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You can view the entire text of Notes to accounts of the company for the latest year

BSE: 540901ISIN: INE546Y01022INDUSTRY: Retail - Departmental Stores

BSE   ` 16.50   Open: 16.70   Today's Range 16.50
17.35
-0.19 ( -1.15 %) Prev Close: 16.69 52 Week Range 11.02
38.19
Year End :2023-03 

(i) Terms/Rights Attached to Equity Shares

The Company has only one class of Equity Shares having a par value of g 5/- each at the Balance Sheet Date. Each holder is entitled to one vote per share in case of voting by show of hands and one vote per Shares held in case of voting by poll/ballot. Each holder of Equity Share is also entitled to normal dividend (including interim dividend, if any) as may be declared by the company.

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

(!!) Pursuant to the provisions of the Companies Act, 2013, the issue of 5,218 Equity Shares are kept in abeyance corresponding to the respective shareholders holding of 1,04,371 equity shares in Future Retail Limited.

(iii) Aggregate number of shares without payment being received in cash (pursuant to scheme of arrangement) during the financial year 2017-18 - 2,46,38,426 Equity Shares.

(viii) As at March 31, 2023, 8,03,750 No. of Equity Shares (March 31, 2022, No. 12,80,500 of equity shares) are reserved for Issuance towards Outstanding Employee Stock Option granted. (Refer Note 30)

* Terms of the 0.01% Unsecured Compulsorily Convertible Debentures (CCD) are as follows:

1) The tenor of Compulsorily Convertible Debentures is upto 18 months from the date of allotment, however the CCD can be converted into Equity Shares at the option of the investor at any time after allotment subject to necessary approval.

2) The Compulsorily Convertible Debentures are Non-Marketable.

3) The coupon rate is 0.01% per annum.

4) Conversion price - Each CCD shall be convertible into Equity Shares of face value of g 5/- each, fully paid up of the Company, in one or more tranches at a conversion price of g106/- per equity share comprising of premium of g10l/- per equity share.

Nature and Purpose of Reserves:

a) Capital Reserve

During the financial year ended March 31, 2018, the capital reserve of g 7,968.34 Lakhs recognised due to demerger of retail hometown division, pursuant to the composite scheme of arrangement with Future Retail Limited.

b) Capital Redemption Reserve

During the financial year ended March 31, 2018, the capital redemption reserve of g 5.00 Lakhs recognised due to demerger of retail hometown division, pursuant to the composite scheme of arrangement with Future Retail Limited.

c) Security Premium

Security premium is created to record a sum equal to the aggregate amount of its premium received on shares issued as per the Companies Act, 2013.

d) Share- Based Payment Reserve

This reserve relates to share options granted by the Company to its employees and directors under ESOP. Further information about share-based payments to employees is set out in Note no. 30.

e) Retained earnings

This represents the surplus / (deficit) of the Statement of Profit and Loss. The amount that can be distributed by the Company as dividend to its equity shareholders is determined based on the separate Financial Statements of the Company and also considering the requirements of the Companies Act, 2013.

Security:

(a) The Working capital term loan from RBL Bank is secured by way of 100% guaranteed by National credit guarantee trustee company Limited and second pari passu charge on the current assets and movable fixed assets (both present and future) of the Company. Principal is repayable within 48 monthly instalments commencing from April'2022, Rate of interest is external benchmark rate plus Spread and applicable rate for FY22-23 is 9.25% per annum on monthly basis. The outstanding amount as on 31st March 2023 is g 823.98 lakhs (March 31, 2022 : g1,098.64 lakhs)

(b) Loan from Others - NBFC is a Working Capital loan secured by way of pari passu charge on the current assets both present and future of the Company. Principal is repayable based on 2/3rd of card sales of the Company through Escrow account of lender. Interest is payable at 9.10 % per annum on monthly basis.

(c) 6,30,000 non-cumulative redeemable preference shares of g 100/- each, bearing coupon rate of 9% p.a. were alloted on December 08, 2017 to the eligible shareholders of Bluerock eServices Private Limited. The preference shares are to be redeemed at the end of 60 months from the date of allotment and the Company will have the option to redeem the preference shares at any time after the expiry of 24 months from the date of allotment. (Refer note no. 19)

(d) Loan from Related Parties - Inter Corporate Deposits repayable on demand secured by promisory note. Interest is payable at 12% per annum.

(e) The Company has availed borrowings from a bank and a financial institution which are secured against current assets. The Company has not submitted all the required details as a part of quarterly returns / statements to these entities. However, the Company represents that the details have been submitted as and when asked for by such entities and no query has been raised by such entities with regards to non-submission of the remaining required details.

