company. The primary objective of the Company’s capital management
is to maximise the shareholder value.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the
requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend
payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing
ratio, which is net debt divided by total capital plus net debt. The Company includes within net debt, interest bearing loans and
borrowings, less cash and cash equivalents.

The Company is having nil borrowings as on 31 March 2018 (31 March 2017 INR Nil).

124 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
35. Derivative instruments and Unhedged foreign currency exposure
Derivative Instruments and Unhedged Foreign Currency Exposure, which are not intended for trading or speculation purpose.

Particulars of unhedged foreign currency exposures are as follows-

Amount in Foreign Currency Amount in Indian Currency


Particulars of Unhedged
Currency As at As at As at As at
foreign currency exposure
31 March 2018 31 March 2017 31 March 2018 31 March 2017
USD 5,223,192.22@65.64 1,214,659.96@66.87 342.83 81.22
Trade payables
EURO 8,159@80.35 - 0.66 -
Advance for Import purchases USD 4,441.48@65.64 146,703.72@67.07 0.29 9.84
Advance from Customer USD 12,233 @ 64.73 0.79
USD 255,421.04@65.64 611,042.62 @ 64.84 16.77 39.62
Trade receivables EURO 7,535@80.35 7,535@69.42 0.61 0.52
CHF 36,644@68.69 40,488@64.89 2.52 2.63

36. Details of corporate social responsibility expenditure


As per Section 135 of Companies Act,2013, a Company needs to spend at least 2% of its average net profit for the immediately
preceding three financial years on Corporate Social Responsibility (CSR) activities. A CSR Committee has been formed by the
Company as per act. The CSR Committee and Board had approved the projects with specific outlay on the activities as specified
in Schedule VII of the act, in pursuant of the CSR policy.

For the year For the year


ended ended
31 March 2018 31 March 2017
Gross amount required to be spent by the Company during the year:- 55.80 58.38

(i) Construction/ Acquisition of asset - -


(ii) For purpose other than (i) above 71.14 60.02
71.14 60.02

37. Related party disclosures

Names of related parties and related party relationship


I. Related parties where control exists
a. Ultimate Holding company Compass Limited

b. Immediate Holding company BATA (BN) B.V. The Netherlands

c. Subsidiaries Bata Properties Limited


Coastal Commercial & Exim Limited (a step down subsidiary)
Way Finders Brands Limited

d. Other Related Parties* Bata India Limited Gratuity Fund


Bata India Limited Pension Fund
*Refer notes 31 for information on transactions with post employment benefit plans mentioned above enterprises controlled by
the Company.

II. Related parties with whom transactions have taken place


a. Key management personnel Rajeev Gopalakrishnan – Managing Director
Ram Kumar Gupta – Chief Finance officer
Sandeep Kataria - Chief Executive Officer (w.e.f. 14.11.2017)
Uday Khanna (Chairman & Independent Director)
Ravindra Dhariwal (Independent Director)
Akshay Chudasama (Independent Director)
Anjali Bansal (Independent Director)

b. Enterprises in which director is interested Shardul Amarchand Mangaldas & Co.


Delhivery Private Limited (w.e.f. 10.11.2017)

ANNUAL REPORT 2017-18 125


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
c. Fellow Subsidiaries with whom transactions Bata Shoe (Singapore) Pte. Ltd
have taken place during the year and previous Global Footwear Services Pte Ltd
period Bata Malaysia SDN. BHD.
The Zimbabwe Bata Shoe Co.
Bata Shoe Co. of Ceylon Ltd.
China Footwear Services
Bata Industrials Europe-Netherland
Bata Shoe Co. (Bangladesh) Ltd.
International Footwear Investment B.V.
Futura Footwear Ltd.
Bata Brands S.A.
Empresas Commercial S.A.
Manufactura Boliviana S.A.

III. Additional related parties as per the Companies Act 2013 with whom transactions have taken place during the year:

Company Secretary Mr. Arunito Ganguly (w.e.f. 15.12.2017)


Mr. Maloy Kumar Gupta upto 31.10.2017
Related party transactions
The following table provides the total amount of transactions that have been entered into with related parties for the relevant financial year:
Nature of the Transactions Related Party For the year For the year
ended ended
31 March 2018 31 March 2017
i. Sale of goods Empresas Commercial S.A. 2.26 4.38
Bata Shoe Co. (Bangladesh) Ltd. 32.45 26.46
Bata Shoe Co. of Ceylon Ltd. 14.71 30.78
The Zimbabwe Bata Shoe Co. 0.39 0.08
Total 49.81 61.70

ii Reimbursement of Expenses to Bata Malaysia SDN. BHD 0.52 0.74


Bata Brands S.A. 3.54 0.3
Bata shoe (Singapore) Pte Ltd. 2.22 1.07
Bata Industrials Europe- Netherland 0.06 -
Futura Footwear Ltd - 0.15
Total 6.34 2.26

iii. Reimbursement of Expenses from International Footwear Investment B.V. 8.89 8.57
Global Footwear Services Pte Ltd. - 5.31
Bata Brands S.A. 10.78 9.75
China Footwear Services 1.33 4.65
Manufactura Boliviana S.A. - 3.19
Bata Shoe Co. of Ceylon Ltd. 0.14 -
Total 21.14 31.47

iv. Technical collaboration fees Global Footwear Services Pte Ltd. 246.15 233.48
Total 246.15 233.48

v. Royalty
Bata Brands S.A. 20.34 36.73
Total 20.34 36.73

vi. Legal and professional fees Shardul Amarchand Mangaldas & Co. 0.39 0.35
Total 0.39 0.35

vii. Freight charges Delhivery Private Limited 0.94 -


Total 0.94 -

126 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)

viii. Transaction with Subsidiaries


Nature of the Transactions Related Party For the year For the year
ended ended
31 March 2018 31 March 2017
a. Reimbursement of expenses / advance Bata Properties Limited 0.05 0.14
recoverable from
Coastal Commercial & Exim Limited 0.45 0.47
Way Finders Brands Limited 15.45 25.22
Total 15.95 25.83

b. Rent expenses Bata Properties Limited 0.71 0.71


Coastal Commercial & Exim Limited 0.84 0.84
Total 1.55 1.55

c. Loan to subsidiary and interest thereon Way Finders Brands Limited - Loan given 0.80 56.50
Way Finders Brands Limited - Loan repaid 30.78 13.99
Way Finders Brands Limited - interest thereon 7.24 6.73
Total 38.82 77.22

d. Security deposit received Way Finders Brands Limited - 0.31


Total - 0.31

viii. Transaction with Holding Company


Dividend paid BATA (BN) B.V. The Netherlands, Amsterdam 238.23 238.23
Total 238.23 238.23

ix. Remuneration to Directors and other key managerial personnel *

Name of the Director/ Other Key Managerial Personnel For the year For the year
ended ended
31 March 2018 31 March 2017
Rajeev Gopalakrishnan 44.71 37.32
Ram Kumar Gupta 19.11 16.40
Sandeep Kataria (w.e.f. 14.11.2017) 10.41 -
Maloy Kumar Gupta (till 31.10.2017) 3.31 3.71
Arunito Ganguly (w.e.f. 15.12.2017) 0.71 -
Uday Khanna (Independent Director) ** 3.50 3.20
Ravindra Dhariwal (Independent Director) ** 2.57 2.32
Akshay Chudasama (Independent Director) ** 2.12 1.90
Anjali Bansal (Independent Director) ** 1.92 1.85
Total 88.36 66.70

* As the liabilities for provident fund, gratuity and compensated absences are provided on an actuarial basis for the Company as a
whole, the amounts pertaining to the directors are not included above.
** As per the section 149(6) of the Companies Act, 2013, Independent Directors are not considered as “Key Managerial
Person”, however to comply with the disclosure requirements of Ind AS-24 on “Related party transactions” they have been
disclosed as “Key Managerial Person”.

ANNUAL REPORT 2017-18 127


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
Balances outstanding as at the end of the year:
Nature of the Balance Related Party As at As at
31 March 2018 31 March 2017
i. Trade receivables Bata Shoe Co. (Bangladesh) Ltd 8.26 6.40
Bata Shoe Co. of Ceylon Ltd. 4.05 14.23
Total 12.31 20.63

ii Trade payables - Reimbursement of Expenses to Bata Malaysia SDN. BHD 0.05 0.05
Bata Brands S.A. 0.66 -
Total 0.71 0.05

iii. Other Financial assets Bata Shoe Co. of Ceylon Ltd. 0.14 -
International Footwear Investment B.V. 4.83 4.17
Bata Brands S.A. 2.71 2.63
China Footwear Services - 1.00
Bata properties Limited - 0.08
Total 7.68 7.88

iv. Other liability - Advance from customers Empresas Commercials S.A 0.24 0.24
Total 0.24 0.24

v. Trade payables - Technical collaboration Fees Global Footwear Services Pte Ltd. 61.58 17.77
Total 61.58 17.77

vi. Trade payables - Royalty Bata Brands S.A. 3.76 4.52


Total 3.76 4.52

vii. Advance Receivable in cash and kind Coastal Commercial & Exim Limited - -
Total - -

viii. Trade payables - Legal and professional fees Shardul Amarchand Mangaldas & Co. 0.11 -
Total 0.11 -

ix. Trade payables - Freight Delhivery Private Limited 0.18 -


Total 0.18 -

x. Loans - related party Way Finders Brands Limited 85.59 109.23


Total 85.59 109.23

38. Segment Reporting


Segment information is presented in respect of the company’s key operating segments. The operating segments are based on
the company’s management and internal reporting structure.
Operating Segments
The Company's Managing Director/CEO has been identified as the Chief Operating Decision Maker ('CODM'), since Managing
Director and CEO are responsible for all major decision w.r.t. the preparation and execution of business plan, preparation of
budget and other key decisions.
Managing director/CEO reviews the operating results at the Company level to make decisions about the Company's
performance. Accordingly, management has identified the business as single operating segment i.e. Footwear & Accessories.
Accordingly, there is only one Reportable Segment for the Company which is “Footwear and Accessories”, hence no specific
disclosures have been made.

128 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)

a) Revenue & Trade receivables as per Geographical Markets


Particulars Revenue Trade Receivables
For the year ended For the year ended As at As at
31 March 2018 31 March 2017 31 March 2018 31 March 2017
India 26,237.97 24,808.95 864.19 630.68
Outside India 125.21 163.46 22.12 40.80
Total 26,363.18 24,972.41 886.31 671.48

b) The non-current assets (excluding deferred tax) of the Company are located in the country of domicile i.e. India. Hence no
specific disclosures have been made.
c) There are no major customer having revenue greater than 10% of the total revenue.

39. Details of dues to micro and small enterprises as defined under the MSMED Act, 2006

As at As at
Particulars
31 March 2018 31 March 2017

The principal amount and the interest due thereon remaining unpaid to any supplier as at
the end of year reported in Current Trade Payables
Principal Amount Unpaid 37.96 39.90
Interest Due - -

The amount of interest paid by the buyer in terms of section 16, of the MSMED Act, 2006
along with the amounts of the payment made to the supplier beyond the appointed day
during the year
Payment made beyond the Appointed Date 215.82 247.89
Interest Paid beyond the Appointed Date - -

The amount of interest due and payable for the period of delay in making payment (which - -
have been paid but beyond the appointed day during the year) but without adding the
interest specified under MSMED Act, 2006.

The amount of interest accrued and remaining unpaid at the end of the year; and - -

The amount of further interest remaining due and payable even in the succeeding years, until - -
such date when the interest dues as above are actually paid to the small enterprise for the
purpose of disallowance as a deductible expenditure under section 23 of the MSMED Act,
2006

40. Financial risk management objectives and policies


The Company's principal financial liabilities comprise trade and other payables. The main purpose of these financial liabilities is
to finance the Company’s operations. The Company’s principal financial assets include loans, trade and other receivables, and
cash and cash equivalents that derive directly from its operations.
The Company's activities expose it to a variety of financial risks: market risk, credit risk and liquidity risk. The Company's focus
is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance.
A) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market
prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and
commodity risk. The primary market risk to the Company is foreign exchange risk. Foreign currency risk is the risk that the fair
value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company’s exposure
to the risk of changes in foreign exchange rates relates primarily to the Company’s operating activities (when revenue or expense
is denominated in a foreign currency) primarily with respect to USD and Euro.

ANNUAL REPORT 2017-18 129


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
The Company uses forward contracts to mitigate foreign exchange related risk exposures. When a forward contract is entered
into for the purpose of being a hedge, the Company negotiates the terms of those contracts to match the terms of the hedged
exposure. The Company’s exposure to unhedged foreign currency risk as at 31 March, 2018 and 31 March, 2017 has been
disclosed in note 35.
For the year ended 31 March 2018, every 5 percentage point depreciation/appreciation in the exchange rate between the Indian
rupee and U.S. dollar, would have affected the Company’s profit before tax by (16.32) million/ 16.32 million respectively and Pre
tax equity by (16.32) million/ 16.32 million respectively.
For the year ended 31 March 2017, every 5 percentage point depreciation/appreciation in the exchange rate between the Indian
rupee and U.S. dollar, would have affected the Company’s profit before tax by (1.62) million/ 1.62 million respectively and Pre tax
equity by (1.62) million/ 1.62 million respectively.

B) Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to
a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables and deposits to
landlords) and from its financing activities, including deposits with banks and financial institutions, foreign exchange transactions
and other financial instruments. The Company generally doesn’t have collateral.
a) Trade receivables
Customer and vendor credit risk is managed by business through the Company's established policy, procedures and control
relating to credit risk management. Credit quality of each customer is assessed and credit limits are defined in accordance with
this assessment. Outstanding customer receivables are regularly monitored.
An impairment analysis is performed for all major customers at each reporting date on an individual basis. In addition, a large
number of minor receivables are grouped into homogenous group and assessed for impairment collectively. The calculation is
based on historical data. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial
assets disclosed in note 9. The Company evaluates the concentration of risk with respect to trade receivables as low, as its
customers are located in several industries and operate in largely independent markets.
b) Loans and other financial assets
With regards to all the financial assets with contractual cashflows other than trade receivables, management believes these to
be high quality assets with negligible credit risk. The management believes that the parties from which these financial assets are
recoverable, have strong capacity to meet the obligations and where the risk of default is negligible. The maximum exposure to
credit risk at the reporting date in each class of financial assets is disclosed in note 5, 10 and 11.
C) Liquidity risk
The Company's principal source of liquidity is cash and cash equivalents and the cash flow that is generated from operations. The
Company has no outstanding bank borrowings. The Company believes that the working capital is sufficient to meet its current
requirements. Accordingly, no liquidity risk is perceived.
As of 31 March 2018, the Company had a working capital of INR 9873.62 Million including cash and cash equivalents of INR
543.60 Million . As of 31 March 2017, the Company had a working capital of INR 8,562.30 Million including cash and cash
equivalents of INR 616.99 Million.
D) Commodity price risk
The Company is exposed to the risk of price fluctuation of raw material as well as finished goods. The Company manages its
commodity price risk by maintaining adequate inventory of raw materials and finished goods considering future price movement.
To counter raw material risk, the Company works with variety of leather, PVC and rubber with the objective to moderate raw
material cost, enhance application flexibility and increased product functionality and also invests in product development and
innovation. To counter finished goods risk, the Company deals with wide range of vendors and manages these risks through
inventory management and proactive vendor development practices.

130 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2018 (Contd.)
(Amount in INR millions)
Inventory sensitivity analysis (raw material, work in progress and finished goods)

A reasonably possible change of 5% in prices of inventory at the reporting date, would have increased (decreased) equity and
profit or loss by the amounts shown below. This analysis assumes that all other variables remain constant.

Profit or loss Equity, net of tax


5% increase 5% decrease 5% increase 5% decrease
31 March 2018
Inventory (raw material, work in progress, stock in trade and (235.27) 235.27 (156.20) 156.20
finished goods)

31 March 2017
Inventory (raw material, work in progress, stock in trade and (218.81) 218.81 (145.27) 145.27
finished goods)
41. The Comparative financial statement for the year ended 31 March 2017 has been audited by the another firm of chartered
accountant.