* 9% Non-Cumulative Redeemable Preference Shares of g 100/- each ("NCRPs") aggregating to g 630.00 lakhs held by Future Enterprises Limited ("FEL") were due for redemption on December 08, 2022. However, as per the Companies Act, 2013 and rules made thereunder, the redemption of any preference shares to be made out of only profits available to be distributed as dividend, or proceeds of any fresh issue of shares made for the purposes of such redemption. As the Company has not earned any profit during the current year and no proceeds of any fresh issue of shares made for the purposes of such redemption, the Company could not redeem the NCRPs. The said NCRPs would continue as unredeemed preference capital in books of the Company and the same shall be redeemed as per the provisions of the Act.

(b) Fair value hierarchy

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level follows underneath the table.

Note

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices.

Level 2: The fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.

(c) Valuation technique used to determine fair values

Specific valuation techniques used to value financial instruments include:

- the use of quoted market prices or dealer quotes for similar instruments

- the fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date

- the fair value of the remaining financial instruments is determined using discounted cash flow analysis / Earnings / EBITDA multiple method.

(d) Fair value of financial assets and liabilities measured at amortised cost

The carrying amounts of lease liabilities, trade receivables, trade payables, advances to employees, advances from customers, other receivables, security deposits, unclaimed fractional share money, creditors for capital nature, employee payables and cash and cash equivalents are considered to have their fair values approximately equal to their carrying values.

27. FINANCIAL RISK MANAGEMENT

The Company's financial risk management is an integral part of how to plan and execute its business strategies. The Company's financial risk management policy is set by the Board of Directors.

(a) Credit Risk

Credit risk is the risk that counter party 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 - trade receivables and other receivables amounting to g 143.65 Lakhs and g 698.86 lakhs as on March 31, 2023 respectively and g 8.30 Lakhs and g 667.17 lakhs as on March 31, 2022 respectively.

Since Company operates on business model of primarily cash and carry, credit risk from receivable perspective is insignificant.

(b) Liquidity Risk

i) The Company's principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from operations. Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price. Typically the Company ensures that it has sufficient cash on demand to meet expected operational expenses and servicing of financial obligations.

ii) Maturity of Financial Liabilities

The amounts disclosed below are the contractual undiscounted cash flows. Balances due within 12 months equal to their carrying balances as the impact of discounting is not significant.

(c) Market Risk

Market risk is the risk of changes in market prices - such as foreign exchange rate, interest rate, and equity prices -will affect the company's income or values of its holdings of financial statements. The company is not exposed to any significant currency risk and equity price risk.

(d) Foreign Currency Risk

The Company is exposed to foreign exchange risk arising from foreign currency transactions primarily on account of import of trading goods Foreign exchange risk arises if recognised liabilities denominated in a currency that is not the functional currency of the Company. The Company hedges its foreign exchange risk using foreign exchange forward contracts within the guidelines laid down by risk management policy of the Company. Overall, Company always has a limited exposure to foreign currency risk.

A 5% strengthening in USD will decrease the profit for the year by g 5.93 Lakhs (March 31, 2022 - g 38.71 Lakhs) and a 5% weakening in USD will increase the profit for the year by g 5.93 Lakhs (March 31, 2022 - g 38.71 Lakhs). In management's opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk because the exposure at the end of the reporting period does not reflect the exposure during the year.

28. CAPITAL RISK MANAGEMENT

(a) Risk Management

For the purpose of the Company's capital risk management, capital includes issued equity capital and all other equity reserves attributable to the equity shareholders. The primary objective of the Company's capital risk management is to maximize the shareholders' value.

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

29. DISCLOSURE UNDER IND AS 19 "EMPLOYEE BENEFITS"

The Company has various employee benefit schemes covering different categories of employees based on their location of employment.

a) Defined Contribution plans:

(i) Provident Fund

(ii) State defined contribution plans - Employer's contribution to Employees state insurance and Labour Welfare Fund

The provident fund and the state defined contribution plan are operated by the Regional Provident Fund Commissioner. Under the schemes, the Company is required to contribute a specified percentage of payroll cost to the retirement benefit schemes to fund the benefits.

(i) Gratuity

The Company has a defined benefit gratuity plan in India, governed by The Payment of Gratuity Act, 1972. It entitles an employee, who has rendered at least five years of continuous service, to gratuity at the rate of fifteen days wages for every completed year of service or part thereof in excess of six months, based on the rate of wages last drawn by the employee concerned. Inherent risk: The plan is defined benefit in nature which is sponsored by the Company and hence it underwrites all the risk pertaining to the plan. In particular, this exposes the Company, to actuarial risk such as adverse salary growth, change in demographic experience, inadequate return on underlying plan assets. This may result in an increase in cost of providing these benefits to employees in future. Since the benefits are lump sum in nature, the plan is not subject to longevity risk.

The actuarial valuation of the present value of the defined benefit obligation has been carried out as at March 31, 2023. The following table sets forth the status of the various defined benefit plans of the Company and the amounts recognised in the Balance Sheet and Statement of Profit and Loss.

30. SHARE-BASED PAYMENTS (a) Scheme Details

Praxis SVAR Plan - 2018

The ESOP Plan titled as Praxis Home Retail Limited Share Value Appreciation Rights, Plan - 2018 ("Praxis SVAR Plan - 2018") was approved by the Board of Directors at its meeting held on August 6, 2018 and the same was also passed by way of a special resolution by the Shareholders of the Company in terms of erstwhile SEBI (Share Based Employee Benefits) Regulations, 2014 at the annual general meeting held on September 18, 2018. In aggregate, 9,75,000 stock options were covered under the Praxis SVAR Plan - 2018.

During the year 2018-19, the Nomination and Remuneration Committee ("NRC") of the Company had granted 4,66,500 options under the Praxis SVAR Plan - 2018 to director and employees of the Company. The options granted are convertible into equal number of equity shares of face value '5/- each. The exercise price of each option is '176/- (including ' 171/- as share premium). The options were subject to a minimum vesting period of 1 (one) year from the date of grant. Method of accounting is Fair Value based and the method of settlement will be Equity-settled.

Thereafter, during the financial year 2019-20, 2020-21, 2021-22 & 2022-23, no stock options were granted under Praxis SVAR Plan - 2018.

Praxis Employee Stock Option Plan -2021

The ESOP Plan titled as Praxis Home Retail Limited, Employee Stock Option Plan - 2021 ("ESOP - 2021") was approved by the Board of Directors at its meeting held on October 27, 2021 and the same was also passed by way of a special resolution by the Shareholders of the Company in terms of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 by way of postal ballot approved on December 12, 2021. In aggregate, 20,00,000 stock options were covered under the ESOP - 2021.

During the year 2021-22, the Nomination and Remuneration Committee ("NRC") of the Company had granted 12,05,000 options under the ESOP Plan - 2021 to director and employees of the Company. The options granted are convertible into equal number of equity shares of face value g 5/- each. The exercise price of each option is g 5/-. The options were subject to a minimum vesting period of 1 (one) year from the date of grant. Method of accounting is Fair Value based and the method of settlement will be Equity-settled.

During the year 2022-23, the Nomination and Remuneration Committee ("NRC") of the Company has granted 1,00,000 options under the ESOP Plan - 2021 to employee of the Company. The options granted are convertible into equal number of equity shares of face value g 5/- each. The exercise price of each option is g 5/-. The options were subject to a minimum vesting period of 1 (one) year from the date of grant. Method of accounting is Fair Value based and the method of settlement will be Equity-settled.

Option can be Exercised within three years from the date of Vesting of Options.

* The options granted shall vest over a period of 5 years from the date of the grant (in the ratio of 15% in Year 1, 15% in Year 2, 20%, in Year 3, 20%, in Year 4 and 30% in Year 5) in the manner specified in the resolution passed by the NRC while granting the options.

** The options granted shall vest over a period of 3 years from the date of the grant (in the ratio of 40%, in Year 1,30% in Year 2 and 30% in Year 3) in the manner specified in the resolution passed by the NRC while granting the options.

The share options outstanding at the end of the year had a weighted average remaining contractual life of 1,483 days (2022 : 1,697 days)

(c) Fair Value on Grant Date

The fair value on the grant date is determined using "Black Scholes Model", which takes into account exercise price, term of the option, share price at grant date and expected price volatility of the underlying shares, expected dividend yield and risk free interest rate for the term of the option.

The Company has lease contracts for office, store premises and warehouses used in its operations, which has lease terms between 3 and 30 years. The Company's obligations under its leases are secured by the lessor's title to the leased assets. The Company also has certain leases of offices , store premises and warehouses with lease terms of 12 months or less and leases of office equipment with low value. The Company applies the 'short-term lease' and 'lease of low-value assets' recognition exemptions for these leases.