As per our report of even date For and on behalf of the Board of Directors of Bata India Limited
For B S R & Co. LLP UDAY KHANNA RAJEEV GOPALAKRISHNAN
ICAI Firm Registration number: 101248W/W-100022 Chairman Managing Director
Chartered Accountants DIN: 00079129 DIN: 03438046
SANDEEP KATARIA RAM KUMAR GUPTA
Tarun Gupta Whole-time Director & CEO Director Finance
Partner DIN: 05183714 DIN: 01125065
Membership no.: 507892
ARUNITO GANGULY
Place : Gurugram Company Secretary
Date : May 22, 2018 Membership No.: FCS 9285

ANNUAL REPORT 2017-18 131


Bata India Limited
Form AOC-1
(Pursuant to first proviso to sub-section (3) of section 129 read with Rule 5 of Companies (Accounts) Rules, 2014)
Statement containing salient features of the financial statement of Subsidiaries or Associate
Companies or Joint ventures
Part A: Subsidiaries
(Rs. In Million)
Name of the Subsidiaries
Particulars Coastal
Bata Properties Way Finders
Sl. No. Commercial &
Limited Brands Limited
Exim Limited
1. The date since when subsidiary was acquired 14/08/1987 11/10/1991 26/12/2014
2. Reporting period for the subsidiary concerned, - - -
if different from the holding Company’s
reporting period
3. Share Capital
Authorised: 100.00 1.00 1.00
Issued & Subscribed: 48.51 0.50 1.00
4. Reserves and surplus 2.74 1.02 (43.96)
5. Total assets 51.29 1.56 48.50
6. Total Liabilities 51.29 1.56 48.50
7. Investments 0.50 - -
8. Turnover 2.67 0.84 49.10
9. Profit before taxation 2.46 0.36 (32.56)
10. Provision for taxation 0.70 0.15 0.06
11. Profit after taxation 1.76 0.21 (32.62)
12. Proposed Dividend - - -
13. Extent of shareholding (in percentage) 100 100 100
Notes: 1. Names of subsidiaries which are yet to commence operations: None
2. Names of subsidiaries which have been liquidated or sold during the year: None

Part B: Associates and Joint Ventures


Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies
and Joint Ventures
Sl. No. Name of Associates or Joint Ventures
1. Latest audited Balance Sheet Date
2. Date on which the Associate or Joint Venture was associated or acquired
3. Shares of Associate or Joint Ventures held by the Company on the year end
No.
Amount of Investment in Associates or Joint Venture Not Applicable
Extent of Holding (in percentage)
4. Description of how there is significant influence
5. Reason why the associate/joint venture is not consolidated
6. Net worth attributable to shareholding as per latest audited Balance Sheet
7. Profit or Loss for the year
i. Considered in Consolidation
ii. Not Considered in Consolidation
Notes: 1. Names of associates or joint ventures which are yet to commence operations: None
2. Names of associates or joint ventures which have been liquidated or sold during the year: None
For and on behalf of the Board of Directors
UDAY KHANNA RAJEEV GOPALAKRISHNAN
Chairman Managing Director
DIN: 00079129 DIN: 03438046
SANDEEP KATARIA RAM KUMAR GUPTA
Whole-time Director & CEO Director Finance
DIN: 05183714 DIN: 01125065
ARUNITO GANGULY
Place : Gurugram Company Secretary
Date : May 22, 2018 Membership No.: FCS 9285

132 ANNUAL REPORT 2017-18


Bata India Limited

INDEPENDENT AUDITOR’S REPORT


To the Members of Bata India Limited (Holding Company)
Report on the Audit of Consolidated Ind AS Financial Statements
We have audited the accompanying consolidated Ind AS financial statements of Bata India Limited
(hereinafter referred to as “the Holding Company”) and its subsidiaries (the Holding Company and its
subsidiaries together referred to as “the Group”), which comprise the Consolidated Balance Sheet as at
31 March 2018, the Consolidated Statement of Profit and Loss, Consolidated Statement of Changes in
Equity and the Consolidated Cash Flow Statement, for the year then ended, including a summary of
significant accounting policies and other explanatory information (hereinafter referred to as “the consolidated
financial statements”).
Management’s Responsibility for the Consolidated Ind AS Financial Statements
The Holding Company’s Board of Directors is responsible for the preparation of these consolidated financial
statements in terms of the requirements of the Companies Act, 2013 (hereinafter referred to as “the Act”) that
give a true and fair view of the consolidated state of affairs, consolidated profit/ loss and other comprehensive
income, consolidated statement of changes in equity and consolidated cash flows of the Group in accordance
with the accounting principles generally accepted in India, including the Indian Accounting Standards
(Ind AS) specified under section 133 of the Act. The respective Board of Directors of the companies included
in the Group are responsible for maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and
other irregularities; the selection and application of appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate
internal financial controls that were operating effectively for ensuring the accuracy and completeness of
the accounting records, relevant to the preparation and presentation of the consolidated financial statements
that give a true and fair view and are free from material misstatement, whether due to fraud or error, which
have been used for the purpose of preparation of the consolidated financial statements by the Directors
of the Holding Company, as aforesaid.
In preparing the consolidated financial statements, the respective Board of Directors of the companies
included in the Group are responsible for assessing the ability of the Group to continue as a going
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless management either intends to liquidate the Group or to cease operations, or has no
realistic alternative but to do so.
Auditor’s Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audit.
While conducting the audit, we have taken into account the provisions of the Act, the accounting and
auditing standards and matters which are required to be included in the audit report under the provisions
of the Act and the Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143 (10)
of the Act. Those Standards require that we comply with ethical requirements and plan and perform the
audit to obtain reasonable assurance about whether the consolidated financial statements are free from
material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in
the consolidated financial statements. The procedures selected depend on the auditor’s judgment, including
the assessment of the risks of material misstatement of the consolidated financial statements, whether due
to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant
to the Holding Company’s preparation of the consolidated financial statements that give a true and fair
view in order to design audit procedures that are appropriate in the circumstances. An audit also includes
evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting
estimates made, as well as evaluating the overall presentation of the consolidated financial statements.

ANNUAL REPORT 2017-18 133


Bata India Limited

We are also responsible to conclude on the appropriateness of management’s use of the going concern
basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the ability of Group to continue as a
going concern. If we conclude that a material uncertainty exists, we are required to draw attention in the
auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures
are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up
to the date of our auditor’s report. However, future events or conditions may cause Group to cease to
continue as a going concern.
We believe that the audit evidence obtained by us and the audit evidence obtained by the other auditors
in terms of their reports referred to in sub-paragraph 2 (a) of the Other Matters paragraph below, is
sufficient and appropriate to provide a basis for our audit opinion on the consolidated financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us and
based on the consideration of reports of other auditors on separate financial statements, the aforesaid
consolidated financial statements give the information required by the Act in the manner so required and
give a true and fair view in conformity with the accounting principles generally accepted in India, of the
consolidated state of affairs of the Group as at 31 March 2018, and their consolidated profit and other
comprehensive income, consolidated statement of changes in equity and consolidated cash flows for the
year ended on that date.
Other Matters
1. The comparative financial information of the Group for the year ended 31 March 2017 prepared
in accordance with Ind AS included in these consolidated financial statements have been audited
by the predecessor auditor. The report of the predecessor auditor on the comparative financial
information dated 15 May 2018 expressed an unmodified opinion.
2. (a) We did not audit the financial statements of three subsidiaries, whose financial statements reflect
total assets of INR 107.25 million as at 31 March 2018, total revenues of INR 52.61 million and net
cash inflows amounting to INR 0.71 million for the year ended on that date, as considered in the
consolidated financial statements. These financial statements have been audited by other auditors
whose reports have been furnished to us by the Management and our opinion on the consolidated
financial statements, in so far as it relates to the amounts and disclosures included in respect of
these subsidiaries, and our report in terms of sub-section (3) of Section 143 of the Act, insofar as
it relates to the aforesaid subsidiaries, is based solely on the reports of the other auditors.
Our opinion above on the consolidated financial statements, and our report on Other Legal and
Regulatory Requirements below, is not modified in respect of the above matters with respect to
our reliance on the work done and the reports of the other auditors.
Report on Other Legal and Regulatory Requirements
1. As required by Section 143(3) of the Act, based on our audit and on the consideration of report of the
other auditors on separate financial statements, as noted in the ‘other matter’ paragraph, we report,
to the extent applicable, that:
a) We have sought and obtained all the information and explanations which to the best of our
knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated
financial statements.
b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid
consolidated financial statements have been kept so far as it appears from our examination of
those books and the reports of the other auditors.
c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss, the Consolidated
Cash Flow Statement and Consolidated Statement of Changes in Equity dealt with by this Report
are in agreement with the relevant books of account maintained for the purpose of preparation of
the consolidated financial statements.

134 ANNUAL REPORT 2017-18


Bata India Limited

d) In our opinion, the aforesaid consolidated financial statements comply with the Indian Accounting
Standards specified under section 133 of the Act.
e) On the basis of the written representations received from the directors of the Holding Company
as on 31 March 2018 taken on record by the Board of Directors of the Holding Company and
the reports of the statutory auditors of its subsidiary companies incorporated in India, none of the
directors of the Group companies incorporated in India is disqualified as on 31 March 2018 from
being appointed as a director in terms of Section 164(2) of the Act.
f) With respect to the adequacy of the internal financial controls with reference to financial statements
of the Holding Company and its subsidiary companies incorporated in India and the operating
effectiveness of such controls, refer to our separate Report in “Annexure A”.
g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11
of the Companies (Audit and Auditor’s) Rules, 2014, in our opinion and to the best of our information
and according to the explanations given to us and based on the consideration of the report of the
other auditors on separate financial statements, as noted in the ‘Other matter’ paragraph:
i. The consolidated financial statements disclose the impact of pending litigations on the consolidated
financial position of the Group. Refer Note 32 to the consolidated financial statements.
ii. The Group, did not have any material foreseeable losses on long-term contracts including
derivative contracts during the year ended 31 March 2018.
iii. There has been no delay in transferring amounts that were required to be transferred to the
Investor Education Protection Fund by the Holding Company. There were no amounts which
were required to be transferred to the Investor Education and Protection Fund by subsidiary
companies, incorporated in India.
iv. The disclosures in the consolidated financial statements regarding holdings as well as dealings
in specified bank notes during the period from 8 November 2016 to 30 December 2016 have
not been made since they do not pertain to the financial year ended 31 March 2018.

For B S R & Co. LLP


Chartered Accountants
ICAI Firm Registration Number: 101248W/W-100022

Tarun Gupta
Place : Gurugram Partner
Date : 22 May 2018 Membership No.: 507892

ANNUAL REPORT 2017-18 135


Bata India Limited

Annexure A referred to in Independent Auditor’s Report to the Members of Bata India Limited on the
consolidated Ind AS financial statements for the year ended 31 March 2018
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (“the Act”)
In conjunction with our audit of the consolidated Ind AS financial statements of the Company as of and for
the year ended 31 March 2018, we have audited the internal financial controls with reference to financial
statements of the Holding Company and its subsidiaries, which are companies incorporated in India, as of
that date.
Management’s Responsibility for Internal Financial Controls
The respective Board of Directors of the Holding company and its subsidiaries, which are companies
incorporated in India, are responsible for establishing and maintaining internal financial controls based on
the internal control with reference to financial statements criteria established by the Company considering the
essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting (the “Guidance Note”) issued by the Institute of Chartered Accountants of India
(‘ICAI’). These responsibilities include the design, implementation and maintenance of adequate internal
financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business,
including adherence to respective company’s policies, the safeguarding of its assets, the prevention and
detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely
preparation of reliable financial information, as required under the Act.
Auditor’s Responsibility
Our responsibility is to express an opinion on the Company’s internal financial controls with reference to
financial statements based on our audit. We conducted our audit in accordance with the Guidance Note
on ‘Audit of Internal Financial Controls Over Financial Reporting’ (the “Guidance Note”) and the Standards
on Auditing, issued by ICAI and deemed to be prescribed under Section 143(10) of the Act, to the extent
applicable to an audit of internal financial controls, both issued by the ICAI. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable
assurance about whether adequate internal financial controls with reference to financial statements was
established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial
controls system with reference to financial statements and their operating effectiveness. Our audit of internal
financial controls with reference to financial statements included obtaining an understanding of internal
financial controls with reference to financial statements, assessing the risk that a material weakness exists,
and testing and evaluating the design and operating effectiveness of internal control based on the assessed
risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of
material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in
terms of their reports referred to in the other matters paragraph below, is sufficient and appropriate to provide
a basis for our audit opinion on the Group’s internal financial controls system with reference to financial
statements.
Meaning of Internal Financial Controls with reference to Financial Statements
A company’s internal financial control with reference to financial statements is a process designed to
provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting principles. A company’s
internal financial control with reference to financial statements includes those policies and procedures that
(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions
and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are
recorded as necessary to permit preparation of financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the company are being made only in accordance
with authorisations of management and directors of the company; and (3) provide reasonable assurance
regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company’s
assets that could have a material effect on the financial statements.

136 ANNUAL REPORT 2017-18


Bata India Limited

Inherent Limitations of Internal Financial Controls with reference to Financial Statements


Because of the inherent limitations of internal financial controls with reference to financial statements, including
the possibility of collusion or improper management override of controls, material misstatements due to error
or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls
with reference to financial statements to future periods are subject to the risk that the internal financial control
with reference to financial statements may become inadequate because of changes in conditions, or that the
degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Holding Company and its subsidiaries, which are incorporated in India, have, in all material
respects, an adequate internal financial controls system with reference to financial statements and such
internal financial controls with reference to financial statements were operating effectively as at 31 March
2018, based on the internal control with reference to financial statements criteria established by the Company
considering the essential components of internal control stated in the Guidance Note issued by the ICAI.
Other Matters
Our aforesaid report under clause (i) of sub-section 3 of Section 143 of the Act on the adequacy and operating
effectiveness of the internal financial controls with reference to consolidated financial statements insofar as
it relates to three subsidiary companies incorporated in India, is based on the corresponding reports of the
auditors of such companies incorporated in India. Our opinion is not modified in respect of this matter.

For B S R & Co. LLP


Chartered Accountants
ICAI Firm Registration Number: 101248W/W-100022

Tarun Gupta
Place : Gurugram Partner
Date : 22 May 2018 Membership No.: 507892

ANNUAL REPORT 2017-18 137


Bata India Limited

CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2018


(Amount in INR millions)
Notes As at As at
31 March 2018 31 March 2017
ASSETS
Non-current assets
Property, plant and equipment 4a 2,948.71 2,665.64
Capital work-in-progress 4c 121.19 242.29
Intangible assets 4b 15.54 13.88
Intangible assets under development 4c - 56.06
Financial assets
Investments 5a 0.00 0.00
Loans 5b 912.60 876.83
Other financial assets 5c 0.92 14.47
Deferred tax assets (net) 6 1,054.80 1,005.42
Other non-current tax assets 7b 467.11 377.74
Other non-current assets 7a 344.25 359.94
5,865.12 5,612.27
Current assets
Inventories 8 7,651.72 7,137.97
Financial assets
Trade receivables 9 893.50 694.08
Cash and cash equivalents 10 545.11 617.80
Bank Balances other than those included in cash and cash equivalents 11 5,366.80 4,602.57
Loans 5b 37.67 32.37
Others current financial assets 5c 331.90 261.92
Other current assets 7 722.25 272.40
15,548.95 13,619.11
Total assets 21,414.07 19,231.38
EQUITY AND LIABILITIES
Equity
Equity share capital 12 642.64 642.64
Other equity 13 14,104.27 12,600.59
Total 14,746.91 13,243.23
LIABILITIES
Non-current liabilities
Financial liabilities
Trade payables 14 1,037.42 1,039.71
Provisions 17b 21.90 -
1,059.32 1,039.71
Current liabilities
Financial liabilities
Trade payables
- Micro, small and medium enterprises 14 37.96 39.90
- Others 14 4,759.89 4,044.57
Other financial liabilities 15 353.86 401.84
Other current liabilities 16 173.70 305.05
Provisions 17b 103.19 43.46
Current tax liabilities (net) 17a 179.24 113.62
5,607.84 4,948.44
Total equity and liabilities 21,414.07 19,231.38
Significant accounting policies 2
0.00
The accompanying notes are an integral part of these consolidated financial statements
As per our report of even date For and on behalf of the Board of Directors of Bata India Limited
For B S R & Co. LLP UDAY KHANNA RAJEEV GOPALAKRISHNAN
ICAI Firm Registration number: 101248W/W-100022 Chairman Managing Director
Chartered Accountants DIN: 00079129 DIN: 03438046
SANDEEP KATARIA RAM KUMAR GUPTA
Tarun Gupta Whole-time Director & CEO Director Finance
Partner DIN: 05183714 DIN: 01125065
Membership no.: 507892
ARUNITO GANGULY
Place : Gurugram Company Secretary
Date : May 22, 2018 Membership No.: FCS 9285

138 ANNUAL REPORT 2017-18


Bata India Limited

CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31 MARCH 2018
(Amount in INR millions)

Notes For the year For the year


ended ended
31 March 2018 31 March 2017

REVENUE
Revenue from operations 18 26,412.16 25,043.36
Other income 19 503.27 460.20
Total revenue 26,915.43 25,503.56

EXPENSES
Cost of raw materials and components consumed 20a 2,695.23 2,914.18
Purchase of stock-in-trade 20b 9,854.70 8,948.92
Changes in inventories of finished goods, work-in-progress and stock-in-trade 21 (525.95) (282.53)
Excise duty 70.47 300.80
Employee benefits expense 22 2,956.10 2,731.88
Finance costs 23 41.98 40.34
Depreciation and amortization expense 24 604.52 650.36
Other expenses 25 7,847.98 7,644.28
Total expenses 23,545.03 22,948.23

Profit before exceptional items and income tax 3,370.40 2,555.33


Exceptional Items 26 - 216.69
Profit before tax 3,370.40 2,338.64
Tax expense:
Current Tax 6 1,214.73 925.63
Tax for earlier years 6 0.13 (62.90)
Deferred tax (credit) 6 (49.59) (113.60)
Profit for the year 2,205.13 1,589.51