(d) Covid-19 Related Rent Concessions :

The Ministry of Corporate Affairs vide notification dated July 24, 2020 and June 18, 2021, issued an amendment to Ind AS 116-Leases, by inserting a Practical Expedient w.r.t "Covid-19-Related Rent Concessions" effective from the period beginning on or after April 01, 2020. Pursuant to the above amendment, the Company has elected to apply the Practical Expedient of not assessing the rent concessions as a lease modification for all the rent concession which are granted due to Covid-19 Pandemic and has recognized the impact of such rent concession in the Statement of Profit and Loss.

Accordingly rent concession of g Nil and g 2,778.19 lakhs for the year ended March 31, 2023 and March 31, 2022 respectively are accounted under the head other income.

The company has entered into variable lease agreements as it offers the opportunity to optimize the costs in the inception stage of store operations. All variable lease agreements are calculated as a pre-defined percentage on the net sales.

(f) The Company has several lease contracts that include extension and termination options. These options are negotiated by management to provide flexibility in managing the leased-asset portfolio and align with the Company's business needs. Management exercises significant judgement in determining whether these extension and termination options are reasonably certain to be exercised.

The Company is primarily engaged in the business of "Retail" through offline and online channels, which in terms of Ind AS 108 on "Segment Reporting" constitutes a single reporting segment & as such there is no separate reportable segment. Presently the company's operations are predominantly confined in India.

Note: - Since the Company recognized DTA only to the extent of DTL, no deferred tax income / expenses are recognized in the statement of profit and loss during the year.

37. UNCLAIMED FRACTIONAL SHARE MONEY

Pursuant to the Composite Scheme of Arrangement as stated above, the Company had appointed a Trustee M/s Anant Gude & Associates, to deal with the fractional shares of the Company. The total number of fractional shares worked out to 17,061 equity shares. Accordingly, on April 4, 2018 the Trustee sold 17,061 equity shares for a total value of g 35.47 Lakhs. As per the certificate received from the Trustee, out of the total warrants issued towards disbursement of amount pertaining to fractional shares, g 3.31 Lakhs of the value is still pending to be claimed by the shareholders. The balance amount has been shown as current financial liability in the financial statements. This balance has been kept in a separate bank account.

2. Significant Related Party Transactions

A. Purchases includes purchase from Future Retail Limited g 3.86 lakhs (2022: g 194.87 lakhs), Smartsters Private Limited g 98.73 lakhs (2022: g Nil) & Transportation and Warehousing services includes to Future Supply Chain Solutions Limited g 690.48 lakhs (2022: g 2,435.19 lakhs).

B. Sales includes sale to Future Retail Limited g Nil (2022: g 133.27 lakhs) and Future Supply Chain Solutions Limited g 822.37 lakhs (2022: g Nil) and Future Ideas Company Limited g 0.75 lakhs (2022: g Nil).

C. Income from expiry of Gift Voucher from Future Coupons Limited g 550.00 lakhs (2022 : g Nil)

D. Sale of entitlements income from Future Coupons Limited g Nil (2022 : g 500.00 lakhs).

E. Other Income includes income from Future Retail Limited (Claim for margin loss) g Nil (2022 : g 335.15 lakhs) and U2L Learning Solutions Limited (Rental Income) g 14.30 lakhs (2022: g Nil).

F. Covid-19 Related Rent Concessions includes from Future Lifestyle Fashions Limited g Nil (2022: g 232.13 lakhs), Future Retail Limited g Nil (2022: g 100.84 lakhs) and Future Enterprises Limited g Nil (2022: g 1,728.00 lakhs).

G. Waiver of transportation and warehousing charges includes from Future Supply Chain Solutions Limited g Nil (2022 : g 2,480.00 lakhs).

H. Rent expenses from Future Lifestyle Fashions Limited g 223.67 lakhs (2022: g 860.48 lakhs), Future Retail Limited g Nil (2022: g 545.49 lakhs), Future Market Networks Limited g 186.93 lakhs (2022: g 174.92 lakhs), City Centre Mall Nashik Pvt. Ltd. g 76.90 lakhs (2022: g 52.48 lakhs), Ojas Tradelease and Mall Management Private Limited g 66.05 lakhs (2022: g Nil) and Future Enterprises Limited g Nil (2022: g 2,304.00 lakhs).