Other Comprehensive Income


Items that will not to be reclassified to profit or loss in subsequent
periods:
Re-measurement (losses) on defined benefit plans 27 (244.73) (21.56)
Income tax effect 27 84.70 7.46

Other comprehensive income for the year, net of income tax (160.03) (14.10)

Total comprehensive income for the year, net of income tax 2,045.10 1,575.41

Earnings per equity share (nominal value per share INR 5 (Previous year INR 5))
(1) Basic (INR) 29 17.16 12.37
(2) Diluted (INR) 29 17.16 12.37

Significant accounting policies 2

The accompanying notes are an integral part of these consolidated financial statements

As per our report of even date For and on behalf of the Board of Directors of Bata India Limited
For B S R & Co. LLP UDAY KHANNA RAJEEV GOPALAKRISHNAN
ICAI Firm Registration number: 101248W/W-100022 Chairman Managing Director
Chartered Accountants DIN: 00079129 DIN: 03438046
SANDEEP KATARIA RAM KUMAR GUPTA
Tarun Gupta Whole-time Director & CEO Director Finance
Partner DIN: 05183714 DIN: 01125065
Membership no.: 507892
ARUNITO GANGULY
Place : Gurugram Company Secretary
Date : May 22, 2018 Membership No.: FCS 9285

ANNUAL REPORT 2017-18 139


Bata India Limited

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 MARCH 2018
(Amount in INR millions)

(a) Equity share capital

No. of shares Amount


Equity shares of INR 5 each issued, subscribed and fully paid
At 31 March 2016 128,527,540 642.64
Issue of share capital - -
At 31 March 2017 128,527,540 642.64
Issue of share capital - -
At 31 March 2018 128,527,540 642.64

(b) Other equity


For the year ended 31 March 2018:
Attributable to the owners of the company
Reserves and surplus
Total
Securities General Capital Retained
other equity
premium reserve reserve* earnings
(Note 13a) (Note 13b) (Note 13d) (Note 13c)
As at 1 April 2017 501.36 1,498.84 0.00 10,600.39 12,600.59
Profit for the period 2,205.13 2,205.13
Other comprehensive income, net of (160.03) (160.03)
tax (Note 27)
Total comprehensive income 501.36 1,498.84 0.00 12,645.49 14,645.69
Cash Dividends (Note 28) (449.85) (449.85)
Dividend Distribution Tax (Note 28) (91.57) (91.57)
At 31 March 2018 501.36 1,498.84 0.00 12,104.07 14,104.27

For the year ended 31 March 2017:


Attributable to the owners of the company
Reserves and surplus
Securities General Capital Retained Total
premium reserve reserve* earnings other equity
(Note 13a) (Note 13b) (Note 13d) (Note 13c)
As at 1 April 2016 501.36 1,498.84 0.00 9,566.40 11,566.60
Profit for the period - - - 1,589.51 1,589.51
Other comprehensive income, net of - - - (14.10)
tax (Note 27) (14.10)
Total comprehensive income 501.36 1,498.84 0.00 11,141.81 13,142.01
Cash Dividends (Note 28) - - - (449.85) (449.85)
Dividend Distribution Tax (Note 28) - - - (91.57) (91.57)
At 31 March 2017 501.36 1,498.84 0.00 10,600.39 12,600.59
* Rounded off to INR Nil.

The accompanying notes are an integral part of these consolidated financial statements

As per our report of even date For and on behalf of the Board of Directors of Bata India Limited
For B S R & Co. LLP UDAY KHANNA RAJEEV GOPALAKRISHNAN
ICAI Firm Registration number: 101248W/W-100022 Chairman Managing Director
Chartered Accountants DIN: 00079129 DIN: 03438046
SANDEEP KATARIA RAM KUMAR GUPTA
Tarun Gupta Whole-time Director & CEO Director Finance
Partner DIN: 05183714 DIN: 01125065
Membership no.: 507892
ARUNITO GANGULY
Place : Gurugram Company Secretary
Date : May 22, 2018 Membership No.: FCS 9285

140 ANNUAL REPORT 2017-18


Bata India Limited
CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31 MARCH 2018
(Amount in INR millions)

Notes As at As at
31 March 2018 31 March 2017
A Cash flow from operating activities
1 Profit before tax 3,370.40 2,338.64

2 Adjustments to reconcile profit before tax to net cash flows:


Depreciation of property, plant & equipment 24 600.72 646.30
Amortisation of intangible assets 24 3.80 4.06
Straightlining on lease rental 18.64 39.10
Loss on sale of fixed assets (net) 25 16.70 62.65
Allowance for doubtful debt, loans, advances 25 31.42 -
Finance Expense (including fair value change in financial instruments) 23 41.98 40.34
Finance Income (including fair value change in financial instruments) 19 (492.96) (438.72)
Liabilities no longer required written back 19 - (3.85)
Provisions for Litigation 17b 10.10 -

3 Operating profit before working capital changes (1+2) 3,600.80 2,688.52

4 Movements in Working Capital:

Decrease/(Increase) in trade & other receivables (215.55) 64.26


Decrease /(Increase) in inventories (513.75) (284.44)
Increase/(Decreae) in trade and Other Payables 713.37 798.25
Increase/(Decrease) in short term provisions (208.00) (18.07)
Decrease/(Increase) in other current assets (449.85) 33.78
Decrease/(Increase) in other current financial assets (66.16) 50.14
Increase/(Decrease) in other current liabilities (131.36) (3.66)
Increase/(Decrease) in other financial liabilities (62.90) (54.90)
Change in Working Capital (934.20) 585.36

Changes in non current assets and liabilities


Decrease/(Increase) in loans & advances 34.36 (48.20)
Increase/(Decreae) in trade payables 0.97 19.69
Decrease/(Increase) in other non-current assets 40.92 (28.12)
Decrease/(Increase) in financial assets 13.56 (0.83)
5 Changes in non current assets and liabilities 89.81 (57.46)

6 Cash generated from operations (3+4+5) 2,756.41 3,216.42

7 Less : Taxes paid (net of refund) (1,153.70) (651.37)

8 Net cash flow from operating activities (6-7) 1,602.71 2,565.05

B Cash Flow from Investing Activities:


Purchase of Property, plant and equipment (778.82) (512.74)
Proceeds from sale of Property, plant and equipment 24.81 35.70
Repayments/(Investments) in bank deposits (having original maturity of more (763.38) (2,075.78)
than three months)
Interest received (finance income) 398.43 264.64
Net Cash Flow used in Investing Activities: (1,118.96) (2,288.18)

ANNUAL REPORT 2017-18 141


Bata India Limited

CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31 MARCH 2018
(Amount in INR millions)
Notes As at As at
31 March 2018 31 March 2017
C Net Cash Flow From Financing Activities:
Dividend paid to equity shareholders 28 (448.99) (448.75)
Dividend distribution tax 28 (91.57) (91.57)
Interest paid (15.02) (16.65)
Net Cash Used in Financing Activities: (555.58) (556.97)

D Net Change in cash & cash equivalents (71.83) (280.10)

E - 1 Cash & cash equivalents as at end of the year 558.84 630.67


E - 2 Cash & cash equivalents as at the beginning of year 630.67 910.77
NET CHANGE IN CASH & CASH EQUIVALENTS (E 1- E 2) (71.83) (280.10)

As at As at
31 March 2018 31 March 2017
Cash on hand 103.24 99.27
With banks
- on deposit with original maturity of upto 3 months - -
- on current accounts 441.87 518.53
- unpaid dividend accounts* 13.73 12.87
Total cash and cash equivalents 558.84 630.67

*The company can utilize these balances only towards settlement of the respective unpaid dividend and unpaid matured deposits.

Significant accounting policies 2

The accompanying notes are an integral part of these consolidated financial statements

As per our report of even date For and on behalf of the Board of Directors of Bata India Limited
For B S R & Co. LLP UDAY KHANNA RAJEEV GOPALAKRISHNAN
ICAI Firm Registration number: 101248W/W-100022 Chairman Managing Director
Chartered Accountants DIN: 00079129 DIN: 03438046
SANDEEP KATARIA RAM KUMAR GUPTA
Tarun Gupta Whole-time Director & CEO Director Finance
Partner DIN: 05183714 DIN: 01125065
Membership no.: 507892
ARUNITO GANGULY
Place : Gurugram Company Secretary
Date : May 22, 2018 Membership No.: FCS 9285

142 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO
NOTES
THE CONSOLIDATED
TO THE CONSOLIDATED
FINANCIAL
FINANCIAL
STATEMENTS
STATEMENTS
FOR THEFOR
YEAR
THE
ENDED
YEAR31
ENDED
MARCH
31 2018
MARCH(Contd.)
2018

1. Corporate information
The consolidated financial statements comprise financial statements of Bata India Limited (the Company)
and its subsidiaries (collectively, “the Group”) for the year ended 31 March 2018. Group is primarily engaged
in the business of manufacturing and trading of footwear and accessories through its retail and wholesale
network.
Bata India Limited is a public company domiciled in India. Its shares are listed on three stock exchanges in India.
The registered office of the company is located at 27B Camac Street, 1st Floor, Kolkata - 700 016
The particulars of subsidiary companies, which are included in consolidation and the parent company’s holding
therein :-

Name Country of Percentage of holding Percentage of holding


Incorporation as at 31 March 2018 as at 31 March 2017
Bata Properties Limited India 100% 100%
Coastal Commercial & Exim Limited India 100% 100%
Way Finders Brands Limited India 100% 100%

2. Significant Accounting policies


2.1 Basis of Preparation
The financial statements have been prepared in accordance with Indian Accounting Standards (Ind AS) as
per the Companies (Indian Accounting Standards) Rules, 2015, notified under Section 133 of Companies
Act 2013 (‘the Act’) and other provisions of the Act.
The financial statements are authorised for issue by Company’s board of directors on May 22, 2018.
For all periods up to and including the year ended 31 March 2016, the Group prepared its financial
statements in accordance with accounting standards notified under section 133 of the Companies Act 2013,
read together with paragraph 7 of the Companies (Accounts) Rules 2014. These financial statements for the
year ended 31 March 2017 are the first the Group has prepared in accordance with Ind AS.
2.2 Basis of consolidation
The consolidated financial statements comprise the financial statements of the Company and its subsidiaries
as at 31 March 2018. Control is achieved when the Group is exposed, or has rights, to variable returns
from its involvement with the investee and has the ability to affect those returns through its power over the
investee. Specifically, the Group controls an investee if and only if the Group has:
► Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities
of the investee)
► Exposure, or rights, to variable returns from its involvement with the investee, and
► The ability to use its power over the investee to affect its returns
The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there
are changes to one or more of the three elements of control.
Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when
the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired
or disposed of during the year are included in the consolidated financial statements from the date the Group
gains control until the date the Group ceases to control the subsidiary.
Consolidated financial statements are prepared using uniform accounting policies for like transactions and
other events in similar circumstances. If a member of the Group uses accounting policies other than those
adopted in the consolidated financial statements for like transactions and events in similar circumstances,
appropriate adjustments are made to that Group member’s financial statements in preparing the consolidated
financial statements to ensure conformity with the Group’s accounting policies.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)

The financial statements of all entities used for the purpose of consolidation are drawn up to same reporting
date as that of the parent company, i.e., year ended on 31 March.
Consolidation procedure
(a) Combine like items of assets, liabilities, equity, income, expenses and cash flows of the parent with those
of its subsidiaries. For this purpose, income and expenses of the subsidiary are based on the amounts
of the assets and liabilities recognised in the consolidated financial statements at the acquisition date.
(b) Offset (eliminate) the carrying amount of the parent’s investment in each subsidiary and the parent’s
portion of equity of each subsidiary.
(c) Eliminate in full intragroup assets and liabilities, equity, income, expenses and cash flows relating to
transactions between entities of the Group (profits or losses resulting from intragroup transactions
that are recognised in assets, such as inventory and fixed assets, are eliminated in full). Intragroup
losses may indicate an impairment that requires recognition in the consolidated financial statements.
Ind AS 12 Income Taxes applies to temporary differences that arise from the elimination of profits and
losses resulting from intragroup transactions.
Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity
holders of the parent of the Group.
A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity
transaction. If the Group loses control over a subsidiary, it:
► Derecognises the assets (including goodwill) and liabilities of the subsidiary
► Derecognises the carrying amount of any non-controlling interests
► Derecognises the cumulative translation differences recorded in equity
► Recognises the fair value of the consideration received
► Recognises the fair value of any investment retained
► Recognises any surplus or deficit in profit or loss
► Reclassifies the parent’s share of components previously recognised in OCI to profit or loss or
retained earnings, as appropriate, as would be required if the Group had directly disposed of the
related assets or liabilities.
2.3 Basis of Measurements
The financial statements have been prepared on a historical cost or at amortised cost except for the following
assets and liabilities
Items Measurement Basis
Net defined benefit (asset)/liability Fair Value of plan assets less present value of defined benefit obligations
Derivatives Fair Value

The financial statements are presented in INR and all values are rounded to the nearest Million
(INR 000,000).
2.4 Summary of significant accounting policies
a. Current vs Non-current classification
The Group presents assets and liabilities in the balance sheet based on current/ non-current classification.
An asset is treated as current when it is:
► Expected to be realised or intended to be sold or consumed in normal operating cycle
► Held primarily for the purpose of trading
► Expected to be realised within twelve months after the reporting period, or

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)

► Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least
twelve months after the reporting period
All other assets are classified as non-current.
A liability is current when:
► Expected to be settled in normal operating cycle
► Held primarily for the purpose of trading
► Due to be settled within twelve months after the reporting period, or
► There is no unconditional right to defer the settlement of the liability for at least twelve months after
the reporting period
The Group classifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
Based on the nature of products and time between the acquisition of assets for processing and their
realisation in cash and cash equivalents, the Group has identified twelve months as its operating cycle.
b. Cash dividend
The Group recognises a liability to make cash distributions to equity holders when the distribution is
authorised and the distribution is no longer at the discretion of the Group. As per the corporate laws in
India, a distribution is authorised when it is approved by the shareholders. A corresponding amount is
recognised directly in equity.
Interim dividends, if any are recorded as a liability on the date of declaration by the Group’s Board of
Directors.
c. Fair Value Measurements
The Group measures financial instruments, such as forward contracts at fair value at each balance
sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. The fair value measurement is based
on the presumption that the transaction to sell the asset or transfer the liability takes place either:
► In the principal market for the asset or liability, or
► In the absence of a principal market, in the most advantageous market for the asset or liability
The principal or the most advantageous market is accessible by the Group.
The fair value of an asset or a liability is measured using the assumptions that market participants would
use when pricing the asset or liability, assuming that market participants act in their economic best
interest.
A fair value measurement of a non-financial asset takes into account a market participant’s ability to
generate economic benefits by using the asset in its highest and best use or by selling it to another
market participant that would use the asset in its highest and best use.
The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient
data are available to measure fair value.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are
categorised within the fair value hierarchy, described as follows, based on the lowest level input that is
significant to the fair value measurement as a whole:
► Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities
► Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value
measurement is directly or indirectly observable
► Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value
measurement is unobservable

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)

For assets and liabilities that are recognised in the financial statements on a recurring basis, the
Group determines whether transfers have occurred between levels in the hierarchy by re-assessing
categorisation (based on the lowest level input that is significant to the fair value measurement as a
whole) at the end of each reporting period.
For the purpose of fair value disclosures, the Group has determined classes of assets and liabilities on
the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value
hierarchy as explained above.
This note summarises accounting policy for fair value. Other fair value related disclosures are given in
the relevant notes to the consolidated financial statements.
d. Property, plant & equipment
On transition to Ind AS, the Group has elected to continue with the carrying value of all of its property,
plant and equipment recognised as at April 1, 2015, measured as per the previous GAAP, and use that
carrying value as the deemed cost of such property, plant and equipment.
Property, plant & equipment, capital work in progress are stated at cost, net of accumulated depreciation
and accumulated impairment losses, if any. The cost comprises purchase price, borrowing costs if
capitalization criteria are met, directly attributable cost of bringing the asset to its working condition for
the intended use. Any trade discounts and rebates are deducted in arriving at the purchase price. Such
cost includes the cost of replacing part of the plant and equipment.
The present value of the expected cost for the decommissioning of an asset after its use is included in
the cost of the respective asset if the recognition criteria for a provision are met.
The Group identifies and determines cost of each component/ part of the asset separately, if the
component/ part has a cost which is significant to the total cost of the asset and has useful life that is
materially different from that of the remaining asset.
An item of property, plant and equipment and any significant part initially recognised is derecognised
upon disposal or when no future economic benefits are expected from its use or disposal. Any gain
or loss arising on derecognition of the asset (calculated as the difference between the net disposal
proceeds and the carrying amount of the asset) is included in the statement of profit or loss when the
asset is derecognised.
The residual values, useful lives and methods of depreciation of Property, plant and equipment are
reviewed at each financial year end and adjusted prospectively, if appropriate.
e. Depreciation on Property, plant & equipment
i. Lease hold improvements (LHI) and furniture & fittings at stores are amortised on straight line basis
over the period of lease or useful life (not exceeding 9 years), whichever is lower.
ii. Depreciation on other Property, plant & equipment is provided on written down value method at the
rates based on the estimated useful life of the assets as described below:
Category of Property, plant & equipments Useful Lives
Buildings
- Factory Buildings 30 years
- Other than Factory Buildings 10 years - 60 Years
- Fences, Wells, Tube wells 5 years
Plant and equipments
- Moulds 8 years
- Data processing equipments 3 Years
- Servers 6 Years
- Other Plant and Machinery 5 Years - 15 Years
Furniture & fixtures
- Others 10 years
Vehicles 8 years
Office equipments 10 Years