I. Other Expenses from U2L Learning Solutions Limited (Training & Development Expenses) g 56.09 lakhs (2022: g 57.31 lakhs), City Centre Mall Nashik Pvt. Ltd. g 58.46 lakhs (Electricity Expenses) (2022: g 30.36 lakhs), Future Market Network Limited g 2.48 lakhs (Advertisement Expenses) (2022: g Nil) and Future Brands Limited g 2.57 lakhs (Royalty Expenses) (2022: g 2.41 lakhs).

J. Insurance Premium paid to Future Generali India Insurance Company Limited g 10.62 lakhs (2022: g 43.07 lakhs).

K. Provision for Doubtful Advances includes amount against Future Enterprises Limited g 300.00 lakhs (2022: g Nil).

L. Interest expenses include interest paid/payable to Future Corporate Resources Private Limited g Nil (2022: g 20.12 lakhs), Nubusiness Ventures Private Limited g 3.15 lakhs (2022: g Nil) and Surplus Finvest Private Limited g 197.48 lakhs (2022: g 207.30 lakhs).

M. Inter-Corporate Deposit Taken from Nubusiness Ventures Private Limited g 500.00 lakhs (2022: g Nil) and Surplus Finvest Private Limited g 550.00 lakhs (2022 : g 1,750.00 lakhs).

N. Inter-Corporate Deposit Repaid to Future Corporate Resources Private Limited g Nil (2022: g 300.00 lakhs) and Surplus Finvest Private Limited g 480.00 lakhs (2022 : g 1,600.00 lakhs).

O. Equity Shares allotted on conversion of compulsory convertible debenture, to Future Corporate Resources Private Limited g Nil (2022: g 66.27 lakhs).

P. Securities premium received on conversion of compulsory convertible debentures, to Future Corporate Resources Private Limited g Nil (2022: g 1,338.73 lakhs).

Q. Claim for recovery of damages include claim made to Future Supply Chain Solutions Limited g Nil (2022 : g 1,635.13 lakhs).

R. Assignment of Liability includes Future Lifestyle Fashions Limited g Nil (2022: g 130.97 lakhs).

S. Liabilities no longer required written back includes amount against Future Enterprises Limited g 1,724.17 lakhs (2022: g Nil), Future Ideas Company Limited g 4.89 lakhs (2022: g Nil) and Future Consumer Limited g 1.57 lakhs (2022: g Nil).

T. Balances no longer required written off includes amount against Future Media (India) Limited g 0.71 lakhs (2022: g Nil)

U. Expenses incurred in behalf of related parties includes amount paid on behalf of Future Supply Chain Solutions Limited g 56.11 lakhs (2022: g 122.98 lakhs) and Future Retail Limited g 84.43 lakhs (2022: g Nil)

V. Managerial Remuneration includes Mr. Mahesh Shah g 287.67 lakhs (2022 : g 255.99 lakhs), Mr. Sandeep Sharma g Nil (2022: g 17.78 lakhs), Mr. Samir Kedia g 140.29 lakhs (2022: g 26.64 lakhs), Ms. Smita Chowdhury g 18.09 lakhs (2022: g 15.03 lakhs) and Ms. Sanu Kapoor g 0.93 lakhs (2022: g Nil), Mr Vikash Kabra g Nil (2022: g 23.20 lakhs).

For the year ended March 31, 2023, the above numbers are in the nature of Short term employee benefits g 409.84 lakhs (2022: g 338.64 lakhs) and share based payments g 37.14 lakhs (2022: g Nil) as per IND AS 24. Managerial remuneration does not include provision for gratuity and compensated absences.

Director Sitting fees paid to Mr. Sarda Shrirang Kisanlal g 2.10 lakhs (2022: g 3.40 lakhs), Mr. Jacob Mathew g 3.60 lakhs (2022 : g 5.20 lakhs), Mr. Harminder Sahni g 4.80 lakhs (2022 : g 4.40 lakhs), Ms. Anou Singhvi g 3.20 lakhs (2022 : g 2.70 lakhs), Ms. Avni Biyani g 0.60 lakhs (2022: g 2.10 lakhs), Ms. Sridevi Badiga g Nil (2022: g 0.50 lakhs), Mr. Samson Samuel g 0.30 lakhs (2022: g Nil).

W. Equity shares held in the Company - Surplus Finvest Private Limited g 896.88 lakhs (2022: 896.88 lakhs), Future Corporate Resources Private Limited g 337.87 lakhs (2022: 949.93 lakhs), Kishore Biyani g 0.01 lakhs (2022: 0.01 lakhs).