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)

The Group, based on management estimates, depreciates certain items of building, plant and
equipment over estimated useful lives which are lower than the useful life prescribed in Schedule II
to the Companies Act, 2013. The management believes that these estimated useful lives are realistic
and reflect fair approximation of the period over which the assets are likely to be used.
iii. Depreciation on Property, plant & equipment added/disposed-off during the year is provided on
pro-rata basis with respect to date of acquisition/ disposal.
f. Intangible assets
Intangible assets acquired separately are recorded at cost at the time of initial recognition. Following initial
recognition, intangible assets are carried at cost less any accumulated amortisation and accumulated
impairment losses, if any. Internally generated intangibles, excluding capitalised development costs,
are not capitalised and the related expenditure is reflected in profit or loss in the period in which the
expenditure is incurred.
Computer Software with finite lives are amortised over the useful economic life (not exceeding five
years) and assessed for impairment whenever there is an indication that the computer software may be
impaired. The amortisation period and the amortisation method are reviewed at least at the end of each
reporting period. Changes in the expected useful life or the expected pattern of consumption of future
economic benefits embodied in the asset are considered to modify the amortisation period or method,
as appropriate, and are treated as changes in accounting estimates. The amortisation expense on
computer software is recognised in the consolidated statement of profit and loss.
Gains or losses arising from derecognition of an intangible asset are measured as the difference between
the net disposal proceeds and the carrying amount of the asset and are recognised in the statement of
profit or loss when the asset is derecognised.
g. Inventories
Inventories are valued at the lower of cost and net realisable value.
Costs incurred in bringing each product to its present location and condition are accounted for as follows:
► Raw materials: cost includes cost of purchase and other costs incurred in bringing the inventories to
their present location and condition. Cost is determined on weighted average basis.
► Finished goods and work in progress: cost includes cost of direct materials and labour and a proportion
of fixed manufacturing overheads based on the normal operating capacity. Cost of finished goods
includes excise duty. Cost is determined on a weighted average basis.
► Traded goods: cost includes cost of purchase and other costs incurred in bringing the inventories to
their present location and condition. Cost is determined on weighted average basis.
Net realizable value in case of finished goods, stock in trade and work in progress is the estimated
selling price in the ordinary course of business, less estimated costs of completion and estimated
costs necessary to make the sale.
h. Revenue Recognition
Revenue is recognised to the extent it is probable that the economic benefits will flow to the Group and
the revenue can be reliably measured, regardless of when the payment is being made. Revenue is
measured at the fair value of the consideration received or receivable, taking into account contractually
defined terms of payment and excluding taxes or duties collected on behalf of the government. The
Group has concluded that it is the principal in all of its revenue arrangements since it is the primary
obligor in all the revenue arrangements as it has pricing latitude and is also exposed to inventory and
credit risks.
Based on the guidance note on Ind AS schedule III, accounting treatment of excise duty, the Group has
considered that recovery of excise duty flows to the Group on its own account. This is for the reason that
it is a liability of the manufacturer which forms part of the cost of production, irrespective of whether the
goods are sold or not. Since the recovery of excise duty flows to the Group on its own account, revenue

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)

includes excise duty. However, sales tax/ value added tax (VAT)/ Goods and Service Tax is not received
by the Group on its own account, rather it is tax collected on value added to the commodity by the seller
on behalf of the government. Accordingly, it is excluded from revenue.
The specific recognition criteria described below must also be met before revenue is recognised.
i. Sale of Goods:
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership
of the goods have passed to the buyer, usually on delivery of the goods. Revenue from the sale of
goods is measured at the fair value of the consideration received or receivable, net of returns and
allowances, trade discounts and volume rebates. The Group provides normal warranty provisions
for manufacturing defects for 3 months to 12 months on all its products sold, in line with the industry
practice. The Group does not provide any extended warranties to its customers.
The Group operates a loyalty points programme “The Bata Club”, which allows customers to
accumulate points when they purchase products in the Group’s retail stores. The points can be
redeemed against consideration payable for subsequent purchases. Consideration received is
allocated between the products sold and the points issued, with the consideration allocated to the
points equal to their fair value. Fair value of the points is determined by applying a statistical analysis
(based on data available) under the terms of the programme. The fair value of the points issued is
deferred based on actuarial valuation and recognised as revenue when the points are redeemed.
ii. Interest:
For all debt instruments measured at amortised cost, interest income is recorded using the effective
interest rate (EIR). EIR is the rate that exactly discounts the estimated future cash payments or
receipts over the expected life of the financial instrument or a shorter period, where appropriate, to
the gross carrying amount of the financial asset or to the amortised cost of a financial liability. When
calculating the effective interest rate, the Group estimates the expected cash flows by considering
all the contractual terms of the financial instrument (for example, prepayment, extension, similar
options) but does not consider the expected credit losses. Interest income is included in finance
income in the statement of profit and loss.
i. Foreign Currency Transactions
The Group’s financial statements are presented in INR, which is also the Group’s functional currency.
Transactions and balances
Transactions in foreign currencies are initially recorded by the Group at their respective functional currency
spot rates at the date the transaction first qualifies for recognition. However, for practical reasons, the
Group uses an average rate if the average approximates the actual rate at the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies are translated at the functional
currency spot rates of exchange at the reporting date.
Exchange differences arising on settlement or translation of monetary items are recognised in profit or
loss.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated
using the exchange rates at the dates of the initial transactions.
j. Borrowing Costs
Borrowing costs directly attributable to the acquisition, construction or production of an asset that
necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as
part of the cost of the asset. All other borrowing costs are expensed in the period in which they occur.
Borrowing costs consist of interest and other costs that Group incurs in connection with the borrowing
of funds. Borrowing cost also includes exchange differences to the extent regarded as an adjustment to
the borrowing costs.

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k. Government grants
An unconditional government grant related to an asset that is measured at fair value less cost to sell is
recognised in statement of profit and loss as other income when the grant becomes receivable. Other
government grants are recognised initially as deferred income at fair value when there is reasonable
assurance that they will be received and the Group will comply with the conditions associated with
the grant, they are then recognised in statement of profit and loss as other operating revenue on a
systematic basis.
l. Retirement and Other Employee Benefits
i) Retirement benefit in the form of pension costs is a defined contribution scheme. The Group has
no obligation, other than the contribution payable to the pension fund. The Group recognizes
contribution payable to the pension fund scheme as an expense, when an employee renders the
related service. If the contribution payable to the scheme for service received before the balance
sheet date exceeds the contribution already paid, the deficit payable to the scheme is recognized
as a liability after deducting the contribution already paid. If the contribution already paid exceeds
the contribution due for services received before the balance sheet date, then excess is recognized
as an asset to the extent that the pre-payment will lead to a reduction in future payment or a cash
refund.
ii) The Provident Fund (administered by a Trust) is a defined benefit scheme where by the Group
deposits an amount determined as a fixed percentage of basic pay to the fund every month. The
benefit vests upon commencement of employment. The interest credited to the accounts of the
employees is adjusted on an annual basis to confirm to the interest rate declared by the government
for the Employees Provident Fund. The Group has adopted actuary valuation based on project unit
credit method to arrive at provident fund liability as at year end.
iii) The Group operates a defined benefit gratuity plan, which requires contributions to be made to
a separately administered fund. The cost of providing benefits under the defined benefit plan is
determined using the projected unit credit method.
Remeasurements, comprising actuarial gains and losses, the effect of asset ceiling, excluding
amounts included in net interest on the net defined benefit liability and the return on plan assets
(excluding amounts included in net interest on the net defined benefit liability), are recognised
immediately in the retained earnings with a corresponding debit or credit to OCI in the period in
which they occur. Remeasurements are not reclassified to profit or loss in subsequent periods.
Past service costs are recognised in profit or loss on the earlier of:
► The date of the plan amendment or curtailment, and
► The date that the Group recognises related restructuring costs
Net interest is calculated by applying the discount rate to the net defined benefit liability or asset.
The Group recognises the following changes in the net defined benefit obligation as an expense
in the statement of profit and loss:
► Service costs comprising current service costs, past-service costs, gains and losses on
curtailments and non-routine settlements; and
► Net interest expense or income
iv) Compensated absences are provided for based on actuarial valuation on projected unit credit
method carried by an actuary, at each year end. Actuarial gains/losses are immediately taken to the
statement of profit and loss and are not deferred. The Group presents the leave as a current liability
in the balance sheet, to the extent it does not have an unconditional right to defer its settlement for
12 months after the reporting date.
v) Expenses incurred towards voluntary retirement scheme are charged to the statement of profit and
loss in the year such scheme is accepted by the employees/workers.

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m. Leases
The determination of whether an arrangement is (or contains) a lease is based on the substance of the
arrangement at the inception of the lease. The arrangement is, or contains, a lease if fulfilment of the
arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right
to use the asset or assets, even if that right is not explicitly specified in an arrangement.
Group is lessee
The Group classifies the lease at the inception date as a finance lease or an operating lease. A lease
that transfers substantially all the risks and rewards incidental to ownership to the Group is classified as
a finance lease. A lease which is not a finance lease is classified as Operating lease. Operating lease
payments are recognised as an expense in the statement of profit and loss on a straight-line basis over
the lease term unless either (a) another systematic basis is more representative of the time pattern of
the user’s benefit even if the payments to the lessors are not on that basis, or (b) the payments to the
lessor are structured to increase in line with expected general inflation to compensate for the lessor’s
expected inflationary cost increases.
n. Taxation
Current income tax
Current income tax assets and liabilities are measured at the amount expected to be recovered from or
paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that
are enacted or substantively enacted, at the reporting date.
Current income tax relating to items recognised outside profit or loss is recognised outside profit or
loss (either in other comprehensive income or in equity).Management periodically evaluates positions
taken in the tax returns with respect to situations in which applicable tax regulations are subject to
interpretation and establishes provisions where appropriate.
Current tax assets and liabilities are offset only if there is a legally enforceable right to set off the
recognised amounts, and it is intended to realise the asset and settle the liability on a net basis or
simultaneously.
Deferred tax
Deferred tax is provided on temporary differences between the tax base of assets and liabilities and
their carrying amounts for financial reporting purposes at the reporting date. Deferred tax liabilities are
recognised for all taxable temporary differences except for the following:
Tax payable on the future remittance of the past earnings of subsidiaries where the timing of
the reversal of the temporary differences can be controlled and it is probable that the temporary
differences will not reverse in the foreseeable future.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of
unused tax credits and any unused tax losses. Deferred tax assets are recognised to the extent that
it is probable that taxable profit will be available against which the deductible temporary differences,
and the carry forward of unused tax credits and unused tax losses can be utilised except.
In respect of deductible temporary differences associated with investments in subsidiaries, deferred
tax assets are recognised only to the extent that it is probable that the temporary differences will
reverse in the foreseeable future and taxable profit will be available against which the temporary
differences can be utilised.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the
extent that it is no longer probable that sufficient taxable profit will be available to allow all or part
of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each
reporting date and are recognised to the extent that it has become probable that future taxable
profits will allow the deferred tax asset to be recovered.

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Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year
when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been
enacted or substantively enacted at the reporting date.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss
(either in other comprehensive income or in equity).
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set
off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable
entity and the same taxation authority.
o. Impairment of non-financial assets
The Group assesses, at each reporting date, whether there is an indication that an asset may be
impaired. If any indication exists, or when annual impairment testing for an asset is required, the Group
estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or
cash-generating unit’s (CGU) fair value less costs of disposal or its value in use. Recoverable amount
is determined for an individual asset, unless the asset does not generate cash inflows that are largely
independent of those from other assets or Groups of assets. When the carrying amount of an asset
or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its
recoverable amount.
Impairment losses, are recognised in the consolidated statement of profit and loss.
p. Provisions
General
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of
a past event, it is probable that an outflow of resources embodying economic benefits will be required to
settle the obligation and a reliable estimate can be made of the amount of the obligation. The expense
relating to any provision is presented in the statement of profit or loss, net of any reimbursement. If the
effect of the time value of money is material, provisions are discounted using a current pre-tax rate that
reflects, where appropriate, the risks specific to the liability. Where discounting is used, the increase in
the provision due to the passage of time is recognised as part of finance costs.
Warranty provisions
Provisions for warranty-related costs are recognised when the product is sold or service provided to the
customer. Initial recognition is based on actuarial valuation. The initial estimate of warranty-related costs
is revised annually.
q. Contingent liability
A contingent liability is a possible obligation that arises from past events whose existence will be
confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the
control of the Group or a present obligation that is not recognized because it is not probable that an
outflow of resources will be required to settle the obligation. A contingent liability also arises in extremely
rare cases where there is a liability that cannot be recognized because it cannot be measured reliably.
The Group does not recognize a contingent liability in such cases and discloses the same under
contingent liability in the financial statements.
r. Cash and cash equivalents
Cash and cash equivalents in the balance sheet comprise cash at banks and on hand and short-term
deposits with an original maturity of three months or less, which are subject to an insignificant risk of
changes in value.
For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-
term deposits and unpaid dividend account, net of outstanding bank overdrafts as they are considered
an integral part of the Company’s cash management.

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s. Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one Company and a financial
liability or equity instrument of another Company.
Financial assets
Recognition and initial measurement
All financial assets are recognised initially at fair value plus, in the case of financial assets not recorded
at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the
financial asset. Purchases or sales of financial assets that require delivery of assets within a time frame
established by regulation or convention in the market place (regular way trades) are recognised on the
trade date, i.e., the date that the Group commits to purchase or sell the asset.
Subsequent measurement
For the purpose of subsequent measurement, financial assets are classified in five categories:
► Debt Instrument at amortised cost
► Debt instruments at fair value through other comprehensive income (FVTOCI)
► Debt instruments, derivatives and equity instruments at fair value through profit or loss (FVTPL)
► Equity instruments measured at fair value through other comprehensive income (FVTOCI)
Debt instruments at amortised cost
A ‘debt instrument’ is measured at the amortised cost if both the following conditions are met:
a) The asset is held within a business model whose objective is to hold assets for collecting contractual
cash flows, and
b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of
principal and interest (SPPI) on the principal amount outstanding.
This category is the most relevant to the Group. After initial measurement, such financial assets are
subsequently measured at amortised cost using the effective interest rate (EIR) method. Amortised cost
is calculated by taking into account any discount or premium on acquisition and fees or costs that are
an integral part of the EIR. The EIR amortisation is included in finance income in the profit or loss. The
losses arising from impairment are recognised in the profit or loss. This category generally applies to
non- current trade receivables, non-current Security deposits and non-current other receivables.
Debt instrument at FVTOCI
A ‘debt instrument’ is classified as at the FVTOCI if both of the following criteria are met:
a) The objective of the business model is achieved both by collecting contractual cash flows and selling
the financial assets, and
b) The asset’s contractual cash flows represent SPPI.
Debt instruments included within the FVTOCI category are measured initially as well as at each reporting
date at fair value. Fair value movements are recognized in the other comprehensive income (OCI).
However, the Group recognizes interest income, impairment losses & reversals and foreign exchange
gain or loss in the P&L. On derecognition of the asset, cumulative gain or loss previously recognised
in OCI is reclassified from the equity to P&L. Interest earned whilst holding FVTOCI debt instrument is
reported as interest income using the EIR method.
Debt instrument at FVTPL
FVTPL is a residual category for debt instruments. Any debt instrument, which does not meet the criteria
for categorization as at amortized cost or as FVTOCI, is classified as at FVTPL.