X. Security Deposit receivable from Future Enterprises Limited, amounting to g 10,100.00 lakhs (2022: g 10,100.00 lakhs) and Future Market Network Limited, amounting to g 49.74 lakhs (2022: g 49.74 lakhs).

Y. Trade Payables includes payable to Future Supply Chains Solutions Limited of g 1,519.71 lakhs (2022: g 2,612.61 lakhs), Future Lifestyle Fashions Limited g 1,033.78 lakhs (2022: g 2,123.58 lakhs) and Provisions g 445.65 lakhs (2022: g Nil), Future Retail Limited g 240.47 lakhs (2022: g 670.26 lakhs), Future Enterprises Limited g Nil (2022 : g 1,724.16 lakhs), Smartsters Private Limited g 18.77 lakhs (2022: g Nil), Ojas Tradelease and Mall Management Private Limited g 98.83 lakhs (2022: g Nil), Future Market Networks Limited g 384.95 lakhs (2022: g 280.61 lakhs) and Provisions g 8.54 lakhs (2022: g Nil), Nufuture Digital (India) Limited of g 54.23 lakhs (2022: g 112.87 lakhs), U2L Learning Solutions Limited g 6.33 lakhs (2022: g 15.49 lakhs) and Future Brands Limited g 1.76 lakhs (2022: g 0.82 lakhs), City Centre Mall Nashik Private Limited g Nil (g 18.50 lakhs) and Future Ideas Company Limited g Nil (2022: g 5.37 lakhs).

Z. Advances given includes lease rental advances to Future Enterprises Limited g 331.97 lakhs (2022: g 331.97 lakhs), insurance advance to Future Generali India Insurance Company Limited g Nil (2022: g 8.75 lakhs) and advance to Future Media (India) Limited g Nil (2022: g 0.71 lakhs).

AA. Provision for Doubtful Advances against lease rental advances given to Future Enterprises Limited g 300.00 lakhs (2022: g Nil).

AB. Inter-Corporate Deposit Taken (including Interest accrued) Outstanding from Nubusiness Ventures Private Limited g 502.84 lakhs (2022: g Nil), Surplus Finvest Private Limited g 1,765.80 lakhs (2022: g 1,682.61 lakhs).

40. COMMITMENTS AND CONTINGENT LIABILITIES

(i) Commitments

a. Leases - Operating Lease commitments - Company as lessee

The Company has entered into lease agreement and its undiscounted present value of the lease rental for the non-cancellable term is g 360.00 Lakhs (2022: g 333.85 Lakhs).

b. Capital Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for as on March 31, 2023 (2022):

Capital Commitments - g 178.77 lakhs (2022: g 361.80 lakhs)

(ii) Contingent Liability:

(a) The Company has not provided for Income Tax demand excluding contingent interest of g 113.80 lakhs (2022: g113.80 lakhs) which is pending before CIT Appeals.

(b) On November 27, 2020, The Company has received demand notice from the Directorate General of Anti Profiteering department wherein the department has stated that the Company has contravened the provisions of Section 171(1) of the Central Goods and Service Tax Act, 2017 and the benefit of the rate reduction in GST from 28% to 18% was not passed on to the recipients by increasing the base price of the products. As per the report the total amount of profiteering covered for the period 15.11.2017 to 30.09.2019 has been worked out to g 368 Lakhs. The Company has submitted its reply on January 18, 2021 to National Anti-Profiteering Authority (GST). The Company was granted personal hearing in the matter by National Anti-Profiteering Authority (GST) on April 7, 2022. Pursuant to the said hearing, the Company has argued and submitted its reply vide letter date April 12, 2022 to emphasize the fact that the benefit of GST rate change was duly passed on to the customers. Further clarification was required by the Directorate General of Anti Profiteering department on November 3, 2022, for which Company has submitted its reply vide letter date November 17, 2022. Final order is awaited in this regard.

(c) Based on consultation with the legal advisors of the Company, the management believes that the tax authorities are not likely to be able to substantiate their tax assessments / demands & accordingly it has not provided for these tax demands at the Balance sheet date.

(d) On April 12 2021, the Company received a notice from its vendor wherein the party filed an application under IBC Code with NCLT towards alleged non-payment of its dues (including interest) g 100.65 lakhs, however the total outstanding as per the Company books amounts to g 0.83 lakhs. Various hearing has happened till March 31, 2023 and the matter is sub judice. The next hearing is scheduled on June 1, 2023.

(e) The Company is a party to various legal proceedings in normal course of business and does not expect the outcome of these proceedings to have any adverse effect on its financial conditions, results of the operations or cash flow. Amounts of such disputes are unascertainable.