152 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)

In addition, the Group may elect to designate a debt instrument, which otherwise meets amortized
cost or FVTOCI criteria, as at FVTPL. However, such election is allowed only if doing so reduces or
eliminates a measurement or recognition inconsistency (referred to as ‘accounting mismatch’).
Debt instruments included within the FVTPL category are measured at fair value with all changes
recognized in the P&L. The Group has not designated any debt instrument as at FVTPL.
Equity investments
All equity investments in scope of Ind AS 109 are measured at fair value. Equity instruments which are
held for trading and contingent consideration recognised by an acquirer in a business combination to
which Ind AS 103 applies are classified as at FVTPL. For all other equity instruments, the Group may
make an irrevocable election to present in other comprehensive income, subsequent changes in the fair
value. The Group makes such election on an instrument-by-instrument basis. The classification is made
on initial recognition and is irrevocable.
If the Group decides to classify an equity instrument as at FVTOCI, then all fair value changes on the
instrument, excluding dividends, are recognized in the OCI. There is no recycling of the amounts from
OCI to P&L, even on sale of investment. However, the Group may transfer the cumulative gain or loss
within equity.
Equity instruments included within the FVTPL category are measured at fair value with all changes
recognized in the P&L.
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a Group of similar financial
assets) is primarily derecognised (i.e. removed from the Group’s balance sheet) when:
► The rights to receive cash flows from the asset have expired, or
► The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation
to pay the received cash flows in full without material delay to a third party under a ‘pass- through’
arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the
asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of
the asset, but has transferred control of the asset.
When the Group has transferred its rights to receive cash flows from an asset or has entered into a
pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of
ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the
asset, nor transferred control of the asset, the Group continues to recognise the transferred asset to
the extent of the Group’s continuing involvement. In that case, the Group also recognises an associated
liability. The transferred asset and the associated liability are measured on a basis that reflects the rights
and obligations that the Group has retained.
Impairment of financial assets
The Group recognizes loss allowances using the expected credit loss (ECL) model for the financial
assets which are carried at amortised cost or at Fair value through OCI except equity investment which
is carried at fair value through OCI. Loss allowance for trade receivables with no significant financing
component is measured at an amount equal to lifetime ECL. The application of simplified approach does
not require the Group to track changes in credit risk. Based on the past history and track records the
Group has assessed the risk of default by the customer and expects the credit loss to be insignificant.
For all other financial assets, expected credit losses are measured at an amount equal to the 12-month
ECL, unless there has been a significant increase in credit risk from initial recognition in which case
those are measured at lifetime ECL. The amount of expected credit losses (or reversal) that is required
to adjust the loss allowance at the reporting date to the amount that is required to be recognised is
recognized as an impairment gain or loss in profit or loss.
ECL impairment loss allowance (or reversal) recognized during the period is recognized as income/
expense in the statement of profit and loss (P&L).

ANNUAL REPORT 2017-18 153


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)

The balance sheet presentation for various financial instruments is described below:
► Financial assets measured as at amortised cost. ECL is presented as an allowance, i.e., as an
integral part of measurement of those assets in the balance sheet. The allowance reduces the net
carrying amount until the asset meets write-off criteria.
Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as:
financial liabilities at fair value through profit or loss,
financial liabilities measured at amortised cost,
loans and borrowings and payables,
derivatives designated as hedging instruments in an effective hedge relationship.
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and
payables, net of directly attributable transaction costs.
The Group’s financial liabilities include trade and other payables and derivative financial instruments.
Subsequent measurement
The measurement of financial liabilities depends on their classification, as described below:
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss include:
- financial liabilities held for trading
- financial liabilities designated upon initial recognition as at fair value through profit or loss.
Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing
in the near term. This category also includes derivative financial instruments entered into by the Group
that are not designated as hedging instruments in hedge relationships as defined by Ind-AS 109.
Gains or losses on liabilities held for trading are recognised in the profit or loss.
Financial liabilities designated upon initial recognition at fair value through profit or loss are designated
at the initial date of recognition, if and only if, the criteria in Ind-AS 109 are satisfied. For liabilities
designated as FVTPL, fair value gains/ losses attributable to changes in own credit risk are recognized
in OCI. These gains/loss are not subsequently transferred to P&L. However, the Group may transfer the
cumulative gain or loss within equity. All other changes in fair value of such liability are recognised in the
statement of profit or loss. The Group has not designated any financial liability as at fair value through
profit and loss.
Financial liabilities measured at amortised cost
Other financial liabilities are subsequently measured at amortised cost using the effective interest rate.
Interest expense and is recognised in statement of profit and loss.
Derecognition of financial liability
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or
expires. When an existing financial liability is replaced by another from the same lender on substantially
different terms, or the terms of an existing liability are substantially modified, such an exchange or
modification is treated as the derecognition of the original liability and the recognition of a new liability.
The difference in the respective carrying amounts is recognised in the statement of profit or loss.

154 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)

Reclassification of financial assets


The Group determines classification of financial assets and liabilities on initial recognition. After initial
recognition, no reclassification is made for financial assets which are equity instruments and financial
liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a
change in the business model for managing those assets. Changes to the business model are expected
to be infrequent. The Group’s senior management determines change in the business model as a
result of external or internal changes which are significant to the Group’s operations. Such changes
are evident to external parties. A change in the business model occurs when the Group either begins or
ceases to perform an activity that is significant to its operations. If the Group reclassifies financial assets,
it applies the reclassification prospectively from the reclassification date which is the first day of the
immediately next reporting period following the change in business model. The Group does not restate
any previously recognised gains, losses (including impairment gains or losses) or interest. The Group
has not reclassified any financial asset during the current year or previous year.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet
when and only when there is a currently enforceable legal right to offset the recognised amounts and
there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.
Derivative financial instruments and hedge accounting
Initial recognition and subsequent measurement
The Group uses derivative financial instruments, such as forward currency contracts, to hedge its foreign
currency risks. Such derivative financial instruments are initially recognised at fair value on the date on
which a derivative contract is entered into and are subsequently re-measured at fair value. Derivatives
are carried as financial assets when the fair value is positive and as financial liabilities when the fair
value is unfavourable.
Any gains or losses arising from changes in the fair value of derivatives are taken directly to profit or loss,
except for the effective portion of cash flow hedges, which is recognised in OCI and later reclassified
to profit or loss when the hedge item affects profit or loss or treated as basis adjustment if a hedged
forecast transaction subsequently results in the recognition of a non-financial asset or non-financial
liability.
For the purpose of hedge accounting, hedges are classified as:
► Fair value hedges when hedging the exposure to changes in the fair value of a recognised asset or
liability or an unrecognised firm commitment.
► Cash flow hedges when hedging the exposure to variability in cash flows that is either attributable to
a particular risk associated with a recognised asset or liability or a highly probable forecast
transaction or the foreign currency risk in an unrecognised firm commitment.
At the inception of a hedge relationship, the Group formally designates and documents the hedge
relationship to which the Group wishes to apply hedge accounting and the risk management objective
and strategy for undertaking the hedge. The documentation includes the Group’s risk management
objective and strategy for undertaking hedge, the hedging/ economic relationship, the hedged item
or transaction, the nature of the risk being hedged, hedge ratio and how the Group will assess the
effectiveness of changes in the hedging instrument’s fair value in offsetting the exposure to changes in
the hedged item’s fair value or cash flows attributable to the hedged risk. Such hedges are expected
to be highly effective in achieving offsetting changes in fair value or cash flows and are assessed on
an ongoing basis to determine that they actually have been highly effective throughout the financial
reporting periods for which they were designated.

ANNUAL REPORT 2017-18 155


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)

Hedges that meet the criteria for hedge accounting are accounted for, as described below:
(i) Fair value hedges
The change in the fair value of a hedging instrument is recognised in the consolidated statement
of profit and loss. The change in the fair value of the hedged item attributable to the risk hedged is
recorded as part of the carrying value of the hedged item and is also recognised in the consolidated
statement of profit and loss.
For fair value hedges relating to items carried at amortised cost, any adjustment to carrying value
is amortised through profit or loss over the remaining term of the hedge using the EIR method. EIR
amortisation may begin as soon as an adjustment exists and no later than when the hedged item
ceases to be adjusted for changes in its fair value attributable to the risk being hedged.
If the hedged item is derecognised, the unamortised fair value is recognised immediately in profit
or loss. When an unrecognised firm commitment is designated as a hedged item, the subsequent
cumulative change in the fair value of the firm commitment attributable to the hedged risk is
recognised as an asset or liability with a corresponding gain or loss recognised in consolidated
statement of profit and loss.
(ii) Cash flow hedges
The effective portion of the gain or loss on the hedging instrument is recognised in OCI in the cash
flow hedge reserve, while any ineffective portion is recognised immediately in the statement of profit
and loss.
The Group uses forward currency contracts as hedges of its exposure to foreign currency risk in
highly probable forecast transactions and firm commitments, the ineffective portion relating to foreign
currency contracts is recognised in finance costs.
Amounts recognised as OCI are transferred to profit or loss when the hedged transaction affects
profit or loss, such as when the hedged financial income or financial expense is recognised or
when a forecast sale occurs. When the hedged item is the cost of a non-financial asset or non-
financial liability, the amounts recognised as OCI are transferred to the initial carrying amount of the
non-financial asset or liability.
If the hedging instrument expires or is sold, terminated or exercised without replacement or rollover
(as part of the hedging strategy), or if its designation as a hedge is revoked, or when the hedge no
longer meets the criteria for hedge accounting, any cumulative gain or loss previously recognised
in OCI remains separately in equity until the forecast transaction occurs or the foreign currency firm
commitment is met.
3. (i) Significant accounting judgments, estimates and assumptions
The preparation of the consolidated financial statements requires management to make judgements, estimates
and assumptions that affect the accounting policies and the reported amounts of income, expenses, assets
and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about
these assumptions and estimates could result in outcomes that require a material adjustment to the carrying
amount of assets or liabilities affected in future periods.
a. Judgements
In the process of applying the Group’s accounting policies, management has made the following judgements,
which have the most significant effect on the amounts recognised in the consolidated financial statements:
(i) Contingent liabilities
Contingent liabilities may arise from the ordinary course of business in relation to claims against the
Group, including legal and other claims. By their nature, contingencies will be resolved only when one
or more uncertain future events occur or fail to occur. The assessment of the existence, and potential
quantum, of contingencies inherently involves the exercise of significant judgement and the use of
estimates regarding the outcome of future events.

156 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)

b. Estimates and assumptions


The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting
date that have a significant risk of causing a material adjustment to the carrying amounts of assets and
liabilities within the next financial year, are described below. The Group based its assumptions and
estimates on parameters available when the financial statements were prepared. Existing circumstances
and assumptions about future developments, however, may change due to market change or circumstances
arising beyond the control of the Group. Such changes are reflected in the assumptions when they occur.
b.1 Defined benefit plans
The cost of the defined benefit gratuity plan and other post-employment defined benefits are determined
using actuarial valuations. An actuarial valuation involves making various assumptions that may differ
from actual developments in the future. These include the determination of the discount rate, future
salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term
nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions
are reviewed at each reporting date.
The parameter most subject to change is the discount rate. In determining the appropriate discount rate
for plans operated in India, the management considers the interest rates of government bonds. The
underlying bonds are further reviewed for quality.
The mortality rate is based on publicly available mortality tables for the specific countries. Those mortality
tables tend to change only at interval in response to demographic changes. Future salary increases and
gratuity increases are based on expected future inflation rates.
Further details about gratuity obligations are given in Note 31.
b.2 Revenue recognition – Loyalty programme
The Group estimates the fair value of points awarded under the Loyalty programme “ The Bata Club”,
by applying statistical techniques. Inputs to the model include making assumptions about expected
redemption rates, the mix of products that will be available for redemption in the future and customer
preferences. As points issued under the programme expire on expiry of specified period in accordance
with the programme, such estimates are subject to significant uncertainty.
3. (ii) Standards issued but not yet effective
Ind AS 115, Revenue from Contracts with Customers
Ind AS 115, establishes a comprehensive framework for determining whether, how much and when revenue
should be recognised. It replaces existing revenue recognition guidance, including Ind AS 18 Revenue,
Ind AS 11 Construction Contracts and Guidance Note on Accounting for Real Estate Transactions. Ind AS 115
is effective for annual periods beginning on or after 1 April 2018 and will be applied accordingly.
  The Company has completed an initial assessment of the potential impact of the adoption of Ind AS 115 on
accounting policies followed in its financial statements.  The quantitative impact of adoption of Ind AS 115 on the
financial statements in the period of initial application is not reasonably estimable as at present.
  Sales of goods 
For the sale of goods, revenue is currently recognised when the goods are delivered, which is taken to be
the point in time at which the customer accepts the goods and the related risks and rewards of ownership are
transferred. Revenue is recognised at this point provided that the revenue and costs can be measured reliably,
the recovery of the consideration is probable and there is no continuing management involvement with the
goods.
  Under Ind AS 115, revenue will be recognised when a customer obtains control of the goods. The revenue from
these contracts will be recognised as the products are being manufactured. The Company’s initial assessment
indicates that this will result in revenue, and some associated costs, for these contracts being recognised earlier
than at present – i.e. before the goods are delivered to the customers’ premises.

ANNUAL REPORT 2017-18 157


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
Property, plant and equipment and capital work in progress

4a Property, plant and Freehold Buildings Lease hold Plant and Furniture Vehicles Office Total
equipment land improvements equipment** and fixtures equipments
Cost or deemed cost
(gross carrying amount)
At 31 March 2016 252.32 1,093.98 572.32 552.32 1,312.20 17.82 7.00 3,807.96
Additions - 25.89 153.22 52.11 144.19 - - 375.41
Disposals - (16.85) (36.63) (16.67) (73.92) (0.11) (0.22) (144.40)
At 31 March 2017 252.32 1,103.02 688.91 587.76 1,382.47 17.71 6.78 4,038.97
Additions - 174.65 248.61 197.32 241.76 11.34 51.62 925.30
Disposals - - (27.71) (14.01) (51.84) (0.76) (0.01) (94.33)
At 31 March 2018 252.32 1,277.67 909.81 771.07 1,572.39 28.29 58.39 4,869.94

Accumulated depreciation
At 31 March 2016 - 99.70 114.50 181.80 368.85 6.62 1.61 773.08
Depreciation charge for - 68.19 112.38 133.97 325.47 5.37 0.92 646.30
the year
Disposals - (0.93) (6.18) (4.85) (33.66) - (0.43) (46.05)
At 31 March 2017 - 166.96 220.70 310.92 660.66 11.99 2.10 1,373.33
Depreciation charge for - 57.98 171.16 102.18 257.09 4.74 7.57 600.72
the year
Disposals - - (15.84) (2.85) (33.70) (0.43) (0.00) (52.82)
At 31 March 2018 - 224.94 376.02 410.25 884.05 16.30 9.67 1,921.23
Net Book Value
At 31 March 2018 252.32 1,052.73 533.79 360.82 688.34 11.99 48.72 2,948.71
At 31 March 2017 252.32 936.06 468.21 276.84 721.81 5.72 4.68 2,665.64

4b Intangible assets Computer Software


Cost or deemed cost (gross carrying amount)
At 31 March 2016 9.62
Addition 11.82
At 31 March 2017 21.44
Addition 5.46
At 31 March 2018 26.90
Accumulated amortization
At 31 March 2016 3.50
Amortization 4.06
At 31 March 2017 7.56
Amortization 3.80
At 31 March 2018 11.36
Net book Value
At 31 March 2018 15.54
At 31 March 2017 13.88
4c Capital work in progress and Intangible assets under As at As at
development 31st March 2018 31st March 2017
Capital work-in-progress 121.19 242.29
Intangible assets under development - 56.06
**Additions includes INR 0.19 millions (31 March 2017 INR NIL) towards assets located at research and development facilities.

158 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
5. Financial assets

Non Current Current


As at As at As at As at
31 March 31 March 31 March 31 March
2018 2017 2018 2017
a. Investments
Investments in Cooperative Societies (Fair Value through
profit and loss)
Unquoted:

250 (31 March 2017: 250) equity shares of INR 10 each fully 0.00 0.00 - -
paid-up in Bata Employees' Co-operative Consumers' Stores
Limited, Hathidah *

5 (31 March 2017: 5) equity shares of INR 10 each fully paid-up 0.00 0.00 - -
in Bhadrakali Market Co-operative Society Limited, Nasik*

TOTAL 0.00 0.00 - -


* Rounded off to INR Nil.