41. During the year, tenure of a lease rental agreement entered by the Company with a related party (Lessor) expired. In the past, the Company has given security deposits of g 10,100 lakhs pursuant to such agreement. The Company still holds the possession of the moveable assets (PPE) taken by it under this agreement for its usage. The Company is following up with the lessor to recover the amount of security deposits. During the year, the Company has obtained a valuation report of such assets by an independent professional firm. The Company believes that these receivables are secured by the assets, which are in its possession, whose value as determined by the independent valuer is higher than the security deposits and hence the Company has considered the security deposits as secured and good and fully receivable. Further, till the time these assets are in the possession of the Company, which will be surrendered on receipt of the amount of g 10,100 lakhs, as conveyed by the Company to such related party, no lease rental charges will be paid post the closure of the tenure of this agreement. Accordingly, no provision towards lease rental, if any, to be claimed by such related party in the future has been provided in the books of accounts.

42. IND AS 115 : REVENUE FROM CONTRACTS WITH CUSTOMERS

The application of Ind AS 115 did not have any significant impact on recognition and measurement of revenue and related items in the standalone financial statements.

Note - During year ended March 31, 2023, revenue recognized is g 1,745.66 lakhs, income from gift voucher expiry is g 550.00 lakhs and advances collected is g1,144.10 lakhs. During the year ended March 31, 2022, revenue recognized is g 2,631.21 lakhs and advances collected is g 2,295.66 lakhs.

43. Costs of warranty include the cost of labour, material and related overhead necessary to repair a product during the warranty period. The Company has deployed an in-house staff for to repair the products under warranty period. The Company being a trader have back to back warranty agreements with the parties for all the products it sales. Further the Company's cost on stores and spares based on the actual expenses incurred itself is not material and is further insignificant related to products which are under warranty period of more than one year. Hence the Company does not make any provision for warranties in accordance with in accordance with Ind AS 37 and expense out the cost on an actual basis.

44. The Company has incurred a net loss of g 2,101.39 lakhs during the year ended March 31, 2023. Further, the entire networth of the Company has been eroded due to losses incurred and its current liabilities exceed its current assets which indicate a material uncertainty exists that may cast a significant doubt on the Company's ability to continue as a going concern. In the previous financial year, the Company has raised Equity Capital through rights issue to improve its net worth. Further, the Company is committed to improve its operational efficiency and has taken various initiatives to boost sales and reduce cost. These initiatives will yield desired results and the management is confident that the networth will turn positive in the near future and yield sustainable cash flows to meet all its obligations. The Company has also initiated the process to raise further funds through Rights Issue. Accordingly, the financial results of the Company have been prepared on a going concern basis.

45. A provision for interest of '160.26 lakhs has been provided for in the books for delay in reversal of Input tax credit (ITC) for trade payable (including ITC availed on purchases made on SOR basis) outstanding for more than 180 days. No provision is created on such amount of ITC credit of g 697.30 lakhs, as the Company has initiated steps to clear all such outstanding dues in the near future.

46. SUBSEQUENT EVENTS

i. Increase in Authorised Share Capital

Subsequent to the Balance Sheet date on April 16, 2023, the Company has increased the authorised share capital from g 5,000.00 lakhs to g 7,500 lakhs vide resolution passed in meeting of Board of Directors held on March 14, 2023.

ii. Proposed Rights Issue

The Board of Directors of the Company at their meeting held on March 14, 2023, approved the raising of funds, through issuance and allotment of equity shares of face value g 5 each ("Equity Shares") for

an aggregate amount less than g 50.00 crores (Rupees Fifty Crores), on rights basis on such terms (as decided by the Board of Directors or a duly constituted committee of the Board) to the eligible equity shareholders of the Company, as on the record date, subject to receipt of regulatory/statutory approvals as required. Subsequently, the Committee of Directors at its meeting held on May 24, 2023 has approved various other aspects of the proposed Rights Issue including the issue price, size of the issue and the ratio for Rights Entitlement and has fixed the record date on May 30, 2023.

47. As on the balance sheet date (current year and previous year), the Company has reversed the inventories which were purchased on Sale or Return basis (SOR) basis of g 2,124.12 lakhs and g 3,021.08 lakhs respectively along with the simultaneous reversal of such amounts from purchases / trade payables.

48. Exceptional items for the year ended March 31, 2023 includes g 1,386.12 lakhs (net impact in P&L statement in future years: g 8.71 lakhs) on account of changes arising in Right of use asset and Lease liabilities due to the decision taken by the management about the continuity plans of the loss making stores and g 1,724.16 lakhs on account of write back of liabilities as approved by the Board of Directors.