Aggregate value of unquoted investments 0.00 0.00 - -

b. Loans (at amortised cost)

Investments in Bonds
Units in Secured non convertible redeemable REC capital gains 5.00 5.00 - -
tax exemption bond, 500 (31 March 2017 : 500) units of face
value of 10,000 each
5.00 5.00 - -
Unsecured, Considered Good 5.00 - -
Loans and advances
To related parties - - 7.68 7.81
- - 7.68 7.81

Security deposits 907.60 871.83 29.99 24.56


907.60 871.83 29.99 24.56

TOTAL 912.60 876.83 37.67 32.37

c. Other Financial assets


Non-current bank balances (Refer Note 11) 0.64 14.20 - -
Interest accrued on deposits 0.28 0.27 216.73 192.33
Other receivables (unsecured, considered good) - - 114.25 69.08
Other receivables (unsecured, considered doubtful) - - 56.81 72.80
Less: Allowance of impairment - - (56.81) (72.80)
Insurance claim receivable - - 0.92 0.51
TOTAL 0.92 14.47 331.90 261.92

ANNUAL REPORT 2017-18 159


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
6. Deferred tax assets (net)
For the year For the year
ended ended
31 March 2018 31 March 2017
Current income tax recognised in consolidated
statement of profit and loss :
Current income tax charge 1,214.73 925.63
Adjustment in respect of current income tax of previous year 0.13 (62.90)
Deferred tax :
Relating to origination and reversal of temporary difference (49.59) (113.60)
1,165.27 749.13

As at As at
31 March 2018 31 March 2017

Deferred tax assets (net)


Property, plant, equipments and intangible assets: 543.26 464.47
Impact of difference between tax depreciation and
depreciation/amortization charged in the financial
statements
Impact of expenditure charged to the consolidated 473.13 503.48
statement of profit and loss in the current/earlier years
but allowable for tax purposes on payment basis
Provision for doubtful debts and advances 29.20 28.96
Effect of measuring financial instruments at fair value 8.34 7.43
Mat credit entitlement 0.87 1.08
1,054.80 1,005.42

Reconciliation of average effective tax rate


For the year ended For the year ended
31 March 2018 31 March 2017
Profit before tax 3,370.40 2,338.64
Tax using the Company's domestic tax rate 34.61% 1,166.43 34.61% 808.35
Effect of non deductible expenses 0.53% 17.77 0.99% 23.18
Effect of deductible expenses at higher rate -0.30% (10.09) -0.87% (20.43)
Effect of change in Income tax rate -0.84% (9.75) 0.00% -
Reversal of tax of earlier years 0.00% 0.13 -2.69% (62.90)
Tax for Subsidiaries 0.02% 0.78 0.04% 0.93
Total 34.57% 1,165.27 32.03% 749.13
Tax as per consolidated statement of profit and loss 34.57% 1,165.27 32.03% 749.13

Component wise deferred tax recognised in For the year For the year
consolidated statement of profit and loss ended ended
31 March 2018 31 March 2017
Property, plant, equipments and intangible assets: (78.79) (79.10)
Impact of difference between tax depreciation and
depreciation/amortization charged in the financial
statements
Impact of expenditure charged to the consolidated 30.34 (48.33)
statement of profit and loss in the current/earlier years
but allowable for tax purposes on payment basis
Provision for doubtful debts and advances (0.24) 13.59
Effect of measuring financial instruments at fair value (0.90) 0.23
(49.59) (113.60)

Income tax recognised in other comprehensive income For the year For the year
ended ended
31 March 2018 31 March 2017
Re-measurement of defined benefit plans 84.70 7.46
84.70 7.46

160 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
7. Other assets
Non current Current
As at As at As at As at
31 March 2018 31 March 2017 31 March 2018 31 March 2017

a. Other non-current assets


Unsecured and considered good
Capital advances 52.75 27.52 - -
Supplier advances - - 23.76 26.76
Recoverable from statutory authorities 62.24 85.31 534.13 102.39
Prepaid expenses 229.26 247.11 164.36 143.25
344.25 359.94 722.25 272.40

Unsecured, considered doubtful


Recoverable from statutory authorities 19.38 10.36 - -
Less: Loss allowance (19.38) (10.36) - -
- - - -

Total 344.25 359.94 722.25 272.40

b. Other non-current assets tax assets


Advance income tax (net of provision) 467.11 377.74 - -
467.11 377.74 - -

8. Inventories
As at As at
31 March 2018 31 March 2017
Raw materials and components (including goods in transit INR 2.46 million (31 March 2017: INR Nil)) 239.04 249.25
Work-in-progress 107.88 127.89
Finished goods * (including goods in transit INR 912.56 million (31 March 2017: INR 359.57 million)) 7,294.67 6,748.71
Stores and spares 10.13 12.12
Total inventories at the lower of cost and net realisable value 7,651.72 7,137.97

*Finished goods include Stock in trade, as both are stocked together.


The write down of inventories to net realisable value during the year amounted to INR 27.83 million (31 March 2017 : INR 135.30
million).The write down is included in cost of materials consumed and increase/decrease in inventories.

9. Trade receivables
Current
As at As at
31 March 2018 31 March 2017

Unsecured, considered good - Others 881.19 673.45


Unsecured, considered doubtful 10.84 2.59
Less : Loss allowance (10.84) (2.59)
Trade receivables from related parties - unsecured, considered good (Refer note 37) 12.31 20.63
893.50 694.08
No trade or other receivable are due from directors or other officers of the Company either severally or jointly with any other person,
nor from firms or private companies respectively in which any director is a partner, a director or a member. Trade receivables are
non-interest bearing and are generally on terms of 30 to 120 days. For explanations on the Company’s credit risk management
processes, refer to Note 41.

10. Cash and cash equivalents


As at As at
31 March 2018 31 March 2017
Balances with banks:
- On current account 441.87 518.53
Cash on hand 103.24 99.27
545.11 617.80
Short term deposits are made for varying periods of between one day and three months, depending upon immediate cash
requirements of the Group, and the Group earns interest at the respective short term deposit rates.

ANNUAL REPORT 2017-18 161


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
11. Bank Balances other than those included in cash and cash equivalents

Non current Current


As at As at As at As at
31 March 2018 31 March 2017 31 March 2018 31 March 2017

Unpaid dividend accounts - - 13.73 12.87


Deposits with original maturity for more than 3 months but - - 5,353.07 4,589.70
upto 12 months*
Deposits with original maturity for more than 12 months 0.64 14.20 - -
(refer note 5c)
Less: Amount disclosed under other non-current assets (0.64) (14.20) - -
- - 5,366.80 4,602.57

*Includes deposit pledged with banks of INR 8.16 millions (31 March 2017 INR Nil millions).

12. Equity share capital


As at As at
31 March 2018 31 March 2017

Authorised share capital


Equity share capital
140,000,000 (31 March 2017: 140,000,000) equity shares of INR 5 each) 700.00 700.00

Issued share capital*


Equity share capital
128,570,000 (31 March 2017: 128,570,000) equity shares of INR 5 each 642.85 642.85

Subscribed and fully paid up share capital


Equity share capital
128,527,540 (31 March 2017: 128,527,540) equity shares of INR 5 each 642.64 642.64

TOTAL 642.64 642.64


*Shares held in abeyance
42,460 (31 March 2017: 42,460) equity shares of INR 5 each were held in abeyance on account of pending adjudication of
the shareholders right to receive those shares/inability of depository to establish ownership rights.
A. Reconciliation of the shares outstanding at the beginning and at the end of the year
As at As at
31 March 2018 31 March 2017
No. of shares Amount No. of shares Amount
At the beginning of the year 128,527,540 642.64 128,527,540 642.64
Issued during the year - - - -
Outstanding at the end of the year 128,527,540 642.64 128,527,540 642.64

B. Rights, preferance and restrictions attached to equity shares


The Company has only one class of equity shares having a par value of INR 5 per share (previous year INR 5 per share). Each
holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend
proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company,
after distribution of all preferential amounts if any. The distribution will be in proportion to the number of equity shares held by the
shareholders.

C. Shares held by holding company As at As at


31 March 2018 31 March 2017
Out of equity shares issued by the Company, shares held by its holding Company are as follows :
Bata (BN) B.V., Amsterdam, The Netherlands, the holding company
68,065,514 (31 March 2017: 68,065,514) equity shares of INR 5/- each 340.33 340.33
340.33 340.33

162 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
D. Details of shareholders holdings more than 5% shares in Company

Name of shareholder As at As at
31 March 2018 31 March 2017
Number of % of holding Number of % of holding
shares held in class shares held in class
Equity shares of INR 5 each fully paid
Bata (BN) B.V., Amsterdam, The Netherlands, the holding Company 68,065,514 52.96% 68,065,514 52.96%
13. Other equity

As at As at
31 March 2018 31 March 2017
Reserve and Surplus
a) Security Premium*
Opening balance 501.36 501.36
Add/(less) : Movement during the year - -
Closing balance 501.36 501.36

b) General reserve**
Opening Balance 1,498.84 1,498.84
Add: Amount transferred from surplus balance in the statement of profit and loss - -
Closing balance 1,498.84 1,498.84

c) Retained earnings
Balance as per last financial statements 10,600.39 9,566.40
Add: Net profit/ (Net loss) after tax transferred from statement of profit & loss 2,205.13 1,589.51
Add: Other comprehensive income, net of tax (160.03) (14.10)
Less: Appropriations
Final dividend for 31 March 2017: INR 3.50 per share(31 March 2016: INR 3.50 per share) (449.85) (449.85)
Dividend Distribution Tax on final dividend (91.57) (91.57)
Closing balance 12,104.07 10,600.39

d) Capital reserve***
Balance at the opening and at the end of the year 0.00 0.00

Total (a+b+c+d) 14,104.27 12,600.59

*Security premium is used to record the premium received on issue of shares. It is to be utilised in accordance with the provisions
of the Companies Act, 2013.
** In previous years, the Company appropriated a portion of profits to general reserve as per the provisions of the Act. The said
reserve is available for payment of dividend to the shareholders as per provisions of the Companies Act, 2013.
***Rounded off to INR Nil.

14. Trade payables

Non current Current


As at As at As at As at
31 March 2018 31 March 2017 31 March 2018 31 March 2017

Trade payables to micro, small and medium enterprises - - 37.96 39.90


Trade payables to related parties - - 66.34 22.34
Trade payables to others* 1,037.42 1,039.71 4,693.55 4,022.23

TOTAL 1,037.42 1,039.71 4,797.85 4,084.47

*Includes asset retirement obligation INR 11.78 million (31 March 2017 INR 10.73 million).

ANNUAL REPORT 2017-18 163


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
15. Other Financial Liabilities
Non current Current
As at As at As at As at
31 March 2018 31 March 2017 31 March 2018 31 March 2017

Payable for capital goods - - 27.30 92.75


Deposit from agents and franchisees - - 312.83 296.22
Unpaid dividend - - 13.73 12.87
Total other financial liabilities - - 353.86 401.84

16. Other Liabilities


Non current Current
As at As at As at As at
31 March 2018 31 March 2017 31 March 2018 31 March 2017
Advance from customers* - - 0.29 0.75
Statutory dues payable - - 96.51 214.47
Unearned revenue - - 76.90 89.83
Total - - 173.70 305.05

*Includes 0.24 million (31 March 2017 INR 0.24 million) payable to related party (refer note 37)

17. Provisions

Non current Current


As at As at As at As at
31 March 2018 31 March 2017 31 March 2018 31 March 2017

a) Current tax liabilities


Provision for income tax (net) - - 179.24 113.62
- - 179.24 113.62

b) Provisions
Provision for employee benefits
Provision for gratuity (refer note 32) - - 32.70 2.86
Provision for compensated absences 21.90 - 14.34 16.68
Others
Provision for warranties* - - 21.68 12.45
Provision for Litigation** - - 34.47 11.47
21.90 - 103.19 43.46

*Provision for warranties


The warranty claim provision covers the expenses relating to the cost of products sold. Provision in respect of warranties is made
on the basis of valuation carried out by an independent actuary as at period end. It is expected that cost will be incurred over the
warranty period as per the warranty terms.
As at As at
31 March 2018 31 March 2017
Opening balance 12.45 9.99
Arising during the year 104.44 104.56
Utilized during the year (95.21) (102.10)
Closing balance 21.68 12.45

**Provision for Litigation


As at As at
31 March 2018 31 March 2017
Opening balance 11.47 11.67
Arising during the year 23.00 -
Utilized during the year - (0.20)
Closing balance 34.47 11.47
The Company sets up and maintains provision for trade related and other litigations or disputes when a reasonable estimate can
be made. The amount of provisions are based upon estimates provided by the Company’s legal department, which are revisited
on a timely basis. The exact timing of the settlement of the litigations and consequently, the outflow is uncertain.

164 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
18. Revenue from operations

For the year ended For the year ended


31 March 2018 31 March 2017
Sale of products (including excise duty)**
Sale of goods* 26,398.02 25,027.64
Total sale of products 26,398.02 25,027.64
Other operating revenue
Others (including export incentives, scrap sales etc.) 14.14 15.72
Total 26,412.16 25,043.36

*Sale of goods include excise duty collected from customers of INR 70.47 million ( 31 March 2017 : INR 300.80 million).
**In accordance with Ind AS 18 on “Revenue” and Schedule III to the Companies Act, 2013, Sales for the previous year ended
31 March 2017 were reported gross of Excise Duty and net of Value Added Tax (VAT)/ Sales Tax. Excise Duty was reported as
a separate expense line item. Consequent to the introduction of Goods and Services Tax (GST) with effect from July 2017, VAT/
Sales Tax, Excise Duty etc. have been subsumed into GST and accordingly the same is not recognised as part of sales as per the
requirements of Ind AS 18. This has resulted in lower reported sales in the current year in comparison to the sales reported under
the pre-GST structure of indirect taxes. Accordingly, financial statements for the year ended 31 March 2018 and in particular, sales
and ratios in percentage of sales, will not be comparable with the figures of the previous year.
19. Other income

For the year ended For the year ended


31 March 2018 31 March 2017
Finance Income
- Unwinding of financial instruments at amortised cost 70.12 65.67
- Deposits with bank 369.58 328.64
- Others 53.26 44.41
492.96 438.72
Liabilities no longer required written back - 3.85
Foreign exchange fluctuation (net) 6.18 1.12
Insurance claim received 4.13 1.09
Miscellaneous income - 15.42
503.27 460.20

20. Cost of raw material and components consumed


For the year ended For the year ended
31 March 2018 31 March 2017
a. Raw material and components consumed
Inventory at the beginning of the year 249.25 187.16
Add: Purchases 2,685.02 2,976.27
2,934.27 3,163.43
Less: inventory at the end of the year (239.04) (249.25)
Cost of raw material and components consumed 2,695.23 2,914.18

b. Purchase of stock-in-trade
Purchases 9,854.70 8,948.92
Purchase of stock-in-trade 9,854.70 8,948.92
21. Changes in Inventories of finished goods, work in progress and stock-in-trade
For the year ended For the year ended
31 March 2018 31 March 2017
Inventories at the end of the year
Finished goods* 7,294.67 6,748.71
Work-in-progress 107.88 127.89
7,402.55 6,876.60
Inventories at the beginning of the year
Finished goods* 6,748.71 6,361.60
Work-in-progress 127.89 292.28
6,876.60 6,653.88
(Increase)/decrease in inventories before excise duty (525.95) (222.72)
Increase/(decrease) of excise duty on change in inventories - (59.81)
(525.95) (282.53)
* Finished goods includes stock in trade, as both are stock together.

ANNUAL REPORT 2017-18 165


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
22. Employee benefits expense
For the year ended For the year ended
31 March 2018 31 March 2017
Salaries, wages and bonus 2,699.39 2,480.61
Contribution to provident and other funds 131.67 135.57
Gratuity expense (refer note 31) 25.11 22.01
Staff welfare expenses 99.93 93.69
2,956.10 2,731.88

23. Finance costs


For the year ended For the year ended
31 March 2018 31 March 2017
Interest expense
- Unwinding of financial instruments at amortised cost 14.06 23.69
- Others 27.92 16.65
41.98 40.34

24. Depreciation and amortization expense


For the year ended For the year ended
31 March 2018 31 March 2017
Depreciation of property, plant and equipment 600.72 646.30
Amortisation of intangible assets 3.80 4.06
604.52 650.36
25. Other expenses
For the year For the year
ended ended
31 March 2018 31 March 2017
Consumption of stores and spares 32.81 34.64
Power and fuel 559.59 537.15
Rent (refer note 32) 3,622.43 3,563.93
Bank charges 106.21 109.53
Insurance 67.97 69.48
Repairs and maintenance
Plant and machinery 52.84 33.64
Buildings 76.36 61.13
Others 47.66 38.49
CSR expenses (Refer note 36) 71.14 60.02
Sales commission 570.44 665.31
Royalty 379.19 391.32
Legal and professional fees 156.92 182.71
Payment to auditor (Refer details below) 7.52 9.60
Freight 522.73 546.84
Rates and taxes 141.45 203.71
Advertising and sales promotion 401.46 241.96
Technical collaboration fee 255.04 269.32
Allowance for doubtful debt, loans, advances 31.42 -
Loss on sale of property, plant and equipment (net) 16.70 62.65
Miscellaneous expenses 728.10 562.85
7,847.98 7,644.28
Payment to auditors
As auditor:
Audit fee 3.23 5.84
Tax audit fee 0.50 0.58
Limited review 1.65 1.38
In other capacity:
Certification & others 0.25 0.46
Reimbursement of expenses* 1.89 1.34
7.52 9.60

*Includes payment made to erstwhile auditor for reimbursement of expenses INR 1.34 million ( 31 March 2017 INR Nil).

166 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
26. Exceptional Items
For the year For the year
ended ended
31 March 2018 31 March 2017

Voluntary retirement scheme* - 216.69


- 216.69

*During the year ended 31 March 2017, the Company had announced a Voluntary Retirement Scheme (VRS) for the workmen
of its Faridabad Unit.
27. Components of other comprehensive income (OCI)
The disaggregation of changes to OCI in equity is shown below:
During the year ended 31 March 2018
Retained earnings Total
Re-measurement gains/(losses) on defined benefit plans (160.03) (160.03)
(160.03) (160.03)

During the year ended 31 March 2017


Retained earnings Total
Re-measurement gains/(losses) on defined benefit plans (14.10) (14.10)
(14.10) (14.10)
28. Distribution made and proposed
As at As at
31 March 2018 31 March 2017
Cash dividends on equity shares declared and paid:
Final dividend for the year ended on 31 March 2017: INR 3.50 per share (31 March 449.85 449.85
2016: INR 3.50 per share)
Dividend distribution tax on final dividend 91.57 91.57
541.42 541.42
Proposed dividends on equity shares:
Final cash dividend for the year ended on 31 March 2018: INR 4 per share (31 March 514.11 449.85
2017: INR 3.50 per share)
Dividend distribution tax on proposed dividend* 105.68 91.48
619.79 541.33

*Proposed dividends on equity shares are subject to approval at the annual general meeting and are not recognised as a liability
(including DDT thereon) as at year end.
29. Earnings per share (EPS)

Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the parent by the weighted
average number of equity shares outstanding during the year.
Diluted EPS are calculated by dividing the profit for the year attributable to the equity holders of the parent by weighted average
number of Equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on
conversion of all the dilutive potential equity shares into equity shares.
The following reflects the income and share data used in the basic EPS and diluted EPS computations:

For the year ended For the year ended


31 March 2018 31 March 2017

Profit attributable to equity holders 2,205.13 1,589.51


2,205.13 1,589.51

No. of shares No. of shares


Weighted average number of equity shares in calculating basic EPS and diluted EPS 128,527,540 128,527,540

Earnings per equity share in INR


Computed on the basis of profit for the year
Basic (INR) 17.16 12.37
Diluted (INR) 17.16 12.37

ANNUAL REPORT 2017-18 167


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
30.  Note 22 includes R&D expenses of INR 46.99 million (31 March 2017 INR 42.81 million) and Note 25 includes R&D expenses
of INR 10.75 million (31 March 2017 INR 15.16 million).
31. Employee benefit plans
a) Gratuity and other post-employment benefit plans:
The Parent Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service
gets a gratuity on departure at the rate of 15 days salary (last drawn salary) for each completed year of service. The scheme
is funded through the parent Company's own trust.
The Parent Company has also provided long term compensated absences which are unfunded.
The following tables summarise the components of net benefit expense recognised in the statement of profit and loss and the
funded status and amounts recognised in the balance sheet for the gratuity plan:
Reconciliation of fair value of plan assets and defined benefit obligation:

As at As at
31 March 2018 31 March 2017
Fair value of plan assets 664.62 453.52
Defined benefit obligation 697.32 456.36
Net defined benefit (liability) (32.70) (2.86)

Amount recognised in Statement of Profit and Loss:

For the year For the year


ended ended
31 March 2018 31 March 2017
Current service cost 33.43 24.47
Net interest expense 8.32 (2.46)
Amount recognised in Statement of Profit and Loss 41.75 22.01

Amount recognised in Other Comprehensive Income:

For the year For the year


ended ended
31 March 2018 31 March 2017
Actuarial changes arising from changes in financial assumptions 187.73 28.69
Return on plan assets (greater/less than the discount rate) 23.14 (24.96)
Experience adjustments 33.86 17.83
Amount recognised in Other Comprehensive Income 244.73 21.56

Changes in the present value of the defined benefit obligation are as follows:

As at As at
31 March 2018 31 March 2017
Defined benefit obligation at the beginning of the year 456.37 442.68
Current service cost 33.43 24.47
Interest expense 30.81 31.85
Benefits paid (44.89) (89.14)
Actuarial (gain)/ loss on obligations - OCI 221.59 46.52
Defined benefit obligation at the end of the year 697.32 456.38

Changes in the fair value of plan assets are, as follows:

As at As at
31 March 2018 31 March 2017
Fair value of plan assets at the beginning of the year 453.52 463.39
Contribution by employer 240.00 20.00
Benefits paid (44.89) (89.14)
Interest Income on plan assets 39.13 34.31
Return on plan assets greater/(lesser) than discount rate - OCI (23.14) 24.96
Fair value of plan assets at the end of the year 664.62 453.52

168 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
The major categories of plan assets of the fair value of the total plan assets are as follows:

Gratuity As at As at
31 March 2018 31 March 2017
Investment Details Funded Funded
100% 100%
- Insurer 68.01 50.23
- Government securities and bonds 0.00 3.36
- Bank Balances 3.33 1.88
- Special deposit scheme 28.66 44.53

The principal assumptions used in determining gratuity liability for the Parent Company’s plans are shown below:
As at As at
31 March 2018 31 March 2017
% %
Discount rate 7.4 7.1
Salary increase
- Management 7.0 5.0
- Non management 7.0 2.0
Employee turnover
Non Management
20-24 7.0 0.5
25-29 and 55-60 7.0 0.3
30-34 and 50-54 7.0 0.2
35-49 7.0 0.1
Management
20-25 7.0 5.0
26-35 7.0 3.0
36 and above 7.0 0.5

The estimates of future salary increases have been considered in actuarial valuation based on inflation, seniority, promotion
and other relevant factors, such as supply and demand in the employment market.
A quantitative sensitivity analysis for significant assumption as at 31 March 2018 is as shown below:
Gratuity Plan Sensitivity level Impact on DBO
As at As at As at As at
31 March 31 March 31 March 31 March
2018 2017 2018 2017
Assumptions
Discount rate 1.00% 1.00% (36.56) (31.69)
-1.00% -1.00% 40.58 35.97
Future salary increases 1.00% 1.00% 39.82 35.93
-1.00% -1.00% (36.66) (32.38)

The sensitivity analyses above have been determined based on a method that extrapolates the impact on defined benefit
obligation as a result of reasonable changes in key assumptions occurring at the end of the reporting period.
The table below shows the expected undiscounted cash flow profile of the benefits to be paid to the current
membership of the plan based on past service of the employees as at the valuation date:-
As at As at
31 March 31 March 2017
2018
Within the next 12 months (next annual reporting period) 75.07 23.16
Between 2 and 5 years 382.08 179.41
Between 5 and 10 years 503.34 315.94
Total expected payments 960.49 518.51

The average duration of the defined benefit plan obligation at the end of the reporting period is 6 years (31 March 2017: 10 years).

Expected employer contribution for the period ending 31 March 2019 is INR 74.03 million.

ANNUAL REPORT 2017-18 169


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
b) Contribution to defined contribution plans:
For the year For the year
ended ended
31 March 2018 31 March 2017

Pension fund 0.09 0.09

c) Provident Fund:
The Provident Fund (where administered by a Trust) is a defined benefit scheme where by the Parent Company deposits an
amount determined as a fixed percentage of basic pay to the fund every month. The benefit vests upon commencement of
employment. The interest credited to the accounts of the employees is adjusted on an annual basis to confirm to the interest
rate declared by the government for the Employees Provident Fund. As per the Actuarial Society of India guidance note (GN21)
for measurement of provident fund liabilities, the actuary has accordingly provided a valuation based on the below provided
assumptions, there is no shortfall as at 31 March 2018.

As at As at
31 March 2018 31 March 2017
Discount Rate 7.58% 7.10%
Expected Return on Exempt Fund 8.32% 8.33%
Rate of Return on EPFO managed PF 8.55% 8.65%
Mortality Rate Indian Assured Indian Assured
Lives Mortality Lives Mortality
(2006-08) (2006-08)
ultimate ultimate

For the year For the year


ended ended
31 March 2018 31 March 2017
Contribution to provident and other funds* 128.42 126.64

*Included under employee benefit expense in the head contribution to provident and other funds.

The detail of fund and plan asset position as at 31 March 2018 is given below:
As at As at
31 March 2018 31 March 2017
Plan assets at fair value 4,327.75 4,121.89
Present value of the defined benefit obligation 3,677.08 3,491.92
Asset recognized in the balance sheet NIL NIL
Information relating to reconciliation from opening balance to closing balance for plan assets and present value of defined
benefit obligation, classes of plan assets help, sensitivity analysis for actuarial assumptions, other than disclosed above,
including the methods and assumptions used in preparing the analysis, expected contribution for the next year and maturity
profile of the defined benefit obligation as required by INDAS - 19 'Employee benefits' is not available with the Company.

32. Contingent liabilities and commitments


A. Contingent liabilities
a) Claims against group not acknowledged as debts includes:

Nature As at As at
31 March 2018 31 March 2017
Excise, customs and service tax cases 145.65 148.40
Sales tax cases 21.80 21.80
Others* 277.58 273.85
Income tax cases 15.51 132.92
Total 460.54 576.97
*Others include individually small cases pertaining to rent, labour etc.
b) In August 2014, M/s Crocs Limited filed a suit on Bata India limited for trademark infringement. The Lower court passed an
ex-parte injunction order which was later transferred to Hon’ble Delhi High Court on account of jurisdictional issue. The
management based upon the legal opinion believes that the Parent Company has a strong case on merits and believes that no
adjustment is required in the financial statements in this regard.

170 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
B. Commitments
Estimated amount of contracts remaining to be executed for capital expenditure and not provided for amounted to INR 312.79
million (Previous year: INR 109.48 million).
C. Leases
Assets taken on operating lease
a) The Parent Company has taken various residential, office, warehouse and shop premises under operating lease agreements.
The lease agreements generally have an escalation clause and there are no subleases. These leases are generally not non-
cancellable and are renewable by mutual consent on mutually agreed terms. There are no restrictions imposed by lease
agreements.
b) The aggregate lease rentals payable are charged as ‘Rent’ in Note 25.
Future minimum rentals payable under non-cancellable operating leases as at 31 March 2018 are as follows:

Lease Rentals As at As at
31 March 2018 31 March 2017

Within one year 52.29 66.33


After one year but not more than five years 10.72 5.56
More than five years - -
33. Financial instruments and fair values classification
Set out below, is a comparison by class of the carrying amounts and fair value of the Group’s financial instruments.
Carrying value Fair value
Level of As at As at As at As at
Notes fair value 31 March 2018 31 March 2017 31 March 2018 31 March 2017
Financial assets
Amortised cost
Loans
- Loans & Advances to related parties (b) 7.68 7.81 7.68 7.81
- Investments in bonds (b) 3 5.00 5.00 4.90 4.90
- Security deposits (b) 937.58 896.39 937.58 896.39
Financial asset not measured at fair value
Other Financial assets
- Interest accrued on deposits (a) 217.01 192.60 - -
- Insurance claim receivable 0.92 0.51 - -
- Other receivables 114.25 69.08 - -
Trade Receivable (a) 893.50 694.08 - -
Cash & Cash equivalents (a) 545.11 617.80 - -
Other bank balances (a) 5,367.44 4,616.77 - -
Total 8,088.49 7,100.04 950.16 909.10

Financial liabilities
Amortised cost
Trade Payables (a) 1,037.42 1,039.71 - -
Financial liabilities not measured at fair value
Trade payables (a) 4,797.85 4,084.47 - -
Other financial liabilities (a)
- Payable for capital goods 27.30 92.75 - -
- Deposit from agents and franchisees 312.83 296.22 - -
- Unpaid dividend 13.73 12.87 - -
Total 6,189.14 5,526.03 - -

a) The management has not disclosed the fair values for financial instruments because their carrying values approximate their
fair value largely due to the short-term maturities of these instruments.
b) Fair valuation of non-current financial instruments has been disclosed to be same as carrying value as there is no significant
difference between carrying value and fair value as the carrying value is based on effective interest rates.
The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a
current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions
were used to estimate the fair values:
There are no transfers between Level 1, Level 2 and Level 3 during the year ended 31 March 2018 and 31 March 2017.

ANNUAL REPORT 2017-18 171


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
The fair value of unquoted instruments, is estimated according to Fixed Income Market Valuation Procedure (FIMMDA) by
discounting future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities.
The valuation requires management to use unobservable inputs in the model, of which the significant unobservable inputs are
disclosed in the tables below. Management regularly assesses a range of reasonably possible alternatives for those significant
unobservable inputs and determines their impact on the total fair value.
Valuation Significant Range Sensitivity of the input to fair value
technique unobservable (weighted average)
inputs
Fixed Income Market Valuation Credit Spread 31 March 2018: 31 March 2018: 10% increase (decrease)
Procedure (FIMMDA) 0.5% - 1% in the credit spread would result in increase
(decrease) in fair value by INR 4 thousand.

31 March 2017: 31 March 2017: 10% increase (decrease)


0.5% - 1% in the credit spread would result in increase
(decrease) in fair value by INR 4 thousand.

34. Capital Management

For the purpose of the Group capital management, capital includes issued equity capital, share premium and all other equity
reserves attributable to the equity holders of the Group. The primary objective of the Group’s capital management is to maximize
the shareholder value.
The Group manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements
of the financial covenants. To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders,
return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided
by total capital plus net debt. The Group includes within net debt, interest bearing loans and borrowings, less cash and cash
equivalents.
The Group is having nil borrowings as on 31 March 2018 (31 March 2017 INR Nil).
35. Derivative instruments and Unhedged foreign currency exposure
Derivative Instruments and Unhedged Foreign Currency Exposure, which are not intended for trading or speculation purpose.

Particulars of unhedged foreign currency exposures are as follows


(INR millions)
Currency Amount in Foreign Currency Amount in Indian Currency
Particulars of Unhedged
As at As at As at As at
foreign currency exposure
31 March 2018 31 March 2017 31 March 2018 31 March 2017
USD 5223192.22@65.64 1345949.96@66.87 342.83 90.00
Trade payables
EURO 8,159@80.35 - 0.66 -
Advance for Import purchases USD 72619.2@65.64 214881.72@67.07 5.04 14.41
Advance from Customer USD - 12,233 @ 64.73 - 0.79
USD 255421.04@65.64 611042.62 @ 64.84 16.77 39.62
Trade receivables EURO 7,535@80.35 7,535@69.42 0.61 0.52
CHF 36,644@68.69 40,488@64.89 2.52 2.63

36. Details of corporate social responsibility expenditure


As per Section 135 of Companies Act,2013, a Company needs to spend at least 2% of its average net profit for the immediately
preceding three financial years on Corporate Social Responsibility (CSR) activities. A CSR Committee has been formed by the
Company as per act. The CSR Committee and Board had approved the projects with specific outlay on the activities as specified
in Schedule VII of the act, in pursuant of the CSR policy.

For the year For the year


ended ended
31 March 2018 31 March 2017
Gross amount required to be spent by the group during the year:- 55.80 58.38

(i) Construction/ Acquisition of asset - -


(ii) For purpose other than (i) above* 71.14 60.02
71.14 60.02
*Included in CSR expenditure in Note 25

172 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
37. Related party disclosures

Names of related parties and related party relationship


I. Related parties where control exists
a. Ultimate holding company Compass Limited

b. Immediate Holding company BATA (BN) B.V. The Netherlands

c. Other Related Parties* Bata India Limited Gratuity Fund


Bata India Limited Pension Fund
*Refer notes 31 for information on transactions with post employment benefit plans mentioned above enterprise controlled
by the Group.

II. Related parties with whom transactions have taken place


a. Key management personnel Rajeev Gopalakrishnan – Managing Director
Ram Kumar Gupta – Chief Finance Officer
Sandeep Kataria - Chief Executive Officer
(w.e.f. 14.11.2017)
Uday Khanna (Independent Director)
Ravindra Dhariwal (Independent Director)
Akshay Chudasama (Independent Director)
Anjali Bansal (Independent Director)

b. Enterprises in which director is interested Shradul Amarchand Mangaldas & Co.


Delhivery Private Limited (w.e.f. 10.11.2017)

c. Fellow Subsidiaries with whom transactions Bata Shoe (Singapore) Pte. Ltd.
have taken place during the year and previous Global Footwear Services Pte Ltd.
period Bata Malaysia SDN. BHD.
The Zimbabwe Bata Shoe Co.
Bata Shoe Co. of Ceylon Ltd.
China Footwear Services
Bata Industrials Europe-Netherland
Bata Shoe Co. (Bangladesh) Ltd.
International Footwear Investment B.V.
Futura Footwear Ltd.
Bata Brands S.A.
Empresas Commercial S. A.
Manufactura Boliviana S. A.