49. Balances of Trade Payables and Other Receivables are subject to confirmations and reconciliation, if any. Such reconciliation, in the opinion of the management, are not likely to be material and will be carried out as and when ascertained.

50. During the year, the Company has raised claims by writing to Future Retail Limited, Future Supply chain solutions Limited and Future Lifestyle Fashions Limited wherein it has sought those entities to compensate the Company towards loss of margin on sales, on account of pre mature closure of sub lease arrangements in FY 2021-22 without intimating to the Company, which amounts to g 775.10 Lakhs, g 1,570.99 lakhs and g 1,563.57 Lakhs, respectively.

51. The Company does not have any transactions with the companies struck off under section 248 of Companies Act, 2013 during the year ended 31 March 2023 except as mentioned below. The Company does not have any transactions with the companies struck off under section 248 of Companies Act, 2013 during the year ended 31 March 2022.

52. OTHER STATUTORY INFORMATIONS

i. The Company does not have transaction which are not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income-tax Act, 1961.

ii. The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or

(b) Provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

iii. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding party company (Ultimate Beneficiaries) or

(b) Provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

iv. During the year the company is not declared wilful defaulter by any bank or financial institution or other lender.

v. The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

vi. The Company has not traded or invested in crypto currency or virtual currency during the financial year.

vii. The Company has not defaulted in repayment of loans or other borrowings or payment of interest thereon to any lender.

viii. The Company does not have any Benami property, where any proceeding has been initiated or pending against the company for holding any Benami property.

ix. Corporate Social Responsibility (CSR) - As per the section 135 of the Companies Act 2013, the Company is required to spend g Nil (2022: g Nil) towards CSR based on profitability of the Company, against the same g Nil has been spent by the Company.

Ratios have been computed as under:

i) Current Ratio = Current Assets / Current Liabilities

ii) Debt Equity Ratio = Total Debt / Shareholders' Equity

iii) Debt Service Coverage Ratio = Earnings available for debt service including exceptional items/Debt service

iv) Return on Equity = Net Profit after tax / Average Shareholders' Equity

v) Inventory Turnover Ratio = COGS / Average Inventory

vi) Trade Receivables Turnover Ratio = Net Credit Sales / Average Receivables

vii) Trade Payables Turnover Ratio = Total Purchases / Average Payables

viii) Net Capital Turnover Ratio = Net Sales / Working Capital

ix) Net Profit Margin = Net Profit after tax including exceptional items / Net Sales

x) Return on Capital Employed = EBIT including exceptional items/ Capital Employed

xi) Return on Investment = Income generated from investment / Average investments"

(1) Decrease was primarily on account of losses incurred in FY22-23.

(2) Improvement was primarily on account of increase in credit sales.

(3) Decrease was primarily on account of decrease in purchase of stock-in-trade and decrease in trade payables.

(4) Decrease in the ratio was primarily on account of negative shareholders' equity.

(5) Decrease was primarily on account of decrease in operational revenue and increase in negative working capital.

54. AMENDMENTS ISSUED BUT NOT YET EFFECTIVE

a) Newly issued standards

There were no standards notified by the Ministry of Corporate Affairs (MCA) during the year ended March 31, 2023."

b) Amendments in prevailing standards but not effective

Ministry of Corporate Affairs (MCA) notifies new standard or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. On March 31, 2023, MCA amended the Companies (Indian Accounting Standards) Rules, 2015. The effective date for adoption of these amendments is annual period beginning on or after April 1, 2023. The significant amendments are as below.

(i) Ind AS 1 - Presentation of Financial Statements

This amendment requires the entities to disclose their material accounting policies rather than their significant accounting policies. The Company has evaluated the amendment and the impact of the amendment is insignificant on its financial statements.

(H) Ind AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors

This amendment has introduced a definition of 'accounting estimates' and included amendments to Ind AS 8 to help entities distinguish changes in accounting policies from changes in accounting estimates. The Company has evaluated the amendment and the impact of the amendment is insignificant on its financial statements."

(Hi) Ind AS 12 - Income Taxes

This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions that give rise to equal and offsetting temporary differences. The Company has evaluated the amendment and the impact of the amendment is insignificant on its financial statements."

55. PREVIOUS YEAR FIGURES

Previous year figures have been regrouped and rearranged wherever necessary to conform to current year's presentation.