III. Additional related parties as per the Companies Act 2013 with whom transactions have taken place during the year:

Company Secretary Mr. Arunnito Ganguly (w.e.f. 15.12.2017)


Mr. Maloy Kumar Gupta (upto 31.10.2017)

ANNUAL REPORT 2017-18 173


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
IV. Related party transactions
The following table provides the total amount of transactions that have been entered into with related parties for the
relevant financial year:
Nature of the Transactions Related Party For the year For the year
ended ended
31 March 2018 31 March 2017
i. Sale of goods Empresas Commercial S.A. 2.26 4.38
Bata Shoe Co. (Bangladesh) Ltd. 32.45 26.46
Bata Shoe Co. of Ceylon Ltd. 14.71 30.78
The Zimbabwe Bata Shoe Co. 0.39 0.08
Total 49.80 61.70

ii Reimbursement of Expenses to Bata Malaysia SDN. BHD 0.52 0.74


Bata Brands S.A. 3.54 0.30
Bata Shoe (Singapore) Pte Ltd. 2.22 1.07
Bata Industrials Europe-Netherland 0.06 -
Futura Footwear Ltd. - 0.15
Total 6.34 2.26

iii. Reimbursement of Expenses from International Footwear Investment B.V. 8.89 8.57
Global Footwear Services Pte Ltd. - 5.31
Bata Brands S.A. 10.78 9.75
China Footwear Services 1.33 4.65
Manufactura Boliviana S.A. - 3.19
Bata Shoe Co. of Ceylon Ltd. 0.14 -
Total 21.14 31.47

iv. Technical collaboration fees Global Footwear Services Pte Ltd. 246.15 233.48
Total 246.15 233.48

v. Royalty Bata Brands S.A. 20.34 36.73


Total 20.34 36.73

vi. Legal and professional fees Shardul Amarchand Mangaldas & Co. 0.39 0.35
Total 0.39 0.35

vii. Freight charges Delhivery Private Limited 0.94 -


Total 0.94 -

viii. Dividend Paid BATA (BN) B.V. The Netherlands, 238.23 238.23
Amsterdam
Total 238.23 238.23

ix. Remuneration to Directors and other key managerial personnel *


Name of the Director/ Other Key Managerial Personnel For the year For the year
ended ended
31 March 2018 31 March 2017
Rajeev Gopalakrishnan 44.71 37.32
Ram Kumar Gupta 19.11 16.40
Sandeep Kataria (w.e.f. 14.11.2017) 10.41 -
Maloy Kumar Gupta (till 31.10.2017) 3.31 3.71
Arunito Ganguly (w.e.f. 15.12.2017) 0.71 -
Uday Khanna (Independent Director) ** 3.50 3.20
Ravindra Dhariwal (Independent Director) ** 2.57 2.32
Akshay Chudasama (Independent Director) ** 2.12 1.90
Anjali Bansal (Independent Director) ** 1.92 1.85
Total 88.36 66.70
* As the liabilities for provident fund, gratuity and compensated absences are provided on an actuarial basis for the
Company as a whole, the amounts pertaining to the directors are not included above.
** As per the section 149(6) of the Companies Act, 2013, Independent Directors are not considered as “Key Managerial
Person”, however to comply with the disclosure requirements of Ind AS-24 on “Related party transactions” they have
been disclosed as “Key Managerial Person”.

174 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
V. Balances outstanding as at the end of the year:

Nature of the Balance Related Party As at As at


31 March 2018 31 March 2017
i. Trade receivables Bata Shoe Co. (Bangladesh) Ltd 8.26 6.40
Bata Shoe Co. of Ceylon Ltd. 4.05 14.23
Total 12.31 20.63

ii Trade payables - Bata Malaysia SDN. BHD 0.05 0.05


Reimbursement of Expenses to
Bata Brands S.A. 0.66 -
Total 0.71 0.05

iii. Other Financial assets Bata Shoe Co. of Ceylon Ltd. 0.14 -
International Footwear Investment B.V. 4.83 4.18
Bata Brands SA 2.71 2.63
China Footwear Services - 1.00
Total 7.68 7.81

iv. Other liability - Advance from Empresas Comerciales S.A 0.24 0.24
customers
Total 0.24 0.24

v. Trade payables - Technical Global Footwear Services Pte Ltd. 61.58 17.77
collaboration Fees
Total 61.58 17.77

vi. Trade payables - Royalty Bata Brands S.A. 3.76 4.52


Total 3.76 4.52

vii. Trade payables - Legal and Shardul Amarchand Mangaldas & Co. 0.11 -
professional fees
Total 0.11 -

viiI. Trade payables - Freight Delhivery Private Limited 0.18 -


Total 0.18 -

VI Group information
Information about subsidiaries
The consolidated financial statements of the Group includes subsidiaries listed in the table below:
Country of %ge of Equity Interest
Name Principal Activities Incorporation As at As at
31 March 2018 31 March 2017
Bata Properties Limited Letting of Properties India 100% 100%
Coastal Commercial & Exim Limited Letting of Properties India 100% 100%
Way Finders Brands Limited Trading of Apparels/footwear under India 100% 100%
Brand of CAT

38. Segment Reporting


Segment information is presented in respect of the company’s key operating segments. The operating segments are based
on the company’s management and internal reporting structure.
Operating Segments
The Group's Managing Director has been identified as the Chief Operating Decision Maker ('CODM'), since Managing
Director are responsible for all major decision w.r.t. the preparation and execution of business plan, preparation of budget
and other key decisions.
Managing director reviews the operating results at the group level to make decisions about the group's performance.
Accordingly, management has identified the business as single operating segment i.e. Footwear & Accessories. Accordingly,
there is only one Reportable Segment for the Group which is “Footwear and Accessories”, hence no specific disclosures
have been made.

ANNUAL REPORT 2017-18 175


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
a) Revenue & Trade receivables as per Geographical Markets

Particulars Revenue Trade Receivables


For the year ended For the year ended As at As at
31 March 2018 31 March 2017 31 March 2018 31 March 2018
India 26,286.95 24,879.90 871.38 653.28
Outside India 125.21 163.46 22.12 40.80
Total 26,412.16 25,043.36 893.50 694.08

b) The non-current assets (excluding deferred tax) of the Group are located in the country of domicile i.e. India. Hence no
specific disclosures have been made.
c) There are no major customers having revenue greater than 10% of the total revenue.

39. Details of dues to micro and small enterprises as defined under the MSMED Act, 2006

Particulars As at As at
31 March 2018 31 March 2017

The principal amount and the interest due thereon remaining unpaid to
any supplier as at the end of year reported in Current Trade Payables
Principal Amount Unpaid 37.96 39.90
Interest Due - -

The amount of interest paid by the buyer in terms of section 16, of the
MSMED Act, 2006 along with the amounts of the payment made to
the supplier beyond the appointed day during the year
Payment made beyond the Appointed Date 215.82 247.89
Interest Paid beyond the Appointed Date - -

The amount of interest due and payable for the period of delay in - -
making payment (which have been paid but beyond the appointed
day during the year) but without adding the interest specified under
MSMED Act, 2006.

The amount of interest accrued and remaining unpaid at the end of - -


the year; and

The amount of further interest remaining due and payable even in - -


the succeeding years, until such date when the interest dues as
above are actually paid to the small enterprise for the purpose of
disallowance as a deductible expenditure under section 23 of the
MSMED Act, 2006

40. Mutation of names in respect of the shop premises in favour of subsidiaries - Bata properties Limited and Coastal Commercial
& Exim Limited is pending.

176 ANNUAL REPORT 2017-18


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
41. Financial risk management objectives and policies
The Group's principal financial liabilities comprise trade and other payables. The main purpose of these financial liabilities is to
finance the Group’s operations . The Group’s principal financial assets include loans, trade and other receivables, and cash and
cash equivalents that derive directly from its operations.
The Group's activities expose it to a variety of financial risk: market risk, credit risk and liquidity risk. The Group's focus is to
foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance.
A) Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market
prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk
and commodity risk. The primary market risk to the Group is foreign exchange risk. Foreign currency risk is the risk that the fair
value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Group’s exposure to
the risk of changes in foreign exchange rates relates primarily to the Group’s operating activities (when revenue or expense is
denominated in a foreign currency) primarily with respect to USD and Euro.
The Group uses forward contracts to mitigate foreign exchange related risk exposures. When a forward contract is entered into
for the purpose of being a hedge, the Group negotiates the terms of those contracts to match the terms of the hedged exposure.
The Group's exposure to unhedged foreign currency risk as at 31 March 2018 and 31 March 2017 has been disclosed in note 35.
For the year ended 31 March 2018, every 5 percentage point depreciation/appreciation in the exchange rate between the Indian
rupee and U.S. dollar, would have affected the Group's profit before tax by (16.07) million/ 16.07 million respectively and Pre tax
equity by (16.07) million/ 16.07 million respectively.
For the year ended 31 March 2017, every 5 percentage point depreciation/appreciation in the exchange rate between the Indian
rupee and U.S. dollar, would have affected the Group's profit before tax by (1.83) million/ 1.83 million respectively and Pre tax
equity by (1.83) million/ 1.83 million respectively.
B) Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading
to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade receivables and deposits to
landlords) and from its financing activities, including deposits with banks and financial institutions, foreign exchange transactions
and other financial instruments. The Group generally doesn't have collateral.
a) Trade receivables
Customer and vendor credit risk is managed by business through the Group's established policy, procedures and control relating
to customer credit risk management. Credit quality of each customer is assessed and credit limits are defined in accordance with
this assessment. Outstanding customer receivables and security deposits are regularly monitored.
An impairment analysis is performed for all major customers at each reporting date on an individual basis. In addition, a large
number of minor receivables are Grouped into homogenous Groups and assessed for impairment collectively. The calculation
is based on historical data. The maximum exposure to credit risk at the reporting date is the carrying value of each class of
financial assets disclosed in note 9. The Group evaluates the concentration of risk with respect to trade receivables as low, as its
customers are located in several jurisdictions and industries and operate in largely independent markets.
(b) Loans and other financial assets
With regards to all the financials assets with contractual cash flows other than trade receivables, management believes these to
be high quality assets with negligible credit risk. The management believes that the parties from which these financial assets are
recoverable have strong capacity to meet the obligations and where the risk of default is negligible. The maximum exposure to
credit risk at the reporting date in each class of financial assets is disclosed in note 5,10 and 11.
C) Liquidity risk
The Group's principal source of liquidity is cash and cash equivalents and the cash flow that is generated from operations.
The Group has no outstanding bank borrowings. The Group believes that the working capital is sufficient to meet its current
requirements. Accordingly, no liquidity risk is perceived.
As of March 31, 2018, the Group had a working capital of INR 9941.14 Million including cash and cash equivalents of INR 545.11
Million . As of 31 March 2017, the Group had a working capital of INR 8,670.65 Million including cash and cash equivalents of
INR 617.80 Million

ANNUAL REPORT 2017-18 177


Bata India Limited
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2018 (Contd.)
(Amount in INR millions)
D) Commodity price risk
The Group is exposed to the risk of price fluctuation of raw material as well as finished goods. The Group manages its commodity
price risk by maintaining adequate inventory of raw materials and finished goods considering future price movement. To counter
raw material risk, the Group works with variety of leather, PVC and rubber with the objective to moderate raw material cost,
enhance application flexibility and increased product functionality and also invests in product development and innovation. To
counter finished goods risk, the Group deals with wide range of vendors and manages these risks through inventory management
and proactive vendor development practices.

Inventory sensitivity analysis (raw material, work in progress and finished goods)
A reasonably possible change of 5% in prices of inventory at the reporting date, would have increased (decreased) equity and
profit or loss by the amounts shown below. This analysis assumes that all other variables remain constant.

Profit or loss Equity, net of tax


5% increase 5% decrease 5% increase 5% decrease

31 March 2018
Inventory (raw material, work in progress, stock in trade and (236.19) 236.19 (154.45) 154.45
finished goods)

31 March 2017
Inventory (raw material, work in progress, stock in trade and (221.32) 221.32 (144.72) 144.72
finished goods)

42. Additional information under general instructions for the preparation of consolidated financial statements of Schedule
III to the Companies Act, 2013

Net Assets, i.e. total assets minus liabilities as at Share in profit or loss for the year ended
As at As at As at As at
S.No. Name of the Entity 31 March 2018 31 March 2017 31 March 2018 31 March 2017
As % of As % of As % of As % of
Consolidated Amount Consolidated Amount Consolidated Amount Consolidated Amount
net assets net assets profit & loss profit & loss
Parent Bata India Limited 99.93% 14,737.10 99.69% 13,202.76 101.39% 2,235.78 99.87% 1,587.46
Subsidiaries
1 Bata Properties 0.35% 51.25 0.37% 49.49 0.08% 1.76 0.10% 1.55
Limited
2 Coastal Commercial 0.01% 1.52 0.01% 1.31 0.01% 0.21 0.02% 0.38
& Exim Limited
3 Way Finders Brands -0.29% (42.96) -0.08% (10.33) -1.48% (32.63 ) 0.01% 0.13
Limited
Total 14,746.91 13,243.23 2,205.13 1,589.51

43. The comparative consolidated financial statement of the group for the year ended 31 March 2017 have been audited
by another firm of Chartered Accountant.
As per our report of even date For and on behalf of the Board of Directors of Bata India Limited
For B S R & Co. LLP UDAY KHANNA RAJEEV GOPALAKRISHNAN
ICAI Firm Registration number: 101248W/W-100022 Chairman Managing Director
Chartered Accountants DIN: 00079129 DIN: 03438046
SANDEEP KATARIA RAM KUMAR GUPTA
Tarun Gupta Whole-time Director & CEO Director Finance
Partner DIN: 05183714 DIN: 01125065
Membership no.: 507892
ARUNITO GANGULY
Place : Gurugram Company Secretary
Date : May 22, 2018 Membership No.: FCS 9285

178 ANNUAL REPORT 2017-18


Bata India Limited

Form No. MGT-11


PROXY FORM
[Pursuant to Section 105(6) of the Companies Act, 2013 read with Rule 19(3) of
the Companies (Management and Administration) Rules, 2014 and
Regulation 44(4) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]

CIN : L19201WB1931PLC007261
Name of the Company : BATA INDIA LIMITED
Registered office : 27B, Camac Street, 1st Floor, Kolkata-700 016, West Bengal
Name of the Member(s) :
Registered Address :
E-mail Id :
Folio No. / DP & Client ID :
I / We, being the Member(s) of ________________ shares of the above named Company, hereby appoint

1 Name
Address
E-mail Id Signature : , or failing him
2 Name
Address
E-mail Id Signature : , or failing him
3 Name
Address
E-mail Id Signature :
as my / our proxy to attend and vote on a poll for me / us and on my / our behalf at the Eighty Fifth Annual
General Meeting of the Company, to be held on Friday, the 20th day of July, 2018 at 10:00 a.m. at ‘Kalamandir’,
48, Shakespeare Sarani, Kolkata- 700017, West Bengal and at any adjournment(s) thereof in respect of such
Resolutions as are indicated below:

RESOLUTION NUMBER PARTICULARS OF RESOLUTION


Resolution 1 To receive, consider and adopt the Audited Financial Statements of the Company for the
(Ordinary Resolution) financial year ended March 31, 2018 (both Standalone and Consolidated basis), together
with the Reports of the Auditors and the Board of Directors thereon.
Resolution 2 To declare a Dividend for the financial year ended March 31, 2018. The Board recommends
(Ordinary Resolution) a Dividend of Rs. 4/- per Equity Share of Rs. 5/- each, fully paid-up.
Resolution 3 To appoint a Director in place of Mr. Christopher MacDonald Kirk (DIN: 07425236), who
(Ordinary Resolution) retires by rotation and being eligible, offers himself for re-appointment.
Resolution 4 To appoint Mr. Sandeep Kataria (DIN: 05183714) as a Director of the Company, liable to
(Ordinary Resolution) retire by rotation
Resolution 5 To appoint Mr. Sandeep Kataria (DIN: 05183714) as the Whole-time Director and Chief
(Special Resolution) Executive Officer of the Company and fix his remuneration.

Signed this _____ day of _______________ 2018.


Affix
Revenue
Stamp
Signature of Shareholder:

Signature of Proxy holder(s):


Note: i. This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the
Company or at the office of the Registrar and Share Transfer Agent, i.e., M/s. R & D Infotech Pvt. Ltd., 7A, Beltala Road,
1st Floor, Kolkata- 700026, West Bengal, not less than 48 hours before the commencement of the Meeting.
ii. Please mark the envelope “BATA PROXY”.
iii. The Proxyholder may vote either for or against each resolution in the Meeting, provided that he / she or the Member(s)
has / have not casted the vote through remote e-voting facility.

ANNUAL REPORT 2017-18 179


ROUTE MAP TO THE AGM VENUE
“Kalamandir”, 48, Shakespeare Sarani, Kolkata - 700 017, West Bengal

Maidan
osh Mukherjee
Road
Chowringhee
Road
Chowringhee
M Netaji Bhawan

Road
Metro
Rabindra Sadan
M
Metro

Metro
Maidan
M
AJC Bose Road

Little Russ
el Street
Flyover

Camac Street

Camac S

Middle
treet
Shakes
Ladies Park

Camac S

ton Stre
treet
AJ

peare S
C Bose Road Fly

et
arani

Par
Minto Park

Stre k
over

Wood

et
Sarat Bose Road Stre et
Wood Street
Loudon S
treet
Loudon S
treet
Loudon S
treet
Maddox Square

Rawdon Stre
et
AJC Bose Road
Park

Rawdon S
treet
Flyover

Kala Mandir

Par
Stre k

Road
et

ular
e Circ
gung

AJC Bose Road


Shakes
Beck Bagan

eare Sa p

Par
Stre k
rani

et

ANNUAL REPORT 2017-18 181


NOTES
NOTES
BATA
BRAND WORLD
Bata Store, South City Mall, Kolkata

BATA INDIA LIMITED


(CIN: L19201WB1931PLC007261)

Corporate Office: Bata House, 418/02, M. G. Road, Sector – 17, Gurugram – 122002, Haryana
Telephone: (0124) 3990100 I Fax: (0124) 3990116/118 I E-mail: in-customer.service@bata.com

Registered Office: 27B, Camac Street, 1st Floor, Kolkata – 700016, West Bengal
Telephone: (033) 23014400 I E-mail: corporate.relations@bata.com I Website: www.bata.in

